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Fidelity National Information Solutions
Frequently Asked Questions
1. Who is Fidelity National Financial?
Fidelity National Financial (FNF), is the nations largest title insurance provider, and is well known under the names of its five title insurance writers: Fidelity National Title, Chicago Title, Ticor Title, Security Union Title, and Alamo Title. Fidelity National Financial (FNF) provides title insurance in 49 states, the District of Columbia, Guam, Mexico, Puerto Rico, the U.S. Virgin Islands and Canada. With over 1,000 direct offices and 7,000 agents nationwide, FNF has 1,200 sales representatives in daily contact with real estate professionals. With more than 30% market share, FNF is the al and commercial arena, FNF is the only major title insurance company to report profits from title operations during each of the last eleven years. As a result, FNF was recently named to Forbes Magazines Platinum List of America's 400 best big companies.
In addition to title and escrow operations, FNF also provides a diversified range of ancillary services within the real estate industry. In the year 2000, FNF (NYSE: FNF) recorded $2.7 billion in revenues. For more information, please visit Fidelity Nationals Corporate website at
www.fnf.com.
2. What corporate entities are involved in this merger?
On August 3rd, 2001, Fidelity National Financial (NYSE: FNF) merged five of its business units with VISTAinfo (formerly NASDAQ: VINF) to form Fidelity National Information Solutions (NASDAQ: FNIS), the first company to effectively address the full range of needs for database information and services required by lenders and real estate professionals in a property transaction. On August 8th, FNIS added RISCO to its organization, rounding out the companys MLS Systems division. A key player in the Internet-based MLS systems industry, RISCO was acquired by FNIS majority shareholder Fidelity National Financial (NYSE: FNF) in June, who contributed the companys assets to FNIS on August 8th following board approval.
3. What will each company contribute to the merger?
Fidelity National contributed its credit reporting, flood services, valuation and appraisal services, tax service and public records organizations to the new organization. These additional businesses all provide products and services that help with the origination, closing and servicing of real estate transactions.
In addition to VISTAinfos MLS services, FNISs board has also approved rolling MLS systems provider RISCO into the new company. FNIS majority shareholder Fidelity National Financial acquired RISCO in June, and the company subsequently decided to contribute RISCOs assets to the new organization.
As the result of the merger, VISTAinfo and RISCO have been combined as one operating company and renamed the MLS Systems Division of Fidelity National Information Solutions.
4. Why did the merger take place?
VISTAinfos data assets and marketing channels are closely aligned with Fidelitys data assets and marketing channels. The merger will allow Fidelity to leverage its top tier position in the real estate settlement services arena in conjunction with VISTAinfos top tier position as a real estate information provider. Together, FNIS will be the largest source of information products, services and technology to the real estate community, including REALTORSÒ, lenders, mortgage brokers and insurers. In addition to the MLS and environmental business lines, FNIS will also be among the nations top providers of appraisal services, California residential disclosure information, public records data, flood compliance services, credit reporting services and real estate tax services.
5. Has VISTAinfo been acquired?
Fidelity holds nearly 85 percent of FNIS shares and existing VISTAinfo shareholders own the remaining percentage. FNIS is an independent, publicly traded company with the same basic mission of providing information products, services and technology solutions that help the real estate industry conduct business. The new company will be traded on NASDAQ under the ticker symbol FNIS. Fidelity National Financial received 120,480,283 pre-split shares in the new company in a one-to-seven reverse stock split.
6. What divisions will comprise FNIS and where are they located?
The following is a list of the divisions within FNIS, and their locations.
Lender Services Division
Market Intelligence (Valuation and Appraisal Services): Hopkinton, MA
Fidelity National Flood Services: Arlington, TX
Fidelity National Credit Services: Kingston, NY
Fidelity National Tax Service: Pasadena, CA
Disclosure Services: Arlington, TX
Public Records
IDM Corporation: Los Angeles, CA
VISTAinfo Public Records: Minneapolis, MN
TEELApoint Canada: Toronto, Canada
Real Estate Professional Services MLS Systems Division
VISTAinfo RE Professional: Minneapolis, MN and East Lansing, MI
RISCO: Lenexa, KS
Environmental Services
Geographic Environmental Information Solutions (formerly Real Estate Commercial):
Herndon, VA
Print Operations
Canadian Print: Toronto, Canada
For more information regarding these services and the products offered, please visit the FNIS website at
www.fnis.com.
