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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):
April 28, 2011
Fidelity National Financial, Inc.
(Exact name of Registrant as Specified in its Charter)
001-32630
(Commission File Number)
Delaware
(State or Other Jurisdiction of 
Incorporation or Organization)
 
16-1725106
(IRS Employer Identification Number)
601 Riverside Avenue
Jacksonville, Florida 32204
(Addresses of Principal Executive Offices)
(904) 854-8100
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
 
 
 
 
 

 

 

 
Item 2.02.
 
Results of Operations and Financial Condition
On April 28, 2011, Fidelity National Financial, Inc. issued an earnings release announcing its financial results for the First Quarter of 2011. The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
 
A copy of the earnings release is attached as Exhibit 99.1.
Item 9.01.
 
Financial Statements and Exhibits
 
(c) Exhibits
Exhibit
 
Description
 
99.1
 
 
 
Press release announcing Fidelity National Financial, Inc. Reports First Quarter 2011 Earnings.
 
 

 

 

 
 
SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
 
 
 
 
 
Fidelity National Financial, Inc.
 
 
Date:
April 28, 2011
By:  
/s/ Anthony J. Park  
 
 
 
 
Name:  
Anthony J. Park 
 
 
 
 
Title:  
Chief Financial Officer 
 
 
 
 

 

 

 
 
EXHIBIT INDEX
 
 
 
 
 
Exhibit
 
Description
 
99.1
 
 
 
Press release announcing Fidelity National Financial, Inc. Reports First Quarter 2011 Earnings.
 
 

 
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Exhibit 99.1
        
Fidelity National Financial, Inc. Reports First Quarter 2011 EPS of $0.19
 
Jacksonville, Fla. - (April 28, 2011) - Fidelity National Financial, Inc. (NYSE:FNF), a leading provider of title insurance, mortgage services, specialty insurance and information services, today reported operating results for the three-month period ended March 31, 2011.
 
 
 
Three Months Ended
 
Three Months Ended
 
 
March 31, 2011
 
March 31, 2010
Total revenue
 
$1.21 billion
 
$1.21 billion
Net earnings attributable to common shareholders
 
$42.5 million
 
$16.5 million
Net earnings per diluted share attributable
to common shareholders
 
$0.19
 
$0.07
Cash flow used in operations
 
$21.0 million
 
$88.1 million
  
The following are summary financial and operational results for the operating segments of FNF for the three-month periods ended March 31, 2011 and 2010:
 
Fidelity National Title Group (“FNT”)
 
 
Three Months Ended
 
Three Months Ended
 
 
March 31, 2011
 
March 31, 2010
Total revenue
 
$1.10 billion
 
$1.08 billion
Pre-tax earnings
 
$102.7 million
 
$24.0 million
Pre-tax margin
 
9.3%
 
2.2%
 
Month
 
Direct Orders Opened
 
 
Direct Orders Closed
January 2011
 
 
154,300
 
 
 
127,400
February 2011
 
 
143,600
 
 
 
111,800
March 2011
 
 
190,200
 
 
 
131,600
 
 
 
 
 
 
First Quarter 2011
 
 
488,100
 
 
 
370,800
 
 
 
 
 
 
Month
 
Direct Orders Opened
 
 
Direct Orders Closed
January 2010
 
 
146,900
 
 
 
104,300
February 2010
 
 
161,900
 
 
 
101,000
March 2010
 
 
202,300
 
 
 
127,200
 
 
 
 
 
 
First Quarter 2010
 
 
511,100
 
 
 
332,500
 
 
 
 
 
 
 
 
 
Open
 
 
Closed
 
 
Commercial
 
 
 
 
 
Commercial
 
 
Commercial
 
 
Revenue
 
 
Commercial
 
 
Orders
 
 
Orders
 
 
(In millions)
 
 
Fee Per File
First Quarter 2011
 
 
18,500
 
 
 
 
10,600
 
 
 
$
65.7
 
 
 
$
6,200
 
First Quarter 2010
 
 
17,200
 
 
 
 
9,800
 
 
 
$
48.6
 
 
 
$
5,000
 

 

 

 
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.
 
Specialty Insurance
 
 
 
Three Months Ended
 
Three Months Ended
 
 
March 31, 2011
 
March 31, 2010
Total revenue
 
$96.1 million
 
$89.3 million
Pre-tax earnings
 
$8.9 million
 
$6.2 million
Pre-tax margin
 
9.3%
 
6.9%
 
“This was our strongest first quarter in a number of years, as our direct operations benefited from strong refinance closings early in the quarter and consistent closings throughout February and March,” said Chairman William P. Foley, II. “Open order counts were relatively stable throughout the quarter, although they showed some seasonal strength in the month of March, increasing more than 8% over the average for January and February. The commercial business continued to be robust, as commercial revenue grew by 35% over the first quarter of 2010. This quarter shows that with generally steady order volumes, albeit at low historic levels, we can generate the 8% to 10% margins we target in difficult markets through our focus on strong expense management.
 
