-----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, VeC3ucAuaGULmf0+cBL50UcaNQzpoimNGn/UsP87KfvnJdS4ggb72CKoxx62NY2C XelzUr6q1yuyBbGQwki+9w== 0000877355-08-000004.txt : 20080221 0000877355-08-000004.hdr.sgml : 20080221 20080221153459 ACCESSION NUMBER: 0000877355-08-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20071230 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080221 DATE AS OF CHANGE: 20080221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANDAMERICA FINANCIAL GROUP INC CENTRAL INDEX KEY: 0000877355 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 541589611 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13990 FILM NUMBER: 08632907 BUSINESS ADDRESS: STREET 1: 5600 COX ROAD CITY: GLEN ALLEN STATE: VA ZIP: 23060 BUSINESS PHONE: 8042678000 MAIL ADDRESS: STREET 1: PO BOX 27567 CITY: RICHMOND STATE: VA ZIP: 23261 FORMER COMPANY: FORMER CONFORMED NAME: LAWYERS TITLE CORP DATE OF NAME CHANGE: 19930328 8-K 1 form8k4q07earnings.htm FORM 8-K 4Q07 EARNINGS RELEASE form8k4q07earnings.htm

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

Date of Report (Date of earliest event reported):  February 20, 2008
___________

LANDAMERICA FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)

Virginia
(State or other jurisdiction
of incorporation)
1-13990
(Commission
File Number)
54-1589611
(I.R.S. Employer
Identification No.)
     
5600 Cox Road
Glen Allen, Virginia
(Address of principal executive offices)
 
23060
(Zip Code)
 

Registrant’s telephone number, including area code:  (804) 267-8000
 
Not Applicable
 

(Former name or former address, if changed since last report)


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:

 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

ITEM 2.02.                                RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On February 20, 2008, LandAmerica Financial Group, Inc. (the “Company”) issued a press release reporting its financial results for the fourth quarter and the year ended December 31, 2007.  The press release is being furnished as Exhibit 99.1 to this report and is incorporated by reference into this Item 2.02.  On February 21, 2008, the Company held a conference call with investors to discuss the fourth quarter and full year 2007 results.  The manuscript of this conference call is attached as Exhibit 99.2 to this report and is incorporated by reference into this Item 2.02.

ITEM 9.01.                                FINANCIAL STATEMENTS AND EXHIBITS.
 
(d)           Exhibits. The following exhibits are furnished pursuant to Item 2.02 above.

 
Exhibit No.
 
Description
       
 
99.1
 
Press Release dated February 20, 2008 relating to the Company’s earnings.
       
 
99.2
 
Transcript of conference call held on February 21, 2008, discussing the Company’s fourth quarter and full year 2007 results.




 
2

 

 
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.


   
LANDAMERICA FINANCIAL GROUP, INC.
     
(Registrant)
 
         
         
Date:    February 21, 2008
 
By:
/s/ Christine R. Vlahcevic
 
     
Christine R. Vlahcevic
 
     
Senior Vice President & Corporate Controller



 
3

 

EXHIBIT INDEX


Exhibit No.
 
Description
     
99.1
 
Press Release dated February 20, 2008 relating to the Company’s earnings.
     
99.2
 
Transcript of conference call held on February 21, 2008, discussing the Company’s fourth quarter and full year 2007 results.





 
4

 

EX-99.1 2 ex99-14q07.htm 4Q07 EARNINGS RELEASE ex99-14q07.htm
Exhibit 99.1

Logo


5600 Cox Road     Glen Allen, VA  23060    Telephone: (804) 267-8000    Fax: (804) 267-8466    Website: www.landam.com
     
     
FOR IMMEDIATE RELEASE
Bob Sullivan
Lloyd Osgood
February 20, 2008
SVP – Investor Relations
SVP –  Communications Resources
 
Phone: (804) 267-8703
Phone: (804) 267-8133
 
bsullivan@landam.com
losgood@landam.com
     
     
LANDAMERICA REPORTS FOURTH QUARTER AND
FULL YEAR 2007 RESULTS
 

RICHMOND, VA - LandAmerica Financial Group, Inc. (NYSE: LFG), a leading provider of real estate transaction services, announces operating results for the fourth quarter and year ended December 31, 2007.

   
Fourth Quarter 2007
 
Fourth Quarter 2006
                 
Total revenue
  $ 845.4  
Million
  $ 1,088.9  
Million
Net (loss) income
  $ (45.9 )
Million
  $ 34.3  
Million
Net (loss) income per diluted share
  $ (3.01 )     $ 1.95    


   
Year 2007
 
Year 2006
                 
Total revenue
  $ 3,705.8  
Million
  $ 4,015.9  
Million
Net (loss) income
  $ (54.1 )
Million
  $ 98.8  
Million
Net (loss) income per diluted share
  $ (3.31 )     $ 5.61    

