SEC Filing - Fidelity National Financial

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2014 2Q 8K

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):

July 30, 2014

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 June 30, 2014, Fidelity National Financial, Inc. issued an earnings release announcing its financial results for the Second Quarter of 2014. 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



Exhibit		Description
	99.1	Press release announcing Fidelity National Financial, Inc. Reports Second Quarter 2014 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:	July 30, 2014	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 Second Quarter 2014 Earnings.

2014 2Q EX-99.1

Exhibit 99.1

Fidelity National Financial, Inc. Reports Second Quarter 2014 Adjusted Core EPS of $0.47; Adjusted Pre-Tax Title Margin of 14.6%; Black Knight Adjusted EBITDA Margin of 41%; Increased LPS Synergy Target of $315 Million and Reduced Title Claim Loss Expense of 6%

Jacksonville, Fla. - (July 30, 2014) - Fidelity National Financial, Inc. (NYSE:FNF), a leading provider of title insurance, technology and transaction services to the real estate and mortgage industries, today reported operating results for three-month and the six-month periods ended June 30, 2014.

Core Operations


•	Total revenue of approximately $1.7 billion in the second quarter versus $1.6 billion in the second quarter of 2013


•	Second quarter adjusted core diluted EPS of $0.47 versus adjusted core diluted EPS of $0.67 in the second quarter of 2013


•	Adjusted EBITDA of $299 million for the second quarter versus adjusted EBITDA of $248 million for the second quarter of 2013


•	Second quarter core free cash flow provided of $231 million versus $213 million provided in the second quarter of 2013

FNFV


•	Total revenue of $686 million in the second quarter versus $650 million in the second quarter of 2013


•	Adjusted EBITDA of $59 million in the second quarter versus $44 million in the second quarter of 2013


•	Book value of approximately $1.44 billion, or $15.69 per diluted FNFV share

Core Operations

Title

•

Approximately $1.5 billion in total revenue, adjusted pre-tax earnings of $214 million and adjusted pre-tax title margin of 14.6% for the second quarter versus approximately $1.6 billion in total revenue, adjusted pre-tax earnings of $269 million and an adjusted pre-tax title margin of 16.8% in the second quarter of 2013; adjusted pre-tax title margin showed sequential improvement of 910 basis points versus the first quarter of 2014


•	ServiceLink generated $227 million in revenue, adjusted pre-tax earnings of $30 million and an adjusted pre-tax margin of 13.2%, a sequential margin improvement of 850 basis points from the first quarter of 2014


•	Open title orders of 514,000 for the second quarter, a decrease of 158,000, or 24%, compared with the second quarter of 2013; open orders per day of 8,000 for the second quarter versus 10,500 open orders per day for the second quarter of 2013; 60% of second quarter open title orders were purchase related versus 42% in the second quarter of 2013


•	Closed title orders of 342,000 for the second quarter, a decrease of 162,000, or 32%, compared with the second quarter of 2013; closed orders per day of 5,300 for the second quarter versus 7,900 closed orders per day for the second quarter of 2013; 61% of second quarter closed title orders were purchase related versus 40% in the second quarter of 2013


•	Second quarter purchase orders opened increased by 7% and closed orders were flat, respectively, versus the second quarter of 2013; excluding ServiceLink default related purchase orders, purchase orders opened were essentially flat with the prior year


•	Second quarter commercial title revenue of $115 million, a 3% increase from the second quarter of 2013, driven by an 8% improvement in the commercial fee per file slightly offset by a 4% decrease in closed orders; open commercial orders increased by 9% over the prior year


•	Overall second quarter average fee per file of $1,982, a 27% increase over the second quarter of 2013


•	Title claim loss expense reduced to 6% in the second quarter, a 100 basis point reduction from previous 7% level; 6% title claim loss expense expected for remainder of 2014

Black Knight


•	Total revenue of $201 million, a sequential improvement of 7% versus the first quarter of 2014, led by mortgage servicing technology revenue of approximately $122 million


•	Adjusted EBITDA of $84 million and adjusted EBITDA margin of 41.0%, a 510 basis point sequential improvement from the first quarter of 2014

Core Operations - Total ($ in millions except per share amounts)



	Three Months Ended	Three Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$1,673	$1,629
Net earnings	111	142
Net earnings per diluted share (283 and 229 diluted shares, respectively)	$0.39	$0.62
LPS related transaction costs	16	3
Synergy bonus accrual	26	—
Purchase price amortization	30	3
Premium tax settlement	(8)	—
Legal accrual	14	20
Realized gains	—	(8)
Non-controlling interest on non-GAAP adjustments	(27)	—
Tax impact of adjustments	(28)	(6)
Adjusted net earnings	134	154
Adjusted net earnings per diluted share	$0.47	$0.67
Free cash flow	$231	$213