“During the quarter, we eliminated more than 600 positions in our title operations and made significant progress on our previously stated $50 million cost savings project, identifying nearly $55 million in run-rate cost savings. Our quarterly results also included one-time expenses of $9 million, or $0.04 per diluted share, representing our portion of the costs related to Remy's debt restructuring in late 2010 and early 2011. Additionally, Remy also filed an S-1 Registration Statement in March to begin the process of selling common stock and becoming a publicly traded company. Overall, this was a very positive start to what most experts have predicted will be a difficult year in the mortgage and real estate markets. We believe we have our company positioned for a strong performance for the remainder of 2011.”
 
Conference Call
FNF will host a call with investors and analysts to discuss first quarter 2011 results on Friday, April 29, 2011, 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 April 29, 2011, through May 6, 2011, by dialing 800-475-6701 (USA) or 320-365-3844 (International). The access code will be 199329.
 
About FNF
Fidelity National Financial, Inc. (NYSE:FNF), is a leading provider of title insurance, mortgage services, specialty insurance and information services. FNF is the nation's largest title insurance company through its title insurance underwriters - Fidelity National Title, Chicago Title, Commonwealth Land Title and Alamo Title - that collectively issue more title insurance policies than any other title company in the United States. FNF also provides flood insurance, personal lines insurance and home warranty insurance through its specialty insurance business and is a leading provider of global human resources, payroll, benefits and payment solutions through a minority-owned subsidiary, Ceridian Corporation. More information about FNF can be found at www.fnf.com.
 
Forward-Looking Statements
This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements regarding our expectations, hopes, intentions or strategies regarding the future are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to: changes in general economic, business and political conditions, including changes in the financial markets; weakness or adverse changes in the level of real estate activity, which may be caused by, among other things, high or increasing interest rates, a limited supply of mortgage funding or a weak
U. S. economy; our potential inability to find suitable acquisition candidates, acquisitions in lines of business that will not necessarily be limited to our traditional areas of focus, or difficulties in integrating acquisitions; our dependence on distributions from our title insurance underwriters as a main source of cash flow; significant competition that our operating subsidiaries face; compliance

 

 

with extensive government regulation of our operating subsidiaries; and other risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of the Company's Form 10-K and other filings with the Securities and Exchange Commission.
 
SOURCE: Fidelity National Financial, Inc.
CONTACT: Daniel Kennedy Murphy, Senior Vice President and Treasurer, 904-854-8120, dkmurphy@fnf.com
 
 
 
 

 

 

 
FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY OF EARNINGS
(In millions, except per share amounts, order information and fee per file)
 
Three Months Ended
 
 
March 31,
 
 
2011
 
 
2010
 
 
(Unaudited)
Direct title premiums
 
$
322.9
 
 
 
$
281.4
 
Agency title premiums
 
 
423.3
 
 
 
 
483.8
 
Total title premiums
 
 
746.2
 
 
 
 
765.2
 
Escrow, title-related and other fees
 
 
313.2
 
 
 
 
294.5
 
Total title and escrow
 
 
1,059.4
 
 
 
 
1,059.7
 
Specialty insurance
 
 
92.8
 
 
 
 
86.3
 
Interest and investment income
 
 
36.1
 
 
 
 
38.8
 
Realized gains and losses
 
 
19.9
 
 
 
 
28.6
 
Total revenue
 
 
1,208.2
 
 
 
 
1,213.4
 
Personnel costs
 
 
391.3
 
 
 
 
370.7
 
Other operating expenses
 
 
285.4
 
 
 
 
299.0
 
Agent commissions
 
 
327.7
 
 
 
 
384.4
 
Depreciation and amortization
 
 
20.5
 
 
 
 
23.0
 
Claim loss expense
 
 
86.7
 
 
 
 
86.3
 
Interest expense
 
 
14.3
 
 
 
 
7.1
 
Total expenses
 
 
1,125.9
 
 
 
 
1,170.5
 
Earnings from continuing operations before taxes
 
 
82.3
 
 
 
 
42.9
 
Income tax expense
 
 
29.6
 
 
 
 
13.3
 
Earnings from continuing operations before equity investments
 
 
52.7
 
 
 
 
29.6
 
Loss from equity investments
 
 
(8.6
)
 
 
 
(10.7
)
Net earnings
 
 
44.1
 
 
 
 
18.9
 
Non-controlling interests
 
 
1.6
 
 
 
 
2.4
 
Net earnings attributable to common shareholders
 
$
42.5
 
 
 
$
16.5
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
Net earnings attributable to common shareholders - basic
 
$
0.19
 
 
 
$
0.07
 
Net earnings attributable to common shareholders - diluted
 
$
0.19
 
 
 
