1
EXHIBIT 10.1
STEWART INFORMATION SERVICES CORPORATION AND SUBSIDIARIES
MATERIAL CONTRACTS
DECEMBER 31, 1996
STEWART MORRIS, JR., as Chairman of the Board, shall receive in addition to his
salary, 1% on the first $20,000,000 of the consolidated income before taxes of
Stewart Title Guaranty Company as reported to its stockholders and .5% of the
profits exceeding $20,000.000. For the calendar year 1996, Mr. Morris shall
receive no less that $125,000 in bonus compensation. For the calendar year
1996, Mr. Morris received $218,075 in bonus compensation. Total compensation
shall exclude payments made by the company for insurance premiums, board fees
or stock options granted.
MALCOLM S. MORRIS, as President and Chief Executive Officer, shall receive in
addition to his salary, 1% on the first $20,000,000 of the consolidated income
before taxes of Stewart Title Guaranty Company as reported to its stockholders
and .5% of the profits exceeding $20,000.000. For the calendar year 1996, Mr.
Morris shall receive no less that $125,000 in bonus compensation. For the
calendar year 1996, Mr. Morris received $218,075 in bonus compensation. Total
compensation shall exclude payments made by the company for insurance premiums,
board fees or stock options granted.
CARLOSS MORRIS, as Chairman of the Executive Committee, shall receive in
addition to his salary, 1.5% of the first $13,000,000 of the consolidated net
income of Stewart Title Guaranty Company as reported to its stockholders and
.75% of the profits exceeding $13,000,000. For the calendar year 1996, Mr.
Morris shall receive no less than $100,000 in bonus compensation. For the
calendar year 1996 Mr. Morris received $211,305 in bonus compensation. Total
compensation shall exclude any insurance premiums, board fees or stock options
granted.
STEWART MORRIS, as Vice Chairman of the Executive Committee, shall receive in
addition to his salary, 1.5% of the first $13,000,000 of the consolidated net
income of Stewart Title Guaranty Company as reported to its stockholders and
.75% of the profits exceeding $13,000,000. For the calendar year 1996, Mr.
Morris shall receive no less than $100,000 in bonus compensation. For the
calendar year 1996 Mr. Morris received $211,305 in bonus compensation. Total
compensation shall exclude any insurance premiums, board fees or stock options
granted.
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EXHIBIT 13
SELECTED FINANCIAL DATA
(Ten year summary)
- -------------------------------------------------------------------------------------------------------------------------
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
- -------------------------------------------------------------------------------------------------------------------------
In millions of dollars:
Total revenues ...................... 344.1 282.5 302.2 348.6 290.0 217.1 210.5 188.5 176.9 183.2
Title premiums, fees and
other revenues ................... 328.3 266.7 289.3 334.2 275.6 202.3 197.9 173.8 165.1 173.5
Total operating expenses (1) ........ 318.6 269.6 287.0 308.8 266.9 214.7 208.1 187.3 171.2 177.0
Title losses, included above ........ 33.8 29.6 40.2 58.6 54.1 40.7 38.2 33.0 25.6 25.9
Investment gains (losses),
after taxes ...................... 0.1 0.6 (0.5) 0.3 0.1 1.4 -- 1.0 0.1 (0.2)
Net earnings (2) .................... 14.4 7.0 9.7 23.7 14.6 1.7 0.2 0.1 3.7 11.7
Cash from operating activities ...... 36.8 20.6 27.7 54.3 36.3 18.6 11.0 10.2 8.9 10.8
Total assets ........................ 383.4 351.4 325.2 313.9 251.9 219.1 201.3 197.8 193.9 182.4
Long-term debt ...................... 7.9 7.3 2.5 3.0 4.2 6.8 6.6 5.3 7.3 5.0
Stockholders' equity (3) ............ 191.0 174.9 156.4 156.2 128.6 114.8 113.9 115.0 116.8 115.2
Ratios (%):
Net earnings/total revenues ......... 4.2 2.5 3.2 6.8 5.0 0.8 0.1 0.1 2.1 6.4
Title losses/title premiums, etc .... 10.3 11.1 13.9 17.5 19.6 20.1 19.3 19.0 15.5 14.9
Per share data: (4)
Average shares (in thousands) ....... 6,707 6,292 6,198 6,119 6,096 6,096 6,096 6,096 6,071 6,047
Net earnings (2) .................... 2.15 1.11 1.56 3.87 2.40 0.27 0.03 0.01 0.61 1.93
Cash dividends ...................... 0.24 0.21 0.20 0.17 0.15 0.13 0.23 0.33 0.51 0.51
Stockholders' equity (3) ............ 28.33 27.36 25.17 25.37 21.10 18.84 18.69 18.87 19.17 19.05
Market price
High ............................. 22.63 22.50 21.42 20.33 14.50 9.67 12.33 14.00 12.00 17.17
Low .............................. 19.63 15.13 14.38 12.50 8.67 5.17 4.50 11.17 9.17 7.17
Year-end ......................... 20.75 21.50 15.38 20.00 13.67 9.17 5.25 11.33 11.92 9.17
(1) Excludes interest expense and minority interests.
(2) Includes the following items, after providing for taxes:
1992 - a reserve established for title losses over ten years old of $2.2
million, or $.36 per share.
1991 - a fresh start tax credit of $1.3 million, or $.21 per share.
1988 - a gain on the termination of pension plan of $0.5 million, or
$.08 per share.
1987 - a tax benefit of $7.4 million, or $1.22 per share, granted by the
Tax Reform Act of 1986.
(3) Includes unrealized gains and losses upon adoption of FAS 115 in 1993.
(4) Restated for one-for-two stock split in April 1994.
MANAGEMENT DISCUSSION AND ANALYSIS
A comparison of the results of operations of the Company for 1996 with 1995 and
1995 with 1994 follows.
GENERAL. The Company's dominant segment of operations is the land title
business. In general, the principal factors that contribute to increases in
title revenues include declining mortgage interest rates (which usually
increase home sales and refinancing transactions), rising home prices, higher
premium rates, increased market share, additional revenues from new offices and
increased revenues from nonresidential, commercial transactions. Although
relatively few in number, large commercial transactions usually yield higher
premiums.
