Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Jan. 31, 2016 | Jun. 30, 2015 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | FNF | ||
Entity Registrant Name | Fidelity National Financial, Inc. | ||
Entity Central Index Key | 1,331,875 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
FNF Group Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 275,555,941 | ||
Entity Public Float | $ 9,851,084,436 | ||
FNFV Group Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 71,842,882 | ||
Entity Public Float | $ 1,109,029,038 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Investments: | ||
Fixed maturities available for sale, at fair value, at December 31, 2015 and 2014, includes pledged fixed maturities of $342 and $353, respectively, related to secured trust deposits | $ 2,558 | $ 3,025 |
Investments in unconsolidated affiliates | 521 | 770 |
Other long-term investments | 106 | 172 |
Short-term investments, includes pledged short term investments of $266 and $146 at December 31, 2015 and 2014, respectively, related to secured trust deposits | 1,034 | 334 |
Total investments | 4,853 | 4,669 |
Cash and cash equivalents, at December 31, 2015 and 2014, includes pledged cash of $108 and $136, respectively, related to secured trust deposits | 780 | 700 |
Trade and notes receivables, net of allowance of $32 at December 31, 2015 and 2014 | 496 | 504 |
Goodwill | 4,760 | 4,721 |
Prepaid expenses and other assets | 615 | 484 |
Capitalized software, net | 553 | 570 |
Other intangible assets, net | 969 | 1,110 |
Title plants | 395 | 393 |
Property and equipment, net | 510 | 635 |
Income taxes receivable | 0 | 59 |
Total assets | 13,931 | 13,845 |
Liabilities: | ||
Accounts payable and other accrued liabilities | 1,283 | 1,308 |
Income taxes payable | 45 | 0 |
Notes payable | 2,793 | 2,803 |
Reserve for title claim losses | 1,583 | 1,621 |
Secured trust deposits | 701 | 622 |
Deferred tax liability | 594 | 703 |
Total liabilities | $ 6,999 | $ 7,057 |
Commitments and Contingencies | ||
Redeemable non-controlling interest by 21% minority holder of ServiceLink Holdings, LLC as of December 31, 2015 and 33% minority holder of Black Knight Financial Services, LLC and 35% minority holder of ServiceLink Holdings, LLC as of December 31, 2014 | $ 344 | $ 715 |
Equity: | ||
Preferred stock, $0.0001 par value; authorized, 50,000,000 shares; issued and outstanding, none | 0 | 0 |
Additional paid-in capital | 4,795 | 4,855 |
Retained earnings | 1,374 | 1,150 |
Accumulated other comprehensive (loss) earnings | (69) | 2 |
Less: Treasury stock, 14,977,394 shares and 493,737 shares as of December 31, 2015 and 2014, respectively, at cost | (346) | (13) |
Total Fidelity National Financial, Inc. shareholders’ equity | 5,754 | 5,994 |
Noncontrolling interests | 834 | 79 |
Total equity | 6,588 | 6,073 |
Total liabilities, redeemable non-controlling interest and equity | 13,931 | 13,845 |
FNF Group Common Stock | ||
Equity: | ||
Common stock | 0 | 0 |
FNFV Group Common Stock | ||
Equity: | ||
Common stock | 0 | 0 |
Preferred stock available for sale | ||
Investments: | ||
Equity securities available for sale, at fair value | 289 | 223 |
Equity securities available for sale | ||
Investments: | ||
Equity securities available for sale, at fair value | $ 345 | $ 145 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Pledged fixed maturity securities secured trust deposits | $ 342 | $ 353 |
Customer advances and deposits | 266 | 146 |
Pledged cash secured trust deposits | 108 | 136 |
Trade and notes receivables, allowance | $ 32 | $ 32 |
Preferred stock par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares authorized (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 14,977,394 | 493,737 |
FNF Group Common Stock | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 487,000,000 | 487,000,000 |
Common stock, shares outstanding (in shares) | 275,781,160 | 279,443,239 |
Common stock, shares issued (in shares) | 282,394,970 | 279,824,125 |
FNFV Group Common Stock | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 113,000,000 | 113,000,000 |
Common stock, shares outstanding (in shares) | 72,217,882 | 92,828,470 |
Common stock, shares issued (in shares) | 80,581,466 | 92,946,545 |
ServiceLink Holdings, LLC | ||
Ownership interest percent | 21.00% | 35.00% |
Black Knight Financial Services, LLC | ||
Ownership interest percent | 33.00% |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||
Direct title insurance premiums | $ 2,009 | $ 1,727 | $ 1,800 |
Agency title insurance premiums | 2,277 | 1,944 | 2,352 |
Escrow, title-related and other fees | 3,324 | 2,804 | 1,737 |
Restaurant revenue | 1,412 | 1,436 | 1,408 |
Interest and investment income | 123 | 126 | 127 |
Realized gains and losses, net | (13) | (13) | 16 |
Total revenues | 9,132 | 8,024 | 7,440 |
Expenses: | |||
Personnel costs | 2,671 | 2,540 | 2,061 |
Agent commissions | 1,731 | 1,471 | 1,789 |
Other operating expenses | 1,881 | 1,643 | 1,273 |
Cost of restaurant revenue | 1,195 | 1,220 | 1,204 |
Depreciation and amortization | 410 | 403 | 133 |
Provision for title claim losses | 246 | 228 | 291 |
Interest expense | 131 | 127 | 73 |
Total expenses | 8,265 | 7,632 | 6,824 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 867 | 392 | 616 |
Income tax expense on continuing operations | 290 | 312 | 195 |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 577 | 80 | 421 |
Equity in (loss) earnings of unconsolidated affiliates | (16) | 432 | (26) |
Net earnings from continuing operations | 561 | 512 | 395 |
Earnings from discontinued operations, net of tax | 0 | 7 | 16 |
Net earnings | 561 | 519 | 411 |
Less: Net earnings (loss) attributable to non-controlling interests | 34 | (64) | 17 |
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 527 | 583 | 394 |
Old FNF Group Common Stock | |||
Expenses: | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 89 | 394 | |
Net earnings from continuing operations, attributable to common shareholders | 83 | 388 | |
Net earnings from discontinued operations, attributable to common shareholders | $ 6 | $ 6 | |
Earnings per share | |||
Net loss per share from continuing operations attributable to Old FNF common shareholders (in usd per share) | $ 0.31 | $ 1.67 | |
Net earnings per share from discontinued operations attributable to Old FNF common shareholders (in usd per share) | 0.02 | 0.04 | |
Basic earnings per share (in usd per share) | 0.33 | 1.71 | |
Net earnings per share from continuing operations attributable to Old FNF common shareholders (in usd per share) | 0.30 | 1.64 | |
Net loss per share from discontinued operations attributable to Old FNF common shareholders (in usd per share) | 0.02 | 0.04 | |
Diluted earnings per share (in usd per share) | $ 0.32 | $ 1.68 | |
Weighted average number of shares outstanding, basic (in shares) | 138 | 230 | |
Weighted average number of shares outstanding, diluted (in shares) | 142 | 235 | |
Cash dividends paid per share (in usd per share) | $ 0.36 | $ 0.66 | |
FNF Group Common Stock | |||
Expenses: | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 540 | $ 214 | |
Earnings per share | |||
Basic earnings per share (in usd per share) | $ 1.95 | $ 0.77 | |
Diluted earnings per share (in usd per share) | $ 1.89 | $ 0.75 | |
Weighted average number of shares outstanding, basic (in shares) | 277 | 138 | |
Weighted average number of shares outstanding, diluted (in shares) | 286 | 142 | |
Cash dividends paid per share (in usd per share) | $ 0.8 | $ 0.37 | |
FNFV Group Common Stock | |||
Expenses: | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ (13) | $ 280 | |
Net earnings from continuing operations, attributable to common shareholders | (13) | 283 | |
Net earnings from discontinued operations, attributable to common shareholders | $ 0 | $ (3) | |
Earnings per share | |||
Net loss per share from continuing operations attributable to Old FNF common shareholders (in usd per share) | $ (0.16) | $ 3.08 | |
Net earnings per share from discontinued operations attributable to Old FNF common shareholders (in usd per share) | 0 | (0.04) | |
Basic earnings per share (in usd per share) | (0.16) | 3.04 | |
Net earnings per share from continuing operations attributable to Old FNF common shareholders (in usd per share) | (0.16) | 3.05 | |
Net loss per share from discontinued operations attributable to Old FNF common shareholders (in usd per share) | 0 | (0.04) | |
Diluted earnings per share (in usd per share) | $ (0.16) | $ 3.01 | |
Weighted average number of shares outstanding, basic (in shares) | 79 | 46 | |
Weighted average number of shares outstanding, diluted (in shares) | 82 | 47 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Earnings - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings | $ 561 | $ 519 | $ 411 |
Other comprehensive (loss) earnings (net of tax): | |||
Unrealized loss on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) | (38) | (1) | (33) |
Unrealized loss relating to investments in unconsolidated affiliates | (27) | (10) | (15) |
Unrealized loss on foreign currency translation and cash flow hedging | (8) | (17) | (2) |
Reclassification adjustments for change in unrealized gains and losses included in net earnings | 0 | 0 | 4 |
Minimum pension liability adjustment | 2 | (12) | 24 |
Other comprehensive loss | (71) | (40) | (22) |
Comprehensive earnings | 490 | 479 | 389 |
Less: Comprehensive earnings (loss) attributable to noncontrolling interests | 34 | (64) | 17 |
Comprehensive earnings attributable to Fidelity National Financial Inc. common shareholders | 456 | 543 | 372 |
Old FNF Group Common Stock | |||
Other comprehensive (loss) earnings (net of tax): | |||
Comprehensive earnings attributable to Fidelity National Financial Inc. common shareholders | 111 | $ 372 | |
FNF Group Common Stock | |||
Other comprehensive (loss) earnings (net of tax): | |||
Comprehensive earnings attributable to Fidelity National Financial Inc. common shareholders | 494 | 184 | |
FNFV Group Common Stock | |||
Other comprehensive (loss) earnings (net of tax): | |||
Comprehensive earnings attributable to Fidelity National Financial Inc. common shareholders | $ (38) | $ 241 |
Consolidated Statement of Equit
Consolidated Statement of Equity - USD ($) shares in Millions, $ in Millions | Total | Common StockOld FNF Group Common Stock | Common StockFNF Group Common Stock | Common StockFNFV Group Common Stock | Additional Paid-in Capital | Retained Earnings | Total Accumulated Other Comprehensive Earnings | Treasury Stock | Noncontrolling Interest |
Beginning balance (shares) at Dec. 31, 2012 | 268 | 0 | 0 | 40 | |||||
Beginning balance at Dec. 31, 2012 | $ 4,749 | $ 0 | $ 0 | $ 0 | $ 4,018 | $ 849 | $ 59 | $ (658) | $ 481 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Equity offering (in shares) | 20 | ||||||||
Equity offering | 511 | 511 | |||||||
Exercise of stock options (in shares) | 3 | ||||||||
Exercise of stock options | 61 | 61 | |||||||
Tax benefit associated with the exercise of stock-based compensation | 17 | 17 | |||||||
Issuance of restricted stock (shares) | 1 | ||||||||
Other comprehensive earnings — unrealized (loss) on investments and other financial instruments | (29) | (29) | |||||||
Other comprehensive earnings — unrealized (loss) on investments in unconsolidated affiliates | (15) | (15) | |||||||
Other comprehensive earnings — unrealized (loss) on foreign currency and cash flow hedging | 0 | (2) | 2 | ||||||
Other comprehensive earnings — minimum pension liability adjustment | 26 | 24 | 2 | ||||||
Stock-based compensation | 35 | 30 | 5 | ||||||
Shares withheld for taxes and in treasury (in shares) | 1 | ||||||||
Shares withheld for taxes and in treasury | (15) | $ (15) | |||||||
Purchases of treasury stock | (34) | $ (34) | |||||||
Purchases of treasury stock (in shares) | 1 | ||||||||
Contributions to noncontrolling interests | 3 | (4) | 7 | ||||||
Consolidation of previous minority-owned subsidiary | (14) | 9 | (23) | ||||||
Dividends declared | (154) | (154) | |||||||
Subsidiary dividends paid to noncontrolling interests | (17) | (17) | |||||||
Net earnings | 411 | 394 | 17 | ||||||
Ending balance at Dec. 31, 2013 | 5,535 | $ 0 | $ 0 | $ 0 | 4,642 | 1,089 | 37 | $ (707) | 474 |
Ending balance (shares) at Dec. 31, 2013 | 292 | 0 | 0 | 42 | |||||
Beginning balance at Dec. 31, 2012 | 0 | ||||||||
Ending balance at Dec. 31, 2013 | 0 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock issued during period (in shares) | 26 | ||||||||
Stock issued during period, value, acquisitions | 839 | 839 | |||||||
Exercise of stock options (in shares) | 1 | 1 | |||||||
Exercise of stock options | 40 | 40 | |||||||
Recapitalization of FNF stock (in shares) | 277 | 277 | 92 | ||||||
Recapitalization of FNF stock | (6) | (6) | |||||||
Tax benefit associated with the exercise of stock-based compensation | 16 | 16 | |||||||
Issuance of restricted stock (shares) | 1 | 1 | |||||||
Other comprehensive earnings — unrealized (loss) on investments and other financial instruments | (1) | (1) | |||||||
Other comprehensive earnings — unrealized (loss) on investments in unconsolidated affiliates | (10) | (10) | |||||||
Other comprehensive earnings — unrealized (loss) on foreign currency and cash flow hedging | (25) | (17) | (8) | ||||||
Other comprehensive earnings — minimum pension liability adjustment | (18) | (12) | (6) | ||||||
Stock-based compensation | 23 | 32 | (9) | ||||||
Shares withheld for taxes and in treasury | (11) | $ (11) | |||||||
Purchases of treasury stock | (2) | $ (2) | |||||||
Contributions to noncontrolling interests | 21 | (1) | 22 | ||||||
Contribution by minority owner to acquire minority interest in Black Knight Financial Services, LLC and ServiceLink Holdings, LLC | (1) | (1) | |||||||
Retirement of treasury shares (in shares) | (42) | (42) | |||||||
Retirement of treasury shares | (707) | $ 707 | |||||||
Spinoff transaction | (593) | (319) | 5 | (279) | |||||
Dividends declared | (203) | (203) | |||||||
Subsidiary dividends paid to noncontrolling interests | (50) | (50) | |||||||
Net earnings | 519 | 583 | (64) | ||||||
Ending balance at Dec. 31, 2014 | 6,073 | $ 0 | $ 0 | $ 0 | 4,855 | 1,150 | 2 | $ (13) | 79 |
Ending balance (shares) at Dec. 31, 2014 | 0 | 279 | 93 | 0 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Stock-based compensation | 28 | ||||||||
Contribution by minority owner to acquire minority interest in Black Knight Financial Services, LLC and ServiceLink Holdings, LLC | 687 | ||||||||
Ending balance at Dec. 31, 2014 | 715 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock issued during period, value, acquisitions | (43) | 53 | (96) | ||||||
Proceeds Black Knight IPO | 475 | 475 | |||||||
Exercise of stock options (in shares) | 2 | ||||||||
Exercise of stock options | 26 | 26 | |||||||
Purchase of additional share in consolidated subsidiaries | (6) | (6) | |||||||
Tax benefit associated with the exercise of stock-based compensation | 21 | 21 | |||||||
Issuance of restricted stock (shares) | 1 | ||||||||
Equity offering costs | (1) | (1) | |||||||
Other comprehensive earnings — unrealized (loss) on investments and other financial instruments | (38) | (38) | |||||||
Other comprehensive earnings — unrealized (loss) on investments in unconsolidated affiliates | (27) | (27) | |||||||
Other comprehensive earnings — unrealized (loss) on foreign currency and cash flow hedging | (8) | (8) | |||||||
Other comprehensive earnings — minimum pension liability adjustment | 2 | 2 | |||||||
Stock-based compensation | (3) | 38 | (41) | ||||||
Shares withheld for taxes and in treasury | (14) | $ (14) | |||||||
Purchases of treasury stock | (505) | $ (505) | |||||||
Purchases of treasury stock (in shares) | 27 | ||||||||
Contributions to noncontrolling interests | (1) | (1) | |||||||
Sale of noncontrolling interest | (27) | (27) | |||||||
Reclassification of redeemable NCI resulting from IPO/share conversion | 430 | 430 | |||||||
Retirement of treasury shares (in shares) | (12) | ||||||||
Retirement of treasury shares | 0 | $ (12) | (186) | $ 186 | |||||
