SEC Filing - Fidelity National Financial

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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):
October 21, 2009

Fidelity National Financial, Inc.

(Exact name of Registrant as Specified in its Charter)

001-32630
(Commission File Number)


Delaware		16-1725106
(State or Other Jurisdiction of Incorporation or Organization)		(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 21, 2009, Fidelity National Financial, Inc. issued an earnings release announcing its financial results for the Third Quarter of 2009. The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

A copy of the earnings release is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits


Exhibit		Description
99.1		Press release announcing Fidelity National Financial, Inc. Reports Third Quarter 2009 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 22, 2009	By:	/s/ Anthony J. Park
		Name: Anthony J. Park Title: Chief Financial Officer

EXHIBIT INDEX


Exhibit		Description
99.1		Press release announcing Fidelity National Financial, Inc. Reports Third Quarter 2009 Earnings.

exv99w1

PRESS RELEASE

Fidelity National Financial, Inc. Reports Third Quarter 2009 EPS of $0.32

Jacksonville, Fla. — (October 21, 2009) — Fidelity National Financial, Inc. (NYSE:FNF), a leading provider of title insurance, mortgage services, specialty insurance, claims management services and information services, today reported operating results for the three-month and nine-month periods ended September 30, 2009.


	Three Months Ended		Three Months Ended
	September 30, 2009		September 30, 2008
Total revenue	$	1.47 billion	$	969.8 million
Net earnings (loss) attributable to common shareholders	$	73.4 million	$	(198.3 million)
Net earnings (loss) per diluted share attributable to common shareholders	$	0.32	$	(0.95	)
Cash flow from operations	$	84.5 million	$	6.2 million


	Nine Months Ended		Nine Months Ended
	September 30, 2009		September 30, 2008
Total revenue	$	4.37 billion	$	3.25 billion
Net earnings (loss) attributable to common shareholders	$	153.0 million	$	(164.1 million)
Net earnings (loss) per diluted share attributable to common shareholders	$	0.67	$	(0.78	)
Cash flow from (used in) operations	$	367.7 million	$	(55.9 million)

The following are summary financial and operational results for the operating segments of FNF for the three-month and nine-month periods ended September 30, 2009 and 2008:

Fidelity National Title Group (“FNT”)


	Three Months Ended			Three Months Ended
	September 30, 2009			September 30, 2008
Total revenue	$	1.35 billion		$	872.6 million
Pre-tax earnings (loss)	$	119.8 million		$	(279.4 million)
Pre-tax margin		8.9	%		N/A


	Nine Months Ended			Nine Months Ended
	September 30, 2009			September 30, 2008
Total revenue	$	4.05 billion		$	2.92 billion
Pre-tax earnings (loss)	$	260.4 million		$	(221.3 million)
Pre-tax margin		6.4	%		N/A


Month	Direct Orders Opened		Direct Orders Closed
July 2009		191,100		166,000
August 2009		181,100		137,200
September 2009		196,400		135,500

Third Quarter 2009		568,600		438,700


Month	Direct Orders Opened		Direct Orders Closed
July 2008		135,500		90,600
August 2008		128,900		87,300
September 2008		143,000		82,700

Third Quarter 2008		407,400		260,600


	Open		Closed		Commercial
	Commercial		Commercial		Revenue		Commercial
	Orders		Orders		(In thousands)		Fee Per File
3rd Quarter 2009		21,300		14,200	$	61,000	$	4,300
3rd Quarter 2008		14,600		9,000	$	59,400	$	6,600

- The preceding table only includes commercial activity from FNF’s commercial offices in the national commercial division and does not attempt to capture potential commercial activity in our local offices.

Specialty Insurance


	Three Months Ended			Three Months Ended
	September 30, 2009			September 30, 2008
Total revenue	$	102.5 million		$	100.4 million
Pre-tax earnings (loss)	$	7.2 million		$	(5.8 million)
Pre-tax margin		7.0	%		N/A


	Nine Months Ended			Nine Months Ended
	September 30, 2009			September 30, 2008
Total revenue	$	287.4 million		$	286.0 million
Pre-tax earnings	$	34.9 million		$	16.8 million
Pre-tax margin		12.1	%		5.9	%

“This was another solid financial quarter for our company,” said Chairman William P. Foley, II. “Title order volumes increased nicely versus the prior year and showed a modest overall sequential decline from the second quarter of this year, as refinance volumes slowed from their accelerated pace early in the year. However, we were able to reduce costs throughout the quarter and our title business produced nearly a 9% pre-tax margin, almost equal to our second quarter performance. We did see strength in open order counts as the quarter progressed, as September showed the strongest open order volumes during the quarter. Additionally, open order volumes continued to accelerate in October, reaching their highest levels in the last four months. These elevated open order levels have us well positioned as we enter the normally seasonally slower fourth quarter and first quarter of next year.”

