0001144204-16-113799.txt : 20160721 0001144204-16-113799.hdr.sgml : 20160721 20160721070021 ACCESSION NUMBER: 0001144204-16-113799 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160721 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160721 DATE AS OF CHANGE: 20160721 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: 161776487 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 v444634_8k.htm 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 21, 2016

   

STEWART INFORMATION SERVICES CORPORATION

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

  

DELAWARE 001-02658 74-1677330
(STATE OR OTHER JURISDICTION) (COMMISSION FILE NO.) (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 July 21, 2016, regarding financial results for the six months ended June 30, 2016, is attached hereto as Exhibit 99.1, and is 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 in any filing under the Securities Act of 1933, as amended.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) EXHIBITS

 

Exhibit No. Description
   
99.1 Press release of Stewart Information Services Corporation dated July 21, 2016, reporting financial results for the six months ended  June 30, 2016.

 

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, Chief Financial Officer, 

Secretary, Treasurer and Principal Financial Officer)

 

Date: July 21, 2016

 

 

 

EX-99.1 2 v444634_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

Stewart Reports Results for the Second Quarter 2016



- Net income attributable to Stewart increased $6.5 million or 38.0 percent

- Title segment pretax results improved $3.1 million or 6.5 percent

- Total operating revenues decreased $43.2 million or 8.2 percent

- Total expenses decreased $53.3 million or 10.7 percent

- Cash flow from operations increased 55.0 percent to $50.3 million

HOUSTON, July 21, 2016 /PRNewswire/ -- Stewart Information Services Corporation (NYSE-STC) today reported net income attributable to Stewart of $23.6 million for the second quarter 2016 compared to $17.1 million for the second quarter 2015.

For purposes of calculating net income per share, the $12.0 million cash consideration paid relating to the successful completion of the previously announced Class B exchange agreement is deducted from net income attributable to Stewart, resulting in net income per diluted share of $0.49 for the second quarter 2016 compared to $0.72 for the second quarter 2015. Excluding the effects of this $12.0 million payment, adjusted net income per diluted share would have been $1.00 for the second quarter 2016 (see additional discussion in Selected Financial Information below).

Pretax income before noncontrolling interests for the second quarter 2016 was $41.9 million compared to $31.0 million for the second quarter 2015, an improvement of 35.1 percent.

Second quarter 2016 results include a $5.4 million net policy loss reserve reduction in the title segment due to favorable policy loss experience.

By comparison, second quarter 2015 results include:

  • $7.3 million of net policy loss reserve reductions in the title segment,
  • $4.5 million of litigation costs recorded as other operating expense in the title segment, and
  • $7.7 million of aggregate costs (consisting of severance, consulting and third party service provider transition costs) recorded in the ancillary services and corporate segment related to our cost management program and preparations for the new integrated disclosure rules.

"Our second quarter 2016 results reflected continued bottom line improvement in our core title operations as a result of our cost control measures and an improving title policy loss experience," said Matthew W. Morris, chief executive officer. "Our overall pretax margin improved to 7.5 percent from the prior year's quarter of 6.7 percent, excluding the effects of the policy loss reserve releases in both periods and 2015 non-operating charges, even as revenues decreased for the quarter. We continue to benefit from our cost management program, with total employee costs declining at a much higher rate (10.9 percent) than the decline in operating revenues (8.2 percent). Also, our ongoing risk mitigation efforts resulted in favorable title policy loss experience which not only yielded a net policy loss reserve reduction, but, importantly, also allowed us to reduce our loss provisioning rate beginning in the second quarter. During the quarter, total title revenues declined 6.1 percent due primarily to lower revenues from independent agencies, while ancillary services revenues declined 38.0 percent due to our previously announced exit of a portion of our ancillary services business, causing overall operating revenues to decline 8.2 percent. On a sequential basis from first quarter 2016 and excluding non-operating charges, pretax earnings improved $50.6 million on a $51.3 million increase in operating revenues, net of agent retention."

"We are focused on generating growth and efficiencies in our title business while continuing to improve the profitability of our ancillary services offerings," continued Morris. "We are beginning to see positive results from our enterprise sales initiatives in targeted retail markets and will continue to invest in those areas to generate smart organic revenue growth. Although we experienced a decline in closed refinancing orders during the quarter, we believe we are well positioned to benefit from the much improved outlook for refinancing transactions over the coming quarters."

