SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended June 30, 2001 Commission File No. 1-13990
--------------- ---------
LANDAMERICA FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Virginia 54-1589611
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
101 Gateway Centre Parkway
Richmond, Virginia 23235-5153
(Address of principal executive offices) (Zip Code)
(804) 267-8000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Common Stock, No Par Value 18,563,575 August 10, 2001
-------------------- -------------------
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
INDEX
Page No.
--------
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements:
Consolidated Balance Sheets................................3
Consolidated Statements of Operations .....................5
Consolidated Statements of Cash Flows......................6
Consolidated Statements of Changes in
Shareholders' Equity....................................7
Notes to Consolidated Financial Statements.................8
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations..............................10
Item 3. Quantitative and Qualitative Disclosures
about Market Risk......................................13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.........................................14
Item 4. Submission of Matters to a Vote of Security Holders.......14
Item 6. Exhibits and Reports on Form 8-K..........................15
Signatures................................................16
2
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands of dollars)
(Unaudited)
June 30, December 31,
ASSETS 2001 2000
------ ---- ----
INVESTMENTS:
Fixed maturities available-for-sale - at fair value
(amortized cost: 2001 - $838,677; 2000 - $800,504) $ 839,985 $ 796,842
Equity securities - at fair value (cost: 2001 - $4,293;
2000 - $4,285) 3,243 3,235
Mortgage loans (less allowance for doubtful accounts:
2001 - $246; 2000 - $139) 34,409 9,652
Invested cash 66,683 80,976
------------ ------------
Total Investments 944,320 890,705
CASH 35,331 42,375
NOTES AND ACCOUNTS RECEIVABLE:
Notes (less allowance for doubtful accounts: 2001 -
$3,640; 2000 - $2,230) 10,724 11,011
Premiums (less allowance for doubtful accounts: 2001 -
$8,335; 2000 - $9,945) 56,036 36,857
Income tax recoverable - 4,479
------------ ------------
Total Notes and Accounts Receivable 66,760 52,347
PROPERTY AND EQUIPMENT - at cost (less
accumulated depreciation and amortization: 2001 -
$110,343; 2000 - $92,715) 67,095 61,599
TITLE PLANTS 92,393 91,609
GOODWILL (less accumulated amortization: 2001 -
$36,576; 2000 - $32,072) (Note 4) 221,263 217,425
DEFERRED INCOME TAXES 137,651 139,006
OTHER ASSETS 131,309 123,891
------------ ------------
Total Assets $ 1,696,122 $ 1,618,957
============ ============
See accompanying notes.
3
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands of dollars)
(Unaudited)
June 30, December 31,
LIABILITIES 2001 2000
----------- ---- ----
POLICY AND CONTRACT CLAIMS $ 557,139 $ 556,798
ACCOUNTS PAYABLE AND ACCRUED EXPENSES 202,080 178,681
FEDERAL INCOME TAXES 6,193 -
NOTES PAYABLE 209,159 202,379
OTHER 18,238 16,999
------------ ------------
Total Liabilities 992,809 954,857
------------ ------------
COMMITMENTS AND CONTINGENCIES (Note 3)
SHAREHOLDERS' EQUITY
Preferred stock, no par value, authorized 5,000,000
shares, no shares of Series A Junior Participating
Preferred Stock issued or outstanding; shares of 7%
Series B Cumulative Convertible Preferred Stock
issued and outstanding: 2001 - 0; 2000 - 2,200,000 - 175,700
Common stock, no par value, 45,000,000 shares
authorized, shares issued and outstanding: 2001 -
18,375,326; 2000 - 13,518,319 517,053 340,269
Accumulated other comprehensive income (loss) 167 (4,712)
Retained earnings 186,093 152,843
------------ ------------
Total Shareholders' Equity 703,313 664,100
------------ ------------
Total Liabilities and Shareholders' Equity $ 1,696,122 $ 1,618,957
============ ============
See accompanying notes.
