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 23, 2013
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:
x | 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 23, 2013, Fidelity National Financial, Inc. issued an earnings release announcing its financial results for the Third Quarter of 2013. 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 2013 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 23, 2013 | 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 2013 Earnings. | ||||
Exhibit 99.1
Fidelity National Financial, Inc. Reports Third Quarter 2013 EPS of $0.43 , Adjusted EPS of $0.50 and Adjusted Pre-Tax Title Margin of 14.2%
Jacksonville, Fla. - (October 23, 2013) - 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, 2013.
• | Adjusted pre-tax title margin of 14.2% for the third quarter versus 14.4% in the third quarter of 2012 |
• | Consolidated results include a $10 million after-tax charge related to the write-off of a deferred tax asset and one-time debt extinguishment costs at Ceridian and $5 million of after-tax expenses related to the announced signing of a definitive agreement to acquire Lender Processing Services, Inc. (NYSE:LPS); a combined $0.07 negative impact to fully diluted EPS for the third quarter; adjusted EPS of $0.50 for the third quarter of 2013 |
• | Open title orders of 474,000 for the third quarter, a decrease of 233,000, or 33%, compared with the third quarter of 2012, reflecting a significant decline in refinance orders partially mitigated with growth in purchase orders; open orders per day of 7,400 for the third quarter versus 11,200 open orders per day for the third quarter of 2012; 56% of third quarter open title orders were purchase related versus 33% in the third quarter of 2012 |
• | Closed title orders of 410,000 for the third quarter, a decrease of 70,000, or 15%, compared with the third quarter of 2012; closed orders per day of 6,400 for the third quarter versus 7,600 closed orders per day for the third quarter of 2012; 50% of third quarter closed title orders were purchase related versus 37% in the third quarter of 2012 |
• | Third quarter purchase orders opened and closed increased by 10% and 15%, respectively, versus the third quarter of 2012 |
• | Third quarter commercial title revenue of $120 million, a 25% increase over the third quarter of 2012, driven by a 22% improvement in the commercial fee per file and a 3% increase in closed orders |
• | Overall third quarter average fee per file of $1,807, a 23% increase over the third quarter of 2012 and a 16% sequential increase from the second quarter of 2013; residential and local commercial fee per file (excluding national commercial business) of $1,562 versus $1,300 for the third quarter of 2012, a 20% increase over the prior year period |
• | Restaurant group total revenue of $338 million generating adjusted EBITDA of $14 million, and an adjusted EBITDA margin of 4.2% |
• | Remy total revenue of $266 million producing adjusted EBITDA of $34 million and an adjusted EBITDA margin of 12.7% |
Consolidated ($ in millions except per share amounts)
Three Months Ended | Three Months Ended | |||
September 30, 2013 | September 30, 2012 | |||
Total revenue | $2,174 | $2,033 | ||
Net earnings attributable to common shareholders | $98* | $234** | ||
Net earnings per diluted share attributable to common shareholders | $0.43* | $1.04** | ||
Cash flow provided by operations | $130 | $184 | ||
Nine Months Ended | Nine Months Ended | |||
September 30, 2013 | September 30, 2012 | |||
Total revenue | $6,494 | $4,940 | ||
Net earnings attributable to common shareholders | $326 | $455 | ||
Net earnings per diluted share attributable to common shareholders | $1.42 | $2.02 | ||
Cash flow provided by operations | $344 | $377 | ||
*Third quarter 2013 results include a $10 million pre-tax charge related to the write-off of a deferred tax asset and one-time debt extinguishment costs at Ceridian and $5 million of after-tax expenses related to the previously announced signing of a definitive agreement to acquire LPS; a combined $0.07 negative impact to fully diluted EPS for the third quarter; adjusted EPS of $0.50 for the third quarter of 2013
**Includes $89 million, or $0.39 per diluted share, in net gains from the consolidations of O’Charley’s and
Remy
The following are summary financial and operational results for the operating segments of FNF for the three-month and nine-month periods ended September 30, 2013 and 2012:
Fidelity National Title Group (“FNT”) ($ in millions)
Three Months Ended | Three Months Ended | |||
