-----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, JyxKRvZrXM728+3+hazUJDZC70zug1tYSQkGW2JWYJBNqbHYHn7VxamE1WnIRBG4 a4dtsVvk30YgeaYDaiAsZg== 0001144204-08-044098.txt : 20080806 0001144204-08-044098.hdr.sgml : 20080806 20080806123343 ACCESSION NUMBER: 0001144204-08-044098 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080806 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080806 DATE AS OF CHANGE: 20080806 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: 08994053 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 v122056_8k.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): August 6, 2008
 
STEWART INFORMATION SERVICES CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
DELAWARE
(STATE OR OTHER
JURISDICTION)
001-02658
(COMMISSION FILE NO.)
74-1677330
(I.R.S. EMPLOYER
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

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 CRF 240.14a-12)

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


 
 

 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On July 30, 2008, Stewart Information Services Corporation issued a press release regarding financial results for the three and six months ended June 30, 2008. On August 6, 2008, an updated press release was issued by Stewart Information Services Corporation regarding financial results for the three and six months ended June 30, 2008, and is attached hereto as Exhibit 99.1, and the release is incorporated herein by reference. The update to second quarter earnings is related to the discovery of additional information subsequent to the Company’s original earnings release on July 30, 2008 and prior to filing its quarterly report on Form 10-Q with the Securities and Exchange Commission. This additional information connected several claims to the same series of fraudulent transactions and resulted in the classification of the claims as a single large title claim.  The impact of this title policy claim resulted in a pretax charge of $3.0 million ($2.0 million after taxes, or $0.11 per share) to the three and six months ended June 30, 2008. 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.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) EXHIBITS

Exhibit No.             Description
99.1         Updated press release of Stewart Information Services Corporation dated August 6, 2008, reporting updated financial results for the three months and six months ended June 30, 2008.

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 Officer)
 

Date: August 6, 2008

 
 

 


EX-99.1 2 v122056_ex99-1.htm
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 AT 6AM CDT 
 
Stewart Reports Updated Operating Results for the Second Quarter 2008
 
HOUSTON, August 6, 2008 - Stewart Information Services Corporation (NYSE-STC) today reported updated results of operations for the second quarter and six months ended June 30, 2008. The update to the second quarter’s and six months’ earnings is related to the discovery of additional information subsequent to the Company’s original earnings release on July 30, 2008 and prior to filing its quarterly report on Form 10-Q with the Securities and Exchange Commission. This additional information connected several independent claims to the same series of fraudulent transactions which resulted in the reclassification of the claims as a single large title claim. The impact of this title policy claim resulted in a pretax charge of $3.0 million ($2.0 million after taxes, or $0.11 per share) to the second quarter and six months ended June 30, 2008. The information presented herein has been updated, as necessary, to reflect the impact of this matter to the second quarter and six months ended June 30, 2008. There are no other updates to previously reported amounts. (Dollar amounts in the table below are in millions, except for per share figures.)
 
   
Second Quarter
 
   
2008(a)
 
2007
 
Total revenues
 
$
428.5
 
$
573.4
 
Pretax (loss) earnings before minority interests
   
(44.2
)
 
19.2
 
Net (loss) earnings
   
(28.6
)
 
10.1
 
Net (loss) earnings per iluted share
   
(1.58
)
 
0.55
 
 
   
Six Months
 
   
2008(a)
 
2007(b)
 
Total revenues
 
$
822.7
 
$
1,105.1
 
Pretax (loss) earnings before minority interests
   
(85.0
)
 
14.6
 
Net (loss) earnings
   
(53.9
)
 
5.4
 
Net (loss) earnings per diluted share
   
(2.98
)
 
0.29
 

(a)
 
The second quarter of 2008 includes pretax charges totaling $27.2 million ($17.7 million after taxes, or $0.98 per share) relating to a reserve adjustment of $10.0 million for prior policy years, $11.2 million relating to large claims and two agency defalcations, and a software impairment charge of $6.0 million. The first three months of 2008 includes an additional charge of $4.6 million ($3.0 million after taxes, or $0.17 per share) relating to an agency defalcation.
     
(b)
 
The first six months of 2007 includes a $3.2 million gain ($2.1 million after taxes, or $0.11 per diluted share) from the sale of two subsidiaries and a charge of $7.4 million ($4.8 million after taxes, or $0.26 per diluted share) relating to large claims.
 

