-----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, SM1uqHxmoP9b/dk6IR1ro23oKpqx5fn+elkjASjp8vcscAQ3FklbFL3sKwb5n4jN xMZ4/8ehy/NrsBojb8D0BA== 0001144204-10-022876.txt : 20100429 0001144204-10-022876.hdr.sgml : 20100429 20100429110550 ACCESSION NUMBER: 0001144204-10-022876 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100429 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100429 DATE AS OF CHANGE: 20100429 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: 10779472 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 v182653_8k.htm Unassociated Document
 


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 29, 2010

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CRF 240.14a-12)

¨ 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.
 
A press release issued by Stewart Information Services Corporation on April 29, 2010, regarding financial results for the three months ended  March  31, 2010, is attached hereto as Exhibit 99.1, and the first paragraph and the financial statements at the end of the release 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.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.
 
(d) EXHIBITS
 
Exhibit No.          Description
 
99.1           Press release of Stewart Information Services Corporation dated April 29, 2010, reporting financial results for the three months ended March 31, 2010.

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/  J. Allen Berryman
  
 
 (J. Allen Berryman,  Executive Vice President,
 
 
Secretary, Treasurer and Principal Financial Officer)
 

Date:  April 29, 2010
 

 
EX-99.1 2 v182653_ex99-1.htm Unassociated Document
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 Financial Results for the First Quarter 2010
 
HOUSTON, April 29, 2010 — Stewart Information Services Corporation (NYSE-STC) today reported the results of its operations for the first quarter ended March 31, 2010 (dollar amounts are in millions, except for per share amounts):
 
   
First Quarter (a)
 
   
2010
   
2009
 
             
Total revenues
  $ 351.3     $ 313.5  
Pretax loss (b)
    (29.7 )     (34.3 )
Income tax (benefit) expense (c)
    (1.5 )     1.8  
Net loss attributable to Stewart
    (29.0 )     (37.6 )
Net loss per share attributable to Stewart
    (1.59 )     (2.07 )

(a)
The first quarter of 2010 includes a $1.2 million pretax gain on the sale of an interest in a subsidiary.  The first quarter of 2009 includes pretax charges of $8.9 million relating to the impairment of investment securities and other assets. The first quarter of 2009 also includes pretax credits of $2.6 million relating to a recovery on a previously recognized agency defalcation and $3.0 million relating to the reversal of an accrual for a legal matter resolved in the Company’s favor.

 
(b)
Before noncontrolling interests

(c)
The Company did not recognize a full income tax benefit in the first quarters of 2009 or 2010 relating to its pretax loss due to the recording of a valuation allowance against deferred tax assets. The valuation allowance will be evaluated for reversal when the Company returns to profitability.

Total revenues for the first quarter of 2010 increased $37.8 million, or 12.1 percent, compared to the same period last year. Pretax loss improved 13.4 percent as declines in employee and other operating costs were offset by increases in agency retention expense and title losses, as further discussed below. Net loss per share attributable to Stewart in the first quarter of 2010 decreased to $1.59 from $2.07 in the first quarter of 2009.

Revenues from direct operations decreased 9.1 percent in the first quarter of 2010 compared to the same period in the prior year, due to 27.2 percent fewer closed orders offset partially by higher overall revenue per order. Revenues from agency operations increased 21.5 percent, continuing the trend noted in the past two quarters relating to improvement in our independent agency channel. Revenues from real estate information (REI) services increased 56.7 percent.
 

 
The first quarter, historically a challenging period due to seasonally-low housing sales, was further impacted in January and February by poor weather conditions that reduced orders, and ultimately closings, in the period. Also, the newly revised and expanded HUD-1 rules initially delayed orders and closings early in the first quarter, creating a backlog that negatively impacted first quarter but which should improve in the second quarter. In addition, refinance volume decreased in the first quarter of 2010 compared to the first quarter of 2009 as the available pool of potential homeowners who have not refinanced at historically low interest rates decreased. Also impacting refinance transaction levels are borrowers failing underwriting standards due to poor creditworthiness or being underwater on their loans due to declining home values. Expectations are for rising interest rates and continuing shrinkage in refinance volumes during the remainder of 2010. Existing and new home sales, however, are expected to rise in 2010. As the year progresses, this shift in the mix of types of mortgage originations is expected to improve the overall revenue achieved per closing, which will be partially offset by lower revenues per transaction as a result of lower real estate values, as compared to the prior year.

