FNF Reports Fourth Quarter and Full Year 2022 Financial Results
Fidelity National Financial (FNF) reported its Q4 and full-year 2022 financial results with net earnings of $68 million ($0.25/share) for Q4, down from $533 million ($1.87/share) in Q4 2021. Full-year net earnings were $1.1 billion ($4.10/share), a decrease from $2.4 billion ($8.44/share) in 2021. The Title segment faced challenges, generating $1.9 billion in Q4 revenue, a 42% drop year-over-year, while F&G reported strong gross sales of $2.7 billion, up 23%. FNF repurchased 1 million shares for $38 million in Q4 and paid a dividend of $0.45/share. The company ends 2022 with $939 million in cash and short-term liquid investments.
- Total gross sales for F&G increased by 23% year-over-year in Q4 2022, reaching $2.7 billion.
- F&G's total gross sales for the full year 2022 were a record $11.3 billion, an 18% increase from 2021.
- FNF returned over $1 billion to shareholders in 2022 via dividends and share repurchases.
- Adjusted pre-tax Title margin was 12.3% in Q4 2022, demonstrating effective cost management.
- Net earnings for Q4 2022 decreased significantly compared to Q4 2021, down 87% from $533 million.
- Full-year net earnings fell 54% from $2.4 billion in 2021 to $1.1 billion in 2022.
- Title segment revenue decreased by 42% in Q4 2022 compared to Q4 2021.
- Significant decline in refinance orders, down 76% year-over-year.
On
Net earnings attributable to common shareholders for the fourth quarter of
Adjusted net earnings attributable to common shareholders (adjusted net earnings) for the fourth quarter of
Company Highlights
- Solid Title Revenue despite challenging environment, and as compared to record prior year: For the Title segment, total revenue of
and$1.9 billion for the quarter and full year, respectively. Total revenue, excluding recognized gains and losses, of$9.1 billion for the fourth quarter, a$1.8 billion 42% decrease from fourth quarter 2021, and for the full year, a$9.5 billion 20% decrease from full year 2021 - Industry leading adjusted pre-tax Title margin of
16.7% for full year 2022, reflecting the third best since 2003 - Strong sales for F&G continue: Total gross sales of
for the fourth quarter, a$2.7 billion 23% increase over fourth quarter 2021, and a record for the full year, a nearly$11.3 billion 18% increase over full year 2021 - F&G partial spinoff completed: F&G began trading on the
New York Stock Exchange under the ticker symbol 'FG' onDecember 1, 2022 , upon completion of the distribution of approximately15% of its common stock to FNF shareholders; FNF retains control of F&G through an approximate85% equity ownership stake - Ample deployable capital supports shareholder value: FNF has repurchased 1 million shares for
, at an average price of$38 million per share, in the fourth quarter and paid common dividends at$37.87 per share for$0.45 . For the full year, FNF has repurchased 13.4 million shares for a total$124 million , at an average price of$549 million per share, and paid common dividends at$41.05 per share for a total$1.77 reflecting$489 million 10% growth over full year 2021. FNF ended the fourth quarter with in cash and short-term liquid investments at the holding company. As announced last week, the board of directors has declared a quarterly cash dividend of$939 million per share, payable$0.45 March 31, 2023 , to shareholders of record as ofMarch 17, 2023 .
Summary Financial Results
(In millions, except per share data) | Three Months Ended | Twelve Months Ended | ||||
|
| 2022 | 2021 | |||
Total revenue | $ 2,553 | $ 4,797 | $ 11,556 | $ 15,643 | ||
F&G total gross sales1 | $ 2,719 | $ 2,195 | $ 11,254 | $ 9,592 | ||
F&G assets under management1 | $ 43,568 | $ 36,494 | $ 43,568 | $ 36,494 | ||
Total assets | $ 65,589 | $ 60,690 | $ 65,589 | $ 60,690 | ||
Adjusted pre-tax title margin | 12.3 % | 22.4 % | 16.7 % | 21.7 % | ||
Net earnings attributable to common shareholders2 | $ 68 | $ 533 | $ 1,136 | $ 2,422 | ||
Net earnings per share attributable to common shareholders2 | $ 0.25 | $ 1.87 | $ 4.10 | $ 8.44 | ||
Adjusted net earnings1,2 | $ 287 | $ 668 | $ 1,485 | $ 2,458 | ||
Adjusted net earnings per share1,2 | $ 1.06 | $ 2.34 | $ 5.36 | $ 8.56 | ||
Weighted average common diluted shares | 271 | 285 | 277 | 287 | ||
Total common shares outstanding | 272 | 284 | 272 | 284 |
1 | See definition of non-GAAP measures below | ||||||
2 | FNF's consolidated earnings, per share metrics and related non-GAAP measures reflect |
Segment Financial Results
Title Segment
This segment consists of the operations of the Company's title insurance underwriters and related businesses, which provide core title insurance and escrow and other title-related services including loan sub-servicing, valuations, default services, and home warranty products.
