Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Jun. 30, 2014 | |
Document and Entity Information | ||
Entity Registrant Name | Fidelity National Financial, Inc. | |
Entity Central Index Key | 1331875 | |
Document Type | 10-K | |
Document Period End Date | 31-Dec-14 | |
Amendment Flag | FALSE | |
Document Fiscal Year Focus | 2014 | |
Document Fiscal Period Focus | FY | |
Trading Symbol | FNF | |
Current Fiscal Year End Date | -19 | |
Entity Well-Known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Public Float | $8,712,752,860 | |
Entity Common Stock, Shares Outstanding | 372,355,741 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Investments | ||
Available-for-sale Securities, Fair Value | $3,025 | $2,959 |
Preferred stock available for sale, at fair value | 223 | 151 |
Equity securities available for sale, at fair value | 145 | 136 |
Investments in unconsolidated affiliates | 770 | 357 |
Other long-term investments | 172 | 162 |
Short-term investments | 334 | 26 |
Total investments | 4,669 | 3,791 |
Cash and cash equivalents, at December 31, 2014 and 2013, includes pledged cash of $136 and $339, respectively, related to secured trust deposits | 700 | 1,969 |
Trade and notes receivables, net of allowance of $32 and $21 at December 31, 2014 and 2013, respectively | 504 | 482 |
Goodwill | 4,721 | 1,901 |
Prepaid expenses and other assets | 484 | 681 |
Capitalized software, net | 570 | 40 |
Other intangible assets, net | 1,133 | 619 |
Title plants | 393 | 370 |
Property and equipment, net | 635 | 645 |
Income taxes receivable | 59 | 30 |
Total assets | 13,868 | 10,528 |
Liabilities: | ||
Accounts payable and other accrued liabilities | 1,308 | 1,302 |
Notes payable | 2,826 | 1,323 |
Reserve for claim losses | 1,621 | 1,636 |
Secured trust deposits | 622 | 588 |
Deferred Tax Liabilities | 703 | 144 |
Total liabilities | 7,080 | 4,993 |
Redeemable Noncontrolling Interest, Equity, Carrying Amount | 715 | |
Equity: | ||
Common stock, Class A, $0.0001 par value; authorized, 600,000,000 shares as of December 31, 2013 and 2012; issued 292,289,166 shares and 268,541,117 shares at December 31, 2013 and 2012, respectively | 0 | 0 |
Preferred stock, $0.0001 par value; authorized, 50,000,000 shares; issued and outstanding, none | 0 | 0 |
Additional paid-in capital | 4,642 | |
Retained earnings (deficit) | 1,089 | |
Accumulated other comprehensive earnings | 2 | 37 |
Less: treasury stock, 41,948,518 shares and 39,995,513 shares as of December 31, 2013 and 2012, respectively, at cost | 707 | |
Total Fidelity National Financial, Inc. shareholders' equity | 5,994 | 5,061 |
Noncontrolling interests | 79 | 474 |
Total equity | 6,073 | 5,535 |
Total liabilities and equity | 13,868 | 10,528 |
Parent Company | ||
Investments | ||
Investments in unconsolidated affiliates | 0 | 320 |
Cash and cash equivalents, at December 31, 2014 and 2013, includes pledged cash of $136 and $339, respectively, related to secured trust deposits | 151 | 1,105 |
Prepaid expenses and other assets | 0 | 20 |
Other intangible assets, net | 19 | 47 |
Income Taxes Receivable | 60 | |
Property and equipment, net | 6 | 7 |
Total assets | 8,835 | 6,313 |
Liabilities: | ||
Accounts payable and other accrued liabilities | 52 | 125 |
Notes payable | 2,086 | 983 |
Deferred Tax Liabilities | 703 | 144 |
Total liabilities | 2,841 | 1,252 |
Equity: | ||
Common stock, Class A, $0.0001 par value; authorized, 600,000,000 shares as of December 31, 2013 and 2012; issued 292,289,166 shares and 268,541,117 shares at December 31, 2013 and 2012, respectively | 0 | 0 |
Preferred stock, $0.0001 par value; authorized, 50,000,000 shares; issued and outstanding, none | 0 | 0 |
Additional paid-in capital | 4,855 | 4,642 |
Retained earnings (deficit) | 1,150 | 1,089 |
Accumulated other comprehensive earnings | 2 | 37 |
Less: treasury stock, 41,948,518 shares and 39,995,513 shares as of December 31, 2013 and 2012, respectively, at cost | 13 | 707 |
Total Fidelity National Financial, Inc. shareholders' equity | 5,994 | 5,061 |
Total liabilities and equity | $8,835 | $6,313 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Pledged fixed maturity securities | $499 | $261 |
Pledged cash secured trust deposits | 136 | 339 |
Allowance for Doubtful Accounts, Premiums and Other Receivables | $32 | $21 |
Common stock, Class A, par value | $0.00 | $0.00 |
Common stock, Class A, authorized shares | 0 | 600,000,000 |
Common stock, Class A, issued shares | 0 | 268,541,117 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, authorized shares | 50,000,000 | 50,000,000 |
Preferred stock, outstanding shares | 0 | 0 |
Treasury stock, shares | 493,737 | 39,995,513 |
FNF Group Common Stock [Member] | ||
Common stock, Class A, authorized shares | 487,000,000 | |
Common stock, Class A, issued shares | 279,443,239 | |
FNFV Group Common Stock [Member] | ||
Common stock, Class A, authorized shares | 113,000,000 | |
Common stock, Class A, issued shares | 92,828,470 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Direct title insurance premiums | $1,727 | $1,800 | $1,732 |
Agency title insurance premiums | 1,944 | 2,352 | 2,101 |
Escrow, title related and other fees | 2,804 | 1,737 | 1,676 |
Food and Beverage Revenue | 1,436 | 1,408 | 908 |
Interest and investment income | 126 | 127 | 143 |
Realized gains and losses, net | -13 | 16 | 108 |
Total revenues | 8,024 | 7,440 | 6,668 |
Expenses: | |||
Personnel costs | 2,540 | 2,061 | 1,834 |
Agent commissions | 1,471 | 1,789 | 1,600 |
Other operating expenses | 1,643 | 1,273 | 1,269 |
Food and Beverage, Cost of Sales | 1,220 | 1,204 | 773 |
Depreciation, Depletion and Amortization | 403 | 133 | 103 |
Provision for title claim losses | 228 | 291 | 279 |
Interest expense | 127 | 73 | 64 |
Total expenses | 7,632 | 6,824 | 5,922 |
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 392 | 616 | 746 |
Income Tax Expense (Benefit), Continuing Operations | 312 | 195 | 242 |
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 80 | 421 | 504 |
Equity in earnings (loss) of unconsolidated affiliates | 432 | -26 | 10 |
Net earnings (loss) from continuing operations | 512 | 395 | 514 |
Earnings from discontinued operations, net of tax | 7 | 16 | 98 |
Net earnings (loss) | 519 | 411 | 612 |
Net earnings (loss) attributable to noncontrolling interests | -64 | 17 | 5 |
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 583 | 394 | 607 |
Earnings per share, basic | |||
Weighted average shares outstanding, basic basis | 138 | ||
Amounts attributable to Fidelity National Financial, Inc., common shareholders: | |||
Net loss from discontinued operations, net of tax, attributable to Fidelity National Financial, Inc. common shareholders | 56 | ||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 583 | 394 | 607 |
Common Class A [Member] | |||
Income (Loss) from Continuing Operations, Per Basic Share | $0.31 | $1.67 | $2.48 |
Earnings per share, basic | |||
Basic earnings per share attributable to FNF common shareholders | $0.33 | $1.71 | $2.75 |
Weighted average shares outstanding, basic basis | 138 | 230 | 221 |
Earnings per share, diluted | |||
Diluted earnings per share attributable to FNF common shareholders | $0.32 | $1.68 | $2.69 |
Weighted average shares outstanding, diluted basis | 142 | 235 | 226 |
Amounts attributable to Fidelity National Financial, Inc., common shareholders: | |||
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share | $0.02 | $0.04 | $0.27 |
Income (Loss) from Continuing Operations, Per Diluted Share | $0.30 | $1.64 | $2.42 |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | $0.02 | $0.04 | $0.27 |
Common Stock, Dividends, Per Share, Cash Paid | $0.36 | $0.66 | $0.58 |
Common Stock [Member] | |||
Expenses: | |||
Earnings from discontinued operations, net of tax | 6 | 6 | |
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 89 | ||
Amounts attributable to Fidelity National Financial, Inc., common shareholders: | |||
Net earnings (loss) from continuing operations, net of tax, attributable to Fidelity National Financial, Inc. common shareholders | 83 | 388 | 551 |
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 89 | ||
FNF Group Common Stock [Member] | |||
Income (Loss) from Continuing Operations, Per Basic Share | $0.77 | $0 | $0 |
Expenses: | |||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 214 | ||
Earnings per share, basic | |||
Weighted average shares outstanding, basic basis | 138 | ||
Earnings per share, diluted | |||
Weighted average shares outstanding, diluted basis | 142 | ||
Amounts attributable to Fidelity National Financial, Inc., common shareholders: | |||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 214 | ||
Income (Loss) from Continuing Operations, Per Diluted Share | $0.75 | $0 | $0 |
Common Stock, Dividends, Per Share, Cash Paid | $0.37 | ||
FNFV Group Common Stock [Member] | |||
Expenses: | |||
Earnings from discontinued operations, net of tax | -3 | ||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 280 | ||
Amounts attributable to Fidelity National Financial, Inc., common shareholders: | |||
Net earnings (loss) from continuing operations, net of tax, attributable to Fidelity National Financial, Inc. common shareholders | 283 | ||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | $280 | ||
FNFV Group [Member] | |||
Income (Loss) from Continuing Operations, Per Basic Share | $3.08 | ||
Earnings per share, basic | |||
Basic earnings per share attributable to FNF common shareholders | $3.04 | ||
Weighted average shares outstanding, basic basis | 46 | ||
Earnings per share, diluted | |||
Diluted earnings per share attributable to FNF common shareholders | $3.01 | ||
Weighted average shares outstanding, diluted basis | 47 | ||
Amounts attributable to Fidelity National Financial, Inc., common shareholders: | |||
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share | ($0.04) | ||
Income (Loss) from Continuing Operations, Per Diluted Share | $3.05 | ||
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | ($0.04) |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Earnings (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net earnings (loss) | $519 | $411 | $612 |
Other comprehensive earnings (loss): | |||
Unrealized gain on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) | -1 | -33 | 41 |
Other comprehensive earnings - unrealized loss on investments in unconsolidated affiliates | -10 | -15 | 23 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | -17 | -2 | 6 |
Reclassification adjustments for change in unrealized gains and losses included in net earnings | 0 | 4 | -13 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | -12 | 24 | 8 |
Other comprehensive earnings (loss) | -40 | -22 | 65 |
Comprehensive earnings (loss) | 479 | 389 | 677 |
Net earnings (loss) attributable to noncontrolling interests | -64 | 17 | 5 |
Comprehensive earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 543 | 372 | 672 |
Common Stock [Member] | |||
Other comprehensive earnings (loss): | |||
Comprehensive earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 111 | 372 | 672 |
FNF Group Common Stock [Member] | |||
Other comprehensive earnings (loss): | |||
Comprehensive earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 184 | ||
FNFV Group Common Stock [Member] | |||
Other comprehensive earnings (loss): | |||
Comprehensive earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | $241 |
Consolidated_Statements_of_Equ
Consolidated Statements of Equity (USD $) | Total | Common Stock [Member] | FNF Group Common Stock [Member] | FNFV Group Common Stock [Member] | Additional Paid-in Capital | Redeemable noncontrolling interest [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock | Noncontrolling Interest | Other Investments [Member] | Black Knight Financial Services, LLC and ServiceLink Holdings, LLC [Member] |
Noncontrolling Interest | Noncontrolling Interest | |||||||||||
Beginning Balance at Dec. 31, 2011 | ($3,656,000,000) | $0 | ($3,799,000,000) | ($373,000,000) | $7,000,000 | $532,000,000 | ($23,000,000) | |||||
Beginning Balance, Shares at Dec. 31, 2011 | 255,000,000 | 34,000,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Deferred Tax Expense from Stock Options Exercised | 31,000,000 | |||||||||||
Exercise of stock options, value | -91,000,000 | 0 | -154,000,000 | 0 | 0 | -63,000,000 | 0 | |||||
Exercise of stock options, shares | 12,358,474 | 12,000,000 | 3,000,000 | |||||||||
Adjustments to Additional Paid in Capital, Other | 11,000,000 | 11,000,000 | ||||||||||
Treasury stock repurchased, value | -38,000,000 | -38,000,000 | ||||||||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 31,000,000 | |||||||||||
Treasury stock repurchased, shares | 2,000,000 | |||||||||||
Tax benefit associated with stock based compensation | 0 | 0 | 31,000,000 | 0 | 0 | 0 | 0 | |||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,000,000 | 1,000,000 | ||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | 25,000,000 | 0 | -25,000,000 | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Additional Interest Issued to Parent | -7,000,000 | |||||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 9,000,000 | |||||||||||
Other comprehensive earnings - unrealized gain on investments and other financial insruments | 29,000,000 | 29,000,000 | ||||||||||
Other comprehensive earnings - unrealized loss on investments in unconsolidated affiliates | 23,000,000 | 23,000,000 | ||||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | 6,000,000 | 6,000,000 | 5,000,000 | |||||||||
Other comprehensive earnings - unrealized gain on foreign currency translation and cash flow hedging | 11,000,000 | |||||||||||
Stock-based compensation cost | 27,000,000 | 4,000,000 | ||||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 8,000,000 | -1,000,000 | ||||||||||
Stock-based compensation | -27,000,000 | -23,000,000 | ||||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Issuance of Equity by Subsidiary to Noncontrolling Interests | 462,000,000 | |||||||||||
Contributions to noncontrolling interests | -7,000,000 | |||||||||||
Purchase of noncontrolling interest | 462,000,000 | |||||||||||
Cash dividends declared | -131,000,000 | -131,000,000 | ||||||||||
Subsidiary dividends paid to noncontrolling interests | -12,000,000 | -12,000,000 | ||||||||||
Net earnings (loss) | 612,000,000 | 607,000,000 | ||||||||||
Other Comprehensive Income (Loss), Net of Tax | 65,000,000 | |||||||||||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 607,000,000 | |||||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | 5,000,000 | |||||||||||
Ending Balance at Dec. 31, 2012 | -4,749,000,000 | 0 | -4,018,000,000 | -849,000,000 | -59,000,000 | 658,000,000 | -481,000,000 | |||||
Ending Balance, Shares at Dec. 31, 2012 | 268,000,000 | 40,000,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Equity offering, shares | 20,000,000 | |||||||||||
Deferred Tax Expense from Stock Options Exercised | 17,000,000 | |||||||||||
Exercise of stock options, value | -61,000,000 | -61,000,000 | 0 | |||||||||
Exercise of stock options, shares | 3,267,937 | 3,000,000 | 0 | |||||||||
Adjustments to Additional Paid in Capital, Other | 511,000,000 | 511,000,000 | ||||||||||
Treasury stock repurchased, value | -34,000,000 | -34,000,000 | ||||||||||
Treasury stock repurchased, shares | 1,000,000 | |||||||||||
Tax benefit associated with stock based compensation | 17,000,000 | 17,000,000 | ||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,000,000 | 1,000,000 | ||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | -15,000,000 | 0 | -15,000,000 | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Additional Interest Issued to Parent | -7,000,000 | |||||||||||
Other comprehensive earnings - unrealized gain on investments and other financial insruments | -29,000,000 | -29,000,000 | ||||||||||
Other comprehensive earnings - unrealized loss on investments in unconsolidated affiliates | -15,000,000 | -15,000,000 | ||||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | -2,000,000 | -2,000,000 | 2,000,000 | |||||||||
Other comprehensive earnings - unrealized gain on foreign currency translation and cash flow hedging | 0 | 0 | ||||||||||
Stock-based compensation cost | 35,000,000 | |||||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | -26,000,000 | 24,000,000 | -2,000,000 | |||||||||
Stock-based compensation | 3,000,000 | -30,000,000 | -5,000,000 | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Issuance of Equity by Subsidiary to Noncontrolling Interests | 23,000,000 | |||||||||||
Cash dividends declared | -154,000,000 | -154,000,000 | ||||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Net | 14,000,000 | |||||||||||
Subsidiary dividends paid to noncontrolling interests | -17,000,000 | -17,000,000 | ||||||||||
Net earnings (loss) | 411,000,000 | 394,000,000 | 17,000,000 | |||||||||
Other Comprehensive Income (Loss), Net of Tax | -22,000,000 | |||||||||||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 394,000,000 | |||||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | 17,000,000 | |||||||||||
Ending Balance at Dec. 31, 2013 | -5,535,000,000 | 0 | -4,642,000,000 | -1,089,000,000 | -37,000,000 | -707,000,000 | -474,000,000 | |||||
Ending Balance, Shares at Dec. 31, 2013 | 292,000,000 | 0 | 42,000,000 | |||||||||
Redeemable Noncontrolling Interest, Equity, Carrying Amount | 715,000,000 | 715,000,000 | ||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 26,000,000 | |||||||||||
Stock Issued During Period, Value, Acquisitions | 839,000,000 | 839,000,000 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Equity offering, shares | 277,000,000 | 92,000,000 | ||||||||||
Payments of Stock Issuance Costs | -6,000,000 | 6,000,000 | ||||||||||
Deferred Tax Expense from Stock Options Exercised | 16,000,000 | 16,000,000 | ||||||||||
Exercise of stock options, value | -40,000,000 | -40,000,000 | ||||||||||
Exercise of stock options, shares | 2,418,713 | 1,000,000 | 1,000,000 | |||||||||
Treasury stock repurchased, value | -2,000,000 | -2,000,000 | ||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,000,000 | 1,000,000 | ||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | -11,000,000 | -11,000,000 | ||||||||||
Other comprehensive earnings - unrealized gain on investments and other financial insruments | -1,000,000 | -1,000,000 | ||||||||||
Other comprehensive earnings - unrealized loss on investments in unconsolidated affiliates | -10,000,000 | -10,000,000 | ||||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | -17,000,000 | -17,000,000 | ||||||||||
Other comprehensive earnings - unrealized gain on foreign currency translation and cash flow hedging | -25,000,000 | |||||||||||
Stock-based compensation cost | 51,000,000 | 32,000,000 | -9,000,000 | |||||||||
Share-based compensation excluding portion attributable to temporary equity | 23,000,000 | |||||||||||
Temporary Equity, Other Changes | 28,000,000 | |||||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Noncontrolling Interest | -8,000,000 | |||||||||||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax, Portion Attributable to Noncontrolling Interest | -6,000,000 | |||||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 12,000,000 | 12,000,000 | ||||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax, Portion Attributable to Parent | -18,000,000 | |||||||||||
Contributions to noncontrolling interests | -21,000,000 | -1,000,000 | -22,000,000 | 1,000,000 | ||||||||
Cash dividends declared | -203,000,000 | -203,000,000 | ||||||||||
Subsidiary dividends paid to noncontrolling interests | -50,000,000 | -50,000,000 | ||||||||||
Net earnings (loss) | 519,000,000 | |||||||||||
Temporary Equity, Stock Issued During Period, Value, New Issues | 687,000,000 | |||||||||||
Stock Repurchased and Retired During Period, Shares | -277,000,000 | |||||||||||
Treasury Stock, Shares, Retired | -42,000,000 | -42,000,000 | ||||||||||
Treasury Stock, Retired, Cost Method, Amount | -707,000,000 | -707,000,000 | ||||||||||
Stock Issued During Period, Value, Stock Dividend | -319,000,000 | |||||||||||
Other Comprehensive Income (Loss), Net of Tax | -40,000,000 | 5,000,000 | ||||||||||
Noncontrolling Interest, Decrease from Deconsolidation | -279,000,000 | |||||||||||
Stockholders' Equity, Period Increase (Decrease) | -593,000,000 | |||||||||||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 583,000,000 | 89,000,000 | 214,000,000 | 280,000,000 | 583,000,000 | |||||||
Net Income (Loss) Attributable to Noncontrolling Interest | -64,000,000 | |||||||||||
Ending Balance at Dec. 31, 2014 | ($6,073,000,000) | $0 | ($4,855,000,000) | ($1,150,000,000) | ($2,000,000) | ($13,000,000) | ($79,000,000) | |||||
Ending Balance, Shares at Dec. 31, 2014 | 279,000,000 | 93,000,000 | 0 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Cash flows from operating activities: | |||
Net earnings (loss) | $519,000,000 | $411,000,000 | $612,000,000 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization including discontinued operations | 476,000,000 | 209,000,000 | 132,000,000 |
Equity in earnings (loss) of unconsolidated affiliates | -432,000,000 | 26,000,000 | -10,000,000 |
Gain (loss) on sale of investment and other assets, net | 13,000,000 | -12,000,000 | 3,000,000 |
Equity Method Investment, Realized Gain (Loss) on Disposal | 0 | 0 | -73,000,000 |
Business Combination, Bargain Purchase, Gain Recognized, Amount | 0 | 0 | -48,000,000 |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain (Loss), Net | 0 | 0 | -79,000,000 |
Stock-based compensation cost | 51,000,000 | 35,000,000 | 27,000,000 |
Tax benefit associated with the exercise of stock options | -16,000,000 | -17,000,000 | -31,000,000 |
Changes in assets and liabilities, net of effects from acquisitions: | |||
Net (increase) decrease in pledged cash, pledged investments, and secured trust deposits | 0 | 2,000,000 | 0 |
Net decrease (increase) in trade receivables | -22,000,000 | 0 | -12,000,000 |
Net (increase) decrease in prepaid expenses and other assets | -23,000,000 | -3,000,000 | 49,000,000 |
Net (decrease) increase in accounts payable, accrued liabilities, deferred revenue and other | -130,000,000 | 7,000,000 | 63,000,000 |
Net decrease in reserve for claim losses | -67,000,000 | -112,000,000 | -159,000,000 |
Net increase in income taxes | 198,000,000 | -62,000,000 | 146,000,000 |
Net cash provided by operating activities | 567,000,000 | 484,000,000 | 620,000,000 |
Cash flows from investing activities: | |||
Proceeds from sales of investment securities available for sale | 778,000,000 | 745,000,000 | 594,000,000 |
Proceeds from maturities of investment securities available for sale | 458,000,000 | 306,000,000 | 419,000,000 |
Proceeds from sale of other assets | 5,000,000 | 1,000,000 | 2,000,000 |
Additions to property and equipment | -210,000,000 | -145,000,000 | -79,000,000 |
Purchases of investment securities available for sale | -1,196,000,000 | -882,000,000 | -1,146,000,000 |
Purchases of other long-term investments | -71,000,000 | -97,000,000 | -9,000,000 |
Net proceeds from short-term investment securities | -161,000,000 | 36,000,000 | -12,000,000 |
(Contributions to) distributions from unconsolidated affiliates | 0 | -20,000,000 | -23,000,000 |
Proceeds from Equity Method Investment, Dividends or Distributions | 49,000,000 | 25,000,000 | |
Net other Investing Activities | -10,000,000 | -4,000,000 | 3,000,000 |
Proceeds from Divestiture of Businesses | 0 | 75,000,000 | |
Payments to acquire business, five, net of cash acquired | 0 | 64,000,000 | |
Proceeds from Divestiture of Businesses, Net of Cash Divested | 0 | 120,000,000 | |
Payments to acquire business four, net of cash acquired | 0 | -98,000,000 | |
Payments to Acquire Business Three, Net of Cash Acquired | -40,000,000 | 0 | -72,000,000 |
Payments to Acquire Business Two, Net of Cash Acquired | -2,253,000,000 | 0 | -122,000,000 |
Acquisitions of businesses, net of cash acquired | -69,000,000 | -25,000,000 | -26,000,000 |
Net cash provided by (used in) investing activities | -2,720,000,000 | -60,000,000 | -310,000,000 |
Cash flows from financing activities: | |||
Proceeds from Issuance or Sale of Equity | 0 | 511,000,000 | |
Borrowings | 1,764,000,000 | 341,000,000 | 679,000,000 |
Debt service payments | -1,073,000,000 | -359,000,000 | -557,000,000 |
Payments to Noncontrolling Interests | -1,000,000 | -14,000,000 | |
Proceeds from Noncontrolling Interests | 0 | 3,000,000 | |
Payments of Debt Extinguishment Costs | 0 | 0 | -6,000,000 |
Debt issuance costs | -5,000,000 | -16,000,000 | -8,000,000 |
Proceeds from (Payments to) Noncontrolling Interests | 687,000,000 | ||
Cash Divested from Deconsolidation | -86,000,000 | ||
Dividends paid | -203,000,000 | -153,000,000 | -128,000,000 |
Subsidiary dividends paid to noncontrolling interest shareholders | -50,000,000 | -17,000,000 | -12,000,000 |
Exercise of stock options | 40,000,000 | 61,000,000 | 91,000,000 |
Tax benefit associated with the exercise of stock options | 16,000,000 | 17,000,000 | 31,000,000 |
Purchases of treasury stock | -2,000,000 | -34,000,000 | -38,000,000 |
Net cash used in financing activities | 1,087,000,000 | 340,000,000 | 52,000,000 |
Net decrease in cash and cash equivalents, excluding pledged cash related to secured trust deposits | -1,066,000,000 | 764,000,000 | 362,000,000 |
Cash and cash equivalents, excluding pledged cash related to secured trust deposits at beginning of period | 1,630,000,000 | 866,000,000 | 504,000,000 |
Cash and cash equivalents, excluding pledged cash related to secured trust deposits at end of period | 564,000,000 | 1,630,000,000 | 866,000,000 |
Parent Company | |||
Payments to Acquire Notes Receivable | 3,025,000,000 | 30,000,000 | 93,000,000 |
Cash flows from operating activities: | |||
Net earnings (loss) | 583,000,000 | 394,000,000 | 607,000,000 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Equity in earnings (loss) of unconsolidated affiliates | -544,000,000 | -528,000,000 | -687,000,000 |
Gain (loss) on sale of investment and other assets, net | -2,000,000 | -1,000,000 | -6,000,000 |
Stock-based compensation cost | 32,000,000 | 30,000,000 | 23,000,000 |
Tax benefit associated with the exercise of stock options | -16,000,000 | -17,000,000 | -31,000,000 |
Changes in assets and liabilities, net of effects from acquisitions: | |||
Net (increase) decrease in prepaid expenses and other assets | -62,000,000 | 29,000,000 | -4,000,000 |
Net (decrease) increase in accounts payable, accrued liabilities, deferred revenue and other | 91,000,000 | -101,000,000 | -25,000,000 |
Net increase in income taxes | -540,000,000 | 96,000,000 | -172,000,000 |
Net cash provided by operating activities | 568,000,000 | -144,000,000 | 119,000,000 |
Cash flows from investing activities: | |||
Proceeds from Divestiture of Interest in Consolidated Subsidiaries | -116,000,000 | ||
Net cash provided by (used in) investing activities | -2,635,000,000 | -22,000,000 | -202,000,000 |
Cash flows from financing activities: | |||
Proceeds from Issuance or Sale of Equity | 0 | 511,000,000 | 0 |
Borrowings | 1,500,000,000 | 0 | 548,000,000 |
Debt service payments | -400,000,000 | -7,000,000 | -494,000,000 |
Payments of Debt Extinguishment Costs | -6,000,000 | ||
Debt issuance costs | 0 | -16,000,000 | -8,000,000 |
Dividends paid | -203,000,000 | -153,000,000 | -128,000,000 |
Exercise of stock options | 40,000,000 | 60,000,000 | 91,000,000 |
Tax benefit associated with the exercise of stock options | 16,000,000 | 17,000,000 | 31,000,000 |
Purchases of treasury stock | 0 | -34,000,000 | -38,000,000 |
Net cash used in financing activities | 1,113,000,000 | 949,000,000 | 290,000,000 |
Net decrease in cash and cash equivalents, excluding pledged cash related to secured trust deposits | -954,000,000 | 783,000,000 | |
Cash and cash equivalents, excluding pledged cash related to secured trust deposits at beginning of period | 1,105,000,000 | 322,000,000 | |
Cash and cash equivalents, excluding pledged cash related to secured trust deposits at end of period | $151,000,000 | $1,105,000,000 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||||||
Basis of Financial Statements | Summary of Significant Accounting Policies | |||||||||||||||||||
The following describes the significant accounting policies of Fidelity National Financial, Inc. and its subsidiaries (collectively, “we,” “us,” “our,” or “FNF”) which have been followed in preparing the accompanying Consolidated Financial Statements. | ||||||||||||||||||||
Description of Business | ||||||||||||||||||||
Overview | ||||||||||||||||||||
We have organized our business into two groups, FNF Core Operations and FNF Ventures, known as "FNFV." Through our Core operations, FNF is a leading provider of title insurance, technology and transaction services to the real estate and mortgage industries. FNF is the nation’s largest title insurance company through its title insurance underwriters - Fidelity National Title, Chicago Title, Commonwealth Land Title, Alamo Title and National Title of New York Inc. - that collectively issue more title insurance policies than any other title company in the United States. FNF also provides industry-leading mortgage technology solutions and transaction services, including MSP®, the leading residential mortgage servicing technology platform in the U.S., through its majority-owned subsidiaries, Black Knight Financial Services, LLC ("BKFS") and ServiceLink Holdings, LLC ("ServiceLink"). In addition, in our FNFV group, we own majority and minority equity investment stakes in a number of entities, including American Blue Ribbon Holdings, LLC ("ABRH"), J. Alexander’s, LLC ("J. Alexander's"), Ceridian HCM, Inc. and Fleetcor Technologies Inc. (collectively "Ceridian") and Digital Insurance, Inc. ("Digital Insurance"). | ||||||||||||||||||||
As of December 31, 2014, we had the following reporting segments: | ||||||||||||||||||||
FNF Core Operations | ||||||||||||||||||||
• | Title. This segment consists of the operations of our title insurance underwriters and related businesses. This segment provides core title insurance and escrow and other title related services including collection and trust activities, trustee sales guarantees, recordings and reconveyances, and home warranty insurance. This segment also includes the transaction services business acquired from Lender Processing Services ("LPS"), now combined with our ServiceLink business. Transaction services include other title related services used in production and management of mortgage loans, including mortgage loans that go into default. | |||||||||||||||||||
• | BKFS. This segment consists of the operations of BKFS. This segment provides core technology and data and analytics services through leading software systems and information solutions that facilitate and automate many of the business processes across the life cycle of a mortgage. | |||||||||||||||||||
• | FNF Core Corporate and Other. This segment consists of the operations of the parent holding company, certain other unallocated corporate overhead expenses, and other smaller real estate and insurance related operations. | |||||||||||||||||||
FNFV | ||||||||||||||||||||
• | Restaurant Group. This segment consists of the operations of ABRH, in which we have a 55% ownership interest. ABRH is the owner and operator of the O'Charley's, Ninety Nine Restaurants, Max & Erma's, Village Inn and Bakers Square concepts. This segment also includes J. Alexander's, which includes the Stoney River Steakhouse and Grill concepts. | |||||||||||||||||||
• | FNFV Corporate and Other. This segment primarily consists of our share in the operations of certain equity investments, including Ceridian, as well as Digital Insurance in which we own 96% and other smaller operations which are not title related. | |||||||||||||||||||
Principles of Consolidation and Basis of Presentation | ||||||||||||||||||||
The accompanying Consolidated Financial Statements are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and include our accounts as well as our wholly-owned and majority-owned subsidiaries. All intercompany profits, transactions and balances have been eliminated. Our investments in non-majority-owned partnerships and affiliates are accounted for using the equity method until such time that they become wholly or majority-owned. Earnings attributable to noncontrolling interests are recorded on the Consolidated Statements of Earnings relating to majority-owned subsidiaries with the appropriate noncontrolling interest that represents the portion of equity not related to our ownership interest recorded on the Consolidated Balance Sheets in each period. | ||||||||||||||||||||
Recent Developments | ||||||||||||||||||||
In addition to the below Recent Developments, we have made several acquisitions which are discussed in more detail on Note B. | ||||||||||||||||||||
On February 23, 2015, we announced a tender offer to purchase up to $185 million of shares of our FNFV Group Common stock at a purchase price of no greater than $15.40 per share, nor less than $14.30 per share in cash. We are conducting this Offer through a procedure commonly called a “modified Dutch auction.” This procedure allows shareholders to select the price within a price range specified by us at which the shareholders are willing to sell their shares. The offer is set to expire at 12:00 Midnight, New York City time, at the end of Friday, March 20, 2015, unless we extend the offer. | ||||||||||||||||||||
On February 19, 2015, we announced our intention to pursue a tax-free spin-off of J. Alexander's to FNFV shareholders. | ||||||||||||||||||||
On January 16, 2015, we closed the sale of Cascade Timberlands, LLC, which grows and sells timber and in which we owned a 70.2% interest, for $85 million less a replanting allowance of $1 million and an indemnity holdback of $1 million. We received cash of $63 million upon the closing. | ||||||||||||||||||||
On December 31, 2014, we closed the previously announced distribution (the "Spin-off") of all of the outstanding shares of common stock of New Remy Corp. ("New Remy") to FNFV shareholders. As part of the Spin-off, FNFV combined all of the 16,342,508 shares of Remy common stock that FNFV owned and a small company called Fidelity National Technology Imaging, LLC ("Imaging") into New Remy. Immediately following the Spin-off, New Remy and Remy International, Inc. ("Old Remy") engaged in a series of stock-for-stock transactions ending with a new publicly-traded holding company, New Remy Holdco Corp. ("New Remy Holdco"). In the Spin-off, FNFV shareholders ultimately received a total of approximately 16.6 million shares of New Remy Holdco common stock, or approximately 0.17879 shares of New Remy Holdco common stock for each share of FNFV that they owned. This spin-off is expected to be tax free to FNFV shareholders. | ||||||||||||||||||||
On December 23, 2014, we filed a registration statement with the Securities and Exchange Commission (“SEC”) relating to a proposed initial public offering of Black Knight Financial Services, Inc. ("BKFSI") common stock. BKFSI is currently presented as the BKFS segment. | ||||||||||||||||||||
On November 17, 2014, Ceridian completed the exchange of its subsidiary Comdata Inc. ("Comdata") with FleetCor Technologies Inc. ("FleetCor") in a transaction valued at approximately $3.5 billion. FNFV owns approximately 32% of Ceridian and through this ownership has indirectly received approximately 2.4 million shares of Fleetcor common stock. Based on FleetCor's closing stock price of $147.66 on November 13, 2014, the 2.4 million FleetCor shares are currently valued at approximately $356 million. As previously disclosed, the shares of FleetCor's common stock that FNFV indirectly owns are subject to a six-month lockup from the November 14, 2014 closing date and approximately 25% of these shares have been contributed to an escrow account to meet potential indemnification claims, if any, for up to three years from closing. The stock-for-stock transaction is tax-free for Ceridian LLC and its shareholders. As of December 31, 2014, FNFV indirectly owns approximately 3% of the outstanding shares of FleetCor. We recognized $495 million in equity in earnings of unconsolidated affiliates in the twelve months ending December 31, 2014 as a result of the transaction. | ||||||||||||||||||||
On October 28, 2014, our Board of Directors approved a three-year stock purchase program, effective November 6, 2014, under which we can repurchase up to 10 million shares of our FNFV Group common stock through November 30, 2017. We may make repurchases from time to time in the open market, in block purchases or in privately negotiated transactions, depending on market conditions and other factors. | ||||||||||||||||||||
On August 25, 2014, we acquired a 70% ownership interest in LandCastle Title ("LandCastle"), in exchange for our agreement to fund any escrow shortfalls in LandCastle's escrow accounts. At the time of the acquisition, LandCastle was a large third-party agent of FNF, operating primarily in the State of Georgia. To date, FNF's total cash contribution to LandCastle is approximately $22 million and based on our current understanding of the business could increase by approximately $0 - $10 million. On January 31, 2015, we acquired an additional 5% ownership interest in LandCastle and we now have a 75% ownership interest in LandCastle. | ||||||||||||||||||||
On August 19, 2014, ABRH completed a recapitalization whereby they entered into a new credit agreement for $210 million. As part of the recapitalization, ABRH's parent paid a special dividend to its members, totaling $75 million. Of this special dividend, FNFV received $41 million. ABRH's parent also distributed its 28% ownership interest in J. Alexander's to FNFV, resulting in FNFV now directly owning 87% of J. Alexander's. See Note J for further discussion of the new credit agreement. | ||||||||||||||||||||
On June 30, 2014, we completed the recapitalization of FNF common stock into two tracking stocks, FNF Group common stock and FNFV Group common stock. Each share of the previously outstanding FNF Class A common stock ("Old FNF common stock") was converted into one share of FNF Group common stock, which now trades on the New York Stock Exchange under the current trading symbol "FNF," and 0.3333 of a share of FNFV Group common stock, which now trades on the New York Stock Exchange under the trading symbol "FNFV." Both FNF and FNFV began regular trading on July 1, 2014. | ||||||||||||||||||||
Discontinued Operations | ||||||||||||||||||||
Remy | ||||||||||||||||||||
On December 31, 2014, we closed the previously announced distribution (the "Spin-off") of all of the outstanding shares of common stock of New Remy Corp. ("New Remy") to FNFV shareholders. As part of the Spin-off, FNFV combined all of the 16,342,508 shares of Remy common stock that FNFV owned and a small company called Fidelity National Technology Imaging, LLC ("Imaging") into New Remy. Immediately following the Spin-off, New Remy and Remy International, Inc. ("Old Remy") engaged in a series of stock-for-stock transactions ending with a new publicly-traded holding company, New Remy Holdco Corp. ("New Remy Holdco"). In the Spin-off, FNFV shareholders ultimately received a total of approximately 16.6 million shares of New Remy Holdco common stock, or approximately 0.17879 shares of New Remy Holdco common stock for each share of FNFV that they owned. This spin-off is expected to be tax free to FNFV shareholders. Our title segment continues to utilize Imaging's services in its operations. We continue to hold $29 million in Remy bonds, which is included in Fixed maturities available for sale on the Consolidated Balance Sheet. Prior to the Spin-off these investments were eliminated in consolidation. | ||||||||||||||||||||
As a result of the Spin-off discussed above, the results from Remy are reflected in the Consolidated Statements of Earnings as discontinued operations. Total revenues included in discontinued operations were $1,173 million, $1,125 million and $497 million for the years ended December 31, 2014, 2013 and 2012, respectively. Pre-tax earnings included in discontinued operations were $6 million, $22 million, and $89 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||
A reconciliation of the operations of Remy to the Statement of Earnings is shown below: | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
(In millions) | ||||||||||||||||||||
Revenues: | ||||||||||||||||||||
Auto parts revenues | $ | 1,172 | $ | 1,127 | $ | 417 | ||||||||||||||
Other revenues | 1 | (2 | ) | 80 | ||||||||||||||||
Total | 1,173 | 1,125 | 497 | |||||||||||||||||
Expenses: | ||||||||||||||||||||
Personnel costs | 81 | 86 | 29 | |||||||||||||||||
Other operating expenses | 52 | 46 | 18 | |||||||||||||||||
Cost of auto parts revenues | 1,009 | 947 | 350 | |||||||||||||||||
Depreciation & amortization | 4 | 4 | 1 | |||||||||||||||||
Interest expense | 21 | 20 | 10 | |||||||||||||||||
Total expenses | 1,167 | 1,103 | 408 | |||||||||||||||||
Earnings from discontinued operations before income taxes | 6 | 22 | 89 | |||||||||||||||||
Income tax (benefit) expense | (1 | ) | 5 | 3 | ||||||||||||||||
Net earnings from discontinued operations | 7 | 17 | 86 | |||||||||||||||||
Less: Net earnings attributable to non-controlling interests | 3 | 10 | 2 | |||||||||||||||||
Net earnings from discontinued operations attributable to Fidelity National Financial, Inc. common shareholders | $ | 4 | $ | 7 | $ | 84 | ||||||||||||||
Cash flow from discontinued operations data: | ||||||||||||||||||||
Net cash provided by operations | $ | 39 | $ | 61 | $ | 36 | ||||||||||||||
Net cash used in investing activities | (50 | ) | (21 | ) | (10 | ) | ||||||||||||||
Other Discontinued Operations | ||||||||||||||||||||
The results from a small software company, which we acquired with LPS and which was sold during the second quarter of 2014, are included in the Consolidated Statements of Earnings as discontinued operations for all periods presented through the date of sale. Total revenues included in discontinued operations were $2 million for the year ended December 31, 2014. Pre-tax earnings included in discontinued operations are $1 million for the year ended December 31, 2014. | ||||||||||||||||||||
The results from two J. Alexander's locations closed in the second quarter of 2013 are reflected in the Consolidated Statements of Earnings as discontinued operations for all periods presented. Total net revenue included in discontinued operations was $3 million for the year ended December 31, 2013. Pre-tax loss included in discontinued operations was $3 million for the year ended December 31, 2013. | ||||||||||||||||||||
The results from a settlement services company closed in the second quarter of 2013 are reflected in the Consolidated Statements of Earnings as discontinued operations for all periods presented. Total revenues included in discontinued operations were $9 million and $36 million for the years ended December 31, 2013 and 2012, respectively. Pre-tax earnings included in discontinued operations were $2 million and $9 million for the year ended December 31, 2013 and 2012, respectively. | ||||||||||||||||||||
On May 1, 2012, we completed the sale of an 85% interest in our remaining subsidiaries that write personal lines insurance to WT Holdings, Inc. for $120 million. Accordingly, the results of this business through the date of sale (which we refer to as our "at-risk" insurance business) for all periods presented are reflected in the Consolidated Statements of Earnings as discontinued operations. Total revenues from the at-risk insurance business included in discontinued operations are $124 million, for the year ended December 31, 2012. Pre-tax earnings from the at-risk insurance business included in discontinued operations are $10 million for the year ended December 31, 2012. | ||||||||||||||||||||
Investments | ||||||||||||||||||||
Fixed maturity securities are purchased to support our investment strategies, which are developed based on factors including rate of return, maturity, credit risk, duration, tax considerations and regulatory requirements. Fixed maturity securities which may be sold prior to maturity to support our investment strategies are carried at fair value and are classified as available for sale as of the balance sheet dates. Fair values for fixed maturity securities are principally a function of current market conditions and are valued based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly. Discount or premium is recorded for the difference between the purchase price and the principal amount. The discount or premium is amortized or accrued using the interest method and is recorded as an adjustment to interest and investment income. The interest method results in the recognition of a constant rate of return on the investment equal to the prevailing rate at the time of purchase or at the time of subsequent adjustments of book value. Changes in prepayment assumptions are accounted for retrospectively. | ||||||||||||||||||||
Equity securities and preferred stocks held are considered to be available for sale and carried at fair value as of the balance sheet dates. Our equity securities and certain preferred stocks are Level 1 financial assets and fair values are based on quoted prices in active markets. Other preferred stock holdings are Level 2 financial assets and are valued based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly. | ||||||||||||||||||||
Investments in unconsolidated affiliates are recorded using the equity method of accounting. | ||||||||||||||||||||
Other long-term investments consist of various cost-method investments and in 2013 included structured notes. The structured notes were carried at fair value as of the balance sheet date. The structured notes matured during the third quarter of 2014 (see Note C for further discussion). The cost-method investments are carried at historical cost. | ||||||||||||||||||||
Short-term investments, which consist primarily of commercial paper and money market instruments, which have an original maturity of one year or less, are carried at amortized cost, which approximates fair value. | ||||||||||||||||||||
Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold and are credited or charged to income on a trade date basis. Unrealized gains or losses on securities which are classified as available for sale, net of applicable deferred income tax expenses (benefits), are excluded from earnings and credited or charged directly to a separate component of equity. If any unrealized losses on available for sale securities are determined to be other-than-temporary, such unrealized losses are recognized as realized losses. Unrealized losses are considered other-than-temporary if factors exist that cause us to believe that the value will not increase to a level sufficient to recover our cost basis. Some factors considered in evaluating whether or not a decline in fair value is other-than-temporary include: (i) our need and intent to sell the investment prior to a period of time sufficient to allow for a recovery in value; (ii) the duration and extent to which the fair value has been less than cost; and (iii) the financial condition and prospects of the issuer. Such reviews are inherently uncertain and the value of the investment may not fully recover or may decline in future periods resulting in a realized loss. | ||||||||||||||||||||
