United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
October 19, 2011
Fidelity National Financial, Inc.
(Exact name of Registrant as Specified in its Charter)
001-32630
(Commission File Number)
Delaware (State or Other Jurisdiction of Incorporation or Organization) | 16-1725106 (IRS Employer Identification Number) | |
601 Riverside Avenue
Jacksonville, Florida 32204
(Addresses of Principal Executive Offices)
(904) 854-8100
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Item 2.02. | Results of Operations and Financial Condition | |
On October 19, 2011, Fidelity National Financial, Inc. issued an earnings release announcing its financial results for the Third Quarter of 2011. The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
A copy of the earnings release is attached as Exhibit 99.1.
Item 9.01. | Financial Statements and Exhibits | |
(c) Exhibits
Exhibit | Description | ||||
99.1 | Press release announcing Fidelity National Financial, Inc. Reports Third Quarter 2011 Earnings. | ||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Fidelity National Financial, Inc. | |||||
Date: | October 19, 2011 | By: | /s/ Anthony J. Park | ||
Name: | Anthony J. Park | ||||
Title: | Chief Financial Officer | ||||
EXHIBIT INDEX
Exhibit | Description | ||||
99.1 | Press release announcing Fidelity National Financial, Inc. Reports Third Quarter 2011 Earnings. | ||||
Exhibit 99.1
Fidelity National Financial, Inc. Reports Third Quarter 2011 EPS of $0.33
Jacksonville, Fla. - (October 19, 2011) - Fidelity National Financial, Inc. (NYSE:FNF), a leading provider of title insurance, mortgage services, and diversified services, today reported operating results for the three-month and nine-month periods ended September 30, 2011.
Three Months Ended | Three Months Ended | |||
September 30, 2011 | September 30, 2010 | |||
Total revenue | $1.24 billion | $1.37 billion | ||
Net earnings attributable to common shareholders | $74.3 million | $83.2 million | ||
Net earnings per diluted share attributable to common shareholders | $0.33 | $0.36 | ||
Cash flow from operations | $66.1 million | $21.2 million | ||
Nine months ended | Nine months ended | |||
September 30, 2011 | September 30, 2010 | |||
Total revenue | $3.69 billion | $4.00 billion | ||
Net earnings attributable to common shareholders | $196.8 million | $239.3 million | ||
Net earnings per diluted share attributable to common shareholders | $0.88 | $1.04 | ||
Cash flow from operations | $75.3 million | $69.1 million | ||
The following are summary financial and operational results for the title insurance segment of FNF for the three-month and nine-month periods ended September 30, 2011 and 2010:
Fidelity National Title Group (“FNT”)
Three Months Ended | Three Months Ended | |||
September 30, 2011 | September 30, 2010 | |||
Total revenue | $1.19 billion | $1.32 billion | ||
Pre-tax earnings | $138.1 million | $139.5 million | ||
Pre-tax margin | 11.6% | 10.6% | ||
Nine months ended | Nine months ended | |||
September 30, 2011 | September 30, 2010 | |||
Total revenue | $3.53 billion | $3.71 billion | ||
Pre-tax earnings | $388.1 million | $296.3 million | ||
Pre-tax margin | 11.0% | 8.0% | ||
Month | Direct Orders Opened | Direct Orders Closed | |||||
July 2011 | 157,400 | 113,300 | |||||
August 2011 | 232,900 | 130,900 | |||||
September 2011 | 205,700 | 134,600 | |||||
Third Quarter 2011 | 596,000 | 378,800 | |||||
Month | Direct Orders Opened | Direct Orders Closed | |||||
July 2010 | 220,700 | 119,600 | |||||
August 2010 | 251,700 | 139,600 | |||||
September 2010 | 239,500 | 148,800 | |||||
Third Quarter 2010 | 711,900 | 408,000 | |||||
Open | Closed | Commercial | |||||||||||||
Commercial | Commercial | Revenue | Commercial | ||||||||||||
Orders | Orders | (In millions) | Fee Per File | ||||||||||||
Third Quarter 2011 | 17,800 | 11,700 | $99.1 | $8,500 | |||||||||||
Third Quarter 2010 | 18,000 | 10,300 | $67.8 | $6,600 | |||||||||||
• | The preceding table only includes commercial activity from FNF's commercial offices in the national commercial division and does not attempt to capture potential commercial activity in our local offices. |
“We produced another strong quarter in our title insurance business, despite the continued difficult operating environment,” said Chairman William P. Foley, II. “Our industry-leading pre-tax title margin was 11.6%, including $7.2 million in realized investment losses, and 12.2% before the impact of those realized losses. We again saw the strength in our commercial title business partially offset the ongoing weakness in the residential resale markets and we exceeded our targets in shared services cost reductions. Additionally, with the meaningful decline in mortgage rates beginning in August, we began to see a significant increase in our refinance open order volumes, as August total open orders per day increased nearly 30% over July, and September total open orders per day remained nearly equal with those elevated August levels. We expect to see the majority of the revenue and earnings benefit from these increased open order volumes in our fourth quarter operating results.
