RISMEDIA, Dec. 16, 2008-Fidelity National Financial, Inc. (FNF) announced the signing of an amended stock purchase agreement with LandAmerica Financial Group, Inc. (“LFG”) pursuant to which FNF will acquire LFG’s two principal title insurance underwriters, Commonwealth Land Title Insurance Company (“Commonwealth”) and Lawyers Title Insurance Corporation (“Lawyers”), as well as United Capital Title Insurance Company (“United”).
The total purchase price for Commonwealth and Lawyers is approximately $282 million. Chicago Title Insurance Company (“Chicago Title”) and Fidelity National Title Insurance Company (“Fidelity National Title”) will pay a total of approximately $135 million in cash to LFG. Additionally, FNF will pay LFG a total consideration of approximately $147 million consisting of $47 million in cash, a $50 million subordinated note due in 2013, with interest at the 5-year treasury rate at closing plus 1% and approximately $50 million in FNF common stock valued at no less than $14.00 per share. The agreement also calls for Fidelity National Title’s cash purchase of United for statutory book value at closing. United’s statutory book value was approximately $16 million as of September 30, 2008.
The agreement is subject to certain closing conditions and regulatory approvals, including the entry of final approved orders by the Chapter 11 court, Hart Scott Rodino approval and the receipt of Form A approvals from applicable state insurance regulators. The stock purchase agreement is subject to termination by FNF if the closing of Commonwealth and Lawyers does not take place on or before December 22, 2008. The United purchase is expected to close in the first quarter of 2009.
For more information, visit www.fnf.com.
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