-----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, ASdmxIx4AV+BYUrNHSEidioO/sTe+XPrOxvySWVYMSpfJxMIz4Uxi/d4ZVBdQjmS rvpd0x6q3LKm47ToL74KSw== 0000891092-03-000863.txt : 20030429 0000891092-03-000863.hdr.sgml : 20030429 20030429120704 ACCESSION NUMBER: 0000891092-03-000863 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030425 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STEWART INFORMATION SERVICES CORP CENTRAL INDEX KEY: 0000094344 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 741677330 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02658 FILM NUMBER: 03668445 BUSINESS ADDRESS: STREET 1: 1980 POST OAK BLVD CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 7136258100 MAIL ADDRESS: STREET 1: 1980 POST OAK BLVD CITY: HOUSTON STATE: TX ZIP: 77056 8-K 1 e14721_8k.txt FORM 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 ------------------------------- DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): April 25, 2003 STEWART INFORMATION SERVICES CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 1-12688 74-1677330 (STATE OR OTHER (COMMISSION FILE NO.) (I.R.S. EMPLOYER JURISDICTION) IDENTIFICATION NO.) 1980 Post Oak Blvd, Houston, Texas 77056 (Address Of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (713) 625-8100 ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS Exhibit No. Description - ----------- ----------- 99.1 Press release of Stewart Information Services Corporation dated April 25, 2003, reporting financial results for the three months ended March 31, 2003 ITEM 9. REGULATION FD DISCLOSURE A press release issued by Stewart Information Services Corporation on April 25, 2003 regarding financial results for the three months ended March 31, 2003 is attached hereto as Exhibit 99.1, and the first and second paragraphs thereof and the financial tables therein, are incorporated herein by reference. Such information is being furnished pursuant to Item 12 - Results of Operations and Financial Condition, of Form 8-K in accordance with Release No. 33-8216 issued by the Securities and Exchange Commission ("SEC") and is being presented under Item 9 of Form 8-K in accordance with interim guidance issued by the SEC on March 27, 2003. This information is not deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements. 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 thereunto duly authorized. STEWART INFORMATION SERVICES CORPORATION (Registrant) By: /s/ Max Crisp --------------------------------------- (Max Crisp, Executive Vice President, Secretary-Treasurer, Director and Principal Financial and Accounting Officer) Date: April 29, 2003 EX-99.1 3 e14721ex99_1.txt PRESS RELEASE Exhibit 99.1 NEWS from: STEWART INFORMATION SERVICES CORPORATION P.O. Box 2029, Houston, Texas 77252-2029 www.stewart.com Contact: Ted C. Jones Director - Investor Relations 713.625.8014 FOR RELEASE 6AM CDT APRIL 25 STEWART SHATTERS FIRST QUARTER REVENUES, EARNINGS AND EARNINGS PER SHARE RECORDS AND SETS ALL-TIME HIGH ORDER COUNT HOUSTON, April 25, 2003 -- Stewart Information Services Corporation (NYSE: STC) reported all-time record highs for revenues, earnings and earnings per share for any first quarter in the 110-year history of the company. Earnings for the three months ended March 31, 2003 were $19.9 million compared with $11.3 million for the first quarter of 2002. On a diluted per share basis, net earnings were $1.11 for the first quarter of 2003 compared with $.63 for the first quarter of 2002. Revenues in the first quarter increased 27 percent to $441 million from $348 million in the same period last year. Title orders in the first quarter of 2003 were 263,000, an all-time high for any quarter in the company's history. Orders for the month and quarter ended March 31, 2003 were 69 percent and 52 percent higher, respectively, than the same periods a year ago, indicating a strong carry-over of business into the second quarter of 2003. "We have increased our revenues, earnings and earnings per share, in comparing results to the same quarter a year earlier, for the seventh consecutive quarter," said Stewart Morris, Jr., president and co-chief executive officer. "While our core commercial and residential sales segments performed extremely well in the quarter, explosive refinance activity created the largest total order count in any quarter in Stewart's 110-year history. Loan applications for one to four family residences, as reported by the Mortgage Bankers Association, were up more than 130 percent in the first quarter when compared to the same period last year. Through the use of proprietary technology we have been able to service unprecedented demand while controlling our underlying cost structures to keep a sharp focus on profit margins and productivity. "SureClose(R), Stewart's e-delivery and e-commerce transaction management platform, is now installed and running in more than 165 offices and agencies across the country. SureClose provides the Realtor(R), lender, buyer and seller with detailed information as to the progress of the transaction. The dramatic improvement in customer service results with informed participants and improved closing experience as the documents are made available via the Internet in advance of closing," said Morris. "In addition, SureClose provides a vehicle for the paperless title office, deleting the need for physical files." "The tally of 2002 title industry data shows Stewart posting the largest growth in the title industry in national market share," said Malcolm S. Morris, chairman and co-chief executive officer. "Our growth strategy includes opening new offices, ongoing acquisition of title agencies, adding new agencies, increasing commercial market share and expanding internationally. Australia is our latest addition to the stable of international operations in which title insurance reduces risks and dramatically compresses the time required to close real estate transactions. "While title insurance represents our largest single line of business, we continue to expand our higher-margin ancillary services, many