4
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2001 AND 2000
(In thousands of dollars except per share amounts)
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
2001 2000 2001 2000
---- ---- ---- ----
REVENUES
Title and other operating revenues:
Direct operations $ 269,819 $ 202,872 $ 473,606 $ 367,792
Agency operations 271,307 251,331 493,616 480,192
---------- ---------- ---------- ----------
541,126 454,203 967,222 847,984
Investment income 12,864 12,647 25,782 25,420
Loss on sales of investments (368) (270) (777) (183)
---------- ---------- ---------- ----------
553,622 466,580 992,227 873,221
---------- ---------- ---------- ----------
EXPENSES
Salaries and employee benefits 165,708 128,336 306,585 249,383
Agents' commissions 213,932 196,456 388,550 374,777
Provision for policy and contract claims 21,310 20,016 38,016 37,387
Interest expense 3,315 3,359 6,982 6,741
General, administrative and other 104,802 91,538 197,163 181,166
---------- ---------- ---------- ----------
509,067 439,705 937,296 849,454
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAXES 44,555 26,875 54,931 23,767
INCOME TAX EXPENSE (BENEFIT)
Current 18,350 7,471 18,537 6,987
Deferred (2,310) 1,668 1,238 1,094
---------- ---------- ---------- ----------
16,040 9,139 19,775 8,081
---------- ---------- ---------- ----------
NET INCOME 28,515 17,736 35,156 15,686
DIVIDENDS - PREFERRED STOCK - (1,925) (145) (3,850)
---------- ---------- ---------- ----------
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS $ 28,515 $ 15,811 $ 35,011 $ 11,836
========== ========== ========== ==========
NET INCOME PER COMMON SHARE $ 1.58 $ 1.18 $ 2.11 $ 0.88
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 18,056 13,348 16,618 13,395
NET INCOME PER COMMON SHARE ASSUMING
DILUTION $ 1.54 $ 0.97 $ 1.89 $ 0.86
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING ASSUMING DILUTION 18,535 18,242 18,568 18,286
See accompanying notes.
5
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 2001 AND 2000
(In thousands of dollars)
(Unaudited)
2001 2000
---- ----
Cash flows from operating activities:
Net income $ 35,156 $ 15,686
Depreciation and amortization 17,140 18,225
Amortization of bond premium 1,085 675
Realized investment losses 777 855
Deferred income tax 1,265 (117)
Change in assets and liabilities, net of businesses
acquired:
Notes receivable 287 622
Premiums receivable (19,179) (6,909)
Income taxes receivable/payable 10,672 7,175
Policy and contract claims 341 2,383
Accounts payable and accrued expenses 23,399 (7,850)
Other (11,381) (7,484)
------------ ------------
Net cash provided by operating activities 59,562 23,261
------------ ------------
Cash flows from investing activities:
Purchase of property and equipment, net (17,783) (9,103)
Purchase of business, net of cash acquired (2,779) (12,881)
Change in cash surrender value (1,494) (2,242)
Cost of investments acquired:
Fixed maturities - available-for-sale (225,921) (104,247)
Equity securities (8) -
Mortgage loans (27,057) (1,891)
Proceeds from investment sales or maturities:
Fixed maturities - available-for-sale 185,885 83,710
Mortgage loans 2,300 -
------------ ------------
Net cash used in investing activities (86,857) (46,654)
------------ ------------
Cash flows from financing activities:
Proceeds from the sale of common shares 1,084 -
Cost of common shares repurchased - (4,240)
Dividends paid (1,906) (5,191)
Proceeds from issuance of notes payable 10,000 -
Payments on notes payable (3,220) (15,153)
------------ ------------
Net cash provided by (used in) financing activities 5,958 (24,584)
------------ ------------
Net decrease in cash and invested cash (21,337) (47,977)
Cash and invested cash at beginning of period 123,351 163,984
------------ ------------
Cash and invested cash at end of period $ 102,014 $ 116,007
============ ============
See accompanying notes.