Fourth Quarter 2022 Highlights
- Total revenue of
, compared with$1.9 billion in total revenue in the fourth quarter of 2021$3.1 billion - Total revenue, excluding recognized gains and losses, of
, a$1.8 billion 42% decrease compared with the fourth quarter of 2021 - Direct title premiums of
, a$544 million 47% decrease from fourth quarter of 2021 - Agency title premiums of
, a$708 million 48% decrease from fourth quarter of 2021 - Commercial revenue of
, a$344 million 37% decrease from fourth quarter of 2021 - Purchase orders opened decreased
31% on a daily basis and purchase orders closed decreased36% on a daily basis from the fourth quarter of 2021 - Refinance orders opened decreased
76% on a daily basis and refinance orders closed decreased79% on a daily basis from fourth quarter of 2021 - Commercial orders opened decreased
30% and commercial orders closed decreased34% from fourth quarter of 2021 - Total fee per file of
for the fourth quarter, a$3,649 21% increase over fourth quarter of 2021
Fourth Quarter 2022 Financial Results
- Pre-tax title margin of
12.7% and industry leading adjusted pre-tax title margin of12.3% for the fourth quarter of 2022, compared to18.5% and22.4% , respectively, in the fourth quarter of 2021 - Pre-tax earnings from continuing operations in Title for the fourth quarter of
, compared with$239 million for the fourth quarter of 2021$567 million - Adjusted pre-tax earnings in Title for the fourth quarter of
compared with$227 million for the fourth quarter of 2021. The decrease from the prior year quarter was primarily a result of the considerable decline in residential and commercial volumes due to higher mortgage rates, partially offset by higher average fee per file$717 million
Full year 2022 Financial Results
- Total revenue, excluding recognized gains and losses, of
for the full year, a$9.5 billion 20% decrease from for the full year 2021$11.9 billion - Industry leading pre-tax title margin of
12.0% and adjusted pre-tax title margin of16.7% for the full year, compared to18.6% and21.7% for the full year 2021, respectively; reflects the Company's noteworthy execution to manage the business based on market conditions in the current economic cycle - Pre-tax earnings from continuing operations in Title for the full year of
compared to$1.1 billion for the full year 2021$2.1 billion - Adjusted pre-tax earnings in Title for the full year of
compared to$1.6 billion for the full year 2021. The decrease from the prior year was primarily a result of the considerable decline in refinance volume representing trough level activity and moderating residential purchase volume; due to higher mortgage rates, partially offset by higher average fee per file and healthy volume of commercial orders closed for the full year$2.6 billion
F&G Segment
This segment consists of operations of FNF's majority-owned subsidiary F&G, a leading provider of insurance solutions serving retail annuity and life customers and funding agreement and pension risk transfer institutional clients.
Fourth Quarter 2022
- Total gross sales of
for the fourth quarter, an increase of$2.7 billion 23% over the fourth quarter 2021; reflects record retail sales, partially offset by lower institutional sales which we expect to be lumpier and more opportunistic than in our retail channels - Record Retail sales of
for the fourth quarter, a$2.5 billion 79% increase over fourth quarter of 2021; reflects execution of diversified growth strategy - Institutional sales of
of pension risk transfer transactions, compared to$0.2 billion of pension risk transfer transactions in the fourth quarter 2021. There were no funding agreement issuances in the current quarter, compared with$0.8 billion for the fourth quarter 2021$35 million - Net retained sales of
for the fourth quarter, a decrease of$1.9 billion 7% from the fourth quarter 2021, reflecting increase from50% to75% of multiyear guaranteed annuity sales to Aspida Re effectiveSeptember 1, 2022 - Average assets under management (AAUM) of
for the fourth quarter, an increase of$42.6 billion 19% from in the fourth quarter 2021 driven by net new business flows. Ending assets under management (AUM) were$35.7 billion as of$43.6 billion December 31, 2022 - Net loss attributable to common shareholders for F&G Segment of
for the fourth quarter due to unfavorable mark-to-market and related economic assumption review updates, compared to net earnings attributable to common shareholders for F&G Segment of$100 million for the fourth quarter of 2021$121 million - Adjusted net earnings for F&G Segment of
