-----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, OZODrDIJKsjW+4gB2Y1Unz6uAfiFW9J9D/42j5ZkpgexQrBkPQr1mzC+VP8uJogI ieyvr6t43SOf25UcacqsuA== 0001275287-06-002261.txt : 20060427 0001275287-06-002261.hdr.sgml : 20060427 20060427113256 ACCESSION NUMBER: 0001275287-06-002261 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060427 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060427 DATE AS OF CHANGE: 20060427 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: 06783770 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 si5569.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): April 27, 2006

 

STEWART INFORMATION SERVICES CORPORATION

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

 

 

DELAWARE

001-02658

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

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.

          A press release issued by Stewart Information Services Corporation on April 27, 2006 regarding financial results for the three months ended March 31, 2006 is attached hereto as Exhibit 99.1, and the first five paragraphs thereof 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 8.01.   OTHER EVENTS.

          We have filed with the Securities and Exchange Commission, as exhibits to our most recently filed Annual Report on Form 10-K, the CEO and CFO certifications required under Section 302 of the Sarbanes-Oxley Act.

ITEM 9.01.   FINANCIAL STATEMENTS AND EXHIBITS.

          (d) EXHIBITS

Exhibit No

 

Description


 


99.1

 

Press release of Stewart Information Services Corporation dated April 27, 2006, reporting financial results for the three months ended March 31, 2006.




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:  April 27,  2006


EX-99.1 2 si5569ex991.htm EXHIBIT 99.1

Exhibit 99.1

Stewart Reports Earnings for First Quarter 2006

          HOUSTON, April 27 /PRNewswire-FirstCall/ -- Stewart Information Services Corporation (NYSE: STC) today reported the results of its operations for the first quarter ended March 31, 2006.  (Dollar amounts in the table below are in millions, except for per share figures.)

 

 

First Quarter

 

 

 


 

 

 

2006

 

2005

 

 

 


 


 

Total revenues

 

$

539.4

 

$

511.0

 

Pretax earnings before minority interests

 

 

8.3

 

 

20.2

 

Net earnings

 

 

2.6

 

 

10.7

 

Net earnings per diluted share

 

 

0.14

 

 

0.59

 

Financial Highlights

 

*

Revenues increased 5.6 percent to $539.4 million in the first quarter of 2006 as compared with $511.0 million for the first quarter of 2005. This quarter’s revenues represent the highest revenues for any first quarter in the Company’s history.  Pretax earnings (calculated before minority interests) for the first quarter of 2006 were $8.3 million as compared with $20.2 million for the same period of 2005.

 

 

 

 

*

Revenues were positively impacted by an increase in both direct and agency business.  The increase in direct operations is primarily due to acquisitions and growth in commercial transactions.  Acquisitions increased revenues by $12.1 million and pretax earnings by $1.7 million for the quarter.

 

 

 

 

*

The increase in revenues for the quarter was more than offset by increases primarily in employee and other operating costs.  Employee costs were impacted by the competitive market for key employees in California and other states.  Retention of these key associates is essential to managing through changes in the marketplace.  Employee costs were also higher compared to the same period a year ago due to significant increases in health insurance claims and premium costs, additional employees at newly opened locations and increases in staff providing technology-related services.  While the Company continually monitors changes in transaction volumes, it carefully reacts to seasonal fluctuations.  The Company maintains staffing levels sufficient to continue to provide superior customer service and gain market share through a reasonably stable, dedicated employee work force.  Other operating costs increased primarily due to expenses related to new offices and increased technology development and security costs.

 

 

 

 

*

Stewart’s book value per share decreased to $42.16 per share at March 31, 2006 as compared with $42.21 at December 31, 2005.  The decline in book value per share was primarily due to an increase in unrealized losses in the Company’s bond portfolio triggered by interest rate increases in the first quarter of 2006.

 

 

 

 

*

Title orders declined in the first quarter of 2006 by 8.9 percent from the same period a year ago.  Orders were 9.8 percent lower in March 2006 than in March 2005.  Steady increases in mortgage interest rates were the major reason for the decline in title orders.




          “We took corrective actions in the quarter including management changes in several major markets in which our offices were not performing up to expectations,” said Stewart Morris, Jr., co-chief executive officer.  “Also, we should be delivering AIM+, our fourth-generation Web-based title production system and the second generation of SureClose(R), our transaction management system, by the end of 2006.  An outside third-party research group that was engaged to study the savings from our new technology identified future savings and increased productivity opportunities.  Our next step is to define and deploy these labor-saving workflow processes to obtain optimum benefit across our offices.

           “We have reorganized to combine Landata Systems and Stewart Realty Solutions under one profit center, Stewart Transaction Solutions,” added Stewart Morris, Jr.  “This move places all of our technology under single leadership, continuing our drive to sell our award-winning technology solutions to the real estate and title industries.  SureClose recently passed the 1.7 million online-file mark and continues to lead the industry in volume and service.  We also continue to add two to three new companies per day on our TitleLogix(R) and TitleWorkPlace(TM) application service providers (ASPs), the title industry’s leading ASP facilities.”

           Stewart was named to FORTUNE magazine’s annual list of “America’s Most Admired Companies”, landing at number four on the mortgage services industry list.  “Stewart was the best-ranked title insurance company on the list, receiving high marks for its use of corporate assets and financial soundness,” said Malcolm S. Morris, co-chief executive officer.  “Our record 31 consecutive years of growth in surplus and reserves is unmatched by any other title insurance company and provides ongoing policyholder protection.  This is one of the enabling factors in our growing commercial segment.”

