Fidelity National Financial, Inc. - FORM 8-K - EX-99.1 - EXHIBIT 99.1

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EX-99.2 - EXHIBIT 99.2 - Fidelity National Financial, Inc.	a20164qfnfvgrouppressrelea.htm
8-K - 8-K - Fidelity National Financial, Inc.	a20164q8k.htm

FNF Group Reports Fourth Quarter 2016 Diluted EPS of $0.83 and Adjusted Diluted EPS of $0.71, Pre-Tax Title Margin of 19.5% and Adjusted Pre-Tax Title Margin of 15.8%; $97 Million Pre-Tax Credit Recorded to Claims Loss Expense and Claims Provision Reduced to 5%

Jacksonville, Fla. - (February 1, 2017) - Fidelity National Financial, Inc. today reported the operating results of FNF Group (NYSE:FNF), a leading provider of title insurance, technology and transaction services to the real estate and mortgage industries, for the three and twelve-month periods ended December 31, 2016.


•	Total revenue of approximately $2.2 billion in the fourth quarter versus $1.9 billion in the fourth quarter of 2015


•	Fourth quarter net earnings of $231 million and adjusted net earnings of $198 million versus net earnings of $144 million and adjusted net earnings of $155 million for the fourth quarter of 2015


•	Fourth quarter diluted EPS of $0.83 and adjusted diluted EPS of $0.71 versus diluted EPS of $0.51 and adjusted diluted EPS of $0.55 in the fourth quarter of 2015


•	A $97 million pre-tax credit was recorded to claim loss expense in the fourth quarter, reducing a redundancy in the reserve for title claim losses balance and making the reserve consistent with the actuarial central estimate


•	Fourth quarter net cash flow provided by operations of $372 million and free cash flow provided of $330 million versus net cash flow provided by operations of $257 million and free cash flow provided of $205 million in the fourth quarter of 2015


•	Repurchased 550,000 shares of FNF common stock for approximately $18.5 million in the fourth quarter

Title


•	Approximately $1.8 billion in total revenue, a 12% increase over the approximately $1.6 billion in total revenue in the fourth quarter of 2015


•	Pre-tax earnings of $360 million and adjusted pre-tax earnings of $292 million versus pre-tax earnings of $216 million and adjusted pre-tax earnings of $225 million in the fourth quarter of 2015


•	Pre-tax title margin of 19.5% and adjusted pre-tax title margin of 15.8% versus pre-tax title margin of 13.2% and adjusted pre-tax title margin of 13.8% in the fourth quarter of 2015


•	Claims loss provision was reduced to 5% for the fourth quarter and future quarters, driven by significantly lower title loss payments related to policy years since 2009


•	ServiceLink generated $198 million in revenue, adjusted pre-tax earnings of $25 million and an adjusted pre-tax margin of 12.6% for the fourth quarter


•	Open orders per day of 7,645 for the fourth quarter versus 7,000 open orders per day for the fourth quarter of 2015


•	Closed orders per day of 6,758 for the fourth quarter versus 5,413 closed orders per day for the fourth quarter of 2015


•	Fourth quarter purchase orders opened and closed increased by 5% and 10%, respectively, versus the fourth quarter of 2015; for FNTG only (excluding ServiceLink), purchase orders opened and closed increased by 5% and 11%, respectively versus the fourth quarter of 2015

•

Total commercial revenue of $285 million, a 6% decrease from total commercial revenue in the fourth quarter of 2015, driven by a 4% decrease in closed orders and a 1% decrease in total commercial fee per file; fourth quarter total commercial open orders decreased 1% compared to the prior year; fourth quarter national commercial title revenue of $167 million, a 9% decrease from the fourth quarter of 2015, driven by a 4% decline in the national commercial fee per file and a 4% decrease in closed orders; fourth quarter national commercial open orders declined by 1%


•	Overall fourth quarter average fee per file of $2,091, an 8% decrease versus the fourth quarter of 2015


•	Title claims paid of $76 million, a decrease of $8 million, or 10%, from the fourth quarter of 2015

Title Orders



		Direct Orders Opened *			Direct Orders Closed *
Month	/ (% Purchase)			/ (% Purchase)
October 2016		181,000	51%		140,000	50%
November 2016		159,000	53%		138,000	49%
December 2016		134,000	56%		141,000	52%

Fourth Quarter 2016		474,000	53%		419,000	51%



		Direct Orders Opened *		Direct Orders Closed *
Month	/ (% Purchase)			/ (% Purchase)
October 2015		167,000	55%	120,000	58%
November 2015		140,000	56%	102,000	57%
December 2015		134,000	54%	119,000	59%

