0001157523-18-000232.txt : 20180207 0001157523-18-000232.hdr.sgml : 20180207 20180207083128 ACCESSION NUMBER: 0001157523-18-000232 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180207 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180207 DATE AS OF CHANGE: 20180207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INVESTORS TITLE CO CENTRAL INDEX KEY: 0000720858 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 561110199 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11774 FILM NUMBER: 18579335 BUSINESS ADDRESS: STREET 1: 121 N COLUMBIA ST STREET 2: P O DRAWER 2687 CITY: CHAPEL HILL STATE: NC ZIP: 27514 BUSINESS PHONE: 9199682200 MAIL ADDRESS: STREET 1: 121 NORTH COLUMBIA STREET CITY: CHAPEL HILL STATE: NC ZIP: 27514 8-K 1 a51754571.htm INVESTORS TITLE COMPANY 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


 

February 7, 2018

Date of Report (Date of earliest event reported)

 
 

Investors Title Company

(Exact name of registrant as specified in its charter)


North Carolina

 

0-11774

 

56-1110199

(State or Other Jurisdiction of

(Commission

(I.R.S. Employer

Incorporation or Organization)

File Number)

Identification No.)

 

121 North Columbia Street

Chapel Hill, North Carolina

27514

(Address of Principal Executive Offices)

(Zip Code)

 

(919) 968-2200

Registrant's telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [  ]


Item 2.02.  Results of Operations and Financial Condition

Attached as Exhibit 99.1 and incorporated herein by reference is a copy of the press release of Investors Title Company, dated February 7, 2018, reporting Investors Title Company's financial results for the fiscal quarter ended December 31, 2017.

The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01.  Financial Statements and Exhibits

(d) Exhibits.  The following exhibit accompanies this Report:

Exhibit 99.1 - Press Release of Investors Title Company dated February 7, 2018.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



INVESTORS TITLE COMPANY

 
Date: February 7, 2018 By:

/s/ James A. Fine, Jr.

 

James A. Fine, Jr.

 

President, Principal Financial Officer and

 

Principal Accounting Officer


EXHIBIT INDEX

EX-99.1 2 a51754571ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Investors Title Company Announces Record Fourth Quarter and Fiscal Year 2017 Results

CHAPEL HILL, N.C.--(BUSINESS WIRE)--February 7, 2018--Investors Title Company (NASDAQ: ITIC) today announced its results for the fourth quarter and year ended December 31, 2017.

For the year, net income attributable to the Company increased 31.7% to an all-time record high of $25.7 million, or $13.56 per diluted share, versus $19.5 million, or $10.19 per diluted share, for the prior year. For the quarter, net income attributable to the Company increased 90.6% to an all-time record high of $9.6 million, or $5.08 per diluted share, versus $5.1 million, or $2.67 per diluted share, for the prior year period.

Revenues for the year increased 16.7% to a record $161.6 million, compared with $138.5 million in the prior year. The majority of the revenue increase is attributable to higher premiums. Even though refinance activity dropped from the prior year, net premiums written increased 14.9% to $138.6 million as a result of higher levels of home sales in our core markets, a continuation of the multi-year trend of increases in the underlying values of real estate, and business from newly-signed agents. Other income sources, including revenue from ancillary services coincident with providing title insurance as well as premiums written for other title companies, increased 40.9% to $17.6 million.

Operating expenses increased 19.0% to $131.4 million, compared with $110.4 million in the prior year. Expenses which fluctuate directly with revenues, including agent commissions and claims expense, were up commensurate with the increases in associated revenues. Although claims expense for the year was low by historical standards, it increased over the prior year due to lower levels of favorable loss development. In addition to normal inflationary increases, the primary factor contributing to the increase in other categories of operating expenses is the inclusion of expenses for a title insurance agency acquired in the fourth quarter of 2016.

The quarter was shaped predominantly by the same factors that affected the year, with the exception of claims expense, which was slightly more favorable in the current quarter. Revenues increased 4.6% to a fourth quarter record, while operating expenses increased 9.1%.


On December 22, 2017, the Tax Cuts and Jobs Act was enacted into law, reducing the federal corporate income tax rate from 35% to 21%, effective January 1, 2018. Accordingly, the Company’s deferred tax assets and liabilities were revalued at the new tax rate, and the impact was recognized in the provision for income taxes in the fourth quarter. The revaluation resulted in a benefit to the year and the quarter of approximately $5.3 million, or $2.82 per diluted share.

Chairman J. Allen Fine commented, “We are pleased to report the third consecutive year with record levels of revenues, reflecting a growing national economy, a strong real estate market, and the success of our long-term business model, which is centered on building mutually successful relationships with like-minded business partners. In addition to consistently strong revenue growth, 2017 marks a new Company record for net income, and the third consecutive year of net income growth.

“Aided by macroeconomic factors such as historically low foreclosure rates, the Company continues to be successful in maintaining a relatively low level of claims through a combination of a proactive approach to risk management and investments in education programs designed to improve the Company’s risk profile as well as that of our business partners.

“As we head into 2018, we are optimistic about the prospects for another strong year of real estate activity, and remain focused on expanding our presence in the marketplace.”

Investors Title Company’s subsidiaries issue and underwrite title insurance policies. The Company also provides investment management services and services in connection with tax-deferred exchanges of like-kind property.

