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8-K

Fidelity National Financial, Inc. (FNF)

8-K 2021-11-02 For: 2021-11-02
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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):

November 2, 2021

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 <br>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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:Title of Each ClassTrading SymbolName of Each Exchange on Which RegisteredFNF Common Stock, $0.0001 par valueFNFNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On November 2, 2021, Fidelity National Financial, Inc. (the "Company", "FNF") issued an earnings release announcing its financial results for the Third Quarter of 2021. A copy of the FNF earnings release is attached as Exhibit 99.1 to this Current Report on Form 8-K. In addition, the Company is furnishing the quarterly financial supplement for its F&G operating segment as Exhibit 99.2 to this Current Report on Form 8-K.

The following information, including the Exhibits referenced in this Item 2.02, is being furnished pursuant to this Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Description
99.1 Press release announcing FNFThirdQuarter 2021 Earnings
99.2 Financial Supplement of F&G, datedNovember 2, 2021
101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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: November 2, 2021 By: /s/ Anthony J. Park
Name: Anthony J. Park
Title: Chief Financial Officer

Document

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FNF Reports Third Quarter 2021 Diluted EPS from Continuing Operations of $2.58 and Adjusted Diluted EPS from Continuing Operations of $2.12, Pre-Tax Title Margin of 16.6% and Adjusted Pre-Tax Title Margin of 21.7%

Jacksonville, Fla. - (November 2, 2021) - Fidelity National Financial, Inc. (NYSE:FNF), a leading provider of title insurance and transaction services to the real estate and mortgage industries and a leading provider of annuity and life insurance products through the Company's wholly-owned subsidiary, F&G, today reported operating results for the period ended September 30, 2021.

•Total revenue of $3.9 billion in the third quarter versus $3.0 billion in the third quarter of 2020

•Third quarter net earnings from continuing operations of $735 million and adjusted net earnings from continuing operations of $604 million versus net earnings from continuing operations of $406 million and adjusted net earnings of $435 million for the third quarter of 2020

•Third quarter diluted EPS from continuing operations of $2.58 and adjusted diluted EPS from continuing operations of $2.12 versus diluted EPS from continuing operations of $1.39 and adjusted diluted EPS from continuing operations of $1.48 in the third quarter of 2020

•Recognized losses were $154 million in the third quarter versus recognized gains of $73 million in the third quarter of 2020 primarily due to mark to market accounting treatment of equity and preferred stock securities whether the securities were disposed of in the quarter or continue to be held in our investment portfolio

Title

•Total revenue of $2.9 billion versus $2.5 billion in total revenue in the third quarter of 2020

•Total revenue, excluding recognized gains and losses, of $3.1 billion versus $2.5 billion in the third quarter of 2020, an increase of 24%

•Pre-tax earnings of $486 million and adjusted pre-tax earnings of $669 million versus pre-tax earnings of $507 million and adjusted pre-tax earnings of $528 million in the third quarter of 2020

•Pre-tax title margin of 16.6% and adjusted pre-tax title margin of 21.7% versus pre-tax title margin of 20.4% and adjusted pre-tax title margin of 21.2% in the third quarter of 2020

•Third quarter purchase orders opened increased 1% on a daily basis and purchase orders closed increased 9% on a daily basis versus the third quarter of 2020; refinance orders opened decreased 33% on a daily basis and refinance orders closed decreased 21% on a daily basis versus the third quarter of 2020

•Total commercial revenue of $366 million, a 69% increase versus total commercial revenue in the third quarter of 2020, driven by a 31% increase in closed orders; third quarter total commercial orders opened increased 15% compared to the prior year

•Overall third quarter average fee per file of $2,581, a 25% increase versus the third quarter of 2020

Title Orders

Direct Orders Opened * Direct Orders Closed *
Month / (% Purchase) / (% Purchase)
July 2021 230,000 50% 171,000 52%
August 2021 242,000 49% 181,000 48%
September 2021 216,000 50% 175,000 49%
Third Quarter 2021 688,000 50% 527,000 50%
Direct Orders Opened * Direct Orders Closed *
--- --- --- --- --- ---
Month / (% Purchase) / (% Purchase)
July 2020 292,000 40% 187,000 43%
August 2020 283,000 40% 186,000 42%
September 2020 272,000 40% 198,000 40%
Third Quarter 2020 847,000 40% 571,000 42%
* Includes an immaterial number of non-purchase and non-refinance orders

F&G

F&G, a leading provider of annuities and life insurance, reported operating results for the third quarter of 2021. As a result of acquisition accounting (purchase accounting or PGAAP), financial results for periods after June 1, 2020 are generally not comparable to the results of prior periods. Certain metrics, such as sales and policyholder account values, are not affected by PGAAP and are comparable to prior period data.

•Total Sales of $3.1 billion in the third quarter, an increase of 171% to the prior year, and an increase of 15% from the record sequential quarter

•Total Retail Annuity Sales of $1.5 billion in the third quarter, an increase of 43% to the prior year, and a decrease of 7% from the record sequential quarter. Fixed Indexed Annuities (FIA) Sales of $1.1 billion in the third quarter, an increase of 32% to the prior year, and a decrease of 5% from the record sequential quarter

•Institutional market sales of $1.5 billion in the third quarter and $2.6 billion year to date, including funding agreement-backed note issuances of $1.2 billion in the third quarter and total funding agreements of $2.3 billion year to date. In addition, F&G has closed $371 million of pension risk transfer transactions in the third quarter and secured an additional $564 million of pension risk transfer transactions in October 2021

•Average Assets Under Management (AAUM) of $32.7 billion for the third quarter, up 7% from $30.4 billion in the sequential period driven by net new business asset flows

•Net Investment Spread: FIA spread for the third quarter of 335 basis points; Total Spread, including all product lines, for the third quarter of 285 basis points

•Net Earnings Attributable to Common Shareholders of $373 million for the third quarter, including a $224 million one-time favorable adjustment from an actuarial system conversion which reflects modeling enhancement and other refinements, $57 million net favorable mark-to-market effects, $3 million loss from discontinued operations, and $6 of million other unfavorable items; all of which are excluded from Adjusted Net Earnings

•Adjusted Net Earnings From Continuing Operations Attributable to Common Shareholders of $101 million for the third quarter, including $27 million of net favorable notable items

William P. Foley, II, commented, “For the third quarter, we grew revenues 31% to $3.9 billion which resulted in adjusted net earnings growth of 39% to $604 million, both as compared to the 2020 third quarter. Importantly, holding company cash grew by 25% to $1.5 billion as compared to $1.2 billion at the end of the 2021 second quarter. We grew cash on our balance sheet despite being active with our capital allocation program focused on share buybacks and a steady stream of capital return with our dividend. Our results speak to the dynamic business model that we have created which we believe positions FNF for success through varying market cycles.

Looking at our Title results, we delivered adjusted pre-tax title earnings of $669 million and an adjusted pre-tax title margin of 21.7%, compared to adjusted pre-tax title earnings of $528 million and an adjusted pretax title margin of 21.2% in the 2020 comparable quarter. Our third quarter margins and earnings were the strongest third quarter results in our Company’s history which speaks to our market leading position combined with the outstanding execution of our entire team. Total commercial revenues also continued at record levels as we achieved $366 million of revenues in the third quarter of 2021, an increase of 69% as compared to the year ago third quarter. Commercial opened orders have exceeded 1,000 per day over the last eight months, having consistently been in record territory and will provide momentum for the fourth quarter and the beginning of 2022 given the longer tail for closings in commercial as compared to residential.