“We did release approximately $74 million in title reserves during the quarter, as we reached the conclusion that the consistently lower claims payments we have seen for the last four quarters had caused a redundant title reserve situation. We offset much of the benefit of this reserve release through the reversal of an insurance receivable associated with a fraud claim that was previously paid in 2007 and 2008. Recent court rulings relating to specific insurance coverage have caused us to reassess our accounting position with respect to this insurance receivable and we, therefore, have reversed approximately $63 million of the recorded balance as a charge to claim loss expense.”

“Finally, we announced the sale of our small leasing company, Fidelity National Capital, during the quarter for total net proceeds of approximately $50 million. While Fidelity National Capital was a relatively small business for FNF, its strong growth had resulted in more than $200 million of primarily non-recourse debt on our consolidated balance sheet and we believe this sale

was a great opportunity to continue to delever our balance sheet and to monetize an investment. Our debt to total capital ratio ended the quarter at 21% as a result of the sale of this asset.”

Fidelity National Financial, Inc. (NYSE:FNF), is a leading provider of title insurance, mortgage services, specialty insurance, claims management services 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, Lawyers Title, Ticor Title, Security Union 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. FNF also is a leading provider of outsourced claims management services to large corporate and public sector entities through its minority-owned subsidiary, Sedgwick CMS. FNF is also a leading information services company in the human resource, retail and transportation markets through another minority-owned subsidiary, Ceridian Corporation. More information about FNF can be found at www.fnf.com.

This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements about our beliefs and expectations, 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 economic performance 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 operating subsidiaries as a 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 thousands, except per share amounts and order information)


	Three months ended						Nine months ended
	September 30,						September 30,
	2009			2008			2009			2008
	(Unaudited)						(Unaudited)
Direct title premiums	$	379,396		$	286,551		$	1,122,053		$	912,370
Agency title premiums		603,572			323,769			1,814,066			1,171,120

Total title premiums		982,968			610,320			2,936,119			2,083,490
Escrow, title-related and other fees		337,602			270,898			1,029,412			803,270

Total title and escrow		1,320,570			881,218			3,965,531			2,886,760

Specialty insurance		99,279			99,902			276,566			278,890
Interest and investment income		36,623			30,789			112,908			102,563
Realized gains and losses		10,621			(42,136	)		18,084			(15,868	)

Total revenue		1,467,093			969,773			4,373,089			3,252,345

Personnel costs		410,536			328,905			1,260,391			1,039,444
Other operating expenses		343,874			300,880			1,024,043			874,743
Agent commissions		480,787			254,883			1,446,460			911,692
Depreciation and amortization		23,119			29,237			84,651			93,693
Claim loss expense		92,540			359,664			290,234			547,596
Interest expense		7,938			13,451			28,355			43,947

Total expenses		1,358,794			1,287,020			4,134,134			3,511,115

Earnings (loss) from continuing operations before taxes		108,299			(317,247	)		238,955			(258,770	)
Income tax expense		34,307			(123,440	)		68,080			(106,982	)

Earnings (loss) from continuing operations before equity investments		73,992			(193,807	)		170,875			(151,788	)
Earnings (loss) from equity investments		2,737			(2,717	)		(13,995	)		(7,385	)

Net earnings (loss) from continuing operations		76,729			(196,524	)		156,880			(159,173	)
Discontinued operations, net of tax		(1,848	)		(3,579	)		(1,881	)		(9,046	)

Net earnings (loss)		74,881			(200,103	)		154,999			(168,219	)
Non-controlling interests expense		1,437			(1,801	)		2,010			(4,087	)

Net earnings (loss) attributable to common shareholders	$	73,444		$	(198,302	)	$	152,989		$	(164,132	)


Earnings per share:
Net earnings (loss) from continuing operations attributable to common shareholders — basic	$	0.32		$	(0.95	)	$	0.68		$	(0.78	)

Net earnings (loss) from continuing operations attributable to common shareholders — diluted	$	0.32		$	(0.95	)	$	0.67		$	(0.78	)

Weighted average shares — basic		228,741			208,710			223,384			210,206

Weighted average shares — diluted		232,141			208,710			227,410			210,206


Direct operations orders opened		568,600			407,400			2,060,800			1,432,200
Direct operations orders closed		438,700			260,600			1,391,400			875,900
Fee per file	$	1,309		$	1,636		$	1,214		$	1,516
Actual title claims paid	$	106,006		$	84,668		$	239,237		$	227,831

FIDELITY NATIONAL FINANCIAL, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)


Three Months Ended							Specialty			Corporate
September 30, 2009	Consolidated			FNT			Insurance			and Other
Gross operating revenue	$	1,419,849		$	1,304,293		$	99,279		$	16,277

