First American Financial Corporation (NYSE: FAF), a premier provider of title, settlement and risk solutions for real estate transactions, today announced the pricing of a public offering of $450 million of its 5.450 percent senior notes due 2034. The offering is expected to close on September 30, 2024, subject to customary conditions.

The notes will be general senior unsecured obligations of the company and will rank equally in right of payment with the company’s existing and future senior unsecured indebtedness. Interest will be paid semi-annually on March 30 and September 30, beginning March 30, 2025. The company intends to use the net proceeds from the sale of the notes for repayment at maturity of the company’s 4.60% senior notes due 2024 and for general corporate purposes, which may include, among other possible uses, acquisitions, funding for working capital, repurchase of the company’s capital stock and other capital expenditures. The company may also use the net proceeds for temporary investments until it needs them for general corporate purposes.

J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and PNC Capital Markets LLC are acting as the joint book-running managers for the offering. Copies of the prospectus supplement and accompanying base prospectus for the offering may be obtained by contacting J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, Attention: Investment Grade Syndicate Desk, Telephone: (212) 834-4533 (collect); by contacting Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing prospectus-ny@ny.email.gs.com; or by contacting PNC Capital Markets LLC at 225 Fifth Avenue, Three PNC Plaza 10th Floor, Pittsburgh, PA 15222 or by calling (855) 881-0697. An electronic copy of the prospectus supplement and accompanying base prospectus for the offering may also be obtained at www.sec.gov.

The notes were offered and will be sold pursuant to an effective shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission, and only by means of a prospectus supplement and accompanying base prospectus. This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About First American

First American Financial Corporation (NYSE: FAF) is a premier provider of title, settlement and risk solutions for real estate transactions. First American also provides data products to the title industry and other third parties; valuation products and services; mortgage subservicing; home warranty products; banking, trust and wealth management services; and other related products and services.

Forward-Looking Statements

Certain statements made in this press release, including the closing date of the offering and the use of net proceeds from such offering, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Risks and uncertainties exist that may cause results to differ materially from those set forth in these forward-looking statements. Factors that could cause the anticipated results to differ from those described in the forward-looking statements include, without limitation: interest rate fluctuations; changes in conditions of the real estate markets; volatility in the capital markets; unfavorable economic conditions; and other factors described in the company’s annual report on Form 10-K for the year ended December 31, 2023, quarterly report on Form 10-Q for the quarter ended March 31, 2024 and quarterly report on Form 10-Q for the quarter ended June 30, 2024, each as filed with the Securities and Exchange Commission. The forward-looking statements speak only as of the date they are made. The company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.

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