Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 25, 2019 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | STEWART INFORMATION SERVICES CORP | |
Entity Central Index Key | 0000094344 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Trading Symbol | STC | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 23,700,473 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues | ||
Investment income | $ 4,724 | $ 4,704 |
Investment and other gains (losses) – net | 3,403 | (1,671) |
Revenues | 398,519 | 437,230 |
Expenses | ||
Amounts retained by agencies | 176,494 | 195,207 |
Employee costs | 129,256 | 138,822 |
Other operating expenses | 77,155 | 80,267 |
Title losses and related claims | 15,686 | 18,981 |
Depreciation and amortization | 5,990 | 6,234 |
Interest | 1,164 | 974 |
Total expenses | 405,745 | 440,485 |
Loss before taxes and noncontrolling interests | (7,226) | (3,255) |
Income tax benefit | 2,442 | 1,294 |
Net loss | (4,784) | (1,961) |
Less net income attributable to noncontrolling interests | 1,982 | 1,819 |
Net loss attributable to Stewart | (6,766) | (3,780) |
Net loss | (4,784) | (1,961) |
Other comprehensive income (loss), net of taxes: | ||
Foreign currency translation adjustments | 4,588 | (1,592) |
Change in net unrealized gains and losses on investments | 9,011 | (8,006) |
Reclassification adjustment for net losses (gains) included in net income | 162 | (249) |
Other comprehensive income (loss) | 13,761 | (9,847) |
Comprehensive income (loss) | 8,977 | (11,808) |
Less net income attributable to noncontrolling interests | 1,982 | 1,819 |
Comprehensive income (loss) attributable to Stewart | $ 6,995 | $ (13,627) |
Basic and diluted average shares outstanding (in shares) | 23,595 | 23,508 |
Basic and diluted loss per share attributable to Stewart (in usd per share) | $ (0.29) | $ (0.16) |
Title - Direct operations | ||
Revenues | ||
Revenues | $ 161,247 | $ 185,512 |
Title - Agency operations | ||
Revenues | ||
Revenues | 214,863 | 236,854 |
Ancillary services | ||
Revenues | ||
Revenues | 14,282 | 11,831 |
Operating revenues | ||
Revenues | ||
Revenues | $ 390,392 | $ 434,197 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Cash and cash equivalents | $ 164,507 | $ 192,067 |
Short-term investments | 23,473 | 22,950 |
Investments in debt and equity securities, at fair value | 627,648 | 636,017 |
Receivables: | ||
Premiums from agencies | 29,421 | 29,032 |
Trade and other | 46,382 | 43,568 |
Income taxes | 1,982 | 489 |
Notes | 2,935 | 2,987 |
Allowance for uncollectible amounts | (4,450) | (4,614) |
Total receivables | 76,270 | 71,462 |
Property and equipment: | ||
Land | 3,512 | 3,991 |
Buildings | 21,552 | 22,968 |
Furniture and equipment | 216,901 | 216,498 |
Accumulated depreciation | (184,773) | (182,663) |
Total property and equipment, at cost | 57,192 | 60,794 |
Operating lease assets | 103,947 | 0 |
Title plants, at cost | 74,737 | 74,737 |
Investments on equity method basis | 8,611 | 8,590 |
Goodwill | 248,890 | 248,890 |
Intangible assets, net of amortization | 8,518 | 9,727 |
Deferred tax assets | 4,575 | 4,575 |
Other assets | 43,942 | 43,121 |
Total assets | 1,442,310 | 1,372,930 |
Liabilities | ||
Notes payable | 105,043 | 108,036 |
Accounts payable and accrued liabilities | 71,621 | 109,283 |
Operating lease liabilities | 115,307 | 0 |
Estimated title losses | 454,075 | 461,560 |
Deferred tax liabilities | 17,360 | 14,214 |
Total liabilities | 763,406 | 693,093 |
Contingent liabilities and commitments | ||
Stockholders’ equity | ||
Common Stock ($1 par value) and additional paid-in capital | 187,139 | 186,714 |
Retained earnings | 500,335 | 514,248 |
Accumulated other comprehensive (loss) income: | ||
Net unrealized investment gains (losses) on debt securities investments | 3,907 | (5,266) |
Foreign currency translation adjustments | (14,917) | (19,505) |
Treasury stock – 352,161 common shares, at cost | (2,666) | (2,666) |
Stockholders’ equity attributable to Stewart | 673,798 | 673,525 |
Noncontrolling interests | 5,106 | 6,312 |
Total stockholders’ equity (23,699,103 and 23,719,347 shares outstanding) | 678,904 | 679,837 |
Total liabilities and stockholders' equity | $ 1,442,310 | $ 1,372,930 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 1 | $ 1 |
Treasury stock, common shares | 352,161 | 352,161 |
Common stock, shares outstanding | 23,699,103 | 23,719,347 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Reconciliation of net loss to cash used by operating activities: | ||
Net loss | $ (4,784) | $ (1,961) |
Add (deduct): | ||
Depreciation and amortization | 5,990 | 6,234 |
Provision for bad debt | 446 | (143) |
Investment and other (gains) losses – net | (3,403) | 1,671 |
Amortization of net premium on debt securities investments | 1,353 | 1,587 |
Payments for title losses (in excess of) less than provisions | (7,781) | 710 |
Adjustment for insurance recoveries of title losses | 380 | 1,198 |
Increase in receivables – net | (5,686) | (3,321) |
Increase in other assets – net | (815) | (4,853) |
Decrease in accounts payable and other liabilities – net | (26,212) | (30,258) |
Change in net deferred income taxes | (252) | (161) |
Net income from equity investees | (374) | (243) |
Dividends received from equity investees | 353 | 431 |
Stock-based compensation expense | 804 | 140 |
Other – net | 98 | 43 |
Cash used by operating activities | (39,883) | (28,926) |
Investing activities: | ||
Proceeds from sales of investments in securities | 6,958 | 15,366 |
Proceeds from matured investments in debt securities | 20,094 | 4,603 |
Purchases of investments in securities | (561) | (8,042) |
Net (purchases) sales of short-term investments | (456) | 63 |
Purchases of property and equipment, and real estate – net | (2,735) | (1,993) |
Cash paid for acquisition of businesses | 0 | (11,978) |
Other – net | 1,287 | 464 |
Cash provided (used) by investing activities | 24,587 | (1,517) |
Financing activities: | ||
Payments on notes payable | (7,446) | (5,029) |
Proceeds from notes payable | 4,454 | 0 |
Distributions to noncontrolling interests | (3,177) | (2,928) |
Repurchases of common stock | (379) | (579) |
Cash dividends paid | (7,083) | (7,061) |
Purchase of remaining interest in consolidated subsidiary | 0 | (281) |
Cash used by financing activities | (13,631) | (15,878) |
Effects of changes in foreign currency exchange rates | 1,367 | (284) |
Decrease in cash and cash equivalents | (27,560) | (46,605) |
Cash and cash equivalents at beginning of period | 192,067 | 150,079 |
Cash and cash equivalents at end of period | $ 164,507 | $ 103,474 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Common Stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock | Noncontrolling interests |
Balances at beginning of period at Dec. 31, 2017 | $ 678,810 | $ 24,072 | $ 159,954 | $ 491,698 | $ (847) | $ (2,666) | $ 6,599 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss attributable to Stewart | (3,780) | (3,780) | |||||
Dividends on Common Stock ($0.30 per share) | (7,151) | (7,151) | |||||
Stock-based compensation | 140 | 28 | 112 | ||||
Stock repurchases | (579) | (14) | (565) | ||||
Purchase of remaining interest in consolidated subsidiary | (281) | (201) | (80) | ||||
Net change in unrealized gains and losses on investments, net of taxes | (8,006) | (8,006) | |||||
Net investment realized loss (gain) reclassification, net of taxes | (249) | (249) | |||||
Foreign currency translation adjustments, net of taxes | (1,592) | (1,592) | |||||
Net income attributable to noncontrolling interests | 1,819 | 1,819 | |||||
Distributions to noncontrolling interests | (2,928) | (2,928) | |||||
Balances at end of period at Mar. 31, 2018 | 656,203 | 24,086 | 159,300 | 484,359 | (14,286) | (2,666) | 5,410 |
Balances at beginning of period at Dec. 31, 2018 | 679,837 | 24,072 | 162,642 | 514,248 | (24,771) | (2,666) | 6,312 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss attributable to Stewart | (6,766) | (6,766) | |||||
Dividends on Common Stock ($0.30 per share) | (7,147) | (7,147) | |||||
Stock-based compensation | 804 | (11) | 815 | ||||
Stock repurchases | (379) | (9) | (370) | ||||
Net change in unrealized gains and losses on investments, net of taxes | 9,011 | 9,011 | |||||
Net investment realized loss (gain) reclassification, net of taxes | 162 | 162 | |||||
Foreign currency translation adjustments, net of taxes | 4,588 | 4,588 | |||||
Net income attributable to noncontrolling interests | 1,982 | 1,982 | |||||
Distributions to noncontrolling interests | (3,177) | (3,177) | |||||
Net effect of other changes in ownership | (11) | (11) | |||||