Cash and Cash Equivalents | ||||||||||||||||||||
Highly liquid instruments purchased as part of cash management with original maturities of three months or less are considered cash equivalents. The carrying amounts reported in the Consolidated Balance Sheets for these instruments approximate their fair value. | ||||||||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||||||||
The fair values of financial instruments presented in the Consolidated Financial Statements are estimates of the fair values at a specific point in time using available market information and appropriate valuation methodologies. These estimates are subjective in nature and involve uncertainties and significant judgment in the interpretation of current market data. We do not necessarily intend to dispose of or liquidate such instruments prior to maturity. | ||||||||||||||||||||
Trade and Notes Receivables | ||||||||||||||||||||
The carrying values reported in the Consolidated Balance Sheets for trade and notes receivables approximate their fair value. | ||||||||||||||||||||
Goodwill | ||||||||||||||||||||
Goodwill represents the excess of cost over fair value of identifiable net assets acquired and assumed in a business combination. Goodwill and other intangible assets with indefinite useful lives are reviewed for impairment annually or more frequently if circumstances indicate potential impairment, through a comparison of fair value to the carrying amount. In evaluating the recoverability of goodwill, we perform an annual goodwill impairment analysis based on a review of qualitative factors to determine if events and circumstances exist which will lead to a determination that the fair value of a reporting unit is greater than its carrying amount, prior to performing a full fair-value assessment. | ||||||||||||||||||||
We completed annual goodwill impairment analyses in the fourth quarter of each respective year using a September 30 measurement date and as a result no goodwill impairments have been recorded. For the years ended December 31, 2014 and 2013, we determined there were no events or circumstances which indicated that the carrying value exceeded the fair value. | ||||||||||||||||||||
Other Intangible Assets | ||||||||||||||||||||
We have other intangible assets, not including goodwill, which consist primarily of customer relationships and contracts and trademarks which are generally recorded in connection with acquisitions at their fair value, and debt issuance costs relating to the issuance of our long-term notes payable. Intangible assets with estimable lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. In general, customer relationships are amortized over their estimated useful lives using an accelerated method which takes into consideration expected customer attrition rates. Contractual relationships are generally amortized over their contractual life. Trademarks are generally considered intangible assets with indefinite lives and are reviewed for impairment at least annually. Debt issuance costs are amortized on a straight line basis over the contractual life of the related debt instrument. | ||||||||||||||||||||
We recorded an $11 million impairment expense to Tradenames in our Restaurant Group segment during the year ended December 31, 2014. We recorded no impairment expense related to other intangible assets in the years ended December 31, 2013, or 2012. | ||||||||||||||||||||
Title Plants | ||||||||||||||||||||
Title plants are recorded at the cost incurred to construct or obtain and organize historical title information to the point it can be used to perform title searches. Costs incurred to maintain, update and operate title plants are expensed as incurred. Title plants are not amortized as they are considered to have an indefinite life if maintained. Sales of title plants are reported at the amount received net of the adjusted costs of the title plant sold. Sales of title plant copies are reported at the amount received. No cost is allocated to the sale of copies of title plants unless the carrying value of the title plant is diminished or impaired. Title plants are reviewed for impairment whenever events or circumstances indicate that the carrying amounts may not be recoverable. We reviewed title plants for impairment in the years ended December 31, 2014, 2013 and 2012 and identified and recorded impairment expense of $1 million, $4 million and $13 million, respectively. | ||||||||||||||||||||
Property and Equipment | ||||||||||||||||||||
Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is computed primarily using the straight-line method based on the estimated useful lives of the related assets: twenty to thirty years for buildings and three to twenty-five years for furniture, fixtures and equipment. Leasehold improvements are amortized on a straight-line basis over the lesser of the term of the applicable lease or the estimated useful lives of such assets. Equipment under capitalized leases is amortized on a straight-line basis to its expected residual value at the end of the lease term. Property and equipment are reviewed for impairment whenever events or circumstances indicate that the carrying amounts may not be recoverable. | ||||||||||||||||||||
In our Restaurant Group, all direct external costs associated with obtaining the land, building and equipment for each new restaurant, as well as construction period interest are capitalized. Direct external costs associated with obtaining the dining room and kitchen equipment, signage and other assets and equipment are also capitalized. In addition, for each new restaurant and re-branded restaurant, a portion of the internal direct costs of its real estate and construction department are also capitalized. | ||||||||||||||||||||
Reserve for Title Claim Losses | ||||||||||||||||||||
Our reserve for title claim losses includes known claims as well as losses we expect to incur, net of recoupments. Each known claim is reserved based on our review as to the estimated amount of the claim and the costs required to settle the claim. Reserves for claims which are incurred but not reported are established at the time premium revenue is recognized based on historical loss experience and also take into consideration other factors, including industry trends, claim loss history, current legal environment, geographic considerations and the type of policy written. | ||||||||||||||||||||
The reserve for title claim losses also includes reserves for losses arising from closing and disbursement functions due to fraud or operational error. | ||||||||||||||||||||
If a loss is related to a policy issued by an independent agent, we may proceed against the independent agent pursuant to the terms of the agency agreement. In any event, we may proceed against third parties who are responsible for any loss under the title insurance policy under rights of subrogation. | ||||||||||||||||||||
Secured Trust Deposits | ||||||||||||||||||||
In the state of Illinois, a trust company is permitted to commingle and invest customers’ assets with its own assets, pending completion of real estate transactions. Accordingly, our Consolidated Balance Sheets reflect a secured trust deposit liability of $622 million and $588 million at December 31, 2014 and 2013, respectively, representing customers’ assets held by us and corresponding assets including cash and investments pledged as security for those trust balances. | ||||||||||||||||||||
Income Taxes | ||||||||||||||||||||
We recognize deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities and expected benefits of utilizing net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The impact on deferred taxes of changes in tax rates and laws, if any, is applied to the years during which temporary differences are expected to be settled and reflected in the financial statements in the period enacted. | ||||||||||||||||||||
Reinsurance | ||||||||||||||||||||
In a limited number of situations, we limit our maximum loss exposure by reinsuring certain risks with other insurers. We also earn a small amount of additional income, which is reflected in our direct premiums, by assuming reinsurance for certain risks of other insurers. We cede a portion of certain policy and other liabilities under agent fidelity, excess of loss and case-by-case reinsurance agreements. Reinsurance agreements provide that in the event of a loss (including costs, attorneys’ fees and expenses) exceeding the retained amounts, the reinsurer is liable for the excess amount assumed. However, the ceding company remains primarily liable in the event the reinsurer does not meet its contractual obligations. | ||||||||||||||||||||
Revenue Recognition | ||||||||||||||||||||
Title. Our direct title insurance premiums and escrow, title-related and other fees are recognized as revenue at the time of closing of the related transaction as the earnings process is then considered complete, whereas premium revenues from agency operations and agency commissions include an accrual based on estimates using historical information of the volume of transactions that have closed in a particular period for which premiums have not yet been reported to us. The accrual for agency premiums is necessary because of the lag between the closing of these transactions and the reporting of these policies to us by the agent. Historically, the time lag between the closing of these transactions by our agents and the reporting of these policies, or premiums, to us has been up to 15 months, with 70 - 80% reported within three months following closing, an additional 10 - 20% reported within the next three months and the remainder within seven to fifteen months. In addition to accruing these earned but unreported agency premiums, we also accrue agent commission expense, which was 75.7%, of agent premiums earned in 2014, 76.1% of agent premiums earned in 2013 and 76.2% of agent premiums earned in 2012. We also record a provision for claim losses at our average provision rate at the time we record the accrual for the premiums, which was 6.2% for 2014 and 7.0% for 2013 and 2012, and accruals for premium taxes and other expenses relating to our premium accrual. The resulting impact to pretax earnings in any period is approximately 10% of the accrued premium amount. The impact of the change in the accrual for agency premiums and related expenses on our pretax earnings was a decrease of $9 million for the year ended December 31, 2014, $7 million for the year ended 2013 and less than $1 million for the year ended 2012. The amount due from our agents relating to this accrual, i.e., the agent premium less their contractual retained commission, was approximately $55 million and $74 million at December 31, 2014 and 2013, respectively, which represents agency premiums of approximately $276 million and $364 million at December 31, 2014 and 2013, respectively, and agent commissions of $221 million and $290 million at December 31, 2014 and 2013, respectively. | ||||||||||||||||||||
Revenues from home warranty insurance policies are recognized over the life of the policy, which is one year. The unrecognized portion is recorded as deferred revenue in Accounts payable and other accrued liabilities in the Consolidated Balance Sheets. | ||||||||||||||||||||
BKFS . Within our BKFS segment, our primary types of revenues and our revenue recognition policies as they pertain to the types of contractual arrangements we enter into with our customers to provide services, software licenses, and software-related services either individually or as part of an integrated offering of multiple services. These arrangements occasionally include offerings from more than one segment to the same customer. We recognize revenues relating to mortgage processing, outsourced business processing services, data and analytics services, along with software licensing and software-related services. In some cases, these services are offered in combination with one another, and in other cases we offer them individually. Revenues from processing services are typically volume-based depending on factors such as the number of accounts processed, transactions processed and computer resources utilized. | ||||||||||||||||||||
The majority of our revenues are from outsourced data processing and application hosting, data, analytic and valuation related services, and outsourced business processing services. Revenue is realized or realizable and earned when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. For hosting arrangements, revenues and costs related to implementation, conversion and programming services are deferred and subsequently recognized using the straight-line method over the term of the related services agreement. We evaluate these deferred contract costs for impairment in the event any indications of impairment exist. | ||||||||||||||||||||
In the event that our arrangements with our customers include more than one element, we determine whether the individual revenue elements can be recognized separately. In arrangements with multiple deliverables, the delivered items are considered separate units of accounting if (1) they have value on a standalone basis and (2) performance of the undelivered items is considered probable and within our control. Arrangement consideration is then allocated to the separate units of accounting based on relative selling price. If it exists, vendor-specific objective evidence is used to determine relative selling price, otherwise third-party evidence of selling price is used. If neither exists, the best estimate of selling price is used for the deliverable. | ||||||||||||||||||||
For multiple element software arrangements, we determine the appropriate units of accounting and how the arrangement consideration should be measured and allocated to the separate units. Initial license fees are recognized when a contract exists, the fee is fixed or determinable, software delivery has occurred and collection of the receivable is deemed probable, provided that vendor-specific objective evidence (“VSOE”) has been established for each element or for any undelivered elements. We determine the fair value of each element or the undelivered elements in multi-element software arrangements based on VSOE. VSOE for each element is based on the price charged when the same element is sold separately, or in the case of post-contract customer support, when a stated renewal rate is provided to the customer. If evidence of fair value of all undelivered elements exists but evidence does not exist for one or more delivered elements, then revenue is recognized using the residual method. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue. If evidence of fair value does not exist for one or more undelivered elements of a contract, then all revenue is deferred until all elements are delivered or fair value is determined for all remaining undelivered elements. Revenue from post-contract customer support is recognized ratably over the term of the agreement. We record deferred revenue for all billings invoiced prior to revenue recognition. | ||||||||||||||||||||
Restaurant Group. Restaurant revenue on the Consolidated Statements of Earnings consists of restaurant sales and, to a lesser extent, franchise revenue and other revenue. Restaurant sales include food and beverage sales and are net of applicable state and local sales taxes and discounts. | ||||||||||||||||||||
Capitalized Software | ||||||||||||||||||||
Capitalized software includes the fair value of software acquired in business combinations, purchased software and capitalized software development costs. Purchased software is recorded at cost and amortized using the straight-line method over its estimated useful life. Software acquired in business combinations is recorded at its fair value and amortized using straight-line or accelerated methods over its estimated useful life, ranging from 5 to 10 years. In our BKFS segment we have significant internally developed software. These costs are amortized using the straight-line method or accelerated over the estimated useful life. Useful lives of computer software range from 3 to 10 years. For software products to be sold, leased, or otherwise marketed (ASC 985-20 software), all costs incurred to establish the technological feasibility are research and development costs, and are expensed as they are incurred. Costs incurred subsequent to establishing technological feasibility, such as programmers' salaries and related payroll costs and costs of independent contractors, are capitalized and amortized on a product by product basis commencing on the date of general release to customers. We do not capitalize any costs once the product is available for general release to customers. For internal-use computer software products, internal and external costs incurred during the preliminary project stage are expensed as they are incurred. Internal and external costs incurred during the application development stage are capitalized and amortized on a product by product basis commencing on the date the software is ready for its intended use. We do not capitalize any costs once the software is ready for its intended use. | ||||||||||||||||||||
We also assess the recorded value of computer software for impairment on a regular basis by comparing the carrying value to the estimated future cash flows to be generated by the underlying software asset. There is an inherent uncertainty in determining the expected useful life of or cash flows to be generated from computer software. We recorded impairment charges of $5 million in the year ended December 31, 2014, for an abandoned software development project. | ||||||||||||||||||||
Comprehensive Earnings (Loss) | ||||||||||||||||||||
We report Comprehensive earnings (loss) in accordance with GAAP on the Consolidated Statements of Comprehensive Earnings. Total comprehensive earnings are defined as all changes in shareholders' equity during a period, other than those resulting from investments by and distributions to shareholders. While total comprehensive earnings is the activity in a period and is largely driven by net earnings in that period, accumulated other comprehensive earnings or loss represents the cumulative balance of other comprehensive earnings, net of tax, as of the balance sheet date. Amounts reclassified to net earnings relate to the realized gains (losses) on our investments and other financial instruments, excluding investments in unconsolidated affiliates, and are included in Realized gains and losses, net on the Consolidated Statements of Earnings. | ||||||||||||||||||||
Changes in the balance of Other comprehensive earnings by component are as follows: | ||||||||||||||||||||
Unrealized gain (loss) on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) | Unrealized (loss) gain relating to investments in unconsolidated affiliates | Unrealized (loss) gain on foreign currency translation and cash flow hedging | Minimum pension liability adjustment | Total Accumulated Other Comprehensive Earnings | ||||||||||||||||
(In millions) | ||||||||||||||||||||
Balance December 31, 2012 | $ | 116 | $ | (26 | ) | $ | 9 | $ | (40 | ) | $ | 59 | ||||||||
Other comprehensive (losses) earnings | (33 | ) | (15 | ) | (2 | ) | 24 | (26 | ) | |||||||||||
Reclassification adjustments for change in unrealized gains and losses included in net earnings | 4 | — | — | — | 4 | |||||||||||||||
Balance December 31, 2013 | 87 | (41 | ) | 7 | (16 | ) | 37 | |||||||||||||
Other comprehensive (losses) earnings | (1 | ) | (10 | ) | (17 | ) | (12 | ) | (40 | ) | ||||||||||
Distribution of Remy to FNFV Group Shareholders | — | — | 3 | 2 | 5 | |||||||||||||||
Balance December 31, 2014 | $ | 86 | $ | (51 | ) | $ | (7 | ) | $ | (26 | ) | $ | 2 | |||||||
Redeemable Non-controlling Interest | ||||||||||||||||||||
Subsequent to the acquisition of LPS we issued 35% ownership interests in each of BKFS and ServiceLink to funds affiliated with Thomas H. Lee Partners ("THL" or "the minority interest holder"). THL has an option to put its ownership interests of either or both of BKFS and ServiceLink to us if no public offering of the corresponding business has been consummated after four years from the date of FNF's purchase of LPS. The units owned by THL ("redeemable noncontrolling interests") may be settled in cash or common stock of FNF or a combination of both at our election. The redeemable noncontrolling interests will be settled at the current fair value at the time we receive notice of THL's put election as determined by the parties or by a third party appraisal under the terms of the Unit Purchase Agreement. As of December 31, 2014, we do not believe the exercise of this put right to be probable. | ||||||||||||||||||||
As these redeemable noncontrolling interests provide for redemption features not solely within our control, we classify the redeemable noncontrolling interests outside of permanent equity. Redeemable noncontrolling interests held by third parties in subsidiaries owned or controlled by FNF is reported on the Consolidated Balance Sheet outside permanent of equity; and the Consolidated Statement of Earnings reflects the respective redeemable noncontrolling interests in Net earnings (loss) attributable to non-controlling interests, the effect of which is removed from the net earnings attributable to Fidelity National Financial, Inc. common shareholders. | ||||||||||||||||||||
Earnings Per Share | ||||||||||||||||||||
Basic earnings per share, as presented on the Condensed Consolidated Statement of Earnings, is computed by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding during the period. In periods when earnings are positive, diluted earnings per share is calculated by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding plus the impact of assumed conversions of potentially dilutive securities. For periods when we recognize a net loss, diluted earnings per share is equal to basic earnings per share as the impact of assumed conversions of potentially dilutive securities is considered to be antidilutive. We have granted certain stock options, shares of restricted stock, convertible debt instruments and certain other convertible share based payments, known as profits interests, which have been treated as common share equivalents for purposes of calculating diluted earnings per share for periods in which positive earnings have been reported. | ||||||||||||||||||||
Options or other instruments which provide the ability to purchase shares of our common stock that are antidilutive are excluded from the computation of diluted earnings per share. For the years ended December 31, 2014, 2013, and 2012, options to purchase 2 million shares, 1 million shares and 4 million shares, respectively, of our common stock were excluded from the computation of diluted earnings per share. | ||||||||||||||||||||
As of the close of business on June 30, 2014, we completed the recapitalization of Old FNF common stock into two tracking stocks, FNF Group common stock and FNFV Group common stock. As a result of the recapitalization, the weighted average shares outstanding presented on the Consolidated Statements of Earnings includes shares of Old FNF common stock, FNF Group common stock and FNFV Group common stock. Earnings per share for all periods presented is attributed to the related class of common stock. | ||||||||||||||||||||
Transactions with Related Parties | ||||||||||||||||||||
As we no longer have any officers in common with Fidelity National Information Services, Inc. ("FIS"), effective January 1, 2014, we no longer consider FIS a related party. We have described below transactions with FIS through December 31, 2013. | ||||||||||||||||||||
Agreements with FIS | ||||||||||||||||||||
A summary of the agreements that were in effect with FIS through December 31, 2013 is as follows: | ||||||||||||||||||||
• | Information Technology (“IT”) and data processing services from FIS. This agreement governs IT support services provided to us by FIS, primarily consisting of infrastructure support and data center management. Certain subsidiaries of FIS also provided technology consulting services to FNF during 2013. | |||||||||||||||||||
• | Administrative aviation corporate support and cost-sharing services to FIS. | |||||||||||||||||||
A detail of net revenues and expenses between us and FIS that were included in our results of operations for the periods presented is as follows: | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
(In millions) | ||||||||||||||||||||
Corporate services and cost-sharing revenue | $ | 7 | $ | 5 | ||||||||||||||||
Data processing expense | (34 | ) | (32 | ) | ||||||||||||||||
Net expense | $ | (27 | ) | $ | (27 | ) | ||||||||||||||
We believe the amounts we earned or were charged under each of the foregoing arrangements are fair and reasonable. The information technology infrastructure support and data center management services provided to us are priced within the range of prices that FIS offers to its unaffiliated third party customers for the same types of services. However, the amounts FNF earned or was charged under these arrangements were not negotiated at arm’s-length, and may not represent the terms that we might have obtained from an unrelated third party. The net amounts due to FIS as a result of these agreements were $3 million as of December 31, 2013. | ||||||||||||||||||||
Included in equity securities available for sale at December 31, 2013, were 1,303,860 shares of FIS common stock, which were purchased pursuant to an investment agreement between us and FIS dated March 31, 2009. During the fourth quarter of 2013, we sold 300,000 shares for a realized gain of $11 million. The fair value of this investment was $70 million as of December 31, 2013, and is recorded in Equity securities available for sale. | ||||||||||||||||||||
Also included in fixed maturities available for sale are FIS bonds with a fair value of $42 million as of December 31, 2013. | ||||||||||||||||||||
Stock-Based Compensation Plans | ||||||||||||||||||||
We account for stock-based compensation plans using the fair value method. Using the fair value method of accounting, compensation cost is measured based on the fair value of the award at the grant date, using the Black-Scholes Model, and recognized over the service period. | ||||||||||||||||||||
Management Estimates | ||||||||||||||||||||
The preparation of these Consolidated Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||||||||||||||
Certain Reclassifications | ||||||||||||||||||||
Certain reclassifications have been made in the 2013 and 2012 Consolidated Financial Statements to conform to classifications used in 2014. In addition, we have corrected an immaterial prior period error to accrued personnel cost which affected the Balance Sheet, the Statement of Earnings and the Statement of Equity. We reviewed the impact of this error on the prior period financial statements and determined that the error was not material to the financial statements. A summary of the effects of the immaterial correction on our Consolidated Financial Statements for the year ended December 31, 2013 is as follows: Balance Sheet: Income taxes payable decreased by $4 million, Accounts payable and accrued expenses increased by $12 million and Retained earnings decreased by $8 million; Income Statement: Personnel costs increased by $12 million, Income tax expense decreased by $4 million, Pre-tax earnings decreased by $12 million and Net earnings decreased by $8 million impacting Basic earnings per share by $(0.04) and Diluted earnings per share by $(0.03). There was no impact on our other Condensed Consolidated Financial Statements presented. |
Acquisitions
Acquisitions | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | Acquisitions | |||||||||||
The results of operations and financial position of the entities acquired during any year are included in the Consolidated Financial Statements from and after the date of acquisition. | ||||||||||||
Acquisition and Merger with Lender Processing Services | ||||||||||||
On January 2, 2014, we completed the purchase of LPS. The purchase consideration paid was $37.14 per share of LPS common stock, of which $28.10 per share was paid in cash and the remaining $9.04 was paid in Old FNF common shares. The purchase consideration represented an exchange ratio of 0.28742 of Old FNF common shares per share of LPS common stock. Total consideration paid for LPS was $3.4 billion, which consisted of $2,535 million in cash and $839 million in Old FNF common stock. In order to pay the stock component of the consideration, we issued 25,920,078 Old FNF shares to the former LPS shareholders. Goodwill has been recorded based on the amount that the purchase price exceeded the fair value of the net assets acquired. | ||||||||||||
The purchase price was as follows (in millions): | ||||||||||||
Cash paid for LPS outstanding shares | $ | 2,535 | ||||||||||
Less: cash acquired from LPS | (282 | ) | ||||||||||
Net cash paid for LPS | 2,253 | |||||||||||
FNF common stock issued (25,920,078 shares) | 839 | |||||||||||
Total net consideration paid | $ | 3,092 | ||||||||||
The purchase price has been allocated to the LPS assets acquired and liabilities assumed based on our best estimates of their fair values as of the acquisition date. | ||||||||||||
The purchase price allocation was completed in 2014. The purchase price allocation is as follows (in millions): | ||||||||||||
Trade and notes receivable | $ | 184 | ||||||||||
Investments | 77 | |||||||||||
Prepaid expenses and other assets | 59 | |||||||||||
Property and equipment | 149 | |||||||||||
Capitalized software | 536 | |||||||||||
Intangible assets including title plants | 1,010 | |||||||||||
Income tax receivable | 59 | |||||||||||
Goodwill | 3,011 | |||||||||||
Total assets | 5,085 | |||||||||||
Notes payable | 1,093 | |||||||||||
Reserve for title claims | 54 | |||||||||||
Deferred tax liabilities | 405 | |||||||||||
Other liabilities assumed | 441 | |||||||||||
Total liabilities | 1,993 | |||||||||||
Net assets acquired | $ | 3,092 | ||||||||||
The following table summarizes the intangible assets acquired (in millions, except for useful life): | ||||||||||||
Fair Value as of Acquisition | Weighted Average Useful Life in Years as of Consolidation | Residual Value as of December 31, 2014 | ||||||||||
Amortizing intangible assets: | ||||||||||||
Developed technology | $ | 514 | 8 | $ | 453 | |||||||
Purchased technology | 22 | 3 | 14 | |||||||||
Trade names | 13 | 10 | 11 | |||||||||
Customer relationships | 918 | 10 | 753 | |||||||||
Non-compete agreements | 4 | 3 | 3 | |||||||||
Other intangibles | 5 | 8 | 4 | |||||||||
Non-amortizing intangible assets: | ||||||||||||
Developed technology | 53 | 53 | ||||||||||
Title plants | 17 | 17 | ||||||||||
Total intangible assets and capitalized software | $ | 1,546 | $ | 1,308 | ||||||||
Pro-forma Financial Results | ||||||||||||
For comparative purposes, selected unaudited pro-forma consolidated results of operations of FNF for the years ended December 31, 2014, 2013 and 2012 are presented below. Pro-forma results presented assume the consolidation of LPS occurred as of the beginning of the 2012 period. | ||||||||||||
Amounts reflect our 65% ownership interest in BKFS and our 65% ownership interest in ServiceLink and were adjusted to exclude costs directly attributable to the acquisition of LPS including transaction costs, severance costs and costs related to our synergy bonus program associated with the acquisition (in millions). | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Total revenues | $ | 8,024 | $ | 9,164 | $ | 8,666 | ||||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 723 | 497 | 677 | |||||||||
In connection with the LPS acquisition, we formed a wholly-owned subsidiary, Black Knight Financial Services, Inc. (now known as Black Knight Holdings, Inc., "Black Knight"). Black Knight has two operating businesses, ServiceLink Holdings, LLC ("ServiceLink") and Black Knight Financial Services, LLC ("BKFS"). After acquiring LPS, we retained a 65% ownership interest in each of the subsidiaries and the subsidiaries each issued 35% minority ownership interest to THL and certain related entities on January 3, 2014. BKFS and ServiceLink now own and operate the former LPS businesses and our legacy ServiceLink business. | ||||||||||||
Effective June 1, 2014, we completed an internal reorganization to contribute our subsidiary Property Insight, a company which provides information used by title insurance underwriters, title agents and closing attorneys to underwrite title insurance policies for real property sales and transfer, from our Title segment to BKFS. As a result of this transfer, our ownership percentage in BKFS increased to 67%. Our results for periods since June 1, 2014, reflect our now 67% ownership interest in BKFS. | ||||||||||||
Acquisition of Remy International, Inc. | ||||||||||||
During the third quarter of 2012, we acquired 1.5 million additional shares of Remy International, Inc. ("Remy"), increasing our ownership interest to 16.3 million shares or 51% of Remy's total outstanding common shares. As a result of this acquisition we began to consolidate the results of Remy effective August 14, 2012. We previously held a 47% ownership interest in Remy. Total consideration paid for the additional 1.5 million shares was $31 million and cash acquired upon consolidation of Remy was $95 million. Goodwill was recorded based on the amount that the purchase price exceeded the fair value of the net assets acquired. Our 47% equity method investment prior to consolidation of $179 million was included in Investments in unconsolidated affiliates on the Consolidated Balance Sheets. A realized gain of $79 million was recognized in 2012 for the difference between our basis in our equity method investment of Remy prior to consolidation and the fair value of our investment in Remy at August 14, 2012, the date we acquired control and began to consolidate its operations. On December 31, 2014, we closed the previously announced distribution of all of the outstanding shares of common stock of New Remy Corp. to FNFV shareholders. See Note A for further discussion. | ||||||||||||
Acquisition of O'Charley's Inc. and Merger with ABRH | ||||||||||||
On April 9, 2012, we successfully closed a tender offer for the outstanding common stock of O'Charley's Inc. ("O'Charley's"). We have consolidated the results of O'Charley's as of April 9, 2012. On May 11, 2012, we merged O'Charley's with our investment in ABRH in exchange for an increase in our ownership position in ABRH from 45% to 55%. As of December 31, 2014, there were 311 company-owned restaurants in the O'Charley's group of companies and 216 company-owned restaurants in the ABRH group of companies. Total consideration paid was $122 million in cash, net of cash acquired of $35 million. Our investment in ABRH, prior to the merger, was $37 million and was included in Investments in unconsolidated affiliates on the Consolidated Balance Sheet. Our investment in O'Charley's prior to the tender offer of $14 million was included in Equity securities available for sale on the Consolidated Balance Sheet. We have consolidated the operations of ABRH with the O'Charley's group of companies, beginning on May 11, 2012. | ||||||||||||
A realized gain of $66 million, which is included in Realized gains and losses on the Consolidated Statement of Earnings, was recognized in 2012 for the difference between our basis in our equity method investment of ABRH prior to consolidation and the fair value of our investment in ABRH at the date of consolidation. The fair value of our investment in ABRH was estimated using relative market based comparable information. In regards to O'Charley's, we recognized a $48 million bargain purchase gain discussed further below, and a gain of $7 million for the difference in the basis of our holdings in O'Charley's common stock prior to consolidation and the fair value of O'Charley's common stock at the date of consolidation. As a result of the final valuation, we recognized and measured the identifiable assets acquired and liabilities assumed from the O'Charley's purchase at fair value. Upon completion of the fair value process, the net assets of O'Charley's received by FNF exceeded the purchase price resulting in a bargain purchase gain of $48 million, which is included in Realized gains and losses on the Consolidated Statement of Earnings for 2012. The bargain purchase gain was due to the release of a valuation allowance on O'Charley's net deferred tax assets. O'Charley's previously had recorded a valuation allowance on the deferred tax assets, due to its history of net losses and the low probability of being able to utilize these assets. We also recorded a $11 million increase to our Additional paid-in capital during 2012, related to the fair value of the non-controlling interest portion of our ownership in O'Charley's. | ||||||||||||
Other Acquisitions | ||||||||||||
On February 12, 2015, we announced the closing of the purchase of BPG Holdings, LLC ("BPG"), a recognized leader in home warranty, home inspection services and commercial inspections for $46 million. | ||||||||||||
On August 25, 2014, we acquired a 70% ownership interest in LandCastle Title ("LandCastle"), in exchange for our agreement to fund any escrow shortfalls in LandCastle's escrow accounts. At the time of the acquisition, LandCastle was a large third-party agent of FNF, operating primarily in the State of Georgia. To date, FNF's total cash contribution to LandCastle is approximately $22 million and based on our current understanding of the business could increase by approximately $0 - $10 million. On January 31, 2015, we acquired an additional 5% ownership interest in LandCastle and we now have a 75% ownership interest in LandCastle. | ||||||||||||
On January 13, 2014, Remy announced that it acquired substantially all of the assets of United Starters and Alternators Industries, Inc. ("USA Industries") pursuant to the terms and conditions of the Asset Purchase Agreement, effective as of January 13, 2014. USA Industries is a leading worldwide distributor of premium quality re-manufactured and new alternators, starters, constant velocity axles and disc brake calipers for the light-duty aftermarket. Total consideration paid was $41 million. | ||||||||||||
On December 31, 2012, we acquired Digital Insurance. Total consideration paid was $98 million in cash, net of cash acquired of $3 million. We consolidated the operations of Digital Insurance as of December 31, 2012. Digital Insurance is the nation's leading employee benefits platform specializing in health insurance distribution and benefits management for small and mid-sized businesses. | ||||||||||||
In September 2012, we successfully completed a tender offer for the outstanding common stock of J. Alexander's Corporation, which later became J. Alexander's LLC, for $14.50 per share. Total consideration paid was $72 million in cash, net of cash acquired of $7 million. We have consolidated the operations of J. Alexander's beginning September 26, 2012. J. Alexander's operates 30 J. Alexander's restaurants in 12 states. On February 25, 2013, we merged Stoney River Steakhouse and Grill into J. Alexander's. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Measurements [Abstract] | ||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||
The fair value hierarchy established by the accounting standards on fair value measurements includes three levels which are based on the priority of the inputs to the valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. Financial assets and liabilities that are recorded in the Consolidated Balance Sheets are categorized based on the inputs to the valuation techniques as follows: | ||||||||||||||||
Level 1. Financial assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that we have the ability to access. | ||||||||||||||||
Level 2. Financial assets and liabilities whose values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability. | ||||||||||||||||
Level 3. Financial assets and liabilities whose values are based on model inputs that are unobservable. | ||||||||||||||||
The following table presents our fair value hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2014 and 2013, respectively: | ||||||||||||||||
December 31, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(In millions) | ||||||||||||||||
Assets: | ||||||||||||||||
Fixed-maturity securities available for sale: | ||||||||||||||||
U.S. government and agencies | $ | — | $ | 115 | $ | — | $ | 115 | ||||||||
State and political subdivisions | — | 948 | — | 948 | ||||||||||||
Corporate debt securities | — | 1,820 | — | 1,820 | ||||||||||||
Foreign government bonds | — | 37 | — | 37 | ||||||||||||
Mortgage-backed/asset-backed securities | — | 105 | — | 105 | ||||||||||||
Preferred stock available for sale | 50 | 173 | — | 223 | ||||||||||||
Equity securities available for sale | 145 | — | — | 145 | ||||||||||||
Total | $ | 195 | $ | 3,198 | $ | — | $ | 3,393 | ||||||||
December 31, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(In millions) | ||||||||||||||||
Fixed-maturity securities available for sale: | ||||||||||||||||
U.S. government and agencies | $ | — | $ | 126 | $ | — | $ | 126 | ||||||||
State and political subdivisions | — | 1,075 | — | 1,075 | ||||||||||||
Corporate debt securities | — | 1,606 | — | 1,606 | ||||||||||||
Foreign government bonds | — | 43 | — | 43 | ||||||||||||
Mortgage-backed/asset-backed securities | — | 109 | — | 109 | ||||||||||||
Preferred stock available for sale | 73 | 78 | — | 151 | ||||||||||||
Equity securities available for sale | 136 | — | — | 136 | ||||||||||||
Other long-term investments | — | — | 38 | 38 | ||||||||||||
Foreign exchange contracts | — | 4 | — | 4 | ||||||||||||
Commodity contracts | — | 2 | — | 2 | ||||||||||||
Total | $ | 209 | $ | 3,043 | $ | 38 | $ | 3,290 | ||||||||
Liabilities: | ||||||||||||||||
Commodity contracts | $ | — | $ | 2 | $ | — | $ | 2 | ||||||||
Interest rate swap contracts | — | 1 | — | 1 | ||||||||||||
Total liabilities | $ | — | $ | 3 | $ | — | $ | 3 | ||||||||
Our Level 2 fair value measures for fixed-maturities available for sale are provided by third-party pricing services. We utilize one firm for our taxable bond and preferred stock portfolios and another for our tax-exempt bond portfolios. These pricing services are leading global providers of financial market data, analytics and related services to financial institutions. We rely on one price for each instrument to determine the carrying amount of the assets on our balance sheet. The inputs utilized in these pricing methodologies include observable measures such as benchmark yields, reported trades, broker dealer quotes, issuer spreads, two sided markets, benchmark securities, bids, offers and reference data including market research publications. We review the pricing methodologies for all of our Level 2 securities by obtaining an understanding of the valuation models and assumptions used by the third-party as well as independently comparing the resulting prices to other publicly available measures of fair value and internally developed models. The pricing methodologies used by the relevant third party pricing services are: | ||||||||||||||||
• | U.S. government and agencies: These securities are valued based on data obtained for similar securities in active markets and from inter-dealer brokers. | |||||||||||||||
• | State and political subdivisions: These securities are valued based on data obtained for similar securities in active markets and from inter-dealer brokers. Factors considered include relevant trade information, dealer quotes and other relevant market data. | |||||||||||||||
• | Corporate debt securities: These securities are valued based on dealer quotes and related market trading activity. Factors considered include the bond's yield, its terms and conditions, or any other feature which may influence its risk and thus marketability, as well as relative credit information and relevant sector news. | |||||||||||||||
• | Foreign government bonds: These securities are valued based on a discounted cash flow model incorporating observable market inputs such as available broker quotes and yields of comparable securities. | |||||||||||||||
• | Mortgage-backed/asset-backed securities: These securities are comprised of commercial mortgage-backed securities, agency mortgage-backed securities, collaterized mortgage obligations, and asset-backed securities. They are valued based on available trade information, dealer quotes, cash flows, relevant indices and market data for similar assets in active markets. | |||||||||||||||
• | Preferred stock: Preferred stocks are valued by calculating the appropriate spread over a comparable US Treasury security. Inputs include benchmark quotes and other relevant market data. | |||||||||||||||
Our Level 2 fair value measures for our interest rate swap, foreign exchange contracts, and commodity contracts are valued using the income approach. This approach uses techniques to convert future amounts to a single present value amount based upon market expectations (including present value techniques, option-pricing and excess earnings models). | ||||||||||||||||
Our Level 3 investments consist of structured notes that were purchased in 2009. During the third quarter of 2014, all of our outstanding structured notes matured and we received $39 million in cash upon maturity, resulting in a net realized gain of $1 million for the year ended December 31, 2014. We held no structured notes at December 31, 2014. The structured notes had a par value and a fair value of $38 million at December 31, 2013. The structured notes were classified as other long-term investments and were measured in their entirety at fair value with changes in fair value recognized in earnings. The fair value of these instruments represented exit prices obtained from a broker-dealer. These exit prices were the product of a proprietary valuation model utilized by the trading desk of the broker-dealer and contain assumptions relating to volatility, the level of interest rates, and the value of the underlying commodity indices. We reviewed the pricing methodologies for our Level 3 investments to ensure that they are reasonable and we believe they represented an exit price for the securities at December 31, 2013. | ||||||||||||||||
The following table presents the changes in our investments that are classified as Level 3 for the years ended December 31, 2014 and 2013 (in millions): | ||||||||||||||||
Balance, December 31, 2012 | $ | 41 | ||||||||||||||
Realized gain (loss) | (3 | ) | ||||||||||||||
Balance, December 31, 2013 | 38 | |||||||||||||||
Realized gain | 1 | |||||||||||||||
Proceeds received upon maturity | (39 | ) | ||||||||||||||
Balance, December 31, 2014 | $ | — | ||||||||||||||
The carrying amounts of short-term investments, accounts receivable and notes receivable approximate fair value due to their short-term nature. The fair value of our notes payable is included in Note J. | ||||||||||||||||
Additional information regarding the fair value of our investment portfolio is included in Note D. |
Investments
Investments | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Investments [Abstract] | ||||||||||||||||||||||||
Investments | Investments | |||||||||||||||||||||||