September 30, 2013 | September 30, 2012 | |||
Total revenue | $1,539 | $1,452 | ||
Pre-tax earnings | $221 | $209 | ||
Realized gains | $3 | $— | ||
Adjusted pre-tax earnings | $218 | $209 | ||
Adjusted pre-tax margin | 14.2% | 14.4% | ||
Nine Months Ended | Nine Months Ended | |||
September 30, 2013 | September 30, 2012 | |||
Total revenue | $4,529 | $4,009 | ||
Pre-tax earnings | $662 | $526 | ||
Realized gains | $10 | $5 | ||
Claims recoupment impairment | $— | $11 | ||
Adjusted pre-tax earnings | $652 | $532 | ||
Adjusted pre-tax margin | 14.4% | 13.3% | ||
Direct Orders Opened*** | Direct Orders Closed*** | |||||||
Month | / (% Purchased) | / (% Purchased) | ||||||
July 2013 | 177,000 | (54%) | 158,000 | (46%) | ||||
August 2013 | 158,000 | (57%) | 139,000 | (51%) | ||||
September 2013 | 139,000 | (58%) | 113,000 | (54%) | ||||
Third Quarter 2013 | 474,000 | (56%) | 410,000 | (50%) | ||||
Direct Orders Opened*** | Direct Orders Closed*** | |||||||
Month | / (% Purchased) | / (% Purchased) | ||||||
July 2012 | 240,000 | (34%) | 155,000 | (38%) | ||||
August 2012 | 248,000 | (34%) | 174,000 | (36%) | ||||
September 2012 | 219,000 | (33%) | 151,000 | (35%) | ||||
Third Quarter 2012 | 707,000 | (33%) | 480,000 | (37%) | ||||
*** 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 | ||||||||||||
Third Quarter 2013 | 19,900 | 12,600 | $120 | $9,500 | |||||||||||
Third Quarter 2012 | 18,900 | 12,200 | $96 | $7,800 | |||||||||||
- The preceding table only includes commercial activity from FNF’s commercial offices in the national commercial division and does not attempt to capture potential commercial activity in our local offices.
Restaurant Group ($ in millions)
Three Months Ended | Three Months Ended | ||
September 30, 2013 | September 30, 2012 | ||
Operating revenue | $336 | $298 | |
Realized gains | $2 | $50 | |
Total revenue | $338 | $348 | |
Pre-tax earnings | $— | $43 | |
Depreciation & amortization | $13 | $11 | |
Interest expense | $2 | $1 | |
EBITDA | $15 | $55 | |
Realized (gains) | $(2) | $(50) | |
Transaction and integration costs | $1 | $5 | |
Adjusted EBITDA | $14 | $10 | |
Adjusted EBITDA margin | 4.2% | 3.4% | |
Nine Months Ended | Nine Months Ended (Partial) | ||
September 30, 2013 | September 30, 2012 **** | ||
Operating revenue | $1,037 | $551 | |
Realized gains | $— | $121 | |
Total revenue | $1,037 | $672 | |
Pre-tax earnings | $5 | $106 | |
Depreciation & amortization | $40 | $20 | |
Interest expense | $6 | $2 | |
EBITDA | $51 | $128 | |
Realized (gains) | $— | $(121) | |
Transaction and integration costs | $5 | $15 | |
Adjusted EBITDA | $56 | $22 | |
Adjusted EBITDA margin | 5.4% | 4.0% | |
**** Includes period from May 11, 2012 to September 30, 2012
Remy ($ in millions)
Three Months Ended | Three Months Ended (Partial) | ||
September 30, 2013 | September 30, 2012 ***** | ||
Operating revenue | $266 | $143 | |
Interest and investment income | $1 | $— | |
Realized gains (losses) | $(1) | $79 | |
Total revenue | $266 | $222 | |
Pre-tax earnings | $4 | $80 | |
Depreciation & amortization | $20 | $6 | |
Interest expense | $6 | $4 | |
EBITDA | $30 | $90 | |
Realized losses (gains) | $1 | $(79) | |
Stock compensation/other adjustments | $3 | $10 | |
Adjusted EBITDA | $34 | $21 | |
Adjusted EBITDA margin | 12.7% | 14.7% | |
Nine Months Ended | Nine Months Ended (Partial) | ||
September 30, 2013 | September 30, 2012 ***** | ||
Operating revenue | $834 | $143 | |
Interest and investment income | $1 | $— | |
Realized gains (losses) | $(4) | $79 | |
Total revenue | $831 | $222 | |
Pre-tax earnings | $7 | $80 | |
Depreciation & amortization | $58 | $6 | |
Interest expense | $16 | $4 | |
EBITDA | $81 | $90 | |
Realized losses (gains) | $4 | $(79) | |
Stock compensation, executive severance and other adjustments | $16 | $10 | |
Adjusted EBITDA | $101 | $21 | |
Adjusted EBITDA margin | 12.1% | 14.7% | |
***** Consolidation of Remy results began August 15, 2012
“The expected transition from a refinance driven market to a purchase driven market accelerated in the third quarter,” said Chief Executive Officer George P. Scanlon. “Despite a 15% decrease in closed orders versus the third quarter of 2012, we still generated a 14.2% adjusted pre-tax margin in the title business, a decline of only 20 basis points from the prior year, as the combination of a 23% increase in the fee per file and nearly 1,650 staffing reductions since the middle of June offset the decline in order volume. In the third quarter, our residential purchase orders opened grew by 10% versus the third quarter of 2012 and closed purchase orders increased by 15% over the prior year, as the purchase market continued to improve despite modestly higher mortgage rates. Overall, purchase orders constituted 56% of open orders and 50% of closed orders during the third quarter. Our commercial title insurance business continues to perform extremely well, generating 25% revenue growth over a strong third quarter of 2012. As we enter the normally seasonally slower fourth quarter and first quarter of 2014, we will remain focused on operating the business efficiently in order to continue to maximize the earnings from our title insurance business.”