Balances at end of period at Mar. 31, 2019 | $ 678,904 | $ 24,052 | $ 163,087 | $ 500,335 | $ (11,010) | $ (2,666) | $ 5,106 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENT OF EQUITY (UNAUDITED) (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||
Cash dividends on common stock (in usd per share) | $ 0.30 | $ 0.30 |
Interim financial statements
Interim financial statements | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Interim financial statements | Interim financial statements. The financial information contained in this report for the three months ended March 31, 2019 and 2018 , and as of March 31, 2019 , is unaudited. This report should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 . A. Management’s responsibility. The accompanying interim financial statements were prepared by management, who is responsible for their integrity and objectivity. These financial statements have been prepared in conformity with U.S. generally accepted accounting principles (GAAP), including management’s best judgments and estimates. In the opinion of management, all adjustments necessary for a fair presentation of this information for all interim periods, consisting only of normal recurring accruals, have been made. The Company’s results of operations for interim periods are not necessarily indicative of results for a full year and actual results could differ. B. Consolidation. The condensed consolidated financial statements include all subsidiaries in which the Company owns more than 50% voting rights in electing directors. All significant intercompany amounts and transactions have been eliminated and provisions have been made for noncontrolling interests. Unconsolidated investees, in which the Company typically owns 20% through 50% of the voting stock, are accounted for using the equity method. C. Restrictions on cash and investments. The Company maintains investments in accordance with certain statutory requirements for the funding of statutory premium reserves. Statutory reserve funds are required to be fully funded and invested in high-quality securities and short-term investments. Statutory reserve funds are not available for current claim payments, which must be funded from current operating cash flow. Included in investments in debt and equity securities are statutory reserve funds of approximately $454.1 million and $462.2 million at March 31, 2019 and December 31, 2018 , respectively, In addition, included within cash and cash equivalents are statutory reserve funds of approximately $49.6 million and $37.7 million at March 31, 2019 and December 31, 2018 , respectively. Although these cash statutory reserve funds are not restricted or segregated in depository accounts, they are required to be held pursuant to state statutes. If the Company fails to maintain minimum investments or cash and cash equivalents sufficient to meet statutory requirements, the Company may be subject to fines or other penalties, including potential revocation of its business license. These funds are not available for any other purpose. In the event that insurance regulators adjust the determination of the statutory premium reserves of the Company’s title insurers, these restricted funds as well as statutory surplus would correspondingly increase or decrease. D. Recently adopted accounting standard. In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-02, Topic 842: Leases (Topic 842) which updates the current guidance related to leases to increase transparency and comparability among organizations. Most prominent among the changes in the standard is the recognition of right-of-use lease assets and lease liabilities on the balance sheet by lessees for those leases classified as operating leases. Additional financial statement disclosures are required to enable users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. Topic 842 is effective for annual and interim periods beginning after December 15, 2018. Topic 842 permits adoption using either a modified retrospective approach or an optional transition method. The optional transition method allows the application of the recognition and measurement requirements of the standard in the period of adoption and annual disclosures using the legacy lease guidance in Topic 840 for comparative periods. The Company adopted Topic 842 effective January 1, 2019 using the optional transition method of adoption. In addition, the Company elected practical expedients permitted under the transition guidance of the standard, which among other things, allowed the carry forward of the historical lease classifications for existing leases. The adoption resulted in the recognition on the Company's January 1, 2019 consolidated balance sheet of approximately $99.8 million of operating lease assets and lease liabilities, and the reclassification of approximately $10.7 million of existing deferred rent liabilities from accounts payable and accrued liabilities to operating lease assets. There was no impact on the Company's 2019 consolidated statements of operations and comprehensive income and cash flows. The accounting treatment for finance leases remained substantially unchanged. E. Merger Agreement update. In relation to the Company's agreement and plan of merger (Merger Agreement) with Fidelity National Financial, Inc. (FNF) (the Mergers), as disclosed in detail in Note 1-S of the Company’s 2018 Annual Report on Form 10-K and in Exhibit 2.1 to the March 19, 2018 Form 8-K filed with the Securities and Exchange Commission, the Company continues to work with FNF in responding to the Second Request of the Federal Trade Commission (FTC). Additionally, the Merger Agreement contains certain customary termination rights in favor of either the Company or FNF, which are exercisable (i) by mutual consent, (ii) upon the failure to complete the Mergers by March 18, 2019 (the End Date), subject to certain exceptions and subject to up to two ( 2 ) extensions of up to three (3) months each upon the election of either the Company or FNF if, as of such date, all closing conditions (other than the receipt of the Required Antitrust Regulatory Filings/Approvals, the receipt of the Required Insurance Regulatory Filings/Approvals and the absence of any law or court or other governmental order relating thereto) having been met or being capable of being satisfied as of such time, (iii) in the event of a final and non-appealable law or order that prohibits the consummation of the Mergers or (iv) if the Company’s stockholders do not vote to approve the Mergers. On March 11, 2019, FNF exercised the first option to extend the End Date by three months to June 18, 2019. The Company worked with FNF on its new Form A application with the New York State Department of Financial Services, which disapproved a prior application with respect to Stewart Title Insurance Company, the Company's New York domiciled title insurance underwriter. The Company will continue to respond to the FTC's Second Request and maintain discussions with all other necessary regulatory bodies to seek approval of the proposed merger. |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues. The Company's operating revenues, summarized by type, are as follows: Three Months Ended 2019 2018 ($000 omitted) Title insurance premiums: Direct 111,918 132,761 Agency 214,863 236,854 Escrow fees 25,293 27,867 Search, abstract and valuation services 22,939 21,787 Other revenues 15,379 14,928 390,392 434,197 |
Investments in debt and equity
Investments in debt and equity securities | 3 Months Ended |