Selected Financial Information
Summary results of operations are as follows (dollars in millions, except per share amounts):


Second Quarter

Six Months


2016

2015

2016

2015






Total revenues

489.4

531.9

927.7

980.8

Pretax income before noncontrolling interests

41.9

31.0

26.2

12.2

Income tax expense

14.4

10.4

7.7

2.9

Net income attributable to Stewart

23.6

17.1

12.4

4.7

Net income per diluted share attributable to Stewart (1)

0.49

0.72

0.02

0.19






(1)

Excluding the previously announced $12.0 million cash consideration paid relating to the exchange agreement with the holders of our Class B Common Stock, adjusted net income per diluted share was $1.00 and $0.53 for the second quarter and first six months of 2016, respectively. Under U.S. GAAP, The $12.0 million payment to the holders of our Class B Common Stock was recorded as a reduction to retained earnings, similar to a preferred stock dividend, and does not reduce net income attributable to Stewart. However, the payment reduces net income in the calculation of basic and diluted earnings per share.

Title Segment
"Our title segment continues to show year-over-year improvement in pretax margin, expanding 120 basis points over the second quarter 2015," continued Morris. "The decline in title revenues was driven primarily by lower revenues from refinance transactions and less independent agency revenues. We will maintain our focus on disciplined and accountable sales growth and cost management to further improve margins and reduce risks."

Our title segment revenues, which include revenues from our centralized title services, were $467.9 million for the second quarter 2016, a decrease of 5.9 percent from the second quarter 2015 and an increase of 13.1 percent from the first quarter 2016. In the second quarter 2016, the title segment generated pretax income of $51.7 million, an 11.0 percent margin, compared to the second quarter 2015 pretax income of $48.5 million, a 9.8 percent margin, and the first quarter 2016 pretax loss of $1.0 million, a (0.2) percent margin.

Direct revenue information is presented below (dollars in millions):




Three Months Ended June 30,




2016


2015


% Change







Commercial






Domestic


40.0


41.6


(3.8)

%


International


5.2


4.9


6.1

%

Non-commercial






Domestic


166.7


173.5


(3.9)

%


International


25.1


23.2


8.2

%







Total Direct Revenues


237.0


243.2


(2.5)

%

Non-commercial domestic revenues include centralized title operations and purchase transactions, revenues from which decreased 33.6 percent and increased approximately 1.0 percent, respectively. Total international revenues increased 7.8 percent in the second quarter 2016 as compared to the prior year quarter due to volume growth on a local currency basis, partially offset by the strengthening of the U.S. dollar. Revenues from independent agency operations decreased 9.6 percent in the second quarter 2016 compared to the second quarter 2015 and were comparable to revenues from the first quarter 2016. The drop in independent agency revenues was a result of several factors, including changing geographic focus as well as a slower start to the commercial season impacting those agents with relatively high concentrations of commercial business. Independent agency remittance rates improved from 18.0 percent in the second quarter 2015 to 18.6 percent in the second quarter 2016.

Ancillary Services and Corporate Segment
Revenues generated by our ancillary services and corporate segment declined in the second quarter 2016 primarily due to the previously announced strategic wind-down of our delinquent loan servicing operations, completed in the first quarter 2016. Revenues decreased to $21.6 million in the second quarter 2016 from $34.7 million in the second quarter 2015 and from $25.1 million in the first quarter 2016. The segment reported a pretax loss of $9.8 million in the second quarter 2016 as compared with pretax losses of $17.5 million and $14.7 million in the second quarter 2015 and first quarter 2016, respectively. As mentioned earlier, the pretax loss for the second quarter 2015 included $7.7 million of aggregate costs related to our cost management program and preparations for the new integrated disclosure rules; we incurred no significant non-operating charges in the second quarter 2016. First quarter 2016 included $2.8 million of costs related to the exit of the delinquent loan servicing operations, $2.2 million of expenses associated with the Class B common stock exchange agreement and $3.6 million of litigation expense, partially offset by $1.6 million of net realized gain due to changes in estimated contingent consideration associated with prior year acquisitions.