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Mortgage interest rates began a downward trend in the early months of 1995
that continued for the rest of the year. By May 1995, rates had fallen to below
year-earlier levels. This improvement in interest rates helped increase real
estate activity. Company revenues for the third and fourth quarters of 1995
exceeded revenues for the same quarters in 1994. By the end of 1995, interest
rates had fallen to near the 7 percent level.
In early 1996, interest rates began to trend upward until they reached the
8 percent level in April. Rates have fluctuated in a fairly narrow range since
then. Refinancing transactions fell significantly in 1996 compared to 1995.
Existing home sales rose in the first half of 1996 and then declined slightly
in the second half, while still exceeding sale levels in the second half of
1995.
TITLE REVENUES. The Company's revenues from premiums, fees and other revenues
increased 23.1% in 1996 over 1995 and decreased 7.8% in 1995 over 1994. The
number of orders opened and closed by the Company and the average revenue per
order closed follow:
- --------------------------------------------------------------------------------
1996 1995 1994
- --------------------------------------------------------------------------------
Number of orders opened (000s) ............................ 319 278 279
Number of orders closed (000s) ............................ 239 206 233
Average revenue per order closed(1) ....................... $945 $909 $879
- --------------------------------------------------------------------------------
(1) Based on revenues from title operations of $297.9 million, $243.3 million
and $271.9 million, less amounts earned from independent agents of $71.7
million, $55.6 million and $67.4 million for 1996, 1995 and 1994,
respectively.
Total closings increased 16.0% in 1996 and decreased 11.6% in 1995. The
average revenue per closing increased 4.0% in 1996 and 3.4% in 1995. The
average rate was increased each year by higher home prices. There were no major
revenue rate increases in 1996 or 1995.
TITLE REVENUES BY STATE. The approximate amounts and percentages of Stewart's
consolidated title revenues (excluding other revenues) by state for the last
three years were:
- --------------------------------------------------------------------------------
Amounts ($ millions) Percentages
1996 1995 1994 1996 1995 1994
- --------------------------------------------------------------------------------
Texas ................................ 73 61 73 24 25 27
California ........................... 65 59 68 22 24 25
Florida .............................. 26 21 22 9 9 8
Nevada ............................... 15 13 14 5 5 5
Colorado ............................. 15 12 12 5 5 4
Arizona .............................. 14 12 14 5 5 5
New York ............................. 13 9 7 4 4 3
All others ........................... 77 56 62 26 23 23
- --------------------------------------------------------------------------------
298 243 272 100 100 100
================================================================================
INVESTMENTS. Investment income increased 6.5% in 1996 and 9.5% in 1995,
primarily because of increases in the average balances invested and, in 1995,
higher market yields.
The investment gains in 1996 and 1995 were realized as part of the ongoing
management of the investment portfolio for the purpose of improving
performance. Investment losses in 1994 include a sale of certain portfolio
bonds to use tax loss carrybacks that would have otherwise expired. The pretax
loss on the sale was $1.3 million.
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EXPENSES. The Company incurs a substantial portion of its total expenses when
orders are received and processed, but revenues are not recognized until the
orders are closed. Most orders are closed, or canceled, within 90 days of
receipt.
Employee costs increased 21.4% in 1996 and decreased 5.1% in 1995. The
average number of employees and average compensation paid to employees
increased in both years.
The number of persons employed by the Company at December 31, 1996, 1995
and 1994 was 4,111, 3,757 and 3,470, respectively. The increase in staff in
1996 and 1995 was primarily in the automation and real estate information
areas, new offices and an increased number of employees in field service
centers. The staff was reduced in California in both years.
The Company has chosen to increase cost levels in automation and real
estate information areas because it believes the development and sale of new
products and services for new and existing customers is important to its
future. Through automating operating processes, the Company expects to add
customer revenues and reduce operating expenses and title losses in the future.
Other operating expenses increased 14.9% in 1996 and decreased slightly in
1995. Excluding the effect of new offices, the increase in 1996 was 12.8% and
the decrease was 5.3% in 1995. The overall increase and decrease for both years
was caused primarily by changes in transaction volume. Expenses that increased
in 1996 included business promotion, supplies, rent and premium taxes. Bad
debts, premium taxes and supplies decreased in 1995. Other operating expenses
also include policy forms, delivery costs, title plant expenses, telephone and
travel. Most of these expenses follow, to varying degrees, the changes in
transaction volume and revenues.
Provisions for title losses, as a percentage of title premiums, fees and
other revenues, were 10.3%, 11.1% and 13.9% in 1996, 1995 and 1994,
respectively. The continued improvement in industry trends and the Company's
recent experience in claims has also led to smaller provisions for title
losses.
The Company's labor and certain other operating costs are sensitive to
inflation. Increases in cost of living are considered in granting pay raises.
To the extent inflation causes increases in the prices of homes and other real
estate, premium revenues are also increased. Premiums are determined in part by
the insured values of the transactions handled by the Company.
PREMIUM TAXES. In December 1994 the California Board of Equalization (CBOE)
ruled in favor of the Company concerning an assessment of additional premium
taxes for the year 1987. However, an additional assessment for retaliatory
taxes for 1987 was left pending. In April 1996 the CBOE ruled in favor of the
Company on the retaliatory tax assessment.
Four other states have also assessed or threatened assessments of
additional premium or retaliatory taxes. The amounts aggregated $1.5 million,
excluding interest and penalties, and primarily covered the years 1984 through
1993.
The Company cannot predict whether there will be additional tax
assessments by these states or other states. State taxing authorities are under
increasing pressure to collect additional tax revenues.
The Company intends to vigorously oppose any assessments and believes its
tax payments are correct. However, there can be no assurance the Company will
prevail in these controversies. If it does not, the tax assessments may result
in a material reduction in the Company's net earnings in future years.
INCOME TAXES. The provisions for federal and state income taxes represented an
effective tax rate of 36.9%, 34.7% and 30.1% in 1996, 1995 and 1994,
respectively. The 1996 effective tax rate was higher primarily because
nontaxable income from municipal bonds was significantly less in relation to
pretax profits. The 1994 tax rate was lower primarily because dividends
remitted by investees in 1994 exceeded the earnings of investees. In the other
two years, earnings exceeded dividends.