FINANCIAL HIGHLIGHTS
·  
Total revenue decreased by 22.4% in fourth quarter 2007 from fourth quarter 2006, reflecting the continued decline in residential mortgage originations and lower commercial revenue during the quarter.  As estimated by the Mortgage Bankers Association, industry-wide residential mortgage originations declined by approximately $234 billion, or 33.9%, in fourth quarter 2007 from the comparable period in 2006.
·  
Net loss in fourth quarter 2007 included pretax charges of $41.3 million related to closed offices ($30.4 million), the early extinguishment of debt ($6.4 million), and impairment of intangible and long-lived assets ($4.5 million).
·  
Net loss for full year 2007 included pretax charges of $75.6 million related to closed offices ($43.9 million), impairment of intangible and long-lived assets ($25.3 million), and the early extinguishment of debt ($6.4 million).
·  
There were approximately 160 offices closed during fourth quarter 2007 and approximately 285 offices closed for the full year 2007.
·  
In fourth quarter 2007, the Company reduced full-time equivalents (“FTEs”) by approximately 1,700.  FTEs were approximately 11,050 at December 31, 2007, compared to approximately 14,250 at December 31, 2006.
·  
Impairment of intangible and long-lived assets included the impairments of customer relationship and non-compete intangibles as well as title plant impairments.
·  
The claims provision as a percentage of operating revenue for the Title Operations segment was 8.6% in fourth quarter 2007, up from 5.4% in fourth quarter 2006.  In third quarter 2007, the claims provision ratio was 9.9%.
·  
The total claims provision for 2007 included $235.1 million for 2007 policies and $53.4 million for increases in claims rates for policies in prior years.
·  
Direct revenue from title and non-title commercial operations was $126.5 million in fourth quarter 2007 compared to $138.4 million in fourth quarter 2006, a decrease of 8.6%.


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·  
Cash flows from operating activities were $30.2 million for fourth quarter 2007 and $114.2 million for the full year 2007.
·  
Open orders in January 2008 of approximately 91,800 reflected a pickup in refinance and buy/sell activity; this was the strongest open order count since May 2007.


“Results for 2007 reflected an extremely difficult real estate market,” said Chairman and Chief Executive Officer Theodore L. Chandler, Jr. “During the first half of the year, results were seasonally and cyclically depressed due to reductions in transactions from a weakening real estate environment. The liquidity crunch in the mortgage credit markets beginning early in the third quarter of the year brought a precipitous 34% decline in residential mortgage originations in fourth quarter 2007 compared to the same period in 2006. Despite the challenging operating environment, our liquidity remained strong, with cash flows from operations of $30 million for the quarter and $114 million for the year.”

Chandler continued, “We have responded to these demanding market conditions with aggressive adjustments to our cost structure while continuing to make progress on our fusion initiatives designed to simplify our operations and improve our long-term performance.  We believe that as liquidity in the credit markets slowly improves, our enhanced operating efficiency will allow us to capitalize on volume opportunities.”


SEGMENT RESULTS

Title Operations

Direct revenue decreased by $172.1 million, or 38.3%, in fourth quarter 2007 from fourth quarter 2006 and decreased by $144.9 million, or 9.5%, for the full year 2007 from the comparable period in 2006.  Fourth quarter 2007 was negatively affected by the decline in residential mortgage originations and a 9.2% decrease in commercial revenue to $103.7 million from the 2006 fourth quarter high.  For the full year 2007, the decline in residential mortgage originations was offset in part by strong commercial revenue totaling $426.5 million.

Direct orders closed were approximately 110,000 in fourth quarter 2007 compared to approximately 207,000 in fourth quarter 2006, with a closing ratio decreasing to 56.8% in fourth quarter 2007 from 86.3% in fourth quarter 2006.  Direct revenue per direct order closed increased by approximately 13.6%, from approximately $2,200 in fourth quarter 2006 to approximately $2,500 in fourth quarter 2007 due to the mix of commercial versus residential business.

Agency revenue in fourth quarter 2007 decreased by $52.2 million, or 10.5%, from fourth quarter 2006. Agency revenue for the full year 2007 decreased by $220.0 million, or 11.1%, compared to full year 2006 due to the decline in market conditions across most regions, particularly in certain southeastern markets. Agents’ commissions as a percentage of agency revenue were approximately 81.0% in fourth quarter 2007 compared to approximately 79.5% in fourth quarter 2006 and approximately 80.6% for the full year 2007 compared to approximately 80.0% for the full year 2006.  These increases were caused by the shift in agency revenues away from the southeastern markets where agency commission rates tend to be lower.

Given the reduction in mortgage origination volumes, the Company has aggressively reduced operating costs. Salary and employee benefit costs decreased by $90.1 million, or 31.4%, in fourth quarter 2007 compared to fourth quarter 2006.  FTEs were reduced by approximately 1,500 in fourth quarter 2007 bringing the full-year reduction in FTEs to approximately 2,900.  Additionally, other expenses decreased by $9.2 million, or 6.0%, in fourth quarter 2007 from fourth quarter 2006 despite charges to close offices of $25.1 million incurred in fourth quarter 2007 compared to $2.0 million incurred in fourth quarter 2006.  Other expenses for fourth quarter 2007 were lower than fourth quarter 2006 in response to lower business volumes.

The provision for policy and contract claims as a percentage of operating revenue was 8.6% in fourth quarter 2007 compared to 5.4% in fourth quarter 2006 and 8.6% for the full year 2007 compared to 6.1%


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for the full year 2006. The increase in the claims provision ratio in fourth quarter 2007 was primarily due to a higher claims rate of 6.8% for the 2007 policy year.