for the fourth quarter, compared to$131 million for the fourth quarter of 2021; F&G's adjusted net earnings reflect alternatives investment portfolio short-term mark-to-market movement that differs from long-term return expectation.$142 million
Full Year 2022
- Record total gross sales of
for the full year, an increase of nearly$11.3 billion 18% over the full year 2021, reflecting execution of the Company's diversified growth strategy with a disciplined approach to pricing - Record Retail sales of
for the full year, an increase of$8.5 billion 37% over the full year 2021, driven by ongoing growth in independent agent distribution and continued expansion in bank and broker dealer channels - Institutional sales of
for the full year, including funding agreement issuances of$2.8 billion and pension risk transfer transactions of$1.4 billion , compared to funding agreement issuances of$1.4 billion and pension risk transfer transactions of$2.3 billion in full year 2021$1.2 billion - Net retained sales of
for the full year, an increase of$9.0 billion 3% over the full year 2021, reflecting third party flow reinsurance - Average assets under management (AAUM) of
for the full year, an increase of$40.1 billion 25% over in the prior year driven by net new business flows. Ending assets under management (AUM) of$31.9 billion at$43.6 billion December 31, 2022 - Net earnings for F&G Segment for the full year of
, compared to$481 million for the full year 2021$865 million - Adjusted net earnings for F&G Segment for the full year of
, compared to$338 million for the full year 2021; F&G's adjusted net earnings reflect alternatives investment portfolio short-term mark-to-market movement that differs from long-term return expectation.$551 million
Conference Call
We will host a call with investors and analysts to discuss FNF's fourth quarter and full year 2022 results on
About
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 insurance solutions serving retail annuity and life customers and institutional clients and is headquartered in
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, this earnings release includes non-GAAP financial measures, which the Company 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 per share, adjusted pre-tax title earnings, adjusted pre-tax title earnings as a percentage of adjusted title revenue (adjusted pre-tax title margin), adjusted net earnings attributable to common shareholders (adjusted net earnings), assets under management (AUM), average assets under management (AAUM) and sales.
Management believes these non-GAAP financial measures may be useful in certain instances to provide additional meaningful comparisons between current results and results in prior operating periods. 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 as we do.
The presentation of this financial information is not intended to be considered in isolation of or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. By disclosing these non-GAAP financial measures, FNF believes it offers investors a greater understanding of, and an enhanced level of transparency into, the means by which the Company's management operates the Company.
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, net earnings attributable to common shareholders, net earnings per share, or any other measures derived in accordance with GAAP as measures of operating performance or liquidity. Further, FNF's non-GAAP measures may be calculated differently from similarly titled measures of other companies. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures are provided below.
Forward-Looking Statements and Risk Factors
This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements regarding our expectations, hopes, intentions or strategies regarding the future are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to: changes in general economic, business, 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
FNF-E
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Consolidated | Title | F&G | Corporate and | |||||
Three Months Ended | ||||||||
Direct title premiums | $ 544 | $ 544 | $ — | $ — | ||||
Agency title premiums | 708 | 708 | — | — | ||||
Escrow, title related and other fees | 880 | 508 | 331 | 41 | ||||
Total title and escrow | 2,132 | 1,760 | 331 | 41 | ||||
Interest and investment income | 539 | 89 | 439 | 11 | ||||
Recognized gains and losses, net | (118) | 29 | (147) | — | ||||
Total revenue | 2,553 | 1,878 | 623 | 52 | ||||
Personnel costs | 734 | 665 | 47 | 22 | ||||
Agent commissions | 543 | 543 | — | — | ||||
Other operating expenses | 392 | 337 | 25 | 30 | ||||
Benefits & other policy reserve changes | 743 | — | 743 | — | ||||
Depreciation and amortization | 22 | 37 | (22) | 7 | ||||