“We continue to work towards a late fourth quarter or possibly January 2014 closing for the LPS acquisition,” said Chairman William P. Foley, II. “Once closed, the addition of LPS will create a larger, broader, more diversified and recurring revenue base for FNF and we look forward to creating significant value for our shareholders through this strategic acquisition.”
Conference Call
FNF will host a call with investors and analysts to discuss third quarter 2013 results on Wednesday, October 23, 2013, beginning at 5:00 p.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 7:00 p.m. Eastern time on October 24, 2013, through October 30, 2013, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 305378.
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. FNF owns a 55% stake in American Blue Ribbon Holdings, LLC, a family and casual dining restaurant owner, operator and franchisor of the O’Charley’s, Ninety Nine Restaurant, Max & Erma’s, Village Inn, and Bakers Square concepts. FNF also owns an 87% stake in J. Alexander’s, LLC, an upscale dining restaurant owner and operator of the J. Alexander’s and Stoney River Legendary Steaks concepts. In addition, FNF also owns a 51% stake in 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. FNF also owns a minority interest in Ceridian Corporation, a leading provider of global human capital management and payment solutions. More information about FNF 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) and adjusted earnings before interest, taxes and depreciation as a percent of adjusted revenue (Adjusted EBITDA margin).
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 above.
Important Information Will be Filed with the SEC
FNF has filed with the SEC a Registration Statement on Form S‑4 in connection with the previously announced transaction to purchase LPS that includes a prospectus of FNF and a preliminary Joint Proxy Statement of FNF and LPS. The Registration Statement has not yet become effective. Following the Registration Statement having been declared effective by the SEC, FNF and LPS plan to file with the SEC and mail to their respective stockholders a Joint Proxy Statement/Prospectus in connection with the transaction. The Registration Statement and the Joint Proxy Statement/Prospectus will contain important information about FNF, LPS, the transaction and related matters. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PRELIMINARY JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED BY FNF OR LPS, INCLUDING THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION.
Investors and security holders are able to obtain free copies of the Registration Statement and the preliminary Joint Proxy Statement/Prospectus and other documents filed with the SEC by FNF and LPS through the web site maintained by the SEC at www.sec.gov or by phone, email or written request by contacting the investor relations department of FNF or LPS at the following:
FNF | LPS | ||
601 Riverside Avenue | 601 Riverside Avenue | ||
Jacksonville, FL 32204 | Jacksonville, FL 32204 | ||
Attention: Investor Relations | Attention: Investor Relations | ||
904-854-8100 | 904-854-8640 | ||
dkmurphy@fnf.com | nancy.murphy@lpsvcs.com | ||
FNF and LPS, and their respective directors and executive officers, may be deemed to be participants in the solicitation of proxies in respect of the transactions contemplated by the merger agreement. Information regarding the directors and executive officers of FNF is contained in FNF’s Form 10-K for the year ended December 31, 2012 and its proxy statement filed on April 12, 2013, which are filed with the SEC. Information regarding LPS’s directors and executive officers is contained in LPS’s Form 10-K for the year ended December 31, 2012 and its proxy statement filed on April 9, 2013, which are filed with the SEC. A more complete description will be available in the Registration Statement and the Joint Proxy Statement/Prospectus.