The carrying amounts and fair values of our available for sale securities at December 31, 2014 and 2013 are as follows: | ||||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||
Carrying | Cost Basis | Unrealized | Unrealized | Fair | ||||||||||||||||||||
Value | Gains | Losses | Value | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity investments available for sale: | ||||||||||||||||||||||||
U.S. government and agencies | $ | 115 | $ | 112 | $ | 3 | $ | — | $ | 115 | ||||||||||||||
States and political subdivisions | 948 | 917 | 31 | — | 948 | |||||||||||||||||||
Corporate debt securities | 1,820 | 1,793 | 37 | (10 | ) | 1,820 | ||||||||||||||||||
Foreign government bonds | 37 | 40 | — | (3 | ) | 37 | ||||||||||||||||||
Mortgage-backed/asset-backed securities | 105 | 101 | 4 | — | 105 | |||||||||||||||||||
Preferred stock available for sale | 223 | 223 | 3 | (3 | ) | 223 | ||||||||||||||||||
Equity securities available for sale | 145 | 72 | 79 | (6 | ) | 145 | ||||||||||||||||||
Total | $ | 3,393 | $ | 3,258 | $ | 157 | $ | (22 | ) | $ | 3,393 | |||||||||||||
December 31, 2013 | ||||||||||||||||||||||||
Carrying | Cost Basis | Unrealized | Unrealized | Fair | ||||||||||||||||||||
Value | Gains | Losses | Value | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity investments available for sale: | ||||||||||||||||||||||||
U.S. government and agencies | $ | 126 | $ | 121 | $ | 5 | $ | — | $ | 126 | ||||||||||||||
States and political subdivisions | 1,075 | 1,042 | 36 | (3 | ) | 1,075 | ||||||||||||||||||
Corporate debt securities | 1,606 | 1,565 | 47 | (6 | ) | 1,606 | ||||||||||||||||||
Foreign government bonds | 43 | 44 | 1 | (2 | ) | 43 | ||||||||||||||||||
Mortgage-backed/asset-backed securities | 109 | 105 | 4 | — | 109 | |||||||||||||||||||
Preferred stock available for sale | 151 | 158 | 3 | (10 | ) | 151 | ||||||||||||||||||
Equity securities available for sale | 136 | 71 | 65 | — | 136 | |||||||||||||||||||
Total | $ | 3,246 | $ | 3,106 | $ | 161 | $ | (21 | ) | $ | 3,246 | |||||||||||||
The cost basis of fixed maturity securities available for sale includes an adjustment for amortized premium or discount since the date of purchase. At December 31, 2014 all of our mortgage-backed and asset-backed securities are rated AAA by Moody's Investors Service which is the highest rating available by Moody's. The mortgage-backed and asset-backed securities are made up of $65 million of agency mortgage-backed securities, $25 million of collateralized mortgage obligations, and $15 million in asset-backed securities. | ||||||||||||||||||||||||
The change in net unrealized gains and (losses) on fixed maturities for the years ended December 31, 2014, 2013, and 2012 was $(20) million, $(58) million, and $33 million, respectively. | ||||||||||||||||||||||||
The following table presents certain information regarding contractual maturities of our fixed maturity securities at December 31, 2014: | ||||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||
Maturity | Amortized Cost | % of | Fair | % of | ||||||||||||||||||||
Total | Value | Total | ||||||||||||||||||||||
(Dollars in millions) | ||||||||||||||||||||||||
One year or less | $ | 307 | 10.4 | % | $ | 309 | 10.2 | % | ||||||||||||||||
After one year through five years | 2,035 | 68.7 | 2,077 | 68.7 | ||||||||||||||||||||
After five years through ten years | 508 | 17.1 | 521 | 17.2 | ||||||||||||||||||||
After ten years | 13 | 0.4 | 13 | 0.4 | ||||||||||||||||||||
Mortgage-backed/asset-backed securities | 101 | 3.4 | 105 | 3.5 | ||||||||||||||||||||
$ | 2,964 | 100 | % | $ | 3,025 | 100 | % | |||||||||||||||||
Subject to call | $ | 1,772 | 59.8 | % | $ | 1,796 | 59.4 | % | ||||||||||||||||
Expected maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Included above in amounts subject to call are $1,450 million and $1,469 million in amortized cost and fair value, respectively, of fixed maturity securities with make-whole call provisions as of December 31, 2014. | ||||||||||||||||||||||||
Fixed maturity securities valued at approximately $141 million and $129 million were on deposit with various governmental authorities at December 31, 2014 and 2013, respectively, as required by law. | ||||||||||||||||||||||||
Equity securities are carried at fair value. The change in unrealized gains on equity securities for the years ended December 31, 2014, 2013 and 2012 was a net increase of $8 million, $30 million, and $12 million, respectively. | ||||||||||||||||||||||||
Our investments at December 31, 2014 and 2013 included investments in banks at a cost basis of $372 million and $378 million, respectively, and a fair value of $380 million and $381 million, respectively. Our investments at December 31, 2014 and 2013 included investments in insurance companies at a cost basis of $52 million and $49 million, respectively, and a fair value of $53 million and $52 million, respectively. | ||||||||||||||||||||||||
Net unrealized losses on investment securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2014 and 2013 are as follows (in millions): | ||||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||
Less than 12 Months | 12 Months or Longer | Total | ||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
Corporate debt securities | 682 | (9 | ) | 17 | (1 | ) | 699 | (10 | ) | |||||||||||||||
Foreign government bonds | 21 | (1 | ) | 16 | (2 | ) | 37 | (3 | ) | |||||||||||||||
Preferred stock available for sale | 59 | (1 | ) | 19 | (2 | ) | 78 | (3 | ) | |||||||||||||||
Equity securities available for sale | 8 | (6 | ) | — | — | 8 | (6 | ) | ||||||||||||||||
Total temporarily impaired securities | $ | 770 | $ | (17 | ) | $ | 52 | $ | (5 | ) | $ | 822 | $ | (22 | ) | |||||||||
31-Dec-13 | ||||||||||||||||||||||||
Less than 12 Months | 12 Months or Longer | Total | ||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
States and political subdivisions | $ | 123 | $ | (3 | ) | $ | — | $ | — | $ | 123 | $ | (3 | ) | ||||||||||
Corporate debt securities | 367 | (4 | ) | 39 | (2 | ) | 406 | (6 | ) | |||||||||||||||
Preferred stock available for sale | 95 | (10 | ) | — | — | 95 | (10 | ) | ||||||||||||||||
Foreign government bonds and other fixed maturity securities | 17 | (1 | ) | 14 | (1 | ) | 31 | (2 | ) | |||||||||||||||
Total temporarily impaired securities | $ | 602 | $ | (18 | ) | $ | 53 | $ | (3 | ) | $ | 655 | $ | (21 | ) | |||||||||
The unrealized losses for the corporate debt securities were primarily caused by widening credit spreads that we consider to be temporary rather than changes in credit quality. We expect to recover the entire amortized cost basis of our temporarily impaired fixed maturity securities as we do not intend to sell these securities and we do not believe that we will be required to sell the fixed maturity securities before recovery of the cost basis. For these reasons, we do not consider these securities other-than-temporarily impaired at December 31, 2014. It is reasonably possible that declines in fair value below cost not considered other-than-temporary in the current period could be considered to be other-than-temporary in a future period and earnings would be reduced to the extent of the impairment. | ||||||||||||||||||||||||
The unrealized losses for the equity securities available for sale were primarily caused by market volatility. We expect to recover the entire amortized cost basis of our temporarily impaired equity securities available for sale as we do not intend to sell these securities and we do not believe that we will be required to sell the equity securities available for sale before recovery of the cost basis. For these reasons, we do not consider these securities other-than-temporarily impaired at December 31, 2014. It is reasonably possible that declines in fair value below cost not considered other-than-temporary in the current period could be considered to be other-than-temporary in a future period and earnings would be reduced to the extent of the impairment. | ||||||||||||||||||||||||
During the years ended December 31, 2014, 2013 and 2012 we incurred impairment charges relating to investments that were determined to be other-than-temporarily impaired, which resulted in impairment charges of $6 million, $1 million and $3 million, respectively. Impairment charges during all three years were for fixed maturity securities that we determined the credit risk of these holdings was high and the ability of the issuer to pay the full amount of the principal outstanding was unlikely. | ||||||||||||||||||||||||
As of December 31, 2014, we held $5 million in securities for which other-than-temporary impairments had been previously recognized. In 2013, we held no investments for which an other-than-temporary impairment had been previously recognized. It is possible that future events may lead us to recognize potential future impairment losses related to our investment portfolio and that unanticipated future events may lead us to dispose of certain investment holdings and recognize the effects of any market movements in our condensed consolidated financial statements. | ||||||||||||||||||||||||
The following table presents realized gains and losses on investments and other assets and proceeds from the sale or maturity of investments and other assets for the years ended December 31, 2014, 2013, and 2012, respectively: | ||||||||||||||||||||||||
Year ended December 31, 2014 | ||||||||||||||||||||||||
Gross Realized Gains | Gross Realized Losses | Net Realized Gains (Losses) | Gross Proceeds from Sale/Maturity | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity securities available for sale | $ | 6 | $ | (6 | ) | $ | — | $ | 1,152 | |||||||||||||||
Preferred stock available for sale | — | (2 | ) | (2 | ) | 73 | ||||||||||||||||||
Equity securities available for sale | 4 | — | 4 | 11 | ||||||||||||||||||||
Other long-term investments | — | — | ||||||||||||||||||||||
Other assets | (15 | ) | 5 | |||||||||||||||||||||
Total | $ | (13 | ) | $ | 1,241 | |||||||||||||||||||
Year ended December 31, 2013 | ||||||||||||||||||||||||
Gross Realized Gains | Gross Realized Losses | Net Realized Gains (Losses) | Gross Proceeds from Sale/Maturity | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity securities available for sale | $ | 10 | $ | (4 | ) | $ | 6 | $ | 887 | |||||||||||||||
Preferred stock available for sale | 7 | (2 | ) | 5 | 121 | |||||||||||||||||||
Equity securities available for sale | 15 | (1 | ) | 14 | 43 | |||||||||||||||||||
Other long-term investments | (3 | ) | — | |||||||||||||||||||||
Other assets | (6 | ) | 1 | |||||||||||||||||||||
Total | $ | 16 | $ | 1,052 | ||||||||||||||||||||
Year ended December 31, 2012 | ||||||||||||||||||||||||
Gross Realized Gains | Gross Realized Losses | Net Realized Gains (Losses) | Gross Proceeds from Sale/Maturity | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity securities available for sale | $ | 16 | $ | (5 | ) | $ | 11 | $ | 976 | |||||||||||||||
Preferred stock available for sale | — | — | — | 29 | ||||||||||||||||||||
Equity securities available for sale | 3 | — | 3 | 8 | ||||||||||||||||||||
Gain on consolidation of O'Charley's and ABRH | 73 | — | ||||||||||||||||||||||
Bargain purchase gain on O'Charley's | 48 | — | ||||||||||||||||||||||
Loss on early extinguishment of 5.25% bonds | (6 | ) | — | |||||||||||||||||||||
Other assets | (21 | ) | 2 | |||||||||||||||||||||
Total | $ | 108 | $ | 1,015 | ||||||||||||||||||||
Interest and investment income consists of the following: | ||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 1 | $ | — | ||||||||||||||||||
Fixed maturity securities available for sale | 89 | 99 | 117 | |||||||||||||||||||||
Equity securities and preferred stock available for sale | 14 | 16 | 14 | |||||||||||||||||||||
Other | 23 | 11 | 12 | |||||||||||||||||||||
Total | $ | 126 | $ | 127 | $ | 143 | ||||||||||||||||||
Included in our other long-term investments were fixed-maturity structured notes. The structured notes were carried at fair value (see Note C) and changes in the fair value of these structured notes are recorded as Realized gains and losses in the Consolidated Statements of Earnings. During the third quarter of 2014, all of our outstanding structured notes matured and we received $39 million in cash upon maturity. We held no structured notes at December 31, 2014. The carrying value of the structured notes was $38 million as of December 31, 2013. We recorded a gain of $1 million related to the structured notes in the year ended December 31, 2014, a loss of $3 million related to the structured notes in 2013, and no gain or losses related to the structured notes in 2012. | ||||||||||||||||||||||||
Investments in unconsolidated affiliates are recorded using the equity method of accounting and as of December 31, 2014 and 2013 consisted of the following (in millions): | ||||||||||||||||||||||||
Ownership at December 31, 2014 | 2014 | 2013 | ||||||||||||||||||||||
Ceridian | 32 | % | $ | 725 | $ | 295 | ||||||||||||||||||
Other | various | 45 | 62 | |||||||||||||||||||||
Total | $ | 770 | $ | 357 | ||||||||||||||||||||
On November 17, 2014, Ceridian completed the exchange of its subsidiary Comdata to FleetCor in a transaction valued at approximately $3.5 billion. We recognized $495 million in equity in earnings of unconsolidated affiliates in the twelve months ending December 31, 2014 as a result of the transaction. | ||||||||||||||||||||||||
During the year ended December 31, 2013, we purchased $31 million in Ceridian bonds which are included in Fixed maturity securities available for sale on the Consolidated Balance Sheets, and had a fair value of $36 million as of December 31, 2013. During the year ended December 31, 2014, we sold $2 million of the Ceridian bonds. Our remaining investment in Ceridian bonds had a fair value of $32 million as of December 31, 2014. | ||||||||||||||||||||||||
We have historically accounted for our equity in Ceridian on a three-month lag. However, during the first quarter of 2014, we began to account for our equity in Ceridian on a real-time basis. The year ended December 31, 2014 includes results for the 15 months ended December 31, 2014. The Ceridian results from October 1, 2013 to December 31, 2013 resulted in recording $4 million in equity in losses of unconsolidated affiliates. The year ended December 31, 2013 includes Ceridian's results for the 12 months ended September 30, 2013 and the year ended December 31, 2012 includes Ceridian's results for the 12 months ended September 30, 2012. | ||||||||||||||||||||||||
During the fourth quarter of 2013, Ceridian entered into a memorandum of understanding to resolve claims brought by a putative class of U.S. Fueling Merchants. Under the terms of the memorandum of understanding, which will need to be finalized in a definitive settlement agreement and approved by the Court, Ceridian has agreed to make a one-time cash payment of $100 million as part of a $130 million global settlement with other defendants in the lawsuit, and to provide certain prospective relief with respect to specific provisions in its merchant agreements. This settlement will provide Ceridian and affiliated companies with a broad release of claims and will limit their exposure to legal claims by merchants. Our portion of the settlement of $32 million was recorded by us in the first quarter of 2014, as at that time we reported the results Ceridian on a three-month lag. | ||||||||||||||||||||||||
Summarized financial information for the periods included in our Consolidated Financial Statements for Ceridian is presented below: | ||||||||||||||||||||||||
31-Dec-14 | 30-Sep-13 | |||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Total current assets before customer funds | $ | 1,417 | $ | 1,106 | ||||||||||||||||||||
Customer funds | 4,957 | 3,000 | ||||||||||||||||||||||
Goodwill and other intangible assets, net | 2,509 | 4,484 | ||||||||||||||||||||||
Other assets | 92 | 119 | ||||||||||||||||||||||
Total assets | $ | 8,975 | $ | 8,709 | ||||||||||||||||||||
Current liabilities before customer customer obligations | $ | 205 | $ | 836 | ||||||||||||||||||||
Customer obligations | 4,931 | 2,986 | ||||||||||||||||||||||
Long-term obligations, less current portion | 1,168 | 3,449 | ||||||||||||||||||||||
Other long-term liabilities | 391 | 496 | ||||||||||||||||||||||
Total liabilities | 6,695 | 7,767 | ||||||||||||||||||||||
Equity | 2,280 | 942 | ||||||||||||||||||||||
Total liabilities and equity | $ | 8,975 | $ | 8,709 | ||||||||||||||||||||
15 Months Ending December 31, 2014 | 12 Months Ending September 30, 2013 | |||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Total revenues | $ | 1,786 | $ | 1,511 | ||||||||||||||||||||
Loss before income taxes | (155 | ) | (88 | ) | ||||||||||||||||||||
Gain on sale of Comdata | 1,526 | — | ||||||||||||||||||||||
Net earnings (loss) | 1,361 | (111 | ) | |||||||||||||||||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property and Equipment | Property and Equipment | |||||||
Property and equipment consists of the following: | ||||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Land | $ | 132 | $ | 133 | ||||
Buildings | 158 | 125 | ||||||
Leasehold improvements | 244 | 223 | ||||||
Data processing equipment | 315 | 236 | ||||||
Furniture, fixtures and equipment | 389 | 515 | ||||||
1,238 | 1,232 | |||||||
Accumulated depreciation and amortization | (603 | ) | (587 | ) | ||||
$ | 635 | $ | 645 | |||||
Depreciation expense on property and equipment was $122 million, $97 million, and $74 million for the years ended December 31, 2014, 2013, and 2012, respectively. |
Goodwill
Goodwill | 12 Months Ended | |||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||
Goodwill [Abstract] | ||||||||||||||||||||||||||||
Goodwill | Goodwill | |||||||||||||||||||||||||||
Goodwill consists of the following: | ||||||||||||||||||||||||||||
Title | BKFS | FNF Core Corporate and Other | Remy | Restaurant Group | FNFV Corporate | Total | ||||||||||||||||||||||
and Other | ||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||
Balance, December 31, 2012 | $ | 1,434 | $ | — | $ | 3 | $ | 246 | $ | 119 | $ | 105 | $ | 1,907 | ||||||||||||||
Goodwill acquired during the year | 2 | — | — | — | — | 17 | 19 | |||||||||||||||||||||
Adjustments to prior year acquisitions (1) | (1 | ) | — | 1 | 2 | — | (27 | ) | (25 | ) | ||||||||||||||||||
Balance, December 31, 2013 | $ | 1,435 | $ | — | $ | 4 | $ | 248 | $ | 119 | $ | 95 | $ | 1,901 | ||||||||||||||
Goodwill acquired during the year (2) | 854 | 2,223 | — | 14 | — | 6 | 3,097 | |||||||||||||||||||||
Adjustments to prior year acquisitions | — | — | — | — | — | — | — | |||||||||||||||||||||
Spin-off of Remy and Imaging | — | — | (262 | ) | — | (15 | ) | (277 | ) | |||||||||||||||||||
Balance, December 31, 2014 | $ | 2,289 | $ | 2,223 | $ | 3 | $ | — | $ | 119 | $ | 87 | $ | 4,721 | ||||||||||||||
_____________________________________ | ||||||||||||||||||||||||||||
(1) During 2013, we completed the final purchase price allocation for Digital Insurance, resulting in an adjustment to our purchased goodwill. | ||||||||||||||||||||||||||||
(2) During 2014, we acquired LPS and subsequently completed an internal reorganization in which the assets of LPS were divided between the Title and BKFS segments and Property Insight was contributed from the Title segment to BKFS. |
Other_Intangible_Assets
Other Intangible Assets | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||||||
Other Intangible Assets | Other Intangible Assets | |||||||
Other intangible assets consist of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Customer relationships and contracts | $ | 1,200 | $ | 516 | ||||
Trademarks and tradenames | 154 | 238 | ||||||
Other | 99 | 60 | ||||||
1,453 | 814 | |||||||
Accumulated amortization | (320 | ) | (195 | ) | ||||
$ | 1,133 | $ | 619 | |||||
Amortization expense for amortizable intangible assets, which consist primarily of customer relationships, was $193 million, $23 million, and $15 million for the years ended December 31, 2014, 2013 and 2012, respectively. Other intangible assets primarily represent non-amortizable intangible assets such as trademarks and licenses. Estimated amortization expense for the next five years for assets owned at December 31, 2014, is $196 million in 2015, $193 million in 2016, $189 million in 2017, $186 million in 2018 and $121 million in 2019. |
Accounts_Payable_and_Accrued_L
Accounts Payable and Accrued Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accounts Payable and Accrued Liabilities, Current [Abstract] | ||||||||
Accounts Payable and Accrued Liabilities | ||||||||
Note I. | Accounts Payable and Other Accrued Liabilities | |||||||
Accounts payable and other accrued liabilities consist of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Accrued benefits | $ | 264 | $ | 239 | ||||
Salaries and incentives | 292 | 254 | ||||||
Accrued rent | 36 | 29 | ||||||
Trade accounts payable | 81 | 236 | ||||||
Accrued recording fees and transfer taxes | 50 | 25 | ||||||
Accrued premium taxes | 11 | 43 | ||||||
Deferred revenue | 164 | 90 | ||||||
Other accrued liabilities | 410 | 386 | ||||||
$ | 1,308 | $ | 1,302 | |||||
Notes_Payable
Notes Payable | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Notes Payable [Abstract] | |||||||||
Long-term Debt | Notes Payable | ||||||||
Notes payable consists of the following: | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
(In millions) | |||||||||
Unsecured notes, net of discount, interest payable semi-annually at 5.50%, due September 2022 | $ | 398 | $ | 398 | |||||
Unsecured convertible notes, net of discount, interest payable semi-annually at 4.25%, due August 2018 | 288 | 285 | |||||||
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 | 300 | 300 | |||||||
FNF Term Loan, interest payable monthly at LIBOR + 1.63% (1.86% at December 31, 2014), due January 2019 | 1,100 | — | |||||||
Unsecured Black Knight Infoserv notes, including premium, interest payable semi-annually at 5.75%, due April 2023 | 616 | — | |||||||
Remy Amended and Restated Term B Loan, interest payable quarterly at LIBOR (floor of 1.25%) + 3.00% (4.25% at December 31, 2013), due March 2020 | — | 266 | |||||||
ABRH Term Loan, interest payable monthly at LIBOR + 3.50% | — | 53 | |||||||
ABRH Term Loan, interest payable monthly at LIBOR + 2.75% (2.92% at December 31, 2014), due August 2019 | 108 | — | |||||||
ABRH Revolving Credit Facility, unused portion of $83 at December 31, 2014, due August 2019 with interest payable monthly at LIBOR + 2.75% | — | — | |||||||
J. Alexander's Revolving Credit Facility, unused portion of $15 at December 31, 2014, due December 2019, interest payable monthly at LIBOR + 2.25% | — | — | |||||||
Other | 16 | 21 | |||||||
Revolving Credit Facility, unsecured, unused portion of $800 at December 31, 2014, due July 2018 with interest payable monthly at LIBOR + 1.45% | — | — | |||||||
$ | 2,826 | $ | 1,323 | ||||||
At December 31, 2014, the estimated fair value of our long-term debt was approximately $3,143 million or $317 million higher than its carrying value. The fair value of our FNF Term loan was $1,173 at December 31, 2014. The fair value of our FNF Term loan was based on discounted cash flows and is considered a level 2 financial liability. The fair value of our unsecured notes payable was $1,954 million as of December 31, 2014. The fair values of our unsecured notes payable are based on established market prices for the securities on December 31, 2014 and are considered Level 2 financial liabilities. The carrying value of our ABRH Term Loan was $108 million, and approximates fair value as the loan was entered into in the third quarter of 2014 and is considered a Level 2 financial liability. | |||||||||
On September 3, 2013, J. Alexander’s entered into a loan agreement with Pinnacle Bank which provided for a general purpose $1 million revolving line of credit with a maturity date of September 3, 2016, and a $15 million term loan with monthly installment principal payments plus interest through September 3, 2020 at which point the remaining unpaid principal and any accrued interest becomes due. On December 9, 2014, J. Alexander’s, LLC executed an amended and restated loan agreement (“the J. Alexander’s Loan Agreement”) which encompasses the two existing promissory notes discussed above dated September 3, 2013 and also includes a $15 million development line of credit with a maturity date of December 3, 2019. The J. Alexander’s Loan Agreement is secured by liens on certain personal property of J. Alexander’s Holdings, LLC and its subsidiaries, subsidiary guaranties, and a mortgage lien on certain real property. In addition, the lender is entitled to a first priority security interest in three additional restaurants in the event the $15 million term loan remains outstanding as of June 9, 2015. As of December 31, 2014, there were no borrowings outstanding under either the $1 million revolving line of credit or the $15 million development line of credit. The principal amount of the term loan outstanding as of December 31, 2014 was $13 million, and is included in "other" in the table above. Any amount borrowed under the $1 million revolving credit facility bears interest at an annual rate of 30‑day LIBOR plus a margin equal to 2.50%, with a minimum interest rate of 3.25% per annum. The $15 million term loan bears interest at an annual rate of 30‑day LIBOR plus a margin equal to 2.50%, with a minimum and maximum interest rate of 3.25% and 6.25% per annum, respectively. Any amount borrowed under the $15 million development line of credit bears interest at an annual rate of 30-day LIBOR plus a margin equal to 2.20%. A non-use fee of 0.25% per annum of the unused portion of the $1 million line of credit and the $15 million development line of credit is also payable quarterly during the term of the loans. The J. Alexander’s Loan Agreement, among other things, requires compliance with certain financial covenants, permits payments of tax dividends to members, limits capital expenditures, asset sales and liens and encumbrances, prohibits dividends, and contains certain other provisions customarily included in such agreements. In addition, dividends may be paid under a formula consisting of a $6 million base, which amount will be increased annually by $3 million plus 25% of consolidated net income for the immediately preceding year, beginning with the year which ended December 31, 2014, and reduced by the aggregate amount of such dividends previously paid, if any, from the J. Alexander’s Loan Agreement’s inception through the measurement date. If an event of default shall occur and be continuing under the J. Alexander’s Loan Agreement, the commitment under the J. Alexander’s Loan Agreement may be terminated and any principal amount outstanding, together with all accrued unpaid interest and other amounts owing in respect thereof, may be declared immediately due and payable. J. Alexander’s, LLC was in compliance with these financial covenants as of December 31, 2014 and for all reporting periods during the year then ended. | |||||||||
On August 19, 2014, ABRH entered into a credit agreement (the “ABRH Credit Facility”) with Wells Fargo Bank, National Association as Administrative Agent, Swingline Lender and Issuing Lender (the “ABRH Administrative Agent”), Bank of America, N.A. as Syndication Agent and the other financial institutions party thereto. The ABRH Credit Facility provides for a maximum revolving loan of $100 million (the “ABRH Revolver") with a maturity date of August 19, 2019. As of December 31, 2014, ABRH has nothing outstanding on this revolver. Additionally, the ABRH Credit Facility provides for a maximum term loan (the "ABRH Term Loan") of $110 million with quarterly installment repayments through June 30, 2019 and a maturity date of August 19, 2019 for the outstanding unpaid principal balance and all accrued and unpaid interest. ABRH has borrowed the entire $110 million under this term loan. Pricing for the ABRH Credit Facility is based on an applicable margin between 225 basis points to 300 basis points over LIBOR and between 125 basis points and 200 basis points over the Base Rate (which is the highest of (a) 50 basis points in excess of the federal funds rate, (b) the ABRH Administrative Agent “prime rate,” or (c) the sum of 100 basis points plus one-month LIBOR). A commitment fee amount is also due at a rate per annum equal to between 325 and 400 basis points on the average daily unused portion of the commitments under the ABRH Revolver. The ABRH Credit Facility also allows for ABRH to request up to $40 million of letters of credit commitments and $20 million in swingline debt from the ABRH Administrative Agent. The ABRH Credit Facility allows for ABRH to elect to enter into incremental term loans or request incremental revolving commitments (the “ABRH Incremental Loans”) under this facility so long as, (i) the total outstanding balance of the ABRH Revolver, the ABRH Term Loan and any ABRH Incremental Loans does not exceed $250 million, (ii) ABRH is in compliance with its financial covenants, (iii) no default or event of default exists under the ABRH Credit Facility on the day of such request either before or after giving effect to the request, (iv) the representations and warranties made under the ABRH Credit Facility are correct and (v) certain other conditions are satisfied. The ABRH Credit Facility is subject to affirmative, negative and financial covenants customary for financings of this type, including, among other things, limits on ABRH 's creation of liens, sales of assets, incurrence of indebtedness, restricted payments and transactions with affiliates. The covenants addressing restricted payments include certain limitations on the declaration or payment of dividends by ABRH to its parent, Fidelity Newport Holdings, LLC (“FNH”), and by FNH to its members. One such limitation restricts the amount of dividends that ABRH can pay to its parent (and that FNH can in turn pay to its members) up to $2 million in the aggregate (outside of certain other permitted dividend payments) in a fiscal year (with some carryover rights for undeclared dividends for subsequent years). Another limitation allows that, so long as ABRH satisfies certain leverage and liquidity requirements to the satisfaction of the ABRH Administrative Agent, ABRH may declare a special one-time dividend to Newport Global Opportunities Fund LP, and Fidelity National Financial Ventures, LLC or one of the entities under their control (other than portfolio companies) in an amount up to $75 million if such dividend occurs on or before November 17, 2014, or up to $1.5 million if such dividend occurs on or before June 15, 2016. The ABRH Credit Facility includes customary events of default for facilities of this type (with customary grace periods, as applicable), which include a cross-default provision whereby an event of default will be deemed to have occurred if ABRH or any of its guarantors, which consists of FNH and certain of its subsidiaries (together, the “Loan Parties”) or any of their subsidiaries default on any agreement with a third party of $10 million or more related to their indebtedness and such default results in a right by such third party to accelerate such Loan Party's or its subsidiary's obligations. The ABRH Credit Facility provides that, upon the occurrence of an event of default, the ABRH Administrative Lender may (i) declare the principal of, and any and all accrued and unpaid interest and all other amounts owed in respect of, the loans immediately due and payable, (ii) terminate loan commitments and (iii) exercise all other rights and remedies available to the ABRH Administrative Lender or the lenders under the loan documents. ABRH had $17 million of outstanding letters of credit and $83 million of remaining borrowing capacity under its revolving credit facility as of December 31, 2014. ABRH repaid $2 million on the term loan during the year ended December 31, 2014. | |||||||||
On January 2, 2014, as a result of the LPS acquisition, FNF acquired $600 million aggregate principal amount of 5.75% Senior Notes due 2023, initially issued by Black Knight Infoserv, LLC (formerly LPS, "Black Knight Infoserv") on October 12, 2012 (the "Black Knight Senior Notes"). The Black Knight Senior Notes were registered under the Securities Act of 1933, as amended, carry an interest rate of 5.75% and will mature on April 15, 2023. Interest is payable semi-annually on the 15th day of April and October. The Black Knight Senior Notes are senior unsecured obligations and were guaranteed by us as of January 2, 2014. At any time and from time to time, prior to October 15, 2015, Black Knight Infoserv may redeem up to a maximum of 35% of the original aggregate principal amount of the Black Knight Senior Notes with the proceeds of one or more equity offerings, at a redemption price equal to 105.75% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date). Prior to October 15, 2017, Black Knight Infoserv may redeem some or all of the Black Knight Senior Notes by paying a “make-whole” premium based on U.S. Treasury rates. On or after October 15, 2017, Black Knight Infoserv may redeem some or all of the Black Knight Senior Notes at the redemption prices described in the Black Knight Senior Notes indenture, plus accrued and unpaid interest. In addition, if a change of control occurs, Black Knight Infoserv is required to offer to purchase all outstanding Black Knight Senior Notes at a price equal to 101% of the principal amount plus accrued and unpaid interest, if any, to the date of purchase (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date).The Black Knight Senior Notes contain covenants that, among other things, limit Black Knight Infoserv's ability and the ability of certain of its subsidiaries (a) to incur or guarantee additional indebtedness or issue preferred stock, (b) to make certain restricted payments, including dividends or distributions on equity interests held by persons other than Black Knight Infoserv or certain subsidiaries, in excess of an amount generally equal to 50% of consolidated net income generated since July 1, 2008, (c) to create or incur certain liens, (d) to engage in sale and leaseback transactions, (e) to create restrictions that would prevent or limit the ability of certain subsidiaries to (i) pay dividends or other distributions to Black Knight Infoserv or certain other subsidiaries, (ii) repay any debt or make any loans or advances to Black Knight Infoserv or certain other subsidiaries or (iii) transfer any property or assets to Black Knight Infoserv or certain other subsidiaries, (f) to sell or dispose of assets of Black Knight Infoserv or any restricted subsidiary or enter into merger or consolidation transactions and (g) to engage in certain transactions with affiliates. As a result of our guarantee of the Black Knight Senior Notes on January 2, 2014, the notes became rated investment grade. The indenture provides that certain covenants are suspended while the Black Knight Senior Notes are rated investment grade. Currently covenants (a), (b), (e), certain provisions of (f) and (g) outlined above are suspended. These covenants will continue to be suspended as long as the notes are rated investment grade, as defined in the indenture. These covenants are subject to a number of exceptions, limitations and qualifications in the Black Knight Senior Notes indenture. The Black Knight Senior Notes contain customary events of default, including failure of Black Knight Infoserv (i) to pay principal and interest when due and payable and breach of certain other covenants and (ii) to make an offer to purchase and pay for the Black Knight Senior Notes tendered as required by the Black Knight Senior Notes. Events of default also include defaults with respect to any other debt of Black Knight Infoserv or debt of certain subsidiaries having an outstanding principal amount of $80 million or more in the aggregate for all such debt, arising from (i) failure to make a principal payment when due and such defaulted payment is not made, waived or extended within the applicable grace period or (ii) the occurrence of an event which results in such debt being due and payable prior to its scheduled maturity. Upon the occurrence of an event of default (other than a bankruptcy default with respect to Black Knight Infoserv or certain subsidiaries), the trustee or holders of at least 25% of the Black Knight Senior Notes then outstanding may accelerate the Black Knight Senior Notes by giving us appropriate notice. If, however, a bankruptcy default occurs with respect to Black Knight Infoserv or certain subsidiaries, then the principal of and accrued interest on the Black Knight Senior Notes then outstanding will accelerate immediately without any declaration or other act on the part of the trustee or any holder. On January 16, 2014, we issued an offer to purchase the Black Knight Senior Notes pursuant to the change of control provisions above at a purchase price of 101% of the principal amount plus accrued interest to the purchase date. The offer expired on February 18, 2014. As a result of the offer, bondholders tendered $5 million in principal of the Black Knight Senior Notes, which were purchased by us on February 24, 2014. | |||||||||
On October 24, 2013, we entered into a bridge loan commitment letter (the “Bridge Loan Commitment Letter”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated, Bank of America, N.A. (“Bank of America”), J.P. Morgan Securities LLC and JP Morgan Chase Bank, N.A. The Bridge Loan Commitment Letter provides for up to an $800 million short-term loan facility (the “Bridge Facility”). The proceeds of the loans under the Bridge Facility were used to fund, in part, the cash consideration for the acquisition of LPS and pay certain costs, fees and expenses in connection with the LPS merger. Pursuant to the Bridge Loan Commitment Letter, we executed a promissory note in favor of the Bridge Facility lenders on the closing date of the Merger that evidenced the terms of the Bridge Facility. The Bridge Facility matured on the second business day following the funding thereof and required scheduled amortization payments. Borrowings under the Bridge Facility bear interest at a rate equal to the highest of (i) the Bank of America prime rate, (ii) the federal fund effective rate from time to time plus 0.5% and (iii) the one month adjusted London interbank offered rate ("LIBOR") plus 1.0%. Other than as set forth in this paragraph, the terms of the Bridge Facility are substantially the same as the terms of the Amended Term Loan Agreement discussed below. As part of the acquisition of LPS on January 2, 2014, the Bridge Facility was funded and subsequently repaid the following day. | |||||||||
On July 11, 2013, FNF entered into a term loan credit agreement with Bank of America, N.A., as administrative agent (in such capacity, the “TL Administrative Agent”), the lenders party thereto and the other agents party thereto (the “Term Loan Agreement”). The Term Loan Agreement permits us to borrow up to $1.1 billion to fund the acquisition of LPS. The term loans under the Term Loan Agreement mature on the date that is five years from the funding date of the term loans under the Term Loan Agreement. Term loans under the Term Loan Agreement generally bear interest at a variable rate based on either (i) the base rate (which is the highest of (a) 0.5% in excess of the federal funds rate, (b) the TL Administrative Agent’s “prime rate”, or (c) the sum of 1.0% plus one-month LIBOR) plus a margin of between 50 basis points and 100 basis points depending on the senior unsecured long-term debt ratings of FNF or (ii) LIBOR plus a margin of between 150 basis points and 200 basis points depending on the senior unsecured long-term debt ratings of FNF. Based on our current Moody’s and Standard & Poor’s senior unsecured long-term debt ratings of Baa3/BBB-, respectively, the applicable margin for term loans subject to LIBOR is 175 basis points over LIBOR. In addition, we will pay an unused commitment fee of 25 basis points on the entire term loan facility until the earlier of the termination of the term loan commitments or the funding of the term loans. Under the Term Loan Agreement, we are subject to customary affirmative, negative and financial covenants, including, among other things, limits on the creation of liens, limits on the incurrence of indebtedness, restrictions on investments, dispositions and transactions with affiliates, limitations on dividends and other restricted payments, a minimum net worth and a maximum debt to capitalization ratio. The Term Loan Agreement also includes customary events of default for facilities of this type (with customary grace periods, as applicable) and provides that, if an event of default occurs and is continuing, the interest rate on all outstanding obligations may be increased, payments of all outstanding term loans may be accelerated and/or the lenders’ commitments may be terminated. In addition, upon the occurrence of certain insolvency or bankruptcy related events of default, all amounts payable under the Term Loan Agreement shall automatically become immediately due and payable, and the lenders’ commitments will automatically terminate. Under the Term Loan Agreement the financial covenants are the same as under the Restated Credit Agreement. On October 27, 2013, we amended the Term Loan Agreement to permit us to incur the indebtedness in respect of the Bridge Facility and incorporate other technical changes to describe the structure of the LPS merger. As part of the acquisition of LPS on January 2, 2014, the Term Loan Agreement was fully funded. No payments have been made through December 31, 2014. | |||||||||
On June 25, 2013, we entered into an agreement to amend and restate our existing $800 million second amended and restated credit agreement (the “Old Credit Agreement”), dated as of April 16, 2012 with Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and the other agents party thereto (the “Revolving Credit Facility”). Among other changes, the Revolving Credit Facility amends the Old Credit Agreement to permit us to make a borrowing under the Revolving Credit Facility to finance a portion of the acquisition of LPS on a “limited conditionality” basis, incorporates other technical changes to permit us to enter into the Acquisition and extends the maturity of the Existing Credit Agreement. The lenders under the Old Credit Agreement have agreed to extend the maturity date of their commitments under the credit facility from April 16, 2016 to July 15, 2018 under the Revolving Credit Facility. Revolving loans under the credit facility generally bear interest at a variable rate based on either (i) the base rate (which is the highest of (a) one-half of one percent in excess of the federal funds rate, (b) the Administrative Agent's “prime rate”, or (c) the sum of one percent plus one-month LIBOR) plus a margin of between 32.5 and 60 basis points depending on the senior unsecured long-term debt ratings of FNF or (ii) LIBOR plus a margin of between 132.5 and 160 basis points depending on the senior unsecured long-term debt ratings of FNF. Based on our current Moody’s and Standard & Poor’s senior unsecured long-term debt ratings of Baa3/BBB-, respectively, the applicable margin for revolving loans subject to LIBOR is 145 basis points. In addition, we will pay an unused commitment fee of between 17.5 and 40 basis points on the entire facility, also depending on our senior unsecured long-term debt ratings. Under the Revolving Credit Facility, we are subject to customary affirmative, negative and financial covenants, including, among other things, limits on the creation of liens, limits on the incurrence of indebtedness, restrictions on investments, dispositions and transactions with affiliates, limitations on dividends and other restricted payments, a minimum net worth and a maximum debt to capitalization ratio. The Revolving Credit Facility also includes customary events of default for facilities of this type (with customary grace periods, as applicable) and provides that, if an event of default occurs and is continuing, the interest rate on all outstanding obligations may be increased, payments of all outstanding loans may be accelerated and/or the lenders' commitments may be terminated. These events of default include a cross-default provision that, subject to limited exceptions, permits the lenders to declare the Revolving Credit Facility in default if: (i) (a) we fail to make any payment after the applicable grace period under any indebtedness with a principal amount (including undrawn committed amounts) in excess of 3.0% of our net worth, as defined in the Revolving Credit Facility, or (b) we fail to perform any other term under any such indebtedness, or any other event occurs, as a result of which the holders thereof may cause it to become due and payable prior to its maturity; or (ii) certain termination events occur under significant interest rate, equity or other swap contracts. In addition, upon the occurrence of certain insolvency or bankruptcy related events of default, all amounts payable under the Revolving Credit Facility shall automatically become immediately due and payable, and the lenders' commitments will automatically terminate. Under the Revolving Credit Facility the financial covenants remain essentially the same as under the Old Credit Agreement, except that the total debt to total capitalization ratio limit of 35% increased to 37.5% for a period of one year after the closing of the LPS acquisition and the net worth test was reset. Also on October 24, 2013, we entered into amendments to amend the revolving credit facility to permit us to incur the indebtedness in respect of the Bridge Facility and incorporate other technical changes to describe the structure of the LPS merger. As part of the acquisition of LPS on January 2, 2014, we borrowed $300 million under the Revolving Credit Facility, which we repaid during the year ended December 31, 2014. | |||||||||
On August 28, 2012, we completed an offering of $400 million in aggregate principal amount of 5.50% notes due September 2022 (the "5.50% notes"), pursuant to an effective registration statement previously filed with the Securities and Exchange Commission. The notes were priced at 99.513% of par to yield 5.564% annual interest. As such we recorded a discount of $2 million, which is netted against the $400 million aggregate principal amount of the 5.50% notes. The discount is amortized to September 2022 when the 5.50% notes mature. The 5.50% notes will pay interest semi-annually on the 1st of March and September, beginning March 1, 2013. We received net proceeds of $396 million, after expenses, which were used to repay the $237 million aggregate principal amount outstanding of our 5.25% unsecured notes maturing in March 2013, the $50 million outstanding on our revolving credit facility, and the remainder is being held for general corporate purposes. These notes contain customary covenants and events of default for investment grade public debt. These events of default include a cross default provision, with respect to any other debt of the Company in an aggregate amount exceeding $100 million for all such debt, arising from (i) failure to make a principal payment when due or (ii) the occurrence of an event which results in such debt being due and payable prior to its scheduled maturity. | |||||||||
