FNF-Stewart Merger Terminated

Fidelity National Financial Inc. (FNF) has announced the termination of its proposed merger with Stewart Information Services Corp., citing an issuance of an administrative complaint by the U.S. Federal Trade Commission (FTC) to block the transaction.

 

FNF heralded the $1.2 billion transaction in March 2018, with a projected closing in either the first or second quarter of 2019. At the time, Stewart noted that if the deal is not completed due to a failure to obtain the required regulatory approvals, Fidelity would pay a reverse break-up fee of $50 million to Stewart.

 

With the end of the proposed merger, Stewart changed its executive leadership, with current director Frederick Eppinger becoming CEO, replacing Matthew Morris. In turn, Morris will take the role of president from John Killea, who will remain general counsel and chief legal officer, roles he has held since 2008 and 2012, respectively.

 

“While we were disappointed with the FTC’s decision regarding Stewart’s combination with Fidelity, we are well-positioned to execute on a standalone strategic plan built around growth and profitability,” said Thomas Apel, Stewart’s chairman of the Board. “The actions we have taken today are designed to enhance our strength, focus our company on the opportunities before us and build a leadership team with the best mix of experience and expertise to drive value creation. To further support the new direction, we will be actively reviewing the Board’s makeup to ensure the appropriate mix of diversity as well as operational and growth-oriented experience.”

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