Mar. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in debt and equity securities | Investments in debt and equity securities. The total fair values of the Company's investments in debt and equity securities are as follows: March 31, 2019 December 31, 2018 ($000 omitted) Investments in: Debt securities 590,115 602,020 Equity securities 37,533 33,997 627,648 636,017 As of March 31, 2019 and December 31, 2018 , the net unrealized investment gains relating to investments in equity securities held were $ 6.6 million and $ 2.9 million, respectively. The amortized costs and fair values of investments in debt securities are as follows: March 31, 2019 December 31, 2018 Amortized costs Fair values Amortized costs Fair values ($000 omitted) Municipal 60,467 61,348 61,779 61,934 Corporate 322,993 325,918 333,289 328,495 Foreign 195,177 196,430 200,667 198,938 U.S. Treasury Bonds 6,533 6,419 12,951 12,653 585,170 590,115 608,686 602,020 Foreign debt securities consist of Canadian government and corporate bonds, United Kingdom treasury and corporate bonds, and Mexican government bonds. Gross unrealized gains and losses on investments in debt securities are as follows: March 31, 2019 December 31, 2018 Gains Losses Gains Losses ($000 omitted) Municipal 945 64 482 327 Corporate 4,014 1,089 1,894 6,688 Foreign 2,336 1,083 1,402 3,131 U.S. Treasury Bonds 2 116 2 300 7,297 2,352 3,780 10,446 Debt securities as of March 31, 2019 mature, according to their contractual terms, as follows (actual maturities may differ due to call or prepayment rights): Amortized costs Fair values ($000 omitted) In one year or less 50,945 50,822 After one year through five years 326,286 328,615 After five years through ten years 176,344 178,348 After ten years 31,595 32,330 585,170 590,115 Gross unrealized losses on investments in debt securities and the fair values of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at March 31, 2019 , were: Less than 12 months More than 12 months Total Losses Fair values Losses Fair values Losses Fair values ($000 omitted) Municipal — — 64 9,099 64 9,099 Corporate 28 9,652 1,061 117,827 1,089 127,479 Foreign 36 16,905 1,047 88,177 1,083 105,082 U.S. Treasury Bonds — — 116 6,310 116 6,310 64 26,557 2,288 221,413 2,352 247,970 The number of specific debt investment holdings held in an unrealized loss position as of March 31, 2019 was 151 . Of these securities, 138 were in unrealized loss positions for more than 12 months. During 2019, the overall gross unrealized losses on debt securities decreased compared to the prior year-end, primarily due to the decrease in the overall interest rate environment which improved the market values of investments. Since the Company does not intend to sell and will more likely than not maintain each investment security until its maturity or anticipated recovery, and no significant credit risk is deemed to exist, these investments are not considered as other-than-temporarily impaired. The Company believes its investment portfolio is diversified and expects no material loss to result from the failure to perform by issuers of the debt securities it holds. Investments made by the Company are not collateralized. Gross unrealized losses on investments in debt securities and the fair values of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2018 , were: Less than 12 months More than 12 months Total Losses Fair values Losses Fair values Losses Fair values ($000 omitted) Municipal 91 13,366 236 11,645 327 25,011 Corporate 4,416 201,965 2,272 71,044 6,688 273,009 Foreign 158 11,424 2,973 137,793 3,131 149,217 U.S. Treasury Bonds — — 300 12,544 300 12,544 4,665 226,755 5,781 233,026 10,446 459,781 |
Fair value measurements
Fair value measurements | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Fair value measurements. The Fair Value Measurements and Disclosures Topic (Topic 820) of the FASB Accounting Standards Codification (ASC) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal, or most advantageous, market for the asset or liability in an orderly transaction between market participants at the measurement date. Topic 820 establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs when possible. The three levels of inputs used to measure fair value are as follows: • Level 1 – quoted prices in active markets for identical assets or liabilities; • Level 2 – observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data; and • Level 3 – unobservable inputs that are supported by little or no market activity and that are significant to the fair values of the assets or liabilities, including certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. As of March 31, 2019 , financial instruments measured at fair value on a recurring basis are summarized below: Level 1 Level 2 Fair value measurements ($000 omitted) Investments in securities: Debt securities: Municipal 61,348 61,348 Corporate 325,918 325,918 Foreign 196,430 196,430 U.S. Treasury Bonds 6,419 6,419 Equity securities 37,533 37,533 37,533 590,115 627,648 As of December 31, 2018 , financial instruments measured at fair value on a recurring basis are summarized below: Level 1 Level 2 Fair value measurements ($000 omitted) Investments in securities: Debt securities: Municipal — 61,934 61,934 Corporate — 328,495 328,495 Foreign — 198,938 198,938 U.S. Treasury Bonds — 12,653 12,653 Equity securities 33,997 — 33,997 33,997 602,020 636,017 As of March 31, 2019 , Level 1 financial instruments consist of equity securities. Level 2 financial instruments consist of municipal, governmental, and corporate bonds, both U.S. and foreign. In accordance with the Company’s policies and guidelines which incorporate relevant statutory requirements, the Company’s third-party registered investment manager invests only in securities rated as investment grade or higher by the major rating services, where observable valuation inputs are significant. The fair value of the Company's investments in debt and equity securities is primarily determined using a third-party pricing service provider. The third-party pricing service provider calculates the fair values using both market approach and model valuation methods, as well as pricing information obtained from brokers, dealers and custodians. Management ensures the reasonableness of the third-party service valuations by comparing them with pricing information from the Company's investment manager. |
Investment and other gains (los
Investment and other gains (losses) - net | 3 Months Ended |
Mar. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment and other gains (losses) - net | Investment and other gains (losses) - net. Investments and other gains (losses) are detailed as follows: Three Months Ended 2019 2018 ($000 omitted) Investment and other gains 162 720 Investment and other losses (305 ) (188 ) Net unrealized investment gains (losses) recognized on equity securities held 3,546 (2,203 ) 3,403 (1,671 ) Net investment gains (losses) recognized during the three months ended March 31, 2019 and 2018 related to investments in equity securities still held as of March 31, 2019 and 2018 are calculated as follows ($000 omitted): Three Months Ended 2019 2018 ($000 omitted) Net investment gains (losses) recognized on equity securities during the period 3,657 (2,226 ) Less: Net realized gains (losses) on equity securities sold during the period 111 (23 ) Net unrealized investment gains (losses) recognized on equity securities still held 3,546 (2,203 ) Proceeds from sales of investments in securities are as follows: Three Months Ended 2019 2018 ($000 omitted) Proceeds from sales of debt securities 6,318 13,146 Proceeds from sales of equity securities 640 2,220 Total proceeds from sales of investment in securities 6,958 15,366 |
Estimated title losses
Estimated title losses | 3 Months Ended |
Mar. 31, 2019 | |
Insurance [Abstract] | |
Estimated title losses | Estimated title losses. A summary of estimated title losses for the three months ended March 31 is as follows: 2019 2018 ($000 omitted) Balances at January 1 461,560 480,990 Provisions: Current year 15,526 18,880 Previous policy years 160 101 Total provisions 15,686 18,981 Payments, net of recoveries: Current year (2,695 ) (2,564 ) Previous policy years (20,772 ) (15,708 ) Total payments, net of recoveries (23,467 ) (18,272 ) Effects of changes in foreign currency exchange rates 296 (1,894 ) Balances at March 31 454,075 479,805 Loss ratios as a percentage of title operating revenues: Current year provisions 4.1 % 4.5 % Total provisions 4.2 % 4.5 % Provisions decreased during the three months ended March 31, 2019, compared to the same period in 2018, primarily due to the Company's lower loss provisioning rate as a result of better claims experience. Claim payments increased during the three months ended March 31, 2019, compared to the same period in 2018, primarily due to higher payments on existing large and non-large claims. |
Share-based payments
Share-based payments | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based payments | Share-based payments. Beginning in 2018, the Company grants time-based and performance-based restricted stock units to executives and senior management employees. Each restricted stock unit represents a contractual right to receive a share of the Company's common stock. The time-based units vest on each of the first three anniversaries of the grant date, while the performance-based units vest upon achievement of certain financial objectives over a period of approximately three years . Awards are made pursuant to the Company’s employee incentive compensation plans and the compensation expense associated with the awards is recognized over the corresponding vesting period. The aggregate grant-date fair values of restricted stock unit awards during the first quarters 2019 and 2018 were $3.7 million ( 87,000 units with an average grant price per unit of $43.06 ) and $3.9 million ( 90,000 units with an average grant price per unit of $43.33 ), respectively. |
Earnings per share
