purchase LandAmerica in a stock transaction valued at $128 million. Citing the terms of the acquisition offer, Fidelity backed out after a two-week due diligence period.

Under a newly-inked stock purchase agreement, Fidelity is now paying $298 million in total for Lawyers Title Insurance Corp., Commonwealth Land Title Insurance Co., and United Capital Title Insurance Co. Specifically, it is grabbing LandAmerica's two main underwriting subsidiaries--Commonwealth Land for $158.6 million and United Capital for $139.4 million. These transactions are subject to approvals by the bankruptcy court, the Nebraska Department of Insurance, and other state and federal regulatory agencies. The companies are hoping to close by December 2008 and are requesting an expedited approval from the Bankruptcy Court.

Yesterday LandAmerica informed its 1031 customers that it was closing down those operations due to the company's liquidity problems. That, plus Fidelity's decision to back out of the acquisition deal last week, pushed the company toward bankruptcy.

"I am deeply disappointed over the need to file for bankruptcy protection for the LandAmerica holding company and the 1031 company," Theodore L. Chandler, Jr., chairman and CEO of LandAmerica, says in a prepared statement. "However, this sale of our principal domestic title operations to Fidelity National in this coordinated Chapter 11 filing and Nebraska rehabilitation action offers our stakeholders the best result available in this brutal real estate, credit and capital market environment."

Instant Insights /

Ch. 11 for LandAmerica; Sells Subsidiaries for $298M

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