Provision for title claim losses | 57 | 57 | — | — | ||||
Interest expense | 26 | — | 6 | 20 | ||||
Total expenses | 2,517 | 1,639 | 799 | 79 | ||||
Pre-tax earnings (loss) from continuing operations | $ 36 | $ 239 | $ (176) | $ (27) | ||||
Income tax expense (benefit) | (36) | 37 | (76) | 3 | ||||
Earnings (loss) from equity investments | (1) | (1) | — | — | ||||
Earnings (loss) from discontinued operations, net of tax | — | — | — | — | ||||
Non-controlling interests | 3 | 3 | — | — | ||||
Net earnings (loss) attributable to common shareholders | $ 68 | $ 198 | $ (100) | $ (30) | ||||
EPS from continuing operations attributable to common shareholders - basic | $ 0.25 | |||||||
EPS from discontinued operations attributable to common shareholders - basic | — | |||||||
EPS attributable to common shareholders - basic | $ 0.25 | |||||||
EPS from continuing operations attributable to common shareholders - diluted | $ 0.25 | |||||||
EPS from discontinued operations attributable to common shareholders - diluted | — | |||||||
EPS attributable to common shareholders - diluted | $ 0.25 | |||||||
Weighted average shares - basic | 270 | |||||||
Weighted average shares - diluted | 271 |
2 FNF's consolidated earnings, per share metrics and related non-GAAP measures reflect |
| ||||||||
Consolidated | Title | F&G | Corporate and | |||||
Three Months Ended | ||||||||
Net earnings (loss) attributable to common shareholders | $ 68 | $ 198 | $ (100) | $ (30) | ||||
Earnings from discontinued operations, net of tax | — | — | — | — | ||||
Net earnings (loss) from continuing operations attributable to common shareholders | $ 68 | $ 198 | $ (100) | $ (30) | ||||
Pre-tax earnings (loss) from continuing operations | $ 36 | $ 239 | $ (176) | $ (27) | ||||
Non-GAAP Adjustments | ||||||||
Recognized (gains) and losses, net | 107 | (29) | 136 | — | ||||
Indexed product related derivatives | 212 | — | 212 | — | ||||
Purchase price amortization | 25 | 17 | 5 | 3 | ||||
Transaction costs | 8 | — | 2 | 6 | ||||
Amortization of actuarial intangibles | (81) | — | (81) | — | ||||
Adjusted pre-tax earnings (loss) | $ 307 | $ 227 | $ 98 | $ (18) | ||||
Total non-GAAP, pre-tax adjustments | $ 271 | $ (12) | $ 274 | $ 9 | ||||
Income taxes on non-GAAP adjustments | (35) | 3 | (36) | (2) | ||||
Non-controlling interest on non-GAAP adjustments | (7) | — | (7) | — | ||||
Deferred tax asset valuation allowance | (10) | (9) | — | (1) | ||||
Total non-GAAP adjustments | $ 219 | $ (18) | $ 231 | $ 6 | ||||
Adjusted net earnings (loss) from continuing operations attributable to common shareholders | $ 287 | $ 180 | $ 131 | $ (24) | ||||
Adjusted EPS from continuing operations attributable to common shareholders - diluted | $ 1.06 |
2 FNF's consolidated earnings, per share metrics and related non-GAAP measures reflect |
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Consolidated | Title | F&G | Corporate and | |||||
Three Months Ended | ||||||||
Direct title premiums | $ 1,025 | $ 1,025 | $ — | $ — | ||||
Agency title premiums | 1,350 | 1,350 | — | — | ||||
Escrow, title related and other fees | 1,672 | 795 | 838 | 39 | ||||
Total title and escrow | 4,047 | 3,170 | 838 | 39 | ||||
Interest and investment income | 537 | 26 | 511 | — | ||||
Recognized gains and losses, net | 213 | (135) | 345 | 3 | ||||
Total revenue | 4,797 | 3,061 | 1,694 | 42 | ||||
Personnel costs | 932 | 874 | 36 | 22 | ||||
Agent commissions | 1,034 | 1,034 | — | — | ||||
Other operating expenses | 497 | 444 | 29 | 24 | ||||
Benefits & other policy reserve changes | 1,404 | — | 1,404 | — | ||||
Depreciation and amortization | 105 | 35 | 65 | 5 | ||||
Provision for title claim losses | 107 | 107 | — | — | ||||
Interest expense | 31 | — | 8 | 23 | ||||
Total expenses | 4,110 | 2,494 | 1,542 | 74 | ||||
Pre-tax earnings (loss) | $ 687 | $ 567 | $ 152 | $ (32) | ||||
Income tax expense (benefit) | 158 | 122 | 31 | 5 | ||||
Earnings from equity investments | 10 | 10 | — | — | ||||
Earnings (loss) from discontinued operations, net of tax | — | — | — | — | ||||
Non-controlling interests | 6 | 6 | — | — | ||||
Net earnings (loss) attributable to common shareholders | $ 533 | $ 449 | $ 121 | $ (37) | ||||
EPS from continuing operations attributable to common shareholders - basic | $ 1.89 | |||||||
EPS from discontinued operations attributable to common shareholders - basic | $ — | |||||||
EPS attributable to common shareholders - basic | $ 1.89 | |||||||
EPS from continuing operations attributable to common shareholders - diluted | $ 1.87 | |||||||
EPS from discontinued operations attributable to common shareholders - diluted | $ — | |||||||
EPS attributable to common shareholders - diluted | $ 1.87 | |||||||
