-----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, B7UWNG7vvw/gEh6Z1XQGd8fma27ta4s8W/zUB+MoQNMDLHaqLVJILAbLatiAHzt3 vKZzJ/rF7O+nt5XvsUT5tw== 0000891092-03-002940.txt : 20031024 0000891092-03-002940.hdr.sgml : 20031024 20031024104516 ACCESSION NUMBER: 0000891092-03-002940 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031024 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031024 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: 03955502 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 e15988_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): October 24, 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 October 24, 2003, reporting financial results for the three and six months ended September 30, 2003 ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. A press release issued by Stewart Information Services Corporation on October 24, 2003 regarding financial results for the three and six months ended September 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. 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: October 24, 2003 EX-99.1 3 e15988ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Stewart Sets Third Quarter Records HOUSTON, Oct. 24 /PRNewswire-FirstCall/ -- Stewart Information Services Corporation (NYSE: STC) reported revenues, earnings and earnings per share at the highest level of any third quarter in our history. Book value increased to $33.75 per share, also a record. Earnings for the three months ended September 30, 2003 were $42.1 million, or $2.34 per diluted share, compared to $21.6 million, or $1.22 per diluted share, for the third quarter of 2002. Revenues in the third quarter increased 33 percent to $630 million from $473 million for the same period last year. Record orders in the second quarter of 2003 provided strong volume in the third quarter. Title orders in the third quarter of 2003 were 4 percent lower than the same quarter a year ago. Orders dropped below prior-year totals in August. September was 29% below the same month a year ago. The decline in orders was the result of a rise in mortgage interest rates and consisted mostly of refinance transactions. Interest rates have leveled off at about the 6 percent level. The real estate market remains fundamentally strong. Total revenues for the first nine months of 2003 were $1.6 billion, up 33 percent from $1.2 billion for the same period a year ago. Earnings for the first three quarters totaled $103.0 million, or $5.74 per diluted share, compared to $50.7 million, or $2.84 per share, for the first nine months of 2002. "We are committed enhancing shareholder value. Year to date we have increased our book value per share from $27.84 to $33.75," said Stewart Morris, Jr., president and co-chief executive officer. "Our book value per share has increased approximately 190 percent in the past ten years, up from $11.64 in the third quarter of 1993. Our earnings and liquidity position allows us to resume a cash dividend in the fourth quarter, as announced previously," added Morris. "Our expansion into South Korea this past quarter continues our international growth strategy. In addition, we remain committed to further increasing higher-margin commercial business and growing market share," added Morris. Stewart is again serving as the exclusive program sponsor of the Technology Learning Center (TLC), presented at the National Association of Realtors(R) (NAR) Conference in San Francisco this November. This is the fifth consecutive year for Stewart to sponsor the TLC. Through the courses presented at the NAR and an array of technology resources, Stewart enables Realtors to provide the best service to their buyers and sellers. "We were extremely pleased to announce this past quarter the election of Robert L. Clarke as an advisory director," said Malcolm S. Morris, chairman and co-CEO. "Mr. Clarke joins our stellar board of directors in providing guidance and vision to further augment shareholder value." Mr. Clarke served as Comptroller of the Currency of the United States from 1985 to 1992. In March 1992, he rejoined the prominent Houston law firm Bracewell & Patterson LLP where he serves as senior partner and is the founder of its financial services practice. "Our technology workhorse platform, AIM(R) for Windows(R), is now in use by more than 11,000 users at 1,000 sites, increasing the productivity of our associates and agents," said Morris. AIM for Windows is a powerful title and escrow system for order entry, document preparation, closing, escrow accounting, file tracking and management. The software is available as a traditional desktop installation or with access on the Internet through Titlelogix(R). It is the product of Landata Systems, Inc., Stewart's wholly- owned technology subsidiary. 