	Six Months Ended	Six Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$3,076	$3,014
Net earnings	105	238
Net earnings per diluted share (282 and 230 diluted shares, respectively)	$0.37	$1.03
LPS related transaction costs	101	3
Synergy bonus accrual	58	—
Purchase price amortization	91	6
Premium tax settlement	(8)	—
Legal accrual	16	20
Realized gains	(2)	(8)
Non-controlling interest on non-GAAP adjustments	(96)	—
Tax impact of adjustments	(85)	(7)
Adjusted net earnings	180	252
Adjusted net earnings per diluted share	$0.64	$1.10
Free cash flow	$94	$177

Title ($ in millions)



	Three Months Ended	Three Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$1,466	$1,611
Pre-tax earnings	181	273
LPS related transaction costs	8	—
Synergy bonus accrual	12	—
Purchase price amortization	21	3
Premium tax settlement	(8)	—
Realized gains	—	(7)
Adjusted pre-tax earnings	214	269
Adjusted pre-tax margin	14.6%	16.8%



	Six Months Ended	Six Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$2,674	$2,986
Pre-tax earnings	166	442
LPS related transaction costs	55	—
Synergy bonus accrual	25	—
Purchase price amortization	43	6
Premium tax settlement	(8)	—
Realized gains	(2)	(7)
Adjusted pre-tax earnings	279	441
Adjusted pre-tax margin	10.4%	14.8%



		Direct Orders Opened *			Direct Orders Closed *
Month	/ (% Purchased)			/ (% Purchased)
April 2014		172,000	(60%)		113,000	(59%)
May 2014		170,000	(60%)		112,000	(61%)
June 2014		172,000	(60%)		117,000	(62%)

Second Quarter 2014		514,000	(60%)		342,000	(61%)



		Direct Orders Opened *		Direct Orders Closed *
Month	/ (% Purchased)			/ (% Purchased)
April 2013		244,000	(39%)	170,000	(38%)
May 2013		240,000	(40%)	175,000	(40%)
June 2013		188,000	(48%)	159,000	(42%)

Second Quarter 2013		672,000	(42%)	504,000	(40%)

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

Open

Closed

Commercial

Revenue

Commercial

Orders

(In millions)

Fee Per File

Second Quarter 2014

22,200

11,800

$115

$9,800

Second Quarter 2013

20,300

12,300

$112

$9,100

- 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.

Black Knight ($ in millions)



		Three Months Ended
		June 30, 2014
Total revenue		$201
Pre-tax earnings		17
Depreciation & amortization		32
Interest expense		7
EBITDA		56
LPS related transaction costs		8
Other legal matters		8
Synergy bonus accrual		12
Adjusted EBITDA		84
Adjusted EBITDA margin		41.0%



		Six Months Ended
		June 30, 2014
Total revenue		$388
Pre-tax loss		(60)
Depreciation & amortization		93
Interest expense		15
EBITDA		48
LPS related transaction costs		72
Other legal matters		8
Synergy bonus accrual		25
Adjusted EBITDA		153
Adjusted EBITDA margin		38.5%

FNFV - Total ($ in millions)



	Three Months Ended	Three Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$686	$650
Pre-tax earnings	16	—
Depreciation & amortization	35	36
Interest expense	7	5
EBITDA	58	41
Realized losses	1	3
Adjusted EBITDA	59	44
Adjusted EBITDA margin	8.6%	6.8%
Free cash flow	$12	$25



	Six Months Ended	Six Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$1,372	$1,306
Pre-tax earnings (loss)	37	(9)
Depreciation & amortization	66	70
Interest expense	13	12
EBITDA	116	73
Remy severance	—	7
Realized losses	1	5
Adjusted EBITDA	117	85
Adjusted EBITDA margin	8.5%	6.5%
Free cash flow	$(47)	$(9)

Restaurant Group ($ in millions)



	Three Months Ended	Three Months Ended
	June 30, 2014	June 30, 2013
Operating revenue	$358	$347
Realized losses	(1)	—
Total revenue	357	347
Pre-tax earnings	7	5
Depreciation & amortization	12	14
Interest expense	1	2
EBITDA	20	21
Realized losses	1	—
Adjusted EBITDA	21	21
Adjusted EBITDA margin	5.9%	6.1%



	Six Months Ended	Six Months Ended
	June 30, 2014	June 30, 2013
Operating revenue	$712	$701
Realized losses	(1)	(2)
Total revenue	711	699
Pre-tax earnings	16	5
Depreciation & amortization	25	27
Interest expense	3	4
EBITDA	44	36
Realized losses	1	2
Adjusted EBITDA	45	38
Adjusted EBITDA margin	6.3%	5.4%

Remy ($ in millions)



	Three Months Ended	Three Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$301	$280
Pre-tax earnings	8	4
Depreciation & amortization	19	19
Interest expense	6	3
EBITDA	33	26
Realized losses	—	3
Adjusted EBITDA	33	29
Adjusted EBITDA margin	11.0%	10.2%



	Six Months Ended	Six Months Ended
	June 30, 2014	June 30, 2013
Total revenue	$603	$565
Pre-tax earnings	18	3
Depreciation & amortization	34	38
Interest expense	11	10
EBITDA	63	51
Severance expense	—	7
Realized losses	—	3
Adjusted EBITDA	63	61
Adjusted EBITDA margin	10.4%	10.7%

“This quarter highlighted the potential of our title business when we experience stable order volumes, as we generated a 14.6% pre-tax title margin while operating in a slow recovering purchase environment and a very soft refinance market,” said Chairman William P. Foley, II. “The 14.6% margin approached our normalized pre-tax title margin target of 15%-20%, despite operating in what is arguably less than a normal residential real estate market. We believe this clearly shows that we are primed to benefit significantly from potential further improvement in the residential purchase market.