7. How will our customers benefit?
In a fragmented industry where competitors offer only part of the picture, FNIS will provide comprehensive data and seamless access to services spanning every step in the property sale and mortgage transaction process. The combined business units of the newly formed FNIS, in conjunction with the subsidiaries of Fidelity National Financial, serve more real estate and lending professionals than any other single company. FNIS expects to better serve existing customers and boost the efficiency and productivity of the entire industry by building a superior model for the execution of property and mortgage related transactions. The new company will focus its sales efforts on two channels: one serving mortgage lenders and the other real estate agents, brokers, franchises and MLS organizations putting FNIS in the unique position to bundle and automate the services and information required to sell and buy residential and commercial properties, as well as generate and service a mortgage loan. Resulting customer benefits include savings in time and money, as well as increased data accuracy and reduced risk.
8. Why are we operating under the name, Fidelity National Information Solutions?
As a majority owned subsidiary of FNF, the nations largest title insurance and diversified real estate related services company, the name change will help us stake our claim as the leading provider of information and services that help with the origination, closing and servicing of real estate transactions. In addition to internal synergies, FNIS will also gain momentum from FNFs established market leadership position and financial strength, as well as the complementary product offerings and marketing channel synergies shared with the companys existing title operations and lender services divisions, Fidelity National Lender Solutions Title and Closing Services and Fidelity National Default Solutions.
9. What changes and/or improvements will take place now that the merger is complete?
Each business unit within FNIS will work together to identify additional integration opportunities among business lines, including cost consolidation, cross-promotion and cross-selling, and combined packaging of information and services. FNIS is unique in that its product offerings and divisions support several distinct business channels, including residential and commercial mortgage lenders, real estate professionals, environmental engineers, residential builders, commercial developers and real estate attorneys. For this reason, the companys structure has been organized to address these unique business channels and optimize potential synergies.
Cost savings from streamlining operations and restructuring are expected to reach $10 million in the first year. These savings will allow the new company to focus on increasing the range and depth of its databases and mining those resources to develop new services for the evolving needs of its customers.
10. Will this change have an impact on current service levels?
The organizations that comprise the new company were already in the business of servicing real estate professionals and understand the need for quality service that comes from first-hand experience. As a combined organization, FNIS has a strong vision for the real estate and mortgage industries and is well grounded in the present. The management team recognizes that in order to be successful, it must build on the achievements and client relationships established by the individual business lines. As a result of the combined resources and synergies, FNIS expects to better serve existing customers by striving to set the standard for excellence and reliability as the real estate industrys source for indispensable data and innovative technology.
11. What changes should we expect in our MLS business and current efforts?
A new management team has been named to lead the MLS Systems Division, and includes Executive Vice President Garry Wright, Senior Vice President of Operations Tim Harrison, and Senior Vice President of Sales Richard Jacobson. With many years of profitable managing experience, their directives are to maintain the current customer base, reduce operating costs and develop new revenue opportunities. A large part of that effort will involve evaluating FNIS products and services to identify synergies with the MLS operation.
Over the next few months, the products and services offered by the MLS operation will be evaluated and decisions will be made regarding the future direction of the organization. The MLS Systems Division is in a position to offer outstanding technological expertise and expects to offer cutting edge products and services that will be unsurpassed within the industry.
12. Will FNIS develop a transaction management platform?
FNIS will offer FNFec.com, Fidelity National Financials web-based platform, which provides a real choice in electronic commerce. A secure business-to-business electronic commerce exchange, FNFec.com enables users to order, status and receive multiple real estate settlement services online, through a single technology platform.
FNFec.com facilitates the electronic exchange of a wide range of mortgage settlement service data, including the following services:
?Preliminary Title Reports
?Commitments
?HUD Statements
?Closing Documents
?Status Reports
?Management Reports
The system also provides electronic order entry, customer-to-close connectivity and one-stop access to a full array of bundled mortgage settlement services, including:
?Title Insurance & Escrow Services
?Real Estate Tax Services
?Credit Services
?Flood Hazard Compliance Services
?Default Services
?Automated Valuations, Appraisals & Broker Priced Opinions
?Loan Documents & Recording Services
By electronically connecting all parties to the real estate transaction, FNFec.com provides the competitive edge for transmitting data quickly, accurately and consistently between title, escrow, realtor, lender and other service providers involved in originating and closing a loan.
On August 8th, the FNIS board also voted to add real estate technology company REEZ.com, the creator of a transaction management technology system, to the organization, rounding out the FNIS transaction management offerings.
