SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported) August 1, 2000
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THE FIRST AMERICAN CORPORATION
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(Exact Name of the Registrant as Specified in Charter)
California 0-3658 95-1068610
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1 First American Way, Santa Ana, California 92707-5913
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (714) 800-3000
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Not Applicable.
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
See the attached Exhibit.
Item 7. Exhibits.
99 Press Release dated August 2, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE FIRST AMERICAN CORPORATION
Date: August 4, 2000 By: /s/ Thomas A. Klemens
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Name: Thomas A. Klemens
Title: Executive Vice President
and Chief Financial Officer
[The First American Corporation Logo]
FIRST AMERICAN AND TRANSAMERICA COMBINE REAL ESTATE INFORMATION BUSINESSES
-- First American Owns 80 Percent of Combination,
Creating Nation's Largest Property Data Repository
With Advanced Technology Platform --
SANTA ANA, Calif., August 2, 2000
The First American Corporation (NYSE: FAF) today announced the
combination of the Intellitech real estate information business of Transamerica
Corporation with its First American Real Estate Solutions division (RES). This
combination will create the nation's largest database of property characteristic
information, supplying data and decision-support products to the real estate and
mortgage finance industries.
The combination creates a data repository containing information that
covers more than 85 percent of the nation's property sales and mortgage
financing transactions. This repository is compiled from public record and
proprietary sources, including site-inspected property data made available by
appraisers and real estate agents. A new limited partnership will be formed in
the transaction. Transamerica will receive a $22.5 million cash payment from
First American and a 20 percent interest in the new partnership. First American
will have an 80 percent interest and management control of the new information
business, which is expected to have annual revenues in excess of $100 million.
The transaction creates a content and technology business serving more
than 50,000 customers, including mortgage originators and lenders, appraisers,
Realtors and title insurance companies. First American RES' online and desktop
applications are used by leading real estate and mortgage finance companies to
support real estate commerce. Its information enables customers to quickly and
efficiently locate and value all types of property, prospect for homebuyers and
borrowers, and assist in underwriting and closing real estate and mortgage
financing transactions.
Concurrent with the combination, First American RES has released an
information technology platform that will serve as the data and image repository
of the combined businesses. The new platform is the result of a two-year, $15
million technology investment, which included standardizing multiple data
sources and consolidating them into a single proprietary database structure. The
database structure, which employs Oracle's 8i relational database management
system, was created specifically to drive a new family of Web-enabled,
server-based applications and operates on a Sun UNIX system that is capable of
supporting tens of thousands of users.
The combination of these two companies, with the flexibility of First
American RES' new, state-of-the-art technology platform, enhances First
American's position as a provider of real estate data that supports the real
estate and mortgage finance industries, including business-to-business
e-commerce and the majority of the Internet sites that offer real estate
information to businesses and consumers," said Parker S. Kennedy, president of
The First American Corporation. "Through the integration of these businesses,
combined with the leveraging of the technology platform, we can significantly
reduce overall operating expenses and gain the economies of scale we have always
intended for this business."
"This transaction strengthens our position in providing automated
valuation models (AVMs)," said Dennis Gilmore, president of First American's
Database Products and Services Group. "The addition of Intellitech's AVM (known
as AREAS) enhances our product offering, which includes other leading brands
such as Valuepoint, Home Price Index and a new assessment-based valuation model.
"Additionally, we are accelerating the development of applications that
are core to the industry's drive for time and cost efficiency," said Gilmore.
"Our new technology platform gives us enormous flexibility in how we store and
deliver information. This flexibility will lead to new applications including
instant electronic ownership and encumbrance reports combined with AVMs and
document images on a national basis."
First American Real Estate Solutions will maintain its headquarters in
Anaheim, Calif., with offices in Sacramento, Calif.; Atlanta; Philadelphia;
Cincinnati; Miami; Ft. Lauderdale, Fla.; Oklahoma City; Weehawken, N.J.; Silver
Spring, Md.; and additional sales offices throughout the United States. First
American holds its interest in this combination through its 80 percent-owned
joint venture with Experian Information Solutions, Inc.
Transamerica Intellitech, Inc., a leading real estate information and
software company, is a subsidiary of Transamerica Corporation and AEGON N.V.
(NYSE: AEG).
The First American Corporation, based in Santa Ana, Calif., is the
nation's leading provider of business information and related products and
services. The corporation's three primary business segments include: title
insurance and services; real estate information and services, which includes
mortgage information services and database information and services; and
consumer information and services, which provides home warranties; automotive,
subprime and direct-to-consumer credit reporting; property and casualty
insurance; property and automotive insurance tracking services; resident
screening; pre-employment screening; investment advisory; and trust and banking
services. Information about the company and an archive of its press releases can
be found on the Internet at www.firstam.com.
Any statements in this document that look forward in time involve risks
and uncertainties, including but not limited to the following: the effect of
interest rate fluctuations; changes in the performance of the real estate
markets; the effect of changing economic conditions; general volatility in the
capital markets; the demand for and the acceptance of the company's products;
changes in applicable government regulations; continued consolidation among the
company's significant customers; consolidation among significant competitors:
the impact of the legal proceedings commenced by the California attorney general
and related litigation; the continued ability to identify businesses to be
acquired; and changes in the company's ability to integrate businesses which it
acquires. The company's actual results, performance or achievement could differ
materially from those expressed in, or implied by, any forward-looking
statements, and, accordingly, no assurances can be given that any of the events
anticipated by the forward-looking statements will transpire or occur or, if any
of them do, what impact they will have on the results of operations or financial
condition of the company.
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