-----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, SHl0iPXuQ1KyjcTn9Hj/6UJL5XBtwefWy3uErw8qNsjyWPfzDVq0uwSjkjZd7AfE L+qvNgjew8VMOJ5/obH3Rw== 0000892569-00-000151.txt : 20000214 0000892569-00-000151.hdr.sgml : 20000214 ACCESSION NUMBER: 0000892569-00-000151 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHICAGO TITLE CORP CENTRAL INDEX KEY: 0001058575 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 364217886 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: SEC FILE NUMBER: 001-13995 FILM NUMBER: 534763 BUSINESS ADDRESS: STREET 1: 171 NORTH CLARK ST STREET 2: 6FC CITY: CHICAGO STATE: IL ZIP: 60601-3292 BUSINESS PHONE: 8884314288 MAIL ADDRESS: STREET 1: 171 NORTH CLARK ST CITY: CHICAGO STATE: IL ZIP: 60601-3292 FILED BY: 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: 425 BUSINESS ADDRESS: STREET 1: 17911 VON KARMAN AVE STREET 2: STE 300 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 9496225000 MAIL ADDRESS: STREET 1: MLISS JONES KANE STREET 2: 17911 VON KARMAN AVE STE 300 CITY: IRVINE STATE: CA ZIP: 92614 425 1 FIDELITY NATIONAL PRESS RELEASE 1 Filed by Fidelity National Financial, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Chicago Title Company. Registration No.: 333-89163 Contacts: Frank P. Willey President or Al Stinson Executive Vice President Chief Financial Officer (805) 563-1566 FOR IMMEDIATE RELEASE FIDELITY NATIONAL FINANCIAL, INC. ANNOUNCES EXECUTION OF AN $800 MILLION CREDIT FACILITY IN CONNECTION WITH CHICAGO TITLE TRANSACTION Irvine, Calif., February 11, 2000 -- Fidelity National Financial, Inc. (NYSE:FNF), headquartered in Irvine, California, announced that is has executed a fully syndicated Credit Agreement with Bank of America N.A., as the Lead Arranger and Administrative Agent and Chase Securities Inc. as the co-Lead Arranger and Syndication Agent to provide $800 million of Senior Credit Facilities in connection with the merger of Chicago Title Corporation with and into Fidelity. The Facilities are comprised of a $100 million 18-month revolving credit facility, a $250 million 6-year revolving credit facility and a $450 million term loan facility amortizing over a 6-year period. Subject to the consummation of the merger, proceeds from the Facilities will be used to finance the cash portion of the merger consideration for Chicago Title Corporation pursuant to the merger agreement, to refinance certain existing indebtedness, to pay fees and expenses incurred in connection with the merger, and to fund other general corporate purposes of the merged companies. "We're pleased to have the cash portion of the financing in place for the Chicago Title transaction," said William P. Foley, II, Fidelity's Chairman and Chief Executive Officer. "The execution of the Credit Agreement completes another significant step in the merger process." Investors are urged to read our Joint Proxy Statement/Prospectus dated December 29, 1999 and other relevant documents filed or to be filed with the Securities and Exchange Commission because they contain important information. These documents can be obtained 2 -more- FIDELITY NATIONAL FINANCIAL, INC. ANNOUNCES EXECUTION OF AN $800 MILLION CREDIT FACILITY IN CONNECTION WITH CHICAGO TITLE TRANSACTION Page 2-2-2-2 from Fidelity National Financial, Inc. or at the commission's web site at www.sec.gov. Certain statements in this Press Release are forward-looking statements concerning the benefits which Fidelity anticipates as a result of its proposed acquisition of Chicago Title. Because such forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, including, without limitation, changes in general economic conditions, either nationally or in the regions in which Fidelity and Chicago Title operate; competitive pressures in the title insurance and other title and real estate related services industries and legislative or regulatory changes that adversely affect our operations, along with other factors discussed in our filings with the Securities and Exchange Commission. Headquartered in Irvine, California, Fidelity National Financial, Inc. is one of the largest national title insurance underwriters and also provides diversified real estate services. The company does business in 49 states, the District of Columbia, Puerto Rico and the U.S. Virgin Islands. Fidelity, through its principal subsidiaries, issues title insurance policies and performs other real estate related services such as escrow, collection and trust activities, real estate information and technology services, trustee sale guarantees, credit reporting, attorney services, flood certification, tax monitoring, home warranty insurance, reconveyances, recordings, foreclosure publishing and posting services and exchange intermediary services in connection with real estate transactions. # # # -----END PRIVACY-ENHANCED MESSAGE-----