SEC Filing - Fidelity National Financial

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2014 3Q 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):

October 31, 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 October 29, 2014, Fidelity National Financial, Inc. issued an earnings release announcing its financial results for the Third 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 FNF Core and FNFV earnings release is attached as Exhibit 99.1 and Exhibit 99.2, respectively.



Item 9.01.		Financial Statements and Exhibits



Exhibit		Description
	99.1	Press release announcing FNF Core Third Quarter 2014 Earnings.
	99.2	Press release announcing FNFV Third 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:	October 29, 2014	By:	/s/ Anthony J. Park
			Name:	Anthony J. Park
			Title:	Chief Financial Officer

EXHIBIT INDEX




Exhibit		Description
	99.1	Press release announcing FNF Core Third Quarter 2014 Earnings.
	99.2	Press release announcing FNFV Third Quarter 2014 Earnings.

2014 3Q FNF Group Press Release

FNF Core Reports Third Quarter 2014 Adjusted EPS of $0.51; Adjusted Pre-Tax Title Margin of 14.7%, a 50 Basis Point Sequential Improvement From the Second Quarter of 2014; Black Knight Adjusted EBITDA Margin of 42.3%

Jacksonville, Fla. - (October 29, 2014) - Fidelity National Financial, Inc. today reported the operating results of its core segment (NYSE:FNF), a leading provider of title insurance, technology and transaction services to the real estate and mortgage industries, for the three and nine-month periods ended September 30, 2014.


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


•	Adjusted third quarter net earnings of $145 million versus adjusted net earnings of $115 million for the third quarter of 2013


•	Adjusted third quarter core diluted EPS of $0.51 versus adjusted core diluted EPS of $0.50 in the third quarter of 2013


•	Third quarter core free cash flow provided of $292 million versus $94 million provided in the third quarter of 2013

Title


•	Approximately $1.5 billion in total revenue, adjusted pre-tax earnings of $223 million and adjusted pre-tax title margin of 14.7% for the third quarter versus approximately $1.5 billion in total revenue, adjusted pre-tax earnings of $220 million and an adjusted pre-tax title margin of 14.3% in the third quarter of 2013


•	Adjusted pre-tax title margin of 14.7%, a 50 basis point improvement over the revised second quarter adjusted pre-tax title margin of 14.2%; second quarter 2014 was revised due to an immaterial payroll accrual correction


•	ServiceLink generated $225 million in revenue, adjusted EBITDA of $34 million, an adjusted EBITDA margin of 15%, adjusted pre-tax earnings of $29 million and an adjusted pre-tax margin of 13%


•	Open orders per day of 7,516 for the third quarter versus 7,406 open orders per day for the third quarter of 2013


•	Closed orders per day of 5,438 for the third quarter versus 6,406 closed orders per day for the third quarter of 2013


•	Third quarter purchase orders opened and closed increased by 7% and 2%, respectively, versus the third quarter of 2013; purchase orders opened and closed declined by 1% and 5%, respectively, excluding ServiceLink default related purchase orders


•	Third quarter national commercial title revenue of $136 million, a 13% increase from the third quarter of 2013, driven by a 12% improvement in the commercial fee per file and a 2% increase in closed orders; open commercial orders increased by 8% over the prior year


•	Overall third quarter average fee per file of $2,066, a 14.3% increase over the third quarter of 2013


•	Title claims paid of $81 million, a decrease of $22 million, or 21%, from the third quarter of 2013

Title Orders



		Direct Orders Opened *			Direct Orders Closed *
Month	/ (% Purchase)			/ (% Purchase)
July 2014		170,000	60%		120,000	63%
August 2014		155,000	60%		115,000	62%
September 2014		156,000	60%		113,000	60%

Third Quarter 2014		481,000	60%		348,000	62%



		Direct Orders Opened *		Direct Orders Closed *
Month	/ (% Purchase)			/ (% Purchase)
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%

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

Open

Closed

Commercial

Revenue

Commercial

Orders

(In millions)

Fee Per File

Third Quarter 2014

21,400

12,800

$136

$10,600

Third Quarter 2013

19,900

12,600

$120

$9,500

- 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


•	Total revenue of $214 million, led by MSP revenue of approximately $120 million


•	Revenue growth of 11% compared to the prior year period legacy LPS results, led by RealEC and Data and Analytics, and factoring out the increase of $15 million during 2014 from the addition of Property Insight


•	Recent significant customer contracts that include Green Tree signing a multi-year MSP contract, Stearns and Synovus signing multi-year Empower contracts and RealEC signing contracts for Closing Insight with three of the nation's top five lenders


•	Adjusted EBITDA of $91 million and adjusted EBITDA margin of 42.3%, a 130 basis point sequential improvement from the second quarter of 2014 and an 830 basis point improvement over the prior year

“This was a stable quarter for our title business as our consistent focus on operational efficiency metrics allowed us to generate a 14.7% pre-tax title margin, a 50 basis point sequential improvement over the second quarter of 2014,” said Chairman William P. Foley, II. “We continue to believe that we can show further margin improvement in a stable order environment and even higher margins as mortgage credit becomes more readily available and the residential real estate market continues to improve.

“Black Knight had another strong quarter in both revenue growth and EBITDA margin improvement. We are also generating significant momentum in the business with recent contracts signed that will further contribute to future organic revenue growth. Additionally, the sales pipeline remains strong, with numerous MSP, Empower, Closing Insight and Data and Analytics contracts expected over the next several quarters. We expect a strong fourth quarter and are very excited about our revenue growth prospects for 2015 and 2016. Finally, the integration of LPS is effectively completed, as we have now realized nearly $296 million of cost synergies on a run-rate basis as of the end of the third quarter."

Conference Call

We will host a call with investors and analysts to discuss third quarter 2014 FNF Core results on Thursday, October 30, 2014, beginning at 9:00 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 11:00 a.m. Eastern time on October 30, 2014, through November 6, 2014, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 338005.

About FNF

in the U.S., through its majority-owned subsidiaries, Black Knight Financial Services, LLC and ServiceLink Holdings, LLC. In addition, in our FNFV group, we own majority and minority equity investment stakes in a number of entities, including American Blue Ribbon Holdings, LLC ("ABRH"), J. Alexander’s, LLC ("J. Alexander's"), Remy International, Inc. ("Remy"), Ceridian HCM, Inc. and Comdata Inc. (collectively "Ceridian") and Digital Insurance, Inc. ("Digital Insurance").

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), adjusted earnings before interest, taxes and depreciation as a percent of adjusted revenue (Adjusted EBITDA margin), adjusted net earnings, adjusted EPS and free cash flow.

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

Forward-Looking Statements and Risk Factors

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

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

SOURCE: Fidelity National Financial, Inc.