Turning to F&G, we are making great strides on our diversified growth strategy. The new Institutional channel is on track to achieve $3 billion of first year sales in 2021 from funding agreements and pension risk transfer transactions. In addition, total retail sales at $1.6 billion in the quarter grew by 44%, as compared to the third quarter of 2020, and reflect productive and expanding relationships with bank, broker dealer and agent distribution partners. F&G continues to maintain attractive spreads, and this disciplined approach to attracting new business has resulted in strong adjusted net earnings that contributed 17% of FNF's consolidated results in the third quarter.

Mr. Foley concluded, "Our capital allocation strategy remains a key focus of the Board. Our disciplined strategy is focused on returning capital to shareholders, while making strategic investments in our businesses to drive profitable growth and attractive returns for our shareholders. We recently announced our fourth quarter dividend of $0.44 per share, an increase of 10% from our previous quarterly dividend, and have continued to make share repurchases throughout the third quarter and into the fourth as we completed our previously announced $500 million share repurchase plan in the first week of October. During the quarter we purchased 1.3 million shares at an average purchase price of $46.29 per share.”

Conference Call

We will host a call with investors and analysts to discuss third quarter 2021 FNF results on Wednesday, November 3, 2021, beginning at 12:00 p.m. Eastern Time. A live webcast of the conference call will be available on the Events and Multimedia page of the FNF Investor Relations website at fnf.com. The conference call replay will be available via webcast through the FNF Investor Relations website at fnf.com. The telephone replay will be available from 3:00 p.m. Eastern Time on November 3, 2021, through November 10, 2021, by dialing 1-844-512-2921 (USA) or 1-412-317-6671 (International). The access code will be 13723639. An expanded quarterly financial supplement providing segment results is available on the FNF Investor Relations website.

About Fidelity National Financial, Inc.

Fidelity National Financial, Inc. (NYSE: FNF) is a leading provider of title insurance 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. More information about FNF can be found at fnf.com.

About F&G

F&G is part of the FNF family of companies. F&G is committed to helping Americans turn their aspirations into reality. F&G is a leading provider of annuity and life insurance products and is headquartered in Des Moines, Iowa. For more information, please visit www.fglife.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, FNF 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 adjusted net earnings, adjusted earnings per share, adjusted pre-tax title earnings, adjusted pre-tax title earnings as a percentage of adjusted title revenue (adjusted pre-tax title margin), F&G adjusted net earnings, F&G adjusted net earnings attributable to common shareholders, F&G net investment spread, F&G average assets under management and F&G sales.

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: the ability of FNF to successfully integrate F&G's operations and employees; the potential impact of the consummation of the F&G transaction on relationships, including with employees, suppliers, customers and competitors; changes in general economic, business, political and COVID-19 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; our dependence on distributions from our title insurance underwriters as a main source of cash flow; significant competition that F&G and 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 FNF's Form 10-K and other filings with the Securities and Exchange Commission ("SEC").

FNF-E

SOURCE: Fidelity National Financial, Inc.

CONTACT: Jamie Lillis, Managing Director, Solebury Trout, 203-428-3223, jlillis@soleburytrout.com

FIDELITY NATIONAL FINANCIAL, INC.

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Three Months Ended
September 30, 2021
Direct title premiums $ 896 $ 896 $ $
Agency title premiums 1,318 1,318
Escrow, title related and other fees 1,324 849 431 44
Total title and escrow 3,538 3,063 431 44
Interest and investment income 508 27 481
Recognized gains and losses, net (154) (169) 15
Total revenue 3,892 2,921 927 44
Personnel costs 894 838 32 24
Agent commissions 1,010 1,010
Other operating expenses 498 451 22 25
Benefits & other policy reserve changes 185 185
Depreciation and amortization 252 36 210 6
Claim loss expense 100 100
Interest expense 27 6 21
Total expenses 2,966 2,435 455 76
Pre-tax earnings (loss) from continuing operations $ 926 $ 486 $ 472 $ (32)
Income tax expense (benefit) 213 126 96 (9)
Earnings (loss) from equity investments 27 26 1
Earnings (loss) from discontinued operations, net of tax (3) (3)
Non-controlling interests 5 4 1
Net earnings (loss) attributable to common shareholders $ 732 $ 382 $ 373 $ (23)
EPS from continuing operations attributable to common shareholders - basic $ 2.60
EPS from discontinued operations attributable to common shareholders - basic (0.01)
EPS attributable to common shareholders - basic $ 2.59
EPS from continuing operations attributable to common shareholders - diluted $ 2.58
EPS from discontinued operations attributable to common shareholders - diluted (0.01)
EPS attributable to common shareholders - diluted $ 2.57
Weighted average shares - basic 283
Weighted average shares - diluted 285

FIDELITY NATIONAL FINANCIAL, INC.

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Three Months Ended
September 30, 2021
Net earnings (loss) attributable to common shareholders $ 732 $ 382 $ 373 $ (23)
Loss from discontinued operations, net of tax (3) (3)
Net earnings (loss) from continuing operations attributable to common shareholders $ 735 $ 382 $ 376 $ (23)
Pre-tax earnings (loss) from continuing operations $ 926 $ 486 $ 472 $ (32)
Non-GAAP Adjustments
Recognized (gains) and losses, net 71 169 (98)
Indexed product related derivatives 26 26
Purchase price amortization 25 14 7 4
Transaction costs 3 1 2
Other non-recurring items(1) (284) (284)
Adjusted pre-tax earnings (loss) $ 767 $ 669 $ 124 $ (26)
Total non-GAAP, pre-tax adjustments $ (159) $ 183 $ (348) $ 6
Income taxes on non-GAAP adjustments 28 (44) 73 (1)
Total non-GAAP adjustments $ (131) $ 139 $ (275) $ 5
Adjusted net earnings (loss) from continuing operations attributable to common shareholders $ 604 $ 521 $ 101 $ (18)
Adjusted EPS from continuing operations attributable to common shareholders - diluted 2.12

(1) See F&G Non-GAAP Measures and Other Information

FIDELITY NATIONAL FINANCIAL, INC.

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Three Months Ended
September 30, 2020
Direct title premiums $ 733 $ 733 $ $
Agency title premiums 981 981
Escrow, title related and other fees 853 742 60 51
Total title and escrow 2,567 2,456 60 51
Interest and investment income 336 31 305
Recognized gains and losses, net 73 (3) 77 (1)
Total revenue 2,976 2,484 442 50
Personnel costs 782 726 23 33
Agent commissions 749 749
Other operating expenses 449 386 33 30
Benefits & other policy reserve changes 251 251
Depreciation and amortization 100 39 56 5
Claim loss expense 77 77
Interest expense 29 7 22
Total expenses 2,437 1,977 370 90
Pre-tax earnings (loss) $ 539 $ 507 $ 72 $ (40)
Income tax expense (benefit) 133 129 6 (2)
Earnings from equity investments 7 5 2
Earnings (loss) from discontinued operations, net of tax (28) (28)
Non-controlling interests 7 7
Net earnings (loss) attributable to common shareholders $ 378 $ 376 $ 38 $ (36)
EPS from continuing operations attributable to common shareholders - basic $ 1.40
EPS from discontinued operations attributable to common shareholders - basic $ (0.10)
EPS attributable to common shareholders - basic $ 1.30
EPS from continuing operations attributable to common shareholders - diluted $ 1.39
EPS from discontinued operations attributable to common shareholders - diluted $ (0.10)
EPS attributable to common shareholders - diluted $ 1.29
Weighted average shares - basic 291
Weighted average shares - diluted 293

FIDELITY NATIONAL FINANCIAL, INC.