Earnings per share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per share | Earnings per share. Basic earnings per share (EPS) attributable to Stewart is calculated by dividing net income attributable to Stewart by the weighted-average number of shares of Common Stock outstanding during the reporting periods. Outstanding shares of Common Stock granted to employees that are not yet vested (restricted shares) are excluded from the calculation of the weighted-average number of shares outstanding for calculating basic EPS. To calculate diluted EPS, the number of shares is adjusted to include the number of additional shares that would have been outstanding if the restricted shares and restricted units were vested. In periods of loss, dilutive shares are excluded from the calculation of the diluted EPS and diluted EPS is computed in the same manner as basic EPS. The calculation of the basic and diluted EPS is as follows: Three Months Ended 2019 2018 ($000 omitted, except per share) Numerator: Net loss attributable to Stewart (6,766 ) (3,780 ) Denominator (000): Basic and diluted average shares outstanding 23,595 23,508 Basic and diluted loss per share attributable to Stewart (0.29 ) (0.16 ) |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases. The Company primarily leases office space, storage units, data centers and equipment, and determines if an arrangement is a lease at inception. Operating leases are included in operating lease assets and operating lease liabilities on the consolidated balance sheets. Operating lease assets represent the right to use the underlying leased assets over the corresponding lease terms. Finance leases are included in furniture and equipment and notes payable on the consolidated balance sheets. Operating lease assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company's leases do not provide an implicit rate, the Company's incremental borrowing rate based on the information available at the lease commencement date is used in determining the present value of the future lease payments. Lease options to extend or terminate that the Company is reasonably certain to exercise are considered in the present value calculation. Operating lease expense, which is calculated on a straight-line basis over the lease term and presented as part of other operating expenses in the statement of operations, is composed of the amortization of the lease asset and the accretion of the lease liability. Finance lease expense is composed of the depreciation of the lease asset and accretion of the lease liability and presented as part of depreciation and amortization and interest expense, respectively, in the statement of operations. The Company accounts for the lease and non-lease fixed payment components of a lease agreement as a single lease component for all its classes of assets. Variable lease payments are not capitalized and are recorded as lease expense when incurred or paid. Operating leases with initial terms of 12 months or less (short-term leases), which are not reasonably certain to be extended at the commencement date, are not capitalized on the balance sheet. Additionally, operating leases of equipment are not recorded on the balance sheet on the basis that they are relatively short-term in nature and considered as not material to the consolidated balance sheet. During the three months ended March 31, 2019, total operating lease expense was $11.5 million, which included $1.0 million of lease expense related to short-term leases and equipment, while total finance lease expense was $0.3 million. Lease-related assets and liabilities as of March 31, 2019 are as follows ($000 omitted): Assets: Operating lease assets, net of accumulated amortization 103,947 Finance lease assets, net of accumulated depreciation 1,151 Total lease assets 105,098 Liabilities: Operating lease liabilities 115,307 Finance lease liabilities 5,760 Total lease liabilities 121,067 Other information related to operating and finance leases during the three months ended March 31, 2019 is as follows: Operating Finance Cash paid for amounts included in the measurement of lease liabilities ($000) 11,095 897 Lease assets obtained in exchange for lease obligations ($000) 25,244 — Weighted average remaining lease term (years): 4.7 2.8 Weighted average discount rate 4.5 % 5.2 % Future minimum lease payments under operating and finance leases as of March 31, 2019 are as follows: Operating Finance ($000 omitted) 2019 (excludes the three months ended March 31, 2019) 30,221 2,180 2020 32,328 1,913 2021 23,953 957 2022 17,242 957 2023 12,262 80 Thereafter 20,928 — Total future minimum lease payments 136,934 6,087 Less: imputed interest (21,627 ) (327 ) Net future minimum lease payments 115,307 5,760 |
Leases | Leases. The Company primarily leases office space, storage units, data centers and equipment, and determines if an arrangement is a lease at inception. Operating leases are included in operating lease assets and operating lease liabilities on the consolidated balance sheets. Operating lease assets represent the right to use the underlying leased assets over the corresponding lease terms. Finance leases are included in furniture and equipment and notes payable on the consolidated balance sheets. Operating lease assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company's leases do not provide an implicit rate, the Company's incremental borrowing rate based on the information available at the lease commencement date is used in determining the present value of the future lease payments. Lease options to extend or terminate that the Company is reasonably certain to exercise are considered in the present value calculation. Operating lease expense, which is calculated on a straight-line basis over the lease term and presented as part of other operating expenses in the statement of operations, is composed of the amortization of the lease asset and the accretion of the lease liability. Finance lease expense is composed of the depreciation of the lease asset and accretion of the lease liability and presented as part of depreciation and amortization and interest expense, respectively, in the statement of operations. The Company accounts for the lease and non-lease fixed payment components of a lease agreement as a single lease component for all its classes of assets. Variable lease payments are not capitalized and are recorded as lease expense when incurred or paid. Operating leases with initial terms of 12 months or less (short-term leases), which are not reasonably certain to be extended at the commencement date, are not capitalized on the balance sheet. Additionally, operating leases of equipment are not recorded on the balance sheet on the basis that they are relatively short-term in nature and considered as not material to the consolidated balance sheet. During the three months ended March 31, 2019, total operating lease expense was $11.5 million, which included $1.0 million of lease expense related to short-term leases and equipment, while total finance lease expense was $0.3 million. Lease-related assets and liabilities as of March 31, 2019 are as follows ($000 omitted): Assets: Operating lease assets, net of accumulated amortization 103,947 Finance lease assets, net of accumulated depreciation 1,151 Total lease assets 105,098 Liabilities: Operating lease liabilities 115,307 Finance lease liabilities 5,760 Total lease liabilities 121,067 Other information related to operating and finance leases during the three months ended March 31, 2019 is as follows: Operating Finance Cash paid for amounts included in the measurement of lease liabilities ($000) 11,095 897 Lease assets obtained in exchange for lease obligations ($000) 25,244 — Weighted average remaining lease term (years): 4.7 2.8 Weighted average discount rate 4.5 % 5.2 % Future minimum lease payments under operating and finance leases as of March 31, 2019 are as follows: Operating Finance ($000 omitted) 2019 (excludes the three months ended March 31, 2019) 30,221 2,180 2020 32,328 1,913 2021 23,953 957 2022 17,242 957 2023 12,262 80 Thereafter 20,928 — Total future minimum lease payments 136,934 6,087 Less: imputed interest (21,627 ) (327 ) Net future minimum lease payments 115,307 5,760 |
Contingent liabilities and comm
