JACKSONVILLE, Fla.,
Dec. 11, 2014 /PRNewswire/
-- Fidelity National Financial Ventures (NYSE:FNFV), a
tracking stock established to highlight the inherent value of the
portfolio companies of Fidelity National Financial, Inc. ("FNF"),
today announced that the FNF Board of Directors has set the record
date and distribution date for the previously announced
distribution ("the Distribution") of all of the outstanding shares
of common stock of New Remy Corp. ("New Remy") to FNFV
shareholders. New Remy will hold all of the shares of Remy
International, Inc. ("Remy") common stock beneficially owned by FNF
and all of the outstanding units of Fidelity National Technology
Imaging, LLC, an FNFV subsidiary engaged in the document conversion
business. The Distribution will be made on December 31, 2014 (the "Distribution
Date") to FNFV shareholders as of the close of business
on December 23, 2014 (the "Record
Date").
Immediately following the Distribution, New Remy and Remy will
engage in a series of stock-for-stock transactions ending with a
new publicly-traded holding company, New Remy Holdco Corp. ("New
Remy Holdco"). FNFV shareholders will ultimately receive a total of
16,615,359 shares of New Remy Holdco common stock, or approximately
0.17879 shares of New Remy Holdco common stock for each share of
FNFV that they own. It is anticipated that immediately following
the series of stock-for-stock transactions, New Remy Holdco will
change its name to "Remy International, Inc." and that commencing
on January 2, 2015 (the trading day
following the Distribution Date), its shares will be traded on the
NASDAQ stock market under the trading symbol "REMY".
The completion of the Distribution and the other transactions
described in this release remain conditioned on the satisfaction of
the conditions described in the Proxy Statement/Prospectus referred
to below. The FNF Board of Directors has reserved the right
to withdraw or change the declaration of the dividend at any time
prior to the Distribution.
The Distribution and the subsequent receipt of shares of New
Remy Holdco common stock is expected to generally be tax-free to
FNFV shareholders for U.S. federal income tax purposes, except to
the extent of any cash received in lieu of New Remy Holdco
fractional shares.
Information Regarding the Distribution
No vote or
action of FNF or FNFV shareholders is required in connection with
the Distribution. Shortly following the Distribution, FNFV
shareholders of record on the Record Date will receive Direct
Registration System ("DRS") statements by mail from American Stock
Transfer & Trust Company, LLC ("AST"), the transfer agent for
New Remy Holdco, reflecting their ownership interest in shares of
New Remy Holdco common stock. For additional information,
registered shareholders should contact AST at (718) 921-8317.
FNFV shareholders who hold their shares through brokers or other
nominees will have their shares of New Remy Holdco common stock
credited to their accounts by their nominees or brokers. Please
note, however, that AST will have information regarding only FNFV
shareholders of record. Beneficial shareholders who hold their FNFV
shares through an institution such as a brokerage firm, bank or
other institution, should contact the broker, bank or other
institution where they maintain their account regarding the pending
Distribution.
Trading in Shares of FNFV Common Stock Between the Record
Date and the Distribution Date
FNFV common stock will trade
"regular way" on the NYSE on and after December 19, 2014 and prior to January 2, 2015. As a result of the related
"due bill" trading procedures, persons acquiring shares of FNFV
common stock in the market through December
31, 2014 will still receive shares of New Remy Holdco common
stock (as a result of the automatic conversion of the New Remy
shares described above). The "ex-distribution" date for the
Distribution will be January 2, 2015.
Shareholders are encouraged to consult with their financial
advisors regarding the trading policies and practices of the NYSE
relating to the Distribution.
About FNF
Fidelity National Financial, Inc., is
organized into two groups, FNF Core (NYSE:FNF) and FNFV. FNF
Core is a leading provider of title insurance, technology and
transaction services to the real estate and mortgage
industries. FNF is the nation's largest title insurance
company through its title insurance underwriters – Fidelity
National Title, Chicago Title, Commonwealth Land Title, Alamo Title
and National Title of New York –
that collectively issue more title insurance policies than any
other title company in the United States. FNF also provides
industry-leading mortgage technology solutions and transaction
services, including MSP®, the leading residential mortgage
servicing technology platform in the U.S., through its
majority-owned subsidiaries, Black Knight Financial Services, LLC
and ServiceLink Holdings, LLC. In addition, through FNFV we
own majority and minority equity investment stakes in a number of
entities, including American Blue Ribbon Holdings, LLC,
J.Alexander's, LLC, Remy International, Inc., Ceridian HCM, Inc.,
Fleetcor Technologies, Inc. and Digital Insurance, Inc. More
information about FNF can be found at www.fnf.com.
Forward-Looking Statements
This press release
contains forward-looking statements that involve a number of risks
and uncertainties. Statements that are not historical facts,
including statements regarding our expectations, hopes, intentions
or strategies regarding the future are forward-looking statements.
Forward-looking statements are based on management's beliefs, as
well as assumptions made by, and information currently available
to, management. Because such statements are based on expectations
as to future financial and operating results and are not statements
of fact, actual results may differ materially from those projected.
We undertake no obligation to update any forward-looking
statements, whether as a result of new information, future events
or otherwise. The risks and uncertainties which forward-looking
statements are subject to include, but are not limited to: changes
in general economic, business and political conditions, including
changes in the financial markets; weakness or adverse changes in
the level of real estate activity, which may be caused by, among
other things, high or increasing interest rates, a limited supply
of mortgage funding or a weak U. S. economy; our potential
inability to find suitable acquisition candidates, acquisitions in
lines of business that will not necessarily be limited to our
traditional areas of focus, or difficulties in integrating
acquisitions; our dependence on distributions from our title
insurance underwriters as a main source of cash flow; significant
competition that our operating subsidiaries face; compliance with
extensive government regulation of our operating subsidiaries; and
other risks detailed in the "Statement Regarding Forward-Looking
Information," "Risk Factors" and other sections of the Company's
Form 10-K and other filings with the Securities and Exchange
Commission
Additional Information and Where to Find It
Nothing in
this press release shall constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended. New Remy Holdco filed a Registration Statement on Form S-4
with the SEC in connection with the transactions, and Remy filed
with the SEC and mailed to its stockholders a Proxy
Statement/Prospectus in connection with the transactions. In
addition, New Remy filed with the SEC a registration statement on
Form S-1 in connection with the transactions. The Registration
Statements and the Proxy Statement/Prospectus contain important
information about Remy, New Remy Holdco, New Remy, FNF and their
affiliates, the transactions and related matters. Investors and
security holders are urged to read the Registration Statements and
the Proxy Statement/Prospectus carefully.
Investors and security holders are able to obtain free copies of
the Registration Statements and the Proxy Statement/Prospectus and
other documents filed with the SEC by the parties through the web
site maintained by the SEC at www.sec.gov.
In addition, investors and security holders will be able to
obtain free copies of the Registration Statements from Remy by
contacting Remy International, Inc., 600 Corporation Drive,
Pendleton, IN 46064, Attn:
Corporate Secretary, Telephone (765) 778-6602 or from FNF by
contacting Fidelity National Financial, Inc. 601 Riverside Avenue,
Jacksonville, FL 32204, Attention:
Corporate Secretary, Telephone (904) 854-8100.
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SOURCE Fidelity National Financial, Inc.