Fourth Quarter 2015		441,000	55%	341,000	58%

* Includes an immaterial number of non-purchase and non-refinance orders



	Open		Closed		Commercial
	Commercial		Commercial		Revenue		Commercial
	Orders		Orders		(In millions)		Fee Per File
Fourth Quarter 2016 - Total Commercial		45,900		34,700		$285		$8,200
Fourth Quarter 2015 - Total Commercial		46,300		36,300		$303		$8,300

Fourth Quarter 2016 - National Commercial		17,900		12,800		$167		$13,000
Fourth Quarter 2015 - National Commercial		18,100		13,400		$183		$13,600

BKFS


•	Revenue of $261 million, led by Servicing Technology revenue of approximately $177 million


•	Pre-tax earnings of $41 million, a $4 million, or 11%, increase from the fourth quarter of 2015


•	Adjusted EBITDA of $112 million, a $6 million, or 6%, increase over the fourth quarter of 2015 and an adjusted EBITDA margin of 44.4%, a 50 basis point decrease from the fourth quarter of 2015

“This was a great finish to another strong year for our title insurance business, as we generated fourth quarter adjusted pre-tax title earnings of $292 million and a 15.8% adjusted pre-tax title margin," said Chairman William P. Foley, II. "For the full-year 2016, we produced more than $1 billion in adjusted pre-tax title earnings and a 14.7% adjusted pre-tax title margin. We continue to benefit from a solid residential purchase market, as open and closed purchase orders grew by 5% and 10%, respectively, in the fourth quarter. The residential refinance market also finished the year strong, with 13% growth in open refinance orders and 47% growth in closed refinance orders. Total commercial revenue of $285 million was our second highest quarterly figure ever and a 6% decline from the record fourth quarter of 2015. Overall, we are proud of our performance in 2016 and we enter 2017 optimistic that an improving economy will continue to benefit the real estate market and provide the opportunity for another successful year for our title insurance business.

"Given the recent favorable trends in claims payments, lower loss ratios in policy years since 2009 and the significantly reduced adverse development in pre-2009 policy years, we recorded a $97 million pre-tax credit to claim loss expense in the fourth quarter, reducing a redundancy in the reserve for title claim losses balance and making the reserve consistent with the actuarial central estimate. We also reduced the claims loss provision to 5% for the fourth quarter and future quarters, driven by significantly lower title loss payments related to policy years since 2009.

“Black Knight continues to perform to our expectations, generating revenue of $261 million and adjusted EBITDA of $112 million, for a 44.4% adjusted EBITDA margin. FNF's Black Knight ownership stake is currently worth more than $3 billion, or nearly $11 per FNF share."

Conference Call

We will host a call with investors and analysts to discuss fourth quarter 2016 FNF Group results on Thursday, February 2, 2017, beginning at 11:30 a.m. Eastern Time. A live webcast of the conference call will be available on the Events and Multimedia page of the FNF Investor Relations website at www.fnf.com. The conference call replay will be available via webcast through the FNF Investor Relations website at www.fnf.com. The telephone replay will be available from 1:30 p.m. Eastern time on February 2, 2017, through February 9, 2017, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 414865.

About Fidelity National Financial, Inc.

Fidelity National Financial, Inc. is organized into two groups, FNF Group (NYSE: FNF) and FNFV Group (NYSE: FNFV). FNF is a leading provider of title insurance, technology and transaction services to the real estate and mortgage industries. FNF is the nation’s largest title insurance company through its title insurance underwriters - Fidelity National Title, Chicago Title, Commonwealth Land Title, Alamo Title and National Title of New York - that collectively issue more title insurance policies than any other title company in the United States. FNF also provides industry-leading mortgage technology solutions and transaction services, including MSP®, the leading residential mortgage servicing technology platform in the U.S., through its majority-owned subsidiaries, Black Knight Financial Services, Inc. and ServiceLink Holdings, LLC. FNFV holds majority and minority equity investment stakes in a number of entities, including American Blue Ribbon Holdings, LLC, Ceridian HCM, Inc., Digital Insurance, Inc. and Del Frisco's Restaurant Group, Inc. More information about FNF and FNFV can be found at www.fnf.com.

