US Facilities Corp.: The target of a...

US Facilities Corp.: The target of a hostile takeover attempt said Wednesday that it has hired Wall Street investment banker Morgan Stanley & Co. Inc. to advise it on financial matters relating to the proposed merger or forced sale of the company.

Fidelity National Financial Inc. in Irvine on Tuesday began to solicit annual meeting votes from US Facilities shareholders for a resolution forcing directors to put the Costa Mesa medical business, property and casualty insurer up for sale. The meeting is set for May 25.

George Kadonada, chairman of US Facilities, also sent shareholders a letter on Tuesday, asking them to sign over their votes to management instead, or at least to wait until directors make a recommendation after an as-yet unscheduled meeting in the next few weeks.

Fidelity, the nation's fifth-largest title insurer, had offered $79 million, or $15 a share, last week to buy US Facilities. The offer technically expired last Friday, but the company would make the same offer if shareholders agree to put the company on the block, according to William P. Foley II, Fidelity's chairman.

The price of US Facilities stock fell 25 cents a share to close Wednesday at $13.625 a share on the Nasdaq market system. Fidelity stock closed at $17.25 a share, down 12.5 cents a share on the New York Stock Exchange.

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