6
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
SIX MONTHS ENDED JUNE 30, 2001 AND 2000
(In thousands of dollars except per share amounts)
(Unaudited)
Accumulated
Other Total
Preferred Stock Common Stock Comprehensive Retained Shareholders'
Shares Amounts Shares Amounts Income (Loss) Earnings Equity
------ ------- ------ ------- ------------- -------- ------
Balance - December 31, 1999 2,200,000 $ 175,700 13,680,421 $ 342,138 $(31,135) $ 244,000 $ 730,703
Net income - - - - - 15,686 15,686
Unrealized gain on securities - - - - 1,089 - 1,089
---------
Comprehensive income - - - - - - 16,775
---------
Common stock issued - - 15,895 666 - - 666
Common stock retired - - (287,300) (4,906) - - (4,906)
Preferred dividends (7%) - - - - - (3,850) (3,850)
Common dividends ($0.10/share) - - - - - (1,341) (1,341)
---------- --------- ----------- --------- -------- --------- ---------
Balance - June 30, 2000 2,200,000 $ 175,700 13,409,016 $ 337,898 $(30,046) $ 254,495 $ 738,047
========== ========= =========== ========= ======== ========= =========
Balance - December 31, 2000 2,200,000 $ 175,700 13,518,319 $ 340,269 $ (4,712) $ 152,843 $ 664,100
Net income - - - - - 35,156 35,156
Unrealized gain on securities - - - - 4,879 - 4,879
---------
Comprehensive income - - - - - - 40,035
---------
Common stock issued - - 32,448 1,084 - - 1,084
Preferred stock conversion (2,200,000) (175,700) 4,824,559 175,700 - - -
Preferred dividends (7%) - - - - - (145) (145)
Common dividends ($0.10/share) - - - - - (1,761) (1,761)
---------- --------- ----------- --------- -------- --------- ---------
Balance - June 30, 2001 - $ - 18,375,326 $ 517,053 $ 167 $ 186,093 $ 703,313
========== ========= =========== ========= ======== ========= =========
See accompanying notes.
7
LANDAMERICA FINANCIAL GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands of dollars except per share amounts)
1. Interim Financial Information
The unaudited consolidated financial information included in this
report has been prepared in conformity with the accounting principles
and practices reflected in the consolidated financial statements
included in the Form 10-K for the year ended December 31, 2000 filed
with the Securities and Exchange Commission under the Securities
Exchange Act of 1934. This report should be read in conjunction with
the aforementioned Form 10-K. In the opinion of management, all
adjustments (consisting of normal recurring accruals) necessary for a
fair presentation of this information have been made. The results of
operations for the interim periods are not necessarily indicative of
results for a full year.
Certain 2000 amounts have been reclassified to conform to the 2001
presentation.
2. Earnings Per Share
The following table sets forth the computation of basic and diluted
earnings per share:
Three Months Ended Six Months Ended
June 30, June 30,
2001 2000 2001 2000
---- ---- ---- ----
Numerator:
Net income - numerator for diluted
earnings per share $28,515 $17,736 $35,156 $15,686
Less preferred dividends - 1,925 145 3,850
------- ------- ------- -------
Numerator for basic earnings per
share $28,515 $15,811 $35,011 $11,836
======= ======= ======= =======
Denominator:
Weighted average shares -
denominator for basic earnings
per share 18,056 13,348 16,618 13,395
Effect of dilutive securities:
Assumed weighted average
conversion of preferred stock 275 4,825 1,709 4,825
Employee stock options 204 69 241 66
------- ------- ------- -------
Denominator for diluted earnings
per share 18,535 18,242 18,568 18,286
======= ======= ======= =======
Basic earnings per common share $ 1.58 $ 1.18 $ 2.11 $ 0.88
======= ======= ======= =======
Diluted earnings per common share $ 1.54 $ 0.97 $ 1.89 $ 0.86
======= ======= ======= =======
8
3. Commitments and Contingencies
For additional information, see Pending Legal Proceedings on pages
F-29, F-30 and F-31 and Legal Proceedings on pages 13, 14 and 15 of the
Form 10-K for the fiscal year ended December 31, 2000, Legal
Proceedings on page 13 of the Form 10-Q for the quarter ended March 31,
2001, and Legal Proceedings on page 14 of this Form 10-Q.