Contingent liabilities and commitments | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent liabilities and commitments | Contingent liabilities and commitments. In the ordinary course of business, the Company guarantees the third-party indebtedness of certain of its consolidated subsidiaries. As of March 31, 2019 , the maximum potential future payments on the guarantees are not more than the related notes payable recorded in the condensed consolidated balance sheets. The Company also guarantees the indebtedness related to lease obligations of certain of its consolidated subsidiaries. The maximum future obligations arising from these lease-related guarantees are not more than the Company’s future minimum lease payments. As of March 31, 2019 , the Company also had unused letters of credit aggregating $ 5.4 million related to workers’ compensation and other insurance. The Company does not expect to make any payments on these guarantees. |
Regulatory and legal developmen
Regulatory and legal developments | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Regulatory and legal developments | Regulatory and legal developments. The Company is subject to claims and lawsuits arising in the ordinary course of its business, most of which involve disputed policy claims. In some of these lawsuits, the plaintiff seeks exemplary or treble damages in excess of policy limits. The Company does not expect that any of these ordinary course proceedings will have a material adverse effect on its consolidated financial condition or results of operations. The Company believes that it has adequate reserves for the various litigation matters and contingencies discussed in this paragraph and that the likely resolution of these matters will not materially affect its consolidated financial condition or results of operations. Additionally, the Company receives from time to time various other inquiries from governmental regulators concerning practices in the insurance industry. Many of these practices do not concern title insurance. To the extent the Company is in receipt of such inquiries, it believes that it has adequately reserved for these matters and does not anticipate that the outcome of these inquiries will materially affect its consolidated financial condition or results of operations. The Company is subject to various other administrative actions and inquiries into its business conduct in certain of the states in which it operates. While the Company cannot predict the outcome of the various regulatory and administrative matters, it believes that it has adequately reserved for these matters and does not anticipate that the outcome of any of these matters will materially affect its consolidated financial condition or results of operations. |
Segment information
Segment information | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment information | Segment information. The Company reports two operating segments: title and ancillary services and corporate . The title segment provides services needed to transfer title to property in a real estate transaction and includes services such as searching, examining, closing and insuring the condition of the title to the property. In addition, the title segment includes home and personal insurance services and Internal Revenue Code Section 1031 tax-deferred exchanges. The ancillary services and corporate segment includes search and valuation services, which are the principal offerings of ancillary services, and expenses of the parent holding company and certain other enterprise-wide overhead costs (net of centralized administrative services costs allocated to respective operating businesses). Selected statement of operations information related to these segments is as follows: Three Months Ended 2019 2018 ($000 omitted) Title segment: Revenues 384,437 425,411 Depreciation and amortization 5,153 5,317 (Loss) income before taxes and noncontrolling interest (379 ) 5,125 Ancillary services and corporate segment: Revenues 14,082 11,819 Depreciation and amortization 837 917 Loss before taxes and noncontrolling interest (6,847 ) (8,380 ) Consolidated Stewart: Revenues 398,519 437,230 Depreciation and amortization 5,990 6,234 Loss before taxes and noncontrolling interest (7,226 ) (3,255 ) The Company does not provide asset information by reportable operating segment as it does not routinely evaluate the asset position by segment. Revenues generated in the United States and all international operations are as follows: Three Months Ended 2019 2018 ($000 omitted) United States 376,482 413,304 International 22,037 23,926 398,519 437,230 |
Other comprehensive income (los
Other comprehensive income (loss) | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Other comprehensive income (loss) | Other comprehensive income (loss). Changes in the balances of each component of other comprehensive income (loss) and the related tax effects are as follows: Three Months Ended Three Months Ended Before-Tax Amount Tax Expense (Benefit) Net-of-Tax Amount Before-Tax Amount Tax Expense (Benefit) Net-of-Tax Amount ($000 omitted) Net unrealized gains (losses) on investments: Change in net unrealized gains and losses on investments 11,406 2,395 9,011 (10,134 ) (2,128 ) (8,006 ) Less: reclassification adjustment for net losses (gains) included in net income 205 43 162 (315 ) (66 ) (249 ) 11,611 2,438 9,173 (10,449 ) (2,194 ) (8,255 ) Foreign currency translation adjustments 5,548 960 4,588 (2,279 ) (687 ) (1,592 ) Other comprehensive income (loss) 17,159 3,398 13,761 (12,728 ) (2,881 ) (9,847 ) |
Interim financial statements (P
Interim financial statements (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Management's responsibility | Management’s responsibility. The accompanying interim financial statements were prepared by management, who is responsible for their integrity and objectivity. These financial statements have been prepared in conformity with U.S. generally accepted accounting principles (GAAP), including management’s best judgments and estimates. In the opinion of management, all adjustments necessary for a fair presentation of this information for all interim periods, consisting only of normal recurring accruals, have been made. The Company’s results of operations for interim periods are not necessarily indicative of results for a full year and actual results could differ. |
Consolidation | Consolidation. The condensed consolidated financial statements include all subsidiaries in which the Company owns more than 50% voting rights in electing directors. All significant intercompany amounts and transactions have been eliminated and provisions have been made for noncontrolling interests. Unconsolidated investees, in which the Company typically owns 20% through 50% of the voting stock, are accounted for using the equity method. |
Restrictions on cash and investments | Restrictions on cash and investments. The Company maintains investments in accordance with certain statutory requirements for the funding of statutory premium reserves. Statutory reserve funds are required to be fully funded and invested in high-quality securities and short-term investments. Statutory reserve funds are not available for current claim payments, which must be funded from current operating cash flow. Included in investments in debt and equity securities are statutory reserve funds of approximately $454.1 million and $462.2 million at March 31, 2019 and December 31, 2018 , respectively, In addition, included within cash and cash equivalents are statutory reserve funds of approximately $49.6 million and $37.7 million at March 31, 2019 and December 31, 2018 , respectively. Although these cash statutory reserve funds are not restricted or segregated in depository accounts, they are required to be held pursuant to state statutes. If the Company fails to maintain minimum investments or cash and cash equivalents sufficient to meet statutory requirements, the Company may be subject to fines or other penalties, including potential revocation of its business license. These funds are not available for any other purpose. In the event that insurance regulators adjust the determination of the statutory premium reserves of the Company’s title insurers, these restricted funds as well as statutory surplus would correspondingly increase or decrease. |
Recently adopted accounting standard and Cumulative effect adjustments on adoption of new accounting standards |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Summary of operating revenues | The Company's operating revenues, summarized by type, are as follows: Three Months Ended 2019 2018 ($000 omitted) Title insurance premiums: Direct 111,918 132,761 Agency 214,863 236,854 Escrow fees 25,293 27,867 Search, abstract and valuation services 22,939 21,787 Other revenues 15,379 14,928 390,392 434,197 |
Investments in debt and equit_2
