-----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, Gmw6Ad4FBF006xBzlIxrCqlcjFI4kabhdJtO4pFLHLBCm44LxPHbl8tXEA9DgLML goHcpq0A5orWyvzxva61fw== 0000891092-03-001729.txt : 20030725 0000891092-03-001729.hdr.sgml : 20030725 20030725122108 ACCESSION NUMBER: 0000891092-03-001729 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030725 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030725 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: 03802654 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 e15293_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): July 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 July 25, 2003, reporting financial results for the three and six months ended June 30, 2003 ITEM 9. REGULATION FD DISCLOSURE A press release issued by Stewart Information Services Corporation on July 25, 2003 regarding financial results for the three and six months ended June 30, 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: July 25, 2003 EX-99.1 3 e15293ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Stewart Sets Second Quarter Record Highs HOUSTON, July 25 /PRNewswire-FirstCall/ -- Stewart Information Services Corporation (NYSE: STC) reported revenues, earnings, earnings per share and title orders at the highest level of any second quarter. Revenues and title orders also set new all-time record highs for any quarter in the history of the company. Earnings for the three months ended June 30, 2003 were $41.0 million, or $2.29 per diluted share, compared to $17.7 million, or $.99 per diluted share, for the second quarter of 2002. Revenues in the second quarter increased 39 percent to $565 million from $407 million for the same period last year. Title orders in the second quarter of 2003 at an all-time high for any quarter in the company's history and a gain of 83 percent from the same period one year ago. Orders for the month of June 2003 were 94 percent higher than June 2002. This indicates a strong carry-over of business into the third quarter of 2003. Orders per work day are used when making comparisons. Total revenue for the first half of 2003 was $1.0 billion, up 33 percent from the same period a year ago. Earnings for the first two quarters totaled $60.9 million, or $3.40 per diluted share, compared to $29.1 million, or $1.62 per share, for the first six months of 2002. "Record low interest rates driving refinance activity and record home sales combined to create the best second quarter in the history of the company," said Malcolm S. Morris, chairman and co-chief executive officer. "This has not distracted us, however, from our continuing push in growing the higher-margin commercial title business market share. "Stewart's Board of Directors, in light of the reduction in the tax rate payable on dividends received by stockholders effected by the Jobs and Growth Tax Relief Reconciliation Act of 2003, voted to reinstate a cash dividend. This action is intended to enhance the company's long-term value and encourage long-term investment by a diverse stockholder base," added Morris. "The company intends to declare and pay dividends annually. The amount, record date and payment date of the next dividend will be determined by the Board in the fourth quarter of 2003. The amount of the dividend will depend on the company's financial condition and results of operations at that time." "We remain focused on continuing growth in market share, increased profitability and improving margins," said Stewart Morris, Jr., president and co-chief executive officer. "We adjust our operations to trends in interest rates, construction and sales levels of real estate. We also refine the manner in which we create and deliver our products and services. As we optimize the use of technology, work process flows are being reviewed and improved in offices across the country to boost productivity, improve accuracy and reduce turn-time and costs. "SureClose(R), Stewart's e-delivery and e-commerce transaction management platform, is now installed and running at 266 locations across the country. SureClose provides the Realtor(R), lender, buyer and seller detailed information as to the progress of the transaction. SureClose also provides a dramatic improvement in customer service and results in informed participants and a more seamless real estate transaction process. The critical documents for closing are made available via the Internet in advance," said Morris. 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 6,800 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 www.stewart.com . Stewart Information Services Corporation Three months ended June 30 2003 2002 Revenues $564,692,000 $407,128,000 Net earnings $41,030,000 $17,711,000 Average shares - diluted 17,951,000 17,935,000 Earnings per share: Basic $2.30 $1.00 Diluted $2.29 $.99 Six months ended June 30 2003 2002 Revenues $1,005,616,000 $ 755,102,000 Net earnings $60,905,000 $29,055,000 Average shares - diluted 17,895,000 17,945,000 Earnings per share: Basic $3.42 $1.63 Diluted $3.40 $1.62 STEWART INFORMATION SERVICES CORPORATION STATEMENTS OF EARNINGS (In thousands of dollars, except per share amounts) Three months Six months ended June 30 ended June 30 2003 2002 2003 2002 Revenues Title insurance: Direct operations 241,181 152,823 434,474 299,228 Agency operations 298,836 232,271 522,838 412,543 Real estate information services 19,598 17,206 38,648 33,248 Investment income 4,535 4,739 9,318 9,642 Investment gains - net 542 89 338 441 564,692 407,128 1,005,616 755,102 Expenses Amounts retained by agencies 245,652 188,560 430,401 336,849 Employee costs 147,178 105,979 279,180 210,544 Other operating expenses 72,599 59,107 139,447 114,311 Title losses and related claims 22,711 16,702 40,667 31,068 Depreciation 6,168 5,243 12,077 10,628 Interest 146 260 361 515 Minority interests 4,144 2,534 6,482 4,064 498,598 378,385 908,615 707,979 Earnings before taxes 66,094 28,743 97,001 47,123 Income taxes 25,064 11,032 36,096 18,068 Net earnings 41,030 17,711 60,905 29,055 Average number shares outstanding (000) 17,951 17,935 17,895 17,945 Earnings per share - diluted 2.29 .99 3.40 1.62 Segment information: Title revenues 545,094 389,922 966,968 721,854 Title pretax earnings 61,520 26,740 89,416 43,682 REI revenues 19,598 17,206 38,648 33,248 REI pretax earnings 4,574 2,003 7,585 3,441 Selected financial information (000): Cash flow from operations 62,373 25,470 84,911 42,585 Title loss payments - net of recoveries 12,186 13,342 23,776 23,646 Other comprehensive income - net of taxes 5,770 3,684 6,642 1,354 Average number basic shares 17,833 17,777 17,788 17,793 Number of title orders opened 314 175 577 346 STEWART INFORMATION SERVICES CORPORATION BALANCE SHEETS (condensed) (In thousands of dollars) June 30 December 31 2003 2002 Assets Cash and cash equivalents 168,190 139,156 Short-term investments 50,610 50,673 Investments - statutory reserve funds 350,744 306,501 Investments - other 66,470 69,260 Receivables 69,957 69,041 Property and equipment 65,762 60,592 Title plants 41,823 40,307 Goodwill 79,366 66,885 Other assets 42,213 39,858 935,135 842,273 Liabilities Notes payable 21,086 14,195 Accounts payable and accrued liabilities 72,618 82,248 Estimated title losses 248,149 230,058 Deferred income taxes 16,971 11,284 Minority interests 12,156 10,896 Contingent liabilities and commitments Stockholders' equity Common and Class B Common Stock and additional paid-in capital 137,943 134,927 Retained earnings 414,131 353,226 Accumulated other comprehensive earnings 15,986 9,344 Treasury stock (3,905) (3,905) Total stockholders' equity (17,887,000 shares outstanding at June 30, 2003) 564,155 493,592 935,135 842,273 -----END PRIVACY-ENHANCED MESSAGE-----