FNF signed agreement to acquire LandAmerica Financial Group's two title insurance underwriters

Fidelity National Financial (FNF) has signed an amended stock purchase agreement which allows it to acquire LandAmerica Financial Group’s two principal title insurance underwriters, Commonwealth Land Title Insurance and Lawyers Title Insurance, as well as United Capital Title Insurance (United).


The total purchase price for Commonwealth Land Title Insurance (Commonwealth) and Lawyers Title Insurance (Lawyers) is amounting approximately to $282 million. Chicago Title Insurance and Fidelity National Title Insurance will pay a total of approximately $135 million in cash to LandAmerica Financial Group.


Additionally, Fidelity National Financial 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 five-year treasury rate at closing plus 1% and approximately $50 million in FNF common stock valued at no less than $14 per share. The agreement also calls for Fidelity National Title’s cash purchase of United Capital Title Insurance for statutory book value
at closing.


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 the
year 2009.