THIRD QUARTER SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Three Months Ended
September 30, 2020
Net earnings (loss) attributable to common shareholders $ 378 $ 376 $ 38 $ (36)
Loss from discontinued operations, net of tax $ (28) $ $ (28) $
Net earnings (loss) from continuing operations, attributable to common shareholders $ 406 $ 376 $ 66 $ (36)
Pre-tax earnings (loss) from continuing operations 539 507 72 (40)
Non-GAAP Adjustments
Recognized (gains) and losses, net (11) 3 (15) 1
Indexed product related derivatives 14 14
Debt issuance costs 1 1
Purchase price amortization 29 18 7 4
Transaction costs 12 10 2
Adjusted pre-tax earnings (loss) $ 584 $ 528 $ 88 $ (32)
Total non-GAAP, pre-tax adjustments $ 45 $ 21 $ 16 $ 8
Income taxes on non-GAAP adjustments (15) (5) (8) (2)
Non-controlling interest on non-GAAP adjustments (1) (1)
Total non-GAAP adjustments $ 29 $ 15 $ 8 $ 6
Adjusted net earnings attributable to common shareholders $ 435 $ 391 $ 74 $ (30)
Adjusted EPS attributable to common shareholders - diluted $ 1.48

FIDELITY NATIONAL FINANCIAL, INC.

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Nine Months Ended
September 30, 2021
Direct title premiums $ 2,546 $ 2,546 $ $
Agency title premiums 3,632 3,632
Escrow, title related and other fees 3,123 2,433 557 133
Total title and escrow 9,301 8,611 557 133
Interest and investment income 1,424 83 1,341
Recognized gains and losses, net 121 (258) 370 9
Total revenue 10,846 8,436 2,268 142
Personnel costs 2,596 2,418 93 85
Agent commissions 2,787 2,787
Other operating expenses 1,432 1,281 76 75
Benefits & other policy reserve changes 734 734
Depreciation and amortization 540 103 419 18
Claim loss expense 278 278
Interest expense 83 21 62
Total expenses 8,450 6,867 1,343 240
Pre-tax earnings (loss) from continuing operations $ 2,396 $ 1,569 $ 925 $ (98)
Income tax expense (benefit) 555 389 189 (23)
Earnings (loss) from equity investments 54 48 6
Earnings from discontinued operations, net of tax 8 8
Non-controlling interests 14 13 1
Net earnings (loss) attributable to common shareholders $ 1,889 $ 1,215 $ 744 $ (70)
EPS from continuing operations attributable to common shareholders - basic $ 6.57
EPS from discontinued operations attributable to common shareholders - basic 0.03
EPS attributable to common shareholders - basic $ 6.60
EPS from continuing operations attributable to common shareholders - diluted $ 6.53
EPS from discontinued operations attributable to common shareholders - diluted 0.03
EPS attributable to common shareholders - diluted $ 6.56
Weighted average shares - basic 286
Weighted average shares - diluted 288

FIDELITY NATIONAL FINANCIAL, INC.

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Nine Months Ended
September 30, 2021
Net earnings (loss) attributable to common shareholders $ 1,889 $ 1,215 $ 744 $ (70)
Earnings from discontinued operations, net of tax 8 8
Net earnings (loss) from continuing operations attributable to common shareholders $ 1,881 $ 1,215 $ 736 $ (70)
Pre-tax earnings (loss) from continuing operations $ 2,396 $ 1,569 $ 925 $ (98)
Non-GAAP Adjustments
Recognized (gains) and losses, net 6 258 (243) (9)
Indexed product related derivatives (84) (84)
Purchase price amortization 74 42 20 12
Transaction costs 13 5 8
Other non-recurring items(1) (284) (284)
Adjusted pre-tax earnings (loss) $ 2,121 $ 1,869 $ 339 $ (87)
Total non-GAAP, pre-tax adjustments $ (275) $ 300 $ (586) $ 11
Income taxes on non-GAAP adjustments 47 (72) 121 (2)
Non-controlling interest on non-GAAP adjustments (1) (1)
Total non-GAAP adjustments $ (229) $ 228 $ (465) $ 8
Adjusted net earnings (loss) from continuing operations attributable to common shareholders $ 1,652 $ 1,443 $ 271 $ (62)
Adjusted EPS from continuing operations attributable to common shareholders - diluted $ 5.74

(1) See F&G Non-GAAP Measures and Other Information

FIDELITY NATIONAL FINANCIAL, INC.

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

F&G
Nine Months Ended Consolidated Title Corporate and Other
September 30, 2020
Direct title premiums $ 1,854 $ 1,854 $ $
Agency title premiums 2,497 2,497
Escrow, title related and other fees 2,201 2,007 80 114
Total title and escrow 6,552 6,358 80 114
Interest and investment income 541 120 416 5
Recognized gains and losses, net (85) (147) 70 (8)
Total revenue 7,008 6,331 566 111
Personnel costs 2,088 1,992 32 64
Agent commissions 1,907 1,907
Other operating expenses 1,306 1,140 45 121
Benefits & other policy reserve changes 406 406
Depreciation and amortization 189 113 59 17
Claim loss expense 196 196
Interest expense 62 1 10 51
Total expenses 6,154 5,349 552 253
Pre-tax earnings (loss) from continuing operations $ 854 $ 982 $ 14 $ (142)
Income tax expense (benefit) 194 240 (8) (38)
Earnings from equity investments 9 8 1
Earnings (loss) from discontinued operations, net of tax (23) (23)
Non-controlling interests 20 20
Net earnings (loss) attributable to common shareholders $ 626 $ 730 $ (1) $ (103)
EPS from continuing operations attributable to common shareholders - basic $ 2.32
EPS from discontinued operations attributable to common shareholders - basic $ (0.08)
EPS attributable to common shareholders - basic $ 2.24
EPS from continuing operations attributable to common shareholders - diluted $ 2.29
EPS from discontinued operations attributable to common shareholders - diluted $ (0.08)
EPS attributable to common shareholders - diluted $ 2.21
Weighted average shares - basic 280
Weighted average shares - diluted 283

FIDELITY NATIONAL FINANCIAL, INC.

YTD SEGMENT INFORMATION

(In millions, except order information in thousands)

(Unaudited)

Consolidated Title F&G Corporate and Other
Nine Months Ended
September 30, 2020
Net earnings (loss) attributable to common shareholders $ 626 $ 730 $ (1) $ (103)
Loss from discontinued operations, net of tax (23) (23)
Net earnings (loss) from continuing operations attributable to common shareholders $ 649 $ 730 $ 22 $ (103)
Pre-tax earnings (loss) from continuing operations 854 982 14 (142)
Non-GAAP Adjustments
Recognized (gains) and losses, net 186 147 31 8
Indexed product related derivatives 57 57
Debt issuance costs 5 5
Purchase price amortization 77 55 9 13
Transaction costs 63 17 46
Other adjustments 1 1
Adjusted pre-tax earnings (loss) $ 1,243 $ 1,185 $ 128 $ (70)
Total non-GAAP, pre-tax adjustments $ 389 $ 203 $ 114 $ 72
Income taxes on non-GAAP adjustments (93) (47) (29) (17)
Non-controlling interest on non-GAAP adjustments (7) (6) (1)
Total non-GAAP adjustments $ 289 $ 150 $ 85 $ 54
Adjusted net earnings (loss) attributable to common shareholders $ 938 $ 880 $ 107 $ (49)
Adjusted EPS attributable to common shareholders - diluted $ 3.31

FIDELITY NATIONAL FINANCIAL, INC.

SUMMARY BALANCE SHEET INFORMATION

(In millions)

September 30,<br>2021 December 31,<br>2020
(Unaudited) (Unaudited)
Cash and investment portfolio $ 45,422 $ 37,766
Goodwill 4,515 4,495
Title plant 400 404
Total assets 58,506 50,455
Notes payable 3,097 2,662
Reserve for title claim losses 1,734 1,623
Secured trust deposits 1,147 711
Non-controlling interests 42 41
Total equity and non-controlling interests 9,374 8,392
Total equity attributable to common shareholders 9,332 8,351

Non-GAAP Measures and Other Information

Title

The table below reconciles pre-tax title earnings to adjusted pre-tax title earnings.