On May 31, 2012, ABRH entered into a credit agreement (the “Old ABRH Credit Facility”) with Wells Fargo Capital Finance, LLC as administrative agent and swing lender (the “ABRH Administrative Lender”) and the other financial institutions party thereto. The ABRH Credit Facility provides for a maximum revolving loan of $80 million with a maturity date of May 31, 2017. Additionally, the ABRH Credit Facility provides for a maximum term loan ("Restaurant Group Term Loan") of $85 million with quarterly installment repayments through December 25, 2016 and a maturity date of May 31, 2017 for the outstanding unpaid principal balance and all accrued and unpaid interest. On May 31, 2012, ABRH borrowed the entire $85 million under such term loan. Pricing for the ABRH Credit Facility is based on an applicable margin between 300 basis points to 375 basis points over LIBOR. The Old ABRH Credit Facility has been terminated and replaced by the ABRH Credit Facility. The $53 million balance on the old ABRH Credit Facility was paid during the year ended December 31, 2014. | |||||||||
On August 2, 2011, we completed an offering of $300 million in aggregate principal amount of 4.25% convertible senior notes due August 2018 (the "Notes") in an offering conducted in accordance with Rule 144A under the Securities Act of 1933, as amended. The Notes contain customary event-of-default provisions which, subject to certain notice and cure-period conditions, can result in the acceleration of the principal amount of, and accrued interest on, all outstanding Notes if we breach the terms of the Notes or the indenture pursuant to which the Notes were issued. The Notes are unsecured and unsubordinated obligations and (i) rank senior in right of payment to any of our existing or future unsecured indebtedness that is expressly subordinated in right of payment to the Notes; (ii) rank equal in right of payment to our existing and future unsecured indebtedness that is not so subordinated; (iii) are effectively subordinated in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and (iv) are structurally subordinated to all existing and future indebtedness and liabilities of our subsidiaries. Interest is payable on the principal amount of the Notes, semi-annually in arrears in cash on February 15 and August 15 of each year, commencing February 15, 2012. The Notes mature on August 15, 2018, unless earlier purchased by us or converted. The Notes were issued for cash at 100% of their principal amount. However, for financial reporting purposes, the notes were deemed to have been issued at 92.818% of par value, and as such we recorded a discount of $22 million to be amortized to August 2018, when the Notes mature. The Notes will be convertible into cash, shares of common stock, or a combination of cash and shares of common stock, at our election, based on an initial conversion rate, subject to adjustment, of 46.387 shares per $1,000 principal amount of the Notes (which represents an initial conversion price of approximately $21.56 per share), only in the following circumstances and to the following extent: (i) during any calendar quarter commencing after December 31, 2011, if, for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the last trading day of the immediately preceding calendar quarter, the last reported sale price per share of our common stock on such trading day is greater than or equal to 130% of the applicable conversion price on such trading day; (ii) during the five consecutive business day period immediately following any ten consecutive trading day period (the “measurement period”) in which, for each trading day of the measurement period, the trading price per $1,000 principal amount of notes was less than 98% of the product of the last reported sale price per share of our common stock on such trading day and the applicable conversion rate on such trading day; (iii) upon the occurrence of specified corporate transactions; or (iv) at any time on and after May 15, 2018. However, in all cases, the Notes will cease to be convertible at the close of business on the second scheduled trading day immediately preceding the maturity date. It is our intent and policy to settle conversions through “net-share settlement”. Generally, under “net-share settlement,” the conversion value is settled in cash, up to the principal amount being converted, and the conversion value in excess of the principal amount is settled in shares of our common stock. As of October 1, 2013, these notes were convertible under the 130% Sale Price Condition described above. On March 28, 2014, $42 thousand in principal of these bonds were converted at the election of the bondholder. These bonds had a fair value of $65 thousand. The conversion was completed in the second quarter of 2014. | |||||||||
On May 5, 2010, we completed an offering of $300 million in aggregate principal amount of our 6.60% notes due May 2017 (the "6.60% Notes"), pursuant to an effective registration statement previously filed with the Securities and Exchange Commission. The 6.60% Notes were priced at 99.897% of par to yield 6.61% annual interest. We received net proceeds of $297 million, after expenses, which were used to repay outstanding borrowings under our credit agreement. Interest is payable semi-annually. These notes contain customary covenants and events of default for investment grade public debt. These events of default include a cross default provision, with respect to any other debt of FNF in an aggregate amount exceeding $100 million for all such debt, arising from (i) failure to make a principal payment when due or (ii) the occurrence of an event which results in such debt being due and payable prior to its scheduled maturity. | |||||||||
Gross principal maturities of notes payable at December 31, 2014 are as follows (in millions): | |||||||||
2015 | $ | 117 | |||||||
2016 | 176 | ||||||||
2017 | 530 | ||||||||
2018 | 531 | ||||||||
2019 | 464 | ||||||||
Thereafter | 1,005 | ||||||||
$ | 2,823 | ||||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
Income tax expense on continuing operations consists of the following: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(In millions) | ||||||||||||
Current | $ | 113 | $ | 128 | $ | 216 | ||||||
Deferred | 199 | 67 | 26 | |||||||||
$ | 312 | $ | 195 | $ | 242 | |||||||
Total income tax expense (benefit) was allocated as follows (in millions): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net earnings from continuing operations | $ | 312 | $ | 195 | $ | 242 | ||||||
Tax expense (benefit) attributable to net earnings from discontinued operations | (1 | ) | 4 | 6 | ||||||||
Other comprehensive earnings (loss): | ||||||||||||
Unrealized gains (loss) on investments and other financial instruments | (6 | ) | (30 | ) | 39 | |||||||
Unrealized gain (loss) on foreign currency translation and cash flow hedging | (3 | ) | (2 | ) | 1 | |||||||
Reclassification adjustment for change in unrealized gains and losses included in net earnings | — | 3 | (8 | ) | ||||||||
Minimum pension liability adjustment | (6 | ) | 13 | 4 | ||||||||
Total income tax expense (benefit) allocated to other comprehensive earnings | (15 | ) | (16 | ) | 36 | |||||||
Additional paid-in capital, stock-based compensation | (16 | ) | (17 | ) | (31 | ) | ||||||
Total income taxes | $ | 280 | $ | 166 | $ | 253 | ||||||
A reconciliation of the federal statutory rate to our effective tax rate is as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State income taxes, net of federal benefit | 3.5 | 2.9 | 2 | |||||||||
Deductible dividends paid to FNF 401(k) plan | (0.4 | ) | (0.2 | ) | (0.1 | ) | ||||||
Tax exempt interest income | (2.0 | ) | (1.4 | ) | (1.3 | ) | ||||||
Release of valuation allowance | — | — | (0.2 | ) | ||||||||
Nontaxable investment gains | — | — | (2.0 | ) | ||||||||
Tax Credits | (2.5 | ) | (1.4 | ) | (0.5 | ) | ||||||
Consolidated Partnerships | 5.8 | (0.4 | ) | (0.2 | ) | |||||||
Non-deductible expenses and other, net | (2.9 | ) | (1.0 | ) | 0.7 | |||||||
Effective tax rate excluding equity investments | 36.5 | % | 33.5 | % | 33.4 | % | ||||||
Equity Investments | 43.2 | (1.8 | ) | (1.0 | ) | |||||||
Effective tax rate | 79.7 | % | 31.7 | % | 32.4 | % | ||||||
The significant components of deferred tax assets and liabilities at December 31, 2014 and 2013 consist of the following: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(In millions) | ||||||||||||
Deferred Tax Assets: | ||||||||||||
Employee benefit accruals | $ | 35 | $ | 46 | ||||||||
Other investments | — | 80 | ||||||||||
Net operating loss carryforwards | 29 | 89 | ||||||||||
Insurance reserve discounting | 17 | 11 | ||||||||||
Accrued liabilities | 11 | 30 | ||||||||||
Pension plan | 7 | — | ||||||||||
Tax credits | 44 | 62 | ||||||||||
State income taxes | 7 | 9 | ||||||||||
Other | — | — | ||||||||||
Total gross deferred tax asset | 150 | 327 | ||||||||||
Less: valuation allowance | 11 | 26 | ||||||||||
Total deferred tax asset | $ | 139 | $ | 301 | ||||||||
Deferred Tax Liabilities: | ||||||||||||
Title plant | $ | (83 | ) | $ | (83 | ) | ||||||
Amortization of goodwill and intangible assets | (108 | ) | (273 | ) | ||||||||
Other investments | (83 | ) | — | |||||||||
Other | (29 | ) | (14 | ) | ||||||||
Investment securities | (53 | ) | (53 | ) | ||||||||
Depreciation | (5 | ) | (14 | ) | ||||||||
Partnerships | (474 | ) | (1 | ) | ||||||||
Allowance for uncollectible accounts received | (7 | ) | (6 | ) | ||||||||
Pension Plan | — | (1 | ) | |||||||||
Total deferred tax liability | $ | (842 | ) | $ | (445 | ) | ||||||
Net deferred tax liability | $ | (703 | ) | $ | (144 | ) | ||||||
Our net deferred tax liability was $703 million and $144 million at December 31, 2014, and 2013, respectively. The significant changes in the deferred taxes are as follows: The deferred tax asset related to Other Investments decreased by $163 million due to a book gain recorded on our investment in Ceridian. The deferred tax liability relating to partnerships increased by $473 million primarily due to purchase accounting for the LPS acquisition. The deferred tax asset on our pension plan increased by $8 million due to minimum pension liability adjustments through our comprehensive earnings. Total net deferred tax liabilities decreased by $31 million due to the deconsolidation of Remy. The deferred tax liability on amortization decreased by $165 million. The decrease was primarily due to the deconsolidation of Remy which resulted in a decrease of $115 million and the transfer of certain intangibles to ServiceLink, an entity which is taxed as a partnership and resulted in a decrease of $40 million. The deferred tax asset relating to net operating loss carryovers was reduced by $60 million. The reduction was primarily due to the deconsolidation of Remy which resulted in a decrease of $56 million. | ||||||||||||
As of December 31, 2014 and 2013 we had a valuation allowance of $11 million and $26 million, respectively. The decrease was primarily due to the deconsolidation of Remy which had a valuation allowance of $12 million and foreign tax credit utilization of $3 million. | ||||||||||||
At December 31, 2014, we have net operating losses on a pretax basis of $75 million available to carryforward and offset future federal taxable income. The net operating losses are US federal net operating losses arising from LandAmerica, Digital Insurance, NextAce, and LPS acquisitions made since 2008 and are subject to an annual Internal Revenue Code Section 382 limitation. These losses will begin to expire in year 2025 and we fully anticipate utilizing these losses prior to expiration and thus, no valuation allowance has been established. Digital Insurance has a deferred tax asset for state net operating losses; however, it is largely offset by a $1 million valuation allowance. | ||||||||||||
At December 31, 2014 and 2013, we had $44 million and $62 million of tax credits, respectively. Total credits decreased by $18 million primarily due to the deconsolidation of Remy ($16 million). Remaining credits consist of general business credits from the O’Charley’s and J. Alexander’s acquisitions in 2012. We anticipate that these credits will be utilized prior to expiration after a valuation allowance of $10 million on the general business credits. | ||||||||||||
Tax benefits of $16 million, $17 million, and $31 million associated with the exercise of employee stock options and the vesting of restricted stock grants were allocated to equity for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||||||
Prior to the distribution of Remy common stock on December 31, 2014, income taxes were not presented for the difference between the tax basis and the financial statement carrying amount for our investment in Remy because the reported amount of the investment could be recovered tax-free. | ||||||||||||
As of December 31, 2014 and 2013, we had approximately $5 million (including interest of less than $1 million) and $15 million (including interest of $3 million), respectively, of total gross unrecognized tax benefits that, if recognized, would favorably affect our income tax rate. The decrease of $10 million is due to the deconsolidation of Remy in 2014. These amounts are reported on a gross basis and do not reflect a federal tax benefit on state income taxes. We record interest and penalties related to income taxes as a component of income tax expense. | ||||||||||||
The Internal Revenue Service (“IRS”) has selected us to participate in the Compliance Assurance Program that is a real-time audit. We are currently under audit by the Internal Revenue Service for the 2013, 2014 and 2015 tax years. |
Summary_of_Reserve_for_Claim_L
Summary of Reserve for Claim Loss | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary of Reserve for Claim Losses [Abstract] | ||||||||||||
Summary of Reserve for Claim Losses | Summary of Reserve for Claim Losses | |||||||||||
A summary of the reserve for claim losses follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(Dollars in millions) | ||||||||||||
Beginning balance | $ | 1,636 | $ | 1,748 | $ | 1,913 | ||||||
Reserve assumed, net (1) | 52 | — | — | |||||||||
Reinsurance recoverable | 7 | — | — | |||||||||
Claim loss provision related to: | ||||||||||||
Current year | 202 | 220 | 210 | |||||||||
Prior years | 26 | 71 | 58 | |||||||||
Total title claim loss provision (2) | 228 | 291 | 268 | |||||||||
Claims paid, net of recoupments related to: | ||||||||||||
Current year | (5 | ) | (9 | ) | (4 | ) | ||||||
Prior years | (297 | ) | (394 | ) | (429 | ) | ||||||
Total title claims paid, net of recoupments | (302 | ) | (403 | ) | (433 | ) | ||||||
Ending balance of claim loss reserve for title insurance | $ | 1,621 | $ | 1,636 | $ | 1,748 | ||||||
Provision for title insurance claim losses as a percentage of title insurance premiums | 6.2 | % | 7 | % | 7 | % | ||||||
_____________________________________ | ||||||||||||
-1 | Reserves of $54 million were acquired in the acquisition of LPS on January 2, 2014, and a reserve of $2 million was released due to the sale of a small title operation in 2014. | |||||||||||
-2 | Included in the provision for title claim losses in the 2012 period is a $11 million impairment recorded on an asset previously recouped as part of a claim settlement. | |||||||||||
We continually update loss reserve estimates as new information becomes known, new loss patterns emerge, or as other contributing factors are considered and incorporated into the analysis of reserve for claim losses. Estimating future title loss payments is difficult because of the complex nature of title claims, the long periods of time over which claims are paid, significantly varying dollar amounts of individual claims and other factors. Due to the uncertainty inherent in the process and to the judgment used by management, the ultimate liability may be greater or less than our current reserves. As a result of continued volatility experienced in claim development on policy years 2005 - 2008, we believe there is an increased level of uncertainty attributable to these policy years. If actual claims loss development is worse than currently expected and is not offset by other positive factors, it is reasonably possible that we may record additional reserve strengthening in future periods. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitements and Contingencies [Abstract] | ||||
Commitments and Contingencies | Commitments and Contingencies | |||
Legal and Regulatory Contingencies | ||||
In the ordinary course of business, we are involved in various pending and threatened litigation matters related to our title operations, some of which include claims for punitive or exemplary damages. This customary litigation includes but is not limited to a wide variety of cases arising out of or related to title and escrow claims, for which we make provisions through our loss reserves. Additionally, like other insurance companies, our ordinary course litigation includes a number of class action and purported class action lawsuits, which make allegations related to aspects of our insurance operations. We believe that no actions, other than the matters discussed below, depart from customary litigation incidental to our insurance business. | ||||
Our Restaurant Group companies are a defendant from time to time in various legal proceedings arising in the ordinary course of business, including claims relating to injury or wrongful death under “dram shop” laws that allow a person to sue us based on any injury caused by an intoxicated person who was wrongfully served alcoholic beverages at one of the restaurants, individual and purported class action claims alleging violation of federal and state wage and hour and other employment laws, and claims from guests or employees alleging illness, injury or other food quality, health or operational concerns. These companies are also subject to compliance with extensive government laws and regulations related to employment practices and policies and the manufacture, preparation, and sale of food and alcohol. | ||||
We review lawsuits and other legal and regulatory matters (collectively “legal proceedings”) on an ongoing basis when making accrual and disclosure decisions. When assessing reasonably possible and probable outcomes, management bases its decision on its assessment of the ultimate outcome assuming all appeals have been exhausted. For legal proceedings where it has been determined that a loss is both probable and reasonably estimable, a liability based on known facts and which represents our best estimate has been recorded. Our accrual for legal and regulatory matters was $95 million as of December 31, 2014 and $9 million as of December 31, 2013. Of this accrual, $84 million relates to historical LPS matters. As discussed elsewhere, LPS was acquired on January 2, 2014. None of the amounts we have currently recorded are considered to be individually or in the aggregate material to our financial condition. Actual losses may materially differ from the amounts recorded and the ultimate outcome of our pending cases is generally not yet determinable. While some of these matters could be material to our operating results or cash flows for any particular period if an unfavorable outcome results, at present we do not believe that the ultimate resolution of currently pending legal proceedings, either individually or in the aggregate, will have a material adverse effect on our financial condition. | ||||
Following a review by the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, the Office of the Comptroller of the Currency and the Office of Thrift Supervision (collectively, the “banking agencies”), LPS entered into a consent order (the “Order”) dated April 13, 2011 with the banking agencies. The banking agencies' review of LPS' services included the services provided by its default operations to mortgage servicers regulated by the banking agencies, including document execution services. The Order does not make any findings of fact or conclusions of wrongdoing, nor does LPS admit any fault or liability. Under the Order, LPS agreed to further study the issues identified in the review and to enhance its compliance, internal audit, risk management and board oversight plans with respect to those businesses. LPS also agreed to engage an independent third party to conduct a risk assessment and review of its default management businesses and the document execution services we provided to servicers from January 1, 2008 through December 31, 2010. | ||||
The document execution review by the independent third party has been on indefinite hold since June 30, 2013 while the Banking Agencies consider what, if any, additional review work they would like the independent third party to undertake. Accordingly, the document execution review has taken, and is likely to continue to take longer to complete than previously anticipated. In addition, the LPS default operations that were subject to the Consent Order were contributed to ServiceLink in connection with the Internal Reorganization. To the extent such third party review, once completed, requires additional remediation of mortgage documents, ServiceLink has agreed to implement an appropriate plan to address the issues. The Consent Order contains various deadlines to accomplish the undertakings set forth therein, including the preparation of a remediation plan following the completion of the document execution review. We or the LPS default operations contributed to ServiceLink will continue to make periodic reports to the Banking Agencies on the progress with respect to each of the undertakings in the Consent Order. The Consent Order does not include any fine or other monetary penalty, although the Banking Agencies have not yet concluded their assessment of whether any civil monetary penalties should be imposed. ServiceLink has accrued for estimated losses expected to be paid for this matter in our legal and regulatory accrual. | ||||
From time to time we receive inquiries and requests for information from state insurance departments, attorneys general and other regulatory agencies about various matters relating to our business. Sometimes these take the form of civil investigative demands or subpoenas. We cooperate with all such inquiries and we have responded to or are currently responding to inquiries from multiple governmental agencies. Also, regulators and courts have been dealing with issues arising from foreclosures and related processes and documentation. Various governmental entities are studying the title insurance product, market, pricing, and business practices, and potential regulatory and legislative changes, which may materially affect our business and operations. From time to time, we are assessed fines for violations of regulations or other matters or enter into settlements with such authorities which may require us to pay fines or claims or take other actions. | ||||
Escrow Balances | ||||
In conducting our operations, we routinely hold customers’ assets in escrow, pending completion of real estate transactions. Certain of these amounts are maintained in segregated bank accounts and have not been included in the accompanying Consolidated Balance Sheets. We have a contingent liability relating to proper disposition of these balances for our customers, which amounted to $12.7 billion at December 31, 2014. As a result of holding these customers’ assets in escrow, we have ongoing programs for realizing economic benefits during the year through favorable borrowing and vendor arrangements with various banks. There were no investments or loans outstanding as of December 31, 2014 and 2013 related to these arrangements. | ||||
Operating Leases | ||||
Future minimum operating lease payments are as follows (in millions): | ||||
2015 | $ | 193 | ||
2016 | 232 | |||
2017 | 135 | |||
2018 | 107 | |||
2019 | 80 | |||
Thereafter | 268 | |||
Total future minimum operating lease payments | $ | 1,015 | ||
Rent expense incurred under operating leases during the years ended December 31, 2014, 2013 and 2012 was $130 million, $194 million, and $159 million, respectively. Rent expense in 2014, 2013, and 2012 includes abandoned lease charges related to office closures of $4 million, $1 million, and $2 million, respectively. | ||||
On June 29, 2004 we entered into an off-balance sheet financing arrangement (commonly referred to as a “synthetic lease”). The owner/lessor in this arrangement acquired land and various real property improvements associated with new construction of an office building in Jacksonville, Florida, that are part of FNF’s corporate campus and headquarters. The lessor financed the acquisition of the facilities through funding provided by third-party financial institutions. On June 27, 2011, we renewed and amended the synthetic lease for the facilities. The amended lease provides for a five year term ending June 27, 2016 and had an outstanding balance as of December 31, 2014 of $71 million. The amended lease includes guarantees by us of up to 83.0% of the outstanding lease balance, and options to purchase the facilities at the outstanding lease balance. The guarantee becomes effective if we decline to purchase the facilities at the end of the lease and also decline to renew the lease. The lessor is a third-party company and we have no affiliation or relationship with the lessor or any of its employees, directors or affiliates, and transactions with the lessor are limited to the operating lease agreements and the associated rent expense that have been included in Other operating expenses in the Consolidated Statements of Earnings. We do not believe the lessor is a variable interest entity, as defined in the FASB standard on consolidation of variable interest entities. | ||||
Unconditional Purchase Obligations | ||||
The Restaurant Group has unconditional purchase obligations with various vendors. These purchase obligations are primarily food and beverage obligations with fixed commitments in regards to the time period of the contract and the quantities purchased with annual price adjustments that can fluctuate. We used both historical and projected volume and pricing as of December 31, 2014 to determine the amount of the obligations. BKFS has data processing and maintenance commitments with various vendors. We used current outstanding contracts with the vendors to determine the amount of the obligations. | ||||
Purchase obligations as of December 31, 2014 are as follows (in millions): | ||||
2015 | $ | 216 | ||
2016 | 49 | |||
2017 | 22 | |||
2018 | 12 | |||
2019 | 5 | |||
Thereafter | 5 | |||
Total purchase commitments | $ | 309 | ||
Regulation_and_Equity
Regulation and Equity | 12 Months Ended |
Dec. 31, 2014 | |
Regulation and Equity [Abstract] | |
Regulation and Equity | Regulation and Equity |
Our insurance subsidiaries, including title insurers, underwritten title companies and insurance agencies, are subject to extensive regulation under applicable state laws. Each of the insurance underwriters is subject to a holding company act in its state of domicile which regulates, among other matters, the ability to pay dividends and enter into transactions with affiliates. The laws of most states in which we transact business establish supervisory agencies with broad administrative powers relating to issuing and revoking licenses to transact business, regulating trade practices, licensing agents, approving policy forms, accounting practices, financial practices, establishing reserve and capital and surplus as regards policyholders (“capital and surplus”) requirements, defining suitable investments for reserves and capital and surplus and approving rate schedules. The process of state regulation of changes in rates ranges from states which set rates, to states where individual companies or associations of companies prepare rate filings which are submitted for approval, to a few states in which rate changes do not need to be filed for approval. | |
Since we are governed by both state and federal governments and the applicable insurance laws and regulations are constantly subject to change, it is not possible to predict the potential effects on our insurance operations, particularly the Title segment, of any laws or regulations that may become more restrictive in the future or if new restrictive laws will be enacted. | |
Pursuant to statutory accounting requirements of the various states in which our insurers are domiciled, these insurers must defer a portion of premiums earned as an unearned premium reserve for the protection of policyholders and must maintain qualified assets in an amount equal to the statutory requirements. The level of unearned premium reserve required to be maintained at any time is determined by statutory formula based upon either the age, number of policies and dollar amount of policy liabilities underwritten, or the age and dollar amount of statutory premiums written. As of December 31, 2014, the combined statutory unearned premium reserve required and reported for our title insurers was $1,736 million. In addition to statutory unearned premium reserves, each of our insurers maintains reserves for known claims and surplus funds for policyholder protection and business operations. | |
Each of our insurance subsidiaries is regulated by the insurance regulatory authority in its respective state of domicile, as well as that of each state in which it is licensed. The insurance commissioners of their respective states of domicile are the primary regulators of our title insurance subsidiaries. Each of the insurers is subject to periodic regulatory financial examination by regulatory authorities. | |
Our insurance subsidiaries are subject to regulations that restrict their ability to pay dividends or make other distributions of cash or property to their immediate parent company without prior approval from the Department of Insurance of their respective states of domicile. As of December 31, 2014, $2,108 million of our net assets are restricted from dividend payments without prior approval from the Departments of Insurance. During 2015, our title insurers can pay or make distributions to us of approximately $236 million, without prior approval. | |
The combined statutory capital and surplus of our title insurers was approximately $1,472 million and $1,409 million as of December 31, 2014 and 2013, respectively. The combined statutory net earnings (losses) of our title insurance subsidiaries were $276 million, $352 million, and $281 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |
Statutory-basis financial statements are prepared in accordance with accounting practices prescribed or permitted by the various state insurance regulatory authorities. The National Association of Insurance Commissioners' (“NAIC”) Accounting Practices and Procedures manual (“NAIC SAP”) has been adopted as a component of prescribed or permitted practices by each of the states that regulate us. Each of our states of domicile for our title insurance underwriter subsidiaries have adopted a material prescribed accounting practice that differs from that found in NAIC SAP. Specifically, in both years the timing of amounts released from the statutory unearned premium reserve under NAIC SAP differs from the states' required practice. Statutory surplus at December 31, 2014 and 2013, respectively, was lower by approximately $212 million and $205 million than if we had reported such amounts in accordance with NAIC SAP. | |
As a condition to continued authority to underwrite policies in the states in which our insurers conduct their business, the insurers are required to pay certain fees and file information regarding their officers, directors and financial condition. In addition, our escrow and trust business is subject to regulation by various state banking authorities. | |
Pursuant to statutory requirements of the various states in which our insurers are domiciled, such insurers must maintain certain levels of minimum capital and surplus. Required levels of minimum capital and surplus are not significant to the insurers individually or in the aggregate. Each of our insurers has complied with the minimum statutory requirements as of December 31, 2014. | |
Our underwritten title companies are also subject to certain regulation by insurance regulatory or banking authorities, primarily relating to minimum net worth. Minimum net worth requirements for each underwritten title company is less than $1 million. These companies were in compliance with their respective minimum net worth requirements at December 31, 2014. | |
There are no restrictions on our retained earnings regarding our ability to pay dividends to shareholders although there are limits on the ability of certain subsidiaries to pay dividends to us, as described above. | |
On February 23, 2015, we announced a tender offer to purchase up to $185 million of shares of our FNFV Group Common stock at a purchase price of no greater than $15.40 per share, nor less than $14.30 per share in cash. We are conducting this Offer through a procedure commonly called a “modified Dutch auction.” This procedure allows shareholders to select the price within a price range specified by us at which the shareholders are willing to sell their shares. The offer is set to expire at 12:00 Midnight, New York City time, at the end of Friday, March 20, 2015, unless we extend the offer. | |
On October 28, 2014, our Board of Directors approved a three-year stock purchase program, effective November 6, 2014, under which we can repurchase up to 10 million shares of our FNFV Group common stock through November 30, 2017. We may make repurchases from time to time in the open market, in block purchases or in privately negotiated transactions, depending on market conditions and other factors. In the year ended December 31, 2014, we repurchased a total of 116,100 shares for $2 million, or an average of $14.00 per share under this program. Subsequent to year-end we repurchased a total of 423,350 shares for $5 million, or an average of $12.34 per share under this program through market close on February 27, 2015. Since the original commencement of the plan adopted November 6, 2014, we have repurchased a total of 539,450 shares for $7 million, or an average of $12.70 per share, and there are 9,460,550 shares available to be repurchased under this program. | |
On June 30, 2014, we completed the recapitalization of Old FNF common stock into two tracking stocks, FNF Group common stock and FNFV Group common stock. We issued 277,462,875 shares of FNF Group common stock and 91,711,237 shares of FNFV Group common stock. See Note A for further discussion on the recapitalization of FNF common stock. | |
On January 2, 2014 we completed the LPS Acquisition, 25,920,078 shares of Old FNF common stock were issued as consideration for the LPS Acquisition to the former shareholders of LPS. | |
On October 24, 2013, we offered 17,250,000 shares of our common stock at an offering price of $26.75 per share, pursuant to an effective registration statement previously filed with the Securities and Exchange Commission. We granted the underwriters a 30-day option to purchase 2,587,500 additional shares at the offering price, which was exercised in full. A total of 19,837,500 shares were issued on October 30, 2013, for net proceeds of approximately $511 million. The net proceeds from this offering were used to pay a portion of the cash consideration for the LPS Acquisition on January 2, 2014. | |
On July 21, 2012, our Board of Directors approved a three-year stock repurchase program, effective August 1, 2012, under which we can repurchase up to 15 million shares of our common stock through July 31, 2015. We may make repurchases from time to time in the open market, in block purchases or in privately negotiated transactions, depending on market conditions and other factors. In the year ended December 31, 2014 we did not purchased any total shares under this program. Subsequent to year-end we did not repurchase any shares through market close on February 27, 2015. Since the original commencement of the plan adopted July 21, 2012, we have repurchased a total of 2,080,000 shares for $50 million, or an average of $23.90 per share, and there are 12,920,000 shares available to be repurchased under this program. | |
On July 21, 2009, the Board of Directors approved a three-year stock repurchase program under which we could repurchase up to 15 million shares of our common stock through July 31, 2012. On January 27, 2011, our Board of Directors approved an additional 5 million shares that could have been repurchased under the program. This program expired July 31, 2012, and we repurchased a total of 16,528,512 shares for $243 million, or an average of $14.73 per share under this program. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||
Pension and Other Postretirement Benefit Expense [Abstract] | |||||||||||||||||||||||||||
Employee Benefit Plans | Employee Benefit Plans | ||||||||||||||||||||||||||
Stock Purchase Plan | |||||||||||||||||||||||||||
During the three-year period ended December 31, 2014, our eligible employees could voluntarily participate in employee stock purchase plans (“ESPPs”) sponsored by us and our subsidiaries. Pursuant to the ESPPs, employees may contribute an amount between 3% and 15% of their base salary and certain commissions. We contribute varying amounts as specified in the ESPPs. | |||||||||||||||||||||||||||
We contributed $18 million, $17 million, and $14 million to the ESPPs in the years ended December 31, 2014, 2013, and 2012, respectively, in accordance with the employer’s matching contribution. | |||||||||||||||||||||||||||
401(k) Profit Sharing Plan | |||||||||||||||||||||||||||
During the three-year period ended December 31, 2014, we have offered our employees the opportunity to participate in our 401(k) profit sharing plans (the “401(k) Plan”), qualified voluntary contributory savings plans which are available to substantially all of our employees. Eligible employees may contribute up to 40% of their pretax annual compensation, up to the amount allowed pursuant to the Internal Revenue Code. Beginning in 2012, we initiated an employer match on the 401(k) Plan whereby we matched $0.25 on each $1.00 contributed up to the first 6% of eligible earnings contributed to the 401(k) Plan. Effective April 1, 2013, we increased the employer match from $0.25 to $0.375 on each $1.00 contributed up to the first 6% of eligible earnings contributed to the 401 (k) Plan. On June 30, 2014, we completed the recapitalization of Old FNF common stock into two tracking stocks, FNF Group common stock and FNFV Group common stock. Participants in the FNF 401(k) Plan received one share of FNF Group Common Stock and 0.3333 of a share of FNFV Group Common Stock for each share of Old FNF common stock that they held at the close of business on June 30, 2014. The employer match for the years ended December 31, 2014, 2013 and 2012 was $25 million, $17 million and $11 million, respectively, that was credited to the FNF Stock Fund in the FNF 401(k) Plan, through July 1, 2014. Subsequent to July 1, 2014, the employer match will be credited based on the participants individual investment elections. | |||||||||||||||||||||||||||
Stock Option Plans | |||||||||||||||||||||||||||
In 2005, we established the FNT 2005 Omnibus Incentive Plan (the “Omnibus Plan”) authorizing the issuance of up to 8 million shares of common stock, subject to the terms of the Omnibus Plan. On October 23, 2006, the shareholders of FNF approved an amendment to increase the number of shares available for issuance under the Omnibus Plan by 16 million shares. The increase was in part to provide capacity for options and restricted stock to be issued to replace Old FNF options and restricted stock. On May 29, 2008, May 25, 2011 and May 22, 2013, the shareholders of FNF approved an amendment to increase the number of shares for issuance under the Omnibus Plan by 11 million shares and 6 million shares and 6 million shares, respectively. The primary purpose of the increase was to assure that we had adequate means to provide equity incentive compensation to our employees on a going-forward basis. The Omnibus Plan provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units and performance shares, performance units, other cash and stock-based awards and dividend equivalents. As of December 31, 2014, there were 1,770,781 shares of restricted stock and 9,393,211 stock options outstanding under this plan. Awards granted are approved by the Compensation Committee of the Board of Directors. Options vest over a 3 year period, and the exercise price for options granted equals the market price of the underlying stock on the grant date. Stock option grants vest according to certain time based and operating performance criteria. | |||||||||||||||||||||||||||
On June 30, 2014, we completed the recapitalization of FNF common stock into two tracking stocks, FNF Group common stock and FNFV Group common stock. Each share of the previously outstanding FNF Class A common stock ("Old FNF common stock") was converted into one share of FNF Group common stock, which now trades on the New York Stock Exchange under the current trading symbol "FNF," and 0.3333 of a share of FNFV Group common stock. All participants in the stock option and restricted stock plans at the time of the recapitalization were granted a one-time grant of additional FNF Group options and restricted shares. The grant was made in order for each participant to maintain their current intrinsic value in the plan. This one-time grant did not result in any additional compensation for the employees participating in the plan. Awards granted are determined and approved by the Compensation Committee of the Board of Directors. | |||||||||||||||||||||||||||
FNF Group stock option transactions under the Omnibus Plan for 2012, 2013, and 2014 are as follows: | |||||||||||||||||||||||||||
Options | Weighted Average | Exercisable | |||||||||||||||||||||||||
Exercise Price | |||||||||||||||||||||||||||
Balance, December 31, 2011 | 20,632,021 | $ | 13.79 | 18,704,618 | |||||||||||||||||||||||
Granted | 769,693 | 22.59 | |||||||||||||||||||||||||
Exercised | (12,358,474 | ) | 12.49 | ||||||||||||||||||||||||
Canceled | (76,166 | ) | 22.69 | ||||||||||||||||||||||||
Balance, December 31, 2012 | 8,967,074 | $ | 16.27 | 8,147,381 | |||||||||||||||||||||||
Granted | 3,712,416 | 27.9 | |||||||||||||||||||||||||
Exercised | (3,267,937 | ) | 18.28 | ||||||||||||||||||||||||
Canceled | (52,813 | ) | 22.59 | ||||||||||||||||||||||||
Balance, December 31, 2013 | 9,358,740 | $ | 20.15 | 5,180,504 | |||||||||||||||||||||||
Granted | 1,112,133 | 29.8 | |||||||||||||||||||||||||
Options granted for FNFV recapitalization | 1,346,302 | 17.86 | |||||||||||||||||||||||||
Exercised | (2,418,713 | ) | 15.8 | ||||||||||||||||||||||||
Canceled | (5,251 | ) | 23.85 | ||||||||||||||||||||||||
Balance, December 31, 2014 | 9,393,211 | $ | 19.43 | 5,173,802 | |||||||||||||||||||||||
FNF Group restricted stock transactions under the Omnibus Plan in 2012, 2013, and 2014 are as follows: | |||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||
Balance, December 31, 2011 | 3,012,656 | $ | 14.78 | ||||||||||||||||||||||||
Granted | 1,332,222 | 22.59 | |||||||||||||||||||||||||
Canceled | (17,840 | ) | 14.78 | ||||||||||||||||||||||||
Vested | (1,402,300 | ) | 14.55 | ||||||||||||||||||||||||
Balance, December 31, 2012 | 2,924,738 | $ | 18.46 | ||||||||||||||||||||||||
Granted | 650,728 | 27.9 | |||||||||||||||||||||||||
Canceled | (8,116 | ) | 17.44 | ||||||||||||||||||||||||
Vested | (1,654,278 | ) | 17.3 | ||||||||||||||||||||||||
Balance, December 31, 2013 | 1,913,072 | $ | 22.68 | ||||||||||||||||||||||||
Granted | 785,705 | 29.8 | |||||||||||||||||||||||||
Restricted shares granted for FNFV recapitalization | 363,392 | 28.46 | |||||||||||||||||||||||||
Canceled | (4,656 | ) | 21.29 | ||||||||||||||||||||||||
Vested | (1,286,732 | ) | 17.33 | ||||||||||||||||||||||||
Balance, December 31, 2014 | 1,770,781 | $ | 25.08 | ||||||||||||||||||||||||
FNFV restricted stock transactions under the Omnibus Plan in 2014 are as follows: | |||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||
Balance, December 31, 2013 | — | $ | — | ||||||||||||||||||||||||
Granted | 1,233,333 | 14.69 | |||||||||||||||||||||||||
Canceled | — | — | |||||||||||||||||||||||||
Vested | — | — | |||||||||||||||||||||||||
Balance, December 31, 2014 | 1,233,333 | $ | 14.69 | ||||||||||||||||||||||||
The following table summarizes information related to stock options outstanding and exercisable as of December 31, 2014: | |||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||||||
Weighted | Weighted | ||||||||||||||||||||||||||
Average | Weighted | Average | Weighted | ||||||||||||||||||||||||
Remaining | Average | Remaining | Average | ||||||||||||||||||||||||
Range of | Number of | Contractual | Exercise | Intrinsic | Number of | Contractual | Exercise | Intrinsic | |||||||||||||||||||
Exercise Prices | Options | Life | Price | Value | Options | Life | Price | Value | |||||||||||||||||||
(In millions) | (In millions) | ||||||||||||||||||||||||||
$0.00 — $6.16 | 1,315,499 | 1.83 | $ | 6.16 | $ | 37 | 1,315,499 | 1.83 | $ | 6.16 | $ | 37 | |||||||||||||||
$6.17 — $11.85 | 1,370,947 | 0.85 | 11.85 | 31 | 1,370,947 | 0.85 | 11.85 | 31 | |||||||||||||||||||
$11.86 — $12.22 | 539,131 | 1.9 | 12.22 | 12 | 539,131 | 1.9 | 12.22 | 12 | |||||||||||||||||||
$12.23 — $15.76 | 38,133 | 1.86 | 15.21 | 1 | 38,133 | 1.86 | 15.21 | 1 | |||||||||||||||||||
$15.77 — $19.62 | 796,722 | 4.73 | 19.57 | 12 | 534,395 | 4.67 | 19.54 | 8 | |||||||||||||||||||
$19.63 — $24.24 | 4,220,646 | 5.89 | 24.24 | 43 | 1,375,697 | 5.89 | 24.24 | 14 | |||||||||||||||||||
$24.25 — $29.80 | 1,112,133 | 6.85 | 29.8 | 5 | — | — | — | — | |||||||||||||||||||
9,393,211 | $ | 141 | 5,173,802 | $ | 103 | ||||||||||||||||||||||
We account for stock-based compensation plans in accordance with GAAP on share-based payments, which requires that compensation cost relating to share-based payments be recognized in the consolidated financial statements based on the fair value of each award. Using the fair value method of accounting, compensation cost is measured based on the fair value of the award at the grant date and recognized over the service period. Net earnings attributable to FNF Shareholders reflects stock-based compensation expense amounts of $51 million for the year ended December 31, 2014 and $35 million for the year ended December 31, 2013, and $27 million for the year ended December 31, 2012, which are included in personnel costs in the reported financial results of each period. | |||||||||||||||||||||||||||
The risk free interest rates used in the calculation of compensation cost on stock options are the rates that correspond to the weighted average expected life of an option. The volatility was estimated based on the historical volatility of FNF’s stock price over a term equal to the weighted average expected life of the options. For options granted in the years ended December 31, 2014, 2013, and 2012, we used risk free interest rates of 1.5%, 1.1%, and 0.6%, respectively; volatility factors for the expected market price of the common stock of 24%, 26%, and 50%, respectively; expected dividend yields of 2.6%, 2.6%, and 2.8%, respectively; and weighted average expected lives of 4.6 years, 4.4 years, and 4.6 years, respectively. The weighted average fair value of each option granted in the years ended December 31, 2014, 2013, and 2012, were $4.81, $4.67, and $7.58, respectively. | |||||||||||||||||||||||||||