Lender Services

Also affected by declines in the residential real estate market, operating revenue in fourth quarter 2007 decreased by $15.3 million, or 20.2%, compared to fourth quarter 2006.  Operating revenue for the full year 2007 increased by $26.7 million, or 10.6%, over the comparable period in 2006.  Revenue for fourth quarter 2007 was negatively affected by lower volume in certain product lines in the mortgage origination business, which was offset in part by growth in default management services.  Operating revenue for the full year 2007 was positively affected by increased business as a result of the merger with Capital Title, the growth in default management services, and by the acceleration of deferred revenue in the loan servicing business in first quarter 2007.  The default management services business experienced growth in volume in fourth quarter and the full year 2007 due to increased demand for lien monitoring, broker price opinion and appraisal, foreclosure, reconveyance, and other related services as a result of the downturn in the residential real estate market.

To adjust for reductions in mortgage origination volumes, the Company reduced FTEs in fourth quarter by approximately 100 and for the full year 2007 by approximately 400, resulting in salary and employee benefit cost reductions of $3.9 million, or 14.5%, in fourth quarter 2007 compared to fourth quarter 2006.  Additionally, other expenses decreased by $2.0 million, or 5.7%, in fourth quarter 2007 from fourth quarter 2006.  Included in the other expenses were charges of $2.0 million for office closures in fourth quarter 2007 compared to $0.6 million in fourth quarter 2006.  The increases for salaries and other expenses in full year 2007 over full year 2006 are primarily due to the Capital Title acquisition.

Pretax (losses) earnings were $(0.6) million in fourth quarter 2007 compared to $14.2 million in fourth quarter 2006 and $(10.3) million for the full year 2007 compared to $26.4 million for the full year 2006.  The pretax losses in fourth quarter 2007 reflected weaker results primarily in the mortgage origination businesses.  The decline in results for the full year 2007 was primarily due to the impairment of the customer relationship intangible asset in first quarter 2007 of $20.8 million, or $12.5 million after taxes, and declines in the residential real estate market, offset in part by growth in default management.

Financial Services

Pretax earnings were $4.2 million in fourth quarter 2007 compared to $5.2 million in fourth quarter 2006 and $18.3 million for the full year 2007 compared to $17.7 million for the full year 2006.  Other expenses increased by $1.0 million, or 16.9%, in fourth quarter 2007 compared to fourth quarter 2006 primarily due to a net increase in interest expense related to certificate of deposit liabilities.

Corporate and Other

Corporate and Other includes unallocated corporate expenses, residential home warranty and inspection businesses, and commercial property appraisal and assessment businesses.  Operating revenue decreased by $5.5 million, or 14.5%, in fourth quarter 2007 from fourth quarter 2006 and increased by $22.4 million, or 18.4%, for the full year 2007 over the comparable period in 2006.  Revenue from commercial operations was $22.8 million in fourth quarter 2007 compared to $24.2 million in fourth quarter 2006, a decrease of 5.8%.  Revenue from commercial operations was $90.2 million for the full year 2007 compared to $66.7 million for the full year 2006, an increase of 35.2%.  Operating revenues were affected by declines in the home warranty and property inspection businesses in fourth quarter 2007 and for the full year 2007 from comparable periods in 2006, which are dependent on volumes in the residential markets.

Salary and employee benefit costs increased by $8.6 million, or 40.2%, in fourth quarter 2007 over fourth quarter 2006 and by $14.7 million, or 16.1%, for the full year 2007 over the year ended December 31, 2006.  Salary and employee benefit costs increased in fourth quarter 2007 over fourth quarter 2006 primarily due to acquisitions.  Salary and employee benefit costs increased for the full year 2007 over the full year 2006 primarily as a result of acquisitions and to support strong commercial business included in the Corporate and Other category.


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Pretax losses were $(37.5) million in fourth quarter 2007 compared to $(20.6) million in fourth quarter 2006 and $(117.0) million for the full year 2007 compared to $(116.6) million for the full year 2006.  In fourth quarter 2007, the Company recorded a net charge of $6.4 million for the early pay down of certain of its senior notes.  Pretax losses for the full year 2006 included the write-down of the corporate offices to fair value and relocation and related exit costs of the Company’s corporate offices of $15.5 million.

The effective income tax rate was 33.7% for the full year 2007 compared to 35.8% for the full year 2006.  The change in the effective tax rate was due primarily to pretax income/loss in relation to permanent differences, the mix of state taxable income and/or loss from the Company’s non-insurance subsidiaries, valuation allowances, and the release of a tax reserve.

During fourth quarter 2007, the Company repurchased 496,880 shares of its common stock for approximately $16.8 million, at an average cost of $33.77 per share.  During 2007, the Company completed the repurchase of authorized shares under the programs approved by the Board of Directors in October 2005 and February 2007 by repurchasing approximately 2.5 million shares at an aggregate cost of approximately $144 million, or 14% of total shares outstanding as of December 31, 2006.  At December 31, 2007, approximately 1,109,620 shares remained under the program approved by the Board of Directors in August 2007.


CONFERENCE CALL

The Company will sponsor a conference call on Thursday, February 21, 2008, at 10:00 AM ET to discuss the results.

Those wishing to participate in the live call should dial 1-877-407-0782 and request to be connected to the LandAmerica conference.  Additionally, the call will be simultaneously broadcast over the internet via LandAmerica’s website (www.landam.com).  Click Investor Information > Calendar of Events.  The event will be archived and available for replay starting two hours after the completion of the live call through March 21, 2008, via LandAmerica’s website.

About LandAmerica Financial Group, Inc.