Expenses
With a continued focus on expense controls, employee costs for the second quarter 2016 decreased $18.7 million, or 10.9 percent, from the second quarter 2015. In addition to our successful cost management program, employee costs declined due to reductions in employee counts tied to volume declines. Employee costs increased $2.2 million, or 1.5 percent, from the first quarter 2016 as a result of seasonal revenue growth. Second quarter 2016 average employee counts decreased approximately 9.5 percent and 2.5 percent from the second quarter 2015 and first quarter 2016, respectively. Second quarter 2015 and first quarter 2016 employee costs included $2.6 million and $0.4 million, respectively, of severance charges, while there were no significant severance charges during the second quarter 2016.

Other operating expenses for the second quarter 2016 decreased $11.6 million, or 11.8 percent, from the second quarter 2015 and decreased sequentially $1.3 million, or 1.4 percent, from the first quarter 2016. During the second quarter 2015, we incurred an aggregate $5.1 million of other operating expenses related to the cost management program and preparations for the new integrated disclosure rules, as well as $4.5 million of litigation settlement expense. During the first quarter 2016, we incurred expenses of $2.2 million associated with the previously reported Class B common stock exchange agreement and $3.6 million of litigation-related expense.

As a percentage of title revenues, title losses were 3.7 percent in the second quarter 2016, 4.0 percent in the second quarter 2015 and 5.6 percent in the first quarter 2016. Title loss expense decreased 12.4 percent and 25.7 percent from $19.6 million in the second quarter 2015 and $23.1 million in the first quarter 2016, respectively, to $17.2 million in the second quarter 2016. The lower title loss expense is the result of a reduction in our current year reserving rates for general and large claims due to continued favorable policy loss experience as well as a net policy loss reserve reduction of $5.4 million relating to prior policy years. The second quarter 2015 also included a net policy loss reserve reduction of $7.3 million relating to prior policy years. The title loss ratio in any given quarter can be significantly influenced by changes in title revenues, insurance recoveries, new large claims incurred, escrow losses and adjustments to reserves for existing large claims.

Other
Cash provided by operations was $50.3 million in the second quarter 2016 compared to $32.4 million for the same period in 2015. The increase in cash provided by operations was primarily due to higher net income and lower payments of claims, partially offset by lower collections on accounts receivable for the second quarter 2016.

During the second quarter 2016, we declared and paid a dividend of $0.30 per common share.

Shareholder Alignment
"The Stewart Board of Directors is committed to creating value for all shareholders" said Thomas G. Apel, chairman of the board of directors. "We have taken significant actions and instituted a number of important changes over the last several years that demonstrate our alignment with shareholders, including adding shareholder representatives to our board of directors, a cost management program, implementing and subsequently increasing a quarterly dividend, share repurchases, and the successful conversion to a single share class. Although we believe Stewart's go-forward business performance will reflect the positive impact of these significant restructuring initiatives, the Board regularly considers a wide range of strategic options to maximize shareholder value."

Second Quarter Earnings Call
Stewart will hold a conference call to discuss the second quarter 2016 earnings at 8:30 a.m. Eastern Time on Thursday, July 21, 2016. To participate, dial (877) 876-9177 (USA) and (785) 424-1666 (International) - access code STCQ216. Additionally, participants can listen to the conference call through Stewart's Investor Relations website at www.stewart.com/en/investor-relations/earnings-call.html. The conference call replay will be available from 10:00 a.m. Eastern Time on July 21, 2016 until midnight on July 28, 2016, by dialing (800) 695-1564 (USA) or (402) 530-9025 (International). The access code is also STCQ216.

About Stewart
Stewart Information Services Corporation (NYSE-STC) is a global real estate services company, offering products and services through our direct operations, network of Stewart Trusted Providers™ and family of companies. From residential and commercial title insurance and closing and settlement services to specialized offerings for the mortgage industry, we offer the comprehensive service, deep expertise and solutions our customers need for any real estate transaction. At Stewart, we believe in building strong relationships – and these partnerships are the cornerstone of every closing, every transaction and every deal. Stewart. Real partners. Real possibilities.™ More information is available at stewart.com, subscribe to the Stewart blog at blog.stewart.com, or follow Stewart on Twitter® @stewarttitleco. Trademarks are the property of their respective owners.