Weighted average shares - basic | 282 | |||||||
Weighted average shares - diluted | 285 |
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Consolidated | Title | F&G | Corporate and | |||||
Three Months Ended | ||||||||
Net earnings (loss) attributable to common shareholders | $ 533 | $ 449 | $ 121 | $ (37) | ||||
Earnings (loss) from discontinued operations, net of tax | $ — | $ — | $ — | $ — | ||||
Net earnings (loss) from continuing operations, attributable to common shareholders | $ 533 | $ 449 | $ 121 | $ (37) | ||||
Pre-tax earnings (loss) from continuing operations | 687 | 567 | 152 | (32) | ||||
Non-GAAP Adjustments | ||||||||
Recognized (gains) and losses, net | 118 | 135 | (14) | (3) | ||||
Indexed product related derivatives | 21 | — | 21 | — | ||||
Purchase price amortization | 25 | 15 | 6 | 4 | ||||
Amortization of actuarial intangibles | 13 | — | 13 | — | ||||
Adjusted pre-tax earnings (loss) | $ 864 | $ 717 | $ 178 | $ (31) | ||||
Total non-GAAP, pre-tax adjustments | $ 177 | $ 150 | $ 26 | $ 1 | ||||
Income taxes on non-GAAP adjustments | (42) | (36) | (5) | (1) | ||||
Total non-GAAP adjustments | $ 135 | $ 114 | $ 21 | $ — | ||||
Adjusted net earnings attributable to common shareholders | $ 668 | $ 563 | $ 142 | $ (37) | ||||
Adjusted EPS attributable to common shareholders - diluted | $ 2.34 |
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Consolidated | Title | F&G | Corporate and | |||||
Twelve Months Ended | ||||||||
Direct title premiums | $ 2,858 | $ 2,858 | $ — | $ — | ||||
Agency title premiums | 3,976 | 3,976 | — | — | ||||
Escrow, title related and other fees | 4,324 | 2,502 | 1,695 | 127 | ||||
Total title and escrow | 11,158 | 9,336 | 1,695 | 127 | ||||
Interest and investment income | 1,891 | 213 | 1,655 | 23 | ||||
Recognized gains and losses, net | (1,493) | (443) | (1,010) | (40) | ||||
Total revenue | 11,556 | 9,106 | 2,340 | 110 | ||||
Personnel costs | 3,192 | 2,987 | 157 | 48 | ||||
Agent commissions | 3,064 | 3,064 | — | — | ||||
Other operating expenses | 1,721 | 1,515 | 102 | 104 | ||||
Benefits & other policy reserve changes | 1,125 | — | 1,125 | — | ||||
Depreciation and amortization | 496 | 142 | 329 | 25 | ||||
Provision for title claim losses | 308 | 308 | — | — | ||||
Interest expense | 115 | — | 29 | 86 | ||||
Total expenses | 10,021 | 8,016 | 1,742 | 263 | ||||
Pre-tax earnings (loss) from continuing operations | $ 1,535 | $ 1,090 | $ 598 | $ (153) | ||||
Income tax expense (benefit) | 398 | 298 | 117 | (17) | ||||
Earnings (loss) from equity investments | 15 | 15 | — | — | ||||
Earnings from discontinued operations, net of tax | — | — | — | — | ||||
Non-controlling interests | 16 | 17 | — | (1) | ||||
Net earnings (loss) attributable to common shareholders | $ 1,136 | $ 790 | $ 481 | $ (135) | ||||
EPS from continuing operations attributable to common shareholders - basic | $ 4.13 | |||||||
EPS from discontinued operations attributable to common shareholders - basic | — | |||||||
EPS attributable to common shareholders - basic | $ 4.13 | |||||||
EPS from continuing operations attributable to common shareholders - diluted | $ 4.10 | |||||||
EPS from discontinued operations attributable to common shareholders - diluted | — | |||||||
EPS attributable to common shareholders - diluted | $ 4.10 | |||||||
Weighted average shares - basic | 275 | |||||||
Weighted average shares - diluted | 277 |
2 FNF's consolidated earnings, per share metrics and related non-GAAP measures reflect |
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Consolidated | Title | F&G | Corporate and | |||||
Twelve Months Ended | ||||||||
Net earnings (loss) attributable to common shareholders | $ 1,136 | $ 790 | $ 481 | $ (135) | ||||
Earnings from discontinued operations, net of tax | — | — | — | — | ||||
Net earnings (loss) from continuing operations attributable to common shareholders | $ 1,136 | $ 790 | $ 481 | $ (135) | ||||
Pre-tax earnings (loss) from continuing operations | $ 1,535 | $ 1,090 | $ 598 | $ (153) | ||||
Non-GAAP Adjustments | ||||||||
Recognized (gains) and losses, net | 600 | 443 | 117 | 40 | ||||
Indexed product related derivatives | (354) | — | (354) | — | ||||
Purchase price amortization | 95 | 60 | 21 | 14 | ||||
Transaction costs | 12 | — | 10 | 2 | ||||
Amortization of actuarial intangibles | 6 | — | 6 | — | ||||
Adjusted pre-tax earnings (loss) | $ 1,894 | $ 1,593 | $ 398 | $ (97) | ||||
Total non-GAAP, pre-tax adjustments | $ 359 | $ 503 | $ (200) | $ 56 | ||||
Income taxes on non-GAAP adjustments | (70) | (121) | 64 | (13) | ||||
Deferred tax asset valuation allowance | 68 | 58 | — | 10 | ||||
Non-controlling interest on non-GAAP adjustments | (8) | — | (7) | (1) | ||||