Use of Non-GAAP Financial Information

Generally Accepted Accounting Principles (GAAP) is the term used to refer to the standard framework of guidelines for financial accounting. GAAP includes the standards, conventions, and rules accountants follow in recording and summarizing transactions and in the preparation of financial statements. In addition to reporting financial results in accordance with GAAP, the Company has provided non-GAAP financial measures, which it believes are useful to help investors better understand its financial performance, competitive position and prospects for the future. These non-GAAP measures include earnings before interest, taxes and depreciation and amortization (EBITDA), adjusted earnings before interest, taxes and depreciation and amortization (Adjusted EBITDA), adjusted earnings before interest, taxes and depreciation as a percent of adjusted revenue (Adjusted EBITDA margin), adjusted net earnings, adjusted EPS and free cash flow.

Any non-GAAP measures should be considered in context with the GAAP financial presentation and should not be considered in isolation or as a substitute for GAAP net earnings. Further, FNF's non-GAAP measures may be calculated differently from similarly titled measures of other companies. Reconciliations of these non-GAAP measures to related GAAP measures are provided below.

Forward-Looking Statements and Risk Factors

This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements regarding our expectations, hopes, intentions or strategies regarding the future are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to: our ability to successfully achieve the conditions to and consummate the plans to distribute shares of Black Knight Financial Services and redeem and exchange the FNFV tracking stock with the result being an independent, publicly-traded FNFV common stock; changes in general economic, business and political conditions, including changes in the financial markets; weakness or adverse changes in the level of real estate activity, which may be caused by, among other things, high or increasing interest rates, a limited supply of mortgage funding or a weak U. S. economy; our potential inability to find suitable acquisition candidates, acquisitions in lines of business that will not necessarily be limited to our traditional areas of focus, or difficulties in integrating acquisitions; our dependence on distributions from our title insurance underwriters as a main source of cash flow; significant competition that our operating subsidiaries face; compliance with extensive government regulation of our operating subsidiaries.

This press release should be read in conjunction with the press release filed for the results of FNFV on this same date as well as the risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of the Company’s Form 10-Q, 10-K and other filings with the Securities and Exchange Commission.

FNF-E

SOURCE: Fidelity National Financial, Inc.

CONTACT: Daniel Kennedy Murphy, Senior Vice President and Treasurer, 904-854-8120, dkmurphy@fnf.com

FNF GROUP

FOURTH QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands) (Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Three Months Ended
December 31, 2016
Direct title premiums	$	579		$	579		$	—		$	—
Agency title premiums	692			692			—			—
Escrow, title related and other fees (1)	866			541			261			64
Total title and escrow	2,137			1,812			261			64

Interest and investment income	33			33			—			—
Realized gains and losses, net	(2		)	(1		)	—			(1		)
Total revenue	2,168			1,844			261			63

Personnel costs	697			581			102			14
Agent commissions	525			525			—			—
Other operating expenses	478			372			48			58
Depreciation and amortization	99			39			54			6
Claim loss credit	(33		)	(33		)	—			—
Interest expense	32			—			16			16
Total expenses	1,798			1,484			220			94

Pre-tax earnings (loss) from continuing operations	$	370		$	360		$	41		$	(31	)

Non-GAAP adjustments before taxes
Realized (gains) and losses, net	2			1			—			1
Deferred revenue add back	1			—			1			—
Purchase price amortization	53			23			25			5
Other legal accruals	5			5			—			—
Claims reserve adjustment	(97		)	(97		)	—			—
Total non-GAAP adjustments before taxes	$	(36	)	$	(68	)	$	26		$	6

Adjusted pre-tax earnings (loss) from continuing ops.	$	334		$	292		$	67		$	(25	)
Adjusted pre-tax margin from continuing operations	15.4		%	15.8		%	25.6		%	—

Purchase price amortization	(53		)	(23		)	(25		)	(5		)
Depreciation and amortization	99			39			54			6
Interest expense	32			—			16			16

Adjusted EBITDA	$	412		$	308		$	112		$	(8	)
Adjusted EBITDA margin	19.0		%	16.7		%	44.4		%	—

ServiceLink non-GAAP reconciliations:
ServiceLink pre-tax loss	$	(12	)
Intercompany interest	7
Depreciation and amortization	20
ServiceLink EBITDA	15
Management fee / other expenses	13
ServiceLink Adjusted EBITDA	$	28

ServiceLink pre-tax loss	$	(12	)
Intercompany interest	7
Purchase price amortization	17
Management fee / other expenses	13
ServiceLink adjusted pre-tax earnings	$	25


1.	BKFS also reported adjusted revenue of $263 million, which includes $2 million of deferred revenue

FNF GROUP

FOURTH QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Three Months Ended
December 31, 2016
Pre-tax earnings (loss) from continuing operations	$	370		$	360		$	41		$	(31	)
Income tax expense (benefit)	133			135			12			(14		)
Earnings from equity investments	5			4			—			1
Non-controlling interests	11			(1		)	12			—