Three Months Ended Nine Months Ended
(Dollars in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
Pre-tax earnings $ 486 $ 507 $ 1,569 $ 982
Non-GAAP adjustments before taxes
Recognized (gains) and losses, net 169 3 258 147
Purchase price amortization 14 18 42 55
Other adjustments 1
Total non-GAAP adjustments 183 21 300 203
Adjusted pre-tax earnings $ 669 $ 528 $ 1,869 $ 1,185
Adjusted pre-tax margin 21.7 % 21.2 % 21.5 % 18.3 %

FIDELITY NATIONAL FINANCIAL, INC.

QUARTERLY OPERATING STATISTICS

(Unaudited)

Q3 2021 Q2 2021 Q1 2021 Q4 2020 Q3 2020 Q2 2020 Q1 2020 Q4 2019
Quarterly Opened Orders ('000's except % data)
Total opened orders* 688 695 770 728 847 693 682 492
Total opened orders per day* 10.8 10.9 12.6 11.6 13.2 10.8 11.0 7.8
Purchase % of opened orders 50 % 53 % 42 % 38 % 40 % 37 % 41 % 50 %
Refinance % of opened orders 50 % 47 % 58 % 62 % 60 % 63 % 59 % 50 %
Total closed orders* 527 568 597 617 571 487 377 417
Total closed orders per day* 8.2 8.9 9.8 9.8 8.9 7.6 6.1 6.6
Purchase % of closed orders 50 % 47 % 34 % 38 % 42 % 35 % 46 % 49 %
Refinance % of closed orders 50 % 53 % 66 % 62 % 58 % 65 % 54 % 51 %
Commercial (millions, except orders in '000's)
Total commercial revenue $ 366 $ 347 $ 257 $ 322 $ 216 $ 184 $ 245 $ 321
Total commercial opened orders 66.8 69.4 62.2 57.0 58.1 43.9 56.3 55.1
Total commercial closed orders 40.1 42.3 34.8 39.5 30.6 25.7 31.0 39.1
National commercial revenue $ 183 $ 176 $ 127 $ 177 $ 113 $ 96 $ 132 $ 186
National commercial opened orders 27.7 27.4 23.4 21.4 21.7 15.2 21.5 22.6
National commercial closed orders 14.8 14.9 11.2 13.4 9.8 8.8 10.7 16.2
Total Fee Per File
Fee per file $ 2,581 $ 2,444 $ 1,944 $ 2,116 $ 2,063 $ 1,889 $ 2,224 $ 2,384
Residential fee per file $ 2,097 $ 2,030 $ 1,644 $ 1,661 $ 1,803 $ 1,614 $ 1,744 $ 1,792
Total commercial fee per file $ 9,100 $ 8,200 $ 7,400 $ 8,200 $ 7,100 $ 7,200 $ 7,900 $ 8,200
National commercial fee per file $ 12,400 $ 11,800 $ 11,300 $ 13,200 $ 11,500 $ 10,900 $ 12,300 $ 11,500
Total Staffing
Total field operations employees 13,700 13,500 13,200 12,800 12,300 10,900 12,500 12,300
Actual title claims paid ($ millions) $ 55 $ 56 $ 46 $ 54 $ 50 $ 51 $ 48 $ 53

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

F&G

The table below reconciles the reported after-tax net earnings from continuing operations to adjusted earnings from continuing operations attributable to common shareholders.

Three Months Ended Nine Months Ended
September 30, 2021 September 30, 2020 September 30, 2021
(Dollars in millions)
Net earnings (loss) attributable to common shareholders $ 373 $ 38 $ 744
Less: Earnings (loss) from discontinued operations, net of tax (3) (28) 8
Net earnings (loss) from continuing operations attributable to common shareholders $ 376 $ 66 $ 736
Non-GAAP adjustments (1,2):
Recognized (gains) and losses, net (98) (15) (243)
Indexed product related derivatives 26 14 (84)
Purchase price amortization 7 7 20
Transaction costs 1 10 5
Other non-recurring items(4) (284) (284)
Income taxes on non-GAAP adjustments 73 (8) 121
Adjusted earnings from continuing operations attributable to common shareholders $ 101 $ 74 $ 271

Adjusted earnings from continuing operations include $27 million and $61 million of net favorable items in the three and nine months ended September 30, 2021 respectively and $10 million net favorable items in the three months ended September 30, 2020.

The table below provides summary financial highlights.

Three Months Ended Nine Months Ended
(Dollars in millions) September 30, 2021 September 30, 2020 September 30, 2021
Average assets under management (AAUM)(1) $ 32,692 $ 26,990 $ 30,706
Net investment spread - FIA(1) 3.35 % 3.17 % 3.22 %
Net investment spread - All products(1) 2.85 % 2.62 % 2.78 %
Net earnings (loss) from continuing operations attributable to common shareholders $ 376 $ 66 $ 736
Adjusted earnings from continuing operations attributable to common shareholders(1) $ 101 $ 74 $ 271

The table below provides a summary of sales highlights, which are not affected by PGAAP and are comparable to prior period data.

Three Months Ended Nine Months Ended
(In millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
Total sales(1) $ 3,076 $ 1,133 $ 7,397 $ 3,378
Fixed indexed annuity (FIA) sales(1) $ 1,073 $ 815 $ 3,255 $ 2,512
Total annuity sales(1) $ 1,531 $ 1,068 $ 4,692 $ 2,926
Institutional sales(1)(3) $ 1,521 $ $ 2,646 $

Footnotes:

1.Non-GAAP financial measure. See the Non-GAAP Measures section below for additional information.

2.Amounts are net of offsets related to value of business acquired (VOBA), deferred acquisition cost (DAC), deferred sale inducement (DSI) amortization, and unearned revenue (UREV) amortization, as applicable.

3.Institutional sales include funding agreements (FABN/FHLB) and pension risk transfer.

4.Reflects adjustments to benefits and other changes in policy reserves and depreciation and amortization resulting from the implementation of a new actuarial valuation system.

DEFINITIONS

The following represents the definitions of non-GAAP measures used by F&G.

Adjusted Net Earnings

Adjusted net earnings is a non-GAAP economic measure we use to evaluate financial performance each period. Adjusted net earnings is calculated by adjusting net earnings (loss) from continuing operations to eliminate:

(i) Recognized (gains) and losses, net: the impact of net investment gains/losses, including changes in allowance for expected credit losses and other than temporary impairment ("OTTI") losses, recognized in operations; the impact of market volatility on the alternative asset portfolio; and the effect of changes in fair value of the reinsurance related embedded derivative;

(ii) Indexed product related derivatives: the impacts related to changes in the fair value, including both realized and unrealized gains and losses, of index product related derivatives and embedded derivatives, net of hedging cost;

(iii) Purchase price amortization: the impacts related to the amortization of certain intangibles (internally developed software, trademarks and value of distribution asset (VODA)) recognized as a result of acquisition activities;

(iv) Transaction costs: the impacts related to acquisition, integration and merger related items, and

(v) Other "non-recurring", "infrequent" or "unusual items": Management excludes certain items determined to be “non-recurring”, “infrequent” or “unusual” from adjusted net earnings when incurred if it is determined these expenses are not a reflection of the core business and when the nature of the item is such that it is not reasonably likely to recur within two years and/or there was not a similar item in the preceding two years.