This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
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 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. FNF undertakes 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: the ability to consummate the previously announced transaction with LPS; the ability to obtain requisite regulatory and stockholder approval and the satisfaction of other conditions to the consummation of the proposed transaction with LPS; the ability of FNF to successfully integrate LPS’s operations and employees and realize anticipated synergies and cost savings; the potential impact of the announcement or consummation of the proposed LPS transaction on relationships, including with employees, suppliers, customers and competitors; 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; FNF’s dependence on distributions from its title insurance underwriters as a main source of cash flow; significant competition that FNF faces; compliance with extensive government regulation; and other risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of FNF’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, order information and fee per file)
Three Months Ended | Nine Months Ended | |||||||||||||||||
September 30, | September 30, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
(Unaudited) | (Unaudited) | |||||||||||||||||
Direct title premiums | $ | 472 | $ | 436 | $ | 1,377 | $ | 1,215 | ||||||||||
Agency title premiums | 630 | 569 | 1,779 | 1,501 | ||||||||||||||
Total title premiums | 1,102 | 1,005 | 3,156 | 2,716 | ||||||||||||||
Escrow, title-related and other fees | 437 | 428 | 1,361 | 1,228 | ||||||||||||||
Total title and escrow | 1,539 | 1,433 | 4,517 | 3,944 | ||||||||||||||
Restaurant revenue | 336 | 298 | 1,037 | 551 | ||||||||||||||
Remy revenue | 266 | 143 | 834 | 143 | ||||||||||||||
Interest and investment income | 29 | 36 | 99 | 109 | ||||||||||||||
Realized gains and losses | 4 | 123 | 7 | 193 | ||||||||||||||
Total revenue | 2,174 | 2,033 | 6,494 | 4,940 | ||||||||||||||
Personnel costs | 540 | 470 | 1,605 | 1,322 | ||||||||||||||
Other operating expenses | 329 | 331 | 1,020 | 932 | ||||||||||||||
Cost of restaurant revenue | 292 | 258 | 889 | 473 | ||||||||||||||
Cost of Remy revenue (includes $19, $6, $55 and $6 of D&A, respectively) | 223 | 125 | 704 | 125 | ||||||||||||||
Agent commissions | 482 | 432 | 1,352 | 1,144 | ||||||||||||||
Depreciation and amortization | 36 | 28 | 104 | 71 | ||||||||||||||
Title claim loss expense | 77 | 69 | 221 | 200 | ||||||||||||||
Interest expense | 27 | 19 | 71 | 50 | ||||||||||||||
Total expenses | 2,006 | 1,732 | 5,966 | 4,317 | ||||||||||||||
Earnings from continuing operations before taxes and equity investments | 168 | 301 | 528 | 623 | ||||||||||||||
Income tax expense | 54 | 70 | 172 | 188 | ||||||||||||||
Earnings from continuing operations before equity investments | 114 | 231 | 356 | 435 | ||||||||||||||
Earnings (loss) from equity investments | (14 | ) | 5 | (20 | ) | 13 | ||||||||||||
Earnings from continuing operations, net of tax | 100 | 236 | 336 | 448 | ||||||||||||||
Earnings (loss) from discontinued operations, net of tax | — | (1 | ) | (2 | ) | 11 | ||||||||||||
Net earnings | 100 | 235 | 334 | 459 | ||||||||||||||
Non-controlling interests | 2 | 1 | 8 | 4 | ||||||||||||||