Spinoff transaction | (94) | (81) | (13) | ||||||
Dilution of ownership in affiliates | (5) | (5) | |||||||
Dividends declared | (222) | (222) | |||||||
Subsidiary dividends paid to noncontrolling interests | (6) | (6) | |||||||
Net earnings | 561 | 527 | 34 | ||||||
Ending balance at Dec. 31, 2015 | 6,588 | $ 0 | $ 0 | $ 4,795 | $ 1,374 | $ (69) | $ (346) | $ 834 | |
Ending balance (shares) at Dec. 31, 2015 | 282 | 81 | 15 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Stock-based compensation | 59 | ||||||||
Reclassification of redeemable NCI resulting from IPO/share conversion | (430) | ||||||||
Ending balance at Dec. 31, 2015 | $ 344 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flows From Operating Activities: | |||
Net earnings | $ 561 | $ 519 | $ 411 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 410 | 476 | 209 |
Equity in losses (earnings) of unconsolidated affiliates | 16 | (432) | 26 |
Net loss (gain) on sales of investments and other assets, net | 13 | 13 | (12) |
Gain on sale of Cascade Timberlands | (12) | 0 | 0 |
Stock-based compensation cost | 56 | 51 | 35 |
Tax benefit associated with the exercise of stock-based compensation | (21) | (16) | (17) |
Changes in assets and liabilities, net of effects from acquisitions: | |||
Net (increase) decrease in pledged cash, pledged investments and secured trust deposits | (2) | 0 | 2 |
Net (increase) decrease in trade receivables | 7 | (22) | 0 |
Net increase in prepaid expenses and other assets | (95) | (23) | (3) |
Net (decrease) increase in accounts payable, accrued liabilities, deferred revenue and other | (15) | (130) | 7 |
Net decrease in reserve for title claim losses | (38) | (67) | (112) |
Net change in income taxes | 37 | 198 | (62) |
Net cash provided by operating activities | 917 | 567 | 484 |
Cash Flows From Investing Activities: | |||
Proceeds from sales of investment securities available for sale | 775 | 778 | 745 |
Proceeds from calls and maturities of investment securities available for sale | 383 | 458 | 306 |
Proceeds from sales of other assets | 2 | 5 | 1 |
Additions to property and equipment and capitalized software | (241) | (210) | (145) |
Purchases of investment securities available for sale | (1,102) | (1,196) | (882) |
Purchases of other long-term investments | (27) | (71) | (97) |
Net (purchases of) proceeds from short-term investment activities | (565) | (161) | 36 |
Contributions to investments in unconsolidated affiliates | (97) | 0 | (20) |
Distributions from unconsolidated affiliates | 353 | 49 | 25 |
Net other investing activities | 3 | (10) | (4) |
Acquisition of Lender Processing Services, Inc., net of cash acquired | 0 | (2,253) | 0 |
Acquisition of USA Industries, Inc., net of cash acquired | 0 | (40) | 0 |
Acquisition of BPG Holdings, LLC, net of cash acquired | (43) | 0 | 0 |
Proceeds from sale of Cascade Timberlands | 56 | 0 | 0 |
Other acquisitions/disposals of businesses, net of cash acquired | (68) | (69) | (25) |
Net cash used in investing activities | (571) | (2,720) | (60) |
Cash Flows From Financing Activities: | |||
Equity offering | 0 | 0 | 511 |
Borrowings | 1,360 | 1,764 | 341 |
Debt service payments | (1,359) | (1,073) | (359) |
Additional investment in non-controlling interest | 0 | (1) | (14) |
Additional investment in consolidated subsidiary | (6) | 0 | 0 |
Proceeds from Black Knight IPO | 475 | 0 | 0 |
Debt and equity issuance costs | (1) | (5) | (16) |
Dividends paid | (220) | (203) | (153) |
Subsidiary dividends paid to noncontrolling interest shareholders | (6) | (50) | (17) |
Exercise of stock options | 26 | 40 | 61 |
Tax benefit associated with the exercise of stock-based compensation | 21 | 16 | 17 |
Purchases of treasury stock | (498) | (2) | (34) |
Net cash (used in) provided by financing activities | (238) | 1,087 | 340 |
Net increase (decrease) in cash and cash equivalents, excluding pledged cash related to secured trust deposits | 108 | (1,066) | 764 |
Cash and cash equivalents, excluding pledged cash related to secured trust deposits, at beginning of year | 564 | 1,630 | 866 |
Cash and cash equivalents, excluding pledged cash related to secured trust deposits, at end of year | 672 | 564 | 1,630 |
New Remy Corporation | |||
Cash Flows From Financing Activities: | |||
Cash transferred in Remy spin-off | 0 | (86) | 0 |
J. Alexander's, LLC | |||
Cash Flows From Financing Activities: | |||
Cash transferred in Remy spin-off | (13) | 0 | 0 |
Digital Insurance | |||
Cash Flows From Financing Activities: | |||
Proceeds from noncontrolling interests | 0 | 0 | 3 |
Black Knight Financial Services, Inc. | |||
Cash Flows From Financing Activities: | |||
Additional investment in consolidated subsidiary | (17) | ||
Black Knight Financial Services, LLC and ServiceLink, LLC | |||
Cash Flows From Financing Activities: | |||
Proceeds from noncontrolling interests | $ 0 | $ 687 | $ 0 |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (Parenthetical) | Dec. 31, 2014 | Dec. 31, 2013 |
Digital Insurance | ||
Ownership interest percent | 4.00% | |
Black Knight Financial Services, LLC and ServiceLink, LLC | ||
Ownership interest percent | 35.00% |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 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 ("FNFV"). Through our Core Operations, FNF is a leading provider of (i) title insurance, escrow and other title related services, including collection and trust activities, trustee sales guarantees, recordings and reconveyances and home warranty insurance and (ii) technology and transaction services to the real estate and mortgage industries. FNF is the nation’s largest title insurance company operating through its title insurance underwriters - Fidelity National Title Insurance Company, Chicago Title Insurance Company, Commonwealth Land Title Insurance Company, Alamo Title Insurance and National Title Insurance of New York Inc. - that collectively issue more title insurance policies than any other title company in the United States. Through our subsidiary ServiceLink Holdings, LLC ("ServiceLink"), we provide mortgage transaction services including title-related services and facilitation of production and management of mortgage loans. FNF also provides industry-leading mortgage technology solutions, including MSP®, the leading residential mortgage servicing technology platform in the U.S., through its majority-owned subsidiary, Black Knight Financial Services, Inc. ("Black Knight"). Through our FNFV group, we own majority and minority equity investment stakes in a number of entities, including American Blue Ribbon Holdings, LLC ("ABRH"), Ceridian HCM, Inc. and Fleetcor Technologies, Inc. (collectively "Ceridian") and Digital Insurance, Inc. ("Digital Insurance"). As of December 31, 2015 , 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, Inc. ("LPS"), now combined with our ServiceLink business. Transaction services include other title-related services used in the production and management of mortgage loans, including mortgage loans that experience default. • Black Knight. This segment consists of the operations of Black Knight, which, through leading software systems and information solutions, provides mission critical technology and data and analytics services 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 and its affiliates are the owners and operators of the O'Charley's, Ninety Nine Restaurants, Max & Erma's, Village Inn, Bakers Square, and Legendary Baking concepts. This segment also includes the results of J. Alexander's, Inc. ("J. Alexander's") through September 28, 2015, the date it was distributed to FNFV shareholders. See the Recent Developments section below for further discussion of the distribution of J. Alexander's. On January 25, 2016, substantially all of the assets of the Max & Erma's restaurant concept were sold pursuant to an Asset Purchase Agreement. • FNFV Corporate and Other. This segment primarily consists of our share in the operations of certain equity investments, including Ceridian, as well as consolidated investments, including 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 in Note B. On February 18, 2016, our Board of Directors approved a new FNFV Group three -year stock repurchase program, effective March 1, 2016, under which we may repurchase up to 15 million shares of FNFV Group common stock. Purchases may be made from time to time by us in the open market at prevailing market prices or in privately negotiated transactions through February 28, 2019. On February 11, 2016, we announced that we are considering alternatives to the spin-off of ABRH to FNFV shareholders previously announced on July 30, 2015. On January 20, 2016, we entered into two interest rate swap agreements to hedge forecasted monthly interest rate payments on $400.0 million of our floating rate debt ( $200.0 million notional value each) (the “Swap Agreements”). The Swap Agreements have been designated as cash flow hedging instruments. Under the terms of the Swap Agreements, we receive payments based on the 1-month LIBOR rate and pay a weighted average fixed rate of 1.01% . The effective term for the Swap Agreements is February 1, 2016 through January 31, 2019. Beginning in October 2015 through December 31, 2015, we purchased approximately 2.2 million shares of Del Frisco Restaurant Group ("Del Frisco's", NASDAQ: DFRG) common stock for a total investment of $32 million . Subsequent to year-end through February 19, 2016, we purchased approximately 0.8 million shares of Del Frisco's common stock for $12 million . We currently own approximately 13% of the outstanding common stock of Del Frisco's. On September 16, 2015, J. Alexander's and FNF entered into a Separation and Distribution Agreement, pursuant to which FNF agreed to distribute one hundred percent ( 100% ) of its shares of J. Alexander's common stock, on a pro rata basis, to the holders of FNFV common stock. Holders of FNFV common stock received, as a distribution from FNF, approximately 0.17272 shares of J. Alexander’s common stock for every one share of FNFV common stock held at the close of business on September 22, 2015, the record date for the distribution (the “Distribution”). The Distribution was made on September 28, 2015. As a result of the Distribution, J. Alexander's is now an independent public company and its common stock is listed under the symbol “JAX” on the New York Stock Exchange. The Distribution was generally tax-free to FNFV shareholders for U.S. federal income tax purposes, except to the extent of any cash received in lieu of J. Alexander's fractional shares. On July 20, 2015, we completed the recapitalization of ServiceLink Holdings, LLC through a conversion (the "ServiceLink Conversion") of $505 million of the $566 million aggregate preference amount associated with its Class A1 participating preferred units into slightly more than 67.3 million Class A common units. As a result of the ServiceLink Conversion, our ownership percentage in ServiceLink Holdings, LLC increased from 65% to 79% . On July 20, 2015, our Board of Directors approved a new FNF Group three -year stock repurchase program, effective August 1, 2015, under which we may repurchase up to 25 million shares of FNF Group common stock. Purchases may be made from time to time by us in the open market at prevailing market prices or in privately negotiated transactions through July 31, 2018. On May 29, 2015, Black Knight completed a redemption (the "Redemption") of $205 million in aggregate principal of its senior notes ("Black Knight Senior Notes") at a price of 105.750% . Black Knight incurred a charge on the Redemption of $12 million and also reduced the bond premium by $7 million for the portion of the premium that relates to the redeemed Black Knight Senior Notes, resulting in a net charge on the Redemption of $5 million . Following the Redemption, $390 million in aggregate principal of Black Knight Senior Notes remained outstanding. On May 27, 2015, Black Knight InfoServ, LLC (“BKIS”), a subsidiary of Black Knight, entered into a credit and guaranty agreement (the “BKIS Credit Agreement”) with an aggregate borrowing capacity of $1.6 billion , dated as of May 27, 2015, with JPMorgan Chase Bank, N.A. as administrative agent, the guarantors party thereto, the other agents party thereto and the lenders party thereto. FNF does not provide any guaranty or stock pledge under the BKIS Credit Agreement. On May 27, 2015, we entered into an amendment to our existing $800 million third amended and restated credit agreement (as previously amended, the “Existing Revolving Credit Agreement”), dated as of June 25, 2013, with Bank of America, N.A., as administrative agent, the other agents party thereto and the financial institutions party thereto as lenders (the “FNF Amended Revolving Credit Agreement”). Among other changes, the FNF Amended Revolving Credit Agreement amends the Existing Revolving Credit Agreement to permit FNF and its subsidiaries to incur the indebtedness and liens in connection with the BKIS Credit Agreement. On May 26, 2015, Black Knight closed its initial public offering ("IPO") of 20,700,000 shares of Class A common stock at a price to the public of $24.50 per share, which included 2,700,000 shares of Class A common stock issued upon the exercise in full of the underwriters' option to purchase additional shares. Black Knight received net proceeds of $475 million from the offering, after deduction of underwriter discount and expenses. In connection with the IPO, Black Knight amended and restated its certificate of incorporation to authorize the issuance of two classes of common stock, Class A common stock and Class B common stock, which will generally vote together as a single class on all matters submitted for a vote to stockholders. As a result, Black Knight issued shares of Class B common stock to us, and certain Thomas H. Lee Partners affiliates, as the holders of membership interests in Black Knight Financial Services, LLC ("BKFS, LLC") prior to the IPO. Class B common stock is not publicly traded and does not entitle the holders thereof to any of the economic rights, including rights to dividends and distributions upon liquidation that would be provided to holders of Class A common stock. Prior to the IPO, we owned 67% of the membership interests in BKFS, LLC. Following the IPO, we owned 55% of the outstanding shares of Black Knight in the form of Class B common stock, with a corresponding ownership interest in BKFS, LLC. On March 20, 2015, we completed our tender offer to purchase shares of FNFV stock. As a result of the offer, we accepted for purchase 12,333,333 shares of FNFV Group Common Stock for a purchase price of $15.00 per common share, for a total aggregate cost of $185 million , excluding fees and expenses related to the tender offer. On February 18, 2015, we closed the sale of substantially all of the assets of Cascade Timberlands, LLC ("Cascade") 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 . The revenue from the sale was recorded in Escrow, title related and other fees and the cost of the land sold was in other operating expenses in the Consolidated Statement of Operations in the twelve months ended December 31, 2015. The effect of the sale on FNFV's net earnings was income of approximately $12 million . There was no effect on net earnings attributable to FNFV Group common shareholders due to offsetting amounts attributable to noncontrolling interests. Discontinued Operations Remy On December 31, 2014, we completed the distribution (the "Remy Spin-off") of all of the outstanding shares of common stock of our previously owned subsidiary Remy International, Inc. ("New Remy", NASDAQ: REMY), a manufacturer and distributer of auto parts, to FNFV shareholders. We have no continuing involvement in New Remy as of December 31, 2015. As a result of the Remy Spin-off, the results of New Remy are reflected in the Consolidated Statements of Earnings as discontinued operations for the years ended December 31, 2014 and 2013. Total revenue included in discontinued operations was $1,173 million and $1,125 million for the years ended December 31, 2014, and 2013, respectively. Pre-tax earnings included in discontinued operations were $6 million and $22 million for the years ended December 31, 2014, and 2013, respectively. A reconciliation of the operations of Remy to the Statement of Earnings is shown below: Year Ended December 31, 2014 2013 (In millions) Revenues: Auto parts revenues $ 1,172 $ 1,127 Other revenues 1 (2 ) Total 1,173 1,125 Expenses: Personnel costs 81 86 Other operating expenses 52 46 Cost of auto parts revenues 1,009 947 Depreciation & amortization 4 4 Interest expense 21 20 Total expenses 1,167 1,103 Earnings from discontinued operations before income taxes 6 22 Income tax (benefit) expense (1 ) 5 Net earnings from discontinued operations 7 17 Less: Net earnings attributable to non-controlling interests 3 10 Net earnings from discontinued operations attributable to Fidelity National Financial, Inc. common shareholders $ 4 $ 7 Cash flow from discontinued operations data: Net cash provided by operations $ 39 $ 61 Net cash used in investing activities (50 ) (21 ) 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. Total revenues included in discontinued operations were $2 million for the year ending December 31, 2014. Pre-tax earnings included in discontinued operations are $1 million for the year ending December 31, 2014. The results from two closed J. Alexander's locations 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 for the year ended December 31, 2013. Pre-tax earnings included in discontinued operations were $2 million for the year ended December 31, 2013. I nvestments 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. 