Investments in debt and equity securities (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in debt securities | The total fair values of the Company's investments in debt and equity securities are as follows: March 31, 2019 December 31, 2018 ($000 omitted) Investments in: Debt securities 590,115 602,020 Equity securities 37,533 33,997 627,648 636,017 The amortized costs and fair values of investments in debt securities are as follows: March 31, 2019 December 31, 2018 Amortized costs Fair values Amortized costs Fair values ($000 omitted) Municipal 60,467 61,348 61,779 61,934 Corporate 322,993 325,918 333,289 328,495 Foreign 195,177 196,430 200,667 198,938 U.S. Treasury Bonds 6,533 6,419 12,951 12,653 585,170 590,115 608,686 602,020 |
Investments in equity securities | The total fair values of the Company's investments in debt and equity securities are as follows: March 31, 2019 December 31, 2018 ($000 omitted) Investments in: Debt securities 590,115 602,020 Equity securities 37,533 33,997 627,648 636,017 Net investment gains (losses) recognized during the three months ended March 31, 2019 and 2018 related to investments in equity securities still held as of March 31, 2019 and 2018 are calculated as follows ($000 omitted): Three Months Ended 2019 2018 ($000 omitted) Net investment gains (losses) recognized on equity securities during the period 3,657 (2,226 ) Less: Net realized gains (losses) on equity securities sold during the period 111 (23 ) Net unrealized investment gains (losses) recognized on equity securities still held 3,546 (2,203 ) |
Gross unrealized gains and losses | Gross unrealized gains and losses on investments in debt securities are as follows: March 31, 2019 December 31, 2018 Gains Losses Gains Losses ($000 omitted) Municipal 945 64 482 327 Corporate 4,014 1,089 1,894 6,688 Foreign 2,336 1,083 1,402 3,131 U.S. Treasury Bonds 2 116 2 300 7,297 2,352 3,780 10,446 |
Debt securities according to contractual terms | Debt securities as of March 31, 2019 mature, according to their contractual terms, as follows (actual maturities may differ due to call or prepayment rights): Amortized costs Fair values ($000 omitted) In one year or less 50,945 50,822 After one year through five years 326,286 328,615 After five years through ten years 176,344 178,348 After ten years 31,595 32,330 585,170 590,115 |
Gross unrealized losses on investments and fair values of related securities | Gross unrealized losses on investments in debt securities and the fair values of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at March 31, 2019 , were: Less than 12 months More than 12 months Total Losses Fair values Losses Fair values Losses Fair values ($000 omitted) Municipal — — 64 9,099 64 9,099 Corporate 28 9,652 1,061 117,827 1,089 127,479 Foreign 36 16,905 1,047 88,177 1,083 105,082 U.S. Treasury Bonds — — 116 6,310 116 6,310 64 26,557 2,288 221,413 2,352 247,970 Gross unrealized losses on investments in debt securities and the fair values of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2018 , were: Less than 12 months More than 12 months Total Losses Fair values Losses Fair values Losses Fair values ($000 omitted) Municipal 91 13,366 236 11,645 327 25,011 Corporate 4,416 201,965 2,272 71,044 6,688 273,009 Foreign 158 11,424 2,973 137,793 3,131 149,217 U.S. Treasury Bonds — — 300 12,544 300 12,544 4,665 226,755 5,781 233,026 10,446 459,781 |
Fair value measurements (Tables
Fair value measurements (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Financial instruments measured at fair value on recurring basis | As of March 31, 2019 , financial instruments measured at fair value on a recurring basis are summarized below: Level 1 Level 2 Fair value measurements ($000 omitted) Investments in securities: Debt securities: Municipal 61,348 61,348 Corporate 325,918 325,918 Foreign 196,430 196,430 U.S. Treasury Bonds 6,419 6,419 Equity securities 37,533 37,533 37,533 590,115 627,648 As of December 31, 2018 , financial instruments measured at fair value on a recurring basis are summarized below: Level 1 Level 2 Fair value measurements ($000 omitted) Investments in securities: Debt securities: Municipal — 61,934 61,934 Corporate — 328,495 328,495 Foreign — 198,938 198,938 U.S. Treasury Bonds — 12,653 12,653 Equity securities 33,997 — 33,997 33,997 602,020 636,017 |
Investment and other gains (l_2
Investment and other gains (losses) - net (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Gross realized investment and other gains and losses | Investments and other gains (losses) are detailed as follows: Three Months Ended 2019 2018 ($000 omitted) Investment and other gains 162 720 Investment and other losses (305 ) (188 ) Net unrealized investment gains (losses) recognized on equity securities held 3,546 (2,203 ) 3,403 (1,671 ) |
Investments in equity securities still held | The total fair values of the Company's investments in debt and equity securities are as follows: March 31, 2019 December 31, 2018 ($000 omitted) Investments in: Debt securities 590,115 602,020 Equity securities 37,533 33,997 627,648 636,017 Net investment gains (losses) recognized during the three months ended March 31, 2019 and 2018 related to investments in equity securities still held as of March 31, 2019 and 2018 are calculated as follows ($000 omitted): Three Months Ended 2019 2018 ($000 omitted) Net investment gains (losses) recognized on equity securities during the period 3,657 (2,226 ) Less: Net realized gains (losses) on equity securities sold during the period 111 (23 ) Net unrealized investment gains (losses) recognized on equity securities still held 3,546 (2,203 ) |
Proceeds from sale of investments in securities | Proceeds from sales of investments in securities are as follows: Three Months Ended 2019 2018 ($000 omitted) Proceeds from sales of debt securities 6,318 13,146 Proceeds from sales of equity securities 640 2,220 Total proceeds from sales of investment in securities 6,958 15,366 |
Estimated title losses (Tables)
Estimated title losses (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Insurance [Abstract] | |
Summary of estimated title losses | A summary of estimated title losses for the three months ended March 31 is as follows: 2019 2018 ($000 omitted) Balances at January 1 461,560 480,990 Provisions: Current year 15,526 18,880 Previous policy years 160 101 Total provisions 15,686 18,981 Payments, net of recoveries: Current year (2,695 ) (2,564 ) Previous policy years (20,772 ) (15,708 ) Total payments, net of recoveries (23,467 ) (18,272 ) Effects of changes in foreign currency exchange rates 296 (1,894 ) Balances at March 31 454,075 479,805 Loss ratios as a percentage of title operating revenues: Current year provisions 4.1 % 4.5 % Total provisions 4.2 % 4.5 % |
Earnings per share (Tables)
Earnings per share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | The calculation of the basic and diluted EPS is as follows: Three Months Ended 2019 2018 ($000 omitted, except per share) Numerator: Net loss attributable to Stewart (6,766 ) (3,780 ) Denominator (000): Basic and diluted average shares outstanding 23,595 23,508 Basic and diluted loss per share attributable to Stewart (0.29 ) (0.16 ) |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Schedule of lease cost | Lease-related assets and liabilities as of March 31, 2019 are as follows ($000 omitted): Assets: Operating lease assets, net of accumulated amortization 103,947 Finance lease assets, net of accumulated depreciation 1,151 Total lease assets 105,098 Liabilities: Operating lease liabilities 115,307 Finance lease liabilities 5,760 Total lease liabilities 121,067 Other information related to operating and finance leases during the three months ended March 31, 2019 is as follows: Operating Finance Cash paid for amounts included in the measurement of lease liabilities ($000) 11,095 897 Lease assets obtained in exchange for lease obligations ($000) 25,244 — Weighted average remaining lease term (years): 4.7 2.8 Weighted average discount rate 4.5 % 5.2 % |
Future minimum lease payments under non-cancellable operating lease | Future minimum lease payments under operating and finance leases as of March 31, 2019 are as follows: Operating Finance ($000 omitted) 2019 (excludes the three months ended March 31, 2019) 30,221 2,180 2020 32,328 1,913 2021 23,953 957 2022 17,242 957 2023 12,262 80 Thereafter 20,928 — Total future minimum lease payments 136,934 6,087 Less: imputed interest (21,627 ) (327 ) Net future minimum lease payments 115,307 5,760 |
Future minimum lease payments under non-cancellable finance lease | Future minimum lease payments under operating and finance leases as of March 31, 2019 are as follows: Operating Finance ($000 omitted) 2019 (excludes the three months ended March 31, 2019) 30,221 2,180 2020 32,328 1,913 2021 23,953 957 2022 17,242 957 2023 12,262 80 Thereafter 20,928 — Total future minimum lease payments 136,934 6,087 Less: imputed interest (21,627 ) (327 ) Net future minimum lease payments 115,307 5,760 |
Segment information (Tables)