13. Will current customers of VISTAinfo be required to purchase Fidelity products and services?
While one of the major benefits of the FNIS merger is the ability to provide customers with the information and services needed throughout the entire homeownership cycle, from purchase through refinance and eventually the sale of a property, it is not our intention to require customers to use additional FNIS services.
14. Where will FNIS company headquarters be located?
FNIS company headquarters are located in Santa Barbara, California.
15. Who will be a part of the new executive management team for FNIS?
The executive management for Fidelity National Information Solutions includes:
William P. Foley II: Chairman/Chief Executive Officer
Eric Swenson: President/Chief Operating Officer
Neil Johnson: Executive Vice President/Chief Financial Officer
Garry Wright: Executive Vice President, MLS Systems
Tim Harrison: Senior Vice President of Operations, MLS Systems Division
Richard Jacobson: Senior Vice President of Sales, MLS Systems Division
Shane Cranton: Executive Vice President, REALTOR/Broker Tools & Transaction Management
Brian Hershkowitz: Executive Vice President, Lender Services - Flood, Disclosure, Environmental, Credit,
Tax, Appraisal & Valuations
Mark Johnson: Senior Vice President, Lender Services Sales
David Nitka: Executive Vice President, Public Records
Darcy Patch: Vice President of Marketing
Dietmar Heine: Executive Vice President, Canadian Operations
16. What effect does this merger have on current client contracts with VISTAinfo or RISCO?
The MLS Systems Division will continue to honor all existing agreements with RISCO or VISTAinfo. We may, however, present our clients with new product and services that were previously unavailable. These additions may require a change in the clients contract but are not mandatory and participation is optional.
17. Will this merger affect second quarter 2002 installation of RE/Xplorer or Galaxy?
At this time we dont expect any changes in any near term installations. With the combined organization and the effort to expedite installations, we can expect a more focused effort to install systems as soon as possible.
18. Will the functionality of RE/Xplorer or Galaxy change?
The immediate changes you will see in the products will be limited to functionality enhancements that have been planned for quite some time. We will be evaluating the need to upgrade all products based on user feedback and the needs of the global marketplace. Specific product information will be communicated on our web site and via customer groups. With our combined development efforts you can expect to see more frequent upgrades with expanded functionality.
19. Will FNIS be financially stable enough to continue supporting our host MLS system?
The new company is predicted to record first year revenue of $230 million with 1,400 employees supporting the combined set of products and services and several complementary lines of business all servicing the real estate transaction marketplace. The overall financial position of FNIS will be significantly improved with a simplified capital structure and restructured term debt. Changes to the operating infrastructure and organization will result in the elimination of more than $10 million in current operating costs. Together with the combining business units of Fidelity National Financial and RISCO, FNIS operations will be profitable and generate cash flow to support its operating needs and growth.
20. In addition to accelerated product and service development, what other improvements will I see within FNIS?
Youll see an organization stretching the boundaries of customer service. All entities within the organization bring new approaches to streamlined and timely customer service. Not only do we possess state of the art equipment we have the best and most experienced staff available to answer your questions. In a fragmented industry where competitors offer only part of the picture, FNIS stands out as a powerhouse in the lending and real estate channels. No other organization has managed to pull together all of the vital business intelligence needed throughout the entire homeownership cycle, from purchase through refinance and eventually the sale of a property. By offering lenders and real estate professionals accurate, real-time data packaged and configured on demand, FNIS will be able to support our customers better than ever before, saving them time and money, while increasing data accuracy and reducing risk.
21. How does VISTAinfos National MLS Infrastructure (NMI) fit within the FNIS strategy?
NMI, which is inherently committed to the latest versions of our service and Internet delivery, will be the easiest platform from which to deliver the latest products and services. The advisory council can now be expanded to include representatives from RISCO and the other Fidelity National Financial companies.
22. Will customers with relationships with other insurance providers be able to use RE/Xplorer or Galaxy without the FNIS option?
Any additional product or services options from Fidelity companies will be the sole option of the customer.
23. Does this agreement mean development on other VISTAinfo or RISCO products will cease?
No. The MLS Systems Division of FNIS will continue to make product investment decisions in the regular course of its business.
24. Does this merger apply to Canadian customers?
Yes, this deal includes Canada. Although RISCO has limited presence in Canada it means there are options to sell a more suitable and cost competitive systems to smaller, Canadian boards.
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