UNCERTAINTY. A major bank holding company introduced a plan in 1994 to
guarantee the performance of its mortgage lending company to cure title defects
relating to loans sold in the secondary market. The Company believes the plan
has not significantly affected the demand for title insurance to date and will
not in the future. However, the Company cannot predict the ultimate effect of
the plan.
LIQUIDITY AND CAPITAL RESOURCES. Cash provided by operations was $36.8 million,
$20.6 million and $27.7 million in 1996, 1995 and 1994, respectively.
Internally-generated cash flow has been the primary source of funds for
additions to property and equipment, expanding operations, dividends to
shareholders and other requirements. This source may be supplemented by bank
borrowings.
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A substantial majority of consolidated cash and investments is held by
Stewart Title Guaranty Company (Guaranty) and its title insurance subsidiary,
Stewart Title Insurance Company. Cash transfers between Guaranty and its
subsidiaries and the Company are subject to certain legal restrictions. See
Notes 4 and 5 to the financial statements.
The liquidity of the Company itself, excluding Guaranty and its
subsidiaries and excluding notes receivable from affiliates, consisted of cash
and investments of $10.7 million, a dividend receivable of $2.5 million from
Guaranty (received in February 1997) and short-term liabilities of $0.9 million
at December 31, 1996.
The Company knows of no commitments or uncertainties which are likely to
materially affect the ability of the Company and its subsidiaries to fund their
cash needs. See Note 15 to the financial statements.
The Company's capital resources, represented primarily by long-term debt
of $7.9 million and stockholders' equity of $191.0 million at December 31,
1996, are considered adequate.
INDEPENDENT AUDITORS' REPORT
To the Stockholders and Board of Directors of Stewart Information Services
Corporation
We have audited the accompanying consolidated balance sheets of Stewart
Information Services Corporation and subsidiaries as of December 31, 1996 and
1995, and the related consolidated statements of earnings and retained earnings
and cash flows for each of the years in the three-year period ended December
31, 1996. These consolidated financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits. For the year ended
December 31, 1994, we did not audit the financial statements of certain
subsidiaries and a majority of the escrow funds referred to in Note 1. The
financial statements of these subsidiaries reflect total revenues constituting
19% of the related consolidated totals. Those statements were audited by other
auditors whose reports have been furnished to us, and our opinion, insofar as
it relates to the amounts included for the subsidiaries and the escrow funds,
is based solely on the reports of the other auditors.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits and the reports of other
auditors provide a reasonable basis for our opinion.
In our opinion, based on our audits for the years ended December 31, 1996
and 1995, and on our audit and the reports of other auditors for the year ended
December 31, 1994, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Stewart
Information Services Corporation and subsidiaries as of December 31, 1996 and
1995, and the results of their operations and their cash flows for each of the
years in the three-year period ended December 31, 1996 in conformity with
generally accepted accounting principles.
As discussed in Note 1 to the consolidated financial statements, the
Company adopted the provisions of the Financial Accounting Standards Board's
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of,"
as of December 31, 1995.
KPMG Peat Marwick LLP
Houston, Texas
February 7, 1997
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CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS
- -----------------------------------------------------------------------------------------------------
Years ended December 31 1996 1995 1994
- -----------------------------------------------------------------------------------------------------
($000 Omitted)
REVENUES
Title premiums, fees and other revenues ....................... 328,296 266,728 289,265
Investment income ............................................. 14,451 13,564 12,382
Investment gains (losses) - net ............................... 129 956 (842)
Other income, including equity earnings ....................... 1,205 1,257 1,350
- -----------------------------------------------------------------------------------------------------
344,081 282,505 302,155
EXPENSES
Employee costs ................................................ 170,944 140,795 148,325
Other operating expenses ...................................... 102,768 89,408 90,704
Title losses and related claims ............................... 33,830 29,591 40,212
Depreciation and amortization ................................. 11,007 9,855 7,801
Interest ...................................................... 1,140 1,194 586
Minority interests ............................................ 1,514 933 687
- -----------------------------------------------------------------------------------------------------
321,203 271,776 288,315
Earnings before taxes ............................................ 22,878 10,729 13,840
Income taxes ..................................................... 8,441 3,722 4,162
- -----------------------------------------------------------------------------------------------------
NET EARNINGS ..................................................... 14,437 7,007 9,678
Retained earnings at beginning of year ........................... 118,547 112,754 106,262
Cash dividends on Common Stock ($.24, $.21 and $.20 per share) ... (1,488) (1,214) (1,118)
Stock dividend ................................................... -- -- (2,068)
- -----------------------------------------------------------------------------------------------------
Retained earnings at end of year ................................. 131,496 118,547 112,754
- ----------------------------------------------------------------------===============================
Average number of shares outstanding (000 omitted) ............... 6,707 6,292 6,198
EARNINGS PER SHARE ............................................... 2.15 1.11 1.56
- ----------------------------------------------------------------------===============================
See notes to consolidated financial statements.
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CONSOLIDATED BALANCE SHEETS
- ------------------------------------------------------------------------------------------
December 31 1996 1995
- ------------------------------------------------------------------------------------------
($000 Omitted)
ASSETS
Cash and cash equivalents ...................................... 18,484 16,698
Short-term investments ......................................... 31,946 28,238
Investments in debt securities, at market:
Statutory reserve funds ..................................... 127,057 118,040
Other ....................................................... 73,456 67,716
- ------------------------------------------------------------------------------------------
200,513 185,756
Receivables:
Notes ....................................................... 5,686 7,242
Premiums from agents ........................................ 10,107 8,418
Other ....................................................... 22,493 21,079
Less allowance for uncollectible amounts .................... (6,670) (6,499)
- ------------------------------------------------------------------------------------------
31,616 30,240
Property and equipment, at cost:
Land ........................................................ 2,432 1,359
Buildings ................................................... 6,882 5,576
Furniture and equipment ..................................... 70,711 62,115
Less accumulated depreciation and amortization .............. (51,840) (44,779)
- ------------------------------------------------------------------------------------------
28,185 24,271
Title plants, at cost .......................................... 21,096 19,243
Real estate, at lower of cost or net realizable value .......... 1,866 3,303
Investments in investees, on an equity basis ................... 5,639 6,123
Goodwill, less accumulated amortization of $4,828 and $3,881 ... 16,535 11,029
Deferred income taxes .......................................... 14,615 14,108
Other assets ................................................... 12,877 12,350
- ------------------------------------------------------------------------------------------
383,372 351,359
- -----------------------------------------------------------------------===================
LIABILITIES
Notes payable, including $7,935 and $7,334 long-term portion ... 12,324 12,589
Accounts payable and accrued liabilities ....................... 25,033 20,559
Estimated title losses ......................................... 150,331 138,312
Income taxes ................................................... 419 482
Minority interests ............................................. 4,275 4,565
Contingent liabilities and commitments
STOCKHOLDERS' EQUITY
Common - $1 par, authorized 15,000,000, issued and
outstanding 6,216,441 and 5,864,758 ......................... 6,216 5,865
Class B Common - $1 par, authorized 1,500,000,
issued and outstanding 525,006 .............................. 525 525
Additional paid-in capital ..................................... 50,833 45,945
Net unrealized investment gains, net of deferred taxes ......... 1,920 3,970
Retained earnings .............................................. 131,496 118,547
- ------------------------------------------------------------------------------------------
Total stockholders' equity ($28.33 and $27.36 per share) .... 190,990 174,852
- ------------------------------------------------------------------------------------------
383,372 351,359
- -----------------------------------------------------------------------===================
See notes to consolidated financial statements.
