Fidelity National Title Group, Inc. Announces the Formation of a Special Committee of its Board of Directors to Evaluate and Negotiate with Fidelity National Financial
Jacksonville, Fla. -- (April 27, 2006) -- Fidelity National Title Group, Inc. (NYSE: FNT), the nation's largest title insurance company and a majority-owned, publicly traded subsidiary of Fidelity National Financial, Inc. (NYSE:FNF), today announced that its Board of Directors has formed a special committee to evaluate and negotiate a formal proposal, when and if received from FNF, with respect to the previously announced FNF plan to eliminate the FNF holding company structure and result in what will become a new FNF and the existing Fidelity National Information Services, Inc. (NYSE:FIS) becoming independent public companies.
The plan announced by FNF involves a number of transactions that would effectively result in the three public companies that currently comprise the FNF family of companies, FNF, FNT and FIS, becoming two public companies, a new FNF and the existing FIS. The new FNF would have no ownership interest in FIS and FNT would no longer be used as a trading symbol.
FNF has announced that completion of the transactions would be subject to a number of conditions, including but not limited to, preparation of a definitive proposal for the transactions and negotiation of definitive agreements; approval of the boards of directors and shareholders of each of FNF, FNT and FIS; the receipt of a private letter ruling from the Internal Revenue Service; the clearance of proxy statements and registration statements by the Securities and Exchange Commission; the receipt of all necessary regulatory approvals for the transfer of FNF's specialty insurance operations to FNT and for the spin-off of FNT's insurance operations; the receipt of necessary approvals under credit agreements of FNF, FNT and FIS and any other material agreements; and any other conditions set forth in the definitive agreements for the transactions, once completed. There can be no assurance that any or all of these conditions will be satisfied or that the transactions will be completed.
Fidelity National Title Group, Inc. is the nation's largest title insurance company. The Company's title insurance underwriters - Fidelity National Title, Chicago Title, Ticor Title, Security Union Title and Alamo Title - issue approximately 31 percent of all title insurance policies in the United States. Through its direct operations and agencies, the Company provides title insurance in 49 states, the District of Columbia, Guam, Mexico, Puerto Rico, the U.S. Virgin Islands and Canada. In 2005, FNT also acquired Service Link, a leading provider of title and closing services to major financial institutions and lenders, including six of the top 10 lending institutions in the United States ranked by loan origination volume. More information about Fidelity National Title Group can be found at www.fntg.com.
FNT is a majority-owned subsidiary of Fidelity National Financial Inc., number 248 on the Fortune 500 and a provider of products and outsourced services and solutions to a variety of industries. More information about FNF can be found at www.fnf.com.
This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future economic performance and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to: the possibility that the proposals described in this press release will not be completed, or will be completed in a different form or with different effects on holders of the stock of FNF, FNT or FIS than described by FNF, or will not be successful in achieving the goals targeted; changes in general economic, business and political conditions, including changes in the financial markets; adverse changes in the level of real estate activity, which may be caused by, among other things, high or increasing interest rates, a limited supply of mortgage funding or a weak U. S. economy; compliance with extensive regulations; regulatory investigations of the title insurance industry; our business concentration in the State of California, the source of over 20% of our title insurance premiums; our dependence on distributions from our title insurance underwriters as our main source of cash flow; competition from other title insurance companies; FNF's need to maintain more than 80% ownership of our common stock for various tax purposes; and other risks detailed in the "Statement Regarding Forward-Looking Information," "Risk Factors" and other sections of the Company's Form 10-K and other filings with the Securities and Exchange Commission.
SOURCE: Fidelity National Title Group, Inc.
CONTACT: Daniel Kennedy Murphy, Senior Vice President, Finance and Investor Relations, 904-854-8120, firstname.lastname@example.org