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

FIDELITY NATIONAL FINANCIAL CORE

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS			FNF Core Corporate and Other
Three Months Ended
September 30, 2014
Direct title premiums	$	465		$	465		$	—		$	—
Agency title premiums	528			528			—			—
Escrow, title related and other fees	708			491			214			3
Total title and escrow	1,701			1,484			214			3

Interest and investment income	27			28			—			(1		)
Realized gains and losses	(2		)	(2		)	—			—
Total revenue	1,726			1,510			214			2

Personnel costs	584			479			96			9
Agent commissions	396			396			—			—
Other operating expenses	390			349			38			3
Depreciation and amortization	84			35			48			1
Claim loss expense	59			59			—			—
Interest expense	32			—			8			24
Total expenses	1,545			1,318			190			37

Pre-tax earnings from continuing operations	$	181		$	192		$	24		$	(35	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	2		$	2		$	—		$	—
Deferred revenue adjustment for BKFS	1			—			1			—
Transaction costs related to acquisition of LPS	6			3			3			—
Severance costs related to acquisition of LPS	3			2			1			—
Synergy bonus accrual	9			3			3			3
Other legal matters	5			—			3			2
Purchase price amortization	46			21			25			—
Total non-GAAP adjustments before taxes	$	72		$	31		$	36		$	5

Adjusted pre-tax earnings from continuing operations	$	253		$	223		$	60		$	(30	)
Adjusted pre-tax margin from continuing operations	14.6		%	14.7		%	27.9		%	—

Purchase price amortization	(46		)	(21		)	(25		)	—
Interest expense	32			—			8			24
Depreciation and amortization	84			35			48			1

Adjusted EBITDA	$	323		$	237		$	91		$	(5	)
Adjusted EBITDA margin	18.7		%	15.7		%	42.3		%	—

ServiceLink non-GAAP reconciliations:
ServiceLink pre-tax loss	$	(3	)
Depreciation & Amortization	25
ServiceLink EBITDA	$	22
Severance and other LPS acquisition costs	8
Software impairment	4
ServiceLink Adjusted EBITDA	$	34



ServiceLink pre-tax loss	$	(3	)
Purchase price amortization	20
Severance and other LPS acquisition costs	8
Software impairment	4
ServiceLink adjusted pre-tax earnings	$	29

FIDELITY NATIONAL FINANCIAL CORE

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS			FNF Core Corporate and Other
Three Months Ended
September 30, 2014

Pre-tax earnings from continuing operations	$	181		$	192		$	24		$	(35	)
Income tax expense	73			69			—			4
Earnings from equity investments	1			1			—			—
Non-controlling interests	(5		)	(5		)	—			—

Net earnings attributable to FNF Group common shareholders	$	114		$	129		$	24		$	(39	)

EPS attributable to FNF Group common shareholders - basic	$	0.41		$	0.47		$	0.09		$	(0.14	)
EPS attributable to FNF Group common shareholders - diluted	$	0.40		$	0.45		$	0.08		$	(0.13	)


FNF Group weighted average shares - basic	275
FNF Group weighted average shares - diluted	284

Net earnings attributable to FNF Group common shareholders	$	114		$	129		$	24		$	(39	)

Total non-GAAP, pre-tax adjustments	72			31			36			5
Income taxes on non-GAAP adjustments	(19		)	(8		)	(9		)	(2		)
Noncontrolling interest on non-GAAP adjustments	(22		)	(10		)	(12		)	—
Total non-GAAP adjustments	31			13			15			3

Adjusted net earnings attributable to FNF Group common shareholders	$	145		$	142		$	39		$	(36	)

Adjusted EPS attributable to FNF Group common shareholders - diluted	$	0.51		$	0.50		$	0.14		$	(0.13	)

Direct orders opened (000's)	481			481
Direct orders closed (000's)	348			348
Fee per file	$	2,066		$	2,066
Actual title claims paid	$	81		$	81

Cash flows provided by operations:	$	292
Non-GAAP adjustments:
Transaction costs related to acquisition of LPS	3
Synergy bonus payment	24
Severance costs related to acquisition of LPS	3
Total non-GAAP adjustments	30

Adjusted cash flows from operations	322
Capital expenditures	30
Free cash flow	$	292

FIDELITY NATIONAL FINANCIAL CORE

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS		FNF Core Corporate and Other
Three Months Ended
September 30, 2013
Direct title premiums	$	472		$	472		$	—	$	—
Agency title premiums	630			630			—		—
Escrow, title related and other fees	415			409			—		6
Total title and escrow	1,517			1,511			—		6

Interest and investment income	30			29			—		1
Realized gains and losses	3			3			—		—
Total revenue	1,550			1,543			—		7

Personnel costs	479			471			—		8
Agent commissions	482			482			—		—
Other operating expenses	300			276			—		24
Depreciation and amortization	16			17			—		(1		)
Claim loss expense	77			77			—		—
Interest expense	20			—			—		20
Total expenses	1,374			1,323			—		51

Pre-tax earnings from continuing operations	$	176		$	220		$	—	$	(44	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	(3	)	$	(3	)	$	—	$	—
Transaction costs related to acquisition of LPS	6			—			—		6
Purchase price amortization	3			3			—		—
Total non-GAAP adjustments before taxes	$	6		$	—		$	—	$	6

Adjusted pre-tax earnings from continuing operations	$	182		$	220		$	—	$	(38	)
Adjusted pre-tax margin from continuing operations	11.7		%	14.3		%	—		—

Purchase price amortization	(3		)	(3		)	—		—
Interest expense	20			—			—		20
Depreciation and amortization	16			17			—		(1		)

Adjusted EBITDA	$	215		$	234		$	—	$	(19	)
Adjusted EBITDA margin	13.9		%	15.2		%	—		—

FIDELITY NATIONAL FINANCIAL CORE

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS		FNF Core Corporate and Other
Three Months Ended
September 30, 2013

Pre-tax earnings from continuing operations	$	176		$	220		$	—	$	(44	)

Income tax expense	63			77			—		(14		)
Earnings from equity investments	1			1			—		—
Earnings (loss) from discontinued operations, net of tax	(1		)	(1		)	—		—
Non-controlling interests	2			2			—		—

Net earnings attributable to Old FNF common shareholders	$	111		$	141		$	—	$	(30	)

EPS attributable to Old FNF common shareholders - basic	$	0.49		$	0.62		$	—	$	(0.13	)
EPS attributable to Old FNF common shareholders - diluted	$	0.48		$	0.61		$	—	$	(0.13	)

Old FNF weighted average shares - basic	226
Old FNF weighted average shares - diluted	230

Net earnings attributable to Old FNF common shareholders	$	111		$	141		$	—	$	(30	)

Total non-GAAP, pre-tax adjustments	6			—			—		6
Income taxes on non-GAAP adjustments	(2		)	—			—		(2		)
Total non-GAAP adjustments	4			—			—		4

Adjusted net earnings attributable to Old FNF common shareholders	$	115		$	141		$	—	$	(26	)

Adjusted EPS attributable to Old FNF common shareholders - diluted	$	0.50		$	0.61		$	—	$	(0.11	)

Direct orders opened (000's)	474			474
Direct orders closed (000's)	410			410
Fee per file	$	1,807		$	1,807
Actual title claims paid	$	103		$	103