“Black Knight had another strong quarter, with revenue of $201 million, a 7% sequential improvement from the first quarter of 2014. Adjusted EBITDA of $84 million generated a 41% adjusted EBITDA margin, a 510 basis point sequential improvement from the first quarter of 2014. We remain excited about the recurring nature of the revenue, the market positioning of our product offerings, the significant organic revenue growth opportunities and the strong EBITDA margins that Black Knight brings to FNF.

“The integration of LPS continues to progress well, as we have now realized nearly $275 million of cost synergies on a run-rate basis as of the end of the second quarter. Additionally, we are confident in again increasing our total cost synergy target to $315 million.

“Finally, we distributed the stock of FNFV on June 30, 2014, and it began trading as a separate public company on the NYSE on July 1, 2014. We are encouraged by the market’s significant interest in FNFV and look forward to creating value for FNFV shareholders through the active management of the existing portfolio company investments, the potential monetization of portfolio company investments and future potential add-on or new investments.”

Conference Call

FNF will host a call with investors and analysts to discuss second quarter 2014 results on Thursday, July 31, 2014, beginning at 11:00 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 1:00 p.m. Eastern time on July 31, 2014, through August 7, 2014, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 329754.

FNFV will host a call with investors and analysts to discuss second quarter 2014 results on Thursday, July 31, 2014, beginning at 12:00 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 2:00 p.m. Eastern time on July 31, 2014, through August 7, 2014, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 332182.

About FNF

Fidelity National Financial, Inc. (NYSE: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, LLC and ServiceLink Holdings, LLC. More information about FNF can be found at www.fnf.com.

About FNFV

Fidelity National Financial Ventures (NYSE:FNFV) is a tracking stock designed to track and reflect the economic and financial performance of FNFV’s portfolio company investments. Those investments include Ceridian Corporation, a human resources and payroll processing company, Comdata, a provider of electronic payment solutions, American Blue Ribbon Holdings, the eighth largest full service restaurant company in the U.S., J. Alexander’s, an upscale casual dining company, Remy International, a manufacturer, remanufacturer and distributor of vehicle starters and alternators and Digital Insurance, an employee benefits management company. FNFV was distributed to FNF shareholders on June 30, 2014.

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

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.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions, except order information in '000's)

(Unaudited)



	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2014			2013			2014			2013
Direct title premiums	$	433		$	492		$	784		$	905
Agency title premiums		518			625			922			1,149
Total title premiums		951			1,117			1,706			2,054
Escrow, title-related and other fees		716			489			1,362			924
Total title and escrow and other		1,667			1,606			3,068			2,978

Restaurant revenue		358			347			712			701
Remy revenue		300			284			602			568
Interest and investment income		35			37			65			70
Realized gains and losses		(1	)		5			1			3
Total revenue		2,359			2,279			4,448			4,320

Personnel costs		645			546			1,316			1,065
Other operating expenses		417			366			846			691
Cost of restaurant revenue		303			295			603			597
Cost of Remy revenue (includes $18, $18, $32 and $36 of D&A, respectively)		251			241			505			481
Agent commissions		395			473			702			870
Depreciation and amortization		85			35			203			68
Title claim loss expense		57			79			110			144
Interest expense		38			21			74			44
Total expenses		2,191			2,056			4,359			3,960

Earnings from continuing operations before taxes		168			223			89			360
Income tax expense		57			72			20			118
Earnings from continuing operations before equity investments		111			151			69			242
Loss from equity investments		(5	)		(3	)		(36	)		(6	)
Net earnings from continuing operations		106			148			33			236
Loss from discontinued operations, net of tax		(1	)		(3	)		(1	)		(2	)
Net earnings		105			145			32			234
Non-controlling interests		(10	)		7			(61	)		6
Net earnings attributable to common shareholders	$	115		$	138		$	93		$	228

Earnings per share:
Net earnings attributable to common shareholders - basic	$	0.42		$	0.61		$	0.34		$	1.01
Net earnings attributable to common shareholders - diluted	$	0.41		$	0.60		$	0.33		$	0.99

Weighted average shares - basic		275			225			275			225
Weighted average shares - diluted		283			299			282			230

Direct operations orders opened (000’s)		514			672			982			1,315
Direct operations orders closed (000’s)		342			504			637			991
Fee per file	$	1,982		$	1,562		$	1,924		$	1,469
Actual title claims paid	$	79		$	108		$	146		$	199

FIDELITY NATIONAL FINANCIAL, INC.