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," "foresee" 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 challenging economic conditions; 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 or the need to strengthen our policy loss reserves; any effect of title losses on our cash flows and financial condition; the impact of vetting our agency operations for quality and profitability; changes to the participants in the secondary mortgage market and the rate of refinancing that affects the demand for title insurance products; regulatory non-compliance, fraud or defalcations by our title insurance agencies or employees; our ability to timely and cost-effectively respond to significant industry changes and introduce new products and services; the outcome of pending litigation; 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 expense savings from our cost management program; our ability to successfully integrate acquired businesses; 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, 2015, our quarterly reports on Form 10-Q, 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

CONDENSED STATEMENTS OF INCOME (UNAUDITED)

(In thousands of dollars, except per share amounts and except where noted)



Three months ended
 June 30


Six months ended

June 30


2016

2015


2016

2015

Revenues:






Title insurance:






Direct operations

237,017

243,209


423,018

433,020

Agency operations

225,416

249,461


450,051

462,650

Ancillary services

21,182

34,182


43,217

74,954

Investment income

4,856

4,665


9,926

8,614

Investment and other gains - net

966

389


1,454

1,540


489,437

531,906


927,666

980,778

Expenses:






Amounts retained by agencies

183,485

204,437


367,329

380,237

Employee costs

152,427

171,078


302,636

333,574

Other operating expenses

86,458

98,022


174,168

186,796

Title losses and related claims

17,153

19,577


40,247

52,711

Depreciation and amortization

7,340

7,274


15,646

14,379

Interest

661

486


1,440

924


447,524

500,874


901,466

968,621

Income before taxes and noncontrolling interests

41,913

31,032


26,200

12,157

Income tax expense

14,386

10,407


7,738

2,876

Net income

27,527

20,625


18,462

9,281

Less net income attributable to noncontrolling interests

3,928

3,519


6,058

4,623

Net income attributable to Stewart

23,599

17,106


12,404

4,658







Net income per diluted share attributable to Stewart

0.49

0.72


0.02

0.19

Diluted average shares outstanding (000)

23,559

23,795


23,542

23,975







Selected financial information:






Cash provided by operations

50,300

32,442


18,459

5,572

Other comprehensive income (loss)

4,364

(4,588)


13,384

(8,979)













Monthly Order Counts:










Opened Orders 2016:

Apr

May

Jun

Total


Closed Orders 2016:

Apr

May

Jun

Total

Commercial

4,014

3,848

4,275

12,137


Commercial

2,757

2,634

3,186

8,577

Purchase

23,926

23,525

23,978

71,429


Purchase

16,805

18,026

19,352

54,183

Refi

12,235

12,267

12,999

37,501


Refi

8,340

8,218

8,854

25,412

Other

1,035

996

1,131

3,162


Other

1,313

1,433

1,919

4,665

Total

41,210

40,636

42,383

124,229


Total

29,215

30,311

33,311

92,837












Opened Orders 2015:

Apr

May

Jun

Total


Closed Orders 2015:

Apr

May

Jun

Total

Commercial

4,304

4,032

4,209

12,545


Commercial

2,823

2,763

2,976

8,562

Purchase

24,116

22,611

24,243

70,970


Purchase

17,136

17,802

19,481

54,419

Refi

17,628

13,448

13,847

44,923


Refi

11,366

10,619

11,175

33,160

Other

2,222

1,693

1,847

5,762


Other

1,830

1,866

1,742

5,438

Total

48,270

41,784

44,146

134,200


Total

33,155

33,050

35,374

101,579

STEWART INFORMATION SERVICES CORPORATION

CONDENSED BALANCE SHEETS

(In thousands of dollars)


June 30,
2016
(Unaudited)

December 31,
2015

Assets:



Cash and cash equivalents

137,266

179,067

Short-term investments

42,032

39,707

Investments in debt and equity securities available-for-sale, at fair value

636,048

579,849

Receivables – premiums from agencies

34,390

36,393

Receivables – other

52,669

55,111

Allowance for uncollectible amounts

(8,981)