Adjustments to Adjusted net earnings are net of the corresponding impact on amortization of intangibles, as appropriate. The income tax impact related to these adjustments is measured using an effective tax rate, as appropriate by tax jurisdiction. While these adjustments are an integral part of the overall performance of F&G, market conditions and/or the non-operating nature of these items can overshadow the underlying performance of the core business. Accordingly, management considers this to be a useful measure internally and to investors and analysts in analyzing the trends of our operations.

Adjusted Net Earnings Attributable to Common Shareholders

Adjusted net earnings attributable to common shareholders is a non-GAAP economic measure we use to evaluate financial performance attributable to our common shareholders each period. Adjusted net earnings attributable to common shareholders is calculated by adjusting net earnings (loss) available to common shareholders to eliminate the same items as described in the Adjusted net earnings paragraph above. While these adjustments are an integral part of the overall performance of the Company, market conditions and/or the non-operating nature of these items can overshadow the underlying performance of the core business. Accordingly, Management considers this to be a useful measure internally and to investors and analysts in analyzing the trends of our operations.

Net Investment Spread

Net investment spread is the excess of net investment income, adjusted for market volatility on the alternative asset investment portfolio, earned over the sum of interest credited to policyholders and the cost of hedging our risk on indexed product policies. Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the performance of the Company’s invested assets against the level of investment return provided to policyholders, inclusive of hedging costs.

Average Assets Under Management (AAUM)

AAUM is calculated as the sum of:

(i) total invested assets at amortized cost, excluding derivatives;

(ii) related party loans and investments;

(iii) accrued investment income;

(iv) funds withheld at fair value;

(v) the net payable/receivable for the purchase/sale of investments, and

(iv) cash and cash equivalents, excluding derivative collateral, at the beginning of the period and the end of each month in the period, divided by the total number of months in the period plus one.

Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the rate of return on assets available for reinvestment.

Sales (FIA Sales and Total Retail Annuity Sales)

Sales are not derived from any specific GAAP income statement accounts or line items and should not be viewed as a substitute for any financial measure determined in accordance with GAAP. Annuity and IUL sales are recorded as deposit liabilities (i.e. contractholder funds) within the Company's unaudited condensed consolidated financial statements in accordance with GAAP. Management believes that presentation of sales, as measured for management purposes, enhances the understanding of our business and helps depict longer term trends that may not be apparent in the results of operations due to the timing of sales and revenue recognition.

16

Document

Exhibit 99.2

f-gxwxtagxfullxcolora77b0ea.jpg

F&G Annuities & Life, Inc. (“F&G”) - An Operating Segment of Fidelity National Financial, Inc. (NYSE:FNF)

Financial Supplement

September 30, 2021

(Year Ended December 31)

The financial statements and financial exhibits included herein are unaudited. F&G is an operating segment of FNF (the Company) and these financial statements and exhibits should be read in conjunction with the Company's periodic reports on Form 10-K, Form 10-Q and Form 8-K.

F&G (formerly NYSE:FG) was acquired by FNF (the "Business Combination") on June 1, 2020 ("Closing Date"). As a result of the Business Combination, F&G delisted from the NYSE and became a subsidiary of FNF.

All dollar amounts are presented in millions.

Non-GAAP Financial Measures

This document contains certain non-GAAP financial measures commonly used in our industry that, together with the relevant GAAP measures, may enhance a user’s ability to analyze the Company's operating performance and capital position for the periods presented. These measures should be considered supplementary to our results in accordance with GAAP and should not be viewed as a substitute for the GAAP measures and are not intended to replace GAAP financial results. Our non-GAAP measures may not be comparable to similarly titled measures of other organizations because other organizations may not calculate such non-GAAP measures in the same manner. Refer to the non-GAAP measures reconciliations and definitions within for further information.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Page
A. Financial Highlights
Consolidated Financial Highlights 3
Sales Results by Product 3
Condensed Consolidated Balance Sheets 4
Reconciliation of Total Shareholders' Equity to Total Shareholders' Equity Excluding AOCI 5
Condensed Consolidated Statements of Operations 6
Reconciliation from Net Earnings (Loss) to Adjusted Net Earnings 7
Notable Items 7
Adjusted Net Earnings Statement 8
Financial Strength Ratings 9
Total Product Net Investment Spread 10
FIA Net Investment Spread 11
B. Product Summary
Average Assets Under Management Rollforward 12
Annuity Account Balance Rollforward 12
Annuity Liability Characteristics 13
C. Investment Summary
Summary of Invested Assets by Asset Class 14
Credit Quality of Fixed Maturity Securities 15
Summary of Residential Mortgage Backed Securities by Collateral Type and NAIC Designation 16
D. Counterparty Risk
Top 5 Reinsurers 16
E. Non-GAAP Financial Measures Definitions 17

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Consolidated Financial Highlights

Three months ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Select Income Statement Data:
Net earnings (loss) attributable to common shareholders 373 82 289 137 38 744
Adjusted net earnings from continuing operations attributable to common shareholders (1) 101 92 78 128 74 271
Select Metrics:
Average Assets Under Management ("AAUM") (1) 32,692 30,423 29,016 27,864 26,990 30,706
Net investment spread (1) 2.85 % 2.95 % 2.55 % 2.55 % 2.62 % 2.78 %

(1) Refer to "Non-GAAP Financial Measures Definitions"

Sales Results by Product

The table below provides a summary of sales, which are not affected by the June 1, 2020 Business Combination, and are comparable to prior period data.

Three months ended Nine months ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021 September 30, 2020
Sales
Fixed indexed annuities (FIA) 1,073 1,135 1,047 947 815 3,255 2,512
Fixed rate annuities (MYGA) 458 512 467 362 253 1,437 414
Total annuity 1,531 1,647 1,514 1,309 1,068 4,692 2,926
Index universal life (IUL) 24 20 15 13 14 59 37
Funding agreements (FABN/FHLB) 1,150 1,000 125 100 2,275 100
Pension risk transfer (PRT) 371 371
Flow reinsurance 37 51 315
Total Sales $ 3,076 $ 2,667 $ 1,654 $ 1,459 $ 1,133 $ 7,397 $ 3,378

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Condensed Consolidated Balance Sheets

June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020
Assets
Investments:
Fixed maturity securities available for sale, at fair value, net of allowance for credit losses of 7 at September 30, 2021 28,550 $ 27,616 $ 25,768 $ 25,499 $ 24,218
Preferred securities, at fair value 882 908 965 917
Equity securities, at fair value 176 141 82 54
Derivative investments 691 542 548 381
Mortgage loans, net of allowance for credit losses of 33 at September 30, 2021 2,794 2,374 2,031 1,614
Investments in unconsolidated affiliates (a) 1,667 1,281 1,156 1,125
Other long-term investments 448 447 449 438
Short-term investments 356 72 456 34
Total investments 36,375 $ 34,630 $ 31,533 $ 31,186 $ 28,781
Cash and cash equivalents 1,016 995 889 1,014
Trade and notes receivables 11 11 10 2
Reinsurance recoverable, net of allowance for credit losses of 19 at September 30, 2021 (a) 3,297 3,404 3,174 3,152
Goodwill (a) 1,756 1,751 1,751 1,731
Prepaid expenses and other assets 415 470 413 448
Lease assets 8 8 8 7
Other intangible assets, net (a) 2,060 2,061 1,918 1,956
Property and equipment, net 13 13 11 7
Income taxes receivable 15 19
Deferred tax asset (a) 51 130 44 107
Assets of discontinued operations 311 327 2,618
Total assets 46,723 $ 43,257 $ 40,687 $ 39,746 $ 39,842
(a) These line items included adjustments that were recorded during the remeasurement period subsequent to the June 1, 2020 acquisition. The following adjustments were recorded as of the opening balance sheet at June 1, 2020 during the quarter ending September 30, 2020: Investment in unconsolidated affiliates, 31, Goodwill, 6, Other intangible assets, net, (37), and Deferred tax asset, 3. The following adjustments were recorded as of the opening balance sheet at June 1, 2020 during the quarter ending December 31, 2020: Goodwill, 20, Other intangible assets, net, (56), Reinsurance recoverable, 47, and Deferred tax asset, 10. The following adjustments were recorded as of the opening balance sheet at June 1, 2020 during the quarter ending June 30, 2021: Reinsurance recoverable, (289), Goodwill, 5, Other intangible assets, net, 61, and Deferred tax asset, 1.