LandAmerica Financial Group, Inc. is a leading provider of real estate transaction services with over 700 offices and a network of more than 10,000 active agents. LandAmerica serves agent, residential, commercial, and lender customers throughout the United States and in Mexico, Canada, the Caribbean, Latin America, Europe, and Asia.  LandAmerica is recognized as number one in the mortgage services industry on Fortune’s 2007 list of America’s Most Admired Companies.


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Segment Results
(In millions)

   
Quarter Ended December 31, 2007
 
   
Title Operations
   
Lender Services
   
Financial
Services
   
Corporate
& Other
   
Consolidated
 
                               
Operating revenue:
                             
Direct revenue
  $ 277.1     $ 60.3     $ 0.2     $ 32.4     $ 370.0  
Agency revenue
    442.6       -       -       -       442.6  
Total operating revenue
    719.7       60.3       0.2       32.4       812.6  
Investment income
    16.6       0.7       11.8       3.7       32.8  
Total revenue
    736.3       61.0       12.0       36.1       845.4  
Agents’ commissions
    358.5       -       -       -       358.5  
Salaries and employee benefits
    197.1       23.0       0.8       30.0       250.9  
Claims provision
    62.1       2.0       -       2.8       66.9  
Amortization of intangibles
    3.1       1.1       0.1       1.1       5.4  
Depreciation
    6.4       2.4       -       2.6       11.4  
Impairment of intangible and long-lived assets
    4.5       -       -       -       4.5  
Other expenses
    142.9       33.1       6.9       37.1       220.0  
Income (loss) before income taxes
  $ (38.3 )   $ (0.6 )   $ 4.2     $ (37.5 )   $ (72.2 )


   
Quarter Ended December 31, 2006
 
   
Title Operations
   
Lender Services
   
Financial
Services
   
Corporate
& Other
   
Consolidated
 
                               
Operating revenue:
                             
Direct revenue
  $ 449.2     $ 75.6     $ 0.1     $ 37.9     $ 562.8  
Agency revenue
    494.8       -       -       -       494.8  
Total operating revenue
    944.0       75.6       0.1       37.9       1,057.6  
Investment income
    8.9       7.0       12.0       3.4       31.3  
Total revenue
    952.9       82.6       12.1       41.3       1,088.9  
Agents’ commissions
    393.2       -       -       -       393.2  
Salaries and employee benefits
    287.2       26.9       0.8       21.4       336.3  
Claims provision
    50.8       1.8       -       2.5       55.1  
Amortization of intangibles
    2.6       2.9       0.1       0.9       6.5  
Depreciation
    7.9       1.7       0.1       1.3       11.0  
Impairment of intangible and long-lived assets
    4.4       -       -       0.1       4.5  
Other expenses
    152.1       35.1       5.9       35.7       228.8  
Income (loss) before income taxes
  $ 54.7     $ 14.2     $ 5.2     $ (20.6 )   $ 53.5  




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Year Ended December 31, 2007
 
   
Title Operations
   
Lender Services
   
Financial
Services
   
Corporate
& Other
   
Consolidated
 
                               
Operating revenue:
                             
Direct revenue
  $ 1,383.4     $ 279.4     $ 0.8     $ 143.9     $ 1,807.5  
Agency revenue
    1,761.9       -       -       -       1,761.9  
Total operating revenue
    3,145.3       279.4       0.8       143.9       3,569.4  
Investment income
    78.1       1.7       43.8       12.8       136.4  
Total revenue
    3,223.4       281.1       44.6       156.7       3,705.8  
Agents’ commissions
    1,420.9       -       -       -       1,420.9  
Salaries and employee benefits
    936.0       101.6       3.2       106.1       1,146.9  
Claims provision
    269.5       7.2       -       11.8       288.5  
Amortization of intangibles
    11.9       5.7       0.2       4.1       21.9  
Depreciation
    27.3       8.9       0.1       10.9       47.2  
Impairment of intangible and long-lived assets
    4.5       20.8       -       -       25.3  
Other expenses
    525.9       147.2       22.8       140.8       836.7  
Income (loss) before income taxes
  $ 27.4     $ (10.3 )   $ 18.3     $ (117.0 )   $ (81.6 )


   
Year Ended December 31, 2006
 
   
Title Operations
   
Lender Services
   
Financial
Services
   
Corporate
& Other
   
Consolidated
 
                               
Operating revenue:
                             
Direct revenue
  $ 1,528.3     $ 252.7     $ 0.8     $ 121.5     $ 1,903.3  
Agency revenue
    1,981.9       -       -       -       1,981.9  
Total operating revenue
    3,510.2       252.7       0.8       121.5       3,885.2  
Investment income
    66.3       11.4       40.9       12.1       130.7  
Total revenue
    3,576.5       264.1       41.7       133.6       4,015.9  
Agents’ commissions
    1,585.1       -       -       -       1,585.1  
Salaries and employee benefits
    990.3       98.4       2.6       91.4       1,182.7  
Claims provision
    212.7       6.2       -       12.4       231.3  
Amortization of intangibles
    11.4       10.7       0.2       3.6       25.9  
Depreciation
    25.2       5.4       0.1       3.9       34.6  
Impairment of intangible and long-lived assets
    4.4       -       -       10.3       14.7  
Other expenses
    520.9       117.0       21.1       128.6       787.6  
Income (loss) before income taxes
  $ 226.5     $ 26.4     $ 17.7     $ (116.6 )   $ 154.0  



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Summary of Operations
(In millions, except per share data and order information)