At December 31, 2014, the total unrecognized compensation cost related to non-vested stock option grants and restricted stock grants is $75 million, which is expected to be recognized in pre-tax income over a weighted average period of 1.68 years. | |||||||||||||||||||||||||||
Profits Interests Plan | |||||||||||||||||||||||||||
During the year ended December 31, 2014, there were 11 million profits interests outstanding in each of BKFS and ServiceLink, which were issued to certain members of management, directors, and certain employees, which vest over 3 years, with 50% vesting after the second year and 50% vesting after the third year. The terms of the profits interest grants provide for the grantees to participate in any incremental value of BKFS and ServiceLink in excess of its fair value at the date of grant in proportion to the Class A member unit holders participation in the same. The fair values of BKFS and ServiceLink at the date of grant is otherwise known as the hurdle amount. Profits interests granted are determined and approved by the Compensation Committee of the Board of Directors. Once vested, Class B units are not subject to expiration. The Class B units may be settled under various scenarios. According to the terms of the Profits Interest Plan (or the “Plan”) and depending on the scenario, the Class B units may be settled in shares of FNF Group common stock or cash at our election. | |||||||||||||||||||||||||||
The profits interest holders have an option to put their profits interests to us if no public offering of the corresponding businesses has been consummated after four years from the date of grant. The units may be settled in cash or FNF Group common stock or a combination of both at our election and will be settled at the current fair value at the time we receive notice of the put election. The fair value will be determined by the parties or by a third party appraisal under the terms of the Plan. As the profits interests provide for redemption features not solely within our control, we classify the redemption value outside of permanent equity in redeemable noncontrolling interests. The redemption value is equal to the difference in the per unit fair value of the underlying member units and the hurdle amount, based upon the proportionate required service period rendered to date. | |||||||||||||||||||||||||||
We account for the profits interests granted to employees and directors in accordance with GAAP on share-based payments, which requires that compensation cost relating to share-based payments made to employees and directors be recognized in the consolidated financial statements based on the fair value of each award. Using the fair value method of accounting, compensation cost is measured based on the fair value of the award at the grant date and recognized over the service period. We utilized the Black-Scholes model to calculate the fair value of the profits interests’ awards on the date of grant (“Calculation”). | |||||||||||||||||||||||||||
The hurdle rate as of the date of grant was used to determine the per unit strike price for the Calculation. The risk free interest rates used in the calculation of the fair value of profits interests are the rates that correspond to the weighted average expected life of the profits interests. The volatility was estimated based on the historical volatility of BKFS and ServiceLink peers and of the historical LPS stock price over a term equal to the weighted average expected life of the profits interests. We used a weighted average risk free interest rate of 1.06%, a volatility factor for the expected market price of the member units of 33.3% and a weighted average expected life of 3.5 years with a discount of 22.0% for lack of marketability, resulting in a weighted average fair value of $2.04 per profits interests unit granted. The total redemption value of the outstanding profits interests as of December 31, 2014 was $88 million. | |||||||||||||||||||||||||||
Profits interest expense is included in Personnel costs in the Consolidated Statements of Earnings and Non-controlling interest in the Consolidated Statements of Equity. Net earnings from continuing operations reflect profits interest expense of $14 million for the year ended December 31, 2014. The redemption value of the profits interests granted is reclassified from Non-controlling interest to Redeemable non-controlling interest and was $28 million at December 31, 2014. | |||||||||||||||||||||||||||
As of December 31, 2014, the total unrecognized compensation cost related to non-vested profits interests grants is $30 million which is expected to be recognized in pre-tax income over a weighted average period of 2.08 years. | |||||||||||||||||||||||||||
Pension Plans | |||||||||||||||||||||||||||
In 2000, FNF merged with Chicago Title Corporation ("Chicago Title"). In connection with the merger, we assumed Chicago Title’s noncontributory defined contribution plan and noncontributory defined benefit pension plan (the “Pension Plan”). The Pension Plan covers certain Chicago Title employees. The benefits are based on years of service and the employee’s average monthly compensation in the highest 60 consecutive calendar months during the 120 months ending at retirement or termination. Effective December 31, 2000, the Pension Plan was frozen and there will be no future credit given for years of service or changes in salary. The accumulated benefit obligation is the same as the projected benefit obligation due to the pension plan being frozen as of December 31, 2000. Pursuant to GAAP on employers’ accounting for defined benefit pension and other post retirement plans, the measurement date is December 31. | |||||||||||||||||||||||||||
The net pension asset (liability) included in Prepaid expenses and other assets and Accounts payable and other accrued liabilities as of December 31, 2014, and 2013 was $14 million and $(6) million, respectively. The discount rate used to determine the benefit obligation as of the years ended December 31, 2014 and 2013 was 3.37% and 4.12%, respectively. As of the years ended December 31, 2014 and 2013 the projected benefit obligation was $185 million and $167 million, respectively, and the fair value of plan assets was $171 million and $173 million, respectively. The net periodic expense included in the results of operations relating to these plans was $6 million, $9 million, and $10 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||||||||||||||||
Postretirement and Other Nonqualified Employee Benefit Plans | |||||||||||||||||||||||||||
We assumed certain health care and life insurance benefits for retired Chicago Title employees in connection with the FNF merger with Chicago Title. Beginning on January 1, 2001, these benefits were offered to all employees who met specific eligibility requirements. Additionally, in connection with the acquisition of LandAmerica Financial Group's two principal title insurance underwriters, Commonwealth Land Title Insurance Company and Lawyers Title Insurance Corporation, as well as United Capital Title Insurance Company (collectively, the "LFG Underwriters"), we assumed certain of the LFG Underwriters nonqualified benefit plans, which provide various postretirement benefits to certain executives and retirees. The costs of these benefit plans are accrued during the periods the employees render service. We are both self-insured and fully insured for postretirement health care and life insurance benefit plans, and the plans are not funded. The health care plans provide for insurance benefits after retirement and are generally contributory, with contributions adjusted annually. Postretirement life insurance benefits are primarily contributory, with coverage amounts declining with increases in a retiree’s age. The aggregate benefit obligation for these plans was $20 million at December 31, 2014 and 2013. The net costs relating to these plans were immaterial for the years ended December 31, 2014, 2013, and 2012. |
Supplementary_Cash_Flow_Inform
Supplementary Cash Flow Information | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Supplemental Cash Flow Information [Abstract] | |||||||||||||
Supplementary Cash Flow Information | Supplementary Cash Flow Information | ||||||||||||
The following supplemental cash flow information is provided with respect to interest and tax payments, as well as certain non-cash investing and financing activities. | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(In millions) | |||||||||||||
Cash paid during the year: | |||||||||||||
Interest | $ | 140 | $ | 87 | $ | 65 | |||||||
Income taxes | 75 | 242 | 109 | ||||||||||
Non-cash investing and financing activities: | |||||||||||||
Liabilities assumed in connection with acquisitions: | |||||||||||||
Fair value of net assets acquired | $ | 5,250 | $ | 30 | $ | 1,116 | |||||||
Less: Total purchase price | 2,363 | 25 | 254 | ||||||||||
Liabilities assumed | $ | 2,887 | $ | 5 | $ | 862 | |||||||
Financial_Instruments_with_Off
Financial Instruments with Off-Balance Sheet Risk and Concentration of Risk | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Financial Instruments With Off Balance Sheet Risk And Concentrated Risk [Abstract] | |||||||||
Financial Instruments with Off-Balance Sheet Risk and Concentration of Risk | Financial Instruments with Off-Balance Sheet Risk and Concentration of Risk | ||||||||
Title | |||||||||
In the normal course of business we and certain of our subsidiaries enter into off-balance sheet credit arrangements associated with certain aspects of the title insurance business and other activities. | |||||||||
We generate a significant amount of title insurance premiums in California, Texas, New York and Florida. Title insurance premiums as a percentage of the total title insurance premiums written from those four states are detailed as follows: | |||||||||
2014 | 2013 | 2012 | |||||||
Texas | 15.4 | % | 14.4 | % | 12.9 | % | |||
California | 15 | % | 15.2 | % | 17.2 | % | |||
New York | 7.9 | % | 7.4 | % | 7.4 | % | |||
Florida | 7.8 | % | 7.6 | % | 6.6 | % | |||
BKFS generates a significant amount of revenue from large customers, including one customer that accounted for 13.5% of total revenue and another customer that accounted for 11.8% of total revenue, in the year ended December 31, 2014. | |||||||||
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents, short-term investments, and trade receivables. | |||||||||
We place cash equivalents and short-term investments with high credit quality financial institutions and, by policy, limit the amount of credit exposure with any one financial institution. Investments in commercial paper of industrial firms and financial institutions are rated investment grade by nationally recognized rating agencies. | |||||||||
Concentrations of credit risk with respect to trade receivables are limited because a large number of geographically diverse customers make up our customer base, thus spreading the trade receivables credit risk. We control credit risk through monitoring procedures. | |||||||||
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents and trade receivables. |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Segments Information [Abstract] | ||||||||||||||||||||||||||||||||
Segment Information | Segment Information | |||||||||||||||||||||||||||||||
Summarized financial information concerning our reportable segments is shown in the following tables. During the fourth quarter of 2013, we determined that the Corporate and Other segment would be split in order to differentiate operations and costs related to our FNF Core businesses from those associated with FNFV. As a result, we reorganized our reporting segments to reflect this change. On January 2, 2014, we acquired LPS. As a result we have a new segment, BKFS, which contains the technology, data and analytics operations of the former LPS company. We have combined the acquired transaction services business of LPS with our existing ServiceLink operations which reside in the Title segment. There are several intercompany corporate related arrangements between our various FNF Core businesses. The effects of these arrangements including intercompany notes and related interest and any other non-operational intercompany revenues and expenses have been eliminated in the segment presentations below. | ||||||||||||||||||||||||||||||||
As of and for the year ended December 31, 2014: | ||||||||||||||||||||||||||||||||
Title | BKFS | FNF Core Corporate and Other | Total FNF Core | Restaurant Group | FNFV Corporate | Total FNFV | Total | |||||||||||||||||||||||||
and Other | ||||||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||||||
Title premiums | $ | 3,671 | $ | — | $ | — | $ | 3,671 | $ | — | $ | — | $ | — | $ | 3,671 | ||||||||||||||||
Other revenues | 1,855 | 852 | (13 | ) | 2,694 | — | 110 | 110 | 2,804 | |||||||||||||||||||||||
Restaurant revenues | — | — | — | — | 1,436 | — | 1,436 | 1,436 | ||||||||||||||||||||||||
Revenues from external customers | 5,526 | 852 | (13 | ) | 6,365 | 1,436 | 110 | 1,546 | 7,911 | |||||||||||||||||||||||
Interest and investment income (loss), including realized gains and losses | 126 | — | (1 | ) | 125 | (13 | ) | 1 | (12 | ) | 113 | |||||||||||||||||||||
Total revenues | 5,652 | 852 | (14 | ) | 6,490 | 1,423 | 111 | 1,534 | 8,024 | |||||||||||||||||||||||
Depreciation and amortization | 145 | 188 | 3 | 336 | 52 | 15 | 67 | 403 | ||||||||||||||||||||||||
Interest expense | — | 31 | 91 | 122 | 8 | (3 | ) | 5 | 127 | |||||||||||||||||||||||
Earnings (loss) from continuing operations, before income taxes and equity in earnings of unconsolidated affiliates | 542 | (15 | ) | (121 | ) | 406 | 13 | (27 | ) | (14 | ) | 392 | ||||||||||||||||||||
Income tax expense (benefit) | 196 | (7 | ) | (27 | ) | 162 | 1 | 149 | 150 | 312 | ||||||||||||||||||||||
Earnings (loss) from continuing operations, before equity in earnings of unconsolidated affiliates | 346 | (8 | ) | (94 | ) | 244 | 12 | (176 | ) | (164 | ) | 80 | ||||||||||||||||||||
Equity in earnings of unconsolidated affiliates | 4 | — | — | 4 | — | 428 | 428 | 432 | ||||||||||||||||||||||||
Earnings (loss) from continuing operations | $ | 350 | $ | (8 | ) | $ | (94 | ) | $ | 248 | $ | 12 | $ | 252 | $ | 264 | $ | 512 | ||||||||||||||
Assets | $ | 8,280 | $ | 3,598 | $ | 67 | $ | 11,945 | $ | 662 | $ | 1,261 | $ | 1,923 | $ | 13,868 | ||||||||||||||||
Goodwill | 2,289 | 2,223 | 3 | 4,515 | 119 | 87 | 206 | 4,721 | ||||||||||||||||||||||||
As of and for the year ended December 31, 2013: | ||||||||||||||||||||||||||||||||
Title | FNF Core Corporate and Other | Total FNF Core | Restaurant Group | FNFV Corporate | Total FNFV | Total | ||||||||||||||||||||||||||
and Other (1), (2) | ||||||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||||||
Title premiums | $ | 4,152 | $ | — | $ | 4,152 | $ | — | $ | — | $ | — | $ | 4,152 | ||||||||||||||||||
Other revenues | 1,597 | 53 | 1,650 | — | 87 | 87 | 1,737 | |||||||||||||||||||||||||
Restaurant revenues | — | — | — | 1,408 | — | 1,408 | 1,408 | |||||||||||||||||||||||||
Revenues from external customers | 5,749 | 53 | 5,802 | 1,408 | 87 | 1,495 | 7,297 | |||||||||||||||||||||||||
Interest and investment income (loss), including realized gains and losses | 145 | (4 | ) | 141 | (1 | ) | 3 | 2 | 143 | |||||||||||||||||||||||
Total revenues | 5,894 | 49 | 5,943 | 1,407 | 90 | 1,497 | 7,440 | |||||||||||||||||||||||||
Depreciation and amortization | 65 | 3 | 68 | 53 | 12 | 65 | 133 | |||||||||||||||||||||||||
Interest expense | — | 68 | 68 | 8 | (3 | ) | 5 | 73 | ||||||||||||||||||||||||
Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates | 808 | (152 | ) | 656 | 12 | (52 | ) | (40 | ) | 616 | ||||||||||||||||||||||
Income tax expense (benefit) | 297 | (60 | ) | 237 | (4 | ) | (38 | ) | (42 | ) | 195 | |||||||||||||||||||||
Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates | 511 | (92 | ) | 419 | 16 | (14 | ) | 2 | 421 | |||||||||||||||||||||||
Equity in earnings (loss) of unconsolidated affiliates | 5 | (1 | ) | 4 | — | (30 | ) | (30 | ) | (26 | ) | |||||||||||||||||||||
Earnings (loss) from continuing operations | $ | 516 | $ | (93 | ) | $ | 423 | $ | 16 | $ | (44 | ) | $ | (28 | ) | $ | 395 | |||||||||||||||
Assets | $ | 6,762 | $ | 1,150 | $ | 7,912 | $ | 670 | $ | 1,946 | $ | 2,616 | $ | 10,528 | ||||||||||||||||||
Goodwill | 1,435 | 4 | 1,439 | 119 | 343 | 462 | 1,901 | |||||||||||||||||||||||||
______________ | ||||||||||||||||||||||||||||||||
(1) Assets in 2013 includes $1,255 million for Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
(2) Goodwill in 2013 includes $248 million or Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
As of and for the year ended December 31, 2012: | ||||||||||||||||||||||||||||||||
Title | FNF Core Corporate and Other | Total FNF Core | Restaurant Group | FNFV Corporate | Total FNFV | Total | ||||||||||||||||||||||||||
and Other (1), (2) | ||||||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||||||
Title premiums | $ | 3,833 | $ | — | $ | 3,833 | $ | — | $ | — | $ | — | $ | 3,833 | ||||||||||||||||||
Other revenues | 1,613 | 48 | 1,661 | — | 15 | 15 | 1,676 | |||||||||||||||||||||||||
Restaurant revenues | — | — | — | 908 | — | 908 | 908 | |||||||||||||||||||||||||
Revenues from external customers | 5,446 | 48 | 5,494 | 908 | 15 | 923 | 6,417 | |||||||||||||||||||||||||
Interest and investment income (loss), including realized gains and losses | 140 | (3 | ) | 137 | 119 | (5 | ) | 114 | 251 | |||||||||||||||||||||||
Total revenues | 5,586 | 45 | 5,631 | 1,027 | 10 | 1,037 | 6,668 | |||||||||||||||||||||||||
Depreciation and amortization | 64 | 4 | 68 | 35 | — | 35 | 103 | |||||||||||||||||||||||||
Interest expense | 1 | 60 | 61 | 3 | — | 3 | 64 | |||||||||||||||||||||||||
Earnings (loss) from continuing operations, before income taxes and equity in earnings of unconsolidated affiliates | 776 | (107 | ) | 669 | 102 | (25 | ) | 77 | 746 | |||||||||||||||||||||||
Income tax expense (benefit) | 282 | (52 | ) | 230 | 18 | (6 | ) | 12 | 242 | |||||||||||||||||||||||
Earnings (loss) from continuing operations, before equity in earnings of unconsolidated affiliates | 494 | (55 | ) | 439 | 84 | (19 | ) | 65 | 504 | |||||||||||||||||||||||
Equity in earnings (loss) of unconsolidated affiliates | 5 | — | 5 | — | 5 | 5 | 10 | |||||||||||||||||||||||||
Earnings (loss) from continuing operations | $ | 499 | $ | (55 | ) | $ | 444 | $ | 84 | $ | (14 | ) | $ | 70 | $ | 514 | ||||||||||||||||
Assets | $ | 6,929 | $ | 337 | $ | 7,266 | $ | 689 | $ | 1,948 | $ | 2,637 | $ | 9,903 | ||||||||||||||||||
Goodwill | 1,434 | 3 | 1,437 | 119 | 351 | 470 | 1,907 | |||||||||||||||||||||||||
______________ | ||||||||||||||||||||||||||||||||
(1) Assets in 2012 also included $1,270 million for Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
(2) Goodwill in 2012 also included $246 million or Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
The activities in our segments include the following: | ||||||||||||||||||||||||||||||||
FNF Core Operations | ||||||||||||||||||||||||||||||||
Title | ||||||||||||||||||||||||||||||||
This segment consists of the operations of our title insurance underwriters and related businesses. This segment provides core title insurance and escrow and other title related services including collection and trust activities, trustee sales guarantees, recordings and reconveyances, and home warranty insurance. This segment also includes the transaction services business acquired from LPS, now combined with our ServiceLink business. Transaction services include other title related services used in production and management of mortgage loans, including mortgage loans that go into default. | ||||||||||||||||||||||||||||||||
BKFS | ||||||||||||||||||||||||||||||||
This segment consists of the operations of BKFS. This segment provides core technology and data and analytics services through leading software systems and information solutions that facilitate and automate many of the business processes across the life cycle of a mortgage. | ||||||||||||||||||||||||||||||||
FNF Core Corporate and Other | ||||||||||||||||||||||||||||||||
The FNF Core Corporate and Other segment consists of the operations of the parent holding company, certain other unallocated corporate overhead expenses, and other smaller real estate and insurance related operations. | ||||||||||||||||||||||||||||||||
FNFV | ||||||||||||||||||||||||||||||||
Restaurant Group | ||||||||||||||||||||||||||||||||
The Restaurant Group segment consists of the operations of ABRH, in which we have a 55% ownership interest. ABRH is the owner and operator of the O'Charley's, Ninety Nine Restaurants, Max & Erma's, Village Inn and Bakers Square concepts. This segment also includes J. Alexander's, which also includes the Stoney River Steakhouse and Grill concept. | ||||||||||||||||||||||||||||||||
FNFV Corporate and Other | ||||||||||||||||||||||||||||||||
The FNFV Corporate and Other segment primarily consists of our share in the operations of certain equity investments, including Ceridian, Digital Insurance and other smaller operations which are not title related. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2014 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | Recent Accounting Pronouncements |
In April 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This ASU raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. This ASU is effective for annual periods beginning after December 15, 2014, and interim periods within annual periods beginning on or after December 15, 2015, with early adoption permitted. We early adopted this ASU in the third quarter of 2014. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This ASU provides a new comprehensive revenue recognition model that requires companies to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. This update permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. This update is effective for annual and interim periods beginning on or after December 15, 2016, with early application not permitted. | |
In November 2014, the FASB issued ASU No. 2014-17, Business Combinations (Topic 805). This ASU provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An acquired entity may elect the option to apply pushdown accounting in the reporting period in which the change-in-control event occurs. An acquired entity should determine whether to elect to apply pushdown accounting for each individual change-in-control event in which an acquirer obtains control of the acquired entity. If pushdown accounting is not applied in the reporting period in which the change-in-control event occurs, an acquired entity will have the option to elect to apply pushdown accounting in a subsequent reporting period to the acquired entity’s most recent change-in-control event.The amendments in this Update are effective on November 18, 2014. After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or to its most recent change-in-control event. However, if the financial statements for the period in which the most recent change-in-control event occurred already have been issued or made available to be issued, the application of this guidance would be a change in accounting principle. We plan to adopt this ASU for the annual period beginning January 1, 2015 and do not expect this update to have a material impact on our financial statements. |
Capitalized_Software_Notes
Capitalized Software (Notes) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Capitalized Software Disclosure [Abstract] | ||||||||
Research, Development, and Computer Software Disclosure [Text Block] | Capitalized Software | |||||||
Capitalized software consists of the following: | ||||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Capitalized software | $ | 841 | $ | 215 | ||||
Accumulated amortization | (271 | ) | (175 | ) | ||||
$ | 570 | $ | 40 | |||||
Amortization expense on software was $84 million, $14 million, and $14 million for the years ended December 31, 2014, 2013, and 2012, respectively. |
Significant_Accounting_Policie
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Summary of Significant Accounting Policies [Abstract] | |
Share-based Compensation, Option and Incentive Plans Policy | Stock-Based Compensation Plans |
We account for stock-based compensation plans using the fair value method. Using the fair value method of accounting, compensation cost is measured based on the fair value of the award at the grant date, using the Black-Scholes Model, and recognized over the service period. | |
Income Tax, Policy | Income Taxes |
We recognize deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities and expected benefits of utilizing net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The impact on deferred taxes of changes in tax rates and laws, if any, is applied to the years during which temporary differences are expected to be settled and reflected in the financial statements in the period enacted. | |
Property, Plant and Equipment, Policy | Property and Equipment |
Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is computed primarily using the straight-line method based on the estimated useful lives of the related assets: twenty to thirty years for buildings and three to twenty-five years for furniture, fixtures and equipment. Leasehold improvements are amortized on a straight-line basis over the lesser of the term of the applicable lease or the estimated useful lives of such assets. Equipment under capitalized leases is amortized on a straight-line basis to its expected residual value at the end of the lease term. Property and equipment are reviewed for impairment whenever events or circumstances indicate that the carrying amounts may not be recoverable. | |
In our Restaurant Group, all direct external costs associated with obtaining the land, building and equipment for each new restaurant, as well as construction period interest are capitalized. Direct external costs associated with obtaining the dining room and kitchen equipment, signage and other assets and equipment are also capitalized. In addition, for each new restaurant and re-branded restaurant, a portion of the internal direct costs of its real estate and construction department are also capitalized. | |
Title Plant Accounting Policy | Title Plants |
Title plants are recorded at the cost incurred to construct or obtain and organize historical title information to the point it can be used to perform title searches. Costs incurred to maintain, update and operate title plants are expensed as incurred. Title plants are not amortized as they are considered to have an indefinite life if maintained. Sales of title plants are reported at the amount received net of the adjusted costs of the title plant sold. Sales of title plant copies are reported at the amount received. No cost is allocated to the sale of copies of title plants unless the carrying value of the title plant is diminished or impaired. Title plants are reviewed for impairment whenever events or circumstances indicate that the carrying amounts may not be recoverable. | |
Goodwill and Intangible Assets, Intangible Assets, Policy | Other Intangible Assets |
We have other intangible assets, not including goodwill, which consist primarily of customer relationships and contracts and trademarks which are generally recorded in connection with acquisitions at their fair value, and debt issuance costs relating to the issuance of our long-term notes payable. Intangible assets with estimable lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. In general, customer relationships are amortized over their estimated useful lives using an accelerated method which takes into consideration expected customer attrition rates. Contractual relationships are generally amortized over their contractual life. Trademarks are generally considered intangible assets with indefinite lives and are reviewed for impairment at least annually. Debt issuance costs are amortized on a straight line basis over the contractual life of the related debt instrument. | |
Investment, Policy | Investments |
Fixed maturity securities are purchased to support our investment strategies, which are developed based on factors including rate of return, maturity, credit risk, duration, tax considerations and regulatory requirements. Fixed maturity securities which may be sold prior to maturity to support our investment strategies are carried at fair value and are classified as available for sale as of the balance sheet dates. Fair values for fixed maturity securities are principally a function of current market conditions and are valued based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly. Discount or premium is recorded for the difference between the purchase price and the principal amount. The discount or premium is amortized or accrued using the interest method and is recorded as an adjustment to interest and investment income. The interest method results in the recognition of a constant rate of return on the investment equal to the prevailing rate at the time of purchase or at the time of subsequent adjustments of book value. Changes in prepayment assumptions are accounted for retrospectively. | |
Equity securities and preferred stocks held are considered to be available for sale and carried at fair value as of the balance sheet dates. Our equity securities and certain preferred stocks are Level 1 financial assets and fair values are based on quoted prices in active markets. Other preferred stock holdings are Level 2 financial assets and are valued based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly. | |
Investments in unconsolidated affiliates are recorded using the equity method of accounting. | |
Other long-term investments consist of various cost-method investments and in 2013 included structured notes. The structured notes were carried at fair value as of the balance sheet date. The structured notes matured during the third quarter of 2014 (see Note C for further discussion). The cost-method investments are carried at historical cost. | |
Short-term investments, which consist primarily of commercial paper and money market instruments, which have an original maturity of one year or less, are carried at amortized cost, which approximates fair value. | |
Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold and are credited or charged to income on a trade date basis. Unrealized gains or losses on securities which are classified as available for sale, net of applicable deferred income tax expenses (benefits), are excluded from earnings and credited or charged directly to a separate component of equity. If any unrealized losses on available for sale securities are determined to be other-than-temporary, such unrealized losses are recognized as realized losses. Unrealized losses are considered other-than-temporary if factors exist that cause us to believe that the value will not increase to a level sufficient to recover our cost basis. Some factors considered in evaluating whether or not a decline in fair value is other-than-temporary include: (i) our need and intent to sell the investment prior to a period of time sufficient to allow for a recovery in value; (ii) the duration and extent to which the fair value has been less than cost; and (iii) the financial condition and prospects of the issuer. Such reviews are inherently uncertain and the value of the investment may not fully recover or may decline in future periods resulting in a realized loss. | |
Cash and Cash Equivalents, Policy | Cash and Cash Equivalents |
Highly liquid instruments purchased as part of cash management with original maturities of three months or less are considered cash equivalents. The carrying amounts reported in the Consolidated Balance Sheets for these instruments approximate their fair value. | |
Fair Value of Financial Instruments, Policy | Fair Value of Financial Instruments |
The fair values of financial instruments presented in the Consolidated Financial Statements are estimates of the fair values at a specific point in time using available market information and appropriate valuation methodologies. These estimates are subjective in nature and involve uncertainties and significant judgment in the interpretation of current market data. We do not necessarily intend to dispose of or liquidate such instruments prior to maturity. | |
Trade and Other Accounts Receivable, Policy | Trade and Notes Receivables |
The carrying values reported in the Consolidated Balance Sheets for trade and notes receivables approximate their fair value. | |
Goodwill and Intangible Assets, Goodwill, Policy | Goodwill |
Goodwill represents the excess of cost over fair value of identifiable net assets acquired and assumed in a business combination. Goodwill and other intangible assets with indefinite useful lives are reviewed for impairment annually or more frequently if circumstances indicate potential impairment, through a comparison of fair value to the carrying amount. In evaluating the recoverability of goodwill, we perform an annual goodwill impairment analysis based on a review of qualitative factors to determine if events and circumstances exist which will lead to a determination that the fair value of a reporting unit is greater than its carrying amount, prior to performing a full fair-value assessment. | |
Liability Reserve Estimate, Policy | Reserve for Title Claim Losses |
Our reserve for title claim losses includes known claims as well as losses we expect to incur, net of recoupments. Each known claim is reserved based on our review as to the estimated amount of the claim and the costs required to settle the claim. Reserves for claims which are incurred but not reported are established at the time premium revenue is recognized based on historical loss experience and also take into consideration other factors, including industry trends, claim loss history, current legal environment, geographic considerations and the type of policy written. | |
The reserve for title claim losses also includes reserves for losses arising from closing and disbursement functions due to fraud or operational error. | |
If a loss is related to a policy issued by an independent agent, we may proceed against the independent agent pursuant to the terms of the agency agreement. In any event, we may proceed against third parties who are responsible for any loss under the title insurance policy under rights of subrogation. | |
Reinsurance Accounting Policy | Reinsurance |
In a limited number of situations, we limit our maximum loss exposure by reinsuring certain risks with other insurers. We also earn a small amount of additional income, which is reflected in our direct premiums, by assuming reinsurance for certain risks of other insurers. We cede a portion of certain policy and other liabilities under agent fidelity, excess of loss and case-by-case reinsurance agreements. Reinsurance agreements provide that in the event of a loss (including costs, attorneys’ fees and expenses) exceeding the retained amounts, the reinsurer is liable for the excess amount assumed. However, the ceding company remains primarily liable in the event the reinsurer does not meet its contractual obligations. | |
Revenue Recognition, Policy | Revenue Recognition |
Title. Our direct title insurance premiums and escrow, title-related and other fees are recognized as revenue at the time of closing of the related transaction as the earnings process is then considered complete, whereas premium revenues from agency operations and agency commissions include an accrual based on estimates using historical information of the volume of transactions that have closed in a particular period for which premiums have not yet been reported to us. The accrual for agency premiums is necessary because of the lag between the closing of these transactions and the reporting of these policies to us by the agent. Historically, the time lag between the closing of these transactions by our agents and the reporting of these policies, or premiums, to us has been up to 15 months, with 70 - 80% reported within three months following closing, an additional 10 - 20% reported within the next three months and the remainder within seven to fifteen months. In addition to accruing these earned but unreported agency premiums, we also accrue agent commission expense, which was 75.7%, of agent premiums earned in 2014, 76.1% of agent premiums earned in 2013 and 76.2% of agent premiums earned in 2012. We also record a provision for claim losses at our average provision rate at the time we record the accrual for the premiums, which was 6.2% for 2014 and 7.0% for 2013 and 2012, and accruals for premium taxes and other expenses relating to our premium accrual. The resulting impact to pretax earnings in any period is approximately 10% of the accrued premium amount. The impact of the change in the accrual for agency premiums and related expenses on our pretax earnings was a decrease of $9 million for the year ended December 31, 2014, $7 million for the year ended 2013 and less than $1 million for the year ended 2012. The amount due from our agents relating to this accrual, i.e., the agent premium less their contractual retained commission, was approximately $55 million and $74 million at December 31, 2014 and 2013, respectively, which represents agency premiums of approximately $276 million and $364 million at December 31, 2014 and 2013, respectively, and agent commissions of $221 million and $290 million at December 31, 2014 and 2013, respectively. | |
Revenues from home warranty insurance policies are recognized over the life of the policy, which is one year. The unrecognized portion is recorded as deferred revenue in Accounts payable and other accrued liabilities in the Consolidated Balance Sheets. | |
BKFS . Within our BKFS segment, our primary types of revenues and our revenue recognition policies as they pertain to the types of contractual arrangements we enter into with our customers to provide services, software licenses, and software-related services either individually or as part of an integrated offering of multiple services. These arrangements occasionally include offerings from more than one segment to the same customer. We recognize revenues relating to mortgage processing, outsourced business processing services, data and analytics services, along with software licensing and software-related services. In some cases, these services are offered in combination with one another, and in other cases we offer them individually. Revenues from processing services are typically volume-based depending on factors such as the number of accounts processed, transactions processed and computer resources utilized. | |
The majority of our revenues are from outsourced data processing and application hosting, data, analytic and valuation related services, and outsourced business processing services. Revenue is realized or realizable and earned when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. For hosting arrangements, revenues and costs related to implementation, conversion and programming services are deferred and subsequently recognized using the straight-line method over the term of the related services agreement. We evaluate these deferred contract costs for impairment in the event any indications of impairment exist. | |
In the event that our arrangements with our customers include more than one element, we determine whether the individual revenue elements can be recognized separately. In arrangements with multiple deliverables, the delivered items are considered separate units of accounting if (1) they have value on a standalone basis and (2) performance of the undelivered items is considered probable and within our control. Arrangement consideration is then allocated to the separate units of accounting based on relative selling price. If it exists, vendor-specific objective evidence is used to determine relative selling price, otherwise third-party evidence of selling price is used. If neither exists, the best estimate of selling price is used for the deliverable. | |
For multiple element software arrangements, we determine the appropriate units of accounting and how the arrangement consideration should be measured and allocated to the separate units. Initial license fees are recognized when a contract exists, the fee is fixed or determinable, software delivery has occurred and collection of the receivable is deemed probable, provided that vendor-specific objective evidence (“VSOE”) has been established for each element or for any undelivered elements. We determine the fair value of each element or the undelivered elements in multi-element software arrangements based on VSOE. VSOE for each element is based on the price charged when the same element is sold separately, or in the case of post-contract customer support, when a stated renewal rate is provided to the customer. If evidence of fair value of all undelivered elements exists but evidence does not exist for one or more delivered elements, then revenue is recognized using the residual method. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement fee is recognized as revenue. If evidence of fair value does not exist for one or more undelivered elements of a contract, then all revenue is deferred until all elements are delivered or fair value is determined for all remaining undelivered elements. Revenue from post-contract customer support is recognized ratably over the term of the agreement. We record deferred revenue for all billings invoiced prior to revenue recognition. | |
Restaurant Group. Restaurant revenue on the Consolidated Statements of Earnings consists of restaurant sales and, to a lesser extent, franchise revenue and other revenue. Restaurant sales include food and beverage sales and are net of applicable state and local sales taxes and discounts. | |
Earnings Per Share, Policy | Earnings Per Share |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Table) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Related Party Transactions [Abstract] | ||||||||||||||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The purchase price was as follows (in millions): | |||||||||||||||||||
Cash paid for LPS outstanding shares | $ | 2,535 | ||||||||||||||||||
Less: cash acquired from LPS | (282 | ) | ||||||||||||||||||
Net cash paid for LPS | 2,253 | |||||||||||||||||||
FNF common stock issued (25,920,078 shares) | 839 | |||||||||||||||||||
Total net consideration paid | $ | 3,092 | ||||||||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Changes in the balance of Other comprehensive earnings by component are as follows: | |||||||||||||||||||
Unrealized gain (loss) on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) | Unrealized (loss) gain relating to investments in unconsolidated affiliates | Unrealized (loss) gain on foreign currency translation and cash flow hedging | Minimum pension liability adjustment | Total Accumulated Other Comprehensive Earnings | ||||||||||||||||
(In millions) | ||||||||||||||||||||
Balance December 31, 2012 | $ | 116 | $ | (26 | ) | $ | 9 | $ | (40 | ) | $ | 59 | ||||||||
Other comprehensive (losses) earnings | (33 | ) | (15 | ) | (2 | ) | 24 | (26 | ) | |||||||||||
Reclassification adjustments for change in unrealized gains and losses included in net earnings | 4 | — | — | — | 4 | |||||||||||||||
Balance December 31, 2013 | 87 | (41 | ) | 7 | (16 | ) | 37 | |||||||||||||
Other comprehensive (losses) earnings | (1 | ) | (10 | ) | (17 | ) | (12 | ) | (40 | ) | ||||||||||
Distribution of Remy to FNFV Group Shareholders | — | — | 3 | 2 | 5 | |||||||||||||||
Balance December 31, 2014 | $ | 86 | $ | (51 | ) | $ | (7 | ) | $ | (26 | ) | $ | 2 | |||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | A reconciliation of the operations of Remy to the Statement of Earnings is shown below: | |||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
(In millions) | ||||||||||||||||||||
Revenues: | ||||||||||||||||||||
Auto parts revenues | $ | 1,172 | $ | 1,127 | $ | 417 | ||||||||||||||
Other revenues | 1 | (2 | ) | 80 | ||||||||||||||||
Total | 1,173 | 1,125 | 497 | |||||||||||||||||
Expenses: | ||||||||||||||||||||
Personnel costs | 81 | 86 | 29 | |||||||||||||||||
Other operating expenses | 52 | 46 | 18 | |||||||||||||||||
Cost of auto parts revenues | 1,009 | 947 | 350 | |||||||||||||||||
Depreciation & amortization | 4 | 4 | 1 | |||||||||||||||||
Interest expense | 21 | 20 | 10 | |||||||||||||||||
Total expenses | 1,167 | 1,103 | 408 | |||||||||||||||||
Earnings from discontinued operations before income taxes | 6 | 22 | 89 | |||||||||||||||||
Income tax (benefit) expense | (1 | ) | 5 | 3 | ||||||||||||||||
Net earnings from discontinued operations | 7 | 17 | 86 | |||||||||||||||||
Less: Net earnings attributable to non-controlling interests | 3 | 10 | 2 | |||||||||||||||||
Net earnings from discontinued operations attributable to Fidelity National Financial, Inc. common shareholders | $ | 4 | $ | 7 | $ | 84 | ||||||||||||||
Cash flow from discontinued operations data: | ||||||||||||||||||||
Net cash provided by operations | $ | 39 | $ | 61 | $ | 36 | ||||||||||||||
Net cash used in investing activities | (50 | ) | (21 | ) | (10 | ) | ||||||||||||||
Related Party Transactions | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
(In millions) | ||||||||||||||||||||
Corporate services and cost-sharing revenue | $ | 7 | $ | 5 | ||||||||||||||||
Data processing expense | (34 | ) | (32 | ) | ||||||||||||||||
Net expense | $ | (27 | ) | $ | (27 | ) |
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Total revenues | $ | 8,024 | $ | 9,164 | $ | 8,666 | ||||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 723 | 497 | 677 | |||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The purchase price allocation was completed in 2014. The purchase price allocation is as follows (in millions): | |||||||||||
Trade and notes receivable | $ | 184 | ||||||||||
Investments | 77 | |||||||||||
Prepaid expenses and other assets | 59 | |||||||||||
Property and equipment | 149 | |||||||||||
Capitalized software | 536 | |||||||||||
Intangible assets including title plants | 1,010 | |||||||||||
Income tax receivable | 59 | |||||||||||
Goodwill | 3,011 | |||||||||||
Total assets | 5,085 | |||||||||||
Notes payable | 1,093 | |||||||||||
Reserve for title claims | 54 | |||||||||||
Deferred tax liabilities | 405 | |||||||||||
Other liabilities assumed | 441 | |||||||||||
Total liabilities | 1,993 | |||||||||||
Net assets acquired | $ | 3,092 | ||||||||||
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The following table summarizes the intangible assets acquired (in millions, except for useful life): | |||||||||||
Fair Value as of Acquisition | Weighted Average Useful Life in Years as of Consolidation | Residual Value as of December 31, 2014 | ||||||||||
Amortizing intangible assets: | ||||||||||||
Developed technology | $ | 514 | 8 | $ | 453 | |||||||
Purchased technology | 22 | 3 | 14 | |||||||||
Trade names | 13 | 10 | 11 | |||||||||
Customer relationships | 918 | 10 | 753 | |||||||||
Non-compete agreements | 4 | 3 | 3 | |||||||||