SECOND QUARTER SEGMENT INFORMATION

(In millions, except order information in 000's)

(Unaudited)



	Consolidated			Total FNF Core			Title			BKFS			FNF Corporate and Other			Total FNFV			Remy			Restaurant Group			FNFV Other
Three Months Ended
June 30, 2014
Direct title premiums	$	433		$	433		$	433		$	—		$	—		$	—		$	—		$	—		$	—
Agency title premiums	518			518			518			—			$	—		—			—			—			—
Escrow, title related and other fees	716			689			482			201			$	6		27			—			—			27
Total Title and Escrow	1,667			1,640			1,433			201			6			27			—			—			27

Restaurant revenue	358			—			—			—			—			358			—			358			—
Autoparts revenue	300			—			—			—			—			300			300			—			—
Interest and investment income	35			33			33			—			—			2			1			—			1
Realized gains and losses	(1		)	—			—			—			—			(1		)	—			(1		)	—
Total Revenue	2,359			1,673			1,466			201			6			686			301			357			28

Personnel costs	645			588			473			106			9			57			21			17			19
Agent commissions	395			395			395			—			—			—			—			—			—
Other operating expenses	417			382			324			39			19			35			14			17			4
Cost of autoparts revenue	251			—			—			—			—			251			251			—			—
Cost of restaurant revenue	303			—			—			—			—			303			—			303			—
Depreciation and amortization	85			68			36			32			—			17			1			12			4
Claim loss expense	57			57			57			—			—			—			—			—			—
Interest expense	38			31			—			7			24			7			6			1			—
Total expenses	2,191			1,521			1,285			184			52			670			293			350			27

Pretax earnings (loss) from continuing operations	$	168		$	152		$	181		$	17		$	(46	)	$	16		$	8		$	7		$	1

Adjusted pre-tax earnings	$	265		$	230		$	214		$	54		$	(38	)	$	35		$	20		$	12		$	3
Adjusted pre-tax margin	11.2		%	13.7		%	14.6		%	26.3		%	—			5.1		%	6.6		%	3.4		%	10.7		%

Adjusted EBITDA	$	358		$	299		$	229		$	84		$	(14	)	$	59		$	33		$	21		$	5
Adjusted EBITDA margin	15.2		%	17.8		%	15.6		%	41.0		%	—			8.6		%	11.0		%	5.9		%	17.9		%

Open orders	514			514			514			—			—			—			—			—			—
Closed orders	342			342			342			—			—			—			—			—			—

FIDELITY NATIONAL FINANCIAL, INC.

SECOND QUARTER SEGMENT INFORMATION

(In millions, except order information in 000's)

(Unaudited)



	Consolidated			Total FNF Core			Title			BKFS		FNF Corporate and Other			Total FNFV			Remy			Restaurant Group			FNFV Other
Three Months Ended
June 30, 2013
Direct title premiums	$	492		$	492		$	492		$	—	$	—		$	—		$	—		$	—		$	—
Agency title premiums	625			625			625			—		—			—			—			—			—
Escrow, title related and other fees	489			468			451			—		17			21			—			—			21
Total Title and Escrow	1,606			1,585			1,568			—		17			21			—			—			21

Restaurant revenue	347			—			—			—		—			347			—			347			—
Autoparts revenue	284			—			—			—		—			284			284			—			—
Interest and investment income	37			36			36			—		—			1			(1		)	—			2
Realized gains and losses	5			8			7			—		1			(3		)	(3		)	—			—
Total Revenue	2,279			1,629			1,611			—		18			650			280			347			23

Personnel costs	546			487			478			—		9			59			19			16			24
Agent commissions	473			473			473			—		—			—			—			—			—
Other operating expenses	366			334			292			—		42			32			12			15			5
Cost of autoparts revenue	241			—			—			—		—			241			241			—			—
Cost of restaurant revenue	295			—			—					—			295			—			295			—
Depreciation and amortization	35			17			16			—		1			18			1			14			3
Claim loss expense	79			79			79			—		—			—			—			—			—
Interest expense	21			16			—			—		16			5			3			2			—
Total expenses	2,056			1,406			1,338			—		68			650			276			342			32

Pretax earnings (loss) from continuing operations	$	223		$	223		$	273		$	—	$	(50	)	$	—		$	4		$	5		$	(9	)

Adjusted pre-tax earnings	$	265		$	241		$	269		$	—	$	(28	)	$	24		$	22		$	8		$	(6	)
Adjusted pre-tax margin	11.6		%	14.8		%	16.8		%	—		—			3.7		%	7.8		%	2.3		%	—

Adjusted EBITDA	$	292		$	248		$	282		$	—	$	(34	)	$	44		$	29		$	21		$	(6	)
Adjusted EBITDA margin	12.8		%	15.2		%	17.6		%	—		—			6.8		%	10.2		%	6.1		%	—

Open orders	672			672			672			—		—			—			—			—			—
Closed orders	504			504			504			—		—			—			—			—			—

FIDELITY NATIONAL FINANCIAL, INC.