All values are in US Dollars.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Condensed Consolidated Balance Sheets (continued)
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020
Liabilities and Shareholders' Equity
Contractholder funds (a) $ 33,988 $ 32,166 $ 29,592 $ 28,718 $ 27,488
Future policy benefits (a) 3,985 3,670 3,959 4,010 4,048
Accounts payable and accrued liabilities (a) 1,670 1,276 1,368 1,174 1,056
Income taxes payable 3 17 5
Deferred tax liability 9
Notes payable 979 589 589 589 589
Funds withheld for reinsurance liabilities 1,508 1,271 1,026 806 814
Lease liabilities 14 14 14 14 12
Liabilities of discontinued operations 339 361 2,462
Total liabilities $ 42,156 $ 39,003 $ 36,892 $ 35,672 $ 36,469
Shareholders' equity:
Additional paid-in-capital 2,748 2,746 2,744 2,741 2,739
Retained earnings (accumulated deficit) 880 507 425 136 (1)
Accumulated other comprehensive income (loss) ("AOCI") 939 1,001 626 1,197 635
Total shareholders' equity $ 4,567 $ 4,254 $ 3,795 $ 4,074 $ 3,373
Total liabilities and shareholders' equity $ 46,723 $ 43,257 $ 40,687 $ 39,746 $ 39,842

(a) Contractholder funds included a $3 adjustment that was recorded as of the opening balance sheet at June 1, 2020 during the quarter ending September 30, 2020; Contractholder funds, Future policy benefits, and Accounts payable and accrued liabilities included ($5), ($7), and $33 adjustments as of the opening balance sheet at June 1, 2020, respectively, during the quarter ending December 31, 2020; Additionally, Future policy benefits and Accounts payable and accrued liabilities included ($228) and $6 adjustments as of the opening balance sheet at June 1, 2020, respectively, during the quarter ending June 30, 2021

Reconciliation of Total Shareholders' Equity to Total Shareholders' Equity Excluding AOCI

September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020
Total shareholders' equity $ 4,567 $ 4,254 $ 3,795 $ 4,074 $ 3,373
AOCI 939 1,001 626 1,197 635
Total shareholders' equity excluding AOCI (1) $ 3,628 $ 3,253 $ 3,169 $ 2,877 $ 2,738
(1) Refer to "Non-GAAP Financial Measures Definitions"

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Condensed Consolidated Statements of Operations

Three months ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Revenues:
Life insurance premiums and other fees (a) $ 431 $ 62 $ 64 $ 58 $ 60 $ 557
Interest and investment income 481 487 373 327 305 1,341
Recognized gains and losses, net 15 253 102 282 77 370
Total revenues 927 802 539 667 442 2,268
Benefits and expenses:
Benefits and other changes in policy reserves 185 575 (26) 460 251 734
Personnel costs 32 32 29 33 23 93
Other operating expenses 22 26 28 30 33 76
Depreciation and amortization 210 65 144 64 56 419
Interest expense 6 7 8 8 7 21
Total benefits and expenses 455 705 183 595 370 1,343
Pre-tax earnings (loss) from continuing operations 472 97 356 72 72 925
Income tax expense (96) (21) (72) 67 (6) (189)
Net earnings (loss) from continuing operations 376 76 284 139 66 736
Earnings from discontinued operations, net of tax (3) 6 5 (2) (28) 8
Net earnings (loss) attributable to common shareholders $ 373 $ 82 $ 289 $ 137 $ 38 $ 744

(a) Included within "Escrow, title-related and other fees" in FNF 10-K/ 10-Q

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Reconciliation from Net Earnings (Loss) to Adjusted Net Earnings (1)

Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Net earnings (loss) from continuing operations $ 376 $ 76 $ 284 $ 139 $ 66 $ 736
Non-GAAP adjustments (1):
Recognized (gains) and losses, net (98) (63) (82) (76) (15) (243)
Indexed product related derivatives 26 75 (185) 54 14 (84)
Purchase price amortization 7 6 7 7 7 20
Transaction costs 1 2 2 4 10 5
Other non-recurring items (2) (284) (284)
Income taxes on non-GAAP adjustments 73 (4) 52 (8) 121
Adjusted net earnings from continuing operations attributable to common shareholders (1) $ 101 $ 92 $ 78 $ 128 $ 74 $ 271

Notable Items

Each quarterly reporting period, we identify notable items that help explain the trends in our Net earnings (loss) from continuing operations attributable to common shareholders and Adjusted net earnings (loss) from continuing operations attributable to common shareholders as we believe these items provide further clarity to the financial performance of the business.

Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Adjusted net earnings from continuing operations attributable to common shareholders (1) $ 101 $ 92 $ 78 $ 128 $ 74 $ 271
Notable items [(unfavorable)/favorable]
Single premium immediate annuities ("SPIA") mortality & other reserve adjustments (a) 7 3 7 10 17
Assumption review and unlocking (b) 8 8
Other notable items (c) 20 11 5 68 36

(1) Refer to "Non-GAAP Financial Measures Definitions"

(2) Reflects adjustments to benefits and other changes in policy reserves and depreciation and amortization resulting from the implementation of a new actuarial valuation system.

(a) The release of annuity reserves associated with mortality of annuitants, which varies due to timing, volume and severity of experience, and other reserve adjustments.

(b) Reflects unlocking from updating our DAC, VOBA, DSI and cost of reinsurance amortization models for actual experience and equity market fluctuations.

(c) Costs incurred during research and exploration of potential merger or acquisition of a business or a group of insurance policies via asset acquisition or (inforce) reinsurance agreement, income from bond prepayment and CLO redemptions, changes in tax valuation and other net activity.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Adjusted Net Earnings Statement (1)

Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Revenues:
Life insurance premiums and other fees (a) $ 430 $ 62 $ 64 $ 61 $ 60 $ 556
Interest and investment income (b) 381 377 333 315 314 1,091
Recognized gains and losses, net (c) (1)
Total revenues 811 439 397 376 373 1,647
Benefits and expenses:
Benefits and other changes in policy reserves (d) 577 214 188 202 177 979
Personnel costs 32 32 29 33 23 93
Other operating expenses (e) 22 24 26 25 23 72
Depreciation and amortization (f) 49 46 48 46 56 143
Interest expense 6 7 8 8 7 21
Total benefits and expenses 686 323 299 314 286 1,308
Pre-tax earnings (loss) from continuing operations 125 116 98 62 87 339
Income tax expense (24) (24) (20) 66 (13) (68)
Adjusted net earnings from continuing operations attributable to common shareholders (1) $ 101 $ 92 $ 78 $ 128 $ 74 $ 271
Notable items included in adjusted net earnings attributable to common shareholders (2) $ 27 $ 22 $ 12 $ 68 $ 10 $ 61

(1) Refer to "Non-GAAP Financial Measures Definitions"

(2) Refer to page 7 "Notable Items" for further detail of notable items.

(a) Life insurance premiums and other fees are included within "Escrow, title-related and other fees" in FNF 10-K/ 10-Q, and have been adjusted here to remove the effect of cost of reinsurance.

(b) Interest and investment income has been adjusted to remove the market volatility on the alternative investment portfolio.