   
Quarter Ended December 31,
   
Year Ended December 31,
 
   
2007
   
2006
   
2007
   
2006
 
                         
Operating revenue
  $ 812.6     $ 1,057.6     $ 3,569.4     $ 3,885.2  
Investment and other income
    32.2       29.8       121.2       123.6  
Net realized investment gains
    0.6       1.5       15.2       7.1  
TOTAL REVENUE
    845.4       1,088.9       3,705.8       4,015.9  
Agents’ commissions
    358.5       393.2       1,420.9       1,585.1  
Salaries and employee benefits
    250.9       336.3       1,146.9       1,182.7  
General, administrative and other
    198.0       214.3       783.7       731.8  
Provision for policy and contract claims
    66.9       55.1       288.5       231.3  
Premium taxes
    13.2       10.5       43.5       45.2  
Interest expense
    13.8       15.0       50.3       45.2  
Amortization of intangibles
    5.4       6.5       21.9       25.9  
Impairment of intangible and long-lived assets
    4.5       4.5       25.3       14.7  
Early extinguishment of debt
    6.4       -       6.4       -  
TOTAL EXPENSES
    917.6       1,035.4       3,787.4       3,861.9  
(Loss) income before income taxes
    (72.2 )     53.5       (81.6 )     154.0  
Income tax (benefit) expense
    (26.3 )     19.2       (27.5 )     55.2  
Net (loss) income
  $ (45.9 )   $ 34.3     $ (54.1 )   $ 98.8  
Net (loss) income per share
  $ (3.01 )   $ 2.01     $ (3.31 )   $ 5.80  
Weighted average number of shares outstanding
    15.2       17.0       16.3       17.0  
Net (loss) income per share assuming dilution
  $ (3.01 )   $ 1.95     $ (3.31 )   $ 5.61  
Weighted average number of shares outstanding assuming dilution
    15.2       17.6       16.3       17.6  
Other selected information:
                               
Cash flow provided by operations
  $ 30.2     $ 55.7     $ 114.2     $ 178.6  
Direct orders opened (in thousands):
                               
October
    78.8       99.6                  
November
    70.0       91.8                  
December
    61.9       83.7                  
Total direct orders opened
    210.7       275.1       1,021.6       1,080.0  
Total direct orders closed
    133.4       227.5       678.1       801.4  

January 2008 open orders were 91.8 thousand compared to 97.6 thousand in January 2007.


   
December 31,
   
December 31,
 
   
2007
   
2006
 
             
Cash and investments
  $ 1,542.8     $ 1,941.5  
Total assets
    3,853.7       4,174.8  
Policy and contract claims
    876.5       789.1  
Notes payable
    579.5       685.3  
Deferred service arrangements
    199.9       218.6  
Shareholders’ equity
    1,200.7       1,395.8  
                 
Book value per share of tangible assets
  $ 19.31     $ 27.11  
Book value per share of intangible assets
    58.90       52.18  
Book value per share
    78.21       79.29  



- more - -
 
 

Page 8 of 8   

Reconciliation of Non-GAAP Measures

EBITDA
The Company evaluates its results on the basis of earnings before interest, income taxes, depreciation, and amortization (“EBITDA”).  EBITDA is not a measure of performance defined by GAAP and should not be considered in isolation or as a substitute for cash flows provided by (used in) operating activities which has been prepared in accordance with GAAP. EBITDA, as presented, may not be comparable to the calculation of similarly titled measures reported by other companies.  Management believes that EBITDA provides useful information to investors because it is an indicator of the Company’s operating performance. Reconciliations of these financial measures to the Company’s net (loss) income are as follows:

   
Quarter Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
(In millions)
 
                         
   
2007
   
2006
   
2007
   
2006
 
                         
EBITDA
  $ (41.6 )   $ 86.0     $ 37.8     $ 259.7  
Deduct:
                               
Interest
    13.8       15.0       50.3       45.2  
Income tax (benefit) expense
    (26.3 )     19.2       (27.5 )     55.2  
Depreciation expense
    11.4       11.0       47.2       34.6  
Amortization expense
    5.4       6.5       21.9       25.9  
Net (loss) income
  $ (45.9 )   $ 34.3     $ (54.1 )   $ 98.8  



The Company cautions readers that the statements contained herein regarding the Company’s future financial condition, results of operations, future business plans, operations, opportunities, or prospects, including any factors which may affect future earnings, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based upon management’s current knowledge and assumptions about future events and involve risks and uncertainties that could cause actual results, performance or achievements to be materially different from any anticipated results, performance or achievements, expressed or implied by such forward-looking statements. Such risks and uncertainties include: (i) the Company’s results of operations and financial condition are susceptible to changes in mortgage interest rates, the availability of mortgage financing, and general economic conditions; (ii) changes to the participants in the secondary mortgage market could affect the demand for title insurance products; (iii) the Company is subject to government regulation; (iv) heightened regulatory scrutiny of the Company and the title insurance industry, including any future resulting reductions in the pricing of title insurance products and services, could materially and adversely affect the Company’s business, operating results, and financial condition; (v) the Company may not be able to fuel its growth through acquisitions; (vi) the Company’s inability to integrate and manage successfully its acquired businesses could adversely affect its business, operating results, and financial condition; (vii) regulatory non-compliance, fraud or defalcations by the Company’s title insurance agents or employees could adversely affect its business, operating results, and financial condition; (viii) competition in the Company’s industry affects its revenue; (ix) significant industry changes and new product and service introductions require timely and cost-effective responses; (x) the Company’s litigation risks include substantial claims by large classes of claimants; (xi) the Company’s claims experience may require it to increase its provision for title losses or to record additional reserves, either of which may adversely affect its earnings; (xii) key accounting and essential product delivery systems are concentrated in a few locations; (xiii) provisions of the Company’s articles of incorporation and bylaws and applicable state corporation, insurance, and banking laws could limit another party’s ability to acquire the Company and could deprive shareholders of the opportunity to obtain a takeover premium for shares of common stock owned by them; (xiv) the Company’s future success depends on its ability to continue to attract and retain qualified employees; (xv) the Company’s conduct of business in foreign markets creates financial and operational risks and uncertainties that may materially and adversely affect its business, operating results, and financial condition; and (xvi) various external factors including general market conditions, governmental actions, economic reports and shareholder activism may affect the trading volatility and price of the Company’s common stock. For a description of factors that may cause actual results to differ materially from such forward-looking statements, see the Company’s Annual Report on Form 10-K for the full year 2006, and other reports from time to time filed with or furnished to the Securities and Exchange Commission. The Company cautions investors not to place undue reliance on any forward-looking statements as these statements speak only as of the date when made. The Company undertakes no obligation to update any forward-looking statements made in this release.


