-----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, J97aGW496Nmyg2Nzdw6ZOv6bZ/CVr1sL3vC6ZIkwvyGpWz843sgLxKShyBm3EQvR YPOWTleFYIegOurYYtQeoA== 0001002105-03-000160.txt : 20030902 0001002105-03-000160.hdr.sgml : 20030901 20030902140735 ACCESSION NUMBER: 0001002105-03-000160 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20030829 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030902 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: 03875915 BUSINESS ADDRESS: STREET 1: 101 GATEWAY CTR PKWAY STREET 2: GATEWAY ONE CITY: RICHMOND STATE: VA ZIP: 23235 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 lafgf8k82903.htm FORM 8-K LandAmerica Financial Group, Inc.






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: August 29, 2003

(Date of earliest event reported)




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

(IRS Employer

Identification No.)


   

101 Gateway Centre Parkway

Richmond, Virginia

(Address of Principal Executive Offices)


23235-5153

(Zip Code)




Registrant’s telephone number, including area code:

(804) 267-8000









Item 5.

Other Events.


The press releases issued by the Registrant on September 2, 2003 and attached hereto as exhibits are incorporated herein by reference.


Item 7.

Financial Statements, Pro Forma Financial Information and Exhibits.


(c)

Exhibits.


99.1

Press release issued by the Registrant on September 2, 2003.

99.2

Press release issued by the Registrant on September 2, 2003.



2





SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, 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:  September 2, 2003

By: /s/ Russell W. Jordan, III             


Russell W. Jordan, III

Senior Vice President, General Counsel and Secretary









3




Exhibit Index



Exhibit No.

Description


99.1

Press release issued by the Registrant on September 2, 2003

99.2

Press release issued by the Registrant on September 2, 2003













EX-99 3 exh99_1.htm EXHIBIT 99.1 Exhibit 99.1

Exhibit 99.1








           101 Gateway Centre Parkway     Richmond, Virginia  23235    Telephone: 804-267-8000    Fax: 804-267-8850    Website: www.landam.com




September 2, 2003

G. William Evans

Randy Farmer

Chief Financial Officer

Senior Vice President – Communications

804.267.8114

804.267.8120


FOR IMMEDIATE RELEASE



LandAmerica to Acquire Tax and Flood Certification Company


Richmond, VA — Richmond-based LandAmerica Financial Group, Inc. (NYSE:LFG), a leading provider of real estate transaction services, has signed an agreement to purchase LERETA Corp, a national tax service and flood hazard certification company headquartered in Covina, CA, subject to regulatory approval.  


Founded in 1986, LERETA employs state-of-the-art systems, creative solutions, and personal service to maintain a nationwide network that provides tax and flood services to the mortgage lending industry.  LERETA reported total assets in excess of $120 million at June 30, 2003, and gross revenues of $85 million for the first six months of 2003.  LERETA’s operating

results are expected  to be  immediately accretive to LandAmerica.  LandAmerica has agreed to pay $210 million in cash to acquire 100% of the outstanding stock of LERETA.   


“We are excited and pleased that LERETA is becoming a part of LandAmerica. We’re eager to begin marketing our tax and flood services with the backing of a publicly traded company with 2002 net revenues of $2.5 billion—especially one that shares our commitment to offering extraordinary customer service,” says Dale Quarto, president and CEO of LERETA. “Together, we believe we will offer the highest quality bundle of settlement products available in the industry and we look forward to reaching our goals together.”


Charles H. Foster, Jr., chairman and chief executive officer, is equally enthusiastic about the transaction. “With its sterling reputation for accuracy, responsiveness, and superior service, LERETA is a great addition to the LandAmerica family. Together, we are in a better position to  



anticipate and meet the demands of our collective mortgage customers.  Look for a combined effort to produce solutions that reduce the complexity of real estate transactions and create a more predictable outcome for the consumer.”  Foster adds that this acquisition plays perfectly with LandAmerica’s growth strategy of expanding beyond its core business of title insurance. “We believe this acquisition will enhance shareholder value by contributing to our five-year goal to generate 20-25% of our revenues from products and services other than title insurance.”


The company will sponsor a conference call for analysts and shareholders on Tuesday, September 2, 2003 at 10:00 a.m. Eastern Time to discuss the transaction.  Those wishing to participate in the conference call should dial 1-888-577-8993 prior to the beginning of the call and provide the conference operator with the pass code “LandAmerica”.  Also, the call will be simultaneously broadcast over the internet via LandAmerica’s web site (www.landam.com), under the Financial Info section. Additionally, an audio archive of the call can be accessed two hours after the completion of the live call via LandAmerica’s web site.


