The First American Corporation Announces Extension of Solicitation of Consents
May 3, 2010, SANTA ANA, Calif.
The First American Corporation (NYSE: FAF), America’s largest provider of business information, announced today that it is extending the expiration date of its previously announced consent solicitation to amend the indenture under which First American issued its 7.55 percent senior debentures due 2028. The consent solicitation is now scheduled to expire at 5:00 p.m., New York City time, on May 7, 2010, unless earlier terminated or further extended.
As previously announced in the consent solicitation, First American is seeking consents to amend the indenture governing such notes to expressly affirm that the pending separation transaction, currently targeted for June 1, 2010, in which the Information Solutions group and Financial Services group will become separate public companies, does not conflict with the terms of such indenture. The tabulation agent has delivered a preliminary report indicating that as of 5:00 p.m., New York City time, on April 30, 2010, holders of 49.12 percent of the outstanding principal amount of 7.55 percent senior debentures due 2028 on the record date delivered consents in the consent solicitation and First American is determining the validity of additional consents received.
The consent solicitation is being made on the terms and conditions set forth in First American’s consent solicitation statement, dated April 12, 2010. Except for the extension of the expiration date, all other terms and conditions of the consent solicitation remain unchanged.
None of First American; Global Bondholder Services, the information agent for the consent solicitation; Wilmington Trust Company, the depositary and tabulation agent for the consent solicitation; or J.P. Morgan Securities Inc., makes any recommendation as to whether holders of the 7.55 percent senior debentures due 2028 should provide consents to the proposed amendments.
First American expressly reserves the right, in its sole discretion, subject to applicable law to:
(i) terminate the consent solicitation; (ii) extend the expiration date of the consent solicitation; and (iii) amend the terms of the consent solicitation.
This press release is for informational purposes only and is not an offer to buy, or the solicitation of an offer to sell, any securities. The full details of the consent solicitation, including complete instructions on how to deliver consents, are included in the consent solicitation statement and letter of consent. Holders of the 7.55 percent senior debentures due 2028 are strongly encouraged to read carefully the consent solicitation statement and letter of consent because they contain important information. Holders of the 7.55 percent senior debentures due 2028 may obtain a copy of the consent solicitation statement and letter of consent, free of charge, from Global Bondholder Services Corporation, the information agent in connection with the consent solicitation, by calling toll-free (866) 470-4500 or (212) 430-3774. Bankers and brokers may call collect at (212) 430-3774.
About First American
The First American Corporation (NYSE: FAF) is a FORTUNE 500® company that traces its history to 1889. With total revenues of approximately $6.0 billion in 2009, it is America’s largest provider of business information. First American combines advanced analytics with its vast data resources to supply businesses and consumers with valuable information products to support the major economic events of people’s lives, such as getting a job, renting an apartment, buying a car or house, securing a mortgage and opening or buying a business. The First American Family of companies, many of which command leading market share positions in their respective industries, operate within five primary business segments, including: Title Insurance and Services, Specialty Insurance, Information and Outsourcing Solutions, Data and Analytic Solutions, and Risk Mitigation and Business Solutions. More information about the company and an archive of its press releases can be found at www.firstam.com.
Certain statements made in this press release, including those related to the consummation of the spin-off separation and the structure and timing thereof, are “forward-looking statements.” These forward-looking statements may contain the words “intend,” “anticipate,” “expect,” “plan,” “predict,” “estimate,” “project,” “will be,” “will continue,” “will likely result” or other similar words and phrases. Risks and uncertainties exist that may cause results to differ materially from those set forth in these forward-looking statements. Factors that could cause the anticipated results to differ from those described in the forward-looking statements include those described in the Part I, Item 1A of First American’s annual report on Form 10-K for the year ended Dec. 31, 2009. The forward-looking statements speak only as of the date they are made. Except as required by law, First American does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.