(c) Recognized gains and losses (net) have been adjusted to remove the effect of recognized (gains) losses including changes in allowance for expected credit losses and OTTI; changes in fair values of indexed product related derivatives and embedded derivatives, net of hedging costs; and the change in fair value of the reinsurance related embedded derivative.

(d) Benefits and other changes in policy reserves has been adjusted to remove the effects of the changes in fair values of indexed product embedded derivatives, changes in allowance for expected credit losses on reinsurance recoverables, the fair value impacts of assumed reinsurance, those resulting from the implementation of a new actuarial system at September 30, 2021, and changes in the SOP 03-1 reserve resulting from the adjustments above, as applicable.

(e) Other operating expenses have been adjusted to remove the effects of transaction costs.

(f) Depreciation and amortization has been adjusted to remove the impact on DAC, VOBA, and DSI of the adjustments above, as applicable, purchase price amortization and those resulting from the implementation of a new actuarial valuation system at September 30, 2021.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Financial Strength Ratings

A.M. Best S&P Fitch Moody's
Holding Company Ratings
F&G Annuities & Life, Inc. (formerly known as FGL Holdings)
Issuer Credit / Default Rating Not Rated BBB- BBB Ba2
Outlook Stable Stable Stable
CF Bermuda Holdings Limited
Issuer Credit / Default Rating Not Rated BBB- BBB Ba1
Outlook Stable Stable Stable
Fidelity & Guaranty Life Holdings, Inc.
Issuer Credit / Default Rating bbb- BBB- BBB Not Rated
Outlook Stable Stable Stable
Senior Unsecured Notes bbb- BBB BBB Baa2
Outlook Stable Stable
Operating Subsidiary Ratings
Fidelity & Guaranty Life Insurance Company
Financial Strength Rating A- A- A- Baa1
Outlook Stable Stable Stable Stable
Fidelity & Guaranty Life Insurance Company of New York
Financial Strength Rating A- A- A- Not Rated
Outlook Stable Stable Stable
F&G Life Re Ltd
Financial Strength Rating Not Rated A- A- Baa1
Outlook Stable Stable Stable
F&G Cayman Re Ltd
Financial Strength Rating Not Rated Not Rated A- Not Rated
Outlook Stable

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Total Product Net Investment Spread
Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Net investment income $ 481 $ 487 $ 373 $ 327 $ 305 $ 1,341
AAUM (1) 32,692 30,423 29,016 27,864 26,990 30,706
Yield on AAUM (1) 5.89 % 6.40 % 5.15 % 4.69 % 4.52 % 5.82 %
Alternative investment yield adjustment (1) (1.23) % (1.43) % (0.56) % (0.17) % 0.13 % (1.09) %
Adjusted Yield on AAUM (1) 4.66 % 4.97 % 4.59 % 4.52 % 4.65 % 4.73 %
Interest credits $ 63 $ 73 $ 74 $ 67 $ 67 $ 210
Option & futures costs 75 70 65 63 64 210
Total interest credited and option costs $ 138 $ 143 $ 139 $ 130 $ 131 $ 420
Average account value 30,469 28,273 27,252 26,450 25,688 28,766
Interest credited & option cost 1.81 % 2.02 % 2.04 % 1.97 % 2.03 % 1.95 %
Net investment spread (1) 2.85 % 2.95 % 2.55 % 2.55 % 2.62 % 2.78 %
(1) Refer to "Non-GAAP Financial Measures Definitions" for further details.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

FIA Net Investment Spread
Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Net investment income (1) $ 368 $ 377 $ 276 $ 235 $ 215 $ 1,021
AAUM (2) 22,146 20,896 20,217 19,097 18,312 21,097
Yield on AAUM (1) (2) 6.65 % 7.22 % 5.46 % 4.92 % 4.70 % 6.45 %
Alternative investment yield adjustment (2) (1.81) % (2.20) % (0.81) % (0.25) % 0.20 % (1.62) %
Adjusted Yield on AAUM (1) (2) 4.84 % 5.02 % 4.65 % 4.67 % 4.90 % 4.83 %
Interest credits $ 2 $ 13 $ 15 $ 13 $ 14 $ 30
Option & futures costs 75 70 65 63 64 210
Total interest credited and option costs $ 77 $ 83 $ 80 $ 76 $ 78 $ 240
Average account value 20,680 19,842 19,028 18,442 17,948 19,856
Interest credited & option cost 1.49 % 1.67 % 1.67 % 1.65 % 1.73 % 1.61 %
Net investment spread (1) (2) 3.35 % 3.35 % 2.98 % 3.02 % 3.17 % 3.22 %

(1) In December 2020, we restated prior period FIA net investment spread to reflect immaterial updates to FIA net investment income amounts. There was no impact to total product net investment spread amounts.

(2) Refer to "Non-GAAP Financial Measures Definitions" for further details.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Average Assets Under Management Rollforward

Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
AAUM at beginning of period (1) $ 30,423 $ 29,016 $ 27,864 $ 26,990 $ 26,582 $ 27,322
Net new business sales 2,524 1,668 1,197 874 408 3,764
Net reinsurance transactions and other (255) (261) (45) (380)
AAUM at end of period $ 32,692 $ 30,423 $ 29,016 $ 27,864 $ 26,990 $ 30,706

Annuity Account Balance Rollforward (a)

Three Months Ended Nine months ended
September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 September 30, 2021
Account balances at beginning of period: $ 24,774 $ 23,803 $ 22,992 $ 22,106 $ 21,442 $ 22,992
Net deposits 1,311 1,390 1,265 1,305 1,046 3,966
Surrenders, withdrawals, deaths, etc. (625) (628) (585) (533) (482) (1,838)
Net flows 686 762 680 772 564 2,128
Premium and interest bonuses 20 21 18 20 17 59
Fixed interest credited and index credits 217 225 148 131 114 590
Guaranteed product rider fees (35) (37) (35) (37) (31) (107)
Account balance at end of period $ 25,662 $ 24,774 $ 23,803 $ 22,992 $ 22,106 $ 25,662

(a) The rollforward reflects the vested account balance of our fixed index annuities and fixed rate annuities, net of reinsurance.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Annuity Liability Characteristics

Fixed Annuities Account Value Fixed Index Annuities Account Value
September 30, 2021
SURRENDER CHARGE PERCENTAGES:
No surrender charge $ 341 $ 2,478
0.0% < 2.0% 8 112
2.0% < 4.0% 41 711
4.0% < 6.0% 612 1,640
6.0% < 8.0% 1,765 3,364
8.0% < 10.0% 1,799 7,464
10.0% or greater 5,326
$ 4,566 $ 21,095 Fixed Annuities Account Value Fixed Index Annuities Account Value
--- --- --- --- ---
September 30, 2021
CREDITED RATE (INCLUDING BONUS INTEREST) VS. ULTIMATE MINIMUM GUARANTEED RATE DIFFERENTIAL:
No differential $ 487 $ 1,376
0.0% - 1.0% 650 1,253
1.0% - 2.0% 1,528 8
2.0% - 3.0% 1,901
Allocated to index strategies 18,458
$ 4,566 $ 21,095

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Summary of Invested Assets by Asset Class