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, 2015 and 2014 , 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 $11 million in impairment expense to Tradenames in our Restaurant Group segment during the year ended December 31, 2014 , respectively. We recorded no impairment expense related to other intangible assets in the years ended December 31, 2015 and 2013 . 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, 2015 , 2014 and 2013 and identified and recorded impairment expense of $ 1 million , $ 1 million and $ 4 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 $ 701 million and $ 622 million at December 31, 2015 and 2014 , 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. 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 86 - 89% reported within three months following closing, an additional 9 - 11% 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 76.0% , of agent premiums earned in 2015 , 75.7 % of agent premiums earned in 2014 and 76.1% of agent premiums earned in 2013 . 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 5.7% for 2015 , 6.2% for 2014 and 7% for 2013 , and accruals for premium taxes and other expenses relating to our premium accrual. The resulting impact to pretax earnings in any period is approximately 11% 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 $ 5 million for the year ended December 31, 2015 , $ 9 million for the year ended 2014 and $ 7 million for the year ended 2013 . The amount due from our agents relating to this accrual, i.e., the agent premium less their contractual retained commission, was approximately $ 45 million and $ 55 million at December 31, 2015 and 2014 , respectively, which represents agency premiums of approximately $ 230 million and $ 276 million at December 31, 2015 and 2014 , respectively, and agent commissions of $ 185 million and $ 221 million at December 31, 2015 and 2014 , 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 . Black Knight. Within our Black Knight 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 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 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 Pro-forma Financial Results For comparative purposes, selected unaudited pro-forma consolidated results of operations of FNF for the years ended December 31, 2014 and 2013 are presented below. Pro-forma results presented assume the consolidation of LPS occurred as of the beginning of the 2013 period. Amounts reflect our 65% ownership interest in BKFS, LLC and our 65% ownership interest in ServiceLink at the acquisition date 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 Total revenues $ 8,024 $ 9,164 Net earnings attributable to Fidelity National Financial, Inc. common shareholders 723 497 In connection with the LPS acquisition, we formed a wholly-owned subsidiary, Black Knight Financial Services, Inc. (now known as Black Knight Holdings, Inc. "BKHI"). After acquiring LPS, we retained a 65% ownership interest in each of the subsidiaries (BKFS, LLC and ServiceLink) and the subsidiaries each issued 35% minority ownership interest to THL and certain related entities on January 3, 2014. BKFS, LLC 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, LLC. As a result of this transfer, our ownership percentage in BKFS, LLC increased to 67% . Our results for periods since June 1, 2014, reflect our now 67% ownership interest in BKFS, LLC. As a result of the Black Knight IPO and ServiceLink Reorganization discussed in Note A, our ownership interest in BKFS, LLC and ServiceLink changed to 55% and 79% , respectively, as of May 26, 2015 and June 20, 2015, respectively. Our results for periods subsequent to these dates reflect the new ownership percentages in BKFS, LLC and ServiceLink. Other Acquisitions On February 12, 2015, we closed the purchase of all of the membership interest in Buyers Protection Group Holdings, LLC ("BPG"), pursuant to a certain Membership Interest Purchase Agreement, for $46 million . We first consolidated the results of BPG as of March 31, 2015. BPG is a recognized leader in home warranty, home inspection services and commercial inspections. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [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, 2015 and 2014 , respectively: December 31, 2015 Level 1 Level 2 Level 3 Total (In millions) Assets: Fixed-maturity securities available for sale: U.S. government and agencies $ — $ 117 $ — $ 117 State and political subdivisions — 768 — 768 Corporate debt securities — 1,495 — 1,495 Foreign government bonds — 107 — 107 Mortgage-backed/asset-backed securities — 71 — 71 Preferred stock available for sale 42 247 — 289 Equity securities available for sale 334 11 — 345 Total $ 376 $ 2,816 $ — $ 3,192 December 31, 2014 Level 1 Level 2 Level 3 Total (In millions) 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 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, collateralized 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. • Equity securities available for sale: This security is valued using a blending of two models, a discounted cash flow model and a comparable company model utilizing earnings and multiples of similar publicly-traded companies. Prior to December 31, 2014 our Level 2 financial assets and liabilities included our interest rate swap, foreign exchange contracts, and commodity contracts which were 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). As of December 31, 2015 and December 31, 2014 we no longer hold these Level 2 financial assets and liabilities. In 2014, our Level 3 investments consisted 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 or other Level 3 investments at December 31, 2015 or December 31, 2014 . The following table presents the changes in our investments that are classified as Level 3 for the year ended December 31, 2014 (in millions): Balance, December 31, 2013 $ 38 Proceeds received upon maturity (39 ) Realized gain (loss) 1 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, 2015 | |
Investments, Debt and Equity Securities, and Equity Method Investments [Abstract] | |
Investments | Investments The carrying amounts and fair values of our available for sale securities at December 31, 2015 and 2014 are as follows: December 31, 2015 Carrying Value Cost Basis Unrealized Gains Unrealized Losses Fair Value (In millions) Fixed maturity investments available for sale: U.S. government and agencies $ 117 $ 115 $ 2 $ — $ 117 States and political subdivisions 768 748 20 — 768 Corporate debt securities 1,495 1,509 14 (28 ) 1,495 Foreign government bonds 107 120 — (13 ) 107 Mortgage-backed/asset-backed securities 71 68 3 — 71 Preferred stock available for sale 289 290 5 (6 ) 289 Equity securities available for sale 345 276 81 (12 ) 345 Total $ 3,192 $ 3,126 $ 125 $ (59 ) $ 3,192 December 31, 2014 Carrying Value Cost Basis Unrealized Gains Unrealized Losses Fair 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 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, 2015 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 $ 49 million of agency mortgage-backed securities, $ 8 million of collateralized mortgage obligations, and $ 14 million in asset-backed securities. The change in net unrealized gains and (losses) on fixed maturities for the years ended December 31, 2015 , 2014 , and 2013 was $ (64) million , $(20) million , and $(58) million , respectively. The following table presents certain information regarding contractual maturities of our fixed maturity securities at December 31, 2015 : December 31, 2015 Maturity Amortized Cost % of Total Fair Value % of Total (Dollars in millions) One year or less $ 405 15.8 % $ 404 15.8 % After one year through five years 1,829 71.4 1,828 71.5 After five years through ten years 232 9.1 229 8.9 After ten years 26 1.0 26 1.0 Mortgage-backed/asset-backed securities 68 2.7 71 2.8 $ 2,560 100.0 % $ 2,558 100.0 % 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. Because of the potential for prepayment on mortgage-backed and asset-backed securities, they are not categorized by contractual maturity. Fixed maturity securities valued at approximately $ 136 million and $ 141 million were on deposit with various governmental authorities at December 31, 2015 and 2014 , 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, 2015 , 2014 and 2013 was a net (decrease) increase of $ (4) million , $8 million , and $30 million , respectively. Our investments at December 31, 2015 and 2014 included investments in banks at a cost basis of $382 million and $372 million , respectively, and a fair value of $382 million and $380 million , respectively. Our investments at December 31, 2015 and 2014 included investments in insurance companies at a cost basis of $9 million and $52 million , respectively, and a fair value of $10 million and $53 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 be en in a continuous unrealized loss position at December 31, 2015 and 2014 are as follows (in millions): December 31, 2015 Less than 12 Months 12 Months or Longer Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Corporate debt securities 747 (24 ) 20 (4 ) 767 (28 ) Foreign government bonds 106 (13 ) — — 106 (13 ) Preferred stock available for sale 140 (4 ) 24 (2 ) 164 (6 ) Equity securities available for sale 92 (12 ) — — 92 (12 ) Total temporarily impaired securities $ 1,085 $ (53 ) $ 44 $ (6 ) $ 1,129 $ (59 ) December 31, 2014 Less than 12 Months 12 Months or Longer Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized 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 ) 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, 2015. 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 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 thes e reasons, we do not consider these securities other-than-temporarily impaired at December 31, 2015 . 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, 2015 , 2014 and 2013 we incurred impairment charges relating to investments that were determined to be other-than-temporarily impaired, which resulted in impairment charges of $14 million , $6 million and $1 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. Impairment charges in the 2015 period also included an immaterial portion related to equity securities. As of December 31, 2015 , we held $2 million in securities for which other-than-temporary impairments had been previously recognized. As of December 31, 2014 , we held $5 million 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 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, 2015 , 2014 , and 2013 , respectively: Year ended December 31, 2015 Gross Realized Gains Gross Realized Losses Net Realized Gains (Losses) Gross Proceeds from Sale/Maturity (In millions) Fixed maturity securities available for sale $ 14 $ (17 ) $ (3 ) $ 1,076 Preferred stock available for sale 1 — 1 58 Equity securities available for sale 13 (11 ) 2 51 Other assets (13 ) — Total $ (13 ) $ 1,185 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 Interest and investment income consists of the following: Year Ended December 31, 2015 2014 2013 (In millions) Cash and cash equivalents $ — $ — $ 1 Fixed maturity securities available for sale 82 89 99 Equity securities and preferred stock available for sale 24 14 16 Other 16 23 11 Total $ 123 $ 126 $ 127 Included in our other long-term investments in 2013 and into 2014 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 as of December 31, 2015 or December 31, 2014 . We recorded a gain of $ 1 million related to the structured notes in the year ended December 31, 2014 , and a loss of $3 million related to the structured notes in 2013. Investments in unconsolidated affiliates are recorded using the equity method of accounting and as of December 31, 2015 and 2014 consisted of the following (in millions): Ownership at December 31, 2015 2015 2014 Ceridian 32 % $ 358 $ 725 Other various 163 45 Total $ 521 $ 770 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 ended December 31, 2014 as a result of the transaction. During the year ended December 31, 2015, Ceridian sold a portion of its holdings of Fleetcor common stock. The sale resulted in increased distributions to us from Ceridian. During the year ended December 31, 2015 we received distributions from Ceridian of approximately $292 million . The distributions resulted in a corresponding decrease in our associated balance of Investments in unconsolidated affiliates. During the year ended December 31, 2014, we sold $2 million of Ceridian bonds. We did not sell any Ceridian bonds in the year ended December 31, 2015. Our investment in Ceridian bonds had a fair value of $23 million and $32 million as of December 31, 2015 and 2014. Prior to 2014 we 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, 2015 includes Ceridian's results for the 12 months ended December 31, 2015 and the year ended December 31, 2013 includes Ceridian's results for the 12 months ended September 30, 2013. 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 of Ceridian on a three-month lag. Summarized financial information for the periods included in our Consolidated Financial Statements for Ceridian is presented below: December 31, 2015 December 31, 2014 (In millions) Total current assets before customer funds $ 442 $ 1,417 Customer funds 4,333 4,957 Goodwill and other intangible assets, net 2,297 2,509 Other assets 135 92 Total assets $ 7,207 $ 8,975 Current liabilities before customer obligations $ 243 $ 205 Customer obligations 4,312 4,931 Long-term obligations, less current portion 1,162 1,168 Other long-term liabilities 351 391 Total liabilities 6,068 6,695 Equity 1,139 2,280 Total liabilities and equity $ 7,207 $ 8,975 12 Months Ending December 31, 2015 15 Months Ending December 31, 2014 (In millions) Total revenues $ 773 $ 1,042 Loss before income taxes (53 ) (76 ) Gain on sale of Comdata — 1,526 Net (loss) earnings (88 ) 1,354 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following: Year Ended December 31, 2015 2014 (In millions) Land $ 55 $ 132 Buildings 147 158 Leasehold improvements 234 244 Data processing equipment 277 315 Furniture, fixtures and equipment 399 389 1,112 1,238 Accumulated depreciation and amortization (602 ) (603 ) $ 510 $ 635 Depreciation expense on property and equipment was $ 120 million, $ 122 million, and $ 97 million for the years ended December 31, 2015 , 2014 , and 2013 , respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goo dwill consists of the following: Title Black Knight FNF Core Corporate and Other Remy Restaurant Group FNFV Corporate and Other Total (In millions) Balance, December 31, 2013 $ 1,435 $ — $ 4 $ 248 $ 119 $ 95 $ 1,901 Goodwill acquired during the year (1) 854 2,223 — 14 — 6 3,097 Adjustments to prior year acquisitions — — (1 ) — — 1 — Spin-off of Remy and Imaging — — — (262 ) — (15 ) (277 ) Segment changes (2) (40 ) — 40 — — — — Balance, December 31, 2014 $ 2,249 $ 2,223 $ 43 $ — $ 119 $ 87 $ 4,721 Goodwill acquired during the year 66 — 5 — — 9 80 Adjustments to prior year acquisitions (12 ) 1 (3 ) — — 1 (13 ) Sale of Cascade Timberlands — — — — — (12 ) (12 ) Spin-off of J. Alexander's — — — — (16 ) — (16 ) Balance, December 31, 2015 $ 2,303 $ 2,224 $ 45 $ — $ 103 $ 85 $ 4,760 _____________________________________ (1) During 2014, we acquired LPS and subsequently completed an internal reorganization in which the assets of LPS were divided between the Title and Black Knight segments and Property Insight was contributed from the Title segment to Black Knight. (2) During 2015, we reclassified Pacific Union International and other similar but smaller real estate service providers from the Title segment and into FNF Core Corporate & Other. See Note R for further discussion. |