“In July, we announced the sale of our flood insurance business for $210 million which will generate an estimated $154 million pre-tax gain. That flood business has been the nation's largest flood insurance provider and a very profitable and consistent business for FNF for nearly ten years. We feel this transaction is a great opportunity to realize the value we have created and redeploy the capital into other uses that can continue to create increased value for our shareholders. We are awaiting final regulatory approvals and expect to close that sale in the next several weeks. The flood business is now shown as a discontinued operation in our financial statements.
“Our personal lines business suffered a pre-tax loss of $14 million due to claims relating to significant summer storms, most notably Hurricane Irene, versus a $1 million pre-tax loss in the prior year. The personal lines business was a $9 million, or $0.04 per share, drag on our net earnings for the quarter.
“Finally, in August, we issued $300 million of seven-year, 4.25% convertible senior notes. This issuance allowed us to repay our maturing senior notes and continued our strategy of enhancing our longer-term liquidity profile, conservatively managing our balance sheet and liquidity position during uncertain times and maximizing holding company flexibility. Concurrent with the offering, we used $75 million of the proceeds to repurchase approximately 4.6 million shares of our common stock.”
Conference Call
FNF will host a call with investors and analysts to discuss third quarter 2011 results on Thursday, October 20, 2011, beginning at 10:00 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 12:00 p.m. Eastern time on October 20, 2011, through October 27, 2011, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 219468.
About FNF
Fidelity National Financial, Inc. (NYSE:FNF), is a leading provider of title insurance, mortgage services and diversified services. FNF is the nation's largest title insurance company through its title insurance underwriters - Fidelity National Title, Chicago Title, Commonwealth Land Title and Alamo Title - that collectively issue more title insurance policies than any other
title company in the United States. In addition, among other operations, FNF owns minority interests in Ceridian Corporation, a leading provider of global human resources, payroll, benefits and payment solutions, Remy International, Inc., a leading designer, manufacturer, remanufacturer, marketer and distributor of aftermarket and original equipment electrical components for automobiles, light trucks, heavy-duty trucks and other vehicles and American Blue Ribbon Holdings, LLC, an owner and operator of the Village Inn, Bakers Square and Max & Erma's restaurants. More information about FNF can be found at www.fnf.com.
Forward-Looking Statements
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: 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; and other risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of the Company's Form 10-K and other filings with the Securities and Exchange Commission.
SOURCE: Fidelity National Financial, Inc.
CONTACT: Daniel Kennedy Murphy, Senior Vice President and Treasurer, 904-854-8120, dkmurphy@fnf.com
FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY OF EARNINGS
(In millions, except per share amounts and fee per file)
Three Months Ended | Nine Months Ended | ||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||
2011 | 2010 | 2011 | 2010 | ||||||||||||||||
(Unaudited) | (Unaudited) | ||||||||||||||||||
Direct title premiums | $ | 374.0 | $ | 357.6 | $ | 1,054.1 | $ | 983.6 | |||||||||||
Agency title premiums | 426.0 | 545.7 | 1,334.0 | 1,582.3 | |||||||||||||||
Total title premiums | 800.0 | 903.3 | 2,388.1 | 2,565.9 | |||||||||||||||
Escrow, title-related and other fees | 371.9 | 355.4 | 1,058.2 | 1,024.1 | |||||||||||||||
Total title and escrow | 1,171.9 | 1,258.7 | 3,446.3 | 3,590.0 | |||||||||||||||
Specialty insurance | 36.7 | 41.1 | 116.7 | 114.0 | |||||||||||||||
Interest and investment income | 37.5 | 33.4 | 112.1 | 107.5 | |||||||||||||||