(9,833)

Property and equipment, net

75,537

71,369

Title plants, at cost

75,743

75,743

Goodwill

217,722

217,722

Intangible assets, net of amortization

15,209

18,075

Deferred tax assets

2,768

4,949

Other assets

56,182

53,435


1,336,585

1,321,587

Liabilities:



Notes payable

127,690

102,399

Accounts payable and accrued liabilities

94,788

118,082

Estimated title losses

463,238

462,622

Deferred tax liabilities

9,893

1,356


695,609

684,459

Contingent liabilities and commitments






Stockholders' equity:



Common and Class B Common Stock and additional paid-in capital

183,853

180,385

Retained earnings

442,163

455,519

Accumulated other comprehensive income (loss)

9,427

(3,957)

Treasury stock

(2,666)

(2,666)

Stockholders' equity attributable to Stewart

632,777

629,281

Noncontrolling interests

8,199

7,847

Total stockholders' equity

640,976

637,128


1,336,585

1,321,587




Number of shares outstanding (000)

23,371

23,341

Book value per share

27.43

27.30

STEWART INFORMATION SERVICES CORPORATION

SEGMENT INFORMATION (UNAUDITED)

(In thousands of dollars)


Three months ended:

June 30, 2016


June 30, 2015


Title

Ancillary Services and Corporate

Consolidated


Title

Ancillary Services and Corporate

Consolidated

Revenues:








Operating revenues

462,620

20,995

483,615


492,446

34,406

526,852

Investment income

4,856

-

4,856


4,665

-

4,665

Investment and other gains - net

408

558

966


110

279

389


467,884

21,553

489,437


497,221

34,685

531,906

Expenses:








Amounts retained by agencies

183,485

-

183,485


204,437

-

204,437

Employee costs

136,778

15,649

152,427


137,302

33,776

171,078

Other operating expenses

73,432

13,026

86,458


82,624

15,398

98,022

Title losses and related claims

17,153

-

17,153


19,577

-

19,577

Depreciation and amortization

5,364

1,976

7,340


4,741

2,533

7,274

Interest

-

661

661


2

484

486


416,212

31,312

447,524


448,683

52,191

500,874

Income (losses) before taxes

51,672

(9,759)

41,913


48,538

(17,506)

31,032












Six months ended:

June 30, 2016


June 30, 2015


Title

Ancillary Services and Corporate

Consolidated


Title

Ancillary Services and Corporate

Consolidated

Revenues:








Operating revenues

872,725

43,561

916,286


895,286

75,338

970,624

Investment income

9,926

-

9,926


8,522

92

8,614

Investment and other (losses) gains - net

(1,604)

3,058

1,454


311

1,229

1,540


881,047

46,619

927,666


904,119

76,659

980,778

Expenses:








Amounts retained by agencies

367,329

-

367,329


380,237

-

380,237

Employee costs

267,808

34,828

302,636


260,215

73,359

333,574

Other operating expenses

144,465

29,703

174,168


154,618

32,178

186,796

Title losses and related claims

40,247

-

40,247


52,711

-

52,711

Depreciation and amortization

10,522

5,124

15,646


9,159

5,220

14,379

Interest

-

1,440

1,440


4

920

924


830,371

71,095

901,466


856,944

111,677

968,621

Income (losses) before taxes

50,676

(24,476)

26,200


47,175

(35,018)

12,157

Appendix A
Adjusted EBITDA and EPS (dollars in millions, except per share amounts)

Management uses a variety of financial and operational measurements other than its financial statements prepared in accordance with United States Generally Accepted Accounting Principles (GAAP) to analyze its performance. These include: (1) net income after earnings from noncontrolling interests and before interest expense, income tax expense, and depreciation and amortization (EBITDA) and (2) adjusted EBITDA, reflecting non-operating costs such as severance, consulting and third-party provider transition costs, component exit-related costs and prior policy year reserve adjustments, and (3) adjusted earnings per share (EPS), reflecting adjusted EPS for non-recurring capital transactions. Management views these measures as important performance measures of core profitability for its operations and as key components of its internal financial reporting. Management believes investors benefit from having access to the same financial measures that management uses.