Capitalized Software
Capitalized Software | 12 Months Ended |
Dec. 31, 2015 | |
Research and Development [Abstract] | |
Capitalized Software | Capitalized Software Capitalized software consists of the following: Year Ended December 31, 2015 2014 (In millions) Capitalized software $ 900 $ 841 Accumulated amortization (347 ) (271 ) $ 553 $ 570 Amortization expense on software was $ 83 million , $ 84 million , and $ 14 million for the years ended December 31, 2015 , 2014 , and 2013 , respectively. |
Other Intangible Assets
Other Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Other Intangible Assets Other intangible assets consist of the following: December 31, 2015 2014 (In millions) Customer relationships and contracts $ 1,260 $ 1,200 Trademarks and tradenames 135 154 Other 67 63 1,462 1,417 Accumulated amortization (493 ) (307 ) $ 969 $ 1,110 Amortization expense for amortizable intangible assets, which consist primarily of customer relationships, was $ 193 million, $ 193 million, and $ 23 million for the years ended December 31, 2015 , 2014 and 2013 , 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, 2015 , is $ 163 million in 2016 , $ 159 million in 2017 , $ 156 million in 2018 , $ 153 million in 2019 and $ 117 million in 2020 . |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | Accounts Payable and Other Accrued Liabilities Accounts payable and other accrued liabilities consist of the following: December 31, 2015 2014 (In millions) Accrued benefits $ 252 $ 264 Salaries and incentives 319 292 Accrued rent 34 36 Trade accounts payable 68 81 Accrued recording fees and transfer taxes 12 50 Accrued premium taxes 21 11 Deferred revenue 215 164 Other accrued liabilities 362 410 $ 1,283 $ 1,308 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable Notes payable consists of the following: December 31, 2015 2014 (In millions) Unsecured notes, net of discount, interest payable semi-annually at 5.50%, due September 2022 $ 397 $ 395 Unsecured convertible notes, net of discount, interest payable semi-annually at 4.25%, due August 2018 288 284 Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 300 299 FNF Term Loan, interest payable monthly at LIBOR + 1.63% — 1,094 Revolving Credit Facility, unsecured, unused portion of $800 at December 31, 2015, due July 2018 with interest payable monthly at LIBOR + 1.45% (5 ) (7 ) Unsecured Black Knight Infoserv notes, including premium, interest payable semi-annually at 5.75%, due April 2023 402 616 Black Knight Term A Facility, due May 27, 2020 with interest currently payable monthly at LIBOR + 2.00% (2.44% at December 31, 2015) 771 — Black Knight Term B Facility, due May 27, 2022 with interest currently payable quarterly at LIBOR + 3.00% (3.75% at December 31, 2015) 343 — Black Knight Revolving Credit Facility, unused portion of $300, due May 27, 2020 with interest currently payable monthly at LIBOR + 2.00% (2.44% at December 31, 2015) 95 — ABRH Term Loan, interest payable monthly at LIBOR + 2.50% (2.92% at December 31, 2015), due August 2019 100 106 ABRH Revolving Credit Facility, unused portion of $85 at December 31, 2015, due August 2019 with interest payable monthly at LIBOR + 2.50% — — Digital Insurance Revolving Credit Facility, unused portion $26 at December 31, 2015, due March 31, 2020 with interest payable monthly at LIBOR + 2.50% - 3.50% (3.80% at December 31, 2015) 99 — Other 3 16 $ 2,793 $ 2,803 At December 31, 2015 , the estimated fair value of our long-term debt was approximately $3,162 million or $ 337 million higher than its carrying value, excluding unamortized debt issuance costs. The fair value of our unsecured notes payable was $1,728 million as of December 31, 2015 . The fair values of our unsecured notes payable are based on established market prices for the securities on December 31, 2015 and are considered Level 2 financial liabilities. The carrying value of the Black Knight Term A, Term B, and Revolving Credit facilities; the ABRH term loan; and the Digital Insurance revolving credit facility approximate fair value at December 31, 2015 , as they are variable rate instruments with short reset periods (either monthly or quarterly) which reflect current market rates. The revolving credit facilities are considered Level 2 financial liabilities. On May 27, 2015, BKIS entered into a credit and guaranty agreement (the “BKIS Credit Agreement”) with an aggregate borrowing capacity of $1.6 billion with JPMorgan Chase Bank, N.A. as administrative agent, the guarantors party thereto, the other agent's party thereto and the lenders party thereto. The BKIS Credit Agreement provides for (i) an $800 million term loan A facility (the “Term A Facility”), (ii) a $400 million term loan B facility (the “Term B Facility”) and (iii) a $400 million revolving credit facility (the “Revolving Credit Facility”, and collectively with the Term A Facility and Term B Facility, the “Facilities”). The loans under the Term A Facility and the Revolving Credit Facility mature on May 27, 2020 and the loans under the Term B Facility mature on May 27, 2022. The Facilities are guaranteed by substantially all of BKIS’s wholly-owned domestic restricted subsidiaries and Black Knight Financial Services, LLC, a Delaware limited liability company and the direct parent company of BKIS (“Holdings”), and are secured by associated collateral agreements which pledge a lien on virtually all of the BKIS’s assets, including fixed assets and intangibles, and the assets of the guarantors. The Term A Facility and the Revolving Credit Facility bear interest at rates based upon, at the option of BKIS, either (i) the base rate plus a margin of between 50 and 125 basis points depending on the total leverage ratio of Holdings and its restricted subsidiaries on a consolidated basis (the “Consolidated Leverage Ratio”) and (ii) the Eurodollar rate plus a margin of between 150 and 225 basis points depending on the Consolidated Leverage Ratio. Until the delivery of the initial financial statements under the BKIS Credit Agreement, the Term A Facility and the Revolving Credit Facility bear interest, at the option of BKIS, at either (i) the base rate plus a margin of 125 basis points or (ii) the Eurodollar rate plus a margin of 225 basis points. The Term B Facility bears interest at rates based upon, at the option of BKIS, either (i) the base rate plus a margin of 175 or 200 basis points depending on the Consolidated Leverage Ratio and (ii) the Eurodollar rate plus a margin of 275 or 300 basis points depending on the Consolidated Leverage Ratio; subject to a Eurodollar rate floor of 75 basis points. Until the delivery of the initial financial statements under the BKIS Credit Agreement, the Term B Facility bears interest, at the option of BKIS, at either (i) the base rate plus a margin of 200 basis points or (ii) the Eurodollar rate plus a margin of 300 basis points. In addition, BKIS will pay an unused commitment fee of between 25 and 35 basis points on the undrawn commitments under the Revolving Credit Facility, also depending on the Consolidated Leverage Ratio. As of December 31, 2015 BKIS had aggregate outstanding debt of $1,259 million under the BKIS Credit Agreement, net of debt issuance costs. As of December 31, 2015 we hold approximately $50 million of the outstanding Term B notes which eliminate in consolidation. On March 31, 2015, Digital Insurance, entered into a senior secured credit facility (the “Digital Insurance Facility”) with Bank of America, N.A. (“Bank of America”) as Administrative Agent, JPMorgan Chase Bank, N.A. as Syndication Agent, and the other financial institutions party thereto. The Digital Insurance Facility provides for a maximum revolving loan of up to $120 million with a maturity date of March 31, 2020. The Digital Insurance Facility is guaranteed by Digital Insurance Holdings, Inc. (“DIH”) and each subsidiary of Digital Insurance (together with DIH, the “Loan Parties”) and secured by (i) a lien on all equity interests in Digital Insurance and each of its present and future subsidiaries, (ii) all property and assets of Digital Insurance and (iii) all proceeds and products of the property described in (i) and (ii) above. Pricing under the Digital Insurance Facility is based on an applicable margin between 250 and 350 basis points over LIBOR and between 150 and 250 basis points over the Base Rate (which is the highest of (a) 50 basis points in excess of the federal funds rate, (b) the Bank of America “prime rate” and (c) 100 basis points in excess of the one month LIBOR adjusted daily rate). A commitment fee amount is also due at a rate per annum equal to between 25 and 40 basis points on the actual daily unused portions of the Digital Insurance Facility. The Digital Insurance Facility also allows Digital Insurance to request up to $15 million in letters of credit commitments and $10 million in swingline debt from Bank of America. The Digital Insurance Facility allows Digital Insurance to elect to increase the amount of revolving commitments by up to $40 million so long as (i) no default or event of default exists under the Digital Insurance Facility at the time of such request and (ii) Digital Insurance is in compliance with its financial covenants on a pro forma basis after giving effect to such request. The Digital Insurance facility is subject to affirmative, negative and financial covenants customary for financings of this type, including, among other things, limits on Digital Insurance’s creation of liens, incurrence of indebtedness, dispositions of assets, restricted payments and transactions with affiliates. The Digital Insurance Facility includes customary events of default for facilities of this type, which include a cross-default provision whereby an event of default will be deemed to have occurred if any Loan Party fails to make any payment when due in respect of any indebtedness having a principal amount of $7.5 million or more or otherwise defaults under such indebtedness and such default results in a right by the lender to accelerate such Loan Party’s obligations. As of December 31, 2015, Digital Insurance had outstanding debt of $99 million under the Digital Insurance Facility, net of debt issuance costs. 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 $15 million of outstanding letters of credit and $85 million of remaining borrowing capacity under its revolving credit facility as of December 31, 2015 . On January 2, 2014, as a result of the LPS acquisition, FNF acquired $600 million aggregate principal amount of 5.75% Senior Notes due in 2023, initially issued by BKIS 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. Prior to October 15, 2017, BKIS 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, BKIS 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, BKIS 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 BKIS'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 BKIS 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 BKIS or certain other subsidiaries, (ii) repay any debt or make any loans or advances to BKIS or certain other subsidiaries or (iii) transfer any property or assets to BKIS or certain other subsidiaries, (f) to sell or dispose of assets of BKIS 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 BKIS (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 BKIS 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 BKIS 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 BKIS 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 subsequently purchased by us on February 24, 2014. On May 29, 2015, Black Knight completed a redemption of $205 million in aggregate principal of its Black Knight Senior Notes at a price of 105.75% under the note feature allowing redemption using proceeds from an equity offering. 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. In May 2015 we repaid the entire $1.1 billion outstanding balance of the term loans outstanding under the Term Loan Agreement. On June 25, 2013, we entered into an agreement to amend and restate our existing $ 800 million Second Amended and Restated Credit Agreement (the “Existing 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 amended the Existing 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 Existing 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) 0.5% in excess of the federal funds rate, (b) the Administrative Agent's “prime rate”, or (c) the sum of 1% 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 pay a facility 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. As of December 31, 2015 and 2014, there was no outstanding balance under the Revolving Credit Facility and $5 million and $7 million , respectively, in unamortized debt issuance costs. 