# # #
 
 

 



EX-99.2 3 ex99-24q07.htm TRANSCRIPT OF 4Q07 EARNINGS CONFERENCE CALL ex99-24q07.htm
Exhibit 99.2


LANDAMERICA PARTICIPANTS:

Theodore L. Chandler, Chairman & Chief Executive Officer
G. William Evans, Executive Vice President & Chief Financial Officer
Bob Sullivan, Senior Vice President, Investor Relations & Capital Markets


SPEAKER:  Operator

Greetings ladies and gentlemen and welcome to the LandAmerica Financial Group fourth quarter and full-year 2007 results conference call.  At this time all participants are in a listen only mode.  A question and answer session will follow the formal presentation.  If anyone should require operator assistance during the conference please press *0 on your telephone keypad.  As a reminder, this conference is being recorded.  It is now my pleasure to introduce your host, Bob Sullivan, Senior Vice President Investor Relations for LandAmerica Financial Group.  Thank you Mr. Sullivan, you may begin.


SPEAKER: Bob Sullivan, Senior Vice President, Investor Relations & Capital Markets

Thank you Claudia.  Good morning, and welcome to LandAmerica’s conference call to review fourth quarter and full-year 2007 results.  Joining me today are Chairman and Chief Executive Officer, Ted Chandler, and Chief Financial Officer, Bill Evans.  Ted will open our call with an overview of fourth quarter and full-year 2007 results and then turn it over to Bill for more detail.  Following that, we will open the call to your questions.

The company cautions listeners that any statements made regarding the company's future financial condition, results of operations and business plans, operations, opportunities or prospects, including any factors which may affect future earnings, are forward-looking statements made pursuant to the safe harbor provisions of the Securities, Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based upon management's current knowledge and assumptions about future events and involve risks and uncertainties that could cause actual results to differ materially from anticipated results. For a description of such risks and uncertainties, see the company's Annual Report on Form 10-K for the year ended December 31, 2006, and other reports from time-to-time filed with or furnished to the Securities and Exchange Commission. The company cautions investors not to place undue reliance on any forward-looking statements as these statements speak only as of the date when made. The company disclaims any duty to update any forward-looking statements made on this call.

Now I’d like to turn the call over to Ted Chandler.


SPEAKER: Ted Chandler, Chairman & Chief Executive Officer

Good morning, and thank you for joining us.

 
1

 

Let’s start by looking at the overall operating environment to set the context for our fourth quarter and full-year 2007 performance.  2007 was a difficult year for mortgage lending and the residential real estate market.  The Mortgage Bankers Association the MBA estimates total residential mortgage originations were down approximately 34 percent in fourth quarter 2007 compared to the same period in 2006.

On a full year basis, MBA estimates that total residential mortgage originations declined 14 percent from $2.7 trillion in 2006 to $2.3 trillion in 2007.

We responded to these demanding market conditions with aggressive adjustments to our cost structure.  In 2007, we reduced the number of full-time equivalents, or FTEs, by approximately one-third of our residential and lender services groups and related functions.

We also closed nearly one-third of our offices in 2007, while continuing to make progress with our Fusion initiatives designed to simplify our operations and improve our long-term performance.

We believe these efforts will allow us to capitalize on volume opportunities as liquidity in the credit markets slowly improves.

As a result of the difficult operating environment and the expenses incurred to implement our cost reductions and Fusion initiatives, our consolidated revenue in fourth quarter 2007 was $845 million, with a net loss of approximately $(46) million, or a net loss of $(3.01) per diluted share.  Later in the call, Bill will comment on the details of our financial results.

In a year of declining residential revenue, we saw very strong results from our Commercial operations through the first three quarters of the year before decreasing approximately nine percent in the fourth quarter from the prior year.  For full-year 2007, our commercial operations generated revenue of approximately $517 million, an increase of 16 percent from 2006.

While full-year 2008 MBA projections suggest continued pressure on the residential real estate market, we are seeing some positive developments.  First, the President’s recent signing of the economic stimulus package, which includes a temporary extension of conforming loan limits, could help ease the credit crunch.  Second, and more immediate, the Fed’s aggressive reduction of interest rates appears to have influenced a recent increase in refis.