YTD SEGMENT INFORMATION

(In millions, except order information in 000's)

(Unaudited)



	Consolidated			Total FNF Core			Title			BKFS			FNF Corporate and Other			Total FNFV			Remy			Restaurant Group			FNFV Other
Six Months Ended
June 30, 2014
Direct title premiums	$	784		$	784		$	784		$	—		$	—		$	—		$	—		$	—		$	—
Agency title premiums	922			922			922			—			$	—		—			—			—			—
Escrow, title related and other fees	1,362			1,307			905			388			$	14		55			—			—			55
Total Title and Escrow	3,068			3,013			2,611			388			14			55			—			—			55

Restaurant revenue	712			—			—			—			—			712			—			712			—
Autoparts revenue	602			—			—			—			—			602			602			—			—
Interest and investment income	65			61			61			—			—			4			1			—			3
Realized gains and losses	1			2			2			—			—			(1		)	—			(1		)	—
Total Revenue	4,448			3,076			2,674			388			14			1,372			603			711			58

Personnel costs	1,316			1,201			939			239			23			115			43			33			39
Agent commissions	702			702			702			—			—			—			—			—			—
Other operating expenses	846			781			682			101			(2		)	65			24			31			10
Cost of autoparts revenue	505			—			—			—			—			505			505			—			—
Cost of restaurant revenue	603			—			—			—			—			603			—			603			—
Depreciation and amortization	203			169			75			93			1			34			2			25			7
Claim loss expense	110			110			110			—			—			—			—			—			—
Interest expense	74			61			—			15			46			13			11			3			(1		)
Total expenses	4,359			3,024			2,508			448			68			1,335			585			695			55

Pretax earnings (loss) from continuing operations	$	89		$	52		$	166		$	(60	)	$	(54	)	$	37		$	18		$	16		$	3

Adjusted pre-tax earnings	$	381		$	308		$	279		$	93		$	(64	)	$	73		$	41		$	25		$	7
Adjusted pre-tax margin	8.5		%	10.0		%	10.4		%	23.4		%	—			5.3		%	6.8		%	3.5		%	12.1		%

Adjusted EBITDA	$	564		$	447		$	311		$	153		$	(17	)	$	117		$	63		$	45		$	9
Adjusted EBITDA margin	12.7		%	14.5		%	11.6		%	38.5		%	—			8.5		%	10.4		%	6.3		%	15.5		%

Open orders	982			982			982			—			—			—			—			—			—
Closed orders	637			637			637			—			—			—			—			—			—

FIDELITY NATIONAL FINANCIAL, INC.

YTD SEGMENT INFORMATION

(In millions, except order information in 000's)

(Unaudited)



	Consolidated			Total FNF Core			Title			BKFS		FNF Corporate and Other			Total FNFV			Remy			Restaurant Group			FNFV Other
Six Months Ended
June 30, 2013
Direct title premiums	$	905		$	905		$	905		$	—	$	—		$	—		$	—		$	—		$	—
Agency title premiums	1,149			1,149			1,149			—		—			—			—			—			—
Escrow, title related and other fees	924			884			857			—		27			40			—			—			40
Total Title and Escrow	2,978			2,938			2,911			—		27			40			—			—			40

Restaurant revenue	701			—			—			—		—			701			—			701			—
Autoparts revenue	568			—			—			—		—			568			568			—			—
Interest and investment income	70			68			68			—		—			2			—			—			2
Realized gains and losses	3			8			7			—		1			(5		)	(3		)	(2		)	—
Total Revenue	4,320			3,014			2,986			—		28			1,306			565			699			42

Personnel costs	1,065			943			929			—		14			122			46			31			45
Agent commissions	870			870			870			—		—			—			—			—			—
Other operating expenses	691			622			569			—		53			69			23			35			11
Cost of autoparts revenue	481			—			—			—		—			481			481			—			—
Cost of restaurant revenue	597			—			—			—		—			597			—			597			—
Depreciation and amortization	68			34			32			—		2			34			2			27			5
Claim loss expense	144			144			144			—		—			—			—			—			—
Interest expense	44			32			—			—		32			12			10			4			(2		)
Total expenses	3,960			2,645			2,544			—		101			1,315			562			694			59

Pretax earnings (loss) from continuing operations	$	360		$	369		$	442		$	—	$	(73	)	$	(9	)	$	3		$	5		$	(17	)

Adjusted pre-tax earnings	$	433		$	390		$	441		$	—	$	(51	)	$	43		$	42		$	13		$	(12	)
Adjusted pre-tax margin	10.0		%	12.9		%	14.8		%	—		—			3.3		%	7.4		%	1.9		%	—

Adjusted EBITDA	$	535		$	450		$	467		$	—	$	(17	)	$	85		$	61		$	38		$	(14	)
Adjusted EBITDA margin	12.4		%	14.9		%	15.7		%	—		—			6.5		%	10.7		%	5.4		%	—

Open orders	1,315			1,315			1,315			—		—			—			—			—			—
Closed orders	991			991			991			—		—			—			—			—			—

FIDELITY NATIONAL FINANCIAL, INC.