September 30, 2021 December 31, 2020
Amortized Cost Fair Value Percent Amortized Cost Fair Value Percent
Fixed maturity securities, available for sale:
United States Government full faith and credit $ 479 $ 472 1 % $ 45 $ 45 %
United States Government sponsored entities 83 85 % 105 106 %
United States municipalities, states and territories 1,241 1,301 4 % 1,243 1,309 4 %
Foreign Governments 132 137 1 % 128 140 %
Corporate securities:
Finance, insurance and real estate 4,509 4,758 13 % 4,267 4,572 15 %
Manufacturing, construction and mining 856 920 3 % 839 936 3 %
Utilities, energy and related sectors 2,636 2,764 9 % 2,532 2,762 9 %
Wholesale/retail trade 2,226 2,345 6 % 1,900 2,106 7 %
Services, media and other 2,911 3,032 8 % 2,568 2,793 9 %
Hybrid securities 808 893 2 % 888 963 3 %
Non-agency residential mortgage-backed securities 621 646 2 % 677 694 2 %
Commercial mortgage-backed securities 2,602 3,006 8 % 2,468 2,806 9 %
Asset-backed securities 3,752 3,830 11 % 1,920 1,999 6 %
CLO securities 4,164 4,361 12 % 4,021 4,268 14 %
Alternative investments:
Private equity 933 933 2 % 614 614 2 %
Real assets 318 321 1 % 280 288 1 %
Credit 768 768 2 % 254 254 1 %
Equity securities 950 1,026 2 % 959 1,047 3 %
Commercial mortgage loans 1,984 2,011 5 % 903 926 3 %
Residential mortgage loans 1,500 1,473 4 % 1,128 1,123 4 %
Other (primarily derivatives and company owned life insurance) 896 1,035 3 % 815 997 4 %
Short term investments 258 258 1 % 456 456 1 %
Total (a) $ 34,627 $ 36,375 100 % $ 29,010 $ 31,204 100 %
(a) Asset duration of 6.2 years and 6.8 years vs. liability duration of 7.4 years and 6.7 years for the periods ending September 30, 2021 and December 31, 2020, respectively.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Credit Quality of Fixed Maturity Securities

September 30, 2021
NAIC Designation Fair Value Percent
1 $ 14,770 52 %
2 10,899 38 %
3 1,927 7 %
4 747 2 %
5 149 1 %
6 58 %
$ 28,550 100 %
September 30, 2021
--- --- --- --- ---
Rating Agency Rating Fair Value Percent
AAA $ 982 3 %
AA 1,921 7 %
A 7,273 25 %
BBB 9,804 34 %
Not rated 5,869 21 %
Total investment grade 25,849 90 %
BB 1,621 6 %
B and below 565 2 %
Not rated 515 2 %
Total below investment grade 2,701 10 %
$ 28,550 100 %

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Summary of Residential Mortgage Backed Securities by Collateral Type and NAIC Designation

September 30, 2021
Total by collateral type Amortized Cost Fair Value
Government agency $ 83 $ 85
Prime 483 507
Subprime 59 59
Alt-A 79 80
$ 704 $ 731
September 30, 2021
Total by NAIC designation Amortized Cost Fair Value
1 $ 673 $ 699
2 17 18
3 7 7
4 6 6
5 1 1
$ 704 $ 731

Top 5 Reinsurers

September 30, 2021
Financial Strength Rating
Parent Company/Principal Reinsurers Reinsurance Recoverable (a) AM Best S&P Fitch Moody's
Wilton Re $ 1,287 A+ not rated A+ not rated
Kubera Insurance (SAC) Ltd 789 not rated not rated not rated not rated
Aspida Life Re Ltd 717 A- not rated BBB not rated
Security Life of Denver 103 not rated A- A- Baa1
London Life Reinsurance Co. 102 A+ not rated not rated not rated

(a) Reinsurance recoverables do not include unearned ceded premiums that would be recovered in the event of early termination of certain traditional life policies.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Non-GAAP Financial Measures Definitions

The following represents the definitions of non-GAAP measures used by F&G, as an operating segment of FNF:

Adjusted Net Earnings
Adjusted net earnings is a non-GAAP economic measure we use to evaluate financial performance each period. Adjusted net earnings is calculated by adjusting net earnings (loss) from continuing operations to eliminate:
(i) Recognized (gains) and losses, net: the impact of net investment gains/losses, including changes in allowance for expected credit losses and other than temporary impairment ("OTTI") losses, recognized in operations; the impact of market volatility on the alternative asset portfolio; and the effect of changes in fair value of the reinsurance related embedded derivative;
(ii) Indexed product related derivatives: the impacts related to changes in the fair value, including both realized and unrealized gains and losses, of index product related derivatives and embedded derivatives, net of hedging cost;
(iii) Purchase price amortization: the impacts related to the amortization of certain intangibles (internally developed software, trademarks and value of distribution asset (VODA)) recognized as a result of acquisition activities;
(iv) Transaction costs: the impacts related to acquisition, integration and merger related items; and
(v) Other "non-recurring", "infrequent" or "unusual items": Management excludes certain items determined to be “non-recurring”, “infrequent” or “unusual” from adjusted net earnings when incurred if it is determined these expenses are not a reflection of the core business and when the nature of the item is such that it is not reasonably likely to recur within two years and/or there was not a similar item in the preceding two years.
Adjustments to Adjusted net earnings are net of the corresponding impact on amortization of intangibles, as appropriate. The income tax impact related to these adjustments is measured using an effective tax rate, as appropriate by tax jurisdiction. While these adjustments are an integral part of the overall performance of F&G, market conditions and/or the non-operating nature of these items can overshadow the underlying performance of the core business. Accordingly, management considers this to be a useful measure internally and to investors and analysts in analyzing the trends of our operations.
Adjusted Net Earnings from Continuing Operations Attributable to Common Shareholders
Adjusted Net Earnings from continuing operations attributable to common shareholders is a non-GAAP economic measure we use to evaluate financial performance attributable to our common shareholders each period. Adjusted net earnings from continuing operations attributable to common shareholders is calculated by adjusting net earnings (loss) available to common shareholders to eliminate the same items as described in the Adjusted Net Earnings paragraph above. While these adjustments are an integral part of the overall performance of the Company, market conditions and/or the non-operating nature of these items can overshadow the underlying performance of the core business. Accordingly, Management considers this to be a useful measure internally and to investors and analysts in analyzing the trends of our operations.
Total Shareholders’ Equity Excluding AOCI
Total Shareholders’ Equity Excluding AOCI is based on Total Shareholders' Equity excluding the effect of AOCI. Since AOCI fluctuates from quarter to quarter due to unrealized changes in the fair value of available for sale investments, Management considers this non-GAAP financial measure to provide useful supplemental information internally and to investors and analysts assessing the level of earned equity on Total Shareholders' equity.

F&G - An Operating Segment of FNF

Financial Supplement - September 30, 2021

(All periods are unaudited)

Non-GAAP Financial Measures Definitions (continued)
Average Assets Under Management (AAUM)
AAUM is calculated as the sum of:
(i) total invested assets at amortized cost, excluding derivatives;
(ii) related party loans and investments;
(iii) accrued investment income;
(iv) the net payable/receivable for the purchase/sale of investments, and
(v) cash and cash equivalents, excluding derivative collateral, at the beginning of the period and the end of each month in the period, divided by the total number of months in the period plus one.
Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the rate of return on assets available for reinvestment.
Yield on AAUM
Yield on AAUM is calculated by dividing annualized net investment income by AAUM. Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the level of return earned on AAUM.
Alternative Investment Yield Adjustment
Alternative investment yield adjustment is the current period yield impact of market volatility on the alternative investment portfolio. Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the level of return earned on AAUM.
Adjusted Yield on AAUM
Adjusted Yield on AAUM is calculated by dividing annualized net investment income by AAUM, plus or minus the alternative investment yield adjustment. Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the level of return earned on AAUM.
Net Investment Spread
Net investment spread is the excess of net investment income, adjusted for market volatility on the alternative asset investment portfolio, earned over the sum of interest credited to policyholders and the cost of hedging our risk on indexed product policies. Management considers this non-GAAP financial measure to be useful internally and to investors and analysts when assessing the performance of the Company’s invested assets against the level of investment return provided to policyholders, inclusive of hedging costs.

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