Net earnings attributable to common shareholders | $ | 98 | $ | 234 | $ | 326 | $ | 455 | ||||||||||
Earnings per share: | ||||||||||||||||||
Net earnings attributable to common shareholders - basic | $ | 0.43 | $ | 1.06 | $ | 1.45 | $ | 2.07 | ||||||||||
Net earnings attributable to common shareholders - diluted | $ | 0.43 | $ | 1.04 | $ | 1.42 | $ | 2.02 | ||||||||||
Weighted average shares - basic | 226 | 221 | 225 | 220 | ||||||||||||||
Weighted average shares - diluted | 230 | 226 | 230 | 225 | ||||||||||||||
Direct operations orders opened (000's) | 474 | 707 | 1,789 | 2,025 | ||||||||||||||
Direct operations orders closed (000's) | 410 | 480 | 1,401 | 1,349 | ||||||||||||||
Fee per file | $ | 1,807 | $ | 1,467 | $ | 1,568 | $ | 1,456 | ||||||||||
Actual title claims paid | $ | 103 | $ | 97 | $ | 303 | $ | 302 | ||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
Three Months ended | Restaurant | Corporate | ||||||||||||||||||
September 30, 2013 | Consolidated | FNT | Group | Remy | and Other | |||||||||||||||
Gross operating revenue | $ | 2,141 | $ | 1,507 | $ | 336 | $ | 266 | $ | 32 | ||||||||||
Interest and investment income | 29 | 29 | — | 1 | (1 | ) | ||||||||||||||
Realized gains and losses | 4 | 3 | 2 | (1 | ) | — | ||||||||||||||
Total revenue | 2,174 | 1,539 | 338 | 266 | 31 | |||||||||||||||
Personnel costs | 540 | 467 | 16 | 19 | 38 | |||||||||||||||
Other operating expenses | 329 | 276 | 15 | 13 | 25 | |||||||||||||||
Cost of revenue | 515 | — | 292 | 223 | — | |||||||||||||||
Agent commissions | 482 | 482 | — | — | — | |||||||||||||||
Depreciation and amortization | 36 | 16 | 13 | 1 | 6 | |||||||||||||||
Title claim loss expense | 77 | 77 | — | — | — | |||||||||||||||
Interest expense | 27 | — | 2 | 6 | 19 | |||||||||||||||
Total expenses | 2,006 | 1,318 | 338 | 262 | 88 | |||||||||||||||
Pretax earnings (loss) from continuing operations | 168 | 221 | — | 4 | (57 | ) | ||||||||||||||
Pretax margin | 7.7 | % | 14.4 | % | — | % | 1.5 | % | — | % | ||||||||||
Adjusted pretax margin | 7.6 | % | 14.2 | % | — | % | 1.9 | % | — | % | ||||||||||
Open orders | 474 | 474 | — | — | — | |||||||||||||||
Closed orders | 410 | 410 | — | — | — | |||||||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
THIRD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
Three Months ended | Restaurant | Corporate | ||||||||||||||||||
September 30, 2012 | Consolidated | FNT | Group | Remy | and Other | |||||||||||||||
Gross operating revenue | $ | 1,874 | $ | 1,418 | $ | 298 | $ | 143 | $ | 15 | ||||||||||
Interest and investment income | 36 | 34 | — | — | 2 | |||||||||||||||
Realized gains and losses | 123 | — | 50 | 79 | (6 | ) | ||||||||||||||
Total revenue | 2,033 | 1,452 | 348 | 222 | 11 | |||||||||||||||
Personnel costs | 470 | 436 | 17 | 8 | 9 | |||||||||||||||
Other operating expenses | 331 | 289 | 18 | 5 | 19 | |||||||||||||||
Cost of revenue | 383 | — | 258 | 125 | — | |||||||||||||||
Agent commissions | 432 | 432 | — | — | — | |||||||||||||||
Depreciation and amortization | 28 | 17 | 11 | — | — | |||||||||||||||
Title claim loss expense | 69 | 69 | — | — | — | |||||||||||||||
Interest expense | 19 | — | 1 | 4 | 14 | |||||||||||||||
Total expenses | 1,732 | 1,243 | 305 | 142 | 42 | |||||||||||||||
Pretax earnings (loss) from continuing operations | 301 | 209 | 43 | 80 | (31 | ) | ||||||||||||||