Total non-GAAP adjustments | $ 349 | $ 440 | $ (143) | $ 52 | ||||
Adjusted net earnings (loss) from continuing operations attributable to common shareholders | $ 1,485 | $ 1,230 | $ 338 | $ (83) | ||||
Adjusted EPS from continuing operations attributable to common shareholders - diluted | $ 5.36 |
2 FNF's consolidated earnings, per share metrics and related non-GAAP measures reflect |
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Twelve Months Ended | Consolidated | Title | F&G | Corporate and | ||||
Direct title premiums | $ 3,571 | $ 3,571 | $ — | $ — | ||||
Agency title premiums | 4,982 | 4,982 | — | — | ||||
Escrow, title related and other fees | 4,795 | 3,228 | 1,395 | 172 | ||||
Total title and escrow | 13,348 | 11,781 | 1,395 | 172 | ||||
Interest and investment income | 1,961 | 109 | 1,852 | — | ||||
Recognized gains and losses, net | 334 | (393) | 715 | 12 | ||||
Total revenue | 15,643 | 11,497 | 3,962 | 184 | ||||
Personnel costs | 3,528 | 3,292 | 129 | 107 | ||||
Agent commissions | 3,821 | 3,821 | — | — | ||||
Other operating expenses | 1,929 | 1,725 | 105 | 99 | ||||
Benefits & other policy reserve changes | 2,138 | — | 2,138 | — | ||||
Depreciation and amortization | 645 | 138 | 484 | 23 | ||||
Provision for title claim losses | 385 | 385 | — | — | ||||
Interest expense | 114 | — | 29 | 85 | ||||
Total expenses | 12,560 | 9,361 | 2,885 | 314 | ||||
Pre-tax earnings (loss) from continuing operations | $ 3,083 | $ 2,136 | $ 1,077 | $ (130) | ||||
Income tax expense (benefit) | 713 | 511 | 220 | (18) | ||||
Earnings from equity investments | 64 | 58 | — | 6 | ||||
Earnings (loss) from discontinued operations, net of tax | 8 | — | 8 | — | ||||
Non-controlling interests | 20 | 19 | — | 1 | ||||
Net earnings (loss) attributable to common shareholders | $ 2,422 | $ 1,664 | $ 865 | $ (107) | ||||
EPS from continuing operations attributable to common shareholders - basic | $ 8.47 | |||||||
EPS from discontinued operations attributable to common shareholders - basic | $ 0.03 | |||||||
EPS attributable to common shareholders - basic | $ 8.50 | |||||||
EPS from continuing operations attributable to common shareholders - diluted | $ 8.41 | |||||||
EPS from discontinued operations attributable to common shareholders - diluted | $ 0.03 | |||||||
EPS attributable to common shareholders - diluted | $ 8.44 | |||||||
Weighted average shares - basic | 285 | |||||||
Weighted average shares - diluted | 287 |
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Consolidated | Title | F&G | Corporate and | |||||
Twelve Months Ended | ||||||||
Net earnings (loss) attributable to common shareholders | $ 2,422 | $ 1,664 | $ 865 | $ (107) | ||||
Earnings from discontinued operations, net of tax | 8 | — | 8 | — | ||||
Net earnings (loss) from continuing operations attributable to common shareholders | $ 2,414 | $ 1,664 | $ 857 | $ (107) | ||||
Pre-tax earnings (loss) from continuing operations | 3,083 | 2,136 | 1,077 | (130) | ||||
Non-GAAP Adjustments | ||||||||
Recognized (gains) and losses, net | 272 | 393 | (109) | (12) | ||||
Indexed product related derivatives | (146) | — | (146) | — | ||||
Purchase price amortization | 99 | 57 | 26 | 16 | ||||
Transaction costs | 13 | — | 5 | 8 | ||||
Amortization of actuarial intangibles | 123 | — | 123 | — | ||||
Other non-recurring items | (284) | — | (284) | — | ||||
Adjusted pre-tax earnings (loss) | $ 3,160 | $ 2,586 | $ 692 | $ (118) | ||||
Total non-GAAP, pre-tax adjustments | $ 77 | $ 450 | $ (385) | $ 12 | ||||
Income taxes on non-GAAP adjustments | (32) | (108) | 79 | (3) | ||||
Non-controlling interest on non-GAAP adjustments | (1) | — | — | (1) | ||||
Total non-GAAP adjustments | $ 44 | $ 342 | $ (306) | $ 8 | ||||
Adjusted net earnings (loss) attributable to common shareholders | $ 2,458 | $ 2,006 | $ 551 | $ (99) | ||||
Adjusted EPS attributable to common shareholders - diluted | $ 8.56 |
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(Unaudited) | (Unaudited) | |||||
Cash and investment portfolio | $ 47,656 | $ 47,135 | ||||
4,642 | 4,539 | |||||
Title plant | 416 | 400 | ||||
Total assets | 65,589 | 60,690 | ||||
Notes payable | 3,238 | 3,096 | ||||
Reserve for title claim losses | 1,810 | 1,883 | ||||
Secured trust deposits | 862 | 934 | ||||
Accumulated other comprehensive (loss) earnings | (2,862) | 779 | ||||
Non-controlling interests | 360 | 43 | ||||
Total equity and non-controlling interests | 5,979 | 9,457 | ||||
Total equity attributable to common shareholders | 5,619 | 9,414 |
Non-GAAP Measures and Other Information
Title Segment
The table below reconciles pre-tax title earnings to adjusted pre-tax title earnings.