For the month of [January] 2008, we opened approximately 92,000 orders. This reflects open orders per day of approximately 4,400, or an increase of 41 percent, January of 2008 compared to December of 2007.  Overall, refis in January 2008 were up 54 percent and purchases were up 20 percent compared to December of 2007.

In order to manage through this cyclical downturn, our seasoned operators significantly reduced FTEs and consolidated and closed offices.  Additionally, we are transforming our long-term cost structure through our Fusion initiatives.

 
2

 

Consolidated personnel and general and administrative costs adjusted for the costs of office closures decreased by approximately $128 million from the fourth quarter of 2006 to the fourth quarter of 2007, or an annualized savings of over $500 million.

FTE reductions are based on specific conditions in each of the local markets we serve.  In the fourth quarter 2007, we reduced approximately 1,200 FTEs, or 17 percent, in the residential and lender services groups.  This brings full-year 2007 reductions in those two operations to approximately 3,100 FTEs, or a reduction of 34 percent, since December 31, 2006.

The consolidated reduction in salaries and employee benefits for fourth quarter 2007 from fourth quarter 2006 was 25 percent.  We will continue to adjust our staffing levels based on market conditions.  In January 2008, on a consolidated basis, we reduced an additional 270 FTEs.

Through office consolidations and closings, we eliminated approximately 160 offices during the fourth quarter 2007 and approximately 285 offices during the full-year 2007, or about 30 percent of our open offices at the beginning of the year.  The reduction in consolidated general and administrative expenses for fourth quarter 2007 from fourth quarter 2006 was 15 percent, excluding the incremental office closure costs.

Since many of the cost saving actions were in the latter part of 2007, we expect the benefits to continue to be realized in 2008.

In order to transform LandAmerica into a unified operating company, we are actively engaged in a number of initiatives to maximize our operating efficiency and thereby improve our return on equity.  We call these our Fusion initiatives.

Under Production Fusion, we consolidated approximately 15 production centers in fourth quarter 2007.  On a full-year 2007 basis, we consolidated just over 50 production centers, for a 60 percent decrease from the beginning of the year.

Technology Fusion is our initiative to reduce the complexity and costs of over 300 operating applications to a substantially reduced number when completely phased in during 2009.  In 2007 we met our goal to decommission approximately 100 applications, a one-third reduction from the beginning of the year, and we are continuing this process in 2008.

Due to the uncertainty in market conditions, we paused the share repurchase program in mid-December 2007.  In fourth quarter 2007, we repurchased approximately 500,000 shares, or 3.2 percent of our total shares outstanding since the beginning of the quarter at a total cost of $16.8 million.

During 2007, we completed the repurchase of authorized shares under the programs approved by the Board of Directors in October 2005 and February 2007 by repurchasing approximately 2.5 million shares at an aggregate cost of approximately $144 million, or 14 percent of our total shares outstanding as of December 31, 2006.  At December 31, 2007, approximately 1.1 million shares remain under the program approved by the Board of Directors in August of 2007 that expires at the end of March of 2009.

 
3

 

We continue to view share repurchases as an attractive option for use of our excess cash and will continue to evaluate repurchase opportunities in light of real estate market conditions.

In short, we exit 2007 with a significantly lower cost platform and more benefits from our Fusion initiatives than we had at the beginning of the year.  We enter 2008 committed to growing total shareholder return by significantly improving our operating returns and deploying our excess capital to deliver the highest risk-adjusted return.

Now I’d like to turn the call over to Bill to review our financial results in more detail.


SPEAKER: G. William Evans, Executive Vice President & Chief Financial Officer

Thank you, Ted.

Good morning everyone.  Given the challenging operating environment in 2007, our consolidated revenue in fourth quarter 2007 was $845.4 million, with a net loss of $(45.9) million, or $(3.01) per diluted share versus fourth quarter 2006 results of $1.1 billion of consolidated revenue and net income of $34.3 million, or $1.95 per diluted share.

Pretax loss for fourth quarter 2007 was $(72.2) million.  Fourth quarter 2007 results include pretax charges of $41.3 million for the consolidation and closing of offices, prepayment of debt, and impairment of intangibles and other long-lived assets.  Additionally, a 320 basis points rise in the claims rate over fourth quarter 2006 increased the claims provision by $23.4 million.

Our consolidated revenue for full-year 2007 was $3.7 billion, with a net loss of $(54.1) million, or $(3.31) per diluted share, versus full-year 2006 results of approximately $4.0 billion of consolidated revenue.  Our consolidated net income for full-year 2007 was $98.8 million, or $5.61 per diluted share.

Pretax loss for full-year 2007 was $(81.6) million and included total pretax charges of $75.6 million for the consolidation and closing of offices, prepayment of debt, and impairment of intangibles and long-lived assets.  The rise in the claims rate of 250 basis points increased the claims provision by $78.9 million.

Turning now to fourth quarter 2007 results and starting with our largest segment, operating revenue for title operations was $719.7 million, a decrease of approximately 24 percent from fourth quarter 2006.  This decrease was primarily due to further deterioration in the residential real estate market and lower commercial revenue.  Commercial revenue for our title segment decreased nine percent in fourth quarter 2007 to $103.7 million from $114.2 million in fourth quarter 2006, the high point for commercial revenue in 2006.