Other intangibles | 5 | 8 | 4 | |||||||||
Non-amortizing intangible assets: | ||||||||||||
Developed technology | 53 | 53 | ||||||||||
Title plants | 17 | 17 | ||||||||||
Total intangible assets and capitalized software | $ | 1,546 | $ | 1,308 | ||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value, Assets Measured on Recurring Basis | The following table presents our fair value hierarchy for those assets measured at fair value on a recurring basis as of December 31, 2014 and 2013, respectively: | |||||||||||||||
December 31, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(In millions) | ||||||||||||||||
Assets: | ||||||||||||||||
Fixed-maturity securities available for sale: | ||||||||||||||||
U.S. government and agencies | $ | — | $ | 115 | $ | — | $ | 115 | ||||||||
State and political subdivisions | — | 948 | — | 948 | ||||||||||||
Corporate debt securities | — | 1,820 | — | 1,820 | ||||||||||||
Foreign government bonds | — | 37 | — | 37 | ||||||||||||
Mortgage-backed/asset-backed securities | — | 105 | — | 105 | ||||||||||||
Preferred stock available for sale | 50 | 173 | — | 223 | ||||||||||||
Equity securities available for sale | 145 | — | — | 145 | ||||||||||||
Total | $ | 195 | $ | 3,198 | $ | — | $ | 3,393 | ||||||||
December 31, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(In millions) | ||||||||||||||||
Fixed-maturity securities available for sale: | ||||||||||||||||
U.S. government and agencies | $ | — | $ | 126 | $ | — | $ | 126 | ||||||||
State and political subdivisions | — | 1,075 | — | 1,075 | ||||||||||||
Corporate debt securities | — | 1,606 | — | 1,606 | ||||||||||||
Foreign government bonds | — | 43 | — | 43 | ||||||||||||
Mortgage-backed/asset-backed securities | — | 109 | — | 109 | ||||||||||||
Preferred stock available for sale | 73 | 78 | — | 151 | ||||||||||||
Equity securities available for sale | 136 | — | — | 136 | ||||||||||||
Other long-term investments | — | — | 38 | 38 | ||||||||||||
Foreign exchange contracts | — | 4 | — | 4 | ||||||||||||
Commodity contracts | — | 2 | — | 2 | ||||||||||||
Total | $ | 209 | $ | 3,043 | $ | 38 | $ | 3,290 | ||||||||
Liabilities: | ||||||||||||||||
Commodity contracts | $ | — | $ | 2 | $ | — | $ | 2 | ||||||||
Interest rate swap contracts | — | 1 | — | 1 | ||||||||||||
Total liabilities | $ | — | $ | 3 | $ | — | $ | 3 | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents the changes in our investments that are classified as Level 3 for the years ended December 31, 2014 and 2013 (in millions): | |||||||||||||||
Balance, December 31, 2012 | $ | 41 | ||||||||||||||
Realized gain (loss) | (3 | ) | ||||||||||||||
Balance, December 31, 2013 | 38 | |||||||||||||||
Realized gain | 1 | |||||||||||||||
Proceeds received upon maturity | (39 | ) | ||||||||||||||
Balance, December 31, 2014 | $ | — | ||||||||||||||
Investments_Tables
Investments (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Investments [Abstract] | ||||||||||||||||||||||||
Schedule of Available-for-sale Securities | The carrying amounts and fair values of our available for sale securities at December 31, 2014 and 2013 are as follows: | |||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||
Carrying | Cost Basis | Unrealized | Unrealized | Fair | ||||||||||||||||||||
Value | Gains | Losses | Value | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity investments available for sale: | ||||||||||||||||||||||||
U.S. government and agencies | $ | 115 | $ | 112 | $ | 3 | $ | — | $ | 115 | ||||||||||||||
States and political subdivisions | 948 | 917 | 31 | — | 948 | |||||||||||||||||||
Corporate debt securities | 1,820 | 1,793 | 37 | (10 | ) | 1,820 | ||||||||||||||||||
Foreign government bonds | 37 | 40 | — | (3 | ) | 37 | ||||||||||||||||||
Mortgage-backed/asset-backed securities | 105 | 101 | 4 | — | 105 | |||||||||||||||||||
Preferred stock available for sale | 223 | 223 | 3 | (3 | ) | 223 | ||||||||||||||||||
Equity securities available for sale | 145 | 72 | 79 | (6 | ) | 145 | ||||||||||||||||||
Total | $ | 3,393 | $ | 3,258 | $ | 157 | $ | (22 | ) | $ | 3,393 | |||||||||||||
December 31, 2013 | ||||||||||||||||||||||||
Carrying | Cost Basis | Unrealized | Unrealized | Fair | ||||||||||||||||||||
Value | Gains | Losses | Value | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity investments available for sale: | ||||||||||||||||||||||||
U.S. government and agencies | $ | 126 | $ | 121 | $ | 5 | $ | — | $ | 126 | ||||||||||||||
States and political subdivisions | 1,075 | 1,042 | 36 | (3 | ) | 1,075 | ||||||||||||||||||
Corporate debt securities | 1,606 | 1,565 | 47 | (6 | ) | 1,606 | ||||||||||||||||||
Foreign government bonds | 43 | 44 | 1 | (2 | ) | 43 | ||||||||||||||||||
Mortgage-backed/asset-backed securities | 109 | 105 | 4 | — | 109 | |||||||||||||||||||
Preferred stock available for sale | 151 | 158 | 3 | (10 | ) | 151 | ||||||||||||||||||
Equity securities available for sale | 136 | 71 | 65 | — | 136 | |||||||||||||||||||
Total | $ | 3,246 | $ | 3,106 | $ | 161 | $ | (21 | ) | $ | 3,246 | |||||||||||||
Investments Classified by Contractual Maturity Date | The following table presents certain information regarding contractual maturities of our fixed maturity securities at December 31, 2014: | |||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||
Maturity | Amortized Cost | % of | Fair | % of | ||||||||||||||||||||
Total | Value | Total | ||||||||||||||||||||||
(Dollars in millions) | ||||||||||||||||||||||||
One year or less | $ | 307 | 10.4 | % | $ | 309 | 10.2 | % | ||||||||||||||||
After one year through five years | 2,035 | 68.7 | 2,077 | 68.7 | ||||||||||||||||||||
After five years through ten years | 508 | 17.1 | 521 | 17.2 | ||||||||||||||||||||
After ten years | 13 | 0.4 | 13 | 0.4 | ||||||||||||||||||||
Mortgage-backed/asset-backed securities | 101 | 3.4 | 105 | 3.5 | ||||||||||||||||||||
$ | 2,964 | 100 | % | $ | 3,025 | 100 | % | |||||||||||||||||
Subject to call | $ | 1,772 | 59.8 | % | $ | 1,796 | 59.4 | % | ||||||||||||||||
Schedule of Temporary Impairment Losses, Investments | Net unrealized losses on investment securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2014 and 2013 are as follows (in millions): | |||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||
Less than 12 Months | 12 Months or Longer | Total | ||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
Corporate debt securities | 682 | (9 | ) | 17 | (1 | ) | 699 | (10 | ) | |||||||||||||||
Foreign government bonds | 21 | (1 | ) | 16 | (2 | ) | 37 | (3 | ) | |||||||||||||||
Preferred stock available for sale | 59 | (1 | ) | 19 | (2 | ) | 78 | (3 | ) | |||||||||||||||
Equity securities available for sale | 8 | (6 | ) | — | — | 8 | (6 | ) | ||||||||||||||||
Total temporarily impaired securities | $ | 770 | $ | (17 | ) | $ | 52 | $ | (5 | ) | $ | 822 | $ | (22 | ) | |||||||||
31-Dec-13 | ||||||||||||||||||||||||
Less than 12 Months | 12 Months or Longer | Total | ||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
States and political subdivisions | $ | 123 | $ | (3 | ) | $ | — | $ | — | $ | 123 | $ | (3 | ) | ||||||||||
Corporate debt securities | 367 | (4 | ) | 39 | (2 | ) | 406 | (6 | ) | |||||||||||||||
Preferred stock available for sale | 95 | (10 | ) | — | — | 95 | (10 | ) | ||||||||||||||||
Foreign government bonds and other fixed maturity securities | 17 | (1 | ) | 14 | (1 | ) | 31 | (2 | ) | |||||||||||||||
Total temporarily impaired securities | $ | 602 | $ | (18 | ) | $ | 53 | $ | (3 | ) | $ | 655 | $ | (21 | ) | |||||||||
Realized Gains and Losses and Proceeds From Sales on Investments and Other Assets | The following table presents realized gains and losses on investments and other assets and proceeds from the sale or maturity of investments and other assets for the years ended December 31, 2014, 2013, and 2012, respectively: | |||||||||||||||||||||||
Year ended December 31, 2014 | ||||||||||||||||||||||||
Gross Realized Gains | Gross Realized Losses | Net Realized Gains (Losses) | Gross Proceeds from Sale/Maturity | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity securities available for sale | $ | 6 | $ | (6 | ) | $ | — | $ | 1,152 | |||||||||||||||
Preferred stock available for sale | — | (2 | ) | (2 | ) | 73 | ||||||||||||||||||
Equity securities available for sale | 4 | — | 4 | 11 | ||||||||||||||||||||
Other long-term investments | — | — | ||||||||||||||||||||||
Other assets | (15 | ) | 5 | |||||||||||||||||||||
Total | $ | (13 | ) | $ | 1,241 | |||||||||||||||||||
Year ended December 31, 2013 | ||||||||||||||||||||||||
Gross Realized Gains | Gross Realized Losses | Net Realized Gains (Losses) | Gross Proceeds from Sale/Maturity | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity securities available for sale | $ | 10 | $ | (4 | ) | $ | 6 | $ | 887 | |||||||||||||||
Preferred stock available for sale | 7 | (2 | ) | 5 | 121 | |||||||||||||||||||
Equity securities available for sale | 15 | (1 | ) | 14 | 43 | |||||||||||||||||||
Other long-term investments | (3 | ) | — | |||||||||||||||||||||
Other assets | (6 | ) | 1 | |||||||||||||||||||||
Total | $ | 16 | $ | 1,052 | ||||||||||||||||||||
Year ended December 31, 2012 | ||||||||||||||||||||||||
Gross Realized Gains | Gross Realized Losses | Net Realized Gains (Losses) | Gross Proceeds from Sale/Maturity | |||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Fixed maturity securities available for sale | $ | 16 | $ | (5 | ) | $ | 11 | $ | 976 | |||||||||||||||
Preferred stock available for sale | — | — | — | 29 | ||||||||||||||||||||
Equity securities available for sale | 3 | — | 3 | 8 | ||||||||||||||||||||
Gain on consolidation of O'Charley's and ABRH | 73 | — | ||||||||||||||||||||||
Bargain purchase gain on O'Charley's | 48 | — | ||||||||||||||||||||||
Loss on early extinguishment of 5.25% bonds | (6 | ) | — | |||||||||||||||||||||
Other assets | (21 | ) | 2 | |||||||||||||||||||||
Total | $ | 108 | $ | 1,015 | ||||||||||||||||||||
Investment Income | Interest and investment income consists of the following: | |||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 1 | $ | — | ||||||||||||||||||
Fixed maturity securities available for sale | 89 | 99 | 117 | |||||||||||||||||||||
Equity securities and preferred stock available for sale | 14 | 16 | 14 | |||||||||||||||||||||
Other | 23 | 11 | 12 | |||||||||||||||||||||
Total | $ | 126 | $ | 127 | $ | 143 | ||||||||||||||||||
Schedule of Equity Method Investments | Investments in unconsolidated affiliates are recorded using the equity method of accounting and as of December 31, 2014 and 2013 consisted of the following (in millions): | |||||||||||||||||||||||
Ownership at December 31, 2014 | 2014 | 2013 | ||||||||||||||||||||||
Ceridian | 32 | % | $ | 725 | $ | 295 | ||||||||||||||||||
Other | various | 45 | 62 | |||||||||||||||||||||
Total | $ | 770 | $ | 357 | ||||||||||||||||||||
Ceridian summarized financial information balance sheet | Summarized financial information for the periods included in our Consolidated Financial Statements for Ceridian is presented below: | |||||||||||||||||||||||
31-Dec-14 | 30-Sep-13 | |||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Total current assets before customer funds | $ | 1,417 | $ | 1,106 | ||||||||||||||||||||
Customer funds | 4,957 | 3,000 | ||||||||||||||||||||||
Goodwill and other intangible assets, net | 2,509 | 4,484 | ||||||||||||||||||||||
Other assets | 92 | 119 | ||||||||||||||||||||||
Total assets | $ | 8,975 | $ | 8,709 | ||||||||||||||||||||
Current liabilities before customer customer obligations | $ | 205 | $ | 836 | ||||||||||||||||||||
Customer obligations | 4,931 | 2,986 | ||||||||||||||||||||||
Long-term obligations, less current portion | 1,168 | 3,449 | ||||||||||||||||||||||
Other long-term liabilities | 391 | 496 | ||||||||||||||||||||||
Total liabilities | 6,695 | 7,767 | ||||||||||||||||||||||
Equity | 2,280 | 942 | ||||||||||||||||||||||
Total liabilities and equity | $ | 8,975 | $ | 8,709 | ||||||||||||||||||||
Ceridian summarized financial information income statement | ||||||||||||||||||||||||
15 Months Ending December 31, 2014 | 12 Months Ending September 30, 2013 | |||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||
Total revenues | $ | 1,786 | $ | 1,511 | ||||||||||||||||||||
Loss before income taxes | (155 | ) | (88 | ) | ||||||||||||||||||||
Gain on sale of Comdata | 1,526 | — | ||||||||||||||||||||||
Net earnings (loss) | 1,361 | (111 | ) | |||||||||||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property and Equipment [Abstract] | ||||||||
Property, Plant and Equipment | ||||||||
Property and equipment consists of the following: | ||||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Land | $ | 132 | $ | 133 | ||||
Buildings | 158 | 125 | ||||||
Leasehold improvements | 244 | 223 | ||||||
Data processing equipment | 315 | 236 | ||||||
Furniture, fixtures and equipment | 389 | 515 | ||||||
1,238 | 1,232 | |||||||
Accumulated depreciation and amortization | (603 | ) | (587 | ) | ||||
$ | 635 | $ | 645 | |||||
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | |||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||
Goodwill [Abstract] | ||||||||||||||||||||||||||||
Schedule of Goodwill | Goodwill consists of the following: | |||||||||||||||||||||||||||
Title | BKFS | FNF Core Corporate and Other | Remy | Restaurant Group | FNFV Corporate | Total | ||||||||||||||||||||||
and Other | ||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||
Balance, December 31, 2012 | $ | 1,434 | $ | — | $ | 3 | $ | 246 | $ | 119 | $ | 105 | $ | 1,907 | ||||||||||||||
Goodwill acquired during the year | 2 | — | — | — | — | 17 | 19 | |||||||||||||||||||||
Adjustments to prior year acquisitions (1) | (1 | ) | — | 1 | 2 | — | (27 | ) | (25 | ) | ||||||||||||||||||
Balance, December 31, 2013 | $ | 1,435 | $ | — | $ | 4 | $ | 248 | $ | 119 | $ | 95 | $ | 1,901 | ||||||||||||||
Goodwill acquired during the year (2) | 854 | 2,223 | — | 14 | — | 6 | 3,097 | |||||||||||||||||||||
Adjustments to prior year acquisitions | — | — | — | — | — | — | — | |||||||||||||||||||||
Spin-off of Remy and Imaging | — | — | (262 | ) | — | (15 | ) | (277 | ) | |||||||||||||||||||
Balance, December 31, 2014 | $ | 2,289 | $ | 2,223 | $ | 3 | $ | — | $ | 119 | $ | 87 | $ | 4,721 | ||||||||||||||
Other_Intangible_Assets_Tables
Other Intangible Assets (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Intangible Assets [Abstract] | ||||||||
Schedule of Finite-Lived Intangible Assets by Major Class | Other intangible assets consist of the following: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Customer relationships and contracts | $ | 1,200 | $ | 516 | ||||
Trademarks and tradenames | 154 | 238 | ||||||
Other | 99 | 60 | ||||||
1,453 | 814 | |||||||
Accumulated amortization | (320 | ) | (195 | ) | ||||
$ | 1,133 | $ | 619 | |||||
Accounts_Payable_and_Accrued_L1
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accounts Payable and Accrued Liabilities [Abstract] | ||||||||
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and other accrued liabilities consist of the following: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Accrued benefits | $ | 264 | $ | 239 | ||||
Salaries and incentives | 292 | 254 | ||||||
Accrued rent | 36 | 29 | ||||||
Trade accounts payable | 81 | 236 | ||||||
Accrued recording fees and transfer taxes | 50 | 25 | ||||||
Accrued premium taxes | 11 | 43 | ||||||
Deferred revenue | 164 | 90 | ||||||
Other accrued liabilities | 410 | 386 | ||||||
$ | 1,308 | $ | 1,302 | |||||
Notes_Payable_Tables
Notes Payable (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Notes Payable [Abstract] | |||||||||
Schedule of Long-term Debt Instruments | |||||||||
Note J. | Notes Payable | ||||||||
Notes payable cons | |||||||||
Notes payable consists of the following: | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
(In millions) | |||||||||
Unsecured notes, net of discount, interest payable semi-annually at 5.50%, due September 2022 | $ | 398 | $ | 398 | |||||
Unsecured convertible notes, net of discount, interest payable semi-annually at 4.25%, due August 2018 | 288 | 285 | |||||||
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 | 300 | 300 | |||||||
FNF Term Loan, interest payable monthly at LIBOR + 1.63% (1.86% at December 31, 2014), due January 2019 | 1,100 | — | |||||||
Unsecured Black Knight Infoserv notes, including premium, interest payable semi-annually at 5.75%, due April 2023 | 616 | — | |||||||
Remy Amended and Restated Term B Loan, interest payable quarterly at LIBOR (floor of 1.25%) + 3.00% (4.25% at December 31, 2013), due March 2020 | — | 266 | |||||||
ABRH Term Loan, interest payable monthly at LIBOR + 3.50% | — | 53 | |||||||
ABRH Term Loan, interest payable monthly at LIBOR + 2.75% (2.92% at December 31, 2014), due August 2019 | 108 | — | |||||||
ABRH Revolving Credit Facility, unused portion of $83 at December 31, 2014, due August 2019 with interest payable monthly at LIBOR + 2.75% | — | — | |||||||
J. Alexander's Revolving Credit Facility, unused portion of $15 at December 31, 2014, due December 2019, interest payable monthly at LIBOR + 2.25% | — | — | |||||||
Other | 16 | 21 | |||||||
Revolving Credit Facility, unsecured, unused portion of $800 at December 31, 2014, due July 2018 with interest payable monthly at LIBOR + 1.45% | — | — | |||||||
$ | 2,826 | $ | 1,323 | ||||||
Schedule of Maturities of Long-term Debt | |||||||||
Gross principal maturities of notes payable at December 31, 2014 are as follows (in millions): | |||||||||
2015 | $ | 117 | |||||||
2016 | 176 | ||||||||
2017 | 530 | ||||||||
2018 | 531 | ||||||||
2019 | 464 | ||||||||
Thereafter | 1,005 | ||||||||
$ | 2,823 | ||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Taxes [Abstract] | ||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Income tax expense on continuing operations consists of the following: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(In millions) | ||||||||||||
Current | $ | 113 | $ | 128 | $ | 216 | ||||||
Deferred | 199 | 67 | 26 | |||||||||
$ | 312 | $ | 195 | $ | 242 | |||||||
Income tax expense (benefit) on continuing operations allocation [Table Text Block] | Total income tax expense (benefit) was allocated as follows (in millions): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net earnings from continuing operations | $ | 312 | $ | 195 | $ | 242 | ||||||
Tax expense (benefit) attributable to net earnings from discontinued operations | (1 | ) | 4 | 6 | ||||||||
Other comprehensive earnings (loss): | ||||||||||||
Unrealized gains (loss) on investments and other financial instruments | (6 | ) | (30 | ) | 39 | |||||||
Unrealized gain (loss) on foreign currency translation and cash flow hedging | (3 | ) | (2 | ) | 1 | |||||||
Reclassification adjustment for change in unrealized gains and losses included in net earnings | — | 3 | (8 | ) | ||||||||
Minimum pension liability adjustment | (6 | ) | 13 | 4 | ||||||||
Total income tax expense (benefit) allocated to other comprehensive earnings | (15 | ) | (16 | ) | 36 | |||||||
Additional paid-in capital, stock-based compensation | (16 | ) | (17 | ) | (31 | ) | ||||||
Total income taxes | $ | 280 | $ | 166 | $ | 253 | ||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the federal statutory rate to our effective tax rate is as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State income taxes, net of federal benefit | 3.5 | 2.9 | 2 | |||||||||
Deductible dividends paid to FNF 401(k) plan | (0.4 | ) | (0.2 | ) | (0.1 | ) | ||||||
Tax exempt interest income | (2.0 | ) | (1.4 | ) | (1.3 | ) | ||||||
Release of valuation allowance | — | — | (0.2 | ) | ||||||||
Nontaxable investment gains | — | — | (2.0 | ) | ||||||||
Tax Credits | (2.5 | ) | (1.4 | ) | (0.5 | ) | ||||||
Consolidated Partnerships | 5.8 | (0.4 | ) | (0.2 | ) | |||||||
Non-deductible expenses and other, net | (2.9 | ) | (1.0 | ) | 0.7 | |||||||
Effective tax rate excluding equity investments | 36.5 | % | 33.5 | % | 33.4 | % | ||||||
Equity Investments | 43.2 | (1.8 | ) | (1.0 | ) | |||||||
Effective tax rate | 79.7 | % | 31.7 | % | 32.4 | % | ||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ||||||||||||
The significant components of deferred tax assets and liabilities at December 31, 2014 and 2013 consist of the following: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(In millions) | ||||||||||||
Deferred Tax Assets: | ||||||||||||
Employee benefit accruals | $ | 35 | $ | 46 | ||||||||
Other investments | — | 80 | ||||||||||
Net operating loss carryforwards | 29 | 89 | ||||||||||
Insurance reserve discounting | 17 | 11 | ||||||||||
Accrued liabilities | 11 | 30 | ||||||||||
Pension plan | 7 | — | ||||||||||
Tax credits | 44 | 62 | ||||||||||
State income taxes | 7 | 9 | ||||||||||
Other | — | — | ||||||||||
Total gross deferred tax asset | 150 | 327 | ||||||||||
Less: valuation allowance | 11 | 26 | ||||||||||
Total deferred tax asset | $ | 139 | $ | 301 | ||||||||
Deferred Tax Liabilities: | ||||||||||||
Title plant | $ | (83 | ) | $ | (83 | ) | ||||||
Amortization of goodwill and intangible assets | (108 | ) | (273 | ) | ||||||||
Other investments | (83 | ) | — | |||||||||
Other | (29 | ) | (14 | ) | ||||||||
Investment securities | (53 | ) | (53 | ) | ||||||||
Depreciation | (5 | ) | (14 | ) | ||||||||
Partnerships | (474 | ) | (1 | ) | ||||||||
Allowance for uncollectible accounts received | (7 | ) | (6 | ) | ||||||||
Pension Plan | — | (1 | ) | |||||||||
Total deferred tax liability | $ | (842 | ) | $ | (445 | ) | ||||||
Net deferred tax liability | $ | (703 | ) | $ | (144 | ) |
Summary_of_Reserve_for_Claim_L1
Summary of Reserve for Claim Loss (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary of Reserve for Claim Losses [Abstract] | ||||||||||||
Schedule of Liability for Unpaid Claims and Claims Adjustment Expense | A summary of the reserve for claim losses follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(Dollars in millions) | ||||||||||||
Beginning balance | $ | 1,636 | $ | 1,748 | $ | 1,913 | ||||||
Reserve assumed, net (1) | 52 | — | — | |||||||||
Reinsurance recoverable | 7 | — | — | |||||||||
Claim loss provision related to: | ||||||||||||
Current year | 202 | 220 | 210 | |||||||||
Prior years | 26 | 71 | 58 | |||||||||
Total title claim loss provision (2) | 228 | 291 | 268 | |||||||||
Claims paid, net of recoupments related to: | ||||||||||||
Current year | (5 | ) | (9 | ) | (4 | ) | ||||||
Prior years | (297 | ) | (394 | ) | (429 | ) | ||||||
Total title claims paid, net of recoupments | (302 | ) | (403 | ) | (433 | ) | ||||||
Ending balance of claim loss reserve for title insurance | $ | 1,621 | $ | 1,636 | $ | 1,748 | ||||||
Provision for title insurance claim losses as a percentage of title insurance premiums | 6.2 | % | 7 | % | 7 | % | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded Unconditional Purchase Obligations Disclosure [Table Text Block] | Purchase obligations as of December 31, 2014 are as follows (in millions): | |||
2015 | $ | 216 | ||
2016 | 49 | |||
2017 | 22 | |||
2018 | 12 | |||
2019 | 5 | |||
Thereafter | 5 | |||
Total purchase commitments | $ | 309 | ||
Operating Leases of Lessee Disclosure [Table Text Block] | Operating Leases | |||
Future minimum operating lease payments are as follows (in millions): | ||||
2015 | $ | 193 | ||
2016 | 232 | |||
2017 | 135 | |||
2018 | 107 | |||
2019 | 80 | |||
Thereafter | 268 | |||
Total future minimum operating lease payments | $ | 1,015 | ||
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||
Employee Benefit Plans [Abstract] | |||||||||||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity | tock option transactions under the Omnibus Plan for 2012, 2013, and 2014 are as follows: | ||||||||||||||||||||||||||
Options | Weighted Average | Exercisable | |||||||||||||||||||||||||
Exercise Price | |||||||||||||||||||||||||||
Balance, December 31, 2011 | 20,632,021 | $ | 13.79 | 18,704,618 | |||||||||||||||||||||||
Granted | 769,693 | 22.59 | |||||||||||||||||||||||||
Exercised | (12,358,474 | ) | 12.49 | ||||||||||||||||||||||||
Canceled | (76,166 | ) | 22.69 | ||||||||||||||||||||||||
Balance, December 31, 2012 | 8,967,074 | $ | 16.27 | 8,147,381 | |||||||||||||||||||||||
Granted | 3,712,416 | 27.9 | |||||||||||||||||||||||||
Exercised | (3,267,937 | ) | 18.28 | ||||||||||||||||||||||||
Canceled | (52,813 | ) | 22.59 | ||||||||||||||||||||||||
Balance, December 31, 2013 | 9,358,740 | $ | 20.15 | 5,180,504 | |||||||||||||||||||||||
Granted | 1,112,133 | 29.8 | |||||||||||||||||||||||||
Options granted for FNFV recapitalization | 1,346,302 | 17.86 | |||||||||||||||||||||||||
Exercised | (2,418,713 | ) | 15.8 | ||||||||||||||||||||||||
Canceled | (5,251 | ) | 23.85 | ||||||||||||||||||||||||
Balance, December 31, 2014 | 9,393,211 | $ | 19.43 | 5,173,802 | |||||||||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | FNF Group restricted stock transactions under the Omnibus Plan in 2012, 2013, and 2014 are as follows: | ||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||
Balance, December 31, 2011 | 3,012,656 | $ | 14.78 | ||||||||||||||||||||||||
Granted | 1,332,222 | 22.59 | |||||||||||||||||||||||||
Canceled | (17,840 | ) | 14.78 | ||||||||||||||||||||||||
Vested | (1,402,300 | ) | 14.55 | ||||||||||||||||||||||||
Balance, December 31, 2012 | 2,924,738 | $ | 18.46 | ||||||||||||||||||||||||
Granted | 650,728 | 27.9 | |||||||||||||||||||||||||
Canceled | (8,116 | ) | 17.44 | ||||||||||||||||||||||||
Vested | (1,654,278 | ) | 17.3 | ||||||||||||||||||||||||
Balance, December 31, 2013 | 1,913,072 | $ | 22.68 | ||||||||||||||||||||||||
Granted | 785,705 | 29.8 | |||||||||||||||||||||||||
Restricted shares granted for FNFV recapitalization | 363,392 | 28.46 | |||||||||||||||||||||||||
Canceled | (4,656 | ) | 21.29 | ||||||||||||||||||||||||
Vested | (1,286,732 | ) | 17.33 | ||||||||||||||||||||||||
Balance, December 31, 2014 | 1,770,781 | $ | 25.08 | ||||||||||||||||||||||||
FNFV restricted stock transactions under the Omnibus Plan in 2014 are as follows: | |||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||
Balance, December 31, 2013 | — | $ | — | ||||||||||||||||||||||||
Granted | 1,233,333 | 14.69 | |||||||||||||||||||||||||
Canceled | — | — | |||||||||||||||||||||||||
Vested | — | — | |||||||||||||||||||||||||
Balance, December 31, 2014 | 1,233,333 | $ | 14.69 | ||||||||||||||||||||||||
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | The following table summarizes information related to stock options outstanding and exercisable as of December 31, 2014: | ||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||||||
Weighted | Weighted | ||||||||||||||||||||||||||
Average | Weighted | Average | Weighted | ||||||||||||||||||||||||
Remaining | Average | Remaining | Average | ||||||||||||||||||||||||
Range of | Number of | Contractual | Exercise | Intrinsic | Number of | Contractual | Exercise | Intrinsic | |||||||||||||||||||
Exercise Prices | Options | Life | Price | Value | Options | Life | Price | Value | |||||||||||||||||||
(In millions) | (In millions) | ||||||||||||||||||||||||||
$0.00 — $6.16 | 1,315,499 | 1.83 | $ | 6.16 | $ | 37 | 1,315,499 | 1.83 | $ | 6.16 | $ | 37 | |||||||||||||||
$6.17 — $11.85 | 1,370,947 | 0.85 | 11.85 | 31 | 1,370,947 | 0.85 | 11.85 | 31 | |||||||||||||||||||
$11.86 — $12.22 | 539,131 | 1.9 | 12.22 | 12 | 539,131 | 1.9 | 12.22 | 12 | |||||||||||||||||||
$12.23 — $15.76 | 38,133 | 1.86 | 15.21 | 1 | 38,133 | 1.86 | 15.21 | 1 | |||||||||||||||||||
$15.77 — $19.62 | 796,722 | 4.73 | 19.57 | 12 | 534,395 | 4.67 | 19.54 | 8 | |||||||||||||||||||
$19.63 — $24.24 | 4,220,646 | 5.89 | 24.24 | 43 | 1,375,697 | 5.89 | 24.24 | 14 | |||||||||||||||||||
$24.25 — $29.80 | 1,112,133 | 6.85 | 29.8 | 5 | — | — | — | — | |||||||||||||||||||
9,393,211 | $ | 141 | 5,173,802 | $ | 103 | ||||||||||||||||||||||
Supplementary_Cash_Flow_Inform1
Supplementary Cash Flow Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Supplementary Cash Flow Information [Abstract] | |||||||||||||
Schedule of Cash Flow, Supplemental Disclosures | The following supplemental cash flow information is provided with respect to interest and tax payments, as well as certain non-cash investing and financing activities. | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(In millions) | |||||||||||||
Cash paid during the year: | |||||||||||||
Interest | $ | 140 | $ | 87 | $ | 65 | |||||||
Income taxes | 75 | 242 | 109 | ||||||||||
Non-cash investing and financing activities: | |||||||||||||
Liabilities assumed in connection with acquisitions: | |||||||||||||
Fair value of net assets acquired | $ | 5,250 | $ | 30 | $ | 1,116 | |||||||
Less: Total purchase price | 2,363 | 25 | 254 | ||||||||||
Liabilities assumed | $ | 2,887 | $ | 5 | $ | 862 | |||||||
Financial_Instruments_with_Off1
Financial Instruments with Off-Balance Sheet Risk and Concentration Risk (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Financial Instruments with Off-Balance Sheet Risk and Concentration of Risk [Abstract] | |||||||||
Schedules of Concentration of Risk, by Risk Factor | We generate a significant amount of title insurance premiums in California, Texas, New York and Florida. Title insurance premiums as a percentage of the total title insurance premiums written from those four states are detailed as follows: | ||||||||
2014 | 2013 | 2012 | |||||||
Texas | 15.4 | % | 14.4 | % | 12.9 | % | |||
California | 15 | % | 15.2 | % | 17.2 | % | |||
New York | 7.9 | % | 7.4 | % | 7.4 | % | |||
Florida | 7.8 | % | 7.6 | % | 6.6 | % |
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Segments Information [Abstract] | ||||||||||||||||||||||||||||||||
Segment Information | As of and for the year ended December 31, 2014: | |||||||||||||||||||||||||||||||
Title | BKFS | FNF Core Corporate and Other | Total FNF Core | Restaurant Group | FNFV Corporate | Total FNFV | Total | |||||||||||||||||||||||||
and Other | ||||||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||||||
Title premiums | $ | 3,671 | $ | — | $ | — | $ | 3,671 | $ | — | $ | — | $ | — | $ | 3,671 | ||||||||||||||||
Other revenues | 1,855 | 852 | (13 | ) | 2,694 | — | 110 | 110 | 2,804 | |||||||||||||||||||||||
Restaurant revenues | — | — | — | — | 1,436 | — | 1,436 | 1,436 | ||||||||||||||||||||||||
Revenues from external customers | 5,526 | 852 | (13 | ) | 6,365 | 1,436 | 110 | 1,546 | 7,911 | |||||||||||||||||||||||
Interest and investment income (loss), including realized gains and losses | 126 | — | (1 | ) | 125 | (13 | ) | 1 | (12 | ) | 113 | |||||||||||||||||||||
Total revenues | 5,652 | 852 | (14 | ) | 6,490 | 1,423 | 111 | 1,534 | 8,024 | |||||||||||||||||||||||
Depreciation and amortization | 145 | 188 | 3 | 336 | 52 | 15 | 67 | 403 | ||||||||||||||||||||||||
Interest expense | — | 31 | 91 | 122 | 8 | (3 | ) | 5 | 127 | |||||||||||||||||||||||
Earnings (loss) from continuing operations, before income taxes and equity in earnings of unconsolidated affiliates | 542 | (15 | ) | (121 | ) | 406 | 13 | (27 | ) | (14 | ) | 392 | ||||||||||||||||||||
Income tax expense (benefit) | 196 | (7 | ) | (27 | ) | 162 | 1 | 149 | 150 | 312 | ||||||||||||||||||||||
Earnings (loss) from continuing operations, before equity in earnings of unconsolidated affiliates | 346 | (8 | ) | (94 | ) | 244 | 12 | (176 | ) | (164 | ) | 80 | ||||||||||||||||||||
Equity in earnings of unconsolidated affiliates | 4 | — | — | 4 | — | 428 | 428 | 432 | ||||||||||||||||||||||||
Earnings (loss) from continuing operations | $ | 350 | $ | (8 | ) | $ | (94 | ) | $ | 248 | $ | 12 | $ | 252 | $ | 264 | $ | 512 | ||||||||||||||
Assets | $ | 8,280 | $ | 3,598 | $ | 67 | $ | 11,945 | $ | 662 | $ | 1,261 | $ | 1,923 | $ | 13,868 | ||||||||||||||||
Goodwill | 2,289 | 2,223 | 3 | 4,515 | 119 | 87 | 206 | 4,721 | ||||||||||||||||||||||||
As of and for the year ended December 31, 2013: | ||||||||||||||||||||||||||||||||
Title | FNF Core Corporate and Other | Total FNF Core | Restaurant Group | FNFV Corporate | Total FNFV | Total | ||||||||||||||||||||||||||
and Other (1), (2) | ||||||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||||||
Title premiums | $ | 4,152 | $ | — | $ | 4,152 | $ | — | $ | — | $ | — | $ | 4,152 | ||||||||||||||||||
Other revenues | 1,597 | 53 | 1,650 | — | 87 | 87 | 1,737 | |||||||||||||||||||||||||
Restaurant revenues | — | — | — | 1,408 | — | 1,408 | 1,408 | |||||||||||||||||||||||||
Revenues from external customers | 5,749 | 53 | 5,802 | 1,408 | 87 | 1,495 | 7,297 | |||||||||||||||||||||||||
Interest and investment income (loss), including realized gains and losses | 145 | (4 | ) | 141 | (1 | ) | 3 | 2 | 143 | |||||||||||||||||||||||
Total revenues | 5,894 | 49 | 5,943 | 1,407 | 90 | 1,497 | 7,440 | |||||||||||||||||||||||||
Depreciation and amortization | 65 | 3 | 68 | 53 | 12 | 65 | 133 | |||||||||||||||||||||||||
Interest expense | — | 68 | 68 | 8 | (3 | ) | 5 | 73 | ||||||||||||||||||||||||
Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates | 808 | (152 | ) | 656 | 12 | (52 | ) | (40 | ) | 616 | ||||||||||||||||||||||
Income tax expense (benefit) | 297 | (60 | ) | 237 | (4 | ) | (38 | ) | (42 | ) | 195 | |||||||||||||||||||||
Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates | 511 | (92 | ) | 419 | 16 | (14 | ) | 2 | 421 | |||||||||||||||||||||||
Equity in earnings (loss) of unconsolidated affiliates | 5 | (1 | ) | 4 | — | (30 | ) | (30 | ) | (26 | ) | |||||||||||||||||||||
Earnings (loss) from continuing operations | $ | 516 | $ | (93 | ) | $ | 423 | $ | 16 | $ | (44 | ) | $ | (28 | ) | $ | 395 | |||||||||||||||
Assets | $ | 6,762 | $ | 1,150 | $ | 7,912 | $ | 670 | $ | 1,946 | $ | 2,616 | $ | 10,528 | ||||||||||||||||||
Goodwill | 1,435 | 4 | 1,439 | 119 | 343 | 462 | 1,901 | |||||||||||||||||||||||||
______________ | ||||||||||||||||||||||||||||||||
(1) Assets in 2013 includes $1,255 million for Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
(2) Goodwill in 2013 includes $248 million or Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
As of and for the year ended December 31, 2012: | ||||||||||||||||||||||||||||||||
Title | FNF Core Corporate and Other | Total FNF Core | Restaurant Group | FNFV Corporate | Total FNFV | Total | ||||||||||||||||||||||||||
and Other (1), (2) | ||||||||||||||||||||||||||||||||
(In millions) | ||||||||||||||||||||||||||||||||
Title premiums | $ | 3,833 | $ | — | $ | 3,833 | $ | — | $ | — | $ | — | $ | 3,833 | ||||||||||||||||||
Other revenues | 1,613 | 48 | 1,661 | — | 15 | 15 | 1,676 | |||||||||||||||||||||||||
Restaurant revenues | — | — | — | 908 | — | 908 | 908 | |||||||||||||||||||||||||
Revenues from external customers | 5,446 | 48 | 5,494 | 908 | 15 | 923 | 6,417 | |||||||||||||||||||||||||
Interest and investment income (loss), including realized gains and losses | 140 | (3 | ) | 137 | 119 | (5 | ) | 114 | 251 | |||||||||||||||||||||||
Total revenues | 5,586 | 45 | 5,631 | 1,027 | 10 | 1,037 | 6,668 | |||||||||||||||||||||||||
Depreciation and amortization | 64 | 4 | 68 | 35 | — | 35 | 103 | |||||||||||||||||||||||||
Interest expense | 1 | 60 | 61 | 3 | — | 3 | 64 | |||||||||||||||||||||||||
Earnings (loss) from continuing operations, before income taxes and equity in earnings of unconsolidated affiliates | 776 | (107 | ) | 669 | 102 | (25 | ) | 77 | 746 | |||||||||||||||||||||||
Income tax expense (benefit) | 282 | (52 | ) | 230 | 18 | (6 | ) | 12 | 242 | |||||||||||||||||||||||
Earnings (loss) from continuing operations, before equity in earnings of unconsolidated affiliates | 494 | (55 | ) | 439 | 84 | (19 | ) | 65 | 504 | |||||||||||||||||||||||
Equity in earnings (loss) of unconsolidated affiliates | 5 | — | 5 | — | 5 | 5 | 10 | |||||||||||||||||||||||||
Earnings (loss) from continuing operations | $ | 499 | $ | (55 | ) | $ | 444 | $ | 84 | $ | (14 | ) | $ | 70 | $ | 514 | ||||||||||||||||
Assets | $ | 6,929 | $ | 337 | $ | 7,266 | $ | 689 | $ | 1,948 | $ | 2,637 | $ | 9,903 | ||||||||||||||||||
Goodwill | 1,434 | 3 | 1,437 | 119 | 351 | 470 | 1,907 | |||||||||||||||||||||||||
______________ | ||||||||||||||||||||||||||||||||
(1) Assets in 2012 also included $1,270 million for Remy, which is now presented as discontinued operations. | ||||||||||||||||||||||||||||||||
(2) Goodwill in 2012 also included $246 million or Remy, which is now presented as discontinued operations. |
Capitalized_Software_Tables
Capitalized Software (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Capitalized software [Table Text Block] | Capitalized software consists of the following: | |||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
(In millions) | ||||||||
Capitalized software | $ | 841 | $ | 215 | ||||
Accumulated amortization | (271 | ) | (175 | ) | ||||
$ | 570 | $ | 40 | |||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | |||||||
Mar. 31, 2015 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Jun. 30, 2014 | Aug. 14, 2012 | Nov. 26, 2012 | |
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Proceeds received upon call or sales | ($39,000,000) | ||||||||||
Accumulated Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Net of Tax | 86,000,000 | 87,000,000 | 116,000,000 | 86,000,000 | |||||||
Other Comprehensive Income (Loss), Net of Tax | -40,000,000 | -22,000,000 | 65,000,000 | ||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 12,000,000 | -26,000,000 | |||||||||
Accumulated other comprehensive income on equity method investments | -51,000,000 | -41,000,000 | -26,000,000 | -51,000,000 | |||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | -17,000,000 | -2,000,000 | 6,000,000 | ||||||||
Proceeds from Divestiture of Businesses | 0 | 75,000,000 | |||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 25,920,078 | ||||||||||
Available-for-sale Securities, Fair Value | 3,025,000,000 | 2,959,000,000 | 3,025,000,000 | ||||||||
Payments to Acquire Businesses, Gross | 2,363,000,000 | 25,000,000 | 254,000,000 | ||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.3333 | ||||||||||
Treasury Stock, Value, Acquired, Cost Method | 2,000,000 | 34,000,000 | 38,000,000 | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 0 | 0 | |||||||||
Proceeds from Dividends Received | 0 | 400,000,000 | 100,000,000 | 200,000,000 | |||||||
Goodwill, Impairment Loss | 0 | ||||||||||
Impairment of Intangible Assets (Excluding Goodwill) | 0 | ||||||||||
Deposits | 622,000,000 | 588,000,000 | 622,000,000 | ||||||||
Provision for title insurance claims on current year policies | 6.20% | 7.00% | |||||||||
Agency title insurance premiums | 1,944,000,000 | 2,352,000,000 | 2,101,000,000 | ||||||||
Disposal Group, Including Discontinued Operation, Revenue | 3,000,000 | ||||||||||
Pre-tax earnings from discontinued operations included in results of operations | 3,000,000 | ||||||||||
Escrow Deposit | 12,700,000,000 | 12,700,000,000 | |||||||||
Escrow, title related and other fees | 2,804,000,000 | 1,737,000,000 | 1,676,000,000 | ||||||||
Total revenues | 8,024,000,000 | 7,440,000,000 | 6,668,000,000 | ||||||||
Personnel costs | 2,540,000,000 | 2,061,000,000 | 1,834,000,000 | ||||||||
Other operating expenses | 1,643,000,000 | 1,273,000,000 | 1,269,000,000 | ||||||||
Depreciation, Depletion and Amortization | 403,000,000 | 133,000,000 | 103,000,000 | ||||||||
Interest expense | 127,000,000 | 73,000,000 | 64,000,000 | ||||||||
Total expenses | 7,632,000,000 | 6,824,000,000 | 5,922,000,000 | ||||||||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 392,000,000 | 616,000,000 | 746,000,000 | ||||||||
Accrual for Environmental Loss Contingencies, Increase (Decrease) for Acquisitions and Divestitures | 1 | ||||||||||
Escrow Deposits Related to Property Sales | 1 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | 0 | 120,000,000 | |||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,000,000 | 16,000,000 | 98,000,000 | ||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | 56,000,000 | ||||||||||
Unrealized gain on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) | -1,000,000 | -33,000,000 | 41,000,000 | ||||||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | -7,000,000 | 7,000,000 | 9,000,000 | -7,000,000 | |||||||
Defined Benefit Plan, Accumulated Other Comprehensive Income Minimum Pension Liability, after Tax | -26,000,000 | -16,000,000 | -40,000,000 | -26,000,000 | |||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 2,000,000 | 37,000,000 | 59,000,000 | 2,000,000 | |||||||
Other comprehensive earnings - unrealized gain on investments and other financial insruments | 1,000,000 | 29,000,000 | -29,000,000 | ||||||||
Other Comprehensive Income, Other, Net of Tax | -40,000,000 | -26,000,000 | |||||||||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax | 0 | -4,000,000 | 13,000,000 | ||||||||
Title Plant | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Other Asset Impairment Charges | 1,000,000 | 4,000,000 | 13,000,000 | ||||||||
Agent premium lag accrual | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Agent commission split rate | 75.70% | 76.10% | 76.20% | ||||||||
Change in agency premium accrual | 9,000,000 | 7,000,000 | 1,000,000 | ||||||||
Agency premium accrual | 55,000,000 | 74,000,000 | 55,000,000 | ||||||||
Agency title insurance premiums | 276,000,000 | 364,000,000 | |||||||||
Accrued agent commissions | 221,000,000 | 290,000,000 | 221,000,000 | ||||||||
Ceridian [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 2,400,000 | ||||||||||
Price per share | $147.66 | ||||||||||
Payments to Acquire Businesses, Gross | 0 | ||||||||||
Equity Method Investment, Ownership Percentage | 32.00% | 32.00% | |||||||||
Business Combination, Consideration Transferred | 356,000,000 | ||||||||||
Escrow Deposit | 0 | 0 | |||||||||
FNF Group [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 1 | ||||||||||
FNFV Group [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Treasury Stock, Value, Acquired, Cost Method | 185,000,000 | ||||||||||
Remy | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Other Comprehensive Income (Loss), Net of Tax | 5,000,000 | ||||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | -2,000,000 | ||||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | 3,000,000 | ||||||||||
Revenue Other Manufactured Products | 1,172,000,000 | 1,127,000,000 | 417,000,000 | ||||||||
Investment Owned, Balance, Shares | 16,342,508 | 16,342,508 | 16,300,000 | ||||||||
Available-for-sale Securities, Fair Value | 29,000,000 | 29,000,000 | |||||||||
Purchased shares in business combination | 1,500,000 | ||||||||||
Disposal Group, Including Discontinued Operation, Revenue | 1,173,000,000 | 1,125,000,000 | 497,000,000 | ||||||||
Pre-tax earnings from discontinued operations included in results of operations | 6,000,000 | 22,000,000 | 89,000,000 | ||||||||
Escrow, title related and other fees | 1,000,000 | -2,000,000 | 80,000,000 | ||||||||
Total revenues | 1,173,000,000 | 1,125,000,000 | 497,000,000 | ||||||||
Personnel costs | 81,000,000 | 86,000,000 | 29,000,000 | ||||||||
Other operating expenses | 52,000,000 | 46,000,000 | 18,000,000 | ||||||||
Cost of Other Manufactured Products | 1,009,000,000 | 947,000,000 | 350,000,000 | ||||||||
Depreciation, Depletion and Amortization | 4,000,000 | 4,000,000 | 1,000,000 | ||||||||
Interest expense | 21,000,000 | 20,000,000 | 10,000,000 | ||||||||
Total expenses | 1,167,000,000 | 1,103,000,000 | 408,000,000 | ||||||||
Income Tax Expense (Benefit), Continuing Operations, Discontinued Operations, Extraordinary Items | -1,000,000 | 5,000,000 | 3,000,000 | ||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,000,000 | 17,000,000 | 86,000,000 | ||||||||
Noncontrolling Interest, Decrease from Deconsolidation | 3,000,000 | 10,000,000 | 2,000,000 | ||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | 4,000,000 | 7,000,000 | 84,000,000 | ||||||||
Cash Provided by (Used in) Operating Activities, Discontinued Operations | 39,000,000 | 61,000,000 | 36,000,000 | ||||||||
Cash Provided by (Used in) Investing Activities, Discontinued Operations | -50,000,000 | -21,000,000 | -10,000,000 | ||||||||
Cascade Timberlands, LLC [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 70.20% | ||||||||||
Proceeds from Divestiture of Businesses | 85 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | 63,000,000 | ||||||||||
FleetCor [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 300.00% | 300.00% | |||||||||
J.Alexanders [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 8700.00% | 8700.00% | |||||||||
Remy | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | 51.00% | |||||||||
Equity Method Investment, Ownership Percentage | 47.00% | 47.00% | |||||||||
LandCastle Title [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 7500.00% | 7500.00% | |||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 70.00% | 70.00% | 75.00% | 75.00% | |||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage | 500.00% | 500.00% | |||||||||
New Holdco [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 16,600,000 | ||||||||||
J.Alexanders [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Price per share purchased | $0 | ||||||||||
LandCastle Title [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Share Price | $0 | $0 | |||||||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, Low | 0 | 0 | |||||||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | 0 | 0 | |||||||||
FNFV Group Common Stock [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 10,000,000 | 10,000,000 | |||||||||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | -3,000,000 | ||||||||||
Accumulated Other Comprehensive Income (Loss) [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Other Comprehensive Income (Loss), Net of Tax | 5,000,000 | ||||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 12,000,000 | 24,000,000 | 8,000,000 | ||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent | -17,000,000 | -2,000,000 | 6,000,000 | ||||||||
Other comprehensive earnings - unrealized gain on investments and other financial insruments | 1,000,000 | 29,000,000 | -29,000,000 | ||||||||
Digital Insurance [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 96.00% | 96.00% | |||||||||
FNFV Group [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Proceeds from Dividends Received | 0 | ||||||||||
PC Lender [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Disposal Group, Including Discontinued Operation, Revenue | 2,000,000 | ||||||||||
Pre-tax earnings from discontinued operations included in results of operations | 1,000,000 | ||||||||||
PowerLink [Domain] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle | |||||||||||
Disposal Group, Including Discontinued Operation, Revenue | 9,000,000 | 36,000,000 | |||||||||
Pre-tax earnings from discontinued operations included in results of operations | $2,000,000 | $9,000,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 |
Related Party Transactions Textuals | ||||
Accounts payable to related parties | $3 | $3 | ||
FIS shares sold | 300,000 | 300,000 | ||
Available-for-sale Securities, Gross Realized Gain (Loss) | 11 | |||
Available-for-sale Securities, Fair Value | 2,959 | 2,959 | 3,025 | |
FIS | ||||
Related Party Transactions | ||||
Corporate services and cost-sharing (expense) revenue | 7 | 5 | ||
Data processing expense | -34 | -32 | ||
Net Expense | -27 | -27 | ||
Related Party Transactions Textuals | ||||
Fair value of investment in FIS common stock | 70 | 70 | ||
Purchased shares of FIS stock | 1,303,860 | 1,303,860 | ||
Corporate Bond Securities | FIS | ||||
Related Party Transactions Textuals | ||||
Available-for-sale Securities, Fair Value | $42 | $42 |
Earnings_Per_Share_Details