of which are included in the bundle of services for the lending industry," added Malcolm Morris. "Technology is increasing our productivity across all business lines. More than 86 percent of our flood determinations are immediately delivered electronically from the more than 130 million property geocoded flood database. While others continue to talk about the future possibilities of electronic documents, Stewart's Online Documents subsidiary delivers complete eMortgageDocs today using the MISMO standards and Fannie Mae's XHTML document technology requirements, moving one step closer to the paperless real estate transaction. "GlobeXplorer, Stewart's Internet-based satellite and aerial photograph subsidiary, acquired Citipix aerial imagery from Eastman Kodak Company this past quarter," added Malcolm Morris. "These new high resolution images include 65 metropolitan areas. GlobeXplorer satellite images encompass nearly 300 terabytes of data, which is three times the data in the Library of Congress. The vast array of GlobeXplorer's images can be seen at http://www.globexplorer.com." Stewart Information Services Corporation is a technology driven, strategically competitive, global real estate information company. Stewart provides title insurance and related information services through more than 6,600 issuing locations in the United States and several international markets. Stewart meets the needs of the real estate and mortgage industries through the delivery of information services required for settlement using e-commerce. These services include title reports, flood determinations, document preparation, property reports, background checks and online property auctions. Stewart also supplies post-closing services to lenders, automated county clerk land records, property and land ownership mapping and GIS for governmental entities. Stewart also provides expertise in tax-deferred exchanges. More information about Stewart can be found at http://www.stewart.com/. ### Stewart Information Services Corporation Three months ended March 31 -------- 2003 2002 ---- ---- Revenues....................... $ 440,924,000 $ 347,974,000 Net earnings................... $ 19,875,000 $ 11,344,000 Average shares - diluted....... 17,831,000 17,957,000 Earnings per share: Basic....................... $ 1.12 $ 0.64 Diluted..................... $ 1.11 $ 0.63 STEWART INFORMATION SERVICES CORPORATION STATEMENTS OF EARNINGS (In thousands of dollars, except per share) Three months ended March 31 2003 2002 ---- ---- Revenues Title insurance: Direct operations................................ 193,293 146,405 Agency operations................................ 224,002 180,272 Real estate information services................... 19,050 16,042 Investment income.................................. 4,783 4,903 Investment (losses) gains - net.................... (204) 352 ------- ------- 440,924 347,974 Expenses Amounts retained by agencies....................... 184,749 148,289 Employee costs..................................... 132,002 104,565 Other operating expenses........................ 66,848 55,204 Title losses and related claims.................... 17,956 14,366 Depreciation....................................... 5,909 5,385 Interest........................................... 215 255 Minority interests................................. 2,338 1,530 ------- ------- 410,017 329,594 Earnings before taxes.............................. 30,907 18,380 Income taxes....................................... 11,032 7,036 ------- ------- Net earnings....................................... 19,875 11,344 ======= ======= Average number of diluted shares (000)............. 17,831 17,957 Earnings per share - diluted....................... 1.11 .63 ======= ======= Segment information: Title revenues.................................... 421,874 331,932 Title pretax earnings............................. 27,896 17,716 REI revenues...................................... 19,050 16,042 REI pretax earnings............................... 3,011 664 Selected financial information (000): Cash flow from operations......................... 22,538 17,115 Title loss payments - net of recoveries........... 11,590 10,304 Other comprehensive earnings (loss) - net of taxes 872 (2,330) Average number of basic shares.................... 17,742 17,810 Number of title orders opened..................... 263 171 STEWART INFORMATION SERVICES CORPORATION BALANCE SHEETS (condensed) (In thousands of dollars) March 31 December 31 2003 2002 ------- ----- Assets Cash and cash equivalents........................... 122,813 139,156 Short-term investments.............................. 52,117 50,673 Investments - statutory reserve funds............... 327,042 306,501 Investments - other................................. 74,429 69,260 Receivables......................................... 61,360 69,041 Property and equipment.............................. 63,851 60,592 Title plants........................................ 41,332 40,307 Goodwill............................................ 72,779 66,885 Other assets........................................ 40,568 39,858 ------- ------- 856,291 842,273 ======= ======= Liabilities Notes payable....................................... 18,373 14,195 Accounts payable and accrued liabilities............ 62,510 82,248 Estimated title losses.............................. 237,624 230,058 Deferred income taxes............................... 11,326 11,284 Minority interests.................................. 11,331 10,896 Contingent liabilities and commitments Stockholders' equity Common and Class B Common Stock and additional paid-in capital........................ 135,715 134,927 Retained earnings................................... 373,101 353,226 Accumulated other comprehensive earnings............ 10,216 9,344 Treasury stock...................................... (3,905) (3,905) ------- ------- Total stockholders' equity 515,127 493,592 ------- ------- 856,291 842,273 ======= ======= April 25, 2003 -----END PRIVACY-ENHANCED MESSAGE-----