From a mix perspective, agency revenue was 61.5 percent of fourth quarter 2007 total operating revenue, an increase from 52.4 percent in fourth quarter 2006.  Direct revenue was 38.5 percent of fourth quarter 2007 total operating revenue and represented a decrease from 47.6 percent in fourth quarter 2006.

 
4

 

Direct orders opened, a metric we use to determine the relative strength of future residential volume, were approximately 210,700 in fourth quarter 2007 compared to approximately 275,100 in fourth quarter 2006, or a decrease of approximately 23 percent.

Orders closed in fourth quarter 2007 were only 57 percent of orders opened in third quarter 2007.  As we indicated last quarter, this closing ratio would typically be about 70 percent.  While opened orders declined in fourth quarter 2007, as Ted noted, January’s opened order count showed upward momentum due to the recent interest rate cuts.

Personnel costs for the title operations segment were $197.1 million in fourth quarter 2007, a reduction of over 31 percent from fourth quarter 2006.  In August, we committed to reducing headcount by 1,100 FTEs during second half 2007.  We exceeded this commitment by reducing staffing levels for the title segment by 1,200 FTEs during the third quarter and by another 1,500 FTEs during fourth quarter 2007, or a total of 2,700 in the second half of the year.  These FTE reductions occurred primarily in the residential group, which was most affected by the decline in mortgage originations.

Other expenses in title operations decreased about six percent in fourth quarter 2007 from fourth quarter 2006.  Again, other expenses included substantial costs to close offices and, because the office consolidations occurred during the third and fourth quarters, we expect to see the full benefits of our cost reduction program in 2008.

Over the past two years, the title industry has experienced increasing claims activity, and we have identified and reacted appropriately to this trend.  Our claims provision in fourth quarter 2007 of 8.6 percent was a reduction from the claims rates in the second and third quarters, which were 9.3 percent and 9.9 percent, respectively.  The consolidated claims provision for full-year 2007 included $235.1 million for the 2007 policy year and $53.4 million for increases in estimated claims for prior-policy years.

Fourth quarter’s provision rate was higher than historical rates due primarily to a higher claims rate for the 2007 policy year of 6.8 percent of title premiums, an increase of 40 basis points over the 6.4 percent estimated rate used as of third quarter 2007.  The good news is that we did not see a significant increase in policy years 2004 through 2006 as seen in previous quarters.

In fourth quarter 2007, the title operations segment had a pretax loss of $(38.3) million compared to pretax earnings of $54.7 million for fourth quarter 2006.

Turning to our lender services segment, operating revenue was $60.3 million in fourth quarter 2007 compared to $75.6 million in fourth quarter 2006, a decrease of 20 percent.  Revenue was negatively affected by lower volumes in certain product lines that service mortgage originations, such as credit reporting and centralized title and closing services for our national lender customers.  These decreases were offset in part by growth in default management services, which is counter cyclical to our mortgage origination services.

 
5

 


In response to lower mortgage origination volumes, we reduced staffing levels over 100 FTEs in the third quarter and by another 100 in fourth quarter 2007.  Personnel costs for lender services for fourth quarter 2007 are showing a decrease of about 14 percent, compared to fourth quarter 2006.

In fourth quarter 2007, the lender services segment had a pretax loss of $(0.6) million, including $2.2 million of charges for office closings, compared to pretax earnings of $14.2 million in fourth quarter 2006.  The decrease in pretax earnings quarter-over-quarter was due to lower volume in the mortgage origination business and increased costs of $3.1 million associated with investments in technology.

Looking to the businesses within the corporate and other category, operating revenue decreased by $5.5 million, or 14 percent, fourth quarter 2007 from fourth quarter 2006.

Acquisitions closed earlier in the year contributed approximately $8 million of revenue.  On a same store basis, operating revenue decreased $13.5 million, or 36 percent.  This decrease was mostly due to the decline in commercial revenue.  In addition, our Financial Services segment contributed $4.2 million to pretax earnings in fourth quarter 2007.
 
Let’s now move to some balance sheet and cash flow highlights.  Cash and investments were $1.5 billion.  Substantially all of our fixed-maturity portfolio is investment grade.  All of our mortgage-backed securities and collateralized mortgage obligations had a Moody’s rating at December 31, 2007 of Aa1 or better.  In addition, we do not own any subprime, interest only, principal only or residual traunches of mortgage-backed securities.
 
 
As to the Loans Receivable of $638.4 million held by Centennial Bank, the average yield on the loan portfolio was 6.8 percent in 2007, including fees and charges.  Centennial makes loans only on a secured basis at loan-to-value percentages no greater than 75 percent.  No impairments have been recognized and there were no loans in non-accrual status, so the quality is high.
 
Our claims reserve increased to $876.5 million, and shareholders’ equity was approximately $1.2 billion.  Book value per share at the end of the quarter was $78.21.

In October 2007, we prepaid all of our outstanding Senior Notes - Series B, due in 2008, and all of our outstanding Senior Notes - Series C, due in 2011, by drawing down on our 2006 revolver.  We exercised our option to prepay the Senior Notes to enhance our financial flexibility, including lowering our current interest rate by almost 200 basis points.  As a result of these prepayments, we incurred net charges of $6.4 million in fourth quarter 2007.

Even though we had a net loss for the quarter and full year 2007, we generated approximately a positive $30 million and $114 million of cash flow from operations, respectively compared to cash flow from operations of approximately $56 million and $179 million for the quarter and full-year 2006.

This concludes our prepared remarks and at this time, we would like to open the call to your questions.

 
6

 

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