Earnings Per Share (Details) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings per Share Textuals [Abstract] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2 | 1 | 4 |
Sale_of_Flood_Insurance_Busine
Sale of Flood Insurance Business and Discontinued Operations (Details) (USD $) | 12 Months Ended | 3 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Proceeds from Divestiture of Businesses | $0 | $75,000,000 | |
Disposal Group, Including Discontinued Operation, Revenue | 3,000,000 | ||
Pre-tax earnings from discontinued operations included in results of operations | 3,000,000 | ||
At-risk insurance line of business | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Sale of Stock, Percentage of Ownership before Transaction | 85.00% | ||
Proceeds from Divestiture of Businesses | 120,000,000 | ||
Disposal Group, Including Discontinued Operation, Revenue | 124,000,000 | ||
Pre-tax earnings from discontinued operations included in results of operations | $10,000,000 |
Acquisitions_details
Acquisitions (details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | |||||||
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Mar. 31, 2015 | Jan. 02, 2014 | Aug. 14, 2012 | 11-May-12 | Nov. 26, 2012 |
Business Acquisition [Line Items] | ||||||||||
Pre-tax earnings from discontinued operations included in results of operations | $3 | |||||||||
Intangible Assets, Net (Excluding Goodwill) | 1,133 | 619 | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 69 | 25 | 26 | |||||||
Stock Issued During Period, Value, Acquisitions | 839 | |||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 25,920,078 | |||||||||
Available-for-sale Securities, Equity Securities | 145 | 136 | ||||||||
Payments to Acquire Business Two, Net of Cash Acquired | 2,253 | 0 | 122 | |||||||
Payments to Acquire Businesses, Gross | 2,363 | 25 | 254 | |||||||
Investments in unconsolidated affiliates | 770 | 357 | ||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | 0 | 0 | -48 | |||||||
Adjustments to Additional Paid in Capital, Other | 511 | 11 | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Net | -14 | |||||||||
Digital Insurance [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash Acquired from Acquisition | 3 | |||||||||
LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Acquisition, Pro Forma Revenue | 8,024 | 9,164 | 8,666 | |||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 405 | |||||||||
Intangible Assets, Net (Excluding Goodwill) | 1,308 | 1,546 | ||||||||
Business Acquisition, Share Price | $37.14 | |||||||||
Price per share | $28.10 | |||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 2,535 | 2,253 | ||||||||
Stock Issued During Period, Value, Acquisitions | 839 | 839 | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 25,920,078 | 9.04 | ||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 65.00% | 65.00% | ||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 35.00% | |||||||||
Payments to Acquire Businesses, Gross | 3,400 | 2,535 | ||||||||
Business Combination, Consideration Transferred | 3,092 | |||||||||
Business Acquisition, Pro Forma Net Income (Loss) | 723 | 497 | 677 | |||||||
Cash Acquired from Acquisition | 282 | |||||||||
O'Charley's and ABRH [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Gross | 122 | |||||||||
Cash Acquired from Acquisition | 35 | |||||||||
Remy | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Gross | 31 | |||||||||
Investments in unconsolidated affiliates | 179 | |||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 0 | |||||||||
Cash Acquired from Acquisition | 0 | |||||||||
O'Charley's | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Investments in unconsolidated affiliates | 14 | |||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 7 | |||||||||
Adjustments to Additional Paid in Capital, Other | 11 | |||||||||
Remy Acquisition of USA [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Acquisition, Share Price | $41,000,000 | |||||||||
ABRH [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Investments in unconsolidated affiliates | 37 | |||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | 48 | |||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 0 | |||||||||
J.Alexanders [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 72 | |||||||||
Cash Acquired from Acquisition | 7 | |||||||||
Price per share purchased | $0 | |||||||||
Remy | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Pre-tax earnings from discontinued operations included in results of operations | 6 | 22 | 89 | |||||||
Investment Owned, Balance, Shares | 16,342,508 | 16,300,000 | ||||||||
Purchased shares in business combination | 1,500,000 | |||||||||
Digital Insurance [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Business Two, Net of Cash Acquired | 98 | |||||||||
BPG Holdings, LLC [Member] | Subsequent Event [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 46 | |||||||||
ABRH [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 55.00% | |||||||||
Equity Method Investment, Ownership Percentage | 45.00% | |||||||||
LandCastle Title [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 22 | |||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 7500.00% | |||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 75.00% | 70.00% | ||||||||
Remy | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | |||||||||
Equity Method Investment, Ownership Percentage | 47.00% | |||||||||
J.Alexanders [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 8700.00% | |||||||||
Developed Technology Rights [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 453 | 514 | ||||||||
Property, Plant and Equipment, Other Types [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 149 | |||||||||
Trade Accounts Receivable [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 184 | |||||||||
Investments [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 77 | |||||||||
Prepaid Expenses and Other Current Assets [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 59 | |||||||||
Computer Software, Intangible Asset [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 536 | |||||||||
Other Intangible Assets [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 1,010 | |||||||||
Intangible Assets, Net (Excluding Goodwill) | 4 | 5 | ||||||||
Receivable [Domain] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 59 | |||||||||
Goodwill [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 3,011 | |||||||||
Assets, Total [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 5,085 | |||||||||
Net Assets, Segment [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 3,092 | |||||||||
purchased technology [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 14 | 22 | ||||||||
Trade Names [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 11 | 13 | ||||||||
Customer Relationships [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 753 | 918 | ||||||||
Noncompete Agreements [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 3 | 4 | ||||||||
Notes Payable, Other Payables [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 1,093 | |||||||||
Reserve for title claims [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 54 | |||||||||
Other Liabilities [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 441 | |||||||||
Liabilities, Total [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest | 1,993 | |||||||||
Indefinite-lived Intangible Assets [Member] | Developed Technology Rights [Member] | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 53 | 53 | ||||||||
Indefinite-lived Intangible Assets [Member] | Title Plant | LPS Acquisition [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible Assets, Net (Excluding Goodwill) | 17 | 17 | ||||||||
PC Lender [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Pre-tax earnings from discontinued operations included in results of operations | $1 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Proceeds received upon call or sales | ($39,000,000) | ||
Proceeds from Sale and Maturity of Available-for-sale Securities | 39,000,000 | ||
Fair Value Measurements Textuals | |||
Par Value of Structured Notes | 0 | 38,000,000 | |
Fair Value of Structured Notes | 38,000,000 | ||
Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Total | 195,000,000 | 209,000,000 | |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Total | 3,198,000,000 | 3,043,000,000 | |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Total | 0 | 38,000,000 | |
Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Total | 3,393,000,000 | 3,290,000,000 | |
US Government and Agencies | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
US Government and Agencies | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 115,000,000 | 126,000,000 | |
US Government and Agencies | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
US Government and Agencies | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 115,000,000 | 126,000,000 | |
State and Political Subdivisions | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
State and Political Subdivisions | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 948,000,000 | 1,075,000,000 | |
State and Political Subdivisions | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
State and Political Subdivisions | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 948,000,000 | 1,075,000,000 | |
Corporate Debt Securities | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Corporate Debt Securities | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 1,820,000,000 | 1,606,000,000 | |
Corporate Debt Securities | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Corporate Debt Securities | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 1,820,000,000 | 1,606,000,000 | |
Foreign Government Bonds | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Foreign Government Bonds | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 37,000,000 | 43,000,000 | |
Foreign Government Bonds | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Foreign Government Bonds | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 37,000,000 | 43,000,000 | |
Mortgage-backed/asset-backed securities | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Mortgage-backed/asset-backed securities | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 105,000,000 | 109,000,000 | |
Mortgage-backed/asset-backed securities | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Mortgage-backed/asset-backed securities | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 105,000,000 | 109,000,000 | |
Preferred Stock, Available for Sale | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 50,000,000 | 73,000,000 | |
Preferred Stock, Available for Sale | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 173,000,000 | 78,000,000 | |
Preferred Stock, Available for Sale | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Preferred Stock, Available for Sale | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 223,000,000 | 151,000,000 | |
Equity Securities, Available for Sale | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 145,000,000 | 136,000,000 | |
Equity Securities, Available for Sale | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Equity Securities, Available for Sale | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 0 | 0 | |
Equity Securities, Available for Sale | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 145,000,000 | 136,000,000 | |
Other Long-term Investments | Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Long Term Investments Fair Value | 0 | ||
Other Long-term Investments | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Long Term Investments Fair Value | 0 | ||
Other Long-term Investments | Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Long Term Investments Fair Value | 38,000,000 | ||
Other Long-term Investments | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Long Term Investments Fair Value | 38,000,000 | ||
Foreign Exchange Contract [Member] | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Long Term Investments Fair Value | 4,000,000 | ||
Foreign Exchange Contract [Member] | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Long Term Investments Fair Value | 4,000,000 | ||
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Assets, Fair Value Disclosure | 1,000,000 | ||
Interest Rate Swap [Member] | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Other Assets, Fair Value Disclosure | 1,000,000 | ||
Commodity Contract [Member] | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 2,000,000 | ||
Other Long Term Investments Fair Value | 2,000,000 | ||
Commodity Contract [Member] | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Available-for-sale Securities, Fair Value | 2,000,000 | ||
Other Long Term Investments Fair Value | 2,000,000 | ||
Liabilities, Total [Member] | Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Total | 3,000,000 | ||
Liabilities, Total [Member] | Estimate of Fair Value, Fair Value Disclosure | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Total | $3,000,000 |
Fair_Value_Measurements_Unobse
Fair Value Measurements (Unobservable Inputs Rollforward) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | ||
Proceeds from Sale and Maturity of Available-for-sale Securities | $39 | |
Beginning Balance | 38 | 41 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Net realized gain | 1 | -3 |
Ending Balance | $0 | $38 |
Investments_Available_for_Sale
Investments (Available for Sale Securities) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
US Government and Agencies | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | $115,000,000 | $126,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 112,000,000 | 121,000,000 |
Unrealized Gains | 3,000,000 | 5,000,000 |
Unrealized Losses | 0 | 0 |
State and Political Subdivisions | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 948,000,000 | 1,075,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 917,000,000 | 1,042,000,000 |
Unrealized Gains | 31,000,000 | 36,000,000 |
Unrealized Losses | 0 | 3,000,000 |
Corporate Debt Securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 1,820,000,000 | 1,606,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 1,793,000,000 | 1,565,000,000 |
Unrealized Gains | 37,000,000 | 47,000,000 |
Unrealized Losses | -10,000,000 | -6,000,000 |
Foreign government bonds and other fixed maturity securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 37,000,000 | 43,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 40,000,000 | 44,000,000 |
Unrealized Gains | 0 | 1,000,000 |
Unrealized Losses | -3,000,000 | 2,000,000 |
Mortgage-backed/asset-backed securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 105,000,000 | 109,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 101,000,000 | 105,000,000 |
Unrealized Gains | 4,000,000 | 4,000,000 |
Unrealized Losses | 0 | 0 |
Preferred Stock, Available for Sale | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 223,000,000 | 151,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 223,000,000 | 158,000,000 |
Unrealized Gains | 3,000,000 | 3,000,000 |
Unrealized Losses | -3,000,000 | 10,000,000 |
Equity Securities, Available for Sale | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 145,000,000 | 136,000,000 |
Available-for-sale Securities, Amortized Cost Basis | 72,000,000 | 71,000,000 |
Unrealized Gains | 79,000,000 | 65,000,000 |
Unrealized Losses | 6,000,000 | 0 |
Carrying Value | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 3,393,000,000 | 3,246,000,000 |
Cost Basis of Available for Sale Securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Amortized Cost Basis | 3,258,000,000 | 3,106,000,000 |
Unrealized Gains on Available For Sale Securities | ||
Schedule of Available-for-sale Securities | ||
Unrealized Gains | 157,000,000 | 161,000,000 |
Unrealized Losses on Available for Sale Securities | ||
Schedule of Available-for-sale Securities | ||
Unrealized Losses | -22,000,000 | -21,000,000 |
Fair Value of Available For Sale Securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 3,393,000,000 | 3,246,000,000 |
Mortgage-backed Securities, Issued by US Government Sponsored Enterprises | Mortgage-backed/asset-backed securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 65,000,000 | |
Collateralized Mortgage Obligations | Mortgage-backed/asset-backed securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 25,000,000 | |
Mortgage-backed/asset-backed securities | Mortgage-backed/asset-backed securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 15,000,000 | |
FIS | ||
Schedule of Available-for-sale Securities | ||
Fair value of investment in FIS common stock | 70,000,000 | |
Banks [Member] | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Fair Value | 380 | 381 |
Available-for-sale Securities, Amortized Cost Basis | $372 | $378 |
Investments_Maturity_of_Fixed_
Investments (Maturity of Fixed Maturity Securities) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Available for Sale Securities, Maturity | |||
Net gain (loss) recorded on structured notes | $1 | $3 | |
Par Value of Structured Notes | 38 | 0 | |
Fair Value of Structured Notes | 38 | ||
Available-for-sale Securities, Debt Maturities, Amortized Cost Basis | |||
One Year or Less, Amortized Cost Basis | 307 | ||
One Year or Less, Amortized Cost Basis, Percent of Total | 10.40% | ||
After One Through Five Years, Amortized Cost Basis | 2,035 | ||
After One Through Five Years, Amortized Cost Basis, Percent of Total | 68.70% | ||
After Five Through Ten Years, Amortized Cost Basis | 508 | ||
After Five through Ten Years, Amortized Cost Basis, Percent of Total | 17.10% | ||
After Ten Years, Amortized Cost Basis | 13 | ||
After Ten Years, Amortized Cost Basis, Percent of Total | 0.40% | ||
Mortgage backed Asset backed Securities, Amortized Cost Basis | 101 | ||
Mortgage backed Asset backed Securities, Amortized Cost Basis, Percent of Total | 3.40% | ||
Available-for-sale Securities, Amortized Cost Basis | 2,964 | ||
Available-for-sale Securities, Amortized Cost Basis, Total Percent of Total | 100.00% | ||
Available-for-sale Securities, Debt Maturities, Subject to Call, Amortized Cost | 1,772 | ||
Available for Sale Securities, Debt Maturities, Subject to Call, Amortized Cost, Percent of Total | 59.80% | ||
Available-for-sale Securities, Debt Maturities, Fair Value | |||
One Year or Less, Fair Value | 309 | ||
One Year or Less, Fair Value, Percent of Total | 10.20% | ||
After One Through Five Years, Fair Value | 2,077 | ||
After One Through Five Years, Fair Value, Percent of Total | 68.70% | ||
After Five Through Ten Years, Fair Value | 521 | ||
After Five Through Ten Years, Fair Value, Percent of Total | 17.20% | ||
After Ten Years, Fair Value | 13 | ||
After Ten Years, Fair Value, Percent of Total | 0.40% | ||
Mortgage-backed/Asset-backed Securities, Fair Value Disclosure | 105 | ||
Mortgage-backed/Asset-backed, Fair Value, Percent of Total | 3.50% | ||
Available-for-sale Securities, Fair Value | 3,025 | 2,959 | |
Available-for-sale Securities, Fair Value, Total Percent of Total | 100.00% | ||
Available-for-sale Securities, Debt Maturities, Subject to Call, Fair Value | 1,796 | ||
Available-for-sale Securities, Debt Maturities, Subject to Call, Fair Value, Percent of Total | 59.40% | ||
Fixed maturity securities with make-whole call provision | |||
Available-for-sale Securities, Debt Maturities, Amortized Cost Basis | |||
Available-for-sale Securities, Debt Maturities, Subject to Call, Amortized Cost | 1,450 | ||
Available-for-sale Securities, Debt Maturities, Fair Value | |||
Available-for-sale Securities, Debt Maturities, Subject to Call, Fair Value | $1,469 |
Investments_Securities_in_a_Co
Investments (Securities in a Continuous Unrealized Loss Position) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | $770 | $602 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | -17 | -18 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 52 | 53 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses | -5 | -3 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 822 | 655 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Aggregate Losses | -22 | -21 |
State and Political Subdivisions | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | 123 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | -3 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 0 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses | 0 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 123 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Aggregate Losses | -3 | |
Corporate Debt Securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | 682 | 367 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | -9 | -4 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 17 | 39 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses | -1 | -2 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 699 | 406 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Aggregate Losses | -10 | -6 |
Foreign government bonds and other fixed maturity securities | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | 21 | 17 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | -1 | -1 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 16 | 14 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses | -2 | -1 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 37 | 31 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Aggregate Losses | -3 | -2 |
Preferred Stock, Available for Sale | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | 59 | 95 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | -1 | -10 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 19 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses | -2 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 78 | 95 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Aggregate Losses | -3 | -10 |
Equity Securities, Available for Sale | ||
Schedule of Available-for-sale Securities | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | 8 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | -6 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 0 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses | 0 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 8 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Aggregate Losses | ($6) |
Investments_Realized_Gains_and
Investments (Realized Gains and Losses and Proceeds on Investments and Other Assets) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Realized gains and losses and proceeds on investments and other assets | ||||
Proceeds from Sale and Maturity of Available-for-sale Securities | $39 | |||
Fair Value of Structured Notes | 38 | |||
Other than Temporary Impairment Losses, Investments | 6 | 1 | 3 | |
Available-for-sale Securities, Gross Realized Gain (Loss) | 11 | |||
Realized gains and losses, net | -13 | 16 | 108 | |
Business Combination, Bargain Purchase, Gain Recognized, Amount | 0 | 0 | -48 | |
Gross Proceeds from Sale, Maturity and Collection of Investments | 1 | |||
Gross Proceeds from Sale, Maturity and Call of Investments and Other Assets | 1,241 | 1,052 | 1,015 | |
Net gain (loss) recorded on structured notes | 1 | 3 | ||
Fixed Maturity Securities, Available for Sale | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Fixed Maturity Securities, Gross Realized Gains | 6 | 10 | 16 | |
Fixed Maturity Securities, Gross Realized Losses | 6 | -4 | -5 | |
Available-for-sale Securities, Gross Realized Gain (Loss) | 0 | 6 | 11 | |
Gross Proceeds from Sale, Maturity and Collection of Investments | 1,152 | 887 | 976 | |
Preferred Stock, Available for Sale | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Fixed Maturity Securities, Gross Realized Gains | 0 | 7 | 0 | |
Fixed Maturity Securities, Gross Realized Losses | 2 | -2 | 0 | |
Available-for-sale Securities, Gross Realized Gain (Loss) | -2 | 5 | ||
Gross Proceeds from Sale, Maturity and Collection of Investments | 73 | 121 | 29 | |
Equity Securities, Available for Sale | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Fixed Maturity Securities, Gross Realized Gains | 4 | 15 | 3 | |
Fixed Maturity Securities, Gross Realized Losses | 0 | -1 | 0 | |
Available-for-sale Securities, Gross Realized Gain (Loss) | 4 | 14 | 3 | |
Gross Proceeds from Sale, Maturity and Collection of Investments | 11 | 43 | 8 | |
Other Long-term Investments | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Realized gains and losses, net | 0 | |||
Gross Proceeds from Sale, Maturity and Collection of Investments | 0 | 0 | 0 | |
Other Assets [Member] | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Realized gains and losses, net | -15 | -6 | -21 | |
Gross Proceeds from Sale, Maturity and Collection of Investments | 5 | 2 | ||
Loss on early extinguishment of debt [Member] | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Realized gains and losses, net | -3 | -6 | ||
O'Charley's and ABRH [Member] | Other Assets [Member] | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Realized gains and losses, net | 73 | |||
Fixed Maturities | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss) before Taxes | -20 | -58 | 33 | |
Equity Securities, Available for Sale | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss) before Taxes | 8 | 30 | 12 | |
O'Charley's | ||||
Realized gains and losses and proceeds on investments and other assets | ||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $48 |
Investments_Schedule_of_Equity
Investments (Schedule of Equity Method Investments) (Details) (USD $) | 12 Months Ended | 15 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | |
Schedule of Equity Method Investments | |||||
Available-for-sale Securities, Fair Value | $2,959,000,000 | $3,025,000,000 | $3,025,000,000 | ||
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | |||||
Investments in unconsolidated affiliates | 357,000,000 | 770,000,000 | 770,000,000 | ||
Equity Method Investment, Summarized Financial Information | |||||
Gross Proceeds from Sale, Maturity and Collection of Investments | 1,000,000 | ||||
Ceridian [Member] | |||||
Schedule of Equity Method Investments | |||||
Equity Method Investment, Ownership Percentage | 32.00% | 32.00% | |||
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | |||||
Investments in unconsolidated affiliates | 295,000,000 | 725,000,000 | 725,000,000 | ||
Equity Method Investment, Summarized Financial Information | |||||
Total current assets | 1,106,000,000 | 1,417,000,000 | |||
Goodwill and other intangible assets, net | 4,484,000,000 | 2,509,000,000 | |||
Other assets | 119,000,000 | 92,000,000 | |||
Total assets | 8,709,000,000 | 8,975,000,000 | |||
Current liabilities | 836,000,000 | 205,000,000 | |||
Long-term obligations, less current portion | 3,449,000,000 | 1,168,000,000 | |||
Other long-term liabilities | 496,000,000 | 391,000,000 | |||
Total liabilities | 7,767,000,000 | 6,695,000,000 | |||
Equity | 942,000,000 | 2,280,000,000 | |||
Total liabilities and equity | 8,709,000,000 | 8,975,000,000 | |||
Total revenues | 1,511,000,000 | 1,786,000,000 | |||
Loss before income taxes | -88,000,000 | -155,000,000 | |||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | -111,000,000 | 1,361,000,000 | |||
Gain (Loss) on Disposition of Stock in Subsidiary | 0 | 1,526,000,000 | |||
Other Equity Method Investment | |||||
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | |||||
Investments in unconsolidated affiliates | 62,000,000 | 45,000,000 | 45,000,000 | ||
Corporate Debt Securities | |||||
Schedule of Equity Method Investments | |||||
Available-for-sale Securities, Amortized Cost Basis | 1,565,000,000 | 1,793,000,000 | 1,793,000,000 | ||
Equity Method Investment, Summarized Financial Information | |||||
Available-for-sale Securities, Fair Value | 1,606,000,000 | 1,820,000,000 | 1,820,000,000 | ||
Corporate Debt Securities | Ceridian [Member] | |||||
Schedule of Equity Method Investments | |||||
Available-for-sale Securities, Amortized Cost Basis | 31,000,000 | ||||
Equity Method Investment, Summarized Financial Information | |||||
Financial Instruments, Owned, Corporate Debt, at Fair Value | 36,000,000 | 32,000,000 | 32,000,000 | ||
Gross Proceeds from Sale, Maturity and Collection of Investments | 2,000,000 | ||||
Customer Receipts [Member] | Ceridian [Member] | |||||
Equity Method Investment, Summarized Financial Information | |||||
Total current assets | 3,000,000,000 | 4,957,000,000 | |||
Other Liabilities [Member] | Ceridian [Member] | |||||
Equity Method Investment, Summarized Financial Information | |||||
Current liabilities | $4,931,000,000 | $4,931,000,000 | $2,986,000,000 |
Investments_Textuals_Details
Investments (Textuals) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 15 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Mar. 31, 2014 | Sep. 30, 2013 | Dec. 31, 2014 | Sep. 30, 2014 | |
Schedule of Investments | |||||||||
FIS shares sold | 300,000 | 300,000 | |||||||
Accumulated other comprehensive income on equity method investments | ($41,000,000) | ($51,000,000) | ($41,000,000) | ($26,000,000) | ($51,000,000) | ($51,000,000) | |||
Available-for-sale Securities, Gross Realized Gain (Loss) | 11,000,000 | ||||||||
Fair Value of Structured Notes | 38,000,000 | 38,000,000 | 38,000,000 | ||||||
Net gain (loss) recorded on structured notes | 1,000,000 | 3,000,000 | |||||||
Other than Temporary Impairment Losses, Investments | 6,000,000 | 1,000,000 | 3,000,000 | ||||||
Investment for which an other than temporary impairment was previously recognized | 0 | 5,000,000 | 0 | 5,000,000 | 5,000,000 | ||||
Equity Method Investment, Realized Gain (Loss) on Disposal | 0 | 0 | -73,000,000 | ||||||
Equity in earnings (loss) of unconsolidated affiliates | 432,000,000 | -26,000,000 | 10,000,000 | ||||||
FIS | |||||||||
Schedule of Investments | |||||||||
Purchased shares of FIS stock | 1,303,860 | 1,303,860 | |||||||
Fair value of investment in FIS common stock | 70,000,000 | 70,000,000 | |||||||
Banks [Member] | |||||||||
Schedule of Investments | |||||||||
Available-for-sale Securities, Amortized Cost Basis | 378 | 372 | 378 | 372 | 372 | ||||
Available-for-sale Securities, Fair Value | 381 | 380 | 381 | 380 | 380 | ||||
Other Insurance Product Line [Member] | |||||||||
Schedule of Investments | |||||||||
Available-for-sale Securities, Amortized Cost Basis | 49,000,000 | 52,000,000 | 49,000,000 | 52,000,000 | 52,000,000 | ||||
Available-for-sale Securities, Fair Value | 52,000,000 | 53,000,000 | 52,000,000 | 53,000,000 | 53,000,000 | ||||
Ceridian [Member] | |||||||||
Schedule of Investments | |||||||||
Gain (Loss) on Disposition of Stock in Subsidiary | 0 | 1,526,000,000 | |||||||
Payments for Legal Settlements | 100,000,000 | ||||||||
Equity Method Investment, Ownership Percentage | 32.00% | 32.00% | 32.00% | ||||||
Equity in earnings (loss) of unconsolidated affiliates | 495,000,000 | 495,000,000 | 4,000,000 | ||||||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | -111,000,000 | 1,361,000,000 | |||||||
Fixed Maturities | |||||||||
Schedule of Investments | |||||||||
Deposits with various governmental authorities | 129,000,000 | 141,000,000 | 129,000,000 | 141,000,000 | 141,000,000 | ||||
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss) before Taxes | -20,000,000 | -58,000,000 | 33,000,000 | ||||||
Equity Securities, Available for Sale | |||||||||
Schedule of Investments | |||||||||
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss) before Taxes | 8,000,000 | 30,000,000 | 12,000,000 | ||||||
Remy | |||||||||
Schedule of Investments | |||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | ||||||||
Equity Method Investment, Ownership Percentage | 47.00% | ||||||||
Plaintiff damage claim [Member] | Ceridian [Member] | |||||||||
Schedule of Investments | |||||||||
Equity in earnings (loss) of unconsolidated affiliates | $32,000,000 |
Investments_Investments_Intere
Investments Investments (Interest and Investment Income) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Investment Income, Reported Amounts, by Category | |||
Investment Income, Net | $126 | $127 | $143 |
Cash and Cash Equivalents [Member] | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Investment Income, Net | 0 | 1 | 0 |
Fixed Maturities | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Investment Income, Net | 89 | 99 | 117 |
Equity Securities, Available for Sale | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Investment Income, Net | 14 | 16 | 14 |
Other Investments [Member] | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Investment Income, Net | $23 | $11 | $12 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | |||
Land | $132 | $133 | |
Buildings and Improvements, Gross | 158 | 125 | |
Leasehold Improvements, Gross | 244 | 223 | |
Data processing equipment | 315 | 236 | |
Furniture and Fixtures, Gross | 389 | 515 | |
Property, Plant and Equipment, Gross | 1,238 | 1,232 | |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | -603 | -587 | |
Property, Plant and Equipment, Net | 635 | 645 | |
Property, Plant and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | $122 | $97 | $74 |
Goodwill_Details
Goodwill (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill | |||
Goodwill | $4,721 | $1,901 | $1,907 |
Goodwill, Acquired During Period | 3,097 | 19 | |
Goodwill, Allocation Adjustment | 0 | -25 | |
Goodwill, Written off Related to Sale of Business Unit | 277 | ||
Title Segment | |||
Goodwill | |||
Goodwill | 2,289 | 1,435 | 1,434 |
Goodwill, Acquired During Period | 854 | 2 | |
Goodwill, Allocation Adjustment | 0 | -1 | |
Goodwill, Written off Related to Sale of Business Unit | 0 | ||
Black Knight Financial Services [Member] | |||
Goodwill | |||
Goodwill | 2,223 | ||
FNF Corporate and Other [Member] | |||
Goodwill | |||
Goodwill | 3 | 4 | 3 |
Goodwill, Acquired During Period | 2,223 | 0 | |
Restaurant group | |||
Goodwill | |||
Goodwill | 119 | 119 | 119 |
Goodwill, Acquired During Period | 0 | 0 | |
Other Segments [Member] | |||
Goodwill | |||
Goodwill, Written off Related to Sale of Business Unit | 15 | ||
Remy | |||
Goodwill | |||
Goodwill | 0 | 248 | 246 |
Goodwill, Acquired During Period | 14 | 0 | |
Goodwill, Allocation Adjustment | 0 | 2 | |
Goodwill, Written off Related to Sale of Business Unit | 262 | ||
Corporate and Other | |||
Goodwill | |||
Goodwill | 87 | 95 | 105 |
Goodwill, Acquired During Period | 6 | 17 | |
Goodwill, Allocation Adjustment | $0 | ($27) |
Other_Intangible_Assets_Detail
Other Intangible Assets (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Other Intangible Assets [Abstract] | |||
Finite-Lived Customer Relationships, Gross | $1,200 | $516 | |
Finite-Lived Trademarks, Gross | 154 | 238 | |
Other intangible assets, gross | 99 | 60 | |
Finite-Lived Intangible Assets, Gross | 1,453 | 814 | |
Finite-Lived Intangible Assets, Accumulated Amortization | -320 | -195 | |
Intangible Assets, Net (Excluding Goodwill) | 1,133 | 619 | |
Amortization of Intangible Assets | 193 | 23 | 15 |
Future Amortization Expense, Year One | 196 | ||
Future Amortization Expense, Year Two | 193 | ||
Future Amortization Expense, Year Three | 189 | ||
Future Amortization Expense, Year Four | 186 | ||
Future Amortization Expense, Year Five | $121 |
Accounts_Payable_and_Accrued_L2
Accounts Payable and Accrued Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Accounts Payable and Accrued Liabilities | ||
Accrued Employee Benefits | $264 | $239 |
Accrued Salaries | 292 | 254 |
Accrued Rent | 36 | 29 |
Accounts Payable, Trade | 81 | 236 |
Accrued recording fees and transfer taxes | 50 | 25 |
Accrued premium taxes | 11 | 43 |
Deferred Revenue | 164 | 90 |
Other Accrued Liabilities | 410 | 386 |
Accounts Payable and Other Accrued Liabilities | $1,308 | $1,302 |
Notes_Payable_Details
Notes Payable (Details) (USD $) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | Jun. 30, 2012 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Jan. 02, 2014 | Aug. 28, 2012 | Aug. 02, 2011 | 5-May-10 | Oct. 24, 2013 | Jun. 30, 2013 | Aug. 19, 2014 | 31-May-12 | |
Debt Instrument | |||||||||||||
Convertible Debt, Current | $0 | ||||||||||||
Convertible Debt, Fair Value Disclosures | 0 | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 0 | ||||||||||||
Long-term Debt, Fair Value | 3,143,000,000 | ||||||||||||
Excess fair value over carrying value of long-term debt | 317,000,000 | ||||||||||||
Long-term Debt | 2,826,000,000 | 1,323,000,000 | |||||||||||
Loans [Member] | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt, Fair Value | 1,173,000,000 | ||||||||||||
Long-term Debt | 1,100,000,000 | ||||||||||||
5.75% senior notes payable, interest payable semi-annually [Member] [Member] | |||||||||||||
Debt Instrument | |||||||||||||
Repayments of Notes Payable | 0 | ||||||||||||
Long-term Debt | 616,000,000 | ||||||||||||
Debt Instrument, Face Amount | 0 | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 575.00% | ||||||||||||
Debt Instrument, Repurchase Amount | 1.0575 | ||||||||||||
5.50% unsecured notes payable, interest payable semi-annually [Member] | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 398,000,000 | 398,000,000 | |||||||||||
Debt Instrument, Face Amount | 400,000,000 | ||||||||||||
Convertible Debt | |||||||||||||
Debt Instrument | |||||||||||||
Debt instrument par value per bond | 1,000 | ||||||||||||
Long-term Debt | 288,000,000 | 285,000,000 | |||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ||||||||||||
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 300,000,000 | 300,000,000 | |||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.60% | ||||||||||||
Unsecured notes, net of discount, interest payable semi-annually at 5.25%, due March 2013 | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 0 | 0 | |||||||||||
Line of Credit | |||||||||||||
Debt Instrument | |||||||||||||
Line of Credit Facility, Amount Outstanding | 300,000,000 | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 0 | 0 | |||||||||||
Long-term Debt | 0 | ||||||||||||
Notes Payable, Other Payables [Member] | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 16,000,000 | 21,000,000 | |||||||||||
J.Alexanders [Member] | Loans Payable [Member] | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 15,000,000 | 0 | |||||||||||
Restaurant group | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 108,000,000 | 53,000,000 | |||||||||||
Restaurant group | Loans Payable [Member] | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 110,000,000 | ||||||||||||
Restaurant group | Line of Credit | |||||||||||||
Debt Instrument | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 80,000,000 | ||||||||||||
Long-term Debt | 100,000,000 | 85,000,000 | |||||||||||
Letters of Credit Outstanding, Amount | 17,000,000 | ||||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 83,000,000 | ||||||||||||
Remy | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt | 266,000,000 | ||||||||||||
Minimum basis points over LIBOR [Member] | Restaurant group | Line of Credit | |||||||||||||
Debt Instrument | |||||||||||||
Line of Credit Facility, Interest Rate Description | 300 | ||||||||||||
Maximum basis points over LIBOR on line of credit [Member] | Restaurant group | Line of Credit | |||||||||||||
Debt Instrument | |||||||||||||
Line of Credit Facility, Interest Rate Description | 375 | ||||||||||||
Fair Value, Inputs, Level 2 | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Debt, Fair Value | 1,954,000,000 | ||||||||||||
Fair Value, Inputs, Level 2 | Restaurant group | |||||||||||||
Debt Instrument | |||||||||||||
Long-term Line of Credit | 40,000,000 | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 20,000,000 | ||||||||||||
Long-term Debt, Fair Value | 108,000,000 | ||||||||||||
Long-term Debt | $110,000,000 |
Notes_Payable_Debt_Offerings_D
Notes Payable (Debt Offerings) (Details) (USD $) | 3 Months Ended | 4 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | ||||||||||||
Dec. 31, 2013 | Feb. 26, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Sep. 30, 2011 | Dec. 31, 2010 | Jun. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2012 | Jan. 02, 2014 | Aug. 28, 2012 | Aug. 02, 2011 | 5-May-10 | Oct. 24, 2013 | Aug. 19, 2014 | 31-May-12 | |
Debt Instrument | |||||||||||||||||||
Long-term Debt | $1,323,000,000 | $2,826,000,000 | $1,323,000,000 | ||||||||||||||||
Long-term Debt, Fair Value | 3,143,000,000 | ||||||||||||||||||
Payments for Repurchase of Common Stock | 2,000,000 | 34,000,000 | 38,000,000 | ||||||||||||||||
Treasury Stock Acquired, Average Cost Per Share | $12.70 | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 0 | ||||||||||||||||||
Equity offering, value | 0 | ||||||||||||||||||
Equity offering, shares | 19,837,500 | ||||||||||||||||||
Interest Paid | 140,000,000 | 87,000,000 | 65,000,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 22500.00% | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 30000.00% | ||||||||||||||||||
5.75% senior notes payable, interest payable semi-annually [Member] [Member] | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 616,000,000 | ||||||||||||||||||
Debt Instrument, Face Amount | 0 | ||||||||||||||||||
Debt Instrument, Repurchase Amount | 1.0575 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 575.00% | ||||||||||||||||||
5.50% unsecured notes payable, interest payable semi-annually [Member] | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 398,000,000 | 398,000,000 | 398,000,000 | ||||||||||||||||
Debt Instrument, Face Amount | 400,000,000 | ||||||||||||||||||
Price as a percent of par on offering of unsecured notes | 99.51% | ||||||||||||||||||
Debt Instrument, Unamortized Discount | 2,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.56% | ||||||||||||||||||
Proceeds from Issuance of Debt | 396,000,000 | ||||||||||||||||||
Convertible Debt | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 285,000,000 | 288,000,000 | 285,000,000 | ||||||||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ||||||||||||||||||
Cash received as a percent of par on unsecuried notes offering | 100.00% | ||||||||||||||||||
Price as a percent of par on offering of unsecured notes | 92.82% | ||||||||||||||||||
Debt Instrument, Unamortized Discount | 22,000,000 | ||||||||||||||||||
Debt Instrument, Convertible, Conversion Ratio | 46.387 | ||||||||||||||||||
Debt instrument par value per bond | 1,000 | ||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $21.56 | ||||||||||||||||||
Stock price high as a percentage of conversion price to trigger conversion feature | 130.00% | ||||||||||||||||||
Stock price low as a percentage of conversion price to trigger conversion feature | 98.00% | ||||||||||||||||||
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 300,000,000 | 300,000,000 | 300,000,000 | ||||||||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.60% | ||||||||||||||||||
Price as a percent of par on offering of unsecured notes | 99.90% | ||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 6.61% | ||||||||||||||||||
Proceeds from Issuance of Debt | 297,000,000 | ||||||||||||||||||
Line of Credit | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 0 | 0 | |||||||||||||||||
Debt Instrument, Decrease, Repayments | 50,000,000 | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 0 | 0 | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 13250.00% | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 16000.00% | ||||||||||||||||||
Loans Payable [Member] | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Line of Credit Facility, Current Borrowing Capacity | 1,100,000,000 | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 15000.00% | ||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 20000.00% | ||||||||||||||||||
Unsecured notes, net of discount, interest payable semi-annually at 5.25%, due March 2013 | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 0 | 0 | 0 | ||||||||||||||||
Extinguishment of Debt, Amount | 237,000,000 | ||||||||||||||||||
Maximum [Member] | Line of Credit | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 40000.00% | 4000.00% | |||||||||||||||||
Maximum [Member] | Loans Payable [Member] | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 2500.00% | ||||||||||||||||||
Minimum [Member] | Line of Credit | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 32500.00% | 1750.00% | |||||||||||||||||
Treasury Stock | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Treasury stock repurchased, shares | 1,000,000 | 2,000,000 | |||||||||||||||||
Restaurant group | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 53,000,000 | 108,000,000 | 53,000,000 | ||||||||||||||||
Restaurant group | Line of Credit | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 100,000,000 | 85,000,000 | |||||||||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 83,000,000 | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 80,000,000 | ||||||||||||||||||
Letters of Credit Outstanding, Amount | 17,000,000 | ||||||||||||||||||
Restaurant group | Loans Payable [Member] | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 110,000,000 | ||||||||||||||||||
Restaurant group | Minimum basis points over LIBOR [Member] | Line of Credit | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Line of Credit Facility, Interest Rate Description | 300 | ||||||||||||||||||
Restaurant group | Maximum basis points over LIBOR on line of credit [Member] | Line of Credit | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Line of Credit Facility, Interest Rate Description | 375 | ||||||||||||||||||
J.Alexanders [Member] | Loans Payable [Member] | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 0 | 15,000,000 | 0 | ||||||||||||||||
Remy | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 266,000,000 | 266,000,000 | |||||||||||||||||
Fair Value, Inputs, Level 2 | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt, Fair Value | 1,954,000,000 | ||||||||||||||||||
Fair Value, Inputs, Level 2 | Restaurant group | |||||||||||||||||||
Debt Instrument | |||||||||||||||||||
Long-term Debt | 110,000,000 | ||||||||||||||||||
Long-term Debt, Fair Value | 108,000,000 | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 20,000,000 | ||||||||||||||||||
Long-term Line of Credit | $40,000,000 |
Notes_Payable_Maturities_of_Lo
Notes Payable Maturities of Long Term Debt (Details) (USD $) | 12 Months Ended | 3 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 |
Debt Instrument | ||||
Repayments of Long-term Debt | $1,073 | $359 | $557 | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 117 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 176 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Three | 530 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Four | 531 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Five | 464 | |||
Long-term Debt, Maturities, Repayments of Principal after Year Five | 1,005 | |||
Long-term Debt | 2,823 | |||
Interest Paid | 140 | 87 | 65 | |
Payments of Debt Extinguishment Costs | 0 | 0 | 6 | |
Unsecured notes, net of discount, interest payable semi-annually at 5.25%, due March 2013 | ||||
Debt Instrument | ||||
Extinguishment of Debt, Amount | $237 |
Income_taxes_current_deferred_
Income taxes (current deferred income tax expense) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income taxes [Line Items] | |||
Current Income Tax Expense (Benefit) | $113 | $128 | $216 |
Deferred Income Tax Expense (Benefit) | 199 | 67 | 26 |
Income Tax Expense (Benefit), Continuing Operations | 312 | 195 | 242 |