Interest and investment income		36,623			34,001			3,049			(427	)
Realized gains and losses		10,621			10,457			156			8

Total revenue		1,467,093			1,348,751			102,484			15,858

Personnel costs		410,536			387,266			10,635			12,635
Other operating expenses		343,874			284,666			46,208			13,000
Agent commissions		480,787			480,787			—			—
Depreciation and amortization		23,119			20,742			1,279			1,098
Claim loss expense		92,540			55,383			37,157			—
Interest expense		7,938			89			4			7,845

Total expenses		1,358,794			1,228,933			95,283			34,578

Pretax earnings from continuing operations		108,299			119,818			7,201			(18,720	)

Pretax margin		7.4	%		8.9	%		7.0	%		—

Open orders		568,600			568,600			—			—
Closed orders		438,700			438,700			—			—


Three Months Ended							Specialty			Corporate
September 30, 2008	Consolidated			FNT			Insurance			and Other
Gross operating revenue	$	981,120		$	872,855		$	99,902		$	8,363

Interest and investment income		30,789			27,354			3,263			172
Realized gains and losses		(42,136	)		(27,562	)		(2,750	)		(11,824	)

Total revenue		969,773			872,647			100,415			(3,289	)

Personnel costs		328,905			311,856			11,766			5,283
Other operating expenses		300,880			242,996			46,952			10,932
Agent commissions		254,883			254,883			—			—
Depreciation and amortization		29,237			27,523			1,207			507
Claim loss expense		359,664			313,483			46,181			—
Interest expense		13,451			1,321			124			12,006

Total expenses		1,287,020			1,152,062			106,230			28,728

Pretax earnings (loss) from continuing operations		(317,247	)		(279,415	)		(5,815	)		(32,017	)

Pretax margin		—			—			—			—

Open orders		407,400			407,400			—			—
Closed orders		260,600			260,600			—			—

FIDELITY NATIONAL FINANCIAL, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)


Nine Months Ended							Specialty			Corporate
September 30, 2009	Consolidated			FNT			Insurance			and Other
Gross operating revenue	$	4,242,097		$	3,931,969		$	276,566		$	33,562

Interest and investment income		112,908			104,948			9,401			(1,441	)
Realized gains and losses		18,084			18,009			1,456			(1,381	)

Total revenue		4,373,089			4,054,926			287,423			30,740

Personnel costs		1,260,391			1,199,220			34,152			27,019
Other operating expenses		1,024,043			873,399			120,888			29,816
Agent commissions		1,446,460			1,446,460			—			—
Depreciation and amortization		84,651			78,199			3,924			2,528
Claim loss expense		290,234			196,691			93,543			—
Interest expense		28,355			649			27			27,679

Total expenses		4,134,134			3,794,558			252,534			87,042

Pretax earnings from continuing operations		238,955			260,368			34,889			(56,302	)

Pretax margin		5.5	%		6.4	%		12.1	%		—

Open orders		2,060,800			2,060,800			—			—
Closed orders		1,391,400			1,391,400			—			—


Nine Months Ended							Specialty			Corporate
September 30, 2008	Consolidated			FNT			Insurance			and Other
Gross operating revenue	$	3,165,650		$	2,856,645		$	278,890		$	30,115

Interest and investment income		102,563			91,179			10,267			1,117
Realized gains and losses		(15,868	)		(27,523	)		(3,109	)		14,764

Total revenue		3,252,345			2,920,301			286,048			45,996

Personnel costs		1,039,444			986,698			34,453			18,293
Other operating expenses		874,743			711,727			121,181			41,835
Agent commissions		911,692			911,692			—			—
Depreciation and amortization		93,693			87,670			4,225			1,798
Claim loss expense		547,596			438,701			108,895			—
Interest expense		43,947			5,076			463			38,408

Total expenses		3,511,115			3,141,564			269,217			100,334

Pretax earnings (loss) from continuing operations		(258,770	)		(221,263	)		16,831			(54,338	)

Pretax margin		—			—			5.9	%		—

Open orders		1,432,200			1,432,200			—			—
Closed orders		875,900			875,900			—			—

FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY BALANCE SHEET INFORMATION
(In thousands, except per share amounts)


	September 30,		December 31,
	2009		2008
	(Unaudited)
Cash and investment portfolio	$	4,988,911	$	4,691,790
Goodwill		1,523,492		1,581,658
Title plant		437,124		431,591
Total assets		8,053,335		8,368,240
Notes payable		867,971		1,350,849
Reserve for claim losses		2,623,897		2,738,625
Secured trust deposits		437,975		474,073
Total stockholders’ equity		3,248,943		2,856,772
Book value per share	$	14.09	$	13.29

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