 
Financial Results

The continuing decline in our orders resulting from the decrease in new and existing home sales, home prices, construction and lending in the second quarter of 2008, coupled with worsening policy claims payment experience and a software impairment charge, resulted in a pretax (and before minority interests) loss of $44.2 million compared with earnings of $19.2 million in the same quarter last year. The software impairment charge of $6.0 million relates to software developed, and now abandoned, in our REI segment for one of its subsidiaries.
 
Revenues in the second quarter of 2008 fell to $428.5 million, a decline of 25.3 percent from the $573.4 million in the same period last year. This reduction in revenues reflects the second quarter 2008 decline in our order volume resulting from decreases in existing home sales (down 16.7 percent), new home sales (down 33.2 percent) and existing home prices (down 15.8 percent) compared with the second quarter of 2007. Our international operations remained profitable, offsetting, in part, our loss in the second quarter of 2008 for U.S. operations.
 
Total revenues for the first half of 2008 were $822.7 million, down 25.6 percent from the same period in 2007. Overall, the Company reported a loss of $85.0 million before taxes and minority interests in the first half of 2008 compared with a profit of $14.6 million in the same period in 2007.
 
“We are responding strategically to this downturn by implementing cost reductions throughout the Company. We remain committed to our long-term strategies and restructuring efforts even in this extremely difficult real estate environment,” said Malcolm S. Morris, co-chief executive officer and chairman. “We are progressing in our shared-services initiatives and have contracted several national relationships for savings in procurement. These initiatives and relationships, which range from accounting and information technology to procurement and human resources, have significant potential for process improvements and cost reductions. We are also consolidating many of our separate corporate entities to better serve our customers, streamline our administrative functions and reduce fixed costs.
 
“We are experiencing higher than expected payments of policy claims, which resulted in our taking a $10.0 million charge this quarter relating to prior policy years,” added Morris. “However, we are continuing to make progress in reducing our risk exposure through the review and cancellation of higher-risk title agencies and by auditing potential title agencies prior to adding them to our agency network.”
 
2

 
“We continue to respond to declining market conditions by aggressively reducing variable and fixed expenses,” said Stewart Morris, Jr., co-chief executive officer and president. “In the second quarter of 2008, our employee count was reduced by 350, which brings our year-to-date reduction to 810, or 9.6 percent. Our total reduction in employee count is 2,400, or 24.6 percent, since December 31, 2006. We have also closed 68 unprofitable branch and office locations since the beginning of 2008.
 
“In addition, we are responding to the consumer in these tough markets," said Morris. "We announced a simplification of our rate structure in California to better serve our customers. Also in this quarter, we formed a new multi-state foreclosure trustee company that will allow us to offer nationwide default services. We remain on track for site conversions of legacy production systems to our new, but proven, web-based production systems this year. A recent fire in an office where we have implemented our paperless technology reinforced our commitment to long-term investment in our web-based production system and SureClose®, our transaction management technology. Within hours of the fire, the office was up and running remotely via the internet and closings continued with no loss of service or files,” said Morris.
 
Stewart Information Services Corporation is a customer-driven, technology-enabled, strategically competitive, real estate information, title insurance and transaction management company. Stewart provides title insurance and related information services required for settlement by the real estate and mortgage industries throughout the United States and in international markets. Stewart also provides post-closing lender services, automated county clerk land records, property ownership mapping, geographic information systems, property information reports, document preparation, background checks and expertise in tax-deferred exchanges. More information can be found at www.stewart.com.
 
This press release may contain forward-looking statements, which include all statements other than statements of historical facts. 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 since Stewart cannot predict the number of orders that will result in closings.
 
 
 
###
 
3


STEWART INFORMATION SERVICES CORPORATION
STATEMENTS OF EARNINGS
(In thousands of dollars, except per share amounts)
 
 
 
Three months ended
 
Six months ended
 
 
 
June 30
 
 June 30
 
 
 
2008 
 
 2007
 
 2008 
 
 2007
 
Revenues
                 
Title insurance:
                 
Direct operations
   
200,688
   
270,428
   
381,275
   
500,042
 
Agency operations
   
213,513
   
276,434
   
404,566
   
548,688
 
Real estate information
   
11,302
   
16,497
   
26,018
   
33,030
 
Investment income
   
7,456
   
9,168
   
15,534
   
18,219
 
Investment and other (losses) gains - net
   
(4,412
)
 
902
   
(4,709
)
 
5,124
 
 
   