Net earnings (loss) attributable to FNF Group common shareholders	$	231		$	230		$	17		$	(16	)

EPS attributable to FNF Group common shareholders - basic	$	0.85		$	0.85		$	0.06		$	(0.06	)
EPS attributable to FNF Group common shareholders - diluted	$	0.83		$	0.83		$	0.06		$	(0.06	)

FNF Group weighted average shares - basic	271
FNF Group weighted average shares - diluted	278

Net earnings (loss) attributable to FNF Group common shareholders	$	231		$	230		$	17		$	(16	)

Total non-GAAP, pre-tax adjustments	$	(36	)	$	(68	)	$	26		$	6
Income taxes on non-GAAP adjustments	16			28			(10		)	(2		)
Noncontrolling interest on non-GAAP adjustments	(13		)	(5		)	(8		)	—
Total non-GAAP adjustments	$	(33	)	$	(45	)	$	8		$	4

Adjusted net earnings (loss) attributable to FNF Group common shareholders	$	198		$	185		$	25		$	(12	)

Adjusted EPS attributable to FNF Group common shareholders - diluted	$	0.71		$	0.67		$	0.09		$	(0.05	)

Direct orders opened (000's)	474			474
Direct orders closed (000's)	419			419
Fee per file	$	2,091		$	2,091
Actual title claims paid	$	76		$	76

Cash flows provided by operations:	$	372

Capital expenditures	42
Free cash flow	$	330

FNF GROUP

FOURTH QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Three Months Ended
December 31, 2015
Direct title premiums	$	521		$	521		$	—		$	—
Agency title premiums	592			592			—			—
Escrow, title related and other fees (1)	776			483			238			55
Total title and escrow	1,889			1,596			238			55

Interest and investment income	30			31			—			(1		)
Realized gains and losses, net	14			14			—			—
Total revenue	1,933			1,641			238			54

Personnel costs	636			531			93			12
Agent commissions	452			452			—			—
Other operating expenses	437			345			42			50
Depreciation and amortization	90			36			51			3
Claim loss expense	61			61			—			—
Interest expense	31			—			15			16
Total expenses	1,707			1,425			201			81

Pre-tax earnings (loss) from continuing operations	$	226		$	216		$	37		$	(27	)

Non-GAAP adjustments before taxes
Realized (gains) and losses, net	(14		)	(14		)	—			—
Deferred revenue add back and management fee	3			—			3			—
Purchase price amortization	46			23			23			—
Total non-GAAP adjustments before taxes	$	35		$	9		$	26		$	—

Adjusted pre-tax earnings (loss) from continuing operations	$	261		$	225		$	63		$	(27	)
Adjusted pre-tax margin from continuing operations	13.6		%	13.8		%	26.1		%	—

Purchase price amortization	(46		)	(23		)	(23		)	—
Depreciation and amortization	90			36			51			3
Interest expense	31			—			15			16

Adjusted EBITDA	$	336		$	238		$	106		$	(8	)
Adjusted EBITDA margin	17.5		%	14.6		%	44.9		%	—


1.	BKFS also reported adjusted revenue of $240 million, which includes $2 million of deferred revenue

FNF GROUP

FOURTH QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Three Months Ended
December 31, 2015
Pre-tax earnings (loss) from continuing operations	$	226		$	216		$	37		$	(27	)

Income tax expense (benefit)	73			79			18			(24		)
Earnings from equity investments	2			2			—			—
Non-controlling interests	11			1			11			(1		)

Net earnings (loss) attributable to FNF Group common shareholders	$	144		$	138		$	8		$	(2	)

EPS attributable to FNF Group common shareholders - basic	$	0.52		$	0.50		$	0.03		$	(0.01	)
EPS attributable to FNF Group common shareholders - diluted	$	0.51		$	0.49		$	0.03		$	(0.01	)

FNF Group weighted average shares - basic	275
FNF Group weighted average shares - diluted	283

Net earnings (loss) attributable to FNF Group common shareholders	$	144		$	138		$	8		$	(2	)

Total non-GAAP, pre-tax adjustments	$	35		$	9		$	26		$	—
Income taxes on non-GAAP adjustments	(7		)	(2		)	(5		)	—
Noncontrolling interest on non-GAAP adjustments	(17		)	(4		)	(13		)	—
Total non-GAAP adjustments	$	11		$	3		$	8		$	—

Adjusted net earnings (loss) attributable to FNF Group common shareholders	$	155		$	141		$	16		$	(2	)

Adjusted EPS attributable to FNF Group common shareholders - diluted	$	0.55		$	0.50		$	0.06		$	(0.01	)