$
0.07
 
Weighted average shares - basic
 
 
220.7
 
 
 
 
227.5
 
Weighted average shares - diluted
 
 
223.6
 
 
 
 
230.3
 
Direct operations orders opened
 
 
488,100
 
 
 
 
511,100
 
Direct operations orders closed
 
 
370,800
 
 
 
 
332,500
 
Fee per file
 
$
1,371
 
 
 
$
1,339
 
Actual title claims paid
 
$
88.8
 
 
 
$
95.5
 
 

 

 

 
 FIDELITY NATIONAL FINANCIAL, INC.
FIRST QUARTER SEGMENT INFORMATION
(In millions, except order information)
(Unaudited)
Three Months Ended
 
 
 
 
 
Specialty
 
Corporate
March 31, 2011
 
Consolidated
 
FNT
 
Insurance
 
and Other
Gross operating revenue
 
$
1,152.2
 
 
$
1,050.9
 
 
$
92.8
 
 
$
8.5
 
Interest and investment income
 
36.1
 
 
33.2
 
 
2.9
 
 
 
Realized gains and losses
 
19.9
 
 
18.4
 
 
0.4
 
 
1.1
 
Total revenue
 
1,208.2
 
 
1,102.5
 
 
96.1
 
 
9.6
 
Personnel costs
 
391.3
 
 
365.4
 
 
11.9
 
 
14.0
 
Other operating expenses
 
285.4
 
 
236.4
 
 
38.3
 
 
10.7
 
Agent commissions
 
327.7
 
 
327.7
 
 
 
 
 
Depreciation and amortization
 
20.5
 
 
18.7
 
 
1.1
 
 
0.7
 
Claim loss expense
 
86.7
 
 
50.8
 
 
35.9
 
 
 
Interest expense
 
14.3
 
 
0.8
 
 
 
 
13.5
 
Total expenses
 
1,125.9
 
 
999.8
 
 
87.2
 
 
38.9
 
Pretax earnings
 
82.3
 
 
102.7
 
 
8.9
 
 
(29.3
)
Pretax margin
 
6.8
%
 
9.3
%
 
9.3
%
 
 
Open orders
 
488,100
 
 
488,100
 
 
 
 
 
Closed orders
 
370,800
 
 
370,800
 
 
 
 
 
Three Months Ended
 
 
 
 
 
Specialty
 
Corporate
March 31, 2010
 
Consolidated
 
FNT
 
Insurance
 
and Other
Gross operating revenue
 
$
1,146.0
 
 
$
1,038.6
 
 
$
86.3
 
 
$
21.1
 
Interest and investment income
 
38.8
 
 
34.4
 
 
2.9
 
 
1.5
 
Realized gains and losses
 
28.6
 
 
2.7
 
 
0.1
 
 
25.8
 
Total revenue
 
1,213.4
 
 
1,075.7
 
 
89.3
 
 
48.4
 
Personnel costs
 
370.7
 
 
350.8
 
 
11.8
 
 
8.1
 
Other operating expenses
 
299.0
 
 
242.7
 
 
36.0
 
 
20.3
 
Agent commissions
 
384.4
 
 
384.4
 
 
 
 
 
Depreciation and amortization
 
23.0
 
 
21.6
 
 
1.1
 
 
0.3
 
Claim loss expense
 
86.3
 
 
52.1
 
 
34.2
 
 
 
Interest expense
 
7.1
 
 
0.1
 
 
 
 
7.0
 
Total expenses
 
1,170.5
 
 
1,051.7
 
 
83.1
 
 
35.7
 
Pretax earnings
 
42.9
 
 
24.0
 
 
6.2
 
 
12.7
 
Pretax margin
 
3.5
%
 
2.2
%
 
6.9
%
 
26.2
%
Open orders
 
511,100
 
 
511,100
 
 
 
 
 
Closed orders
 
332,500
 
 
332,500
 
 
 
 
 
 

 

 

 
FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY BALANCE SHEET INFORMATION
(In millions, except per share amounts)
 
 
March 31,
2011
December 31,
2010
 
 
(Unaudited)
 
 
Cash and investment portfolio
 
 
$
4,877.2
 
 
 
$
4,939.3
 
Goodwill
 
 
1,471.0
 
 
 
1,470.7
 
Title plant
 
 
390.3
 
 
 
390.8
 
Total assets
 
 
7,800.8
 
 
 
7,887.5
 
Notes payable
 
 
952.0
 
 
 
952.0
 
Reserve for claim losses
 
 
2,237.8
 
 
 
2,272.7
 
Secured trust deposits
 
 
400.0
 
 
 
388.4
 
Total equity
 
 
3,451.7
 
 
 
3,444.4
 
Book value per share
 
 
$
15.46
 
 
 
$
15.39
 
 
###