Three Months Ended | Twelve Months Ended | |||||
(Dollars in millions) |
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|
| ||
Pre-tax earnings | $ 239 | $ 567 | $ 1,090 | $ 2,136 | ||
Non-GAAP adjustments before taxes | ||||||
Recognized (gains) and losses, net | (29) | 135 | 443 | 393 | ||
Purchase price amortization | 17 | 15 | 60 | 57 | ||
Total non-GAAP adjustments | (12) | 150 | 503 | 450 | ||
Adjusted pre-tax earnings | $ 227 | $ 717 | $ 1,593 | $ 2,586 | ||
Adjusted pre-tax margin | 12.3 % | 22.4 % | 16.7 % | 21.7 % |
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Q4 2022 | Q3 2022 | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 | Q2 2021 | Q1 2021 | |||||||||
Quarterly Opened Orders ('000's except % data) | ||||||||||||||||
Total opened orders* | 266 | 363 | 443 | 522 | 536 | 688 | 695 | 770 | ||||||||
Total opened orders per day* | 4.3 | 5.7 | 6.9 | 8.6 | 8.5 | 10.8 | 10.9 | 12.6 | ||||||||
Purchase % of opened orders | 76 % | 76 % | 75 % | 62 % | 53 % | 50 % | 53 % | 42 % | ||||||||
Refinance % of opened orders | 24 % | 24 % | 25 % | 38 % | 47 % | 50 % | 47 % | 58 % | ||||||||
Total closed orders* | 216 | 278 | 348 | 380 | 477 | 527 | 568 | 597 | ||||||||
Total closed orders per day* | 3.5 | 4.3 | 5.4 | 6.2 | 7.6 | 8.2 | 8.9 | 9.8 | ||||||||
Purchase % of closed orders | 76 % | 76 % | 71 % | 55 % | 51 % | 50 % | 47 % | 34 % | ||||||||
Refinance % of closed orders | 24 % | 24 % | 29 % | 45 % | 49 % | 50 % | 53 % | 66 % | ||||||||
Commercial (millions, except orders in '000's) | ||||||||||||||||
Total commercial revenue | $ 344 | $ 381 | $ 436 | $ 374 | $ 546 | $ 366 | $ 347 | $ 257 | ||||||||
Total commercial opened orders | 44.9 | 54.8 | 64.2 | 66.1 | 64.5 | 66.8 | 69.4 | 62.2 | ||||||||
Total commercial closed orders | 30.5 | 35.2 | 39.7 | 37.4 | 46.1 | 40.1 | 42.3 | 34.8 | ||||||||
National commercial revenue | $ 173 | $ 191 | $ 220 | $ 196 | $ 313 | $ 183 | $ 176 | $ 127 | ||||||||
National commercial opened orders | 17.8 | 22.1 | 26.7 | 27.5 | 26.0 | 27.7 | 27.4 | 23.4 | ||||||||
National commercial closed orders | 11.9 | 14.0 | 15.3 | 14.6 | 18.1 | 14.8 | 14.9 | 11.2 | ||||||||
Total | ||||||||||||||||
Fee per file | $ 3,649 | $ 3,621 | $ 3,557 | $ 2,891 | $ 3,023 | $ 2,581 | $ 2,444 | $ 1,944 | ||||||||
Residential fee per file | $ 2,542 | $ 2,697 | $ 2,695 | $ 2,188 | $ 2,158 | $ 2,097 | $ 2,030 | $ 1,644 | ||||||||
Total commercial fee per file | $ 10,800 | $ 11,000 | $ 10,000 | $ 9,100 | $ 8,200 | $ 7,400 | ||||||||||
National commercial fee per file | $ 13,600 | $ 14,400 | $ 13,400 | $ 12,400 | $ 11,800 | $ 11,300 | ||||||||||
Total Staffing | ||||||||||||||||
Total field operations employees | 10,700 | 12,000 | 12,700 | 13,400 | 13,600 | 13,700 | 13,500 | 13,200 | ||||||||
Actual title claims paid ($ millions) | $ 79 | $ 65 | $ 55 | $ 54 | $ 62 | $ 55 | $ 56 | $ 46 |
Title Segment (continued)
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Direct Orders Opened * | Direct Orders Closed * | |||||||
Month | / (% Purchase) | / (% Purchase) | ||||||
102,000 | 76 % | 78,000 | 75 % | |||||
87,000 | 77 % | 68,000 | 77 % | |||||
77,000 | 75 % | 70,000 | 78 % | |||||
Fourth Quarter 2022 | 266,000 | 76 % | 216,000 | 76 % | ||||
Direct Orders Opened * | Direct Orders Closed * | |||||||
Month | / (% Purchase) | / (% Purchase) | ||||||
196,000 | 53 % | 165,000 | 50 % | |||||
182,000 | 53 % | 153,000 | 50 % | |||||
158,000 | 51 % | 159,000 | 54 % | |||||
Fourth Quarter 2021 | 536,000 | 53 % | 477,000 | 51 % | ||||
* Includes an immaterial number of non-purchase and non-refinance orders |
F&G Segment
The table below reconciles net earnings attributable to common shareholders to adjusted net earnings attributable to common shareholders.