Cash flows provided by operations:	$	105
Non-GAAP adjustments:
Transaction costs related to acquisition of LPS	8
Total non-GAAP adjustments	8

Adjusted cash flows from operations	113
Capital expenditures	19
Free cash flow	$	94

FIDELITY NATIONAL FINANCIAL CORE

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS			FNF Core Corporate and Other
Nine Months Ended
September 30, 2014
Direct title premiums	$	1,249		$	1,249		$	—		$	—
Agency title premiums	1,450			1,450			—			—
Escrow, title related and other fees	2,015			1,394			632			(11		)
Total title and escrow	4,714			4,093			632			(11		)

Interest and investment income	88			89			—			(1		)
Total revenue	4,802			4,182			632			(12		)

Personnel costs	1,774			1,413			342			19
Agent commissions	1,098			1,098			—			—
Other operating expenses	1,186			1,040			159			(13		)
Depreciation and amortization	253			109			142			2
Claim loss expense	169			169			—			—
Interest expense	93			—			23			70
Total expenses	4,573			3,829			666			78

Pre-tax earnings from continuing operations	$	229		$	353		$	(34	)	$	(90	)

Non-GAAP adjustments before taxes
Deferred revenue adjustment for BKFS	10			—			10			—
Transaction costs related to acquisition of LPS	56			42			40			(26		)
Severance costs related to acquisition of LPS	45			18			27			—
Synergy bonus accrual	67			28			28			11
Premium tax settlement	(8		)	(8		)	—			—
Other legal matters	21			—			11			10
Purchase price amortization	137			64			73			—
Total non-GAAP adjustments before taxes	$	328		$	144		$	189		$	(5	)

Adjusted pre-tax earnings from continuing operations	$	557		$	497		$	155		$	(95	)
Adjusted pre-tax margin from continuing operations	11.6		%	11.9		%	24.1		%	—

Purchase price amortization	(137		)	(64		)	(73		)	—
Interest expense	93			—			23			70
Depreciation and amortization	253			109			142			2

Adjusted EBITDA	$	766		$	542		$	247		$	(23	)
Adjusted EBITDA margin	15.9		%	13.0		%	38.5		%	—

FIDELITY NATIONAL FINANCIAL CORE

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS			FNF Core Corporate and Other
Nine Months Ended
September 30, 2014

Pre-tax earnings from continuing operations	$	229		$	353		$	(34	)	$	(90	)

Income tax expense	92			129			(11		)	(26		)
Earnings from equity investments	3			3			—			—
Earnings (loss) from discontinued operations, net of tax	(1		)	(1		)	—			—
Non-controlling interests	(76		)	(40		)	(36		)	—

Net earnings attributable to FNF common shareholders	$	215		$	266		$	13		$	(64	)

EPS attributable to Old FNF common shareholders - basic	$	0.37		$	0.50		$	(0.04	)	$	(0.09	)
EPS attributable to Old FNF common shareholders - diluted	$	0.36		$	0.49		$	(0.03	)	$	(0.10	)

EPS attributable to FNF Group common shareholders - basic	$	0.41		$	0.47		$	0.09		$	(0.15	)
EPS attributable to FNF Group common shareholders - diluted	$	0.40		$	0.45		$	0.08		$	(0.13	)

Old FNF weighted average shares - basic	183
Old FNF weighted average shares - diluted	189

FNF Group weighted average shares - basic	92
FNF Group weighted average shares - diluted	94

Net earnings attributable to FNF common shareholders	$	215		$	266		$	13		$	(64	)

Total non-GAAP, pre-tax adjustments	328			144			189			(5		)
Income taxes on non-GAAP adjustments	(80		)	(35		)	(47		)	2
Noncontrolling interest on non-GAAP adjustments	(118		)	(52		)	(66		)	—
Total non-GAAP adjustments	130			57			76			(3		)

Adjusted net earnings attributable to FNF common shareholders*	$	345		$	323		$	89		$	(67	)

Adjusted EPS attributable to FNF common shareholders - diluted*	$	1.22		$	1.14		$	0.31		$	(0.23	)
* Adjusted EPS is presented as if Old FNF common shareholders and FNF Group common shareholders combined.

Direct orders opened (000's)	1,463			1,463
Direct orders closed (000's)	985			985
Fee per file	$	1,974		$	1,974
Actual title claims paid	$	226		$	226

Cash flows provided by operations:	$	295
Non-GAAP adjustments:
Transaction costs related to acquisition of LPS	48
Severance costs related to acquisition of LPS	45
Synergy bonus payment	31
Premium tax settlement	15



Other legal matters	8
Total non-GAAP adjustments	147

Adjusted cash flows from operations	442
Capital expenditures	82
Free cash flow	$	360

FIDELITY NATIONAL FINANCIAL CORE

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS		FNF Core Corporate and Other
Nine Months Ended
September 30, 2013
Direct title premiums	$	1,377		$	1,377		$	—	$	—
Agency title premiums	1,779			1,779			—		—
Escrow, title related and other fees	1,299			1,266			—		33
Total title and escrow	4,455			4,422			—		33

Interest and investment income	98			97			—		1
Realized gains and losses	11			10			—		1
Total revenue	4,564			4,529			—		35

Personnel costs	1,422			1,400			—		22
Agent commissions	1,352			1,352			—		—
Other operating expenses	922			845			—		77
Depreciation and amortization	50			49			—		1
Claim loss expense	221			221			—		—
Interest expense	52			—			—		52
Total expenses	4,019			3,867			—		152

Pre-tax earnings from continuing operations	$	545		$	662		$	—	$	(117	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	(11	)	$	(10	)	$	—	$	(1	)
Transaction costs related to acquisition of LPS	9			—			—		9
Other legal matters	20			—			—		20
Purchase price amortization	9			9			—		—
Total non-GAAP adjustments before taxes	$	27		$	(1	)	$	—	$	28

Adjusted pre-tax earnings from continuing operations	$	572		$	661		$	—	$	(89	)
Adjusted pre-tax margin from continuing operations	12.5		%	14.6		%	—		—

Purchase price amortization	(9		)	(9		)	—		—
Interest expense	52			—			—		52
Depreciation and amortization	50			49			—		1

Adjusted EBITDA	$	665		$	701		$	—	$	(36	)
Adjusted EBITDA margin	14.6		%	15.5		%	—		—

FIDELITY NATIONAL FINANCIAL CORE

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)



	Total FNF Core			Title			BKFS		FNF Core Corporate and Other
Nine Months Ended
September 30, 2013

Pre-tax earnings from continuing operations	$	545		$	662		$	—	$	(117	)

Income tax expense	197			236			—		(39		)
Earnings from equity investments	4			4			—		—
Earnings from discontinued operations, net of tax	1			1			—		—
Non-controlling interests	4			4			—		—

Net earnings attributable to FNF common shareholders	$	349		$	427		$	—	$	(78	)