Discontinued Operation, Tax Effect of Discontinued Operation | -1 | 4 | 6 |
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Tax | -6 | -30 | 39 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | -3 | -2 | 1 |
Other Comprehensive Income (Loss), Reclassification Adjustment for Sale of Securities Included in Net Income, Tax | 0 | 3 | -8 |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax | -6 | 13 | 4 |
Other Comprehensive Income (Loss), Tax | -15 | -16 | 36 |
Tax Benefit from Stock Options Exercised | -16 | -17 | -31 |
Income Tax Expense (Benefit), Intraperiod Tax Allocation | 280 | 166 | 253 |
Other Information Pertaining to Income Taxes | 163 | ||
Amortization of goodwill and intangible assets [Member] | |||
Income taxes [Line Items] | |||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | 165 | ||
Other Information Pertaining to Income Taxes | 8 | ||
Remy | |||
Income taxes [Line Items] | |||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | -115 | ||
ServiceLink [Member] | |||
Income taxes [Line Items] | |||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | $40 | ||
change in net operating loss carryforward [Member] | |||
Income taxes [Line Items] | |||
Other Information Pertaining to Income Taxes | 60 | ||
Remy | change in net operating loss carryforward [Member] | |||
Income taxes [Line Items] | |||
Other Information Pertaining to Income Taxes | -56 |
Income_Taxes_Effective_tax_rat
Income Taxes (Effective tax rate reconciliation) (Details) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | |
Income Taxes [Abstract] | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate | 35.00% | 35.00% | 35.00% | |
Effective Income Tax Rate Reconciliation, Deductions, Dividends | -0.40% | -0.20% | -0.10% | |
Effective Income Tax Rate Reconciliation, Tax Exempt Income | -2.00% | -1.40% | -1.30% | |
Effective Income Tax Rate Reconciliation, Tax Contingency, Percent | 0.00% | 0.00% | -0.20% | |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance | 0.00% | -2.00% | ||
Effective Income Tax Rate Reconciliation, Tax Credit, Investment, Percent | 0.00% | |||
Effective Income Tax Rate Reconciliation, Equity in Earnings (Losses) of Unconsolidated Subsidiary, Percent | 43.20% | -1.80% | -1.00% | |
Effective Income Tax Rate Reconciliation, Tax Credit, Percent | -2.50% | -1.40% | -0.50% | |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes | 3.50% | 2.90% | 2.00% | |
Effective Income Tax Rate Reconciliation, Other Adjustments, Percent | 5.80% | -0.40% | -0.20% | |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Other | -2.90% | -1.00% | 0.70% | |
Effective Income Tax Rate, Continuing Operations | 36.50% | 33.50% | 33.40% |
Income_Taxes_Deferred_tax_asse
Income Taxes (Deferred tax asset and liability reconciliation) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred taxes [Line Items] | ||
Tax Credit Carryforward, Amount | $44 | $62 |
Deferred tax asset, insurance reserve discounting | 17 | 11 |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Employee Benefits | 35 | 46 |
Accumulated Deferred Investment Tax Credit | 0 | 80 |
Deferred Tax Assets, Operating Loss Carryforwards | 29 | 89 |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Accrued Liabilities | 11 | 30 |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Pensions | 7 | 0 |
Deferred Tax Assets, Tax Credit Carryforwards | 44 | 62 |
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 7 | 9 |
Deferred Tax Assets, Other | 0 | 0 |
Deferred Tax Assets, Gross | 150 | 327 |
Deferred Tax Assets, Valuation Allowance | 11 | 26 |
Deferred Tax Assets, Net | 139 | 301 |
Deferred tax liability, title plant | -83 | -83 |
Deferred Tax Liabilities, Goodwill and Intangible Assets, Intangible Assets | -108 | -273 |
Deferred Tax Liabilities, Other | 29 | -14 |
Deferred Tax Liabilities, Interests in Financial Assets Continued to be Held | 53 | |
Deferred tax liabilities, investments | 83 | -53 |
Deferred Tax Liabilities, Property, Plant and Equipment | -5 | -14 |
deferred tax liability partnership | -474 | -1 |
Deferred tax liability reserve and accruals doubtful accounts | -7 | -6 |
Deferred Tax Liabilities, Leasing Arrangements | 0 | -1 |
Deferred Income Tax Liabilities | -842 | -445 |
Deferred Tax Assets (Liabilities), Net | -703 | -144 |
Other Information Pertaining to Income Taxes | 163 | |
Valuation Allowance, Deferred Tax Asset, Change in Amount | 31 | |
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | -3 | |
Partnership [Member] | ||
Deferred taxes [Line Items] | ||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | 473 | |
Amortization of goodwill and intangible assets [Member] | ||
Deferred taxes [Line Items] | ||
Other Information Pertaining to Income Taxes | 8 | |
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | $165 | |
change in net operating loss carryforward [Member] | ||
Deferred taxes [Line Items] | ||
Other Information Pertaining to Income Taxes | 60 |
Income_taxes_Textuals_Details
Income taxes (Textuals) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Contingency | |||
Tax Credit Carryforward, Amount | $44,000,000 | $62,000,000 | |
Income Tax Credits and Adjustments | 18,000,000 | ||
Deferred Tax Assets (Liabilities), Net | -703,000,000 | -144,000,000 | |
Other Information Pertaining to Income Taxes | 163 | ||
Deferred Tax Assets, Valuation Allowance | 11,000,000 | 26,000,000 | |
Deferred tax asset, insurance reserve discounting | 17,000,000 | 11,000,000 | |
Deferred Tax Assets, Operating Loss Carryforwards | 75,000,000 | ||
Deferred Tax Assets, Tax Credit Carryforwards | 44,000,000 | 62,000,000 | |
Excess Tax Benefit from Share-based Compensation, Operating Activities | 16,000,000 | 17,000,000 | 31,000,000 |
Unrecognized Tax Benefits | 5,000,000 | 15,000,000 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 1,000,000 | 3,000,000 | |
Deferred tax liabilities, investments | -83,000,000 | 53,000,000 | |
Deferred Tax Liabilities, Goodwill and Intangible Assets, Intangible Assets | 108,000,000 | 273,000,000 | |
change in net operating loss carryforward [Member] | |||
Income Tax Contingency | |||
Other Information Pertaining to Income Taxes | 60 | ||
Amortization of goodwill and intangible assets [Member] | |||
Income Tax Contingency | |||
Other Information Pertaining to Income Taxes | 8 | ||
Digital Insurance [Member] | |||
Income Tax Contingency | |||
Valuation Allowances and Reserves, Balance | 1,000,000 | ||
Restaurant group | |||
Income Tax Contingency | |||
Valuation Allowances and Reserves, Balance | 10 | ||
Remy | |||
Income Tax Contingency | |||
Income Tax Credits and Adjustments | 16,000,000 | ||
Deferred Tax Assets, Valuation Allowance | 12,000,000 | ||
Unrecognized Tax Benefits, Period Increase (Decrease) | $10,000,000 |
Summary_of_Reserve_for_Claim_L2
Summary of Reserve for Claim Loss (Details) (USD $) | 6 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Jun. 30, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense | ||||
Assumed Premiums Written | $54 | |||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense, Amount | 2 | |||
Valuation Allowances and Reserves, Reserves of Businesses Acquired | 52 | |||
Reinsurance Recoverables | 7 | |||
Asset Impairment Charges | 11 | |||
Reserve for Losses and Loss Adjustment Expenses | 1,636 | |||
Liability for Unpaid Claims and Claims Adjustment Expense, Incurred Claims Current Year | 202 | 220 | 210 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Incurred Claims, Prior Years | 26 | 71 | 58 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Incurred Claims | 228 | 291 | 268 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid, Current Year | -5 | -9 | -4 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid, Prior Years | -297 | -394 | -429 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid | -302 | -403 | -433 | |
Reserve for Losses and Loss Adjustment Expenses CLONE | 1,621 | 1,636 | ||
Provision for title insurance claims | 6.20% | 7.00% | 7.00% | |
Title Segment | ||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense | ||||
Reserve for Losses and Loss Adjustment Expenses CLONE | $1,636 | $1,748 | $1,913 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Synthetic Lease | ||
Estimated Litigation Liability | $0 | $0 |
Escrow Deposit | 12,700 | |
Balance of Synthetic Lease | 71 | |
Residual Value Guarantee on Synthetic Lease | 83.00% | |
LPS Acquisition [Member] | ||
Synthetic Lease | ||
Estimated Litigation Liability | $0 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Operating Leases) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operating Leased Assets [Line Items] | |||
Operating Leases, Rent Expense, Net | $130 | $194 | $159 |
Operating Leases, Future Minimum Payments Due, Current | 193 | ||
Operating Leases, Future Minimum Payments, Due in Two Years | 232 | ||
Operating Leases, Future Minimum Payments, Due in Three Years | 135 | ||
Operating Leases, Future Minimum Payments, Due in Four Years | 107 | ||
Operating Leases, Future Minimum Payments, Due in Five Years | 80 | ||
Operating Leases, Future Minimum Payments, Due Thereafter | 268 | ||
Operating Leases, Future Minimum Payments Due | 1,015 | ||
Balance of Synthetic Lease | 71 | ||
Residual Value Guarantee on Synthetic Lease | 83.00% | ||
lease abandonment charges [Member] | |||
Operating Leased Assets [Line Items] | |||
Business Exit Costs | $4 | $1 | $2 |
Commitments_and_Contingencies_3
Commitments and Contingencies Commitments and Contingencies (purchase commitments) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Long-term Purchase Commitment [Line Items] | |
Unrecorded Unconditional Purchase Obligation, Due within One Year | $216 |
Unrecorded Unconditional Purchase Obligation, Due within Two Years | 49 |
Unrecorded Unconditional Purchase Obligation, Due within Three Years | 22 |
Unrecorded Unconditional Purchase Obligation, Due within Four Years | 12 |
Unrecorded Unconditional Purchase Obligation, Due within Five Years | 5 |
Unrecorded Unconditional Purchase Obligation, Due after Five Years | 5 |
Unrecorded Unconditional Purchase Obligation | $309 |
Regulation_Details
Regulation (Details) (USD $) | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Feb. 26, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 |
Statutory insurance disclosures [Line Items] | ||||||
Statutory accounting, unearned premium reserve | $1,736 | |||||
Amount Available for Dividend Distribution with Approval from Regulatory Agencies | 2,108 | |||||
Amount Available for Dividend Distribution without Prior Approval from Regulatory Agency | 236 | |||||
Statutory Accounting Practices, Statutory Capital and Surplus, Balance | 1,409 | 1,472 | 1,409 | |||
Statutory Accounting Practices, Statutory Net Income Amount | 276 | 352 | 281 | |||
State Insurance Department, Statutory to NAIC, Amount of Reconciling Item | 205 | -212 | 205 | |||
Equity offering, shares | 19,837,500 | |||||
Equity offering, value | 0 | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 0 | |||||
Payments for Repurchase of Common Stock | 2 | 34 | 38 | |||
Treasury Stock Acquired, Average Cost Per Share | $12.70 | |||||
Other Underwritten Title Insurance Companies | ||||||
Statutory insurance disclosures [Line Items] | ||||||
Minimum Net Worth Required for Compliance | $1 |
Equity_Details
Equity (Details) (USD $) | 3 Months Ended | 4 Months Ended | 12 Months Ended | 3 Months Ended | 18 Months Ended | 36 Months Ended | 3 Months Ended | 19 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Feb. 26, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2015 | Dec. 31, 2014 | Jul. 21, 2012 | Jul. 21, 2012 | Sep. 30, 2012 | Feb. 27, 2014 | Oct. 24, 2013 | Feb. 28, 2014 | 5-May-10 |
Class of Stock [Line Items] | ||||||||||||||
Payments for Repurchase of Common Stock | $2 | $34 | $38 | |||||||||||
Treasury Stock Acquired, Average Cost Per Share | $12.70 | |||||||||||||
Equity offering, shares | 19,837,500 | |||||||||||||
Common Stock, Shares, Issued | $26.75 | |||||||||||||
Equity offering, value | 0 | |||||||||||||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 9,460,550 | 9,460,550 | ||||||||||||
Common Stock, Value, Issued | 0 | 0 | 0 | 0 | ||||||||||
FNF Group [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Equity offering, shares | 277,462,875 | |||||||||||||
FNFV Group [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Equity offering, shares | 91,711,237 | |||||||||||||
Initial offering [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Equity offering, shares | 17,250,000 | |||||||||||||
Over-allotment [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Equity offering, shares | 2,587,500 | |||||||||||||
2012 Share repurchase program [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 12,920,000 | |||||||||||||
Treasury Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Treasury stock repurchased, shares | 1,000,000 | 2,000,000 | ||||||||||||
Treasury Stock | 2014 Share repurchase program [Member] [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Treasury stock repurchased, shares | 539,450 | 116,100 | 423,350 | |||||||||||
Stock Repurchased During Period, Value | 7 | 2 | ||||||||||||
Payments for Repurchase of Common Stock | 5 | |||||||||||||
Treasury Stock Acquired, Average Cost Per Share | $14 | $12.34 | ||||||||||||
Stock Repurchase Program, Authorized Amount | 10 | |||||||||||||
Treasury Stock | 2009 share repurchase plan [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Treasury stock repurchased, shares | 16,528,512 | |||||||||||||
Payments for Repurchase of Common Stock | 243 | |||||||||||||
Treasury Stock Acquired, Average Cost Per Share | $14.73 | |||||||||||||
Stock Repurchase Program, Authorized Amount | 5 | 15 | ||||||||||||
Treasury Stock | 2012 Share repurchase program [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Treasury stock repurchased, shares | 2,080,000 | |||||||||||||
Payments for Repurchase of Common Stock | 0 | |||||||||||||
Treasury Stock Acquired, Average Cost Per Share | $23.90 | |||||||||||||
Stock Repurchase Program, Authorized Amount | 15 | |||||||||||||
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Debt Instrument, Face Amount | $300 |
Employee_Benefit_Plans_Stock_C
Employee Benefit Plans (Stock Compensation) (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2011 | 29-May-08 | Dec. 31, 2006 | Dec. 31, 2005 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||
Employee Stock Ownership Plan (ESOP), Cash Contributions to ESOP | $18,000,000 | $17,000,000 | $14,000,000 | ||||||
Deferred Compensation Arrangement with Individual, Employer Contribution | 25,000,000 | 17,000,000 | 11 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 6,000,000 | 11,000,000 | 16,000,000 | 8,000,000 | |||||
Stock-based compensation cost | 51,000,000 | 35,000,000 | 27,000,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.50% | 1.10% | 0.60% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 24.00% | 26.00% | 50.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 2.60% | 2.60% | 2.80% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years 219 days | 4 years 146 days | 4 years 219 days | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $4.81 | $4.67 | $7.58 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 75,000,000 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 1 year 248 days | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 9,393,211 | 9,358,740 | 8,967,074 | 20,632,021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $19.43 | $20.15 | $16.27 | $13.79 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 5,173,802 | 5,180,504 | 8,147,381 | 18,704,618 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,112,133 | 3,712,416 | 769,693 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $29.80 | $27.90 | $22.59 | ||||||
Weighted average exercise price on shares granted with FNFV conversion | 17.86 | ||||||||
Exercise of stock options, shares | -2,418,713 | -3,267,937 | -12,358,474 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $15.80 | $18.28 | $12.49 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | -5,251 | -52,813 | -76,166 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $23.85 | $22.59 | $22.69 | ||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.3333 | ||||||||
profits interests [Domain] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 11 | ||||||||
Stock-based compensation cost | 14 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.10% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 33.30% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years 183 days | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $2.04 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 30 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 2 years 29 days | ||||||||
Fair Value Inputs, Discount for Lack of Marketability | 0.00% | ||||||||
Temporary Equity, Accretion to Redemption Value | 88 | ||||||||
Temporary Equity, Accretion to Redemption Value, Adjustment | $28 | ||||||||
Common Class A [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,913,072 | 2,924,738 | 3,012,656 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $22.68 | $18.46 | $14.78 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 650,728 | 1,332,222 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $27.90 | $22.59 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | -1,654,278 | 17,840 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $17.44 | $14.78 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | -8,116 | -1,402,300 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $17.30 | $14.55 | |||||||
FNF Group [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,770,781 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $25.08 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 785,705 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $29.80 | ||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 363,392 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Intrinsic Value, Amount Per Share | $28.46 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | -1,286,732 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $17.33 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | -4,656 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $21.29 |
Employee_Beenfit_Plans_Stock_o
Employee Beenfit Plans (Stock options outstanding and exerciseable by price) (Details) (USD $) | 12 Months Ended | |||||||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2011 | 29-May-08 | Dec. 31, 2006 | Dec. 31, 2005 | ||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | FNF Group restricted stock transactions under the Omnibus Plan in 2012, 2013, and 2014 are as follows: | |||||||||||||
Shares | Weighted Average Grant Date Fair Value | |||||||||||||
Balance, December 31, 2011 | 3,012,656 | $ | 14.78 | |||||||||||
Granted | 1,332,222 | 22.59 | ||||||||||||
Canceled | (17,840 | ) | 14.78 | |||||||||||
Vested | (1,402,300 | ) | 14.55 | |||||||||||
Balance, December 31, 2012 | 2,924,738 | $ | 18.46 | |||||||||||
Granted | 650,728 | 27.9 | ||||||||||||
Canceled | (8,116 | ) | 17.44 | |||||||||||
Vested | (1,654,278 | ) | 17.3 | |||||||||||
Balance, December 31, 2013 | 1,913,072 | $ | 22.68 | |||||||||||
Granted | 785,705 | 29.8 | ||||||||||||
Restricted shares granted for FNFV recapitalization | 363,392 | 28.46 | ||||||||||||
Canceled | (4,656 | ) | 21.29 | |||||||||||
Vested | (1,286,732 | ) | 17.33 | |||||||||||
Balance, December 31, 2014 | 1,770,781 | $ | 25.08 | |||||||||||
FNFV restricted stock transactions under the Omnibus Plan in 2014 are as follows: | ||||||||||||||
Shares | Weighted Average Grant Date Fair Value | |||||||||||||
Balance, December 31, 2013 | — | $ | — | |||||||||||
Granted | 1,233,333 | 14.69 | ||||||||||||
Canceled | — | — | ||||||||||||
Vested | — | — | ||||||||||||
Balance, December 31, 2014 | 1,233,333 | $ | 14.69 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 6,000,000 | 11,000,000 | 16,000,000 | 8,000,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 9,393,211 | 9,358,740 | 8,967,074 | 20,632,021 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $19.43 | $20.15 | $16.27 | $13.79 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $141 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 5,173,802 | 5,180,504 | 8,147,381 | 18,704,618 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 103 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,112,133 | 3,712,416 | 769,693 | |||||||||||
Exercise price range one [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 1 year 303 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,315,499 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 303 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $6.16 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 37 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,315,499 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $6.16 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 37 | |||||||||||||
Exercise Price Range Two [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 310 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,370,947 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 310 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $11.85 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 31 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,370,947 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $11.85 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 31 | |||||||||||||
Exercise price range three [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 1 year 329 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 539,131 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 329 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $12.22 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 12 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 539,131 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $12.22 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 12 | |||||||||||||
Exercise price range four [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 1 year 314 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 38,133 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 314 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $15.21 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 1 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 38,133 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $15.21 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 1 | |||||||||||||
Exercise price range five [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 4 years 245 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 796,722 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 266 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $19.57 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 12 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 534,395 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $19.54 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 8 | |||||||||||||
Exercise price range six [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 5 years 325 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,220,646 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years 325 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $24.24 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 43 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,375,697 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $24.24 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 14 | |||||||||||||
Exercise price range seven [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,112,133 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 310 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $29.80 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 5 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 0 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $0 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $0 | |||||||||||||
FNFV Group [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,233,333 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,233,333 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $14.69 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $14.69 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $0 | |||||||||||||
FNF Group [Member] | ||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 785,705 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,770,781 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $25.08 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $29.80 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | -4,656 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $21.29 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | -1,286,732 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $17.33 |
Employee_Benefit_Plans_Pension
Employee Benefit Plans (Pension and other postretirement welfare plans) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred Compensation Arrangement with Individual, Employer Contribution | $25,000,000 | $17,000,000 | $11 |
Postemployment Benefits Liability | 20,000,000 | ||
Chicago Title Company | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Pension Plan, Liabilities, Noncurrent | -14,000,000 | -6,000,000 | |
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets, Aggregate Projected Benefit Obligation | 185,000,000 | 167,000,000 | |
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 3.37% | 4.12% | |
Defined Benefit Plan, Fair Value of Plan Assets | 171,000,000 | 173,000,000 | |
Pension Expense | $6,000,000 | $9,000,000 | $10,000,000 |
Supplementary_Cash_Flow_Inform2
Supplementary Cash Flow Information (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note N. Supplementary Cash Flow Information [Abstract] | |||
Interest Paid | $140 | $87 | $65 |
Income Taxes Paid, Net | 242 | 109 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 5,250 | 30 | 1,116 |
Payments to Acquire Businesses, Gross | 2,363 | 25 | 254 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 2,887 | 5 | 862 |
Parent Company | |||
Note N. Supplementary Cash Flow Information [Abstract] | |||
Interest Paid | 103 | 61 | 65 |
Income Taxes Paid, Net | $75 | $242 | $109 |
Financial_Instruments_with_Off2
Financial Instruments with Off-Balance Sheet Risk and Concentration Risk (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Customer 1 [Member] | |||
Concentration Risk | |||
Concentration Risk, Customer | 0.135 | ||
Customer 2 [Member] | |||
Concentration Risk | |||
Concentration Risk, Customer | 0.118 | ||
TEXAS | |||
Concentration Risk | |||
Percent of total title premiums by state | 15.45% | 14.38% | 12.94% |
CALIFORNIA | |||
Concentration Risk | |||
Percent of total title premiums by state | 15.04% | 15.22% | 17.22% |
NEW YORK | |||
Concentration Risk | |||
Percent of total title premiums by state | 7.87% | 7.45% | 7.36% |
FLORIDA | |||
Concentration Risk | |||
Percent of total title premiums by state | 7.79% | 7.61% | 6.55% |
Segment_Information_Details
Segment Information (Details) (USD $) | 12 Months Ended | ||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Jun. 30, 2014 |
Segment Information | |||||
Title Premiums | $3,671 | $4,152 | $3,833 | ||
Other Revenue | 2,804 | 1,737 | 1,676 | ||
Food and Beverage Revenue | 1,436 | 1,408 | 908 | ||
Sales Revenue, Services, Net | 7,911 | 7,297 | 6,417 | ||
Interest and investment income including realized gains and losses | 113 | 143 | 251 | ||
Total revenues | 8,024 | 7,440 | 6,668 | ||
Depreciation and amortization | 403 | 133 | 103 | ||
Interest expense | 127 | 73 | 64 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 392 | 616 | 746 | ||
Income Tax Expense (Benefit), Continuing Operations | 312 | 195 | 242 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 80 | 421 | 504 | ||
Equity in earnings (loss) of unconsolidated affiliates | 432 | -26 | 10 | ||
Net earnings (loss) from continuing operations | 512 | 395 | 514 | ||
Total assets | 13,868 | 10,528 | 9,903 | ||
Goodwill | 4,721 | 1,901 | 1,907 | ||
FNFV Other Including Remy [Member] | |||||
Segment Information | |||||
Total assets | 1,261 | 1,946 | 1,948 | ||
Goodwill | 87 | 343 | 351 | ||
Title Segment | |||||
Segment Information | |||||
Title Premiums | 3,671 | 4,152 | 3,833 | ||
Other Revenue | 1,855 | 1,597 | 1,613 | ||
Sales Revenue, Services, Net | 5,526 | 5,749 | 5,446 | ||
Interest and investment income including realized gains and losses | 126 | 145 | 140 | ||
Total revenues | 5,652 | 5,894 | 5,586 | ||
Depreciation and amortization | 145 | 65 | 64 | ||
Interest expense | 0 | 0 | 1 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 542 | 808 | 776 | ||
Income Tax Expense (Benefit), Continuing Operations | 196 | 297 | 282 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 346 | 511 | 494 | ||
Equity in earnings (loss) of unconsolidated affiliates | 4 | 5 | 5 | ||
Net earnings (loss) from continuing operations | 350 | 516 | 499 | ||
Total assets | 8,280 | 6,762 | 6,929 | ||
Goodwill | 2,289 | 1,435 | 1,434 | ||
Black Knight Financial Services [Member] | |||||
Segment Information | |||||
Title Premiums | 0 | ||||
Other Revenue | 852 | ||||
Food and Beverage Revenue | 0 | ||||
Sales Revenue, Services, Net | 852 | ||||
Interest and investment income including realized gains and losses | 0 | ||||
Total revenues | 852 | ||||
Depreciation and amortization | 188 | ||||
Interest expense | 31 | ||||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | -15 | ||||
Income Tax Expense (Benefit), Continuing Operations | -7 | ||||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | -8 | ||||
Equity in earnings (loss) of unconsolidated affiliates | 0 | ||||
Net earnings (loss) from continuing operations | -8 | ||||
Total assets | 3,598 | ||||
Goodwill | 2,223 | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 67.00% | 67.00% | |||
FNF Corporate and Other [Member] | |||||
Segment Information | |||||
Other Revenue | -13 | 53 | 48 | ||
Food and Beverage Revenue | 0 | 0 | 0 | ||
Sales Revenue, Services, Net | -13 | 53 | 48 | ||
Interest and investment income including realized gains and losses | -1 | -4 | -3 | ||
Total revenues | -14 | 49 | 45 | ||
Depreciation and amortization | 3 | 3 | 4 | ||
Interest expense | 91 | 68 | 60 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | -121 | -152 | -107 | ||
Income Tax Expense (Benefit), Continuing Operations | -27 | -60 | -52 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | -94 | -92 | -55 | ||
Equity in earnings (loss) of unconsolidated affiliates | 0 | -1 | 0 | ||
Net earnings (loss) from continuing operations | -94 | -93 | -55 | ||
Total assets | 67 | 1,150 | 337 | ||
Goodwill | 3 | 4 | 3 | ||
Total FNF Core [Member] | |||||
Segment Information | |||||
Title Premiums | 3,671 | 4,152 | 3,833 | ||
Other Revenue | 2,694 | 1,650 | 1,661 | ||
Food and Beverage Revenue | 0 | 0 | 0 | ||
Sales Revenue, Services, Net | 6,365 | 5,802 | 5,494 | ||
Interest and investment income including realized gains and losses | 125 | 141 | 137 | ||
Total revenues | 6,490 | 5,943 | 5,631 | ||
Depreciation and amortization | 336 | 68 | 68 | ||
Interest expense | 122 | 68 | 61 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 406 | 656 | 669 | ||
Income Tax Expense (Benefit), Continuing Operations | 162 | 237 | 230 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 244 | 419 | 439 | ||
Equity in earnings (loss) of unconsolidated affiliates | 4 | 4 | 5 | ||
Net earnings (loss) from continuing operations | 248 | 423 | 444 | ||
Total assets | 11,945 | 7,912 | 7,266 | ||
Goodwill | 4,515 | 1,439 | 1,437 | ||
Restaurant group | |||||
Segment Information | |||||
Food and Beverage Revenue | 1,436 | 1,408 | 908 | ||
Sales Revenue, Services, Net | 1,436 | 1,408 | 908 | ||
Interest and investment income including realized gains and losses | -13 | -1 | 119 | ||
Total revenues | 1,423 | 1,407 | 1,027 | ||
Depreciation and amortization | 52 | 53 | 35 | ||
Interest expense | 8 | 8 | 3 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 13 | 12 | 102 | ||
Income Tax Expense (Benefit), Continuing Operations | 1 | -4 | 18 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 12 | 16 | 84 | ||
Equity in earnings (loss) of unconsolidated affiliates | 0 | 0 | 0 | ||
Net earnings (loss) from continuing operations | 12 | 16 | 84 | ||
Total assets | 662 | 670 | 689 | ||
Goodwill | 119 | 119 | 119 | ||
Business Acquisition, Percentage of Voting Interests Acquired | 55.00% | ||||
Corporate and Other | |||||
Segment Information | |||||
Other Revenue | 110 | 87 | 15 | ||
Sales Revenue, Services, Net | 110 | 87 | 15 | ||
Interest and investment income including realized gains and losses | 1 | 3 | -5 | ||
Total revenues | 111 | 90 | 10 | ||
Depreciation and amortization | 15 | 12 | 0 | ||
Interest expense | -3 | -3 | 0 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | -27 | -52 | -25 | ||
Income Tax Expense (Benefit), Continuing Operations | 149 | -38 | -6 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | -176 | -14 | -19 | ||
Equity in earnings (loss) of unconsolidated affiliates | 428 | -30 | 5 | ||
Net earnings (loss) from continuing operations | 252 | -44 | -14 | ||
Goodwill | 87 | 95 | 105 | ||
Total Portfolio Company Investments [Member] | |||||
Segment Information | |||||
Other Revenue | 110 | 87 | 15 | ||
Food and Beverage Revenue | 1,436 | 1,408 | 908 | ||
Sales Revenue, Services, Net | 1,546 | 1,495 | 923 | ||
Interest and investment income including realized gains and losses | -12 | 2 | 114 | ||
Total revenues | 1,534 | 1,497 | 1,037 | ||
Depreciation and amortization | 67 | 65 | 35 | ||
Interest expense | 5 | 5 | 3 | ||
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | -14 | -40 | 77 | ||
Income Tax Expense (Benefit), Continuing Operations | 150 | -42 | 12 | ||
Earnings (loss) from continuing operations before equity in (loss) earnings of unconsolidated affiliates | -164 | 2 | 65 | ||
Equity in earnings (loss) of unconsolidated affiliates | 428 | -30 | 5 | ||
Net earnings (loss) from continuing operations | 264 | -28 | 70 | ||
Total assets | 1,923 | 2,616 | 2,637 | ||
Goodwill | 206 | 462 | 470 | ||
Remy | |||||
Segment Information | |||||
Total assets | 1,255 | 0 | |||
Goodwill | $0 | $248 | $246 |
Parent_Company_Financials_Bala
Parent Company Financials Balance Sheet (details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | ||||
Balance Sheet | ||||
Total assets | $13,868 | $10,528 | $9,903 | |
Cash and Cash Equivalents, at Carrying Value | 700 | 1,969 | ||
Investments in unconsolidated affiliates | 770 | 357 | ||
Property, Plant and Equipment, Net | 635 | 645 | ||
Prepaid Expense and Other Assets | 484 | 681 | ||
Intangible Assets, Net (Excluding Goodwill) | 1,133 | 619 | ||
Total liabilities | 7,080 | 4,993 | ||
Accounts payable and other accrued liabilities | 1,308 | 1,302 | ||
Deferred Tax Liabilities | 703 | 144 | ||
Notes Payable | 2,826 | 1,323 | ||
Total Fidelity National Financial, Inc. shareholders' equity | 5,994 | 5,061 | ||
Common stock, Class A, $0.0001 par value; authorized, 600,000,000 shares as of December 31, 2013 and 2012; issued 292,289,166 shares and 268,541,117 shares at December 31, 2013 and 2012, respectively | 0 | 0 | ||
Preferred stock, $0.0001 par value; authorized, 50,000,000 shares; issued and outstanding, none | 0 | 0 | ||
Additional Paid in Capital, Common Stock | 4,642 | |||
Retained Earnings (Accumulated Deficit) | 1,089 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 2 | 37 | 59 | |
Treasury Stock, Value | -707 | |||
Stockholders' Equity Attributable to Noncontrolling Interest | 79 | 474 | ||
Total equity | 6,073 | 5,535 | 4,749 | 3,656 |
Total liabilities and equity | 13,868 | 10,528 | ||
Parent Company | ||||
Balance Sheet | ||||
Total assets | 8,835 | 6,313 | ||
Cash and Cash Equivalents, at Carrying Value | 151 | 1,105 | ||
Investments in unconsolidated affiliates | 0 | 320 | ||
Notes, Loans and Financing Receivable, Net | 2,635 | 124 | ||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 5,964 | 4,664 | ||
Property, Plant and Equipment, Net | 6 | 7 | ||
Prepaid Expense and Other Assets | 0 | 20 | ||
Intangible Assets, Net (Excluding Goodwill) | 19 | 47 | ||
Income Taxes Receivable | 60 | |||
Total liabilities | 2,841 | 1,252 | ||
Accounts payable and other accrued liabilities | 52 | 125 | ||
Deferred Tax Liabilities | 703 | 144 | ||
Notes Payable | 2,086 | 983 | ||
Total Fidelity National Financial, Inc. shareholders' equity | 5,994 | 5,061 | ||
Common stock, Class A, $0.0001 par value; authorized, 600,000,000 shares as of December 31, 2013 and 2012; issued 292,289,166 shares and 268,541,117 shares at December 31, 2013 and 2012, respectively | 0 | 0 | ||
Preferred stock, $0.0001 par value; authorized, 50,000,000 shares; issued and outstanding, none | 0 | 0 | ||
Additional Paid in Capital, Common Stock | 4,855 | 4,642 | ||
Retained Earnings (Accumulated Deficit) | 1,150 | 1,089 | 849 | 373 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | 2 | 37 | ||
Treasury Stock, Value | -13 | -707 | ||
Total liabilities and equity | $8,835 | $6,313 |
Parent_Company_Financials_Stat
Parent Company Financials Statement of Earnings and Retained Earnings (details) (USD $) | 12 Months Ended | |||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other Revenue | $2,804 | $1,737 | $1,676 | |
Interest and investment income including realized gains and losses | 113 | 143 | 251 | |
Total revenues | 8,024 | 7,440 | 6,668 | |
Personnel costs | 2,540 | 2,061 | 1,834 | |
Other operating expenses | 1,643 | 1,273 | 1,269 | |
Interest expense | 127 | 73 | 64 | |
Total expenses | 7,632 | 6,824 | 5,922 | |
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 392 | 616 | 746 | |
Income Tax Expense (Benefit), Continuing Operations | 312 | 195 | 242 | |
Equity in earnings (loss) of unconsolidated affiliates | 432 | -26 | 10 | |
Net earnings (loss) | 519 | 411 | 612 | |
Net Income (Loss) Attributable to Noncontrolling Interest | -64 | 17 | 5 | |
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 583 | 394 | 607 | |
Weighted average shares outstanding, basic basis | 138 | |||
Retained Earnings (Accumulated Deficit) | 1,089 | |||
Cash dividends declared | -203 | -154 | -131 | |
Parent Company | ||||
Other Revenue | 1 | 3 | 5 | |
Interest and investment income including realized gains and losses | 168 | 15 | 2 | |
Total revenues | 169 | 18 | 7 | |
Personnel costs | 35 | 93 | 39 | |
Other operating expenses | -20 | 50 | 21 | |
Interest expense | 93 | 70 | 61 | |
Total expenses | 108 | 213 | 121 | |
Earnings (loss) from continuing operations before income taxes and equity in (loss) earnings of unconsolidated affiliates | 61 | -195 | -114 | |
Income Tax Expense (Benefit), Continuing Operations | 22 | -61 | -34 | |
Earnings Before Equity In Losses Of Unconsolidated Affiliates | 39 | -134 | -80 | |
Equity in earnings (loss) of unconsolidated affiliates | 544 | 528 | 687 | |
Net earnings (loss) | 583 | 394 | 607 | |
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 583 | 394 | 607 | |
Basic earnings per share attributable to FNF common shareholders | $0.33 | $1.71 | $2.75 | |
Weighted average shares outstanding, basic basis | 230 | 221 | ||
Diluted earnings per share attributable to FNF common shareholders | $0.32 | $1.68 | $2.69 | |
Weighted average shares outstanding, diluted basis | 235 | 226 | ||
Retained Earnings (Accumulated Deficit) | 1,150 | 1,089 | 849 | 373 |
Cash dividends declared | -203 | -154 | -131 | |
FNF Group Common Stock [Member] | ||||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 214 | |||
Weighted average shares outstanding, basic basis | 138 | |||
Income (Loss) from Continuing Operations, Per Diluted Share | $0.75 | $0 | $0 | |
Weighted average shares outstanding, diluted basis | 142 | |||
Income (Loss) from Continuing Operations, Per Basic Share | $0.77 | $0 | $0 | |
Common Class A [Member] | ||||
Basic earnings per share attributable to FNF common shareholders | $0.33 | $1.71 | $2.75 | |
Weighted average shares outstanding, basic basis | 138 | 230 | 221 | |
Income (Loss) from Continuing Operations, Per Diluted Share | $0.30 | $1.64 | $2.42 | |
Diluted earnings per share attributable to FNF common shareholders | $0.32 | $1.68 | $2.69 | |
Weighted average shares outstanding, diluted basis | 142 | 235 | 226 | |
Income (Loss) from Continuing Operations, Per Basic Share | $0.31 | $1.67 | $2.48 | |
FNFV Group [Member] | ||||
Basic earnings per share attributable to FNF common shareholders | $3.04 | |||
Weighted average shares outstanding, basic basis | 46 | |||
Income (Loss) from Continuing Operations, Per Diluted Share | $3.05 | |||
Diluted earnings per share attributable to FNF common shareholders | $3.01 | |||
Weighted average shares outstanding, diluted basis | 47 | |||
Income (Loss) from Continuing Operations, Per Basic Share | $3.08 | |||
Retained Earnings [Member] | ||||
Net earnings (loss) | 394 | 607 | ||
Net earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders | 583 | |||
Cash dividends declared | -203 | -154 | -131 | |
Stock Issued During Period, Value, Stock Dividend | ($319) |
Parent_Company_Financials_Stat1
Parent Company Financials Statement of Cash Flows (details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | |
Net earnings (loss) | $519,000,000 | $411,000,000 | $612,000,000 | |
Equity in earnings (loss) of unconsolidated affiliates | -432,000,000 | 26,000,000 | -10,000,000 | |
Gain (Loss) on Sale of Other Assets | -13,000,000 | 12,000,000 | -3,000,000 | |
Stock-based compensation cost | 51,000,000 | 35,000,000 | 27,000,000 | |
Excess Tax Benefit from Share-based Compensation, Operating Activities | -16,000,000 | -17,000,000 | -31,000,000 | |
Increase Decrease in Change in Income Taxes | -198,000,000 | 62,000,000 | -146,000,000 | |
Increase (Decrease) in Prepaid Expense and Other Assets | 23,000,000 | 3,000,000 | -49,000,000 | |
Increase Decrease in Accounts Payable Accrued Liabilities Deferred Revenue and Other | 130,000,000 | -7,000,000 | -63,000,000 | |
Net cash provided by operating activities | 567,000,000 | 484,000,000 | 620,000,000 | |
Payments for (Proceeds from) Short-term Investments | 161,000,000 | -36,000,000 | 12,000,000 | |
Payments for (Proceeds from) Other Investing Activities | 10,000,000 | 4,000,000 | -3,000,000 | |
Net cash provided by (used in) investing activities | -2,720,000,000 | -60,000,000 | -310,000,000 | |
Proceeds from Issuance or Sale of Equity | 0 | 511,000,000 | ||
Borrowings | 1,764,000,000 | 341,000,000 | 679,000,000 | |
Payments of Debt Extinguishment Costs | 0 | 0 | 6,000,000 | |
Repayments of Long-term Debt | -1,073,000,000 | -359,000,000 | -557,000,000 | |
Payments of Debt Issuance Costs | 5,000,000 | 16,000,000 | 8,000,000 | |
Payments of Dividends, Common Stock | 203,000,000 | 153,000,000 | 128,000,000 | |
Payments for Repurchase of Common Stock | 2,000,000 | 34,000,000 | 38,000,000 | |
Exercise of stock options | 40,000,000 | 61,000,000 | 91,000,000 | |
Tax benefit associated with the exercise of stock options | 16,000,000 | 17,000,000 | 31,000,000 | |
Net cash used in financing activities | 1,087,000,000 | 340,000,000 | 52,000,000 | |
Net decrease in cash and cash equivalents, excluding pledged cash related to secured trust deposits | -1,066,000,000 | 764,000,000 | 362,000,000 | |
Cash and cash equivalents excluding pledged cash related to secured trust deposits | 564,000,000 | 1,630,000,000 | 866,000,000 | |
Parent Company | ||||
Net earnings (loss) | 583,000,000 | 394,000,000 | 607,000,000 | |
Equity in earnings (loss) of unconsolidated affiliates | -544,000,000 | -528,000,000 | -687,000,000 | |
Gain (Loss) on Sale of Other Assets | 2,000,000 | 1,000,000 | 6,000,000 | |
Stock-based compensation cost | 32,000,000 | 30,000,000 | 23,000,000 | |
Excess Tax Benefit from Share-based Compensation, Operating Activities | -16,000,000 | -17,000,000 | -31,000,000 | |
Increase Decrease in Change in Income Taxes | 540,000,000 | -96,000,000 | 172,000,000 | |
Increase (Decrease) in Prepaid Expense and Other Assets | 62,000,000 | -29,000,000 | 4,000,000 | |
Increase Decrease in Accounts Payable Accrued Liabilities Deferred Revenue and Other | -91,000,000 | 101,000,000 | 25,000,000 | |
Net cash provided by operating activities | 568,000,000 | -144,000,000 | 119,000,000 | |
Payments for (Proceeds from) Investments | 0 | 0 | -7,000,000 | |
Payments to Acquire Notes Receivable | -3,025,000,000 | -30,000,000 | -93,000,000 | |
Proceeds from Collection of Notes Receivable | 390,000,000 | |||
Payments to Acquire Interest in Subsidiaries and Affiliates | 0 | 8,000,000 | ||
Proceeds from Divestiture of Interest in Consolidated Subsidiaries | -116,000,000 | |||
Net cash provided by (used in) investing activities | -2,635,000,000 | -22,000,000 | -202,000,000 | |
Proceeds from Issuance or Sale of Equity | 0 | 511,000,000 | 0 | |
Borrowings | 1,500,000,000 | 0 | 548,000,000 | |
Equity offering | 0 | 0 | ||
Payments of Debt Extinguishment Costs | 6,000,000 | |||
Repayments of Long-term Debt | -400,000,000 | -7,000,000 | -494,000,000 | |
Payments of Debt Issuance Costs | 0 | 16,000,000 | 8,000,000 | |
Payments of Dividends, Common Stock | 203,000,000 | 153,000,000 | 128,000,000 | |
Payments for Repurchase of Common Stock | 0 | 34,000,000 | 38,000,000 | |
Exercise of stock options | 40,000,000 | 60,000,000 | 91,000,000 | |
Tax benefit associated with the exercise of stock options | 16,000,000 | 17,000,000 | 31,000,000 | |
Payments of Distributions to Affiliates | -100,000,000 | |||
Proceeds from (Payments for) Other Financing Activities | -8,000,000 | |||
Payments for (Proceeds from) Businesses and Interest in Affiliates | -268,000,000 | -571,000,000 | -294,000,000 | |
Net cash used in financing activities | 1,113,000,000 | 949,000,000 | 290,000,000 | |
Net decrease in cash and cash equivalents, excluding pledged cash related to secured trust deposits | -954,000,000 | 783,000,000 | 207,000,000 | |
Cash and cash equivalents excluding pledged cash related to secured trust deposits | $151,000,000 | $1,105,000,000 |
Parent_Company_Financials_Note
Parent Company Financials Notes to Financial Statements (details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stockholders' Equity Attributable to Noncontrolling Interest | $79 | $474 | ||
Net Income (Loss) Attributable to Noncontrolling Interest | -64 | 17 | 5 | |
Long-term Debt | 2,826 | 1,323 | ||
Interest Paid | 140 | 87 | 65 | |
Income Taxes Paid, Net | 242 | 109 | ||
Proceeds from Dividends Received | 0 | 400 | 100 | 200 |
Loans [Member] | ||||
Long-term Debt | 1,100 | |||
5.50% unsecured notes payable, interest payable semi-annually [Member] | ||||
Long-term Debt | 398 | 398 | ||
Convertible Debt | ||||
Long-term Debt | 288 | 285 | ||
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 | ||||
Long-term Debt | 300 | 300 | ||
Unsecured notes, net of discount, interest payable semi-annually at 5.25%, due March 2013 | ||||
Long-term Debt | 0 | 0 | ||
Line of Credit | ||||
Long-term Debt | 0 | |||
Parent Company | ||||
Long-term Debt | 2,086 | 983 | ||
Interest Paid | 103 | 61 | 65 | |
Income Taxes Paid, Net | $75 | $242 | $109 |
Capitalized_Software_Details
Capitalized Software (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | |||
Capitalized Computer Software, Gross | $841 | $215 | |
Capitalized Computer Software, Accumulated Amortization | -271 | -175 | |
Capitalized Computer Software, Net | 570 | 40 | |
Software and Software Development Costs [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Depreciation | $84 | $14 | $14 |