QUARTERLY OPERATING STATISTICS

(Unaudited)



	Q2 2014			Q1 2014			Q4 2013			Q3 2013			Q2 2013			Q1 2013			Q4 2012			Q3 2012			Q2 2012
Quarterly Open Orders ('000's except % data)
Total open orders*	514			469			392			474			672			643			677			707			667
Total open orders per day*	8.0			7.7			6.2			7.4			10.5			10.5			10.7			11.2			10.4
Purchase % of open orders	60		%	55		%	55		%	56		%	42		%	38		%	32		%	33		%	38		%
Refinance % of open orders	40		%	45		%	45		%	44		%	58		%	62		%	68		%	67		%	62		%
Total closed orders*	342			295			307			410			504			487			518			480			459
Total closed orders per day*	5.3			4.8			4.9			6.4			7.9			8.0			8.2			7.6			7.2
Purchase % of closed orders	61		%	52		%	56		%	50		%	40		%	31		%	33		%	37		%	40		%
Refinance % of closed orders	39		%	48		%	44		%	50		%	60		%	69		%	67		%	63		%	60		%

Commercial (millions, except orders in '000's)
Revenue	$	115		$	104		$	146		$	120		$	112		$	88		$	149		$	96		$	103
Open Orders	22.2			19.6			19.3			19.9			20.3			18.7			18.9			18.9			20.3
Closed Orders	11.8			10.2			12.8			12.6			12.3			10.6			13.6			12.2			13.1

Total Fee Per File
Fee per file	$	1,982		$	1,858		$	2,082		$	1,807		$	1,562		$	1,373		$	1,565		$	1,467		$	1,497
Residential and local commercial fee per file	$	1,705		$	1,559		$	1,676		$	1,562		$	1,373		$	1,219		$	1,312		$	1,300		$	1,310
National commercial fee per file	$	9,800		$	10,200		$	11,400		$	9,500		$	9,100		$	8,300		$	10,900		$	7,800		$	7,900

Total Staffing
Total field operations employees	10,200			10,300			9,900			10,600			12,000			12,000			11,600			11,300			11,000

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

FIDELITY NATIONAL FINANCIAL, INC.

QUARTERLY OPERATING STATISTICS

(Unaudited)



	Q2 2014		Q1 2014		Q4 2013		Q3 2013		Q2 2013		Q1 2013		Q4 2012		Q3 2012		Q2 2012
FNT Only Quarterly Operating Statistics ('000's except fee per file and staffing)
Total open orders*	403		349		331		391		516		481		497		525		524
Total open orders per day*	6.3		5.7		5.3		6.1		8.1		7.9		7.9		8.3		8.2
Purchase % of open orders	71	%	71	%	65	%	68	%	56	%	58	%	—	%	—	%	—	%
Purchase % of open orders	29	%	29	%	35	%	32	%	44	%	42	%	—	%	—	%	—	%
Total closed orders*	272		219		263		323		387		354		396		381		353
Total closed orders per day*	4.3		3.6		4.2		5.0		6.0		5.8		6.3		6.1		5.5
Purchase % of closed orders	71	%	67	%	66	%	64	%	52	%	44	%	—	%	—	%	—	%
Refinance % of closed orders	29	%	33	%	34	%	36	%	48	%	56	%	—	%	—	%	—	%
Fee per file	2,227		2,151		2,260		2,028		1,747		1,537		1,756		1,602		1,664
Total tile field operations employees	8,700		8,600		8,900		9,300		10,100		9,900		9,500		9,400		9,100

ServiceLink Only Quarterly Operating Statistics ('000's except fee per file and staffing)
Total Open Orders*	111		120		61		83		156		162		180		182		143
Total open orders per day*	1.7		2.0		1.0		1.3		2.4		2.7		2.9		2.9		2.2
Purchase % of open orders	20	%	7	%	—	%	—	%	—	%	—	%	—	%	—	%	—	%
Purchase % of open orders	80	%	93	%	100	%	100	%	100	%	100	%	—	%	—	%	—	%
Total closed orders*	70		76		44		87		117		133		122		99		106
Total closed orders per day*	1.1		1.2		0.7		1.4		1.8		2.2		1.9		1.6		1.7
Purchase % of closed orders	18	%	6	%	—	%	—	%	—	%	—	%	—	%	—	%	—	%
Refinance % of closed orders	82	%	94	%	100	%	100	%	100	%	100	%	—	%	—	%	—	%
Fee per file	1,038		1,009		1,013		989		951		936		946		945		937
Total ServiceLink operating employees	1,500		1,700		970		1,300		1,900		2,100		2,100		1,900		1,900

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

FIDELITY NATIONAL FINANCIAL, INC.

