Transactions with FAFC

9 Months Ended

Sep. 30, 2012

Related Party Transactions [Abstract]

Transactions with FAFC

Transactions with FAFC

In connection with the Separation, we entered into various transition services agreements with FAFC effective June 1, 2010. The agreements include transitional services in the areas of information technology, tax, accounting and finance, employee benefits and internal audit. Except for the information technology services agreements, the transition services agreements are short-term in nature. For the three months ended September 30, 2012 and 2011, the net amount of $1.6 million and $1.7 million, respectively, (reflecting services provided by us to FAFC and from FAFC to us) was recognized as a reduction of other operating expenses in connection with the transition services agreements. For the nine months ended September 30, 2012 and 2011, the net amount of $4.9 million and $4.8 million, respectively, was recognized as a reduction of other operating expenses in connection with the transition services agreements.

In the Separation and Distribution Agreement, we and FAFC agreed to share equally in the cost of resolution of a small number of corporate-level lawsuits, including certain consolidated securities litigation matters from which we have since been dropped. See further discussion at Note 12 – Litigation and Regulatory Contingencies.

Additionally, as part of the Separation, we entered into a Tax Sharing Agreement whereby FAFC is contingently liable for certain tax liabilities. We recorded a receivable, in other assets in the accompanying Condensed Consolidated Balance Sheets, for these contingent tax obligations from FAFC of $41.0 million and $34.4 million as of September 30, 2012 and December 31, 2011, respectively. The liability for income taxes associated with uncertain tax positions was $44.1 million and $10.4 million as of September 30, 2012 and December 31, 2011, respectively. Further, during our first quarter of 2012, pursuant to our Tax Sharing Agreement, we recorded a net equity adjustment of approximately $5.7 million related to Separation activity associated with FAFC. See further discussion at Note 8 – Income Taxes.

In connection with the Separation transactions, we issued approximately $250.0 million in value, or 12,933,265 shares of our common stock, to FAFC. Based on the closing price of our stock on June 1, 2010, the value of the equity issued to FAFC was $242.6 million. As a result, we made a cash payment to FAFC of $7.4 million to arrive at the full value of $250.0 million. FAFC agreed to dispose of the shares five years after the Separation or to bear any adverse tax consequences arising out of holding the shares for longer than that period. Since the Separation, we repurchased 10,433,265 shares of our common stock that was owned by FAFC or one of its subsidiaries for an aggregate purchase price of $227.7 million.

FAFC owns two office buildings that are leased to us under the terms of certain lease agreements. Rental expense associated with these properties totaled $1.1 million and $3.3 million for the three and nine months ended September 30, 2012 and 2011.

During the three and nine months ended September 30, 2012 and 2011, we entered into commercial transactions with affiliates of FAFC. The revenue associated with these transactions, which primarily related to sales of data and other settlement services totaled $6.8 million and $3.5 million for the three months ended September 30, 2012 and 2011, respectively, and $14.3 million and $11.6 million for the nine months ended September 30, 2012 and 2011, respectively. The expenses related to these transactions, which primarily related to purchase of data and other settlement services, totaled $0.3 million and $0.2 million for the three months ended September 30, 2012 and 2011, respectively, and totaled $0.9 million and $3.9 million for the nine months ended September 30, 2012 and 2011, respectively.