4. Recent Accounting Pronouncements
In July 2001, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 141, "Business Combinations"
("SFAS No. 141") and Statement of Financial Accounting Standards No.
142,"Goodwill and Other Intangible Assets" ("SFAS No. 142"). SFAS No.
141 requires that all business combinations be accounted for under the
purchase method. The statement further requires separate recognition of
intangible assets that meet one of two criteria. The statement applies
to all business combinations initiated after June 30, 2001.
SFAS No. 142 requires that an intangible asset that is acquired shall
be initially recognized and measured based on its fair value. The
statement also provides that goodwill should not be amortized, but
shall be tested for impairment annually, or more frequently if
circumstances indicate potential impairment, through a comparison of
fair value to its carrying amount. Existing goodwill will continue to
be amortized through the remainder of 2001 at which time amortization
will cease and the Company will perform a transitional goodwill
impairment test. SFAS No. 142 is effective for the fiscal periods
beginning after December 15, 2001. The Company is currently evaluating
the impact of the new accounting standards on existing goodwill and
other intangible assets. The ultimate impact of the new accounting
standards has yet to be determined.
9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations
Operating Revenues
Operating revenues for the second quarter of 2001 were $541.1 million, compared
to $454.2 million in the second quarter of 2000. For the first six months of
2001, operating revenues were $967.2 million, compared to $848.0 million in the
corresponding 2000 period. These increases are primarily the result of decreases
in mortgage interest rates and the resultant increase in the amount of
residential refinancing activity in 2001 compared to 2000.
Investment Income
Investment income in the first six months of 2001 was $25.8 million compared to
$25.4 million in the first six months of 2000. This increase was attributable to
an increase in the average amounts invested offset by a decrease in yields as
the company transitioned a portion of its fixed maturity portfolio from taxable
to non-taxable investments.
Expenses
Operating expenses for the second quarter of 2001 were $509.1 million compared
to $439.7 million in the second quarter of 2000. Salary and related expenses
increased from $128.3 million in the 2000 period to $165.7 million in the 2001
period, which constitutes an increase of 29%. This increase resulted from an
increase in average staffing levels of 8,200 in the second quarter of 2000 to
9,200 in the second quarter 2001. Salary expense also increased in the 2001
period over the 2000 period due to incentive pay and overtime pay related to the
increased business volumes. Agents' commissions increased $17.5 million from the
second quarter of 2000, which is in direct proportion to the increase in agency
revenues. General, administrative and other expenses increased $13.3 million for
the quarter from the comparable period in 2000.
Operating expenses for the first six months of 2001 were $937.3 million compared
to $849.5 million for the comparable period of 2000. Salary and related expenses
were $306.6 million during the first six months of 2001 compared to $249.4
million in the same period of 2000, an increase of $57.2 million of which $40.0
million was related to incentive and overtime pay related to increased business
volumes. In addition, this increase for the six month period was due to an
increase in agents commissions, up $13.8 million when compared to the same
period of 2000 which was in direct proportion to the increase in agency
premiums. General, administrative and other expenses also increased $16.0
million when compared to the prior year.
The provision for policy and contract claims was 3.9% of operating revenue for
the second quarter and first half of 2001 compared to 4.4% for the comparable
periods of 2000. The decreased rate reflects recognition of improvement of the
Company's loss experience.
10
Net Income
LandAmerica reported net income of $28.5 million, or $1.54 per share on a
diluted basis, for the second quarter of 2001, compared to net income of $17.7
million, or $0.97 per share on a diluted basis, for the second quarter of 2000.
The 2000 quarter included an after-tax loss on sales of investments of $178
thousand, or $0.01 per diluted share, compared to an after-tax loss of $235
thousand, or $0.01 per diluted share, in the corresponding quarter of 2001.