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CONSOLIDATED STATEMENTS OF CASH FLOWS
- --------------------------------------------------------------------------------------------------
Years ended December 31 1996 1995 1994
- --------------------------------------------------------------------------------------------------
($000 Omitted)
CASH PROVIDED BY OPERATING ACTIVITIES (NOTE) .................. 36,750 20,568 27,702
Investing activities:
Purchases of property and equipment and
title plants - net ....................................... (12,670) (6,700) (12,177)
Proceeds from investments matured and sold ................. 82,489 81,674 113,777
Purchases of investments ................................... (103,978) (90,385) (145,273)
Increases in notes receivable .............................. (1,340) (1,081) (2,408)
Collections on notes receivable ............................ 2,833 2,069 3,962
Cash paid for the acquisition of subsidiaries - net ........ (493) (5,175) (1,042)
Proceeds from issuance of stock ............................ 11 -- 296
- --------------------------------------------------------------------------------------------------
CASH USED BY INVESTING ACTIVITIES ............................. (33,148) (19,598) (42,865)
Financing activities:
Dividends paid ............................................. (1,488) (1,214) (1,118)
Proceeds of notes payable .................................. 4,366 7,937 5,125
Payments on notes payable .................................. (4,694) (7,209) (3,514)
- --------------------------------------------------------------------------------------------------
CASH (USED) PROVIDED BY FINANCING ACTIVITIES .................. (1,816) (486) 493
- --------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS .............. 1,786 484 (14,670)
- ------------------------------------------------------------------================================
Note: Reconciliation of net earnings to the above amounts -
Net earnings ............................................... 14,437 7,007 9,678
Add (deduct):
Depreciation and amortization ........................... 11,007 9,855 7,801
Provisions for title losses in excess of payments ....... 12,019 3,996 16,730
Provision for uncollectible amounts - net ............... 171 376 855
(Increase) decrease in accounts receivable - net ........ (2,419) 2,814 3,265
Increase (decrease) in accounts payable and accrued
liabilities - net .................................... 4,195 (1,834) (2,909)
Provision for deferred income taxes ..................... 596 1,344 (1,794)
Decrease in income taxes payable ........................ (1,184) (708) (7,042)
Minority interest expense ............................... 1,514 933 687
Equity in net earnings of investees ..................... (980) (700) (801)
Realized investment (gains) losses - net ................ (129) (956) 842
Stock bonuses ........................................... 328 303 61
Increase in other assets ................................ (1,151) (846) --
Other - net ............................................. (1,654) (1,016) 329
- --------------------------------------------------------------------------------------------------
Cash provided by operating activities ...................... 36,750 20,568 27,702
- ------------------------------------------------------------------================================
Supplemental information:
Income taxes paid .......................................... 9,004 3,283 13,794
Interest paid .............................................. 1,092 1,199 446
See notes to consolidated financial statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Three years ended December 31, 1996)
NOTE 1
A. NATURE OF OPERATIONS. Stewart Information Services Corporation's dominant
segment of operations is the land title business. The Company's revenues are
materially affected by the volume of real estate activity in the United States.
Mortgage interest rates are a major factor underlying real estate activity.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES. The accompanying financial
statements were prepared by management which is responsible for their integrity
and objectivity. The statements have been prepared in conformity with generally
accepted accounting principles, including management's best judgments and
estimates, with due consideration given to materiality. Actual results could
differ from estimates.
C. RECLASSIFICATION. Certain amounts in the 1995 and 1994 consolidated
financial statements have been reclassified for comparative purposes.
D. CONSOLIDATION. Consolidated financial statements include all subsidiaries in
which the Company owns more than 50% voting rights in electing directors.
Unconsolidated investees, owned 20% through 50%, and over which the Company
exercises significant influence, are accounted for by the equity method. All
significant intercompany accounts and transactions are eliminated, and
provision is made for minority interests.
E. STATUTORY ACCOUNTING. The accounts of Stewart Title Guaranty Company
(Guaranty) and its subsidiary, Stewart Title Insurance Company, both title
insurers, are maintained on a statutory basis, in accordance with practices
required or permitted by regulatory authorities. The statutory accounts are
restated in consolidation to conform to generally accepted accounting
principles.
In restating to generally accepted accounting principles, the amounts for
statutory premium reserve and reserve for reported title losses are eliminated
and, in substitution, amounts are established for estimated title losses (see
below). The net effect, after providing for deferred income taxes, is included
in consolidated retained earnings. In calculating the amount owed on federal
income tax returns, the statutory premium reserve and reserve for reported
title losses must be discounted to their present values.
F. TITLE PREMIUMS AND FEES. Revenues from services rendered in closing and
insuring titles are considered earned at the time of the closing of the related
real estate transactions.
G. TITLE LOSSES AND RELATED CLAIMS. Estimating future title loss payments is
difficult because of the complex nature of title claims, the long periods of
time over which claims are paid, significantly varying dollar amounts of
individual claims and other factors.
For losses under $750,000 each, the Company estimates the aggregate amount
that will be paid in future years on title policies issued in the current year.