           Stewart Information Services Corporation is a technology-driven, strategically competitive, real estate information and transaction management company providing title insurance and related information services through more than 9,000 policy-issuing offices and agencies in the United States and international markets.  Stewart also provides post-closing lender services, default management solutions, 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 property exchanges.  More information can be found at http://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 because Stewart cannot predict the number of orders that will result in closings.  



STEWART INFORMATION SERVICES CORPORATION
STATEMENTS OF EARNINGS
(In thousands of dollars, except per share amounts)

 

 

Three months ended
March 31

 

 

 


 

 

 

2006

 

2005

 

 

 


 


 

Revenues

 

 

 

 

 

 

 

Title insurance:

 

 

 

 

 

 

 

Direct operations

 

 

227,818

 

 

212,874

 

Agency operations

 

 

281,654

 

 

273,685

 

Real estate information services

 

 

20,019

 

 

17,627

 

Investment income

 

 

8,537

 

 

6,308

 

Investment and other gains - net

 

 

1,394

 

 

468

 

 

 



 



 

 

 

 

539,422

 

 

510,962

 

Expenses

 

 

 

 

 

 

 

Amounts retained by agencies

 

 

226,876

 

 

223,587

 

Employee costs

 

 

179,102

 

 

155,617

 

Other operating expenses

 

 

89,804

 

 

80,997

 

Title losses and related claims

 

 

25,258

 

 

22,131

 

Depreciation and amortization

 

 

8,688

 

 

7,806

 

Interest

 

 

1,429

 

 

617

 

 

 



 



 

 

 

 

531,157

 

 

490,755

 

Earnings before taxes and minority interests

 

 

8,265

 

 

20,207

 

Income taxes

 

 

1,750

 

 

6,618

 

Minority interests

 

 

3,869

 

 

2,923

 

 

 



 



 

Net earnings

 

 

2,646

 

 

10,666

 

 

 



 



 

Average number of diluted shares (000)

 

 

18,304

 

 

18,225

 

Earnings per share - diluted

 

 

0.14

 

 

0.59

 

 

 



 



 

Segment information:

 

 

 

 

 

 

 

Title revenues

 

 

519,403

 

 

493,335

 

Title pretax earnings before minority interests

 

 

6,765

 

 

18,868

 

REI revenues

 

 

20,019

 

 

17,627

 

REI pretax earnings before minority interests

 

 

1,500

 

 

1,339

 

Selected financial information:

 

 

 

 

 

 

 

Cash (used in) provided by operations

 

 

(14,015

)

 

14,287

 

Title loss payments - net of recoveries

 

 

27,490

 

 

16,535

 

Changes in other comprehensive earnings - net of taxes

 

 

(3,001

)

 

(5,127

)

Number of title orders opened (000):

 

 

 

 

 

 

 

January

 

 

60.3

 

 

62.6

 

February

 

 

59.5

 

 

68.1

 

March

 

 

73.4

 

 

81.3

 

 

 



 



 

Quarter

 

 

193.2

 

 

212.0

 

 

 



 



 


 

 

Mar 31
2006

 

Dec 31
2005

 

 

 


 


 

Stockholders’ equity

 

 

768,222

 

 

766,313

 

Number of shares outstanding (000)

 

 

18,220

 

 

18,154

 

Book value per share

 

 

42.16

 

 

42.21

 




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

 

 

March 31
2006

 

December 31
2005

 

 

 


 


 

Assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

118,361

 

 

134,734

 

Short-term investments

 

 

176,404

 

 

206,717

 

Investments - statutory reserve funds

 

 

457,663

 

 

449,475

 

Investments - other

 

 

74,683

 

 

85,802

 

Receivables - premiums from agencies

 

 

40,297

 

 

49,397

 

Receivables - other

 

 

45,744

 

 

47,791

 

Less allowance for uncollectible amounts

 

 

(8,090

)

 

(8,526

)

Property and equipment

 

 

90,780

 

 

85,762

 

Title plants

 

 

61,530

 

 

58,930

 

Goodwill

 

 

181,443

 

 

155,624

 

Intangible assets

 

 

15,968

 

 

15,268

 

Other assets

 

 

79,475

 

 

80,177

 

 

 



 



 

 

 

 

1,334,258

 

 

1,361,151

 

 

 



 



 

Liabilities

 

 

 

 

 

 

 

Notes payable

 

 

93,100

 

 

88,413

 

Accounts payable and accrued liabilities

 

 

96,337

 

 

125,255

 

Estimated title losses

 

 

346,096

 

 

346,704

 

Deferred income taxes

 

 

11,623

 

 

15,784

 

Minority interests

 

 

18,880

 

 

18,682

 

 

 



 



 

 

 

 

566,036

 

 

594,838

 

Contingent liabilities and commitments

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

 

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

 

 

147,631

 

 

145,367

 

Retained earnings

 

 

621,878

 

 

619,232

 

Accumulated other comprehensive earnings

 

 

2,627

 

 

5,628

 

Treasury stock

 

 

(3,914

)

 

(3,914

)

 

 



 



 

Total stockholders’ equity

 

 

768,222

 

 

766,313

 

 

 



 



 

 

 

 

1,334,258

 

 

1,361,151

 

 

 



 



 

April 27, 2006

SOURCE  Stewart Information Services Corp.
           -0-                             04/27/2006
          /CONTACT:  Ted C. Jones, Director - Investor Relations of Stewart Information Services Corp., +1-713-625-8014/
          /Web site:  http://www.stewart.com /


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