For the six months ended June 30, 2001, net income was $35.2 million, or $1.89
per share on a diluted basis, compared to $15.7 million, or $0.86 per share on a
diluted basis, for the first six months of 2000. The first half of 2001 included
an after-tax loss on sales of investments of $497 thousand, or $0.03 per diluted
share, compared to a first half 2000 after-tax loss on sales of investments of
$121 thousand, or $0.01 per diluted share.
Liquidity and Capital Resources
Cash provided by operating activities for the six months ended June 30, 2001 was
$59.6 million. As of June 30, 2001, the Company held cash and invested cash of
$102.0 million and fixed maturity securities of $840.0 million.
In addition, the Company has $32.0 million of unused availability under a credit
facility at June 30, 2001.
During February, March and June 2001, 2.2 million shares of the Company's
preferred stock were converted to common stock. This conversion will decrease
the amount of preferred dividends paid by $7.7 million on an annual basis. The
new common shares will require dividends at the same rate paid on all other
outstanding common shares.
The Company believes that it will have sufficient liquidity and capital
resources to meet both its short and long term capital needs.
Interest Rate Risk
The following table provides information about the Company's financial
instruments that are sensitive to changes in interest rates. For investment
securities, the table presents principal cash flows and related weighted
interest rates by expected maturity dates. Actual cash flows could differ from
the expected amounts.
11
Interest Rate Sensitivity
Principal Amount by Expected Maturity
Average Interest Rate
---------------------
(dollars in thousands)
2006 and
2001 2002 2003 2004 2005 after Total Fair Value
---- ---- ---- ---- ---- ----- ----- ----------
Assets:
Taxable available-for-sale
securities:
Book value $ 6,233 $ 28,367 $ 42,647 $ 29,978 $ 48,833 $ 336,537 $492,595 $492,194
Average yield 6.9% 6.1% 5.9% 6.8% 6.9% 6.9%
Non-taxable available-for-
sale securities:
Book value $ 1,262 $ 8,120 $ 16,269 $ 20,132 $ 35,045 $ 215,432 $296,260 $302,927
Average yield 4.4% 4.4% 5.0% 4.8% 4.4% 5.1%
Preferred stock:
Book value $ - $ - $ - $ - $ - $ 49,822 $ 49,822 $ 44,864
Average yield - - - - - 7.9%
The Company also has variable rate long-term debt of $205.5 million bearing
interest at 4.05% at June 30, 2001. A .25% change in the interest rate would
affect income before income taxes by approximately $0.5 million annually.
Change in Accounting for Goodwill
In the fourth quarter of 2000 the Company elected to change its accounting
policy for assessing the recoverability of goodwill from one based on
undiscounted cash flows to one based on discounted cash flows. The Company
believes that using the discounted cash flow approach to assess recoverability
is a preferable policy as it is consistent with the methodology used by the
Company to evaluate investment and acquisition decisions. In connection with
this change, the Company incurred a non-cash pre-tax charge of $172.5 million
related to the goodwill acquired through the 1998 acquisition of Commonwealth
and Transnation. The discount rate used in determining discounted cash flows was
13.5% representing the Company's cost of capital. In originally evaluating this
acquisition, the Company used discount rates ranging from 12% to 16% for
discounting anticipated future cash flows. After recording this charge the
remaining goodwill related to the Commonwealth and Transnation acquisition was
$95.4 million.
Forward-Looking and Cautionary Statements
Certain information contained in this Form 10-Q includes "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
Among other things, these statements relate to
12
the financial condition, results of operation and business of the Company. In
addition, the Company and its representatives may from time to time make written
or oral forward-looking statements, including statements contained in other
filings with the Securities and Exchange Commission and in its reports to
shareholders. These forward-looking statements are generally identified by
phrases such as "the Company expects," "the Company believes" or words of
similar import. These forward-looking statements involve certain risks and
uncertainties and other factors that may cause the actual results, performance
or achievements to be materially different from any future results, performance
or achievements expressed or implied by such forward-looking statements.