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 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 outstand |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense on continuing operations consists of the following: Year Ended December 31, 2015 2014 2013 (In millions) Current $ 374 $ 113 $ 128 Deferred (84 ) 199 67 $ 290 $ 312 $ 195 Total income tax expense (benefit) was allocated as follows (in millions): Year Ended December 31, 2015 2014 2013 Net earnings from continuing operations $ 290 $ 312 $ 195 Tax expense (benefit) attributable to net earnings from discontinued operations — (1 ) 4 Other comprehensive earnings (loss): Unrealized loss on investments and other financial instruments (40 ) (6 ) (30 ) Unrealized loss on foreign currency translation and cash flow hedging (7 ) (3 ) (2 ) Reclassification adjustment for change in unrealized gains and losses included in net earnings — — 3 Minimum pension liability adjustment 3 (6 ) 13 Total income tax benefit allocated to other comprehensive earnings (44 ) (15 ) (16 ) Additional paid-in capital, stock-based compensation (21 ) (16 ) (17 ) Total income taxes $ 225 $ 280 $ 166 A reconciliation of the federal statutory rate to our effective tax rate is as follows: Year Ended December 31, 2015 2014 2013 Federal statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal benefit 3.0 3.5 2.9 Deductible dividends paid to FNF 401(k) plan (0.2 ) (0.4 ) (0.2 ) Tax exempt interest income (0.7 ) (2.0 ) (1.4 ) Tax Credits (1.0 ) (2.5 ) (1.4 ) Consolidated Partnerships (0.5 ) 5.8 (0.4 ) Non-deductible expenses and other, net (1.1 ) (2.9 ) (1.0 ) Effective tax rate excluding equity investments 34.5 % 36.5 % 33.5 % Equity Investments (1.1 ) 43.2 (1.8 ) Effective tax rate 33.4 % 79.7 % 31.7 % The significant components of deferred tax assets and liabilities at December 31, 2015 and 2014 consist of the following: December 31, 2015 2014 (In millions) Deferred Tax Assets: Employee benefit accruals $ 37 $ 35 Other investments 14 — Net operating loss carryforwards 30 29 Insurance reserve discounting — 17 Accrued liabilities 20 11 Allowance for uncollectible accounts received 2 — Pension plan 7 7 Tax credits 43 44 State income taxes 17 7 Other 3 — Total gross deferred tax asset 173 150 Less: valuation allowance 12 11 Total deferred tax asset $ 161 $ 139 Deferred Tax Liabilities: Title plant $ (84 ) $ (83 ) Amortization of goodwill and intangible assets (118 ) (108 ) Other investments — (83 ) Other (17 ) (29 ) Investment securities (29 ) (53 ) Depreciation (11 ) (5 ) Partnerships (459 ) (474 ) Insurance reserve discounting (37 ) — Allowance for uncollectible accounts received — (7 ) Total deferred tax liability $ (755 ) $ (842 ) Net deferred tax liability $ (594 ) $ (703 ) Our net deferred tax liability was $594 million and $703 million at December 31, 2015 , and 2014 , respectively. The significant changes in the deferred taxes are as follows: The deferred tax asset related to Other Investments increased by $97 million mainly due to recognition of tax gains recorded on our investment in Ceridian. The deferred tax liability for insurance reserve discounting increased by $54 million largely due to a reclassification of $28 million between other of $(18) million and allowance for uncollected accounts received of $(10) million . The $26 million increase in other related to current year activity in the claims reserves. The deferred tax liability for investment securities decreased by $24 million due to book changes in unrealized gains. The deferred tax liability relating to partnerships decreased by $11 million primarily due Black Knight and ServiceLink activity. The deferred tax liability on amortization increased by $10 million partially due to the Pacific Union acquisition. As of December 31, 2015 and 2014 we had a valuation allowance of $ 12 million and $ 11 million, respectively. The increase of $1 million relates to net operating losses associated with the BPG acquisition. At December 31, 2015 , we have net operating losses on a pretax basis of $ 79 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, LPS, BPG and Black Knight Financial Services, Inc. acquisitions made since 2008 and are subject to an annual Internal Revenue Code Section 382 limitation. These losses will begin to expire in year 2023 and we fully anticipate utilizing these losses prior to expiration with the exception of $3 million of gross net operating losses at BPG that are offset by a $1 million valuation allowance. 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, 2015 and 2014, we had $ 43 million and $ 44 million of tax credits, respectively. The credits primarily consist of general business credits from acquisitions in the Restaurant Group. 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 $ 21 million , $ 16 million , and $ 17 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, 2015 , 2014, and 2013, respectively. As of December 31, 2015 and 2014 , we had approximately $3 million (including interest of less than $1 million ) and $ 5 million (including interest of $ 1 million ), respectively, of total gross unrecognized tax benefits that, if recognized, would favorably affect our income tax rate. 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, 2015 and 2016 tax years. We file income tax returns in various foreign and US state jurisdictions. |
Summary of Reserve for Claim Lo
Summary of Reserve for Claim Loss | 12 Months Ended |
Dec. 31, 2015 | |
Insurance [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, 2015 2014 2013 (Dollars in millions) Beginning balance $ 1,621 $ 1,636 $ 1,748 Reserve assumed, net (1) — 52 — Reinsurance recoverable 1 7 — Claim loss provision related to: Current year 224 202 220 Prior years 22 26 71 Total title claim loss provision 246 228 291 Claims paid, net of recoupments related to: Current year (7 ) (5 ) (9 ) Prior years (278 ) (297 ) (394 ) Total title claims paid, net of recoupments (285 ) (302 ) (403 ) Ending balance of claim loss reserve for title insurance $ 1,583 $ 1,621 $ 1,636 Provision for title insurance claim losses as a percentage of title insurance premiums 5.7 % 6.2 % 7.0 % _____________________________________ (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. 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 varies from what is currently expected and is not offset by other factors, it is possible that our recorded reserves may fall outside a reasonable range of our actuary's central estimate, which may require additional reserve adjustments in future periods. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [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 or collective action claims alleging violation of federal and state employment, franchise and other 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 $75 million and $95 million as of December 31, 2015 and December 31, 2014. Of this accrual, $67 million and $84 million relates to historical LPS matters as of December 31, 2015 and 2014, respectively. 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”), Lender Processing Services, Inc. (“LPS”) entered into a consent order (the “Order”) dated April 13, 2011 with the banking agencies. The banking agencies’ review of LPS’s services included the services provided by LPS’s 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 did LPS admit any fault or liability. Under the Order, LPS agreed to further study the issues identified in the review and to enhance LPS’s 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 LPS’s default management businesses and the document execution services it provided to mortgage 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 will continue to take longer to complete than the Company originally anticipated. In addition, the LPS default operations that were subject to the Order were contributed to ServiceLink Holdings, LLC (“ServiceLink”) in connection with the LPS Acquisition and Reorganization. To the extent such review, once completed, requires additional remediation of mortgage documents or identifies any financial injury from the document execution services LPS provided, ServiceLink (as a result of the contribution of the underlying LPS business) has agreed to implement an appropriate plan to address the issues. The 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. ServiceLink will continue to make periodic reports to the banking agencies on the progress with respect to each of the undertakings in the Order. Although the Order does not include any fine or other monetary penalty, the banking agencies reserved their right to impose civil monetary penalties at any time. Based on discussions with the banking agencies and actions taken by the banking agencies with respect to other companies, the Company believes the likelihood that the banking agencies will assess a civil monetary penalty is both probable and reasonably estimable, and ServiceLink Holdings, LLC has included an estimate of such loss in its accrual for loss contingencies. The banking agencies notified ServiceLink in December 2015 that they wish to discuss terminating the Order through a possible agreed civil monetary penalty amount in lieu of requiring any additional document execution review by the independent third party. At this time, the parties have not agreed on a possible civil monetary penalty amount. The Company does not believe an adjustment to the amount already accrued in loss contingencies is warranted based upon discussions thus far. The parties have entered into a tolling agreement to allow the parties to engage in these discussions. This matter is subject to a Cross-Indemnity Agreement dated December 22, 2014, between Black Knight Financial Services, LLC and ServiceLink Holdings, LLC. 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 $ 14.3 billion at December 31, 2015 . 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, 2015 and 2014 related to these arrangements. Operating Leases Future minimum operating lease payments are as follows (in millions): 2016 $ 272 2017 176 2018 145 2019 115 2020 83 Thereafter 251 Total future minimum operating lease payments $ 1,042 Rent expense incurred under operating leases during the years ended December 31, 2015 , 2014 and 2013 was $ 136 million, $ 130 million, and $ 194 million, respectively. Rent expense in 2015 , 2014 , and 2013 includes abandoned lease charges related to office closures of $ 1 million, $ 4 million, and $ 1 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, 2015 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. We are currently in the process of exploring our options for purchasing the facilities or renewing the lease, but have not finalized our plans. 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, 2015 to determine the amount of the obligations. Black Knight 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, 2015 are as follows (in millions): 2016 $ 215 2017 60 2018 44 2019 14 2020 6 Thereafter — Total purchase commitments $ 339 |
Regulation and Equity
Regulation and Equity | 12 Months Ended |
Dec. 31, 2015 | |
Regulation and Equity [Abstract] | |
Regulation and Equity | Regulation and Equity Regulation 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, 2015 , the combined statutory unearned premium reserve required and reported for our title insurers was $ 1,728 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, 2015 , $ 2,049 million of our net assets are restricted from dividend payments without prior approval from the Departments of Insurance. During 2016 , our title insurers can pay or make distributions to us of approximately $ 334 million, without prior approval. The combined statutory capital and surplus of our title insurers was approximately $ 1,412 million and $ 1,472 million as of December 31, 2015 and 2014 , respectively. The combined statutory net earnings (losses) of our title insurance subsidiaries were $ 381 million, $ 276 million, and $ 352 million for the years ended December 31, 2015 , 2014 , and 2013 , 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, 2015 and 2014 , respectively, was lower by approximately $ 206 million and $ 212 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, 2015 . 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, 2015 . 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. Equity On September 16, 2015, J. Alexander's and FNF entered into a Separation and Distribution Agreement, pursuant to which FNF agreed to distribute one hundred percent ( 100% ) of its shares of J. Alexander's common stock, on a pro rata basis, to the holders of FNFV common stock. Holders of FNFV common stock received, as a distribution from FNF, approximately 0.17272 shares of J. Alexander’s common stock for every one share of FNFV common stock held at the close of business on September 22, 2015, the record date for the distribution (the “Distribution”). The Distribution was made on September 28, 2015. As a result of the Distribution, J. Alexander's is now an independent public company and its common stock is listed under the symbol “JAX” on the New York Stock Exchange. The Distribution was generally tax-free to FNFV shareholders for U.S. federal income tax purposes, except to the extent of any cash received in lieu of J. Alexander's fractional shares. On May 26, 2015, Black Knight closed its initial public offering ("IPO") of 20,700,000 shares of Class A common stock at a price to the public of $24.50 per share, which included 2,700,000 shares of Class A common stock issued upon the exercise in full of the underwriters' option to purchase additional shares. Black Knight received net proceeds of $475 million from the offering, after deduction of underwriter discount and expenses. In connection with the IPO, Black Knight amended and restated its certificate of incorporation to authorize the issuance of two classes of common stock, Class A common stock and Class B common stock, which will generally vote together as a single class on all matters submitted for a vote to stockholders. As a result, Black Knight issued shares of Class B common stock to us, and certain Thomas H. Lee Partners affiliates, as the holders of membership interests in Black Knight Financial Services, LLC ("BKFS, LLC") prior to the IPO. Class B common stock is not publicly traded and does not entitle the holders thereof to any of the economic rights, including rights to dividends and distributions upon liquidation that would be provided to holders of Class A common stock. Prior to the IPO, we owned 67% of the membership interests in BKFS, LLC. Following the IPO, we owned 55% of the outstanding shares of Black Knight in the form of Class B common stock, with a corresponding ownership interest in BKFS, LLC. On March 20, 2015, we completed our tender offer to purchase shares of FNFV stock. As a result of the offer, we accepted for purchase 12,333,333 shares of FNFV Group Common Stock for a purchase price of $15.00 per common share, for a total aggregate cost of $185 million , excluding fees and expenses related to the tender 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, 2015 , we repurchased a total of 8,187,382 shares for $106 million , or an average of $12.95 per share under this program. Subsequent to year-end we repurchased a total of 1,143,900 shares for $11 million , or an average of $9.71 per share under this program through market close on February 19, 2016 . Since the original commencement of the plan adopted November 6, 2014, we have repurchased a total of 9,447,382 shares for $119 million , or an average of $12.57 per share, and there are 552,618 shares available to be repurchased under this program through market close on February 19, 2016 . On February 18, 2016, our Board of Directors approved a new FNFV Group three -year stock repurchase program, effective March 1, 2016, under which we may repurchase up to 15 million shares of FNFV Group common stock. Purchases may be made from time to time by us in the open market at prevailing market prices or in privately negotiated transactions through February 28, 2019. 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 purchase of LPS. As part of the consideration, $839 million or 25,920,078 shares of Old FNF common stock was issued to LPS shareholders. See Note B of the Notes to Consolidated Financial Statements for further information on the acquisition of LPS. 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 FNF Group common stock through July 31, 2015. On July 20, 2015, our Board of Directors approved a new three -year stock repurchase program under which we can purchase up to 25 million shares through July 30, 2018. 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, 2015 , we repurchased a total 5,875,000 FNF Group shares under these programs for $214 million , or an average price of $36.41 per share. Subsequent to year-end we repurchased a total of 500,000 shares for $17 million , or an average of $33.19 per share under this program through market on February 19, 2016 . Since the original commencement of the plan adopted July 21, 2012, we have repurchased a total of 3,380,000 FNF common shares for $ 98 million , or an average of $ 28.97 per share, and there are no shares available to be repurchased under this program. Since the original commencement of the plan adopted July 20, 2015, we have repurchased a total of 5,075,000 FNF common shares for $182 million , or an average of $35.92 per share, and there are 19,925,000 shares available to be repurchased under this program. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Stock Purchase Plan During the three-year period ended December 31, 2015 , 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 $ 21 million, $ 18 million, and $ 17 million to the ESPPs in the years ended December 31, 2015 , 2014 , and 2013 , respectively, in accordance with the employer’s matching contribution. 