Segment information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Selected statement of operations and income (loss) information related to segments | Selected statement of operations information related to these segments is as follows: Three Months Ended 2019 2018 ($000 omitted) Title segment: Revenues 384,437 425,411 Depreciation and amortization 5,153 5,317 (Loss) income before taxes and noncontrolling interest (379 ) 5,125 Ancillary services and corporate segment: Revenues 14,082 11,819 Depreciation and amortization 837 917 Loss before taxes and noncontrolling interest (6,847 ) (8,380 ) Consolidated Stewart: Revenues 398,519 437,230 Depreciation and amortization 5,990 6,234 Loss before taxes and noncontrolling interest (7,226 ) (3,255 ) |
Revenues generated in domestic and all international operations | Revenues generated in the United States and all international operations are as follows: Three Months Ended 2019 2018 ($000 omitted) United States 376,482 413,304 International 22,037 23,926 398,519 437,230 |
Other comprehensive income (l_2
Other comprehensive income (loss) (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Schedule of changes in the balances of each component of other comprehensive income (loss) | Changes in the balances of each component of other comprehensive income (loss) and the related tax effects are as follows: Three Months Ended Three Months Ended Before-Tax Amount Tax Expense (Benefit) Net-of-Tax Amount Before-Tax Amount Tax Expense (Benefit) Net-of-Tax Amount ($000 omitted) Net unrealized gains (losses) on investments: Change in net unrealized gains and losses on investments 11,406 2,395 9,011 (10,134 ) (2,128 ) (8,006 ) Less: reclassification adjustment for net losses (gains) included in net income 205 43 162 (315 ) (66 ) (249 ) 11,611 2,438 9,173 (10,449 ) (2,194 ) (8,255 ) Foreign currency translation adjustments 5,548 960 4,588 (2,279 ) (687 ) (1,592 ) Other comprehensive income (loss) 17,159 3,398 13,761 (12,728 ) (2,881 ) (9,847 ) |
Interim financial statements -
Interim financial statements - Restrictions on Cash and Investments (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||
Investments restricted for statutory reserve funds | $ 454.1 | $ 462.2 |
Restricted cash and cash equivalent | $ 49.6 | $ 37.7 |
Interim financial statements _2
Interim financial statements - Recently Adopted Accounting Standard (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Right-of-use assets | $ 103,947 | $ 99,800 | $ 0 |
Lease liabilities | 115,307 | 99,800 | 0 |
Accounts payable and accrued liabilities | $ (71,621) | $ (109,283) | |
ASU 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Right-of-use assets | 10,700 | ||
Accounts payable and accrued liabilities | $ 10,700 |
Interim financial statements _3
Interim financial statements - Merger Agreement (Details) - FNF | Mar. 18, 2018extension |
Business Acquisition [Line Items] | |
Number of extensions per merger agreement | 2 |
Extension period for merger agreement | 3 months |
Revenues (Details)
Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 398,519 | $ 437,230 |
Title insurance premiums, Direct | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 111,918 | 132,761 |
Title insurance premiums, Agency | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 214,863 | 236,854 |
Escrow fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 25,293 | 27,867 |
Search, abstract and valuation services | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 22,939 | 21,787 |
Other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 15,379 | 14,928 |
Operating revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 390,392 | $ 434,197 |
Investments in debt and equit_3
Investments in debt and equity securities - Investments in Debt and Equity Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Investments, Debt and Equity Securities [Abstract] | ||
Debt securities | $ 590,115 | $ 602,020 |
Equity securities | 37,533 | 33,997 |
Investments in debt and equity securities | $ 627,648 | $ 636,017 |
Investments in debt and equit_4
Investments in debt and equity securities - Additional Information (Details) $ in Millions | Mar. 31, 2019USD ($)investment | Dec. 31, 2018USD ($) |
Investments, Debt and Equity Securities [Abstract] | ||
Net unrealized investment gains on equity securities held | $ | $ 6.6 | $ 2.9 |
Number of investments in an unrealized loss position | 151 | |
Number of investments in an unrealized loss positions for more than 12 months | 138 |
Investments in debt and equit_5
Investments in debt and equity securities - Amortized Costs and Fair Values (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized costs | $ 585,170 | $ 608,686 |
Fair values | 590,115 | 602,020 |
Municipal | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized costs | 60,467 | 61,779 |
Fair values | 61,348 | 61,934 |
Corporate | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized costs | 322,993 | 333,289 |
Fair values | 325,918 | 328,495 |
Foreign | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized costs | 195,177 | 200,667 |
Fair values | 196,430 | 198,938 |
U.S. Treasury Bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized costs | 6,533 | 12,951 |
Fair values | $ 6,419 | $ 12,653 |
Investments in debt and equit_6
Investments in debt and equity securities - Gross Unrealized Gains and Losses (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Gains | $ 7,297 | $ 3,780 |
Losses | 2,352 | 10,446 |
Municipal | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gains | 945 | 482 |
Losses | 64 | 327 |
Corporate | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gains | 4,014 | 1,894 |
Losses | 1,089 | 6,688 |
Foreign | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gains | 2,336 | 1,402 |
Losses | 1,083 | 3,131 |
U.S. Treasury Bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gains | 2 | 2 |
Losses | $ 116 | $ 300 |
Investments in debt and equit_7
Investments in debt and equity securities - Debt Securities According to Contractual Terms (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Amortized costs | ||
In one year or less | $ 50,945 | |
After one year through five years | 326,286 | |
After five years through ten years | 176,344 | |
After ten years | 31,595 | |
Amortized costs, total | 585,170 | $ 608,686 |
Fair values | ||
In one year or less | 50,822 | |
After one year through five years | 328,615 | |
After five years through ten years | 178,348 | |
After ten years | 32,330 | |
Fair values, total | $ 590,115 | $ 602,020 |
Investments in debt and equit_8
Investments in debt and equity securities - Gross Unrealized Losses on Investments and Fair Values of Related Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Losses | ||
Less than 12 months | $ 64 | $ 4,665 |
More than 12 months | 2,288 | 5,781 |
Total | 2,352 | 10,446 |
Fair values | ||
Less than 12 months | 26,557 | 226,755 |
More than 12 months | 221,413 | 233,026 |
Total | 247,970 | 459,781 |
Municipal | ||
Losses | ||
Less than 12 months | 0 | 91 |
More than 12 months | 64 | 236 |
Total | 64 | 327 |
Fair values | ||
Less than 12 months | 0 | 13,366 |
More than 12 months | 9,099 | 11,645 |
Total | 9,099 | 25,011 |
Corporate | ||
Losses | ||
Less than 12 months | 28 | 4,416 |
More than 12 months | 1,061 | 2,272 |
Total | 1,089 | 6,688 |
Fair values | ||
Less than 12 months | 9,652 | 201,965 |
More than 12 months | 117,827 | 71,044 |
Total | 127,479 | 273,009 |
Foreign | ||
Losses | ||
Less than 12 months | 36 | 158 |
More than 12 months | 1,047 | 2,973 |
Total | 1,083 | 3,131 |
Fair values | ||
Less than 12 months | 16,905 | 11,424 |
More than 12 months | 88,177 | 137,793 |
Total | 105,082 | 149,217 |
U.S. Treasury Bonds | ||
Losses | ||
Less than 12 months | 0 | 0 |
More than 12 months | 116 | 300 |
Total | 116 | 300 |
Fair values | ||
Less than 12 months | 0 | 0 |
More than 12 months | 6,310 | 12,544 |
Total | $ 6,310 | $ 12,544 |
Fair value measurements (Detail
Fair value measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | $ 590,115 | $ 602,020 |
Equity securities | 37,533 | 33,997 |
Investments in debt and equity securities | 627,648 | 636,017 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 37,533 | 33,997 |
Investments in debt and equity securities | 37,533 | 33,997 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 0 | |
Investments in debt and equity securities | 590,115 | 602,020 |
Municipal | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 61,348 | 61,934 |
Municipal | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 0 | |
Municipal | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 61,348 | 61,934 |
Corporate | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 325,918 | 328,495 |