Further, any such statement is specifically qualified in its entirety by the
following cautionary statements.
In connection with the title insurance industry in general, factors that may
cause actual results to differ materially from those contemplated by such
forward-looking statements include the following: (i) the costs of producing
title evidence are relatively high, whereas premium revenues are subject to
regulatory and competitive restraints; (ii) real estate activity levels have
historically been cyclical and are influenced by such factors as interest rates
and the condition of the overall economy; (iii) the value of the Company's
investment portfolio is subject to fluctuation based on similar factors; (iv)
the title insurance industry may be exposed to substantial claims by large
classes of claimants and (v) the industry is regulated by state laws that
require the maintenance of minimum levels of capital and surplus and that
restrict the amount of dividends that may be paid by the Company's insurance
subsidiaries without prior regulatory approval.
The Company cautions that the foregoing list of important factors is not
exclusive. The Company does not undertake to update any forward-looking
statement that may be made from time to time by or on behalf of the Company.
Item 3. Quantitative and Qualitative Disclosures
about Market Risk
The information required by this Item is set forth under the caption
"Management's Discussion and Analysis of Financial Condition and Results of
Operations - Interest Rate Risk" in Item 2 of this report.
13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Commonwealth Land Title Company, a subsidiary of the Company, was recently
served with a complaint in a putative class action suit filed on May 21, 2001 in
the Superior Court of Los Angeles, California, Central District, entitled Thomas
Branick and Ardra Campbell v. First American Title, et al. (Case No. BC 250923).
The complaint, which names "Commonwealth Title" and numerous other title
companies and lenders as defendants, purports to allege causes of action for
unfair competition (Cal. Bus. & Prof. Codess.17200, et seq.) and unfair business
practices (Cal. Bus. & Prof. Codess.1750, et seq.). Although the complaint
contains no specific allegations against "Commonwealth Title", it generally
alleges that the named defendants improperly charged recordation and other fees.
The complaint prays for relief in the form of statutory penalties, restitution,
injunctive relief, costs of suit and attorneys' fees. The complaint was only
recently served, and no responsive pleadings have yet been filed, nor has
discovery been propounded. Accordingly, because the suit is in its very early
stages, no estimate of liability can yet be made.
Item 4. Submission of Matters to a Vote of Security Holders
a) The Annual Meeting of Shareholders of the Company (the "Meeting") was
held on May 22, 2001.
c) At the Meeting, the shareholders elected four directors to serve
three-year terms and one director to serve a one-year term. The voting
with respect to each nominee was as follows:
Votes Broker
Nominee Term Votes For Withheld Non-Votes
------- ---- --------- -------- ---------
Theodore L. Chandler, Jr. 3 16,554,797 78,699 0
Charles H. Foster, Jr. 3 16,554,340 79,156 0
Robert T. Skunda 3 16,551,079 82,417 0
Thomas G. Snead, Jr. 1 16,548,855 84,641 0
Marshall B. Wishnack 3 16,555,797 77,699 0
The terms of office of the following directors continued after the
meeting: Janet A. Alpert, Michael Dinkins, James Ermer, John P. McCann,
Robert F. Norfleet, Jr., Julious P. Smith, Jr., and Eugene P. Trani.
No other matters were voted upon at the Meeting or during the quarter
for which this report is filed.
14
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits
--------
Exhibit No. Document
----------- --------
11 Statement re: Computation of Earnings Per Share.
b) Reports on Form 8-K
-------------------
None
15
Signatures
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
LANDAMERICA FINANCIAL GROUP, INC.
---------------------------------------
(Registrant)
Date: August 13, 2001 /s/ Charles Henry Foster, Jr.
----------------------- ---------------------------------------
Charles Henry Foster, Jr.
Chairman and Chief Executive Officer
Date: August 13, 2001 /s/ G. William Evans
----------------------- ---------------------------------------
G. William Evans
Executive Vice President and Chief
Financial Officer
16
EXHIBIT INDEX
Exhibit
No. Document
--- --------
11 Statement Re: Computation of Earnings Per Share.