401(k) Profit Sharing Plan During the three-year period ended December 31, 2015 , 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, 2015 , 2014 and 2013 was $ 28 million , $25 million and $17 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 has been credited based on the participant's 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 amendments to increase the number of shares for issuance under the Omnibus Plan by 11 million, 6 million, 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, 2015 , there were 1,391,874 shares of restricted stock and 9,300,509 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 have a contractual life o f 7 years. 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. Option exercises by participants are settled on the open market. 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 2013 , 2014 , and 2015 are as follows: Options Weighted Average Exercise Price Exercisable Balance, December 31, 2012 8,967,074 $ 16.27 8,147,381 Granted 3,712,416 27.90 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 29.80 Options granted for FNFV recapitalization 1,346,302 17.86 Exercised (2,418,713 ) 15.80 Canceled (5,251 ) 23.85 Balance, December 31, 2014 9,393,211 $ 19.43 5,173,802 Granted 1,886,320 34.84 Exercised (1,966,937 ) 12.96 Canceled (12,085 ) 26.62 Balance, December 31, 2015 9,300,509 $ 23.92 5,256,426 FNF Group restricted stock transactions under the Omnibus Plan in 2013 , 2014 , and 2015 are as follows: Shares Weighted Average Grant Date Fair Value Balance, December 31, 2012 2,924,738 $ 18.46 Granted 650,728 27.90 Canceled (8,116 ) 17.44 Vested (1,654,278 ) 17.30 Balance, December 31, 2013 1,913,072 $ 22.68 Granted 785,705 29.80 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 Granted 613,960 34.84 Canceled (10,105 ) 26.14 Vested (982,762 ) 23.00 Balance, December 31, 2015 1,391,874 $ 30.85 FNFV restricted stock transactions under the Omnibus Plan in 2014 and 2015 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 Granted — — Canceled (31,746 ) 14.69 Vested (411,109 ) 14.69 Balance, December 31, 2015 790,478 $ 14.69 The following table summarizes information related to stock options outstanding and exercisable as of December 31, 2015 : 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 1,100,006 0.82 $ 6.16 $ 31 1,100,006 0.82 $ 6.16 $ 31 $6.17 — $12.22 453,856 0.90 12.22 10 453,856 0.90 12.22 10 $12.23 — $15.76 28,537 0.20 15.76 1 28,537 0.20 15.76 1 $15.77 — $18.17 28,547 0.42 18.17 — 28,547 0.42 18.17 — $18.18 — $21.90 705,212 3.86 19.62 11 705,212 3.86 19.62 11 $21.91 — $24.24 4,009,334 4.90 24.24 42 2,589,192 4.90 24.24 27 $24.25 — $34.84 2,975,017 6.47 33.00 5 351,076 5.85 29.80 2 9,300,509 $ 100 5,256,426 $ 82 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 $ 56 million for the year ended December 31, 2015 , $ 51 million for the year ended December 31, 2014 , and $35 million for the year ended December 31, 2013 , 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, 2015 , 2014 , and 2013 , we used risk free interest rates of 1.4% , 1.5% , and 1.1% , respectively; volatility factors for the expected market price of the common stock of 22% , 24% , and 26% , respectively; expected dividend yields of 2.4% , 2.6% , and 2.6% , respectively; and weighted average expected lives of 4.6 years, 4.6 years, and 4.4 years, respectively. The weighted average fair value of each option granted in the years ended December 31, 2015 , 2014 , and 2013 , were $ 5.15 , $ 4.81 , and $ 4.67 , respectively. At December 31, 2015 , the total unrecognized compensation cost related to non-vested stock option grants and restricted stock grants is $ 67 million , which is expected to be recognized in pre-tax income over a weighted average period of 1.59 years. Profits Interests Plan As of December 31, 2015 there were 11 million profits interests outstanding in ServiceLink and no profits interest outstanding in Black Knight. As of December 31, 2014, there were 11 million profits interest outstanding in both ServiceLink and Black Knight. The profits interests were issued to certain members of management, directors, and certain employees, and 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 Black Knight 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 Black Knight 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 in Black Knight were converted to restricted stock units upon their IPO in the current year. 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 Black Knight 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. There was no redemption value of the outstanding profits interests as of December 31, 2015 as the fair value of ServiceLink was less than the hurdle rate. 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 $13 million and $14 million for the years ended December 31, 2015 and December 31, 2014, respectively. As of December 31, 2015, the total unrecognized compensation cost related to non-vested profits interests grants is $8 million which is expected to be recognized in pre-tax income over a weighted average period of 1 year. 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 liability included in Accounts payable and other accrued liabilities as of December 31, 2015 , and 2014 was $ 13 million and $ 14 million, respectively. The discount rate used to determine the benefit obligation as of the years ended December 31, 2015 and 2014 was 3.72% and 3.37% , respectively. As of the years ended December 31, 2015 and 2014 the projected benefit obligation was $ 172 million and $ 185 million, respectively, and the fair value of plan assets was $ 159 million and $ 171 million, respectively. The net periodic expense included in the results of operations relating to these plans was $8 million, $6 million, and $9 million for the years ended December 31, 2015 , 2014 , and 2013 , 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 $ 17 million at December 31, 2015 and $20 million at December 31, 2014 . The net costs relating to these plans were immaterial for the years ended December 31, 2015 , 2014 , and 2013 . |
Supplementary Cash Flow Informa
Supplementary Cash Flow Information | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Elements [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, 2015 2014 2013 (In millions) Cash paid during the year: Interest $ 124 $ 140 $ 87 Income taxes 250 75 242 Non-cash investing and financing activities: Investing activities: Change in proceeds of sales of investments available for sale receivable in period $ (25 ) $ 3 $ (3 ) Change in purchases of investments available for sale payable in period (2 ) 5 (3 ) Financing activities: Liabilities assumed in connection with acquisitions: Fair value of net assets acquired $ 155 $ 5,250 $ 30 Less: Total purchase price 111 2,363 25 Liabilities assumed $ 44 $ 2,887 $ 5 Treasury stock purchases payable at period end $ (7 ) $ — $ — |
Financial Instruments with Off-
Financial Instruments with Off-Balance Sheet Risk and Concentration of Risk | 12 Months Ended |
Dec. 31, 2015 | |
Risks and Uncertainties [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: 2015 2014 2013 California 15.1 % 15.0 % 15.2 % Texas 14.4 % 15.4 % 14.4 % New York 8.1 % 7.9 % 7.4 % Florida 8.1 % 7.8 % 7.6 % Black Knight generates a significant amount of revenue from large customers, including a large customer that accounted for 12.0% of total revenue in the year ended December 31, 2015 and two large customers that accounted for 13.5% and 11.8% of total revenue, respectively, 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, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information 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 created a new segment in 2014, Black Knight, 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. During the fourth quarter of 2015, we determined that Pacific Union International, Inc. ("Pacific Union"), a luxury real estate broker based in California in which we acquired a controlling stake in December 2014, better aligned with the businesses within our FNF Core Corporate and Other segment. Because of the timing of the acquisition, we did not record any of the results of the operations of Pacific Union in 2014. Pacific Union's Total assets of $48 million and Goodwill of $40 million as of December 31, 2014 were previously included in the Title segment, but have been reclassified to the FNF Core Corporate and Other segment in the tables below. Summarized financial information concerning our reportable segments is shown in the following tables. 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, 2015 : Title Black Knight FNF Core Corporate and Other Total FNF Core Restaurant Group FNFV Corporate and Other Total FNFV Total (In millions) Title premiums $ 4,286 $ — $ — $ 4,286 $ — $ — $ — $ 4,286 Other revenues 2,005 931 185 3,121 — 203 203 3,324 Restaurant revenues — — — — 1,412 — 1,412 1,412 Revenues from external customers 6,291 931 185 7,407 1,412 203 1,615 9,022 Interest and investment income (loss), including realized gains and losses 137 (5 ) (5 ) 127 (19 ) 2 (17 ) 110 Total revenues 6,428 926 180 7,534 1,393 205 1,598 9,132 Depreciation and amortization 144 194 7 345 49 16 65 410 Interest expense — 50 72 122 6 3 9 131 Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates 836 139 (113 ) 862 7 (2 ) 5 867 Income tax expense (benefit) 305 35 (30 ) 310 (2 ) (18 ) (20 ) 290 Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates 531 104 (83 ) 552 9 16 25 577 Equity in earnings (loss) of unconsolidated affiliates 6 — — 6 — (22 ) (22 ) (16 ) Earnings (loss) from continuing operations $ 537 $ 104 $ (83 ) $ 558 $ 9 $ (6 ) $ 3 $ 561 Assets $ 8,533 $ 3,703 $ 266 $ 12,502 $ 508 $ 921 $ 1,429 $ 13,931 Goodwill 2,303 2,224 45 4,572 103 85 188 4,760 As of and for the year ended December 31, 2014 : Title Black Knight FNF Core Corporate and Other Total FNF Core Restaurant Group FNFV Corporate and Other Total FNFV Total (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 118 — 7 125 (13 ) 1 (12 ) 113 Total revenues 5,644 852 (6 ) 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 (loss) of unconsolidated affiliates 534 (15 ) (113 ) 406 13 (27 ) (14 ) 392 Income tax expense (benefit) 192 (7 ) (23 ) 162 1 149 150 312 Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates 342 (8 ) (90 ) 244 12 (176 ) (164 ) 80 Equity in earnings (loss) of unconsolidated affiliates 4 — — 4 — 428 428 432 Earnings (loss) from continuing operations $ 346 $ (8 ) $ (90 ) $ 248 $ 12 $ 252 $ 264 $ 512 Assets $ 8,250 $ 3,598 $ 78 $ 11,926 $ 658 $ 1,261 $ 1,919 $ 13,845 Goodwill 2,249 2,223 43 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 and Other (1), (2) Total FNFV Total (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 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 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 $ 1,130 $ 7,892 $ 670 $ 1,946 $ 2,616 $ 10,508 Goodwill 1,435 4 1,439 119 343 462 1,901 ______________ (1) Assets in 2013 also included $ 1,255 million for Remy, which is now presented as discontinued operations. (2) Goodwill in 2013 also included $ 248 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 Lender Processing Services, Inc. ("LPS"), now combined with our ServiceLink business. Transaction services include other title-related services used in the production and management of mortgage loans, including mortgage loans that experience default. Black Knight This segment consists of the operations of Black Knight, which, through leading software systems and information solutions, provides mission critical technology and data and analytics services 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 and its affiliates are the owners and operators of the O'Charley's, Ninety Nine Restaurants, Max & Erma's, Village Inn, Bakers Square, and Legendary Baking concepts. This segment also includes the results of J. Alexander's, Inc. ("J. Alexander's") through September 28, 2015, the date it was distributed to FNFV shareholders. On January 25, 2016, substantially all of the assets of the Max & Erma's restaurant concept were sold pursuant to an Asset Purchase Agreement. FNFV Corporate and Other This segment primarily consists of our share in the operations of certain equity investments, including Ceridian, as well as consolidated investments, including Digital Insurance in which we own 96% , and other smaller operations which are not title related. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements 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. Upon issuance of ASU 2015-14, the effective date of ASU 2014-09 was deferred to annual and interim periods beginning on or after December 15, 2017. In February 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-02 Consolidation (Topic 810). This ASU changes the way reporting enterprises evaluate whether (a) they should consolidate limited partnerships and similar entities, (b) fees paid to a decision maker or service provider are variable interests in a variable interest entity (VIE), and (c) variable interests in a VIE held by related parties of the reporting enterprise require the reporting enterprise to consolidate the VIE. The ASU eliminates the ASU 2010-10 deferral of the ASU 2009-17 VIE consolidation requirements for certain investment companies and similar entities. In addition, the ASU excludes money market funds that are required to comply with Rule 2a-7 of the Investment Company Act of 1940 or that operate under requirements similar to those in Rule 2a-7 from the GAAP consolidation requirements. The ASU also significantly changes how to evaluate voting rights for entities that are not similar to limited partnerships when determining whether the entity is a VIE, which may affect entities for which the decision making rights are conveyed though a contractual arrangement. The update allows for the application of the amendments using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption or retrospective application prior periods. This update is effective for annual and interim periods beginning on or after December 15, 2015, with early application permitted. We are currently evaluating this ASU and do not expect this update to have a material impact on our results of operations or our financial position. In April 2015, FASB issued ASU No. 2015-03 Interest - Presentation of Debt Issuance Costs (Subtopic 835-30). The ASU was issued as part of FASB's current plan to simplify overly complex standards. To simplify presentation of debt issuance costs, the amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this ASU. The update requires retrospective application to all prior period amounts presented. This update is effective for annual and interim periods beginning on or after December 15, 2015, with early application permitted. We early adopted the standard as of June 30, 2015 and have retrospectively applied the standard to all periods presented. Accordingly, unamortized debt issuance costs of $32 million and $23 million have been reclassified from Other intangible assets to offset Notes payable in the Consolidated Balance Sheets as of December 31, 2015 and December 31, 2014, respectively. In May 2015, FASB issued ASU No. 2015-09 Financial Services - Insurance (Topic 944): Disclosures about Short-Duration Contracts. The amendments in this ASU require insurance entities to disclose for annual reporting periods additional information about the liability for unpaid claims and claim adjustment expenses related to short-duration contracts. The amendments also require insurance entities to disclose information about significant changes in methodologies and assumptions used to calculate the liability for unpaid claims and claim adjustment expenses. This update is effective for annual and interim periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016, with early application permitted. We do not expect this update to have a significant effect on our ongoing financial reporting as our primary insurance products are not short-duration contracts. However, we are still evaluating the totality of the effects the update will have on our disclosures. In September 2015, the FASB issued ASU No. 2015-16 Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . The amendments in this ASU require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The acquirer will be required to record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. Entities will also be required to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The amendments in this ASU are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The ASU requires the prospective application of the amendments for adjustments to provisional amounts that occur after its effective date. While we are currently evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures, the ASU would potentially have a material effect in future periods on large acquisitions with significant measurement period adjustments. In January 2016, the FASB issued ASU No. 2016-01 Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The primary amendments required by the ASU include: requiring equity investments with readily determinable fair values to be measured at fair value through net income rather than through other comprehensive income; allowing entities with equity investments without readily determinable fair values to report the investments at cost, adjusted for changes in observable prices, less impairment; requiring entities that elect the fair value option for financial liabilities to report the change in fair value attributable to instrument-specific credit risk in other comprehensive income; and clarifying that entities should assess the need for a valuation allowance on a deferred tax asset related to available-for-sale debt securities in combination with other deferred tax assets. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The ASU requires a cumulative-effect adjustment of the balance sheet as of the beginning of the year of adoption. Early adoption of the ASU is not permitted, except for the provision related to financial liabilities for which the fair value option has been elected. We are currently evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures. We have not yet determined the effect of the standard on our consolidated financial statements and related disclosures. |