Direct orders opened (000's)	441			441
Direct orders closed (000's)	341			341
Fee per file	$	2,272		$	2,272
Actual title claims paid	$	84		$	84

Cash flows provided by operations:	$	257

Capital expenditures	52
Free cash flow	$	205

FNF GROUP

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Twelve Months Ended
December 31, 2016
Direct title premiums	$	2,097		$	2,097		$	—		$	—
Agency title premiums	2,626			2,626			—			—
Escrow, title related and other fees (1)	3,378			2,128			1,026			224
Total title and escrow	8,101			6,851			1,026			224

Interest and investment income	126			127			—			(1		)
Realized gains and losses, net	(8		)	—			—			(8		)
Total revenue	8,219			6,978			1,026			215

Personnel costs	2,668			2,214			396			58
Agent commissions	1,998			1,998			—			—
Other operating expenses	1,837			1,436			197			204
Depreciation and amortization	369			148			208			13
Claim loss expense	157			157			—			—
Interest expense	126			—			64			62
Total expenses	7,155			5,953			865			337

Pre-tax earnings (loss) from continuing operations	$	1,064		$	1,025		$	161		$	(122	)

Non-GAAP adjustments before taxes
Realized (gains) and losses, net	8			—			—			8
Deferred revenue add back and management fee	8			1			7			—
Purchase price amortization	187			89			90			8
M&A costs	2			—			2			—
Other legal accruals	17			11			6			—
Claims reserve adjustment	(97		)	(97		)	—			—
Total non-GAAP adjustments before taxes	$	125		$	4		$	105		$	16

Adjusted pre-tax earnings (loss) from continuing operations	$	1,189		$	1,029		$	266		$	(106	)
Adjusted pre-tax margin from continuing operations	14.4		%	14.7		%	25.8		%	—

Purchase price amortization	(187		)	(89		)	(90		)	(8		)
Depreciation and amortization	369			148			208			13
Interest expense	126			—			64			62

Adjusted EBITDA	$	1,497		$	1,088		$	448		$	(39	)
Adjusted EBITDA margin	18.2		%	15.6		%	44.8		%	—


1.	BKFS also reported adjusted revenue of $1,033 million, which includes $7 million of deferred revenue

FNF GROUP

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Twelve Months Ended
December 31, 2016
Pre-tax earnings (loss) from continuing operations	$	1,064		$	1,025		$	161		$	(122	)

Income tax expense (benefit)	383			386			52			(55		)
Earnings from equity investments	15			13			—			2
Non-controlling interests	42			(5		)	47			—

Net earnings (loss) attributable to FNF Group common shareholders	$	654		$	657		$	62		$	(65	)

EPS attributable to FNF Group common shareholders - basic	$	2.40		$	2.41		$	0.23		$	(0.24	)
EPS attributable to FNF Group common shareholders - diluted	$	2.34		$	2.36		$	0.22		$	(0.24	)

FNF Group weighted average shares - basic	272
FNF Group weighted average shares - diluted	280

Net earnings (loss) attributable to FNF Group common shareholders	$	654		$	657		$	62		$	(65	)

Total non-GAAP, pre-tax adjustments	$	125		$	4		$	105		$	16
Income taxes on non-GAAP adjustments	(41		)	5			(40		)	(6		)
Noncontrolling interest on non-GAAP adjustments	(47		)	(17		)	(30		)	—
Total non-GAAP adjustments	$	37		$	(8	)	$	35		$	10

Adjusted net earnings (loss) attributable to FNF Group common shareholders	$	691		$	649		$	97		$	(55	)

Adjusted EPS attributable to FNF Group common shareholders - diluted	$	2.47		$	2.32		$	0.35		$	(0.20	)

Direct orders opened (000's)	2,184			2,184
Direct orders closed (000's)	1,575			1,575
Fee per file	$	2,065		$	2,065
Actual title claims paid	$	245		$	245

Cash flows provided by operations:	$	1,081
Non-GAAP adjustments:
M&A costs	2
THL management fee	1
Total non-GAAP adjustments	3

Adjusted cash flows from operations	1,084
Capital expenditures	227
Free cash flow	$	857

FNF GROUP

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Twelve Months Ended
December 31, 2015
Direct title premiums	$	2,009		$	2,009		$	—		$	—
Agency title premiums	2,277			2,277			—			—
Escrow, title related and other fees (1)	3,121			2,005			931			185
Total title and escrow	7,407			6,291			931			185

Interest and investment income	121			123			—			(2		)
Realized gains and losses, net	6			14			(5		)	(3		)
Total revenue	7,534			6,428			926			180