The estimated amount is charged to earnings currently (when the related
revenues are recognized). In making the estimates, the Company uses moving
average ratios of recent actual policy loss payment experience, net of
recoveries, to premium revenues.
Policy losses in excess of $750,000 each are individually evaluated and
charged to earnings when they become known. A general reserve is maintained for
unknown major losses. Escrow and other losses incurred in office operations are
accounted for separately.
Amounts shown as the Company's estimated liability for future loss
payments are continually reviewed for reasonableness and adjusted as
appropriate. In accordance with industry practice, the amounts have not been
discounted to their present values.
H. INCOME TAXES. Deferred tax assets and liabilities are recognized for future
tax consequences attributable to differences between the tax bases and the book
carrying values for certain assets and liabilities. Valuation allowances are
provided as may be appropriate. Enacted tax rates are used in calculating
amounts.
I. EARNINGS PER SHARE. Earnings per share amounts are calculated using the
weighted average number of shares of Common Stock and Class B Common Stock
outstanding during each year. The dilutive effect of Common Stock equivalents
is insignificant.
J. CASH EQUIVALENTS. Cash equivalents are highly liquid investments that are
convertible to cash or mature on a daily basis as part of the Company's
management of day-to-day operating cash.
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K. INVESTMENTS. The Company has classified all of its investments in debt
securities as available for sale. Net unrealized gains or losses on securities,
less taxes, are included in stockholders' equity. Any permanent declines in
fair values of securities are charged to earnings.
L. PROPERTY AND EQUIPMENT. Depreciation is computed principally by the
straight-line method at the following rates: buildings - 30 to 40 years and
furniture and equipment - 3 to 10 years. Maintenance and repairs are expensed
as incurred while improvements are capitalized. Gains and losses are recognized
at disposal.
M. TITLE PLANTS. Title plants include compilations of a county's official land
records, prior examination files, copies of prior title policies, maps and
related materials which are geographically indexed to a specific property. The
costs of acquiring existing title plants and building new ones, prior to the
time such plants are placed in operation, are capitalized. Such costs are not
amortized because there is no indication of any loss of value. The costs of
maintaining and operating title plants are expensed as incurred. Gains and
losses on sales of copies of title plants or interests in title plants are
recognized in the year of sale.
N. GOODWILL. Goodwill is the excess of the purchase price over the fair value
of net assets of subsidiaries acquired and is amortized by charges to earnings
over 10 to 40 years.
O. LONG-LIVED ASSETS. The Company adopted FAS 121 effective December 31, 1995.
The cumulative effect of the change was negligible. The Company continuously
reviews the carrying value of its title plants, goodwill and other long-lived
assets for possible impairment. Where appropriate, the book amounts are reduced
to fair market values.
P. ESCROW FUNDS. Cash held in escrow for customers is excluded from the balance
sheets.
NOTE 2
GROSS REVENUES. In the accompanying financial statements, premiums earned on
policies issued by independent agents are shown net of amounts retained by
agents for their services. Under statutory accounting, premium revenues include
agent charges, with an offsetting expense for the same amount.
On a statutory basis, revenues and expenses would be increased by like
amounts and would be stated as shown below. There would be no effect on net
earnings.
- --------------------------------------------------------------------------------
1996 1995 1994
- --------------------------------------------------------------------------------
($000 Omitted)
Title premiums, fees and
other revenues (gross) .................. 640,233 518,792 598,179
Less amounts retained
by agents ............................... (311,937) (252,064) (308,914)
- --------------------------------------------------------------------------------
Title premiums, fees and
other revenues (net) .................... 328,296 266,728 289,265
- -----------------------------------------------================================
NOTE 3
INCOME TAXES. The following reconciles federal income taxes computed at the
statutory rate with income taxes as reported.
- --------------------------------------------------------------------------------
1996 1995 1994
- --------------------------------------------------------------------------------
($000 Omitted)
Expected income taxes at 35% ..................... 8,007 3,755 4,844
State income taxes ............................... 908 393 494
Tax effect of permanent differences:
Tax-exempt interest ........................... (1,407) (1,425) (1,560)
Nondeductible items ........................... 465 606 665
Equity income ................................. (343) (251) (280)
Minority interests ............................ 530 327 240
Other - net ................................... 281 317 (241)
- --------------------------------------------------------------------------------
Income taxes ..................................... 8,441 3,722 4,162
- -----------------------------------------------------==========================
Effective income tax rate (%) .................... 36.9 34.7 30.1
- -----------------------------------------------------==========================
26
11
Deferred tax assets and liabilities at December 31, 1996 and 1995 were as
follows:
- --------------------------------------------------------------------------------
1996 1995
- --------------------------------------------------------------------------------
($000 Omitted)
Deferred tax assets:
Book over tax title loss provisions ................. 15,945 16,464
Net operating losses ................................ 394 619
Allowance for bad debts ............................. 1,318 1,086
Other ............................................... 926 938
- --------------------------------------------------------------------------------
18,583 19,107
Less valuation allowance ............................ (1,030) (1,221)
- --------------------------------------------------------------------------------
17,553 17,886
Deferred tax liabilities:
Unrealized gains on investments ..................... (1,034) (2,137)
Tax over book depreciation .......................... (441) (356)
Investments in partnerships ......................... (204) (90)
Other ............................................... (1,259) (1,195)
- --------------------------------------------------------------------------------
(2,938) (3,778)
- --------------------------------------------------------------------------------
Net deferred tax assets ................................ 14,615 14,108
- -------------------------------------------------------------===================
The Company's valuation allowance relates to portions of certain
subsidiary operating loss carryforwards and other deferred tax assets.
Management believes future earnings levels will be sufficient to permit the
Company to realize net deferred tax assets.
There were deferred tax expenses of $596,000 and $1,344,000 and a deferred
tax benefit of $1,794,000 for the years ended December 31, 1996, 1995 and 1994,
respectively.
NOTE 4
RESTRICTIONS ON CASH AND INVESTMENTS. The "statutory reserve funds" included in
the accompanying financial statements have been set aside to comply with legal
requirements for statutory premium reserves and state deposits. These funds
were not available for any other purpose.