Pretax margin | 14.8 | % | 14.4 | % | 12.4 | % | 36.0 | % | — | |||||||||||
Adjusted pretax margin | 9.3 | % | 14.4 | % | — | 0.7 | % | — | ||||||||||||
Open orders | 707 | 707 | — | — | — | |||||||||||||||
Closed orders | 480 | 480 | — | — | — | |||||||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
YTD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
Nine Months ended | Restaurant | Corporate | ||||||||||||||||||
September 30, 2013 | Consolidated | FNT | Group | Remy | and Other | |||||||||||||||
Gross operating revenue | $ | 6,388 | $ | 4,422 | $ | 1,037 | $ | 834 | $ | 95 | ||||||||||
Interest and investment income | 99 | 97 | — | 1 | 1 | |||||||||||||||
Realized gains and losses | 7 | 10 | — | (4 | ) | 1 | ||||||||||||||
Total revenue | 6,494 | 4,529 | 1,037 | 831 | 97 | |||||||||||||||
Personnel costs | 1,605 | 1,400 | 47 | 65 | 93 | |||||||||||||||
Other operating expenses | 1,020 | 845 | 50 | 36 | 89 | |||||||||||||||
Cost of revenue | 1,593 | — | 889 | 704 | — | |||||||||||||||
Agent commissions | 1,352 | 1,352 | — | — | — | |||||||||||||||
Depreciation and amortization | 104 | 49 | 40 | 3 | 12 | |||||||||||||||
Title claim loss expense | 221 | 221 | — | — | — | |||||||||||||||
Interest expense | 71 | — | 6 | 16 | 49 | |||||||||||||||
Total expenses | 5,966 | 3,867 | 1,032 | 824 | 243 | |||||||||||||||
Pretax earnings (loss) from continuing operations | 528 | 662 | 5 | 7 | (146 | ) | ||||||||||||||
Pretax margin | 8.1 | % | 14.6 | % | 0.5 | % | 0.8 | % | — | |||||||||||
Adjusted pretax margin | 8.0 | % | 14.4 | % | 0.5 | % | 1.3 | % | — | |||||||||||
Open orders | 1,789 | 1,789 | — | — | — | |||||||||||||||
Closed orders | 1,401 | 1,401 | — | — | — | |||||||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
YTD QUARTER SEGMENT INFORMATION
(In millions, except order information in thousands)
(Unaudited)
Nine Months ended | Restaurant | Corporate | ||||||||||||||||||
September 30, 2012 | Consolidated | FNT | Group | Remy | and Other | |||||||||||||||
Gross operating revenue | $ | 4,638 | $ | 3,900 | $ | 551 | $ | 143 | $ | 44 | ||||||||||
Interest and investment income | 109 | 104 | — | — | 5 | |||||||||||||||
Realized gains and losses | 193 | 5 | 121 | 79 | (12 | ) | ||||||||||||||
Total revenue | 4,940 | 4,009 | 672 | 222 | 37 | |||||||||||||||
Personnel costs | 1,322 | 1,263 | 25 | 8 | 26 | |||||||||||||||
Other operating expenses | 932 | 827 | 46 | 5 | 54 | |||||||||||||||
Cost of revenue | 598 | — | 473 | 125 | — | |||||||||||||||
Agent commissions | 1,144 | 1,144 | — | — | — | |||||||||||||||
Depreciation and amortization | 71 | 49 | 20 | — | 2 | |||||||||||||||
Title claim loss expense | 200 | 200 | — | — | — | |||||||||||||||
Interest expense | 50 | — | 2 | 4 | 44 | |||||||||||||||
Total expenses | 4,317 | 3,483 | 566 | 142 | 126 | |||||||||||||||
Pretax earnings (loss) from continuing operations | 623 | 526 | 106 | 80 | (89 | ) | ||||||||||||||
Pretax margin | 12.6 | % | 13.1 | % | 15.8 | % | 36.0 | % | — | |||||||||||
Adjusted pretax margin | 9.1 | % | 13.3 | % | — | 0.7 | % | — | ||||||||||||
Open orders | 2,025 | 2,025 | — | — | — | |||||||||||||||
Closed orders | 1,349 | 1,349 | — | — | — | |||||||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
QUARTERLY OPERATING STATISTICS
(Unaudited)