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 7,000 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 and background checks. 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 . This press release may contain forward-looking statements, which include all statements other than statements of historical fact. Forward-looking statements are not guarantees of performance and no assurance can be given that Stewart's expectations will be achieved. In particular, historical order counts do not necessarily indicate future revenues because Stewart cannot predict the number of orders that will result in closings. SUMMARY OF OPERATIONS Stewart Information Services Corporation Three Months ended September 30 2003 2002 Revenues $629,675,000 $473,345,000 Net earnings $42,068,000 $21,597,000 Average shares - diluted 18,006,000 17,729,000 Earnings per share: Basic $2.35 $1.22 Diluted $2.34 $1.22 Nine months ended September 30 2003 2002 Revenues $1,635,291,000 $1,228,447,000 Net earnings $102,973,000 $50,652,000 Average shares - diluted 17,937,000 17,836,000 Earnings per share: Basic $5.78 $2.86 Diluted $5.74 $2.84 STEWART INFORMATION SERVICES CORPORATION STATEMENTS OF EARNINGS (In thousands of dollars, except per share amounts) Three months Nine months ended Sept 30 ended Sept 30 2003 2002 2003 2002 Revenues Title insurance: Direct operations 261,583 175,395 694,821 474,623 Agency operations 340,728 275,398 863,566 687,941 Real estate information services 21,683 18,376 61,567 51,624 Investment income 5,262 5,597 14,580 15,093 Investment (losses) gains - net 419 (1,421) 757 (834) 629,675 473,345 1,635,291 1,228,447 Expenses Amounts retained by agencies 279,965 228,384 710,366 565,233 Employee costs 157,192 114,898 436,372 325,442 Other operating expenses 86,727 65,925 226,174 180,236 Title losses and related claims 25,894 20,882 66,561 51,950 Depreciation 6,422 5,196 18,499 15,824 Interest 202 178 563 693 Minority interests 4,755 2,445 11,237 6,509 561,157 437,908 1,469,772 1,145,887 Earnings before taxes 68,518 35,437 165,519 82,560 Income taxes 26,450 13,840 62,546 31,908 Net earnings 42,068 21,597 102,973 50,652 Average number of shares outstanding (000) 18,006 17,729 17,937 17,836 Earnings per share - diluted 2.34 1.22 5.74 2.84 Segment information: Title revenues 607,992 454,969 1,573,724 1,176,823 Title pretax earnings 63,865 32,064 153,281 75,746 REI revenues 21,683 18,376 61,567 51,624 REI pretax earnings 4,653 3,373 12,238 6,814 Selected financial information (000): Cash flow from operations 73,073 49,833 157,984 92,418 Title loss payments - net of recoveries 15,564 9,490 39,340 33,136 Other comprehensive earnings - net of taxes (2,316) 5,857 4,326 7,211 Average number of basic shares 17,893 17,637 17,826 17,740 Number of title orders opened 239 248 816 593 Sept 30 Dec 31 2003 2002 Stockholders' equity 604,254 493,592 Number of shares outstanding 17,903 17,731 Book value per share 33.75 27.84 STEWART INFORMATION SERVICES CORPORATION BALANCE SHEETS (condensed) (In thousands of dollars) Sept 30 Dec 31 2003 2002 Assets Cash and cash equivalents 132,962 139,156 Short-term investments 118,986 50,673 Investments - statutory reserve funds 373,288 306,501 Investments - other 63,462 69,260 Receivables 71,101 69,041 Property and equipment 70,837 60,592 Title plants 41,793 40,307 Goodwill 76,873 66,885 Other 52,078 39,858 1,001,380 842,273 Liabilities Notes payable 24,715 14,195 Accounts payable and accrued liabilities 79,164 82,248 Estimated title losses 258,479 230,058 Deferred income taxes 20,646 11,284 Minority interests 14,122 10,896 Contingent liabilities and commitments Stockholders' equity Common and Class B Common Stock and additional paid-in capital 138,290 134,927 Retained earnings 456,199 353,226 Accumulated other comprehensive earnings 13,670 9,344 Treasury stock (3,905) (3,905) Total stockholders' equity 604,254 493,592 1,001,380 842,273 October 24, 2003 -----END PRIVACY-ENHANCED MESSAGE-----