SUMMARY BALANCE SHEET INFORMATION

(In millions, except per share amounts)



	FNF Core				FNFV			Intercompany Eliminations			June 30, 2014			December 31, 2013
	(Unaudited)			(Unaudited)			(Unaudited)				(Unaudited)
Cash and investment portfolio		$	4,528		$	600		$	(33	)		$	5,095		$	5,761
Goodwill		4,441			476			—				4,917			1,901
Title plant		395			—			—				395			370
Total assets		12,102			2,774			(33		)		14,843			10,524
Notes payable		3,003			373			(33		)		3,343			1,323
Reserve for title claim losses		1,661			—			—				1,661			1,636
Secured trust deposits		701			—			—				701			588
Non-controlling interest		624			477			—				1,101			474
Total equity		$	5,140		$	1,916		—				$	7,056		$	5,542
Book value per share *		$	16.27		$	15.69		$	—						$	22.14

* Book value per share is calculated based on the number of FNF Group and FNFV Group shares outstanding as of June 30, 2014, respectively, and excludes Redeemable and Non-redeemable noncontrolling interest.

FIDELITY NATIONAL FINANCIAL, INC.

SECOND QUARTER NON-GAAP RECONCILIATIONS

(In millions, except per share amounts)

(Unaudited)



	Three Months Ended June 30, 2014												Three Months Ended June 30, 2013
	Consolidated				Total FNF Core				Total FNFV				Consolidated				Total FNF Core				Total FNFV
	Consolidated				Total FNF Core				Total FNFV				Consolidated				Total FNF Core				Total FNFV

Pre-tax (loss) earnings		$	168			$	152			$	16			$	223			$	223			$	—
Interest Expense		38				31				7				21				16				5
Depreciation & amortization		103				68				35				53				17				36
EBITDA		$	309			$	251			$	58			$	297			$	256			$	41

Non-GAAP adjustments before taxes:
Realized (gain) loss, net adjustment		1				—				1				(5		)		(8		)		3
Deferred revenue adjustment for BKFS		4				4				—				—				—				—
Transaction costs related to acquisition of LPS		9				9				—				3				3				—
Severance costs related to acquisition of LPS		3				3				—				—				—				—
Synergy accrual		26				26				—				—				—				—
Premium tax settlement		(8		)		(8		)		—				—				—				—
Other legal matters		14				14				—				20				20				—
Purchase price amortization		48				30				18				24				3				21
		97				78				19				42				18				24

Adjusted pre-tax earnings		$	265			$	230			$	35			$	265			$	241			$	24
Adjusted pre-tax margin		11.2		%		13.7		%		5.1		%		11.6		%		14.8		%		3.7		%

Adjusted EBITDA		$	358			$	299			$	59			$	292			$	248			$	44
Adjusted EBITDA margin		15.2		%		17.8		%		8.6		%		12.8		%		15.2		%		6.8		%

Net loss attributable to FNF common shareholders		$	115			$	111			$	4			$	138			$	142			$	(4	)
EPS		$	0.41			$	0.39			$	0.01			$	0.60			$	0.62			$	(0.02	)

Non-GAAP adjustments:
Realized (gain) loss, net adjustment		1				—				1				(5		)		(8		)		3
Deferred revenue adjustment for BKFS		4				4				—				—				—				—
Transaction costs related to acquisition of LPS		9				9				—				3				3				—
Severance costs related to acquisition of LPS		3				3				—				—				—				—
Synergy accrual		26				26				—				—				—				—
Premium tax settlement		(8		)		(8		)		—				—				—				—
Other legal matters		14				14				—				20				20				—
Purchase price amortization		48				30				18				24				3				21
Income taxes on non-gaap adjustments		(35		)		(28		)		(7		)		(14		)		(6		)		(8		)
		62				50				12				28				12				16
Less: noncontrolling interest on non-GAAP adjustments		(33		)		(27		)		(6		)		(5		)		—				(5		)

Adjusted net earnings attributable to FNF common shareholders		$	144			$	134			$	10			$	161			$	154			$	7
Adjusted EPS		$	0.51			$	0.47			$	0.04			$	0.70			$	0.67			$	0.03

FIDELITY NATIONAL FINANCIAL, INC.