Q3 2013 | Q2 2013 | Q1 2013 | Q4 2012 | Q3 2012 | Q2 2012 | Q1 2012 | ||||||||||||||||||||||
Quarterly Title Margins (millions except % data) | ||||||||||||||||||||||||||||
Total revenue | $ | 1,539 | $ | 1,613 | $ | 1,385 | $ | 1,590 | $ | 1,452 | $ | 1,392 | $ | 1,175 | ||||||||||||||
Pre-tax earnings | 221 | 272 | 171 | 251 | 209 | 191 | 129 | |||||||||||||||||||||
Realized (gains)/losses | (3 | ) | (7 | ) | — | 4 | — | (1 | ) | (4 | ) | |||||||||||||||||
Claims recoupment impairment | — | — | — | — | — | 11 | — | |||||||||||||||||||||
Adjusted pre-tax title earnings | 218 | 265 | 171 | 255 | 209 | 201 | 125 | |||||||||||||||||||||
Adjusted pre-tax title margin | 14.2 | % | 16.5 | % | 12.3 | % | 16 | % | 14.4 | % | 14.5 | % | 10.7 | % | ||||||||||||||
Quarterly Open Orders ('000's except % data) | ||||||||||||||||||||||||||||
Total open orders* | 474 | 672 | 643 | 677 | 707 | 667 | 651 | |||||||||||||||||||||
Total open orders per day* | 7.4 | 10.5 | 10.5 | 10.7 | 11.2 | 10.4 | 10.5 | |||||||||||||||||||||
Purchase % of open orders | 56 | % | 42 | % | 38 | % | 32 | % | 33 | % | 38 | % | 36 | % | ||||||||||||||
Refinance % of open orders | 44 | % | 58 | % | 62 | % | 68 | % | 67 | % | 62 | % | 64 | % | ||||||||||||||
Quarterly Closed Orders ('000's except % data) | ||||||||||||||||||||||||||||
Total closed orders* | 410 | 504 | 487 | 518 | 480 | 459 | 410 | |||||||||||||||||||||
Total closed orders per day* | 6.4 | 7.9 | 8.0 | 8.2 | 7.6 | 7.2 | 6.6 | |||||||||||||||||||||
Purchase % of closed orders | 50 | % | 40 | % | 31 | % | 33 | % | 37 | % | 40 | % | 34 | % | ||||||||||||||
Refinance % of closed orders | 50 | % | 60 | % | 69 | % | 67 | % | 63 | % | 60 | % | 66 | % | ||||||||||||||
*Includes an immaterial number of non-purchase and non-refinance orders | ||||||||||||||||||||||||||||
Commercial ('000's) | ||||||||||||||||||||||||||||
Revenue | $ | 120 | $ | 112 | $ | 88 | $ | 143 | $ | 96 | $ | 103 | $ | 83 | ||||||||||||||
Open Orders | 19.9 | 20.3 | 18.7 | 18.3 | 18.9 | 20.3 | 19.8 | |||||||||||||||||||||
Closed Orders | 12.6 | 12.3 | 10.6 | 13.5 | 12.2 | 13.1 | 11.7 | |||||||||||||||||||||
Fee Per File | ||||||||||||||||||||||||||||
Fee per file | $ | 1,807 | $ | 1,562 | $ | 1,373 | $ | 1,565 | $ | 1,467 | $ | 1,497 | $ | 1,398 | ||||||||||||||
Residential and local commercial fee per file | $ | 1,562 | $ | 1,373 | $ | 1,219 | $ | 1,323 | $ | 1,300 | $ | 1,310 | $ | 1,231 | ||||||||||||||
National commercial fee per file | $ | 9,500 | $ | 9,100 | $ | 8,300 | $ | 10,600 | $ | 7,800 | $ | 7,900 | $ | 7,100 | ||||||||||||||
Staffing | ||||||||||||||||||||||||||||
Total field operations employees | 10,600 | 12,000 | 12,000 | 11,600 | 11,300 | 11,000 | 10,600 | |||||||||||||||||||||
FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY BALANCE SHEET INFORMATION
(In millions, except per share amounts)
September 30, 2013 | December 31, 2012 | |||||||||
(Unaudited) | ||||||||||
Cash and investment portfolio | $ | 5,252 | $ | 5,186 | ||||||
Goodwill | 1,894 | 1,909 | ||||||||
Title plant | 374 | 374 | ||||||||
Total assets | 10,077 | 9,903 | ||||||||
Notes payable | 1,348 | 1,344 | ||||||||
Reserve for claim losses | 1,695 | 1,748 | ||||||||
Secured trust deposits | 644 | 528 | ||||||||
Total equity | 4,940 | 4,749 | ||||||||
Book value per share | $ | 21.51 | $ | 20.78 | ||||||
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