A substantial majority of investments and cash at each year end was held
by title insurer subsidiaries. Generally, the types of investments a title
insurer can make are subject to legal restrictions. Furthermore, the transfer
of funds by a title insurer to its parent or subsidiary operations, as well as
other related party transactions, are restricted by law and generally require
the approval of state insurance authorities.
NOTE 5
DIVIDEND RESTRICTIONS. Substantially all of consolidated retained earnings at
each year end was represented by the retained earnings of Guaranty, which owns
directly or indirectly substantially all of the subsidiaries included in the
consolidation.
Guaranty cannot pay a dividend in excess of certain limits without the
approval of the Texas Insurance Commissioner. The maximum dividend which could
have been paid without such approval in 1996 was $25,164,000. Guaranty paid or
declared cash dividends of $8,583,000 in 1996. Guaranty also paid significantly
less than maximum legal limits for dividends in 1995 and 1994.
Dividends from Guaranty were also voluntarily restricted primarily to
maintain statutory surplus and liquidity at competitive levels. The ability of
a title insurer to pay claims can significantly affect the decision of lenders
and other custom-ers when buying a policy from a particular insurer.
27
12
NOTE 6
INVESTMENTS. The amortized costs and market values of investments in debt
securities at December 31 follow:
- --------------------------------------------------------------------------------
1996 1995
- --------------------------------------------------------------------------------
AMORTIZED MARKET Amortized Market
COSTS VALUES costs values
- --------------------------------------------------------------------------------
($000 Omitted)
Municipal .......................... 105,079 106,934 93,042 95,049
Mortgage-backed .................... 30,274 30,569 26,630 27,499
US Government ...................... 27,951 27,958 28,393 29,636
Corporate and utilities ............ 34,255 35,052 31,584 33,572
- --------------------------------------------------------------------------------
197,559 200,513 179,649 185,756
- ----------------------------------------========================================
The gross unrealized gains and losses at December 31 were:
- --------------------------------------------------------------------------------
1996 1995
- --------------------------------------------------------------------------------
GAINS LOSSES Gains Losses
- --------------------------------------------------------------------------------
($000 Omitted)
Municipal ...................................... 1,942 87 2,117 110
Mortgage-backed ................................ 1,213 918 1,684 815
US Government .................................. 287 280 1,286 43
Corporate and utilities ........................ 1,066 269 2,033 45
- --------------------------------------------------------------------------------
4,508 1,554 7,120 1,013
- ---------------------------------------------------=============================
Debt securities at December 31, 1996 mature, according to their
contractual terms, as follows (actual maturities may differ because of call or
prepayment rights):
- --------------------------------------------------------------------------------
Amortized Market
costs values
- --------------------------------------------------------------------------------
($000 Omitted)
In one year or less .................................... 1,702 1,713
After one year through five years ...................... 37,863 38,126
After five years through ten years ..................... 94,686 96,547
After ten years ........................................ 33,034 33,558
Mortgage-backed securities ............................. 30,274 30,569
- --------------------------------------------------------------------------------
197,559 200,513
- -------------------------------------------------------------===================
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.
The mortgage-backed securities are insured by GNMA and FNMA.
NOTE 7
INVESTMENT INCOME. Income from investments and net realized gains (losses) from
sales of investments for the three years follow:
- --------------------------------------------------------------------------------
1996 1995 1994
- --------------------------------------------------------------------------------
($000 Omitted)
Income:
Short-term investments and
cash equivalents ..................... 2,619 2,025 1,745
Debt securities
Municipal ............................ 4,907 4,805 4,639
Mortgage-backed ...................... 2,219 2,204 2,526
US Government ........................ 1,874 2,042 1,156
Corporate and utilities .............. 2,376 1,936 1,740
Other ................................... 456 552 576
- --------------------------------------------------------------------------------
14,451 13,564 12,382
- -------------------------------------------------===============================
Net realized gains (losses):
Debt securities
Gains ................................ 632 1,258 914
Losses ............................... (503) (186) (2,007)
Other investments ....................... -- (116) 251
- --------------------------------------------------------------------------------
129 956 (842)
- -------------------------------------------------===============================
The sales of debt securities resulted in proceeds of $33,191,000 in 1996,
$41,911,000 in 1995 and $70,442,000 in 1994. In 1994, certain securities were
sold to use tax loss carrybacks that would have otherwise expired.
Expenses assignable to investment income were insignificant. There were no
significant investments at December 31, 1996 that did not produce income during
the year.
NOTE 8
NOTES PAYABLE. Notes payable at December 31 follow:
- --------------------------------------------------------------------------------
1996 1995
- --------------------------------------------------------------------------------
($000 Omitted)
Banks:
Secured by mortgages on real estate,
primarily at prime (8.25%
at December 31, 1996),
payable lump sum and serially ........................ 416 994
Unsecured, 6.0% to 9.5%, varying
payments ............................................. 10,383 10,453
Other ................................................... 639 616
Other than banks ........................................... 886 526
- --------------------------------------------------------------------------------
12,324 12,589
- ----------------------------------------------------------------===============
The above notes mature $4,389,000 in 1997, $1,953,000 in 1998, $3,611,000
in 1999, $858,000 in 2000, $1,019,000 in 2001 and $494,000 subsequent to 2001.
28
13
NOTE 9
ESTIMATED TITLE LOSSES. Provisions accrued, payments made and liability
balances for the three years follow:
- --------------------------------------------------------------------------------
1996 1995 1994
- --------------------------------------------------------------------------------
($000 Omitted)
Balances at January 1 ................... 138,312 134,316 117,586
Provisions ........................... 33,830 29,591 40,212
Payments ............................. (21,231) (25,530) (22,172)
Decrease in salvage .................. (580) (65) (1,310)
- --------------------------------------------------------------------------------
Balances at December 31 ................. 150,331 138,312 134,316
- ----------------------------------------------==================================
Provisions include amounts related to the current year of approximately
$32,863,000, $29,591,000 and $38,886,000 for 1996, 1995 and 1994, respectively.
Payments related to the current year, including escrow and other loss payments,
were approximately $6,201,000, $5,613,000 and $8,216,000 for 1996, 1995 and
1994, respectively.
The above current year provision totals include provisions made for claims
which are based on historical ratios of losses-to-premium revenues. See Note
1(G) for the principles followed in accounting for title losses and related
claims.