The following tables reconcile the non-GAAP financial measurements used by management to our most directly comparable GAAP measures for the three and first six months ended June 30, 2016 and 2015.



Three Months Ended June 30


Six Months Ended June 30



2016

2015

% Chg


2016

2015

% Chg










Revenues


489.4

531.9



927.7

980.8


Less: Net realized gains


(1.0)

(0.4)



(1.5)

(1.5)


Adjusted revenues


488.4

531.5

(8.1)%


926.2

979.3

(5.4)%










Net income attributable to Stewart


23.6

17.1



12.4

4.7


Noncontrolling interests


3.9

3.5



6.1

4.6


Income taxes


14.4

10.4



7.7

2.9


Income before taxes and









noncontrolling interests


41.9

31.0



26.2

12.2


Non-operating charges


-

7.7



3.9

16.2


Litigation expense


-

4.5



3.6

4.5


Nonrecurring gains - net


-

-



(1.6)

-


Prior policy year reserve adjustments, net


(5.4)

(7.3)



(5.4)

4.5


Adjusted income before taxes









and noncontrolling interests


36.5

35.9



26.8

37.4


Depreciation & amortization*


7.3

7.3



15.6

14.4


Interest expense


0.7

0.5



1.4

0.9











Adjusted EBITDA


44.5

43.7

1.8 %


43.7

52.7

(17.1)%










*Includes $1.1 million of accelerated depreciation charges for the six months ended June 30 2016.




Three Months Ended
June 30


Six Months Ended
June 30



2016

2015


2016

2015








GAAP diluted EPS


0.49

0.72


0.02

0.19

Per diluted share effect of the $12.0 million
Class B Common Shares exchange
agreement


0.51

-


0.51

-

Adjusted diluted EPS


1.00

0.72


0.53

0.19

Appendix B

Restated 2015 Segment Information (Unaudited)

(In thousands of dollars)





Quarter ended:

March 31, 2015


June 30, 2015


Title

Ancillary Services and Corporate

Consolidated


Title

Ancillary Services and Corporate

Consolidated

Revenues:








Operating revenues

402,841

40,931

443,772


492,446

34,406

526,852

Investment income

3,855

94

3,949


4,665

-

4,665

Investment and other gains - net

201

950

1,151


110

279

389


406,897

41,975

448,872


497,221

34,685

531,906

Expenses:








Amounts retained by agencies

175,800

-

175,800


204,437

-

204,437

Employee costs

122,913

39,582

162,495


137,302

33,776

171,078

Other operating expenses

71,994

16,781

88,775


82,624

15,398

98,022

Title losses and related claims

33,134

-

33,134


19,577

-

19,577


-

-

-





Depreciation and amortization

4,418

2,687

7,105


4,741

2,533

7,274

Interest

2

436

438


2

484

486


408,261

59,486

467,747


448,683

52,191

500,874

(Losses) income before taxes

(1,364)

(17,511)

(18,875)


48,538

(17,506)

31,032















Quarter ended:

September 30, 2015


December 31, 2015


Title

Ancillary Services and Corporate

Consolidated


Title

Ancillary Services and Corporate

Consolidated

Revenues:








Operating revenues

522,285

30,110

552,395


470,167

25,219

495,386

Investment income

4,121

-

4,121


4,114

-

4,114

Investment and other gains (losses) - net

888

(1,699)

(811)


(1,435)

(662)

(2,097)


527,294

28,411

555,705


472,846

24,557

497,403

Expenses:








Amounts retained by agencies

227,374

-

227,374


201,953

-

201,953

Employee costs

135,442

29,582

165,024


133,297

26,371

159,668

Other operating expenses

83,510

16,248

99,758


81,971

13,428

95,399

Title losses and related claims

25,883

-

25,883


27,672

-

27,672

Impairment of goodwill

-

35,000

35,000


-

749

749

Depreciation and amortization

4,711

2,922

7,633


4,897

3,389

8,286

Interest

-       2

599

601


2

569

571


476,922

84,351

561,273


449,792

44,506

494,298

Income (losses) before taxes

50,372

(55,940)

(5,568)


23,054

(19,949)

3,105



CONTACT: Nat Otis, SVP - Finance and Director of Investor Relations, (713) 625-8360