sc13g

0000892569-06-000123.txt : 20060214 0000892569-06-000123.hdr.sgml : 20060214 20060214164646 ACCESSION NUMBER: 0000892569-06-000123 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 GROUP MEMBERS: CHICAGO TITLE INSURANCE COMPANY GROUP MEMBERS: FIDELITY NATIONAL TITLE COMPANY GROUP MEMBERS: FIDELITY NATIONAL TITLE INSURANCE COMPANY GROUP MEMBERS: TICOR TITLE INSURANCE COMPANY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RENT WAY INC CENTRAL INDEX KEY: 0000893046 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 251407782 STATE OF INCORPORATION: PA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-45123 FILM NUMBER: 06616267 BUSINESS ADDRESS: STREET 1: ONE RENTWAY PLACE CITY: ERIE STATE: PA ZIP: 16505 BUSINESS PHONE: 8144555378 MAIL ADDRESS: STREET 1: ONE RENTWAY PLACE CITY: ERIE STATE: PA ZIP: 16505 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY NATIONAL FINANCIAL INC /DE/ CENTRAL INDEX KEY: 0000809398 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 860498599 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 601 RIVERSIDE AVENUE STREET 2: , CITY: JACKSONVILLE STATE: FL ZIP: 32204 BUSINESS PHONE: 904-854-8100 MAIL ADDRESS: STREET 1: 601 RIVERSIDE AVENUE STREET 2: , CITY: JACKSONVILLE STATE: FL ZIP: 32204 SC 13G 1 a17366sc13g.htm SCHEDULE 13G sc13g


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Rent-Way, Inc.

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

76009U104

(CUSIP Number)

November 19, 2003

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

þ Rule 13d-1(c)

o Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.


CUSIP No.		76009U104		Page		1		of		10 Pages


1	NAMES OF REPORTING PERSONS: Fidelity National Financial, Inc.

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	86-0498599

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	Delaware

		5	SOLE VOTING POWER:

NUMBER OF			839,400

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			3,080,685

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			839,400

WITH:		8	SHARED DISPOSITIVE POWER:

			3,080,685

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	3,920,085

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	14.9%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO


CUSIP No.		76009U104		Page		2		of		10 Pages


1	NAMES OF REPORTING PERSONS: Fidelity National Title Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	95-3283219

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	California

		5	SOLE VOTING POWER:

NUMBER OF			(0)

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			789,400

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			(0)

WITH:		8	SHARED DISPOSITIVE POWER:

			789,400

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	789,400

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	3.0%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO


CUSIP No.		76009U104		Page		3		of		10 Pages


1	NAMES OF REPORTING PERSONS: Fidelity National Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	86-0417131

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	California

		5	SOLE VOTING POWER:

NUMBER OF			(0)

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			936,766

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			(0)

WITH:		8	SHARED DISPOSITIVE POWER:

			936,766

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	936,766

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	3.6%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


CUSIP No.		76009U104		Page		4		of		10 Pages


1	NAMES OF REPORTING PERSONS: Ticor Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	95-2410872

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	California

		5	SOLE VOTING POWER:

NUMBER OF			(0)

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			609,566

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			(0)

WITH:		8	SHARED DISPOSITIVE POWER:

			609,566

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	609,566

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.3%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


CUSIP No.		76009U104		Page		5		of		10 Pages


1	NAMES OF REPORTING PERSONS: Chicago Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	36-2468956

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	Missouri

		5	SOLE VOTING POWER:

NUMBER OF			(0)

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			744,953

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			(0)

WITH:		8	SHARED DISPOSITIVE POWER:

			744,953

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	744,953

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.8%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


Item 1(a).		Name of Issuer:

Rent-Way, Inc., a Pennsylvania corporation (“Rent-Way”)


Item 1(b).		Address of Issuer’s Principal Executive Offices:

One Rentway Place
Erie, Pennsylvania 16505


Item 2(a).		Name of Person Filing:

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of each of the following persons (each, a “Reporting Person”):

	(i)		Fidelity National Financial, Inc. (“FNF”);

	(ii)		Fidelity National Title Company (“FNT”);

	(iii)		Fidelity National Title Insurance Company (“FNTIC”);

	(iv)		Ticor Title Insurance Company (“TTIC”); and

	(v)		Chicago Title Insurance Company (“CTIC”).

This Schedule 13G relates to shares held directly by FNF, as well as shares held directly by FNT, FNTIC, TTIC and CTIC.

FNF is the parent company of each of FNT, FNTIC, TTIC and CTIC, each of which is majority-owned by FNF.

An agreement among the Reporting Persons that this Schedule 13G be filed on behalf of each of them is attached hereto as Exhibit A.


Item 2(b).		Address of Principal Business Office or, if None, Residence:

The address of the principal business office of FNF is 601 Riverside Avenue, Jacksonville, Florida 32204.

The address of the principal business office of FNT is 601 Riverside Avenue, Jacksonville, Florida 32204.

The address of the principal business office of FNTIC is 17911 Von Karman, Suite 300, Irvine, CA 92614.