428,547
   
573,429
   
822,684
   
1,105,103
 
Expenses
                 
Amounts retained by agencies
   
174,562
   
222,752
   
330,124
   
445,142
 
Employee costs
   
146,076
   
179,096
   
298,039
   
355,888
 
Other operating expenses
   
86,412
   
105,241
   
173,248
   
198,884
 
Title losses and related claims
   
49,595
   
35,117
   
79,316
   
66,976
 
Depreciation and amortization
   
8,950
   
10,149
   
18,041
   
20,034
 
Impairment of other assets
   
6,011
   
-
   
6,011
   
-
 
Interest
   
1,121
   
1,874
   
2,936
   
3,542
 
 
   
472,727
   
554,229
   
907,715
   
1,090,466
 
                           
(Loss)earnings before taxes and minority interests
   
(44,180
)
 
19,200
   
(85,031
)
 
14,637
 
Income tax (benefit) expense
   
(17,526
)
 
5,541
   
(34,288
)
 
2,921
 
Minority interests
   
1,934
   
3,535
   
3,137
   
6,354
 
Net (loss) earnings
   
(28,588
)
 
10,124
   
(53,880
)
 
5,362
 
                           
(Loss) earnings per diluted share
   
(1.58
)
 
0.55
   
(2.98
)
 
0.29
 
                           
Average number of diluted shares (000)
   
18,092
   
18,351
   
18,069
   
18,340
 
                           
Segment information:
                 
Title revenues
   
417,245
   
556,932
   
795,787
   
1,068,873
 
Title pretax (loss) earnings before minority interests
   
(35,763
)
 
19,862
   
(77,308
)
 
11,807
 
                           
REI revenues
   
11,302
   
16,497
   
26,897
   
36,230
 
REI pretax (loss) earnings before minority interests
   
(8,417
)
 
(662
)
 
(7,723
)
 
2,830
 
                           
Selected financial information:
                 
Cash (used) provided by operations
   
(15,862
)
 
31,922
   
(47,309
)
 
16,806
 
Title loss payments - net of recoveries
   
38,981
   
22,424
   
69,463
   
47,877
 
Changes in other comprehensive earnings - net of taxes
   
(7,654
)
 
(286
)
 
(7,496
)
 
547
 
                           
Number of title orders opened (000):
                 
April
   
48.4
   
59.0
   
  
   
 
 
May
   
43.1
   
60.7
         
June
   
38.9
   
58.1
             
Quarter
   
130.4
   
177.8
             
                           
Number of title orders closed (000):
                 
Quarter
   
93.5
   
125.1
             
 
 
 
June 30
 2008
 
Dec 31
 2007
 
           
Stockholders’ equity
   
694,959
   
754,059
 
Number of shares outstanding (000)
   
18,146
   
18,031
 
Book value per share
   
38.30
   
41.82
 

4


STEWART INFORMATION SERVICES CORPORATION
BALANCE SHEETS (condensed)
(In thousands of dollars)

 
 
June 30
2008
 
Dec 31
2007
 
Assets
         
Cash and cash equivalents
   
102,900
   
109,239
 
Short-term investments
   
57,212
   
79,780
 
Investments - statutory reserve funds
   
503,152
   
518,586
 
Investments - other
   
83,721
   
98,511
 
Receivables - premiums from agencies
   
37,968
   
48,040
 
Receivables - other
   
105,373
   
93,335
 
Allowance for uncollectible amounts
   
(12,352
)
 
(11,613
)
Property and equipment
   
86,411
   
96,457
 
Title plants
   
79,027
   
78,245
 
Goodwill
   
209,879
   
208,824
 
Intangible assets
   
12,986
   
17,157
 
Other assets
   
103,986
   
105,413
 
               
 
   
1,370,263
   
1,441,974
 
Liabilities
         
Notes payable
   
116,799
   
108,714
 
Accounts payable and accrued liabilities
   
93,501
   
122,167
 
Estimated title losses
   
450,229
   
441,324
 
Minority interests
   
14,775
   
15,710
 
 
   
675,304
   
687,915
 
Contingent liabilities and commitments
         
 
             
Stockholders' equity
         
Common and Class B Common Stock and additional paid-in capital
   
143,472
   
141,196
 
Retained earnings
   
543,238
   
597,118
 
Accumulated other comprehensive earnings
   
12,346
   
19,842
 
Treasury stock
   
(4,097
)
 
(4,097
)
               
Total stockholders' equity
   
694,959
   
754,059
 
               
 
   
1,370,263
   
1,441,974
 
 
 
August 6, 2008

5

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