Certain statements contained herein constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, among others, any statements regarding the Company’s expected performance for this year, future home price fluctuations, changes in home purchase or refinance activity and the mix thereof, interest rate changes, expansion of the Company’s market presence, enhancing competitive strengths, positive development in housing affordability, unemployment or overall economic conditions or statements regarding our actuarial assumptions and the application of recent historical claims experience to future periods. These statements involve a number of risks and uncertainties that could cause actual results to differ materially from anticipated and historical results. Such risks and uncertainties include, without limitation: the cyclical demand for title insurance due to changes in the residential and commercial real estate markets; the occurrence of fraud, defalcation or misconduct; variances between actual claims experience and underwriting and reserving assumptions, including the limited predictive power of historical claims experience; declines in the performance of the Company’s investments; government regulation; changes in the economy; loss of agency relationships, or significant reductions in agent-originated business; difficulties managing growth, whether organic or through acquisitions and other considerations set forth under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, as filed with the Securities and Exchange Commission, and in subsequent filings.


   
Investors Title Company and Subsidiaries
Consolidated Statements of Income

For the Three and Twelve Months Ended December 31, 2017 and 2016

(Unaudited)

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

2017   2016   2017   2016
Revenues:    
Net premiums written $ 35,180,588 $ 33,211,179 $ 138,588,877 $ 120,569,151
Investment income interest and dividends 1,146,813 1,205,490 4,444,447 4,684,489
Net realized gain on investments 50,783 194,108 1,040,901 768,436
Other 4,200,736     4,190,199     17,575,071     12,470,338
Total Revenues 40,578,920     38,800,976     161,649,296     138,492,414
 
Operating Expenses:
Commissions to agents 18,073,248 17,696,942 68,643,220 63,643,321
Provision for claims 596,363 646,935 3,311,080 242,953
Salaries, employee benefits and payroll taxes 9,547,530 8,426,127 39,012,354 31,372,099
Office occupancy and operations 2,520,743 1,739,198 8,966,623 6,265,908
Business development 1,177,702 816,519 3,164,730 2,511,699
Filing fees, franchise and local taxes 283,176 218,494 1,198,013 907,225
Premium and retaliatory taxes 732,444 642,964 2,672,034 2,202,595
Professional and contract labor fees 450,307 516,151 1,825,598 2,115,754
Other 640,655     469,869     2,585,074     1,099,408
Total Operating Expenses 34,022,168     31,173,199     131,378,726     110,360,962
 
Income before Income Taxes 6,556,752 7,627,777 30,270,570 28,131,452
 
(Benefit) Provision for Income Taxes (3,077,000 )   2,576,000     4,570,000     8,616,000
 
Net Income 9,633,752 5,051,777 25,700,570 19,515,452
 

Net (Gain) Loss Attributable to Noncontrolling Interests

(4,954 )   982     5,932     7,666
 
Net Income Attributable to the Company $ 9,628,798     $ 5,052,759     $ 25,706,502     $ 19,523,118
 
Basic Earnings per Common Share $ 5.11     $ 2.68     $ 13.63     $ 10.23
 
Weighted Average Shares Outstanding – Basic 1,885,992     1,884,283     1,886,354     1,907,675
 
Diluted Earnings per Common Share $ 5.08     $ 2.67     $ 13.56     $ 10.19
 
Weighted Average Shares Outstanding – Diluted 1,895,390     1,893,252     1,895,871     1,915,057
 

   
Investors Title Company and Subsidiaries
Consolidated Balance Sheets

As of December 31, 2017 and 2016

(Unaudited)

 
December 31,
2017
  December 31,
2016
Assets:
Investments in securities:
Fixed maturities, available-for-sale, at fair value $ 103,341,083 $ 101,934,077
Equity securities, available-for-sale, at fair value 47,366,826 41,179,259
Short-term investments 23,779,672 6,558,840
Other investments 12,032,426     11,181,531
Total investments 186,520,007     160,853,707
 
Cash and cash equivalents 20,214,468 27,928,472
Premium and fees receivable 10,159,519 8,654,161
Accrued interest and dividends 1,099,879 1,035,152
Prepaid expenses and other assets 9,003,683 9,456,523
Property, net 10,172,904 8,753,466
Goodwill and other intangible assets, net 11,357,290 12,256,641
Current income taxes receivable 385,109    
Total Assets $ 248,912,859     $ 228,938,122
 
Liabilities and Stockholders’ Equity
Liabilities:
Reserves for claims $ 34,801,000 $ 35,305,000
Accounts payable and accrued liabilities 27,565,660 26,146,480
Current income taxes payable 1,232,432
Deferred income taxes, net 8,625,759     11,118,256
Total liabilities 70,992,419     73,802,168
 
Stockholders’ Equity:
Common stock no par value (10,000,000 authorized shares; 1,885,993 and 1,884,283 shares issued and outstanding as of December 31, 2017 and 2016, respectively, excluding in each period 291,676 shares of common stock held by the Company's subsidiary) 1 1
Retained earnings 161,890,660 143,283,621
Accumulated other comprehensive income 15,944,826     11,761,447
Total stockholders’ equity attributable to the Company 177,835,487 155,045,069
Noncontrolling interests 84,953     90,885
Total stockholders’ equity 177,920,440     155,135,954
Total Liabilities and Stockholders’ Equity $ 248,912,859     $ 228,938,122
 

         
Investors Title Company and Subsidiaries
Net Premiums Written By Branch and Agency

For the Three and Twelve Months Ended December 31, 2017 and 2016

(Unaudited)

 
Three Months Ended December 31,     Twelve Months Ended December 31,
2017   %   2016   %     2017   %   2016   %
Branch $ 9,457,862   26.9   $ 9,179,050   27.6 $ 40,244,394   29.0   $ 33,482,154   27.8
 
Agency 25,722,726     73.1   24,032,129     72.4     98,344,483     71.0   87,086,997     72.2
 
Total $ 35,180,588     100.0   $ 33,211,179     100.0     $ 138,588,877     100.0   $ 120,569,151     100.0

CONTACT:
Investors Title Company
Elizabeth B. Lewter, 919-968-2200