J. P. Morgan Securities Inc. acted as exclusive advisor to LandAmerica in this transaction.


About LandAmerica Financial Group, Inc.

LandAmerica Financial Group, Inc. is a leading provider of real estate transaction

services. LandAmerica, through its subsidiaries Commonwealth Land Title Insurance

Company, Lawyers Title Insurance Corporation, Transnation Title Insurance Company,

LandAmerica OneStop and Inspectech, services its residential and commercial customers

with more than 700 offices and a network of 10,000 active agents throughout the United

States, Mexico, Canada, the Caribbean, Central and South America.


Historical interim financial information of LERETA Corp. included in this release is not necessarily indicative of LERETA’s financial position or results of operations for any future quarterly or annual period.


The company cautions readers that the statements contained herein regarding the company’s 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 to differ materially from anticipated results.  For more details on factors that could affect expectations, see the company’s Annual Report on Form 10-K for the year ended December 31, 2002, as filed with the Securities and Exchange Commission.




# # #

EX-99 4 exh99_2.htm EXHIBIT 99.2 Exhibit 99.2

Exhibit 99.2








           101 Gateway Centre Parkway     Richmond, Virginia  23235    Telephone: 804-267-8000    Fax: 804-267-8850    Website: www.landam.com




September 2, 2003

G. William Evans

Randy Farmer

Chief Financial Officer

Senior Vice President – Communications

804.267.8114

804.267.8120


FOR IMMEDIATE RELEASE



LandAmerica to Acquire Mortgage Credit Reporting Company


Richmond, VA — LandAmerica Financial Group, Inc. (NYSE:LFG), a leading provider of real estate transaction services, has acquired 100% of the stock of INFO1 Holding Company, Inc. (INFO1), the fourth largest independent mortgage credit reporting provider in the nation. The transaction was effective as of August 31, 2003.  


Headquartered in Atlanta, GA, INFO1 employs state-of-the-art technology to deliver credit information products to mortgage lenders, brokers and other businesses in the mortgage industry. INFO1 reported assets in excess of $7.4 million at June 30, 2003 and gross revenues of $30.9 million for the first six months of 2003.  INFO1’s results are expected to be immediately accretive to LandAmerica. LandAmerica has agreed to pay approximately $47 million in cash to acquire 100% of the outstanding stock of INFO1.  


“We are delighted to be joining the LandAmerica team,” says Kenneth Goins, president of INFO1. “Backed by LandAmerica’s rock-solid financial reputation and many resources, INFO1 can now offer our mortgage customers a top menu of real estate offerings.”


Charles H. Foster, Jr., chairman and chief executive officer of LandAmerica, sees the acquisition as good for LandAmerica as well. “This is a great move for LandAmerica and INFO1, but the real winners here are our customers. This acquisition represents a key part of our strategy to expand LandAmerica’s service offerings beyond title insurance. Ultimately, our goal is to provide our customers with a turn-key, one stop solution to all of their real estate transaction needs.”




The company will sponsor a conference call for analysts and shareholders on Tuesday, September 2, 2003 at 10:00 a.m. Eastern Time to discuss the transaction.  Those wishing to participate in the conference call should dial 1-888-577-8993 prior to the beginning of the call and provide the conference operator with the pass code “LandAmerica”.  Also, the call will be simultaneously broadcast over the Internet via LandAmerica’s web site (www.landam.com), under the Financial Info section. Additionally, an audio archive of the call can be accessed two hours after the completion of the live call via LandAmerica’s web site.


About LandAmerica Financial Group, Inc.

LandAmerica Financial Group, Inc. is a leading provider of real estate transaction

services. LandAmerica, through its subsidiaries Commonwealth Land Title Insurance

Company, Lawyers Title Insurance Corporation, Transnation Title Insurance Company,

LandAmerica OneStop and Inspectech, services its residential and commercial customers

with more than 700 offices and a network of 10,000 active agents throughout the United

States, Mexico, Canada, the Caribbean, Central and South America.



Historical interim financial information of INFO1 Holding Company, Inc. included in this release is not necessarily indicative of INFO1’s financial position or results of operations for a future quarterly or annual period.



The company cautions readers that the statements contained herein regarding the company’s 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 to differ materially from anticipated results.  For more details on factors that could affect expectations, see the company’s Annual Report on Form 10-K for the year ended December 31, 2002, as filed with the Securities and Exchange Commission.



# # #

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