Stewart Launches Private Placement of $60 Million Convertible Senior Notes
08 Oktober 2009 - 12:00PM
PR Newswire (US)
HOUSTON, Oct. 8 /PRNewswire-FirstCall/ -- Today, Stewart
Information Services Corporation (NYSE:STC) announced its intention
to offer, subject to market and other conditions, $60 million
aggregate principal amount of Convertible Senior Notes due 2014
(the "Notes") in a private placement to qualified institutional
buyers pursuant to Rule 144A under the Securities Act of 1933, as
amended (the "Securities Act"). The Notes will be guaranteed by
Stewart's wholly-owned subsidiary, Stewart Title Company , and
certain of its wholly-owned domestic subsidiaries. The Notes will
be senior unsecured obligations of Stewart and will rank senior in
right of payment with all existing and future indebtedness of
Stewart that is expressly subordinated in right of payment to the
Notes. Stewart intends to use the net proceeds from the offering
and existing cash on hand to pay down an aggregate amount of $60.5
million of outstanding unsecured callable bank debt, which results
in an extension of our debt maturities. The Notes, the subsidiary
guarantees and the underlying shares of common stock that may be
delivered upon conversion of the Notes have not been registered
under the Securities Act or any state securities laws, and, unless
so registered, may not be offered or sold in the United States
except pursuant to an exemption from the registration requirements
of the Securities Act and applicable state laws. This press release
shall not constitute an offer to sell or the solicitation of any
offer to buy any of these securities, nor shall it constitute an
offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful. Stewart Information
Services Corporation (NYSE-STC) is a customer-driven,
technology-enabled, strategically competitive real estate
information, title insurance and transaction management company.
Stewart provides title insurance and related information services
required for settlement by the real estate and mortgage industries
throughout the United States and in international markets. Stewart
also provides post-closing lender services, 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
exchanges. More information can be found at
http://www.stewart.com/. Forward-looking statements. Certain
statements in this news release are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements relate to future, not
past, events and often address our expected future business and
financial performance. These statements often contain words such as
"expect," "anticipate," "intend," "plan," "believe," "seek," "will"
or other similar words. Forward-looking statements by their nature
are subject to various risks and uncertainties that could cause our
actual results to be materially different than those expressed in
the forward-looking statements. These risks and uncertainties
include, among other things, the severity and duration of current
financial and economic conditions, continued weakness or further
adverse changes in the level of real estate activity, our ability
to respond to and implement technology changes, including the
completion of the implementation of our enterprise systems,
including the implementation of our enterprise systems the impact
of unanticipated title losses on the need to further strengthen our
policy loss reserves, any effect of title losses on our cash flows
and financial condition, the impact of our increased diligence and
inspections in our agency operations, the impact of changes in
governmental and insurance regulations, our dependence on our
operating subsidiaries as a source of cash flow, the continued
realization of expected expense savings resulting from our expense
reduction steps taken in 2008, our ability to access the equity and
debt financing markets, our ability to grow our international
operations, and our ability to respond to the actions of our
competitors. These risks and uncertainties, as well as others, are
discussed in more detail in our documents filed with the Securities
and Exchange Commission, including our Annual Report on Form 10-K
for the year ended December 31, 2008 and our Current Reports on
Form 8-K. We expressly disclaim any obligation to update any
forward-looking statements contained in this news release to
reflect events or circumstances that may arise after the date
hereof, except as may be required by applicable law. DATASOURCE:
Stewart Information Services Corporation CONTACT: Ted C. Jones,
Director-Investor Relations of Stewart Information Services
Corporation, +1-713-625-8014, Web Site: http://www.stewart.com/
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