Orders for the first quarter of 2010 were impacted by the $8,000 homebuyer tax credit that was originally scheduled to expire at the end of November 2009. Some sales that normally would have occurred in early 2010 were accelerated into last November. This homebuyer credit has been temporarily extended by Congress, but requires the contract to be signed by April 30, 2010, and closings be completed by June 30, 2010. Monthly order counts are reflecting this incentive, with March orders up 5.9 percent from February, on a per day basis.

Commercial title revenues grew 29.1 percent in the first quarter of 2010 compared to the same quarter in the prior year. International operations remained profitable despite a globally-weak economy.

Agency retention expense increased 22.8 percent year-over-year, and accounted for 94 percent of the increase in total expenses. As a percentage of agency revenues, agency retention for the first quarter of 2010 was 83.3 percent, which was comparable to the fourth quarter of 2009. Agency retention increased to 83.3 percent in the first quarter of 2010 from 82.4 percent in the first quarter of 2009 primarily due to increasing transactions in markets where remittance rates are lower.

Employee costs were 33.2 percent of operating revenues for the first quarter of 2010, as compared to 36.2 percent in the first quarter of 2009. To help manage employee costs in a temporarily-reduced market and with the expectation that closings will increase between now and July, we reduced employee hours in many markets to four-day work weeks rather than eliminating positions.

Title losses and related claims for the first quarter of 2010 were 7.9 percent of title revenues as compared to 6.5 percent for the first quarter of 2009 (which includes the impact of a $2.6 million recovery on a previously paid claim). Cash claims payments remain elevated as payments are made on previously accrued title losses with more than 60 percent of cash claim payments arising from now-canceled agents.

Back-office shared-services initiatives remain on schedule and continue to generate planned expense reductions in human resources, finance and accounting, procurement and information technology through reduced salary and overhead costs and leverage of buying power. We began implementation of our enterprise back office shared-services systems in January 2010, as scheduled, and expect to achieve additional cost savings as we deploy systems throughout 2010.

We received the anticipated $50.9 million federal income tax refund from the IRS during the first quarter. In addition, the company has an approximate $108.4 million loss carry-forward that will offset future tax obligations and should reduce tax expense once the company returns to sustained profitability.

“We are pleased that the affiliated title offices and REI group returned to profitability in March after a slow January and February. Order counts increased each month during the first quarter, which also puts the company in a good position for continued improved performance." said Stewart Morris, Jr., president and co-chief executive officer. "We do anticipate an improved revenue flow in REI lines of business in the second quarter as details emerge on the changing homeowner assistance programs."
 

 
“Stewart’s national title market share rose to an all-time high of 16.1 percent of reported title premiums in the fourth quarter of 2009, up from 13.2 percent in the fourth quarter of 2008—a gain of 22.0 percent in one year, said Malcolm S. Morris, chairman and co-chief executive officer. Much of the market share improvement is being driven by a highly-improved agency network, with fewer anticipated claims to us. Stewart has increased title premium rates or has increases pending in 28 states. We continue to actively increase remittance rates from agents where warranted and remain focused on competitive and profitable pricing in all states,” added Morris.

Stewart Information Services Corporation (NYSE-STC) 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, flood certificates, document preparation, background checks and expertise in tax-deferred exchanges. More information can be found at www.stewart.com.
 
Forward-looking statements. Certain statements in this news release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements relate to future, not past, events and often address our expected future business and financial performance. These statements often contain words such as "expect," "anticipate," "intend," "plan," "believe," "seek," "will" or other similar words. Forward-looking statements by their nature are subject to various risks and uncertainties that could cause our actual results to be materially different than those expressed in the forward-looking statements. These risks and uncertainties include, among other things, the severity and duration of current financial and economic conditions; continued weakness or further adverse changes in the level of real estate activity; changes in mortgage interest rates, existing and new home sales, and availability of mortgage financing; our ability to respond to and implement technology changes, including the completion of the implementation of our enterprise systems; the impact of unanticipated title losses on the need to further strengthen our policy loss reserves; any effect of title losses on our cash flows and financial condition; the impact of our increased diligence and inspections in our agency operations; changes to the participants in the secondary mortgage market and the rate of refinancings that affect the demand for title insurance products; regulatory non-compliance, fraud or defalcations by our title insurance agents or employees; our ability to timely and cost-effectively respond to significant industry changes and introduce new products and services; the impact of changes in governmental and insurance regulations, including any future reductions in the pricing of title insurance products and services; our dependence on our operating subsidiaries as a source of cash flow; the continued realization of expected expense savings resulting from our expense reduction steps taken since 2008; our ability to access the equity and debt financing markets when and if needed; our ability to grow our international operations; and our ability to respond to the actions of our competitors. These risks and uncertainties, as well as others, are discussed in more detail in our documents filed with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2009 and our Current Reports on Form 8-K. We expressly disclaim any obligation to update any forward-looking statements contained in this news release to reflect events or circumstances that may arise after the date hereof, except as may be required by applicable law.
 