Realized gains and losses | (6.1 | ) | 40.1 | 15.5 | 192.8 | ||||||||||||||
Total revenue | 1,240.0 | 1,373.3 | 3,690.6 | 4,004.3 | |||||||||||||||
Personnel costs | 400.6 | 401.7 | 1,181.3 | 1,162.6 | |||||||||||||||
Other operating expenses | 277.3 | 291.8 | 804.6 | 852.7 | |||||||||||||||
Agent commissions | 326.3 | 427.5 | 1,033.1 | 1,247.8 | |||||||||||||||
Depreciation and amortization | 17.6 | 21.3 | 55.7 | 65.0 | |||||||||||||||
Claim loss expense | 107.2 | 100.8 | 298.5 | 284.0 | |||||||||||||||
Interest expense | 14.0 | 12.9 | 42.1 | 32.5 | |||||||||||||||
Total expenses | 1,143.0 | 1,256.0 | 3,415.3 | 3,644.6 | |||||||||||||||
Earnings before taxes | 97.0 | 117.3 | 275.3 | 359.7 | |||||||||||||||
Income tax expense | 31.6 | 40.7 | 95.4 | 125.0 | |||||||||||||||
Earnings before equity investments | 65.4 | 76.6 | 179.9 | 234.7 | |||||||||||||||
Earnings (loss) from equity investments | 3.7 | 0.9 | 7.7 | (6.2 | ) | ||||||||||||||
Income from continuing operations, net of tax | 69.1 | 77.5 | 187.6 | 228.5 | |||||||||||||||
Discontinued operations, net of tax | 7.8 | 6.3 | 16.4 | 14.6 | |||||||||||||||
Net earnings | 76.9 | 83.8 | 204.0 | 243.1 | |||||||||||||||
Non-controlling interests | 2.6 | 0.6 | 7.2 | 3.8 | |||||||||||||||
Net earnings attributable to common shareholders | $ | 74.3 | $ | 83.2 | $ | 196.8 | $ | 239.3 | |||||||||||
Earnings per share: | |||||||||||||||||||
Net earnings from continuing operations attributable to common shareholders - basic | $ | 0.34 | $ | 0.37 | $ | 0.90 | $ | 1.05 | |||||||||||
Net earnings from continuing operations attributable to common shareholders - diluted | $ | 0.33 | $ | 0.36 | $ | 0.88 | $ | 1.04 | |||||||||||
Weighted average shares - basic | 217.7 | 225.9 | 219.7 | 227.0 | |||||||||||||||
Weighted average shares - diluted | 222.0 | 229.2 | 223.3 | 230.0 | |||||||||||||||
Direct operations orders opened (000's) | 596.0 | 711.9 | 1,598.1 | 1,744.1 | |||||||||||||||
Direct operations orders closed (000's) | 378.8 | 408.0 | 1,102.8 | 1,102.4 | |||||||||||||||
Fee per file | $ | 1,543 | $ | 1,346 | $ | 1,493 | $ | 1,394 | |||||||||||
Actual title claims paid | $ | 131.1 | $ | 132.1 | $ | 367.4 | $ | 349.8 | |||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
Three Months Ended | Corporate | |||||||||||
September 30, 2011 | Consolidated | FNT | and Other | |||||||||
Gross operating revenue | $ | 1,208.6 | $ | 1,158.1 | $ | 50.5 | ||||||
Interest and investment income | 37.5 | 35.9 | 1.6 | |||||||||
Realized gains and losses | (6.1 | ) | (7.2 | ) | 1.1 | |||||||
Total revenue | 1,240.0 | 1,186.8 | 53.2 | |||||||||
Personnel costs | 400.6 | 386.3 | 14.3 | |||||||||
Other operating expenses | 277.3 | 252.8 | 24.5 | |||||||||
Agent commissions | 326.3 | 326.3 | — | |||||||||
Depreciation and amortization | 17.6 | 16.9 | 0.7 | |||||||||
Claim loss expense | 107.2 | 66.4 | 40.8 | |||||||||
Interest expense | 14.0 | — | 14.0 | |||||||||
Total expenses | 1,143.0 | 1,048.7 | 94.3 | |||||||||
Pretax earnings (loss) | 97.0 | 138.1 | (41.1 | ) | ||||||||
Pretax margin | 7.8 | % | 11.6 | % | — | |||||||
Open orders | 596.0 | 596.0 | — | |||||||||
Closed orders | 378.8 | 378.8 | — | |||||||||
Three Months Ended | Corporate | |||||||||||
September 30, 2010 | Consolidated | FNT | and Other | |||||||||
Gross operating revenue | $ | 1,299.8 | $ | 1,248.1 | $ | 51.7 | ||||||
Interest and investment income | 33.4 | 31.7 | 1.7 | |||||||||
Realized gains and losses | 40.1 | 39.1 | 1.0 | |||||||||
Total revenue | 1,373.3 | 1,318.9 | 54.4 | |||||||||
Personnel costs | 401.7 | 389.8 | 11.9 | |||||||||
Other operating expenses | 291.8 | 268.9 | 22.9 | |||||||||
Agent commissions | 427.5 | 427.5 | — | |||||||||
Depreciation and amortization | 21.3 | 21.3 | — | |||||||||
Claim loss expense | 100.8 | 71.9 | 28.9 | |||||||||
Interest expense | 12.9 | — | 12.9 | |||||||||
Total expenses | 1,256.0 | 1,179.4 | 76.6 | |||||||||
Pretax earnings | 117.3 | 139.5 | (22.2 | ) | ||||||||
Pretax margin | 8.5 | % | 10.6 | % | — | |||||||
Open orders | 711.9 | 711.9 | — | |||||||||
Closed orders | 408.0 | 408.0 | — | |||||||||
FIDELITY NATIONAL FINANCIAL, INC.