EPS attributable to Old FNF common shareholders - basic	$	1.55		$	1.90		$	—	$	(0.35	)
EPS attributable to Old FNF common shareholders - diluted	$	1.52		$	1.86		$	—	$	(0.34	)

Old FNF weighted average shares - basic	225
Old FNF weighted average shares - diluted	230

Net earnings attributable to FNF common shareholders	$	349		$	427		$	—	$	(78	)

Total non-GAAP, pre-tax adjustments	27			(1		)	—		28
Income taxes on non-GAAP adjustments	(9		)	—			—		(9		)
Total non-GAAP adjustments	18			(1		)	—		19

Adjusted net earnings attributable to Old FNF common shareholders	$	367		$	426		$	—	$	(59	)

Adjusted EPS attributable to Old FNF common shareholders - diluted	$	1.60		$	1.85		$	—	$	(0.25	)

Direct orders opened (000's)	1,789			1,789
Direct orders closed (000's)	1,401			1,401
Fee per file	$	1,568		$	1,568
Actual title claims paid	$	303		$	303

Cash flows provided by operations:	$	298
Non-GAAP adjustments:
Transaction costs related to acquisition of LPS	11
Other legal matters	20
Total non-GAAP adjustments	31

Adjusted cash flows from operations	329
Capital expenditures	55
Free cash flow	$	274

FIDELITY NATIONAL FINANCIAL CORE

QUARTERLY OPERATING STATISTICS

(Unaudited)



	Q3 2014			Q2 2014			Q1 2014			Q4 2013			Q3 2013			Q2 2013			Q1 2013			Q4 2012
Quarterly Open Orders ('000's except % data)
Total open orders*	481			514			469			392			474			672			643			677
Total open orders per day*	7.5			8.0			7.7			6.2			7.4			10.5			10.5			10.7
Purchase % of open orders	60		%	60		%	55		%	55		%	56		%	42		%	38		%	32		%
Refinance % of open orders	40		%	40		%	45		%	45		%	44		%	58		%	62		%	68		%
Total closed orders*	348			342			295			307			410			504			487			518
Total closed orders per day*	5.4			5.3			4.8			4.9			6.4			7.9			8.0			8.2
Purchase % of closed orders	62		%	61		%	52		%	56		%	50		%	40		%	31		%	33		%
Refinance % of closed orders	38		%	39		%	48		%	44		%	50		%	60		%	69		%	67		%

Commercial (millions, except orders in '000's)
Revenue	$	136		$	115		$	104		$	146		$	120		$	112		$	88		$	149
Open Orders	21.4			22.2			19.6			19.3			19.9			20.3			18.7			18.9
Closed Orders	12.8			20.3			10.2			12.8			12.6			12.3			10.6			13.6

Total Fee Per File
Fee per file	$	2,066		$	1,982		$	1,858		$	2,082		$	1,807		$	1,562		$	1,373		$	1,565
Residential and local commercial fee per file	$	1,739		$	1,750		$	1,559		$	1,676		$	1,562		$	1,373		$	1,219		$	1,312
National commercial fee per file	$	10,600		$	9,800		$	10,200		$	11,400		$	9,500		$	9,100		$	8,300		$	10,900

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

FNT Only Quarterly Operating Statistics ('000's except fee per file and staffing)
Total open orders*	385			403			349			331			391			516			481			497
Total open orders per day*	6.0			6.3			5.7			5.3			6.1			8.1			7.9			7.9
Purchase % of open orders	69		%	71		%	71		%	65		%	68		%	56		%	58		%	—		%
Refinance % of open orders	31		%	29		%	29		%	35		%	32		%	44		%	42		%	—		%
Total closed orders*	282			272			219			263			323			387			354			396
Total closed orders per day*	4.4			4.3			3.6			4.2			5.0			6.0			5.8			6.3
Purchase % of closed orders	70		%	71		%	67		%	66		%	64		%	52		%	44		%	—		%
Refinance % of closed orders	30		%	29		%	33		%	34		%	36		%	48		%	56		%	—		%
Fee per file	2,306			2,227			2,151			2,260			2,028			1,747			1,537			1,756
Total tile field operations employees	8,900			8,700			8,600			8,900			9,300			10,100			9,900			9,500

ServiceLink Only Quarterly Operating Statistics ('000's except fee per file and staffing)
Total Open Orders*	96			111			120			61			83			156			162			180
Total open orders per day*	1.5			1.7			2.0			1.0			1.3			2.4			2.7			2.9
Purchase % of open orders	23		%	20		%	7		%	—			—			—			—			—
Refinance % of open orders	77		%	80		%	93		%	100		%	100		%	100		%	100		%	100		%
Total closed orders	66			70			76			44			87			117			133			122
Total closed orders per day*	1.0			1.1			1.2			0.7			1.4			1.8			2.2			1.9
Purchase % of closed orders	24		%	18		%	6		%	—			—			—			—			—
Refinance % of closed orders	76		%	82		%	94		%	100		%	100		%	100		%	100		%	100		%
Fee per file	1,052			1,038			1,009			1,013			989			951			936			946
Total ServiceLink operating employees	1,300			1,500			1,700			970			1,300			1,900			2,100			2,100

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

FIDELITY NATIONAL FINANCIAL CORE

SUMMARY BALANCE SHEET INFORMATION

(In millions)



	FNF Core September 30, 2014				FNF Core December 31, 2013
	(Unaudited)					(Unaudited)
Cash and investment portfolio		$	4,494			$	5,235
Goodwill		4,489				1,438
Title plant		395				370
Total assets		12,041				8,028
Notes payable		2,802				983
Reserve for title claim losses		1,640				1,636
Secured trust deposits		722				588
Redeemable non-controlling interests		687				—
Non-redeemable non-controlling interests		(58		)		10
Total equity and redeemable non-controlling interests		5,197				3,896



	FNF Core September 30, 2014					FNFV September 30, 2014			Intercompany Eliminations			Consolidated September 30, 2014			Consolidated December 31, 2013
	(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)
Cash and investment portfolio		$	4,494			$	593		$	(29	)		$	5,058		$	5,761
Goodwill		4,489				483			—				4,792			1,901
Title plant		395				—			—				395			370
Total assets		12,041				2,778			(29		)		14,790			10,529
Notes payable		2,802				467			(29		)		3,240			1,323
Reserve for title claim losses		1,640				—			—				1,640			1,636
Secured trust deposits		722				—			—				722			588
Redeemable non-controlling interests		687				—			—				687			—
Non-redeemable non-controlling interests		(58		)		428			—				370			474
Total equity and redeemable non-controlling interests		5,197				1,844			—				7,041			5,535

FIDELITY NATIONAL FINANCIAL, INC.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions)

(Unaudited)



	Three Months Ended									Nine Months Ended
	September 30, 2014									September 30, 2014
	Consolidated			Core			FNFV			Consolidated			Core			FNFV
Direct title premiums	$	465		$	465		$	—		$	1,249		$	1,249		$	—
Agency title premiums	528			528			—			1,450			1,450			—
Total title premiums	993			993			—			2,699			2,699			—
Escrow, title-related and other fees	735			708			27			2,097			2,015			82
Total title and escrow and other	1,728			1,701			27			4,796			4,714			82