NOTE 10
FAIR VALUES. The Company's financial instruments include cash and cash
equivalents, short-term investments, investments in debt securities (carried at
market value), notes receivable, accounts receivable, notes payable, accounts
payable and commitments.
The fair values of financial instruments are determined by reference to
various market data and other valuation techniques, as appropriate. The fair
values of financial instruments approximated their carrying values at December
31, 1996 and 1995.
NOTE 11
COMMON STOCK AND CLASS B COMMON STOCK. Holders of Common and Class B Common
Stock have the same rights, except no cash dividends may be paid on Class B
Common Stock. The two classes of stock vote separately when electing directors
and on any amendment to the Company's certificate of incorporation that affects
the two classes unequally.
A provision of the by-laws requires an affirmative vote of at least
two-thirds of the directors to elect officers or to approve any proposal which
may come before the directors. This provision cannot be changed without a
majority vote of each class of stock.
Holders of Class B Common Stock may, with no cumulative voting rights,
elect four directors if 525,000 or more shares of Class B Common Stock are
outstanding; three directors if between 300,000 and 525,000 shares are
outstanding; and none if less than 300,000 shares of Class B Common Stock are
outstanding. Holders of Common Stock, with cumulative voting rights, elect the
balance of the nine directors.
Class B Common Stock may, at any time, be converted by its shareholders
into Common Stock on a share-for-share basis, but all of the holders of Class B
Common Stock have agreed among themselves not to convert their stock prior to
January 2005. Such conversion is mandatory on any transfer to a person not a
lineal descendant (or spouse, trustee, etc. of such descendant) of William H.
Stewart.
At December 31, 1996 and 1995, there were 72,910 shares (cost $233,000)
and 84,482 shares (cost $294,000), respectively, of Common Stock held by a
subsidiary of the Company. These shares are considered retired but may be
issued from time to time in lieu of new shares.
On April 28, 1994, the Company effected a one-for-two stock split recorded
in the form of a 50% stock dividend. All share and per share data presented in
these financial statements have been restated for the effects of the stock
split.
NOTE 12
CHANGES IN COMMON STOCK. Changes in stock and additional paid-in capital for
the years ended December 31, 1996, 1995 and 1994 were as follows:
- ---------------------------------------------------------------------------------
Class B Additional
Common Common paid-in
Stock Stock capital
- ---------------------------------------------------------------------------------
($000 Omitted)
Balances at December 31, 1993 .................... 3,753 350 41,894
Stock dividend ................................ 1,893 175 --
Acquisition ................................... 3 -- 41
Exercise of stock options ..................... 22 -- 401
Stock bonuses ................................. 16 -- 414
- ---------------------------------------------------------------------------------
Balances at December 31, 1994 .................... 5,687 525 42,750
Acquisitions .................................. 159 -- 2,911
Stock bonuses ................................. 19 -- 284
- ---------------------------------------------------------------------------------
Balances at December 31, 1995 .................... 5,865 525 45,945
Acquisitions .................................. 335 -- 4,362
Exercise of stock options ..................... 1 -- 10
Stock bonuses and other ....................... 15 -- 313
Foreign currency translation .................. -- -- 203
- ---------------------------------------------------------------------------------
BALANCES AT DECEMBER 31, 1996 .................... 6,216 525 50,833
- -------------------------------------------------------==========================
29
14
NOTE 13
STOCK OPTIONS. A summary of the status of the Company's two fixed stock option
plans as of December 31, 1996, 1995 and 1994, and changes during the years
ended on those dates follows:
- --------------------------------------------------------------------------------
Exercise
Shares prices (1)
- --------------------------------------------------------------------------------
($)
December 31, 1993 ..................................... 141,450 9.62
Granted ............................................ 18,900 20.00
Exercised .......................................... (32,250) 9.17
- --------------------------------------------------------------------------------
December 31, 1994 ..................................... 128,100 11.26
Granted ............................................ 30,300 18.10
- --------------------------------------------------------------------------------
December 31, 1995 ..................................... 158,400 12.57
Granted ............................................ 37,900 21.09
Exercised .......................................... (1,200) 9.17
- --------------------------------------------------------------------------------
DECEMBER 31, 1996 ..................................... 195,100 14.25
- --------------------------------------------------------------------------------
(1) Weighted-average
At December 31, 1996, 1995 and 1994 there were 179,049, 152,600 and
128,100 options, respectively, exercisable. The weighted-average fair value of
options granted during the years 1996 and 1995 was $6.73 and $7.62,
respectively.
The following summarizes information about fixed stock options outstanding
at December 31, 1996:
- --------------------------------------------------------------------------------
Range of exercise prices ($)
9.17 to 19.50 to 9.17 to
15.38 21.50 21.50
- --------------------------------------------------------------------------------
Options outstanding:
Shares ..................................... 118,300 76,800 195,100
Remaining contractual life (1) ............. 4.3 6.5 5.2
Exercise price (1) ......................... 10.25 20.41 14.25
Options exercisable:
Shares ..................................... 118,300 60,749 179,049
Exercise price (1) ......................... 10.25 20.28 13.65
- --------------------------------------------------------------------------------
(1) Weighted-average
The Company applies APB 25 and related Interpretations in accounting for
its plans. Accordingly, no compensation cost has been recognized for its fixed
stock option plans. Under FAS 123, compensation cost is recognized for the fair
value of the employees' purchase rights, which was estimated using the
Black-Scholes model. The Company assumed a dividend yield of 1.2%, an expected
life of one year for each option year, expected volatility of 18.1% and
risk-free interest rates between 6.2% and 6.7% for the years 1996 and 1995.
Had compensation cost for the Company's plans been determined consistent
with FAS 123, the Company's net earnings and earnings per share would have been
reduced to the pro forma amounts indicated below:
- --------------------------------------------------------------------------------
1996 1995
- --------------------------------------------------------------------------------
($000 Omitted)
Net earnings:
As reported ............................................. 14,437 7,007
Pro forma ............................................... 14,271 6,857
Earnings per share:
As reported ............................................. 2.15 1.11
Pro forma ............................................... 2.13 1.09
- --------------------------------------------------------------------------------
A stock option plan for region managers authorizing the issuance of up to
100,000 shares was adopted effective January 1, 1997.