Corporate | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 0 | |
Corporate | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 325,918 | 328,495 |
Foreign | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 196,430 | 198,938 |
Foreign | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 0 | |
Foreign | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 196,430 | 198,938 |
U.S. Treasury Bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 6,419 | 12,653 |
U.S. Treasury Bonds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 0 | |
U.S. Treasury Bonds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | $ 6,419 | $ 12,653 |
Investment and other gains (l_3
Investment and other gains (losses) - net - Gross Realized Investment and Other Gains and Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | ||
Investment and other gains | $ 162 | $ 720 |
Investment and other losses | (305) | (188) |
Net unrealized investment gains (losses) recognized on equity securities held | 3,546 | (2,203) |
Investment and other gains (losses) – net | $ 3,403 | $ (1,671) |
Investment and other gains (l_4
Investment and other gains (losses) - net - Net Gains on Investments in Equity Securities Still Held (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | ||
Net investment gains (losses) recognized on equity securities during the period | $ 3,657 | $ (2,226) |
Less: Net realized gains (losses) on equity securities sold during the period | 111 | (23) |
Net unrealized investment gains (losses) recognized on equity securities still held | $ 3,546 | $ (2,203) |
Investment and other gains (l_5
Investment and other gains (losses) - net - Proceeds from the Sale of Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | ||
Proceeds from sales of debt securities | $ 6,318 | $ 13,146 |
Proceeds from sales of equity securities | 640 | 2,220 |
Total proceeds from sales of investment in securities | $ 6,958 | $ 15,366 |
Estimated title losses (Details
Estimated title losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | ||
Balances at beginning of period | $ 461,560 | $ 480,990 |
Provisions: | ||
Current year | 15,526 | 18,880 |
Previous policy years | 160 | 101 |
Total provisions | 15,686 | 18,981 |
Payments, net of recoveries: | ||
Current year | (2,695) | (2,564) |
Previous policy years | (20,772) | (15,708) |
Total payments, net of recoveries | (23,467) | (18,272) |
Effects of changes in foreign currency exchange rates | 296 | (1,894) |
Balances at end of period | $ 454,075 | $ 479,805 |
Loss ratios as a percentage of title operating revenues: | ||
Current year provisions | 4.10% | 4.50% |
Total provisions | 4.20% | 4.50% |
Share-based payments (Details)
Share-based payments (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Time-Based Restricted Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 3 years | |
Performance-Based Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 3 years | |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate fair values at grant date | $ 3.7 | |
Share-based incentives, shares issued | 87 | |
Average grant price (in usd per share) | $ 43.06 | |
Restricted Stock Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate fair values at grant date | $ 3.9 | |
Share-based incentives, shares issued | 90 | |
Average grant price (in usd per share) | $ 43.33 |
Earnings per share (Details)
Earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Numerator: | ||
Net loss attributable to Stewart | $ (6,766) | $ (3,780) |
Denominator (000): | ||
Basic and diluted average shares outstanding | 23,595 | 23,508 |
Basic and diluted loss per share attributable to Stewart (in usd per share) | $ (0.29) | $ (0.16) |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease expense | $ 11.5 |
Short-term lease expense | 1 |
Total finance lease expense | $ 0.3 |
Leases - Classification of Leas
Leases - Classification of Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Assets: | |||
Operating lease assets, net of accumulated amortization | $ 103,947 | $ 99,800 | $ 0 |
Finance lease assets, net of accumulated depreciation | 1,151 | ||
Total lease assets | 105,098 | ||
Liabilities: | |||
Operating lease liabilities | 115,307 | $ 99,800 | $ 0 |
Finance lease liabilities | 5,760 | ||
Total lease liabilities | $ 121,067 |
Leases - Other Information Rela
Leases - Other Information Related to Leases (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Operating | |
Cash paid for amounts included in the measurement of lease liabilities | $ 11,095 |
Lease assets obtained in exchange for lease obligations | $ 25,244 |
Weighted average remaining lease term (years) | 4 years 8 months 12 days |
Weighted average discount rate | 4.50% |
Finance | |
Cash paid for amounts included in the measurement of lease liabilities | $ 897 |
Lease assets obtained in exchange for lease obligations | $ 0 |
Weighted average remaining lease term (years) | 2 years 9 months 18 days |
Weighted average discount rate | 5.20% |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating | |||
2019 (excludes the three months ended March 31, 2019) | $ 30,221 | ||
2020 | 32,328 | ||
2021 | 23,953 | ||
2022 | 17,242 | ||
2023 | 12,262 | ||
Thereafter | 20,928 | ||
Total future minimum lease payments | 136,934 | ||
Less: imputed interest | (21,627) | ||
Net future minimum lease payments | 115,307 | $ 99,800 | $ 0 |
Finance | |||
2019 (excludes the three months ended March 31, 2019) | 2,180 | ||
2020 | 1,913 | ||
2021 | 957 | ||
2022 | 957 | ||
2023 | 80 | ||
Thereafter | 0 | ||
Total future minimum lease payments | 6,087 | ||
Less: imputed interest | (327) | ||
Net future minimum lease payments | $ 5,760 |
Contingent liabilities and co_2
Contingent liabilities and commitments (Details) $ in Millions | Mar. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Guarantee of indebtedness, relating to unused letters of credit | $ 5.4 |
Segment information - Additiona
Segment information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2019segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment information - Selected
Segment information - Selected Statement of Operations and Income (Loss) Information Related to Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 398,519 | $ 437,230 |
Depreciation and amortization | 5,990 | 6,234 |
(Loss) income before taxes and noncontrolling interest | (7,226) | (3,255) |
Title segment | ||
Segment Reporting Information [Line Items] | ||
Revenues | 384,437 | 425,411 |
Depreciation and amortization | 5,153 | 5,317 |
(Loss) income before taxes and noncontrolling interest | (379) | 5,125 |
Ancillary services and corporate segment | ||
Segment Reporting Information [Line Items] | ||
Revenues | 14,082 | 11,819 |
Depreciation and amortization | 837 | 917 |
(Loss) income before taxes and noncontrolling interest | $ (6,847) | $ (8,380) |
Segment information - Revenues
Segment information - Revenues Generated in United States and All International Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 398,519 | $ 437,230 |
United States | ||
Segment Reporting Information [Line Items] | ||
Revenues | 376,482 | 413,304 |
International | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ 22,037 | $ 23,926 |
Other comprehensive income (l_3
Other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Before-Tax Amount | ||
Other comprehensive income (loss) | $ 17,159 | $ (12,728) |
Tax Expense (Benefit) | ||
Other comprehensive income (loss) | 3,398 | (2,881) |
Net-of-Tax Amount | ||
Other comprehensive income (loss) | 13,761 | (9,847) |
Net unrealized (losses) gains on investments | ||
Before-Tax Amount | ||
Change in net unrealized gains and losses on investments | 11,406 | (10,134) |
Less: reclassification adjustment for net losses (gains) included in net income | 205 | (315) |
Other comprehensive income (loss) | 11,611 | (10,449) |
Tax Expense (Benefit) | ||
Change in net unrealized gains and losses on investments | 2,395 | (2,128) |
Less: reclassification adjustment for net losses (gains) included in net income | 43 | (66) |
Other comprehensive income (loss) | 2,438 | (2,194) |
Net-of-Tax Amount | ||
Change in net unrealized gains and losses on investments | 9,011 | (8,006) |
Less: reclassification adjustment for net losses (gains) included in net income | 162 | (249) |
Other comprehensive income (loss) | 9,173 | (8,255) |
Foreign currency translation adjustments | ||
Before-Tax Amount | ||
Other comprehensive income (loss) | 5,548 | (2,279) |
Tax Expense (Benefit) | ||
Other comprehensive income (loss) | 960 | (687) |
Net-of-Tax Amount | ||
Other comprehensive income (loss) | $ 4,588 | $ (1,592) |
Uncategorized Items - stc-20190
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (3,592,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 3,592,000 |