SECOND QUARTER NON-GAAP RECONCILIATIONS

(In millions, except per share amounts)

(Unaudited)



	Three Months Ended June 30, 2014									Three Months Ended June 30, 2013
	Consolidated			Total FNF Core			Total FNFV			Consolidated			Total FNF Core			Total FNFV
	Consolidated			Total FNF Core			Total FNFV			Consolidated			Total FNF Core			Total FNFV

Net cash flows used in operations		$	231		$	198		$	33		$	251		$	211		$	40

Non-GAAP adjustments:
Transaction costs related to acquisition of LPS		4			4			—			3			3			—
Synergy bonus payment		31			31			—			—			—			—
Premium tax settlement		15			15			—			—			—			—
Severance costs related to acquisition of LPS		3			3			—			—			—			—
Other legal matters		6			6			—			20			20			—
Adjusted cash flows from operations		290			257			33			274			234			40
Less: Capital expenditures		47			26			21			36			21			15

Free cash flow		$	243		$	231		$	12		$	238		$	213		$	25

FIDELITY NATIONAL FINANCIAL, INC.

YTD NON-GAAP RECONCILIATIONS

(In millions, except per share amounts)

(Unaudited)



	Six Months Ended June 30, 2014												Six Months Ended June 30, 2013
	Consolidated				Total FNF Core				Total FNFV				Consolidated				Total FNF Core				Total FNFV
	Consolidated				Total FNF Core				Total FNFV				Consolidated				Total FNF Core				Total FNFV

Pre-tax (loss) earnings		$	89			$	52			$	37			$	360			$	369			$	(9	)
Interest Expense		74				61				13				44				32				12
Depreciation & amortization		235				169				66				104				34				70
EBITDA		$	398			$	282			$	116			$	508			$	435			$	73

Non-GAAP adjustments before taxes:
Realized (gain) loss, net adjustment		(1		)		(2		)		1				(3		)		(8		)		5
Deferred revenue adjustment for BKFS		9				9				—				—				—				—
Transaction costs related to acquisition of LPS		50				50				—				3				3				—
Severance costs related to acquisition of LPS		42				42				—				—				—				—
Other legal matters		16				16				—				20				20				—
Other executive severance		—				—				—				7				—				7
Premium tax settlement		(8		)		(8		)		—				—				—				—
Synergy accrual		58				58				—				—				—				—
Purchase price amortization		126				91				35				46				6				40
		292				256				36				73				21				52

Adjusted pre-tax earnings		$	381			$	308			$	73			$	433			$	390			$	43
Adjusted pre-tax margin		8.5		%		10.0		%		5.3		%		10.0		%		12.9		%		3.3		%

Adjusted EBITDA		$	564			$	447			$	117			$	535			$	450			$	85
Adjusted EBITDA margin		12.7		%		14.5		%		8.5		%		12.4		%		14.9		%		6.5		%

Net loss attributable to FNF common shareholders		$	93			$	105			$	(12	)		$	228			$	238			$	(10	)
EPS		$	0.33			$	0.37			$	(0.04	)		$	0.99			$	1.03			$	(0.04	)

Non-GAAP adjustments:
Realized (gain) loss, net adjustment		(1		)		(2		)		1				(3		)		(8		)		5
Deferred revenue adjustment for BKFS		9				9				—				—				—				—
Transaction costs related to acquisition of LPS		50				50				—				3				3				—
Severance costs related to acquisition of LPS		42				42				—				—				—				—
Other legal matters		16				16				—				20				20				—
Other executive severance		—				—				—				7				—				7
Premium tax settlement		(8		)		(8		)		—				—				—				—
Synergy accrual		58				58				—				—				—				—
Purchase price amortization		126				91				35				46				6				40
Ceridian legal settlement, net of tax		21				—				21				—				—				—
Income taxes on non-gaap adjustments		(98		)		(85		)		(13		)		(25		)		(7		)		(18		)
		215				171				44				48				14				34
Less: noncontrolling interest on non-GAAP adjustments		(107		)		(96		)		(11		)		(12		)		—				(12		)

Adjusted net earnings attributable to FNF common shareholders		$	201			$	180			$	21			$	264			$	252			$	12
Adjusted EPS		$	0.71			$	0.64			$	0.07			$	1.15			$	1.10			$	0.05

FIDELITY NATIONAL FINANCIAL, INC.

YTD NON-GAAP RECONCILIATIONS

(In millions, except per share amounts)

(Unaudited)



	Six Months Ended June 30, 2014											Six Months Ended June 30, 2013
	Consolidated				Total FNF Core			Total FNFV				Consolidated			Total FNF Core			Total FNFV
	Consolidated				Total FNF Core			Total FNFV				Consolidated			Total FNF Core			Total FNFV

Net cash flows used in operations		$	(11	)		$	3		$	(14	)		$	215		$	190		$	25

Non-GAAP adjustments:
Transaction costs related to acquisition of LPS		45				45			—				3			3			—
Synergy bonus payment		31				31			—				—			—			—
Premium tax settlement		15				15			—				—			—			—
Severance costs related to acquisition of LPS		42				42			—				—			—			—
Other legal matters		8				8			—				20			20			—
Other executive severance payment		—				—			—				7			—			7
Adjusted cash flows from operations		130				144			(14		)		245			213			32
Less: Capital expenditures		83				50			33				77			36			41

Free cash flow		$	47			$	94		$	(47	)		$	168		$	177		$	(9	)

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