NOTE 14
LEASES. The Company's expense for leased office space was $18,586,000 in 1996,
$17,284,000 in 1995 and $16,296,000 in 1994. These are operating, noncancelable
leases expiring over the next ten years. The future minimum lease payments are
as follows (stated in thousands of dollars):
1997....................................... 16,354
1998....................................... 12,868
1999....................................... 8,764
2000....................................... 6,125
2001....................................... 4,976
2002 and after............................. 9,108
----------------------------------------------------
58,195
----------------------------------------------======
NOTE 15
CONTINGENT LIABILITIES AND COMMITMENTS. The Company makes separate provisions
for individual title losses over $750,000 and reviews claims in excess of this
amount asserted against Guaranty when evaluating the adequacy of recorded
reserves. See Note 1(G).
Claims had been made at December 31, 1996 against Guaranty for amounts in
excess of $750,000 for which no provision was made. Management believes, with
the advice of counsel, the loss on these claims (1) will be resolved for less
than $750,000 each or (2) cannot be reasonably estimated. Management believes
any loss on these claims which cannot be estimated at December 31, 1996 will
not
30
15
be material in relation to the consolidated financial condition of the Company.
The Company is contingently liable for disbursements of escrow funds held
by agents in certain cases where specific insured closing guarantees have been
issued.
In December 1994 the California Board of Equalization (CBOE) ruled in
favor of the Company concerning an assessment of additional premium taxes for
the year 1987. However, an additional assessment for retaliatory taxes for 1987
was left pending. In April 1996 the CBOE ruled in favor of the Company on the
retaliatory tax assessment.
Four other states have also assessed or threatened assessments of
additional premium or retaliatory taxes. The amounts aggregated $1.5 million,
excluding interest and penalties, and primarily covered the years 1984 through
1993.
The Company cannot predict whether there will be additional tax
assessments by these states or other states. State taxing authorities are under
increasing pressure to collect additional tax revenues.
The Company intends to vigorously oppose any assessments and believes its
tax payments are correct. However, there can be no assurance the Company will
prevail in these controversies. If it does not, the tax assessments may result
in a material reduction in the Company's net earnings in future years.
Various takeout commitments approximated $726,000 at December 31, 1996.
Management believes adequate provisions have been made for any losses resulting
from these commitments.
NOTE 16
REINSURANCE. As is the industry practice, the Company cedes risk to other
underwriters in excess of certain underwriting limits. However, the Company
remains contingently liable if the reinsurer should fail to satisfy its
obligations. The Company also assumes risk from other underwriters. A payment
on an assumed risk or a recovery on a ceded risk is rare in the experience of
the Company and the industry. The Company has not paid or recovered any
reinsured losses during the three years ended December 31, 1996. The total
amount of premiums for assumed and ceded risks was less than one percent of
title premiums, fees and other revenues in each of the last three years.
NOTE 17
EQUITY IN INVESTEES. Certain summarized aggregate financial information for
investees follows:
- --------------------------------------------------------------------------------
1996 1995 1994
- --------------------------------------------------------------------------------
($000 Omitted)
For the year:
Revenues ......................................... 53,531 50,804 69,125
Net earnings ..................................... 3,120 2,245 1,471
As of December 31:
Total assets ..................................... 23,717 25,321
Stockholders' equity ............................. 15,313 16,567
- --------------------------------------------------------------------------------
NOTE 18
QUARTERLY FINANCIAL INFORMATION (UNAUDITED).
- --------------------------------------------------------------------------------
Mar 31 June 30 Sept 30 Dec 31
- --------------------------------------------------------------------------------
($000 Omitted, except per share)
Revenues:
1996 ................................ 78,004 89,719 88,046 88,312
1995 ................................ 58,048 67,327 77,165 79,965
Net earnings (loss):
1996 ................................ 2,175 5,702 4,457 2,103
1995 ................................ (1,427) 1,675 3,501 3,258
Earnings (loss) per share:
1996 ................................ .33 .85 .66 .31
1995 ................................ (.23) .27 .55 .51
- --------------------------------------------------------------------------------
31
16
STEWART TITLE GUARANTY COMPANY
STEWART TITLE INSURANCE COMPANY
Subsidiaries of Stewart Information Services Corporation
UNCONSOLIDATED STATUTORY BALANCE SHEETS
From statutory Annual Statements as filed (unaudited)
- ----------------------------------------------------------------------------------------------
Stewart Title Stewart Title
December 31, 1996 Guaranty Company Insurance Company
- ----------------------------------------------------------------------------------------------
($000 Omitted)
Admitted assets
Bonds ................................................... 180,631 16,292
Stocks (investments in subsidiaries) .................... 74,026 1,744
Cash and bank deposits .................................. 10,755 665
Short-term investments .................................. 4,372 1,223
Title plants ............................................ 4,947 295
Title insurance premiums, fees and other receivables .... 8,572 154
Other ................................................... 7,981 554
- ----------------------------------------------------------------------------------------
291,284 20,927
- ----------------------------------------------------------------========================
Liabilities, surplus and other funds
Reserve for title losses ................................ 28,457 1,261
Statutory premium reserve ............................... 115,389 4,406
Other ................................................... 13,612 1,377
157,458 7,044
Surplus as regards policyholders (Note) .................... 133,826 13,883
- ----------------------------------------------------------------------------------------
291,284 20,927
- ----------------------------------------------------------------========================
Consolidated stockholder's equity (unaudited), based on
generally accepted accounting principles (GAAP), for
Stewart Title Guaranty Company at December 31, 1996
was ($000 omitted) ......................................... 161,621
=======
Note: The amount shown above for stockholder's equity exceeds policyholder
surplus primarily because under GAAP the statutory premium reserve and reserve
for reported title losses are eliminated and estimated title loss reserves are
substituted, net of applicable income taxes.
STEWART TITLE GUARANTY COMPANY
STATUTORY POLICYHOLDER SURPLUS GROWTH
(In $ millions)
22 consecutive
years of statutory [GRAPH]
policyholder
surplus growth --
unmatched in
the title industry.
1975 6
1976 7
1977 8
1978 10
1979 12
1980 12
1981 12
1982 14
1983 17
1984 21
1985 24
1986 44
1987 45
1988 61
1989 62
1990 63
1991 65
1992 87
1993 114
1994 120
1995 126
1996 134
32