Net Income Attributable to FNF
Net Income Attributable to FNF Group Shareholders and Change in Total Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Net Income Attributable to FNF Group Shareholders and Change in Total Equity | Net Income Attributable to FNF Group Shareholders and Change in Total Equity The following table presents the effect of the change in our ownership percentage in Black Knight Financial Services, LLC on equity attributable to FNF. Year Ended December 31, 2015 2014 2013 Net earnings attributable to Fidelity National Financial, Inc. common shareholders $ 527 $ 583 $ 394 Increase in FNF's additional paid in capital for reduction in ownership percentage in Black Knight Financial Services, LLC 53 — — Decrease in noncontrolling interests resulting from decreased ownership percentage (96 ) — — Net decrease in total equity $ (43 ) $ — $ — Change from net earnings attributable to Fidelity National Financial, Inc. common shareholders and change in total equity $ 484 $ 583 $ 394 |
Schedule II Fidelity National F
Schedule II Fidelity National Financial, Inc. (Parent Company) Schedule II Fidelity National Financial, Inc. (Parent Company) | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Schedule II Fidelity National Financial, Inc. (Parent Company) | FIDELITY NATIONAL FINANCIAL, INC. (Parent Company) BALANCE SHEETS December 31, 2015 2014 (In millions, except share data) ASSETS Cash $ 293 $ 151 Short term investments 163 — Notes receivable 621 2,635 Investments in and amounts due from subsidiaries 6,326 5,962 Property and equipment, net 4 6 Prepaid expenses and other assets 21 — Income taxes receivable — 60 Total assets $ 7,428 $ 8,814 LIABILITIES AND EQUITY Liabilities: Accounts payable and other accrued liabilities $ 55 $ 52 Income taxes payable 45 — Deferred tax liability 594 703 Notes payable 980 2,065 Total liabilities 1,674 2,820 Equity: FNF Group common stock, $0.0001 par value; authorized 487,000,000 shares as of December 31, 2015 and 2014; outstanding of 275,781,160 and 279,443,239 as of December 31, 2015 and 2014, respectively; and issued of 282,394,970 and 279,824,125 as of December 31, 2015 and 2014, respectively — — FNFV Group common stock, $0.0001 par value; authorized 113,000,000 shares as of December 31, 2015 and 2014; outstanding of 72,217,882 and 92,828,470 as of December 31, 2015 and 2014, respectively; and issued of 80,581,466 and 92,946,545 as of December 31, 2015 and 2014, respectively — — Additional paid-in capital 4,795 4,855 Retained earnings 1,374 1,150 Accumulated other comprehensive earnings (69 ) 2 Less: Treasury stock, 14,977,394 shares and 493,737 shares as of December 31, 2015 and 2014, respectively, at cost (346 ) (13 ) Total equity of Fidelity National Financial, Inc. common shareholders 5,754 5,994 Total liabilities and equity $ 7,428 $ 8,814 See Notes to Financial Statements and Accompanying Report of Independent Registered Public Accounting Firm SCHEDULE II FIDELITY NATIONAL FINANCIAL, INC. (Parent Company) STATEMENTS OF EARNINGS AND RETAINED EARNINGS Year Ended December 31, 2015 2014 2013 (In millions, except per share data) Revenues: Other fees and revenue $ 3 $ 1 $ 3 Interest and investment income and realized gains 86 168 15 Total revenues 89 169 18 Expenses: Personnel expenses 28 35 93 Other operating expenses 1 (20 ) 50 Interest expense 74 93 70 Total expenses 103 108 213 (Losses) earnings before income tax (benefit) expense and equity in earnings of subsidiaries (14 ) 61 (195 ) Income tax (benefit) expense (5 ) 22 (61 ) (Losses) earnings before equity in earnings of subsidiaries (9 ) 39 (134 ) Equity in earnings of subsidiaries 536 544 528 Net earnings attributable to Fidelity National Financial, Inc. common shareholders $ 527 $ 583 $ 394 Basic earnings per share Old FNF common shareholders $ 0.33 $ 1.71 Weighted average shares outstanding Old FNF common shareholders, basic basis 138 230 Diluted earnings per share Old FNF Common shareholders $ 0.32 $ 1.68 Weighted average shares outstanding Old FNF common shareholders, diluted basis 142 235 Basic earnings per share FNF Group common shareholders $ 1.95 $ 0.77 Weighted average shares outstanding FNF Group common shareholders, basic basis 277 138 Diluted earnings per share FNF Group Common shareholders $ 1.89 $ 0.75 Weighted average shares outstanding FNF Group common shareholders, diluted basis 286 142 Basic earnings per share FNFV Group common shareholders $ (0.16 ) $ 3.04 Weighted average shares outstanding FNFV Group common shareholders, basic basis 79 46 Diluted earnings per share FNFV Group Common shareholders $ (0.16 ) $ 3.01 Weighted average shares outstanding FNFV Group common shareholders, diluted basis 82 47 Retained earnings, beginning of year $ 1,150 $ 1,089 $ 849 Dividends declared (222 ) (203 ) (154 ) Distribution of Remy to FNFV Group common shareholders — (319 ) — Distribution of J. Alexander's to FNFV Group common shareholders (81 ) — — Net earnings attributable to Fidelity National Financial, Inc. common shareholders 527 583 394 Retained earnings, end of year $ 1,374 $ 1,150 $ 1,089 See Notes to Financial Statements and Accompanying Report of Independent Registered Public Accounting Firm SCHEDULE II FIDELITY NATIONAL FINANCIAL, INC. (Parent Company) STATEMENTS OF CASH FLOWS Year Ended December 31, 2015 2014 2013 (In millions) Cash Flows From Operating Activities: Net earnings $ 527 $ 583 $ 394 Adjustments to reconcile net earnings to net cash provided by operating activities: Equity in earnings of subsidiaries (536 ) (544 ) (528 ) Depreciation and amortization 2 2 1 Stock-based compensation 38 32 30 Tax benefit associated with the exercise of stock-based compensation (21 ) (16 ) (17 ) Net change in income taxes 17 540 (96 ) Net (increase) decrease in prepaid expenses and other assets (25 ) 62 (29 ) Net (decrease) increase in accounts payable and other accrued liabilities (11 ) (91 ) 101 Net cash (used in) provided operating activities (9 ) 568 (144 ) Cash Flows From Investing Activities: Net purchases of short-term investment activities (163 ) — — Additions to notes receivable (28 ) (3,025 ) (30 ) Collection of notes receivable 1,542 390 — Net additions to investments in subsidiaries — — 8 Net cash provided by (used in) investing activities 1,351 (2,635 ) (22 ) Cash Flows From Financing Activities: Equity offering — — 511 Borrowings — 1,500 — Debt service payments (1,100 ) (400 ) (7 ) Debt issuance costs — — (16 ) Dividends paid (220 ) (203 ) (153 ) Purchases of treasury stock (506 ) — (34 ) Exercise of stock options 26 40 60 Tax benefit associated with the exercise of stock-based compensation 21 16 17 Distribution to FNFV — (100 ) — Other financing activity (15 ) (8 ) — Net dividends from subsidiaries 594 268 571 Net cash (used in) provided by financing activities (1,200 ) 1,113 949 Net change in cash and cash equivalents 142 (954 ) 783 Cash at beginning of year 151 1,105 322 Cash at end of year $ 293 $ 151 $ 1,105 See Notes to Financial Statements and See Accompanying Report of Independent Registered Public Accounting Firm SCHEDULE II FIDELITY NATIONAL FINANCIAL, INC. (Parent Company) NOTES TO FINANCIAL STATEMENTS A. Summary of Significant Accounting Policies Fidelity National Financial, Inc. transacts substantially all of its business through its subsidiaries. The Parent Company Financial Statements should be read in connection with the aforementioned Consolidated Financial Statements and Notes thereto included elsewhere herein. Certain reclassifications have been made in the 2014 presentation to conform to the classifications used in 2015 . In 2014 we began reporting our Investments in subsidiaries net of non-controlling interest on the Balance Sheets and similarly on the Statement of Earnings, we report Equity in earnings of subsidiaries net of (Losses) earnings attributable to non-controlling interest. The amount of Non-controlling interest reflected in Investments in subsidiaries was $834 million and $79 million as of December 31, 2015 and 2014 , respectively. The amount of Earnings (losses) attributable to non-controlling interest reflected in Equity in earnings of subsidiaries on the Statements of Earnings was $34 million , $(64) million and $17 million for the years ending December 31, 2015 , 2014 and 2013 , respectively. B. Notes Payable Notes payable consist of the following: December 31, 2015 2014 (In millions) Unsecured notes, net of discount, interest payable semi-annually at 5.50%, due September 2022 $ 397 $ 395 Unsecured convertible notes, net of discount, interest payable semi-annually at 4.25%, due August 2018 288 284 Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 300 299 FNF Term Loan, interest payable monthly at LIBOR + 1.63% — 1,094 Revolving Credit Facility, unsecured, unused portion of $800 at December 31, 2015, due July 2018 with interest payable monthly at LIBOR + 1.45% (5 ) (7 ) $ 980 $ 2,065 C. Supplemental Cash Flow Information Year Ended December 31, 2015 2014 2013 (In millions) Cash paid during the year: Interest paid $ 72 $ 103 $ 61 Income tax payments 250 75 242 D. Cash Dividends Received We have received cash dividends from subsidiaries and affiliates of $ 0.2 billion , $ 0.4 billion , and $ 0.1 billion during the years ended December 31, 2015 , 2014 , and 2013 , respectively. See Accompanying Report of Independent Registered Public Accounting Firm |
Schedule V Fidelity National Fi
Schedule V Fidelity National Financial, Inc. and Subsidiaries Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2015 , 2014 and 2013 Column C Column B Additions Column D Column E Balance at Charge to Balance at Column A Beginning of Costs and Other Deduction End of Description Period Expenses (Described) (Described) Period (In millions) Year ended December 31, 2015: Reserve for claim losses $ 1,621 $ 246 $ 1 (2) $ 285 (1) $ 1,583 Year ended December 31, 2014: Reserve for claim losses $ 1,636 $ 228 $ 59 (3) $ 302 (1) $ 1,621 Year ended December 31, 2013: Reserve for claim losses $ 1,748 $ 291 $ — $ 403 (1) $ 1,636 ____________________________ (1) Represents payments of claim losses, net of recoupments. (2) Represents recording a reinsurance recoverable. (3) Represents an increase of $54 million to the reserve for claim losses as a result of the acquisition of LPS (See Note B), a $2 million decrease to the reserve due to the sale of a small title operation and recording $7 million increase to the claims reserve for a reinsurance recoverable. See Accompanying Report of Independent Registered Public Accounting Firm |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
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. |
Principles of Consolidation | 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. |
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. 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 Receivable | 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. |
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 $11 million in impairment expense to Tradenames in our Restaurant Group segment during the year ended December 31, 2014 , respectively. We recorded no impairment expense related to other intangible assets in the years ended December 31, 2015 and 2013 . 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. |
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. |
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. 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 86 - 89% reported within three months following closing, an additional 9 - 11% 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 76.0% , of agent premiums earned in 2015 , 75.7 % of agent premiums earned in 2014 and 76.1% of agent premiums earned in 2013 . 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 5.7% for 2015 , 6.2% for 2014 and 7% for 2013 , and accruals for premium taxes and other expenses relating to our premium accrual. The resulting impact to pretax earnings in any period is approximately 11% 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 $ 5 million for the year ended December 31, 2015 , $ 9 million for the year ended 2014 and $ 7 million for the year ended 2013 . The amount due from our agents relating to this accrual, i.e., the agent premium less their contractual retained commission, was approximately $ 45 million and $ 55 million at December 31, 2015 and 2014 , respectively, which represents agency premiums of approximately $ 230 million and $ 276 million at December 31, 2015 and 2014 , respectively, and agent commissions of $ 185 million and $ 221 million at December 31, 2015 and 2014 , 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 . Black Knight. Within our Black Knight 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. Black Knight is often party to multiple concurrent contracts with the same client. These situations require judgment to determine whether the individual contracts should be aggregated or evaluated separately for purposes of revenue recognition. In making this determination we consider the timing of negotiating and executing the contracts, whether the different elements of the contracts are interdependent and whether any of the payment terms of the contracts are interrelated. 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 Black Knight 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. |
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. |