Personnel costs	2,514			2,090			382			42
Agent commissions	1,731			1,731			—			—
Other operating expenses	1,714			1,381			161			172
Depreciation and amortization	345			144			194			7
Claim loss expense	246			246			—			—
Interest expense	122			—			50			72
Total expenses	6,672			5,592			787			293

Pre-tax earnings (loss) from continuing operations	$	862		$	836		$	139		$	(113	)

Non-GAAP adjustments before taxes
Realized (gains) and losses, net	(6		)	(14		)	5			3
Deferred revenue add back and management fee	13			2			11			—
Purchase price amortization	183			92			90			1
IPO costs & profits interest acceleration	10			—			10			—
Total non-GAAP adjustments before taxes	$	200		$	80		$	116		$	4

Adjusted pre-tax earnings (loss) from continuing operations	$	1,062		$	916		$	255		$	(109	)
Adjusted pre-tax margin from continuing operations	14.1		%	14.3		%	27.1		%	—

Purchase price amortization	(183		)	(92		)	(90		)	(1		)
Depreciation and amortization	345			144			194			7
Interest expense	122			—			50			72

Adjusted EBITDA	$	1,346		$	968		$	409		$	(31	)
Adjusted EBITDA margin	17.9		%	15.1		%	44.0		%	—


1.	BKFS also reported adjusted revenue of $940 million, which includes $9 million of deferred revenue

FNF GROUP

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Group			Title			BKFS			FNF Group Corporate and Other
Twelve Months Ended
December 31, 2015
Pre-tax earnings (loss) from continuing operations	$	862		$	836		$	139		$	(113	)

Income tax expense (benefit)	310			305			35			(30		)
Earnings from equity investments	6			6			—			—
Non-controlling interests	18			(10		)	28			—

Net earnings (loss) attributable to FNF Group common shareholders	$	540		$	547		$	76		$	(83	)

EPS attributable to FNF Group common shareholders - basic	$	1.95		$	1.97		$	0.27		$	(0.29	)
EPS attributable to FNF Group common shareholders - diluted	$	1.89		$	1.91		$	0.27		$	(0.29	)

FNF Group weighted average shares - basic	277
FNF Group weighted average shares - diluted	286

Net earnings (loss) attributable to FNF Group common shareholders	$	540		$	547		$	76		$	(83	)

Total non-GAAP, pre-tax adjustments	$	200		$	80		$	116		$	4
Income taxes on non-GAAP adjustments	(50		)	(22		)	(26		)	(2		)
Noncontrolling interest on non-GAAP adjustments	(71		)	(23		)	(48		)	—
Total non-GAAP adjustments	$	79		$	35		$	42		$	2

Adjusted net earnings (loss) attributable to FNF common shareholders	$	619		$	582		$	118		$	(81	)
Adjusted EPS attributable to FNF common shareholders - diluted	$	2.16		$	2.03		$	0.41		$	(0.28	)

Direct orders opened (000's)	2,092			2,092
Direct orders closed (000's)	1,472			1,472
Fee per file	$	2,065		$	2,065
Actual title claims paid	$	285		$	285

Cash flows provided by operations:	$	922
Non-GAAP adjustments:
THL management fee	3
IPO cost	4
Total non-GAAP adjustments	7

Adjusted cash flows from operations	929
Capital expenditures	179
Free cash flow	$	750

FNF GROUP

QUARTERLY OPERATING STATISTICS

(Unaudited)



	Q4 2016			Q3 2016			Q2 2016			Q1 2016			Q4 2015			Q3 2015			Q2 2015			Q1 2015
Quarterly Open Orders ('000's except % data)
Total open orders*	474			616			577			517			441			514			560			578
Total open orders per day*	7.6			9.6			9.0			8.3			7.0			8.0			8.8			9.5
Purchase % of open orders	53		%	50		%	57		%	55		%	55		%	58		%	57		%	47		%
Refinance % of open orders	47		%	50		%	43		%	45		%	45		%	42		%	43		%	53		%
Total closed orders*	419			433			401			322			341			378			408			345
Total closed orders per day*	6.8			6.8			6.3			5.2			5.4			5.9			6.4			5.7
Purchase % of closed orders	51		%	54		%	58		%	55		%	58		%	60		%	54		%	46		%
Refinance % of closed orders	49		%	46		%	42		%	45		%	42		%	40		%	46		%	54		%

Commercial (millions, except orders in '000's)
Total commercial revenue	$	285		$	233		$	244		$	211		$	303		$	258		$	258		$	208
Total commercial open orders	45.9			50.4			49.9			48.5			46.3			50.3			50.8			47.8
Total commercial closed orders	34.7			31.9			33.6			30.7			36.3			33.0			32.4			29.6