Restaurant revenue	343			—			343			1,055			—			1,055
Remy revenue	290			—			290			892			—			892
Interest and investment income	29			27			2			94			88			6
Realized gains and losses	(7		)	(2		)	(5		)	(6		)	—			(6		)
Total revenue	2,383			1,726			657			6,831			4,802			2,029

Personnel costs	645			584			61			1,950			1,774			176
Other operating expenses	428			390			38			1,289			1,186			103
Cost of Remy revenue (includes $19 and $51 of D&A, respectively)	266			—			266			771			—			771
Cost of restaurant revenue	296			—			296			899			—			899
Agent commissions	396			396			—			1,098			1,098			—
Depreciation and amortization	102			84			18			305			253			52
Title claim loss expense	59			59			—			169			169			—
Interest expense	37			32			5			111			93			18
Total expenses	2,229			1,545			684			6,592			4,573			2,019

Earnings from continuing operations before taxes	154			181			(27		)	239			229			10
Income tax expense	59			73			(14		)	79			92			(13		)
Earnings from continuing operations before equity investments	95			108			(13		)	160			137			23
Loss from equity investments	(7		)	1			(8		)	(43		)	3			(46		)
Net earnings from continuing operations	88			109			(21		)	117			140			(23		)
Loss from discontinued operations, net of tax	—			—			—			(1		)	(1		)	—
Net earnings	88			109			(21		)	116			139			(23		)
Non-controlling interests	(14		)	(5		)	(9		)	(75		)	(76		)	1
Net earnings attributable to common shareholders	$	102		$	114		$	(12	)	$	191		$	215		$	(24	)

Cash flows provided by (used in) operations	295			292			3			284			295			(11		)

FIDELITY NATIONAL FINANCIAL, INC.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions)

(Unaudited)



	Three Months Ended									Nine Months Ended
	September 30, 2013									September 30, 2013
	Consolidated			Core			FNFV			Consolidated			Core		FNFV
Direct title premiums	$	472		$	472		$	—		$	1,377		$	1,377	$	—
Agency title premiums	630			630			—			1,779			1,779		—
Total title premiums	1,102			1,102			—			3,156			3,156		—
Escrow, title-related and other fees	437			415			22			1,361			1,299		62
Total title and escrow and other	1,539			1,517			22			4,517			4,455		62

Restaurant revenue	336			—			336			1,037			—		1,037
Remy revenue	266			—			266			834			—		834
Interest and investment income	29			30			(1		)	99			98		1
Realized gains and losses	4			3			1			7			11		(4		)
Total revenue	2,174			1,550			624			6,494			4,564		1,930

Personnel costs	546			479			67			1,611			1,422		189
Other operating expenses	329			300			29			1,020			922		98
Cost of Remy revenue (includes $19 and $55 of D&A, respectively)	223			—			223			704			—		704
Cost of restaurant revenue	292			—			292			889			—		889
Agent commissions	482			482			—			1,352			1,352		—
Depreciation and amortization	36			16			20			104			50		54
Title claim loss expense	77			77			—			221			221		—
Interest expense	27			20			7			71			52		19
Total expenses	2,012			1,374			638			5,972			4,019		1,953

Earnings from continuing operations before taxes	162			176			(14		)	522			545		(23		)
Income tax expense	52			63			(11		)	170			197		(27		)
Earnings from continuing operations before equity investments	110			113			(3		)	352			348		4
Loss from equity investments	(14		)	1			(15		)	(20		)	4		(24		)
Net earnings from continuing operations	96			114			(18		)	332			352		(20		)
Loss from discontinued operations, net of tax	—			(1		)	1			(2		)	1		(3		)
Net earnings	96			113			(17		)	330			353		(23		)
Non-controlling interests	2			2			—			8			4		4
Net earnings attributable to common shareholders	$	94		$	111		$	(17	)	$	322		$	349	$	(27	)

Cash flows provided by (used in) operations	129			105			24			344			298		46

###

2014 3Q FNFV Group Press Release

FNFV Reports 3rd Quarter 2014 Results With Significant Progress on Monetization Efforts and $1.4 Billion Book Value of Portfolio Company Investments, or $15.24 Per Share

Jacksonville, Fla. -- (October 29, 2014) -- FNFV (NYSE:FNFV), a tracking stock established to highlight the inherent value of the portfolio companies of Fidelity National Financial, Inc. (NYSE:FNF), today reported operating results for the three-month and nine-month periods ended September 30, 2014.


•	Total revenue of approximately $657 million in the third quarter versus $624 million in the third quarter of 2013


•	Third quarter adjusted diluted EPS of $0.06 versus adjusted diluted EPS of $(0.05) in the third quarter of 2013


•	Adjusted EBITDA of $43 million for the third quarter versus adjusted EBITDA of $31 million for the third quarter of 2013


•	Third quarter FNFV free cash flow used of $(12) million versus $5 million provided in the third quarter of 2013

Restaurant Group


•	Approximately $343 million in total revenue, adjusted EBITDA of $13 million and adjusted EBITDA margin of 3.8% for the third quarter versus approximately $338 million in total revenue, adjusted EBITDA of $13 million and an adjusted EBITDA margin of 3.9% in the third quarter of 2013


•	American Blue Ribbon Holdings generated $296 million in total revenue and a same store sales increase of approximately 1% in the third quarter, with O'Charley's and Ninety Nine achieving approximately 2% same store sales growth, both exceeding the Knapp-Track U. S. Casual Dining Index by more than 200 basis points


•	J. Alexander's produced $47 million in total revenue and same store sales growth of more than 4% in the third quarter

Remy


•	Total revenue of $290 million versus total revenue of $266 million in the third quarter of 2013


•	Adjusted EBITDA of $30 million and adjusted EBITDA margin of 10.3%, versus adjusted EBITDA of $33 million and adjusted EBITDA margin of 12.4% in the third quarter of 2013

Ceridian HCM


•	Third quarter total revenue of approximately $208 million, a 6% decline from the third quarter of 2013, pre-tax loss of $31 million, EBITDA of $22 million, excluding interest and depreciation and amortization and an EBITDA margin of 11%

Digital Insurance


•	Third quarter total revenue of $25 million, a 38% increase over the third quarter of 2013; pre-tax earnings of $0 million, EBITDA of $5 million, excluding interest and depreciation and amortization, a 35% increase over the third quarter of 2013 and a third quarter EBITDA margin of 20%

Monetization Initiatives


•	Announced sale of Comdata to Fleetcor in August 2014; FNFV will indirectly receive approximately 2.3 million shares of Fleetcor common stock at closing, subject to a six-month lockup period; current value of approximately $320 million; closing is expected in the fourth quarter of 2014 and HSR clearance has been received


•	Announced tax-free distribution of Remy common stock in September 2014; current value of approximately $285 million; closing expected in December 2014 or first quarter of 2015


•	J. Alexander's announced filing a registration statement with the SEC related to the proposed initial offering of its common stock in October 2014


•	American Blue Ribbon Holdings completed a leveraged recapitalization in August 2014 that facilitated a $75 million shareholder dividend, with FNFV's share of the dividend being approximately $40 million

“We achieved several important milestones at FNFV this quarter,” said Chairman William P. Foley, II. “The pending sale of Comdata for Fleetcor common shares will bring an attractive investment in an innovative, industry-leading company. The tax-free distribution of Remy common shares provides a tax efficient monetization event for our shareholders. J. Alexander's has begun the IPO process and a publicly traded common stock will provide liquidity and a market valuation for that business. We will continue to seek to maximize the value of the portfolio company investments at FNFV."

