Fidelity National Title Group, Inc. Commences Registered Exchange Offers for $500 Million of Fidelity National Financial, Inc. Senior Notes
Jacksonville, Fla. -- (December 8, 2005) Fidelity National Title Group, Inc. (NYSE: FNT), a majority-owned, publicly traded subsidiary of Fidelity National Financial, Inc. (NYSE: FNF), and FNF today jointly announced the commencement of FNT's previously announced offers to exchange a total of $500 million of FNF's outstanding senior notes for securities of FNT.
FNT is offering new securities to holders of both FNF's $250 million 7.30% notes due August 15, 2011 and $250 million 5.25% notes due March 15, 2013, in exchange for their existing FNF notes. The FNT notes will bear the same principal amounts, interest rates, redemption terms, and payment and maturity dates as the existing and outstanding FNF notes.
Concurrent with the exchange offers, FNT is soliciting consents from the holders of each series of FNF notes to amend the indenture pursuant to which the FNF notes were issued to remove many of the covenants, restrictive provisions and events of default of FNF. The exchange offers are subject to the receipt of the consents of the holders of a majority of the outstanding principal amount of each series of FNF senior notes. The consent of the holders of a majority of the aggregate principal amount of each series of FNF notes outstanding will be required in order to amend the indenture for each series. If the amendments are approved, they will be binding on all holders of the respective FNF series, including those who do not give their consent to the amendments and do not tender their FNF notes in the exchange offer.
The exchange offers will expire at 5:00 p.m., New York City time, on January 11, 2006 (the "Expiration Date"), unless extended or terminated by FNT. Holders must tender their FNF notes prior to the Expiration Date if they wish to participate in the exchange offers. Lehman Brothers Inc. is acting as dealer manager and D.F. King & Co., Inc. is the information agent and exchange agent. Questions regarding the exchange offers should be directed to Lehman Brothers at 212-528-7581 or toll-free at 800-438-3242. Copies of the prospectus, consent solicitation statement and the related letter of transmittal and consent may be obtained from D.F. King & Co., Inc. at 48 Wall Street, New York, NY 10005 or by calling 212-269-5550 or toll-free at 800-848-2998.
This news release is neither an offer to sell nor a solicitation of an offer to buy or exchange any securities, nor shall there be any sale or purchase of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The exchange offers are made solely by the prospectus and consent solicitation statement dated December 8, 2005, and the related letter of transmittal and consent, and are subject to the conditions set forth therein.
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 261 on the Fortune 500 and a provider of products and outsourced services and solutions to financial institutions and the real estate industry. More information about FNF can be found at www.fnf.com.
This press release contains statements related to future events and expectations and, as such, constitutes forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of FNF or FNT to be different from those expressed or implied above. FNF and FNT expressly disclaim any duty to update or revise forward-looking statements. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to, the effect of governmental regulations, the economy, competition, the possibility that the conditions for the exchange offers will not be met or that the anticipated benefits of the exchange offers will not be obtained and other risks detailed from time to time in the "Management's Discussion and Analysis" section of FNT's Form 10-K and other reports and filings with the Securities and Exchange Commission.
SOURCE: Fidelity National Title Group, Inc.
CONTACT: Daniel Kennedy Murphy, Senior Vice President, Finance and Investor Relations, Fidelity National Financial, Inc., 904-854-8120, firstname.lastname@example.org