National commercial revenue	$	167		$	130		$	144		$	121		$	183		$	146		$	150		$	119
National commercial open orders	17.9			20.4			20.3			19.3			18.1			21.0			21.2			20.4
National commercial closed orders	12.8			11.7			11.6			10.6			13.4			12.2			12.5			11.1

Total Fee Per File
Fee per file	$	2,091		$	2,015		$	2,116		$	2,032		$	2,272		$	2,133		$	2,026		$	1,833
Residential and local commercial fee per file	$	1,746		$	1,762		$	1,809		$	1,713		$	1,806		$	1,805		$	1,711		$	1,538
Residential fee per file	$	1,538		$	1,594		$	1,645		$	1,522		$	1,548		$	1,589		$	1,514		$	1,346
Total commercial fee per file	$	8,200		$	7,300		$	7,300		$	6,900		$	8,300		$	7,800		$	8,000		$	7,000
National commercial fee per file	$	13,000		$	11,100		$	12,400		$	11,400		$	13,600		$	12,000		$	12,000		$	10,700

Total Staffing
Total field operations employees	11,100			11,400			10,900			10,900			10,700			11,000			10,900			10,400

FNT Only Quarterly Operating Statistics ('000's except fee per file and staffing)
Total open orders*	395			518			484			429			360			422			458			456
Total open orders per day*	6.4			8.1			7.5			6.9			5.7			6.6			7.2			7.5
Purchase % of open orders	59		%	55		%	63		%	61		%	62		%	65		%	65		%	54		%
Refinance % of open orders	41		%	45		%	37		%	39		%	38		%	35		%	35		%	46		%
Total closed orders*	352			369			338			265			285			314			334			277
Total closed orders per day*	5.7			5.8			5.3			4.3			4.5			4.9			5.2			4.5
Purchase % of closed orders	55		%	58		%	63		%	60		%	63		%	66		%	61		%	52		%
Refinance % of closed orders	45		%	42		%	37		%	40		%	37		%	34		%	39		%	48		%
Fee per file	$	2,313		$	2,205		$	2,337		$	2,261		$	2,521		$	2,364		$	2,264		$	2,055
Total title field operations employees	10,000			10,200			9,600			9,700			9,500			9,700			9,600			9,100

ServiceLink Only Quarterly Operating Statistics ('000's except fee per file and staffing)
Total open orders*	79			98			93			87			81			92			102			122
Total open orders per day*	1.2			1.5			1.5			1.4			1.3			1.4			1.6			2.0
Purchase % of open orders	21		%	17		%	22		%	24		%	22		%	23		%	22		%	17		%
Refinance % of open orders	79		%	83		%	78		%	76		%	78		%	77		%	78		%	83		%
Total closed orders*	67			64			63			57			56			64			74			68
Total closed orders per day*	1.1			1.0			1.0			0.9			0.9			1.0			1.2			1.1
Purchase % of closed orders	24		%	27		%	27		%	28		%	31		%	26		%	21		%	22		%
Refinance % of closed orders	76		%	73		%	73		%	72		%	69		%	74		%	79		%	78		%
Fee per file	$	932		$	916		$	940		$	972		$	1,003		$	987		$	958		$	921
Total ServiceLink operating employees	1,100			1,200			1,300			1,200			1,200			1,300			1,300			1,300

* Includes an immaterial number of non-purchase and non-refinance orders

FNF GROUP

SUMMARY BALANCE SHEET INFORMATION

(In millions)



	FNF Group December 31, 2016			FNF Group December 31, 2015
	(Unaudited)				(Unaudited)
Cash and investment portfolio		$	4,965		$	4,898
Goodwill		4,859			4,568
Title plant		395			395
Total assets		13,063			12,502
Notes payable		2,513			2,593
Reserve for title claim losses		1,487			1,583
Secured trust deposits		860			701
Redeemable non-controlling interests		344			344
Non-redeemable non-controlling interests		786			720
Total equity and redeemable non-controlling interests		6,210			5,849
Total equity attributable to common shareholders		5,080			4,785