FULL-YEAR SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
Nine Months Ended | Corporate | |||||||||||
September 30, 2011 | Consolidated | FNT | and Other | |||||||||
Gross operating revenue | $ | 3,563.0 | $ | 3,410.7 | $ | 152.3 | ||||||
Interest and investment income | 112.1 | 106.7 | 5.4 | |||||||||
Realized gains and losses | 15.5 | 13.5 | 2.0 | |||||||||
Total revenue | 3,690.6 | 3,530.9 | 159.7 | |||||||||
Personnel costs | 1,181.3 | 1,129.9 | 51.4 | |||||||||
Other operating expenses | 804.6 | 732.4 | 72.2 | |||||||||
Agent commissions | 1,033.1 | 1,033.1 | — | |||||||||
Depreciation and amortization | 55.7 | 53.5 | 2.2 | |||||||||
Claim loss expense | 298.5 | 193.1 | 105.4 | |||||||||
Interest expense | 42.1 | 0.8 | 41.3 | |||||||||
Total expenses | 3,415.3 | 3,142.8 | 272.5 | |||||||||
Pretax earnings (loss) | 275.3 | 388.1 | (112.8 | ) | ||||||||
Pretax margin | 7.5 | % | 11.0 | % | — | |||||||
Open orders | 1,598.1 | 1,598.1 | — | |||||||||
Closed orders | 1,102.8 | 1,102.8 | — | |||||||||
Nine Months Ended | Corporate | |||||||||||
September 30, 2010 | Consolidated | FNT | and Other | |||||||||
Gross operating revenue | $ | 3,704.0 | $ | 3,547.5 | $ | 156.5 | ||||||
Interest and investment income | 107.5 | 100.7 | 6.8 | |||||||||
Realized gains and losses | 192.8 | 66.4 | 126.4 | |||||||||
Total revenue | 4,004.3 | 3,714.6 | 289.7 | |||||||||
Personnel costs | 1,162.6 | 1,127.1 | 35.5 | |||||||||
Other operating expenses | 852.7 | 777.1 | 75.6 | |||||||||
Agent commissions | 1,247.8 | 1,247.8 | — | |||||||||
Depreciation and amortization | 65.0 | 63.8 | 1.2 | |||||||||
Claim loss expense | 284.0 | 202.3 | 81.7 | |||||||||
Interest expense | 32.5 | 0.2 | 32.3 | |||||||||
Total expenses | 3,644.6 | 3,418.3 | 226.3 | |||||||||
Pretax earnings | 359.7 | 296.3 | 63.4 | |||||||||
Pretax margin | 9.0 | % | 8.0 | % | 21.9 | % | ||||||
Open orders | 1,744.1 | 1,744.1 | — | |||||||||
Closed orders | 1,102.4 | 1,102.4 | — | |||||||||
FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY BALANCE SHEET INFORMATION
(In millions, except per share amounts)
September 30, 2011 | December 31, 2010 | |||||||||
(Unaudited) | ||||||||||
Cash and investment portfolio | $ | 5,025.0 | $ | 4,939.3 | ||||||
Goodwill | 1,471.6 | 1,470.7 | ||||||||
Title plant | 390.7 | 390.8 | ||||||||
Total assets | 7,877.7 | 7,887.5 | ||||||||
Notes payable | 1,015.1 | 952.0 | ||||||||
Reserve for claim losses | 2,080.4 | 2,272.7 | ||||||||
Secured trust deposits | 477.9 | 388.4 | ||||||||
Total equity | 3,513.7 | 3,444.4 | ||||||||
Book value per share | $ | 16.03 | $ | 15.39 | ||||||
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