Conference Call

We will host a call with investors and analysts to discuss third quarter 2014 results of FNFV on Thursday, October 30, 2014, 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 30, 2014, through November 6, 2014, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 338004.

About FNF

Fidelity National Financial, Inc. (FNF) is organized into two groups, FNF Core (NYSE: FNF) and FNF Ventures (NYSE: FNFV). Through our Core operations, 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. In addition, in our FNFV group, we own majority and minority equity investment stakes in a number of entities, including American Blue Ribbon Holdings, LLC ("ABRH"), J. Alexander’s, LLC ("J. Alexander's"), Remy International, Inc. ("Remy"), Ceridian HCM, Inc. and Comdata Inc. (collectively "Ceridian") and Digital Insurance, Inc. ("Digital Insurance").

More information about FNF can be found at www.fnf.com.

Use of Non-GAAP Financial Information

Forward-Looking Statements

SOURCE: Fidelity National Financial, Inc.

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

FIDELITY NATIONAL FINANCIAL VENTURES

THIRD QUARTER SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Three Months Ended
September 30, 2014
Operating revenue	$	660		$	290		$	343		$	27
Interest and investment income	2			—			—			2
Realized gains and losses	(5		)	—			—			(5		)
Total revenue	657			290			343			24

Personnel costs	61			20			19			22
Other operating expenses	38			16			15			7
Cost of autoparts revenue (Includes depreciation and amortization of $19 million at Remy)	266			266			—			—
Cost of restaurant revenue	296			—			296			—
Depreciation and amortization	18			1			14			3
Interest expense	5			5			2			(2		)
Total expenses	684			308			346			30

Pre-tax earnings from continuing operations	$	(27	)	$	(18	)	$	(3	)	$	(6	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	5		$	—		$	—		$	5
Transaction costs	3			3			—			—
Other legal matters	20			20			—			—
Purchase price amortization	20			13			3			4
Total non-GAAP adjustments before taxes	$	48		$	36		$	3		$	9

Adjusted pre-tax earnings from continuing operations	$	21		$	18		$	—		$	3
Adjusted pre-tax margin from continuing operations	3.2		%	6.2		%	—			10.3		%

Purchase price amortization	(20		)	(13		)	(3		)	(4		)
Interest expense	5			5			2			(2		)
Depreciation and amortization	37			20			14			3

Adjusted EBITDA	$	43		$	30		$	13		$	—
Adjusted EBITDA margin	6.5		%	10.3		%	3.8		%	—

FIDELITY NATIONAL FINANCIAL VENTURES

THIRD QUARTER SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Three Months Ended
September 30, 2014

Pre-tax earnings from continuing operations	$	(27	)	$	(18	)	$	(3	)	$	(6	)

Income tax expense	(14		)	(6		)	—			(8		)
Earnings (loss) from equity investments	(8		)	—			—			(8		)
Non-controlling interests	(9		)	(7		)	(2		)	—

Net earnings attributable to FNFV common shareholders	$	(12	)	$	(5	)	$	(1	)	$	(6	)

EPS attributable to FNFV common shareholders - basic	$	(0.13	)	$	(0.05	)	$	(0.01	)	$	(0.07	)
EPS attributable to FNFV common shareholders - diluted	$	(0.13	)	$	(0.05	)	$	(0.01	)	$	(0.07	)

FNFV weighted average shares - basic	92
FNFV weighted average shares - diluted	93

Total non-GAAP, pre-tax adjustments	48			36			3			9
Income taxes on non-GAAP adjustments	(18		)	(14		)	(1		)	(3		)
Noncontrolling interest on non-GAAP adjustments	(12		)	(11		)	(1		)	—
Total non-GAAP adjustments	18			11			1			6

Adjusted net earnings attributable to FNFV common shareholders	$	6		$	6		$	—		$	—

Adjusted EPS attributable to FNFV common shareholders - diluted	$	0.06		$	0.06		$	—		$	—

Cash flows provided by operations:	$	3
Non-GAAP adjustments:
Other legal matters	16
Total non-GAAP adjustments	16

Adjusted cash flows from operations	19
Capital expenditures	31
Free cash flow	$	(12	)

FIDELITY NATIONAL FINANCIAL VENTURES

THIRD QUARTER SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Three Months Ended
September 30, 2013
Operating revenue	$	624		$	266		$	336		$	22
Interest and investment income	(1		)	1			—			(2		)
Realized gains and losses	1			(1		)	2			—
Total revenue	624			266			338			20

Personnel costs	67			19			16			32
Other operating expenses	29			11			15			3
Cost of autoparts revenue (Includes depreciation and amortization of $19 million at Remy)	223			223			—			—
Cost of restaurant revenue	292			—			292			—
Depreciation and amortization	20			1			13			6
Interest expense	7			6			2			(1		)
Total expenses	638			260			338			40

Pre-tax earnings from continuing operations	$	(14	)	$	6		$	—		$	(20	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	(1	)	$	1		$	(2	)	$	—
Purchase price amortization	17			12			2			3
Total non-GAAP adjustments before taxes	$	16		$	13		$	—		$	3

Adjusted pre-tax earnings from continuing operations	$	2		$	19		$	—		$	(17	)
Adjusted pre-tax margin from continuing operations	0.3		%	7.1		%	—			—

Purchase price amortization	(17		)	(12		)	(2		)	(3		)
Interest expense	7			6			2			(1		)
Depreciation and amortization	39			20			13			6

Adjusted EBITDA	$	31		$	33		$	13		$	(15	)
Adjusted EBITDA margin	5.0		%	12.4		%	3.9		%	—

FIDELITY NATIONAL FINANCIAL VENTURES

THIRD QUARTER SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Three Months Ended
September 30, 2013

Pre-tax earnings from continuing operations	$	(14	)	$	6		$	—		$	(20	)

Income tax expense	(11		)	1			—			(12		)
Earnings (loss) from equity investments	(15		)	(2		)	—			(13		)
Earnings from discontinued operations, net of tax	1			—			1			—
Non-controlling interests	—			1			—			(1		)

Net earnings attributable to Old FNF common shareholders	$	(17	)	$	2		$	1		$	(20	)