	FNF Group December 31, 2016				FNFV December 31, 2016		Consolidated December 31, 2016			Consolidated December 31, 2015
	(Unaudited)			(Unaudited)			(Unaudited)
Cash and investment portfolio		$	4,965		$	642		$	5,607		$	5,633
Goodwill		4,859			206			5,065			4,756
Title plant		395			—			395			395
Total assets		13,063			1,400			14,463			13,931
Notes payable		2,513			233			2,746			2,793
Reserve for title claim losses		1,487			—			1,487			1,583
Secured trust deposits		860			—			860			701
Redeemable non-controlling interests		344			—			344			344
Non-redeemable non-controlling interests		786			116			902			834
Total equity and redeemable non-controlling interests		6,210			1,032			7,242			6,932
Total equity attributable to common shareholders		5,080			916			5,996			5,754

Fidelity National Financial, Inc.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions)

(Unaudited)



	Three Months Ended									Twelve Months Ended
	December 31, 2016									December 31, 2016
	Consolidated			Core			FNFV			Consolidated			Core			FNFV
Direct title premiums	$	579		$	579		$	—		$	2,097		$	2,097		$	—
Agency title premiums	692			692			—			2,626			2,626			—
Total title premiums	1,271			1,271			—			4,723			4,723			—
Escrow, title-related and other fees	910			866			44			3,546			3,378			168
Total title and escrow and other	2,181			2,137			44			8,269			8,101			168

Restaurant revenue	300			—			300			1,158			—			1,158
Interest and investment income	33			33			—			129			126			3
Realized gains and losses, net	(7		)	(2		)	(5		)	(2		)	(8		)	6
Total revenue	2,507			2,168			339			9,554			8,219			1,335

Personnel costs	741			697			44			2,832			2,668			164
Other operating expenses	505			478			27			1,944			1,837			107
Cost of restaurant revenue	257			—			257			984			—			984
Agent commissions	525			525			—			1,998			1,998			—
Depreciation and amortization	116			99			17			431			369			62
Title claim loss expense	(33		)	(33		)	—			157			157			—
Interest expense	34			32			2			136			126			10
Total expenses	2,145			1,798			347			8,482			7,155			1,327

Earnings (loss) from continuing operations before taxes	362			370			(8		)	1,072			1,064			8
Income tax expense (benefit)	127			133			(6		)	372			383			(11		)
Earnings from continuing operations before equity investments	235			237			(2		)	700			681			19
Earnings (loss) from equity investments	(2		)	5			(7		)	(8		)	15			(23		)
Net earnings (loss)	233			242			(9		)	692			696			(4		)
Non-controlling interests	10			11			(1		)	42			42			—
Net earnings (loss) attributable to common shareholders	$	223		$	231		$	(8	)	$	650		$	654		$	(4	)

Cash flows provided by operations	416			372			44			1,162			1,081			81

Fidelity National Financial, Inc.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions)

(Unaudited)



	Three Months Ended							Twelve Months Ended
	December 31, 2015							December 31, 2015
	Consolidated		Core		FNFV			Consolidated			Core		FNFV
Direct title premiums	$	521	$	521	$	—		$	2,009		$	2,009	$	—
Agency title premiums	592		592		—			2,277			2,277		—
Total title premiums	1,113		1,113		—			4,286			4,286		—
Escrow, title-related and other fees	807		776		31			3,324			3,121		203
Total title and escrow and other	1,920		1,889		31			7,610			7,407		203

Restaurant revenue	328		—		328			1,412			—		1,412
Interest and investment income	30		30		—			123			121		2
Realized gains and losses, net	6		14		(8		)	(13		)	6		(19		)
Total revenue	2,284		1,933		351			9,132			7,534		1,598

Personnel costs	678		636		42			2,671			2,514		157
Other operating expenses	457		437		20			1,881			1,714		167
Cost of restaurant revenue	274		—		274			1,195			—		1,195
Agent commissions	452		452		—			1,731			1,731		—
Depreciation and amortization	104		90		14			410			345		65
Title claim loss expense	61		61		—			246			246		—
Interest expense	34		31		3			131			122		9
Total expenses	2,060		1,707		353			8,265			6,672		1,593

Earnings (loss) from continuing operations before taxes	224		226		(2		)	867			862		5
Income tax expense (benefit)	71		73		(2		)	290			310		(20		)
Earnings from continuing operations before equity investments	153		153		—			577			552		25
Earnings (loss) from equity investments	—		2		(2		)	(16		)	6		(22		)
Net earnings (loss)	153		155		(2		)	561			558		3
Non-controlling interests	14		11		3			34			18		16
Net earnings (loss) attributable to common shareholders	$	139	$	144	$	(5	)	$	527		$	540	$	(13	)

Cash flows provided by operations	278		257		21			951			922		29

###

Fidelity National Financial, Inc. - FORM 8-K - EX-99.1 - EXHIBIT 99.1 - February 1, 2017

Attached files

Fidelity National Financial, Inc. Reports