 
STEWART INFORMATION SERVICES CORPORATION
STATEMENTS OF OPERATIONS (condensed)
(In thousands of dollars, except per share amounts and except where noted)
 
   
Three months ended 
March 31
 
   
2010
   
2009
 
Revenues:
           
Title insurance:
           
Direct operations
    129,505       142,538  
Agency operations
    202,571       166,770  
Real estate information
    11,542       7,365  
Investment income
    4,782       5,598  
Investment and other gains (losses) – net
    2,913       (8,812 )
      351,313       313,459  
Expenses:
               
Amounts retained by agencies
    168,735       137,416  
Employee costs
    114,103       114,706  
Other operating expenses
    64,387       66,775  
Title losses and related claims
    26,337       20,020  
Depreciation and amortization
    5,936       7,698  
Interest
    1,558       1,179  
      381,056       347,794  
                 
Loss before taxes and noncontrolling interests
    (29,743 )     (34,335 )
Income tax (benefit) expense
    (1,538 )     1,799  
Net loss
    (28,205 )     (36,134 )
Less net earnings attributable to noncontrolling interests
    758       1,471  
Net loss attributable to Stewart
    (28,963 )     (37,605 )
                 
Net loss per diluted share attributable to Stewart
    (1.59 )     (2.07 )
Average number of dilutive shares (000)
    18,257       18,153  
                 
Segment information:
               
Title revenues
    339,771       306,094  
Title pretax (loss) before noncontrolling interests
    (31,199 )     (29,458 )
                 
REI revenues
    11,542       7,365  
REI pretax income (loss) before noncontrolling interests
    1,456       (4,877 )
                 
Selected financial information:
               
Cash provided (used) by operations
    13,603       (26,954 )
Title loss payments - net of recoveries
    38,055       36,529  
Other comprehensive earnings (loss)
    1,990       (4,069 )
                 
Number of title orders opened (000):
               
January
    28.4       52.5  
February
    30.0       41.0  
March
    38.5       47.9  
Quarter
    96.9       141.4  
                 
Number of title orders closed (000): Quarter
    61.1       83.9  
                 
   
Mar 31
2010
   
Dec 31
2009
 
Stockholders’ equity
    435,365       462,066  
Number of shares outstanding (000)
    18,338       18,232  
Book value per share
    23.74       25.34  
 

 
STEWART INFORMATION SERVICES CORPORATION
BALANCE SHEETS (condensed)
(In thousands of dollars)
   
March 31
   
December 31
 
   
2010
   
2009
 
Assets:
           
Cash and cash equivalents
    120,035       97,971  
Cash and cash equivalents – statutory reserve funds
    14,750       18,129  
Total cash and cash equivalents
    134,785       116,100  
                 
Short-term investments
    23,284       24,194  
Investments – statutory reserve funds
    387,237       386,235  
Investments – other
    72,533       79,969  
Receivables – premiums from agencies
    37,083       42,630  
Receivables – other
    51,396       103,153  
Allowance for uncollectible amounts
    (20,519 )     (20,501 )
Property and equipment
    69,594       70,633  
Title plants
    77,401       78,421  
Goodwill
    206,933       212,763  
Intangible assets
    8,935       6,406  
Other assets
    69,100       67,150  
Investments – pledged, at fair value
    192,379       202,007  
                 
      1,310,141       1,369,160  
                 
Liabilities:
               
Notes payable
    17,280       19,620  
Convertible senior notes payable
    64,207       64,163  
Line of credit, secured by pledged investments
    192,379       202,007  
Accounts payable and accrued liabilities
    91,423       101,881  
Estimated title losses
    492,864       503,475  
Deferred income taxes
    16,623       15,948  
                 
      874,776       907,094  
                 
Contingent liabilities and commitments
               
                 
Stockholders' equity:
               
Common and Class B Common stock and additional paid-in capital
    146,477       145,530  
Retained earnings
    267,152       296,116  
Accumulated other comprehensive earnings
    12,950       10,960  
Treasury stock
    (4,330 )     (4,330 )
Stockholders’ equity attributable to Stewart
    422,249       448,276  
Noncontrolling interests
    13,116       13,790  
Total stockholders' equity
    435,365       462,066  
                 
      1,310,141       1,369,160  
 
 
CONTACT:  Ted C. Jones, Director - Investor Relations of Stewart Information Services Corporation, +1-713-625-8014
 

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