Three Months Ended | Twelve Months Ended | |||||||
(Dollars in millions) |
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|
|
| ||||
Net earnings (loss) attributable to common shareholders | $ (100) | $ 121 | $ 481 | $ 865 | ||||
Less: Earnings (loss) from discontinued operations, net of tax | — | — | — | 8 | ||||
Net earnings (loss) from continuing operations attributable to common shareholders | $ (100) | $ 121 | $ 481 | $ 857 | ||||
Non-GAAP adjustments(1): | ||||||||
Recognized (gains) and losses, net | 136 | (14) | 117 | (109) | ||||
Indexed product related derivatives | 212 | 21 | (354) | (146) | ||||
Purchase price amortization | 5 | 6 | 21 | 26 | ||||
Transaction costs | 2 | — | 10 | 5 | ||||
Amortization of actuarial intangibles | (81) | 13 | 6 | 123 | ||||
Other non-recurring items | — | — | — | (284) | ||||
Income taxes on non-GAAP adjustments | (36) | (5) | 64 | 79 | ||||
Non-controlling interest on non-GAAP adjustments | (7) | — | (7) | — | ||||
Adjusted net earnings attributable to common shareholders(1)(2) | $ 131 | $ 142 | $ 338 | $ 551 |
The table below provides a summary of sales highlights.
Three Months Ended | Twelve Months Ended | ||||||||
(In millions) |
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|
|
| |||||
Total annuity sales(1) | $ 2,441 | $ 1,356 | $ 8,294 | $ 6,048 | |||||
Indexed universal life sales(1) | 35 | 28 | 127 | 87 | |||||
Funding agreements (FABN/FHLB) | — | 35 | 1,443 | 2,310 | |||||
Pension risk transfer | 243 | 776 | 1,390 | 1,147 | |||||
Gross sales(1) | $ 2,719 | $ 2,195 | $ 11,254 | $ 9,592 | |||||
Sales attributable to flow reinsurance to third parties | (808) | (151) | (2,248) | (869) | |||||
$ 1,911 | $ 2,044 | $ 9,006 | $ 8,723 |
Footnotes: | |
1 | Non-GAAP financial measure. See the Non-GAAP Measures section below for additional information. |
2 | FNF's consolidated earnings, per share metrics and related non-GAAP measures reflect |
DEFINITIONS
The following represents the definitions of non-GAAP measures used by the Company.
Adjusted Net Earnings Attributable to Common Shareholders (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 attributable to common shareholders 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; 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; |
v. | Certain income tax adjustments: the impacts related to unusual tax items that do not reflect our core operating performance such as the establishment or reversal of significant deferred tax asset valuation allowances in our Title and Corporate and Other segments; |
vi. | 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; |
vii. | Amortization of actuarial intangibles and SOP 03-1 reserve offset: The intangibles amortization and SOP 03-1 change offsets related to the above mentioned adjustments; |
viii. | Income taxes: the income tax impact related to the above mentioned adjustments is measured using an effective tax rate, as appropriate by tax jurisdiction; and |
ix. | Non-controlling interest on non-GAAP adjustments: the portion of the non-GAAP adjustments attributable to the equity interest of F&G that FNF does not own |
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 should not be used as a substitute for net earnings (loss). However, we believe the adjustments made to net earnings (loss) in order to derive adjusted net earnings provide an understanding of our overall results of operations.
Assets Under Management (AUM)
AUM uses the following components:
i. | total invested assets at amortized cost, excluding derivatives, net of reinsurance qualifying for risk transfer in accordance with GAAP; |
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 end the period. |
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.
Average Assets Under Management (AAUM) (Quarterly and YTD)
AAUM is calculated as AUM 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
Annuity, IUL, funding agreement and non-life contingent PRT 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. Sales from these products are recorded as deposit liabilities (i.e. contractholder funds) within the Company's consolidated financial statements in accordance with GAAP. Life contingent PRT sales are recorded as premiums in revenues within the consolidated financial statements. 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.
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