EPS attributable to Old FNF common shareholders - basic	$	(0.08	)	$	0.01		$	—		$	(0.09	)
EPS attributable to Old FNF common shareholders - diluted	$	(0.07	)	$	0.01		$	—		$	(0.08	)

Old FNF weighted average shares - basic	$	226
Old FNF weighted average shares - diluted	$	230

Total non-GAAP, pre-tax adjustments	16			13			—			3
Income taxes on non-GAAP adjustments	(5		)	(4		)	—			(1		)
Noncontrolling interest on non-GAAP adjustments	(5		)	(4		)	(1		)	—
Total non-GAAP adjustments	6			5			(1		)	2

Adjusted net earnings attributable to Old FNF common shareholders	$	(11	)	$	7		$	—		$	(18	)

Adjusted EPS attributable to Old FNF common shareholders - diluted	$	(0.05	)	$	0.03		$	—		$	(0.08	)

Cash flows provided by operations:	$	24
Capital expenditures	19
Free cash flow	$	5

FIDELITY NATIONAL FINANCIAL VENTURES

YTD SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Nine Months Ended
September 30, 2014
Operating revenue	$	2,029		$	892		$	1,055		$	82
Interest and investment income	6			1			—			5
Realized gains and losses	(6		)	—			(1		)	(5		)
Total revenue	2,029			893			1,054			82

Personnel costs	176			63			52			61
Other operating expenses	103			40			46			17
Cost of autoparts revenue (Includes depreciation and amortization of $51 million at Remy)	771			771			—			—
Cost of restaurant revenue	899			—			899			—
Depreciation and amortization	52			3			39			10
Interest expense	18			16			5			(3		)
Total expenses	2,019			893			1,041			85

Pre-tax earnings from continuing operations	$	10		$	—		$	13		$	(3	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	6		$	—		$	1		$	5
Transaction costs	3			3			—			—
Other legal accruals	20			20			—			—
Purchase price amortization	55			36			11			8
Total non-GAAP adjustments before taxes	$	84		$	59		$	12		$	13

Adjusted pre-tax earnings from continuing operations	$	94		$	59		$	25		$	10
Adjusted pre-tax margin from continuing operations	4.6		%	6.6		%	2.4		%	11.5		%

Purchase price amortization	(55		)	(36		)	(11		)	(8		)
Interest expense	18			16			5			(3		)
Depreciation and amortization	103			54			39			10

Adjusted EBITDA	$	160		$	93		$	58		$	9
Adjusted EBITDA margin	7.9		%	10.4		%	5.5		%	10.3		%

FIDELITY NATIONAL FINANCIAL VENTURES

YTD SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Nine Months Ended
September 30, 2014

Pre-tax earnings from continuing operations	$	10		$	—		$	13		$	(3	)

Income tax expense	(13		)	—			—			(13		)
Earnings (loss) from equity investments	(46		)	—			—			(46		)
Non-controlling interests	1			(2		)	4			(1		)

Net earnings attributable to FNF common shareholders	$	(24	)	$	2		$	9		$	(35	)

EPS attributable to Old FNF common shareholders - basic	$	(0.04	)	$	0.03		$	0.04		$	(0.11	)
EPS attributable to Old FNF common shareholders - diluted	$	(0.04	)	$	0.02		$	0.04		$	(0.10	)

Old FNF weighted average shares - basic	275
Old FNF weighted average shares - diluted	282

EPS attributable to FNFV group common shareholders - basic	$	(0.13	)	$	(0.05	)	$	(0.01	)	$	(0.07	)
EPS attributable to FNFV group common shareholders - diluted	$	(0.13	)	$	(0.05	)	$	(0.01	)	$	(0.07	)

FNFV weighted average shares - basic	31
FNFV weighted average shares - diluted	31
FNFV actual shares outstanding as of September 30, 2014	93

Total Non-GAAP, pre-tax adjustments	84			59			12			13
Income taxes on non-GAAP adjustments	(30		)	(22		)	(3		)	(5		)
Ceridian legal settlement, net of tax	21			—			—			21
Noncontrolling interest on non-GAAP adjustments	(23		)	(18		)	(5		)	—
Total non-GAAP adjustments	52			19			4			29

Total adjusted net earnings attributable to FNFV	$	28		$	21		$	13		$	(6	)

Total adjusted EPS attributable to FNFV shareholders - diluted*	$	0.30		$	0.23		$	0.14		$	(0.06	)
* Adjusted EPS is presented as if 93M shares of FNFV group common stock were outstanding for the entire nine months

Cash flows used in operations:	$	(11	)
Non-GAAP adjustments:
Other legal matters	16
Total non-GAAP adjustments	16

Adjusted cash flows from operations	5
Capital expenditures	64
Free cash flow	$	(59	)

FIDELITY NATIONAL FINANCIAL VENTURES

YTD SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Nine Months Ended
September 30, 2013
Operating revenue	$	1,933		$	834		$	1,037		$	62
Interest and investment income	1			1			—			—
Realized gains and losses	(4		)	(4		)	—			—
Total revenue	1,930			831			1,037			62

Personnel costs	189			65			47			77
Other operating expenses	98			36			50			12
Cost of autoparts revenue (Includes depreciation and amortization of $55 million at Remy)	704			704			—			—
Cost of restaurant revenue	889			—			889			—
Depreciation and amortization	54			3			40			11
Interest expense	19			16			6			(3		)
Total expenses	1,953			824			1,032			97

Pre-tax earnings from continuing operations	$	(23	)	$	7		$	5		$	(35	)

Non-GAAP adjustments before taxes
Realized (gain) loss, net adjustment	$	4		$	4		$	—		$	—
Executive severance	7			7			—			—
Purchase price amortization	57			41			8			8
Total non-GAAP adjustments before taxes	$	68		$	52		$	8		$	8

Adjusted pre-tax earnings from continuing operations	$	45		$	59		$	13		$	(27	)
Adjusted pre-tax margin from continuing operations	2.3		%	7.1		%	1.3		%	—

Purchase price amortization	(57		)	(41		)	(8		)	(8		)
Interest expense	19			16			6			(3		)
Depreciation and amortization	109			58			40			11

Adjusted EBITDA	$	116		$	92		$	51		$	(27	)
Adjusted EBITDA margin	6.0		%	11.0		%	4.9		%	—

FIDELITY NATIONAL FINANCIAL VENTURES

YTD SEGMENT INFORMATION

(In millions)

(Unaudited)



	Total FNFV			Remy			Restaurant Group			FNFV Corporate and Other
Nine Months Ended
September 30, 2013

Pre-tax earnings from continuing operations	$	(23	)	$	7		$	5		$	(35	)

Income tax expense	(27		)	2			(1		)	(28		)
Earnings (loss) from equity investments	(24		)	—			—			(24		)
Earnings (loss) from discontinued operations, net of tax	(3		)	—			(3		)	—
Non-controlling interests	4			4			1			(1		)

Net earnings attributable to Old FNF common shareholders	$	(27	)	$	1		$	2		$	(30	)