The address of the principal business office of TTIC is 4050 Calle Real, Santa Barbara, CA 93110.

The address of the principal business office of CTIC is 171 N. Clark Street, Chicago, IL 60601.

The address of each Reporting Person for correspondence with respect to this filing is c/o Fidelity National Financial, Inc., 601 Riverside Avenue, Jacksonville, FL 32204, Attn: Corporate Secretary.


Item 2(c).		Citizenship:

	(i)		FNF is a Delaware corporation;

	(ii)		FNT is a California corporation;

	(iii)		FNTIC is a California corporation;

	(iv)		TTIC is a California corporation; and

	(v)		CTIC is a Missouri corporation.


Item 2(d).		Title of Class of Securities:

Common Stock, no par value (the “Common Stock”)


Item 2(e).		CUSIP Number:

76009U104


Item 3.		If This Statement is Being Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a:


(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)	o	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable


Item 4.		Ownership:

(a) — (c) The responses of the Reporting Persons to Rows 5, 6, 7, 8, 9 and 11 in each of their respective cover pages to this Schedule 13G are incorporated herein by reference. As of the date hereof, FNF is the direct beneficial owner of 839,400 shares of the Common Stock, and the other Reporting Persons in the aggregate are the direct beneficial owners of an additional 3,080,685 shares, beneficial ownership of which they may be deemed to share with FNF.

FNF and its subsidiaries hold the common stocks of a number of companies for investment purposes.

FNF became the beneficial owner of more than 5% of the Common Stock on November 19, 2003. Additional purchases were made from time to time from that date through September 13, 2005. All purchases were made in the open market. The ownership of the Reporting Persons as of the date hereof is reflected above.


Item 5.		Ownership of Five Percent or Less of a Class:

Not applicable


Item 6.		Ownership of More than Five Percent on Behalf of Another Person:

Not applicable


Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:

The responses of the Reporting Persons other than FNF to Rows 1, 4 and 12 in each of their respective cover pages hereto are incorporated herein by reference.


Item 8.		Identification and Classification of Members of the Group:

Not applicable


Item 9.		Notice of Dissolution of Group:

Not applicable


Item 10.		Certification:

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


		FIDELITY NATIONAL FINANCIAL, INC.

Date: February 14, 2006	By:	/s/ Todd C. Johnson

		Todd C. Johnson
		Senior Vice President and Secretary


		FIDELITY NATIONAL TITLE COMPANY

Date: February 14, 2006	By:	/s/ Todd C. Johnson

		Todd C. Johnson
		Senior Vice President and Secretary


		FIDELITY NATIONAL TITLE INSURANCE COMPANY

Date: February 14, 2006	By:	/s/ Todd C. Johnson

		Todd C. Johnson
		Senior Vice President and Secretary


		TICOR TITLE INSURANCE COMPANY

Date: February 14, 2006	By:	/s/ Todd C. Johnson

		Todd C. Johnson
		Senior Vice President and Secretary


		CHICAGO TITLE INSURANCE COMPANY

Date: February 14, 2006	By:	/s/ Todd C. Johnson

		Todd C. Johnson
		Senior Vice President and Secretary

EXHIBIT INDEX

99.

Joint Filing Agreement, dated February 14, 2006, by and among (i) Fidelity National Financial, Inc.; (ii) Fidelity National Title Company; (iii) Fidelity National Title Insurance Company; (iv) Ticor Title Insurance Company; and (v) Chicago Title Insurance Company.

EX-99 2 a17366exv99.htm EXHIBIT 99 exv99

Exhibit 99

Joint Filing Agreement

Joint Filing Agreement dated as of February 14, 2006 (this “Agreement”) among Fidelity National Financial, Inc. (“FNF”) and the other signatories hereto (collectively, the “Reporting Persons”).

Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13G, and agrees that this Schedule 13G with respect to Rent-Way, Inc. is filed on its behalf.

This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract. Delivery of an executed signature page to this Agreement by facsimile transmission shall be effective as delivery of a manually signed counterpart of this Agreement.

In witness whereof, this Agreement has been executed by the parties hereto as of the date first written above.


Fidelity National Financial, Inc.


By:		/s/ Todd C. Johnson

	Name:	Todd C. Johnson

	Title:	Senior Vice President and Secretary


Security Union Title Insurance Company


By:		/s/ Todd C. Johnson

	Name:	Todd C. Johnson

	Title:	Senior Vice President and Secretary


Alamo Title Insurance Company


By:		/s/ Todd C. Johnson

	Name:	Todd C. Johnson

	Title:	Senior Vice President and Secretary


Ticor Title Insurance Company


By:		/s/ Todd C. Johnson

	Name:	Todd C. Johnson

	Title:	Senior Vice President and Secretary


Chicago Title Insurance Company


By:		/s/ Todd C. Johnson

	Name:	Todd C. Johnson

	Title:	Senior Vice President and Secretary


Fidelity National Title Insurance Company


By:		/s/ Todd C. Johnson

	Name:	Todd C. Johnson

	Title:	Senior Vice President and Secretary