-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QL+tIRmbzF0ZJvLXmbp0PU8eLfj8Pgsz2SoeHUc1M66Tbp8mO4OPVNd0omz9VF02 gYsOokl85iMuNxONHCr8GQ== 0000892569-96-000378.txt : 19960410 0000892569-96-000378.hdr.sgml : 19960410 ACCESSION NUMBER: 0000892569-96-000378 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960401 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960409 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY NATIONAL FINANCIAL INC /DE/ CENTRAL INDEX KEY: 0000809398 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 860498599 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09396 FILM NUMBER: 96545421 BUSINESS ADDRESS: STREET 1: 17911 VON KARMAN AVE STREET 2: STE CITY: IRVINE STATE: CA ZIP: 92714 BUSINESS PHONE: 7148529770 MAIL ADDRESS: STREET 1: 2100 S.E. MAIN STREET STREET 2: SUITE 400 CITY: IRVINE STATE: CA ZIP: 92714 8-K 1 FORM 8-K 1 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 Date of Report: April 1, 1996 FIDELITY NATIONAL FINANCIAL, INC. (Exact name of registrant as specified in its charter) Delaware 1-9396 86--567065 -------- ------ ---------- (State or other jurisdiction (Commission (IRS Employer Identification of incorporation) File Number) Number) 17911 Von Karman Avenue, Irvine, California 92714 (Address of principal executive offices) (714) 622-5000 (Registrant's telephone number, including area code) 2 Item 5. Other Events On September 14, 1995, Fidelity National Financial, Inc. ("FNFI") entered into an agreement with Nations Holding Group, a California corporation, to acquire Nations Title, Inc. and certain of its wholly-owned subsidiaries, Nations Title Insurance Company, Nations Title Insurance of New York, Inc. and National Title Insurance of New York, Inc. On April 1, 1996, the acquisition closed. FNFI paid $19.3 million in cash and 176,000 shares of FNFI common stock. Item 7. Financial Statements and Exhibits (c) Exhibits 99 Press Release - April 2, 1996 - FNFI/Nations Title, Inc. closing 3 SIGNATURES 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. FIDELITY NATIONAL FINANCIAL, INC. Dated: April 9, 1996 /s/ CARL A. STRUNK --------------------------------- Carl A. Strunk Executive Vice President Chief Financial Officer Treasurer 4 EXHIBIT INDEX 99 Press Release - April 2, 1996 - FNFI/Nations Title, Inc. closing EX-99 2 PRESS RELEASE 1 EXHIBIT 99 [FIDELITY NATIONAL FINANCIAL, INC. LETTERHEAD] NEWS RELEASE - -------------------------------------------------------------------------------- Contacts: Frank P. Willey President Andrew F. Puzder Executive Vice President (714) 622-5000 FOR IMMEDIATE RELEASE - --------------------- FIDELITY NATIONAL FINANCIAL, INC. ACQUIRES NATIONS TITLE, INC. -------------------------------------------------------------- Irvine, Calif., April 2, 1996 -- Fidelity National Financial, Inc. (NYSE:FNF), today announced the closing of its acquisition of Nations Title, Inc. With this acquisition Fidelity National Financial, Inc. firmly positions itself as the nation's fourth largest title insurance underwriter. Nations Title, Inc. and its three wholly owned underwriters including Nations Title Insurance Company, a Kansas corporation, Nations Title Insurance of New York, Inc. and National Title Insurance Company of New York, Inc., both New York corporations, will substantially expand Fidelity's national agency network and increase market share in the more traditional agency driven states. Under the terms of the Agreement, Fidelity National Financial, Inc. acquired one hundred percent of the outstanding stock of Nations Title, Inc. for an adjusted purchase price of $19.3 million plus 176,000 shares of Fidelity National Financial, Inc.'s common stock. Nations Title Inc.'s unaudited consolidated net worth at March 31, 1996 is estimated at $27.5 million. William P. Foley, II, Chairman of the Board and Chief Executive Officer, said, "The combination of our established direct -more- 2 FIDELITY NATIONAL FINANCIAL, INC. ACQUIRES NATIONS TITLE, INC. - -------------------------------------------------------------- Page 2-2-2-2 operations and Nations' strong agency network will provide a balance to Fidelity's title premium revenue as well as hedge against future market downturns. The addition of Nations' revenue stream, which was reported at $231 million in 1995, should translate into increased profits and shareholder value due to our ability to increase operating efficiencies through assimilation and economies of scale." Frank P. Willey, President of Fidelity, stated, "The acquisition of Nations' exclusive agency network nearly doubles our existing agency base and fortifies Fidelity's position in the agency driven eastern and midwestern markets." Headquartered in Irvine, California, Fidelity National Financial, Inc. is one of the largest national underwriters engaged in the business of issuing title insurance and performing other title-related services in 49 states, the District of Columbia, Puerto Rico, the Bahamas and the Virgin Islands through its principal underwriting subsidiaries: Fidelity National Title Insurance Company, Fidelity National Title Insurance Company of California, Fidelity National Title Insurance Company of New York, Fidelity National Title Insurance Company of Pennsylvania, Fidelity National Title Insurance Company of Tennessee and American Title Insurance Company. ### -----END PRIVACY-ENHANCED MESSAGE-----