EPS attributable to Old FNF common shareholders - basic	$	(0.12	)	$	—		$	0.01		$	(0.13	)
EPS attributable to Old FNF common shareholders - diluted	$	(0.12	)	$	—		$	0.01		$	(0.13	)

Weighted average shares - basic	225
Weighted average shares - diluted	230

Total non-GAAP, pre-tax adjustments	68			52			8			8
Income taxes on non-GAAP adjustments	(20		)	(17		)	—			(3		)
Noncontrolling interest on non-GAAP adjustments	(19		)	(15		)	(4		)	—
Total non-GAAP adjustments	29			20			4			5

Adjusted net earnings attributable to Old FNF common shareholders	$	2		$	21		$	6		$	(25	)

Adjusted EPS attributable to Old FNF common shareholders - diluted	$	0.01		$	0.09		$	0.03		$	(0.11	)

Cash flows provided by operations:	$	46
Non-GAAP adjustments:
Severance costs related to acquisition of LPS	7
Total non-GAAP adjustments	7

Adjusted cash flows from operations	53
Capital expenditures	60
Free cash flow	$	(7	)

FIDELITY NATIONAL FINANCIAL VENTURES

SUMMARY BALANCE SHEET INFORMATION

(In millions)



	FNFV September 30, 2014			FNFV December 31, 2013
	(Unaudited)			(Unaudited)
Cash and investment portfolio		$	593		$	559
Goodwill		483			462
Total assets		2,778			2,616
Notes payable		467			452
Non-controlling interest		428			465
Total equity		1,844			1,639



	FNF Core					FNFV			Intercompany Eliminations			Consolidated September 30, 2014			Consolidated December 31, 2013
	(Unaudited)				(Unaudited)			(Unaudited)				(Unaudited)
Cash and investment portfolio		$	4,494			$	593		$	(29	)		$	5,058		$	5,761
Goodwill		4,489				483			—				4,792			1,901
Title plant		395				—			—				395			370
Total assets		12,041				2,778			(29		)		14,790			10,529
Notes payable		2,802				467			(29		)		3,240			1,323
Reserve for title claim losses		1,640				—			—				1,640			1,636
Secured trust deposits		722				—			—				722			588
Redeemable non-controlling interests		687				—			—				687			—
Non-redeemable non-controlling interests		(58		)		428			—				370			474
Total equity		5,197				1,844			—				7,041			5,535

FIDELITY NATIONAL FINANCIAL, INC.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions)

(Unaudited)



	Three Months Ended									Nine Months Ended
	September 30, 2014									September 30, 2014
	Consolidated			Core			FNFV			Consolidated			Core			FNFV
Direct title premiums	$	465		$	465		$	—		$	1,249		$	1,249		$	—
Agency title premiums	528			528			—			1,450			1,450			—
Total title premiums	993			993			—			2,699			2,699			—
Escrow, title-related and other fees	735			708			27			2,097			2,015			82
Total title and escrow and other	1,728			1,701			27			4,796			4,714			82

Restaurant revenue	343			—			343			1,055			—			1,055
Remy revenue	290			—			290			892			—			892
Interest and investment income	29			27			2			94			88			6
Realized gains and losses	(7		)	(2		)	(5		)	(6		)	—			(6		)
Total revenue	2,383			1,726			657			6,831			4,802			2,029

Personnel costs	645			584			61			1,950			1,774			176
Other operating expenses	428			390			38			1,289			1,186			103
Cost of Remy revenue (includes $19 and $51 of D&A, respectively)	266			—			266			771			—			771
Cost of restaurant revenue	296			—			296			899			—			899
Agent commissions	396			396			—			1,098			1,098			—
Depreciation and amortization	102			84			18			305			253			52
Title claim loss expense	59			59			—			169			169			—
Interest expense	37			32			5			111			93			18
Total expenses	2,229			1,545			684			6,592			4,573			2,019

Earnings from continuing operations before taxes	154			181			(27		)	239			229			10
Income tax expense	59			73			(14		)	79			92			(13		)
Earnings from continuing operations before equity investments	95			108			(13		)	160			137			23
Loss from equity investments	(7		)	1			(8		)	(43		)	3			(46		)
Net earnings from continuing operations	88			109			(21		)	117			140			(23		)
Loss from discontinued operations, net of tax	—			—			—			(1		)	(1		)	—
Net earnings	88			109			(21		)	116			139			(23		)
Non-controlling interests	(14		)	(5		)	(9		)	(75		)	(76		)	1
Net earnings attributable to common shareholders	$	102		$	114		$	(12	)	$	191		$	215		$	(24	)

Cash flows provided by (used in) operations	295			292			3			284			295			(11		)

FIDELITY NATIONAL FINANCIAL, INC.

CONSOLIDATED SUMMARY OF EARNINGS

(In millions)

(Unaudited)



	Three Months Ended									Nine Months Ended
	September 30, 2013									September 30, 2013
	Consolidated			Core			FNFV			Consolidated			Core		FNFV
Direct title premiums	$	472		$	472		$	—		$	1,377		$	1,377	$	—
Agency title premiums	630			630			—			1,779			1,779		—
Total title premiums	1,102			1,102			—			3,156			3,156		—
Escrow, title-related and other fees	437			415			22			1,361			1,299		62
Total title and escrow and other	1,539			1,517			22			4,517			4,455		62

Restaurant revenue	336			—			336			1,037			—		1,037
Remy revenue	266			—			266			834			—		834
Interest and investment income	29			30			(1		)	99			98		1
Realized gains and losses	4			3			1			7			11		(4		)
Total revenue	2,174			1,550			624			6,494			4,564		1,930

Personnel costs	546			479			67			1,611			1,422		189
Other operating expenses	329			300			29			1,020			922		98
Cost of Remy revenue (includes $19 and $55 of D&A, respectively)	223			—			223			704			—		704
Cost of restaurant revenue	292			—			292			889			—		889
Agent commissions	482			482			—			1,352			1,352		—
Depreciation and amortization	36			16			20			104			50		54
Title claim loss expense	77			77			—			221			221		—
Interest expense	27			20			7			71			52		19
Total expenses	2,012			1,374			638			5,972			4,019		1,953

Earnings from continuing operations before taxes	162			176			(14		)	522			545		(23		)
Income tax expense	52			63			(11		)	170			197		(27		)
Earnings from continuing operations before equity investments	110			113			(3		)	352			348		4
Loss from equity investments	(14		)	1			(15		)	(20		)	4		(24		)
Net earnings from continuing operations	96			114			(18		)	332			352		(20		)
Loss from discontinued operations, net of tax	—			(1		)	1			(2		)	1		(3		)
Net earnings	96			113			(17		)	330			353		(23		)
Non-controlling interests	2			2			—			8			4		4
Net earnings attributable to common shareholders	$	94		$	111		$	(17	)	$	322		$	349	$	(27	)

Cash flows provided by (used in) operations	129			105			24			344			298		46

###