Redeemable Noncontrolling Interest | 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 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 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. The net earnings of Black Knight in our calculation of diluted earnings per share is adjusted for dilution related to certain Black Knight restricted stock granted to employees in accordance with ASC 260-10-55-20. We calculate the ratio of the Class B shares we own to the total weighted average diluted shares of Black Knight outstanding and multiply the ratio by their net earnings. The result is used as a substitution for Black Knight's net earnings attributable to FNF included in our consolidated net earnings in the numerator for our diluted EPS calculation. As the effect was antidilutive for the year-ended December 31, 2015 there were no adjustments made to net earnings attributable to FNF in our calculation of diluted EPS. There are no adjustments to earnings attributable to FNF in our calculation of basic EPS. There are no adjustments made to net earnings attributable to FNFV in our calculation of basic or diluted EPS. 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. |
Share-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. |
Recent Accounting Pronouncements | 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. Upon issuance of ASU 2015-14, the effective date of ASU 2014-09 was deferred to annual and interim periods beginning on or after December 15, 2017. In February 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-02 Consolidation (Topic 810). This ASU changes the way reporting enterprises evaluate whether (a) they should consolidate limited partnerships and similar entities, (b) fees paid to a decision maker or service provider are variable interests in a variable interest entity (VIE), and (c) variable interests in a VIE held by related parties of the reporting enterprise require the reporting enterprise to consolidate the VIE. The ASU eliminates the ASU 2010-10 deferral of the ASU 2009-17 VIE consolidation requirements for certain investment companies and similar entities. In addition, the ASU excludes money market funds that are required to comply with Rule 2a-7 of the Investment Company Act of 1940 or that operate under requirements similar to those in Rule 2a-7 from the GAAP consolidation requirements. The ASU also significantly changes how to evaluate voting rights for entities that are not similar to limited partnerships when determining whether the entity is a VIE, which may affect entities for which the decision making rights are conveyed though a contractual arrangement. The update allows for the application of the amendments using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption or retrospective application prior periods. This update is effective for annual and interim periods beginning on or after December 15, 2015, with early application permitted. We are currently evaluating this ASU and do not expect this update to have a material impact on our results of operations or our financial position. In April 2015, FASB issued ASU No. 2015-03 Interest - Presentation of Debt Issuance Costs (Subtopic 835-30). The ASU was issued as part of FASB's current plan to simplify overly complex standards. To simplify presentation of debt issuance costs, the amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this ASU. The update requires retrospective application to all prior period amounts presented. This update is effective for annual and interim periods beginning on or after December 15, 2015, with early application permitted. We early adopted the standard as of June 30, 2015 and have retrospectively applied the standard to all periods presented. Accordingly, unamortized debt issuance costs of $32 million and $23 million have been reclassified from Other intangible assets to offset Notes payable in the Consolidated Balance Sheets as of December 31, 2015 and December 31, 2014, respectively. In May 2015, FASB issued ASU No. 2015-09 Financial Services - Insurance (Topic 944): Disclosures about Short-Duration Contracts. The amendments in this ASU require insurance entities to disclose for annual reporting periods additional information about the liability for unpaid claims and claim adjustment expenses related to short-duration contracts. The amendments also require insurance entities to disclose information about significant changes in methodologies and assumptions used to calculate the liability for unpaid claims and claim adjustment expenses. This update is effective for annual and interim periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016, with early application permitted. We do not expect this update to have a significant effect on our ongoing financial reporting as our primary insurance products are not short-duration contracts. However, we are still evaluating the totality of the effects the update will have on our disclosures. In September 2015, the FASB issued ASU No. 2015-16 Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . The amendments in this ASU require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The acquirer will be required to record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. Entities will also be required to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The amendments in this ASU are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The ASU requires the prospective application of the amendments for adjustments to provisional amounts that occur after its effective date. While we are currently evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures, the ASU would potentially have a material effect in future periods on large acquisitions with significant measurement period adjustments. In January 2016, the FASB issued ASU No. 2016-01 Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The primary amendments required by the ASU include: requiring equity investments with readily determinable fair values to be measured at fair value through net income rather than through other comprehensive income; allowing entities with equity investments without readily determinable fair values to report the investments at cost, adjusted for changes in observable prices, less impairment; requiring entities that elect the fair value option for financial liabilities to report the change in fair value attributable to instrument-specific credit risk in other comprehensive income; and clarifying that entities should assess the need for a valuation allowance on a deferred tax asset related to available-for-sale debt securities in combination with other deferred tax assets. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The ASU requires a cumulative-effect adjustment of the balance sheet as of the beginning of the year of adoption. Early adoption of the ASU is not permitted, except for the provision related to financial liabilities for which the fair value option has been elected. We are currently evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures. We have not yet determined the effect of the standard on our consolidated financial statements and related disclosures. |
Summary of Significant Accoun32
Summary of Significant Accounting Policies (Table) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | A reconciliation of the operations of Remy to the Statement of Earnings is shown below: Year Ended December 31, 2014 2013 (In millions) Revenues: Auto parts revenues $ 1,172 $ 1,127 Other revenues 1 (2 ) Total 1,173 1,125 Expenses: Personnel costs 81 86 Other operating expenses 52 46 Cost of auto parts revenues 1,009 947 Depreciation & amortization 4 4 Interest expense 21 20 Total expenses 1,167 1,103 Earnings from discontinued operations before income taxes 6 22 Income tax (benefit) expense (1 ) 5 Net earnings from discontinued operations 7 17 Less: Net earnings attributable to non-controlling interests 3 10 Net earnings from discontinued operations attributable to Fidelity National Financial, Inc. common shareholders $ 4 $ 7 Cash flow from discontinued operations data: Net cash provided by operations $ 39 $ 61 Net cash used in investing activities (50 ) (21 ) |
Schedule of Accumulated Other Comprehensive Income (Loss) | 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, 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 Other comprehensive (losses) earnings (38 ) (27 ) (8 ) 2 (71 ) Balance December 31, 2015 $ 48 $ (78 ) $ (15 ) $ (24 ) $ (69 ) |
Schedule of Related Party Transactions | 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 (In millions) Corporate services and cost-sharing revenue $ 7 Data processing expense (34 ) Net expense $ (27 ) |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | 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 Recognized Identified Assets Acquired and Liabilities Assumed | 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 |
Business Acquisition, Pro Forma Information | Year Ended December 31, 2014 2013 Total revenues $ 8,024 $ 9,164 Net earnings attributable to Fidelity National Financial, Inc. common shareholders 723 497 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of 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, 2015 and 2014 , respectively: December 31, 2015 Level 1 Level 2 Level 3 Total (In millions) Assets: Fixed-maturity securities available for sale: U.S. government and agencies $ — $ 117 $ — $ 117 State and political subdivisions — 768 — 768 Corporate debt securities — 1,495 — 1,495 Foreign government bonds — 107 — 107 Mortgage-backed/asset-backed securities — 71 — 71 Preferred stock available for sale 42 247 — 289 Equity securities available for sale 334 11 — 345 Total $ 376 $ 2,816 $ — $ 3,192 December 31, 2014 Level 1 Level 2 Level 3 Total (In millions) 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 |
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 year ended December 31, 2014 (in millions): Balance, December 31, 2013 $ 38 Proceeds received upon maturity (39 ) Realized gain (loss) 1 Balance, December 31, 2014 $ — |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Investments, Debt and Equity Securities, and Equity Method Investments [Abstract] | |
Schedule of Available-for-sale Securities | The carrying amounts and fair values of our available for sale securities at December 31, 2015 and 2014 are as follows: December 31, 2015 Carrying Value Cost Basis Unrealized Gains Unrealized Losses Fair Value (In millions) Fixed maturity investments available for sale: U.S. government and agencies $ 117 $ 115 $ 2 $ — $ 117 States and political subdivisions 768 748 20 — 768 Corporate debt securities 1,495 1,509 14 (28 ) 1,495 Foreign government bonds 107 120 — (13 ) 107 Mortgage-backed/asset-backed securities 71 68 3 — 71 Preferred stock available for sale 289 290 5 (6 ) 289 Equity securities available for sale 345 276 81 (12 ) 345 Total $ 3,192 $ 3,126 $ 125 $ (59 ) $ 3,192 December 31, 2014 Carrying Value Cost Basis Unrealized Gains Unrealized Losses Fair 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 |
Investments Classified by Contractual Maturity Date | The following table presents certain information regarding contractual maturities of our fixed maturity securities at December 31, 2015 : December 31, 2015 Maturity Amortized Cost % of Total Fair Value % of Total (Dollars in millions) One year or less $ 405 15.8 % $ 404 15.8 % After one year through five years 1,829 71.4 1,828 71.5 After five years through ten years 232 9.1 229 8.9 After ten years 26 1.0 26 1.0 Mortgage-backed/asset-backed securities 68 2.7 71 2.8 $ 2,560 100.0 % $ 2,558 100.0 % |
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 be en in a continuous unrealized loss position at December 31, 2015 and 2014 are as follows (in millions): December 31, 2015 Less than 12 Months 12 Months or Longer Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Corporate debt securities 747 (24 ) 20 (4 ) 767 (28 ) Foreign government bonds 106 (13 ) — — 106 (13 ) Preferred stock available for sale 140 (4 ) 24 (2 ) 164 (6 ) Equity securities available for sale 92 (12 ) — — 92 (12 ) Total temporarily impaired securities $ 1,085 $ (53 ) $ 44 $ (6 ) $ 1,129 $ (59 ) December 31, 2014 Less than 12 Months 12 Months or Longer Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized 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 ) |
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, 2015 , 2014 , and 2013 , respectively: Year ended December 31, 2015 Gross Realized Gains Gross Realized Losses Net Realized Gains (Losses) Gross Proceeds from Sale/Maturity (In millions) Fixed maturity securities available for sale $ 14 $ (17 ) $ (3 ) $ 1,076 Preferred stock available for sale 1 — 1 58 Equity securities available for sale 13 (11 ) 2 51 Other assets (13 ) — Total $ (13 ) $ 1,185 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 |
Investment Income | Interest and investment income consists of the following: Year Ended December 31, 2015 2014 2013 (In millions) Cash and cash equivalents $ — $ — $ 1 Fixed maturity securities available for sale 82 89 99 Equity securities and preferred stock available for sale 24 14 16 Other 16 23 11 Total $ 123 $ 126 $ 127 |
Schedule of Equity Method Investments | Summarized financial information for the periods included in our Consolidated Financial Statements for Ceridian is presented below: December 31, 2015 December 31, 2014 (In millions) Total current assets before customer funds $ 442 $ 1,417 Customer funds 4,333 4,957 Goodwill and other intangible assets, net 2,297 2,509 Other assets 135 92 Total assets $ 7,207 $ 8,975 Current liabilities before customer obligations $ 243 $ 205 Customer obligations 4,312 4,931 Long-term obligations, less current portion 1,162 1,168 Other long-term liabilities 351 391 Total liabilities 6,068 6,695 Equity 1,139 2,280 Total liabilities and equity $ 7,207 $ 8,975 12 Months Ending December 31, 2015 15 Months Ending December 31, 2014 (In millions) Total revenues $ 773 $ 1,042 Loss before income taxes (53 ) (76 ) Gain on sale of Comdata — 1,526 Net (loss) earnings (88 ) 1,354 Investments in unconsolidated affiliates are recorded using the equity method of accounting and as of December 31, 2015 and 2014 consisted of the following (in millions): Ownership at December 31, 2015 2015 2014 Ceridian 32 % $ 358 $ 725 Other various 163 45 Total $ 521 $ 770 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment consists of the following: Year Ended December 31, 2015 2014 (In millions) Land $ 55 $ 132 Buildings 147 158 Leasehold improvements 234 244 Data processing equipment 277 315 Furniture, fixtures and equipment 399 389 1,112 1,238 Accumulated depreciation and amortization (602 ) (603 ) $ 510 $ 635 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goo dwill consists of the following: Title Black Knight FNF Core Corporate and Other Remy Restaurant Group FNFV Corporate and Other Total (In millions) Balance, December 31, 2013 $ 1,435 $ — $ 4 $ 248 $ 119 $ 95 $ 1,901 Goodwill acquired during the year (1) 854 2,223 — 14 — 6 3,097 Adjustments to prior year acquisitions — — (1 ) — — 1 — Spin-off of Remy and Imaging — — — (262 ) — (15 ) (277 ) Segment changes (2) (40 ) — 40 — — — — Balance, December 31, 2014 $ 2,249 $ 2,223 $ 43 $ — $ 119 $ 87 $ 4,721 Goodwill acquired during the year 66 — 5 — — 9 80 Adjustments to prior year acquisitions (12 ) 1 (3 ) — — 1 (13 ) Sale of Cascade Timberlands — — — — — (12 ) (12 ) Spin-off of J. Alexander's — — — — (16 ) — (16 ) Balance, December 31, 2015 $ 2,303 $ 2,224 $ 45 $ — $ 103 $ 85 $ 4,760 _____________________________________ (1) During 2014, we acquired LPS and subsequently completed an internal reorganization in which the assets of LPS were divided between the Title and Black Knight segments and Property Insight was contributed from the Title segment to Black Knight. (2) During 2015, we reclassified Pacific Union International and other similar but smaller real estate service providers from the Title segment and into FNF Core Corporate & Other. See Note R for further discussion. |
Capitalized Software (Tables)
Capitalized Software (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Research and Development [Abstract] | |
Capitalized Software | Capitalized software consists of the following: Year Ended December 31, 2015 2014 (In millions) Capitalized software $ 900 $ 841 Accumulated amortization (347 ) (271 ) $ 553 $ 570 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Other intangible assets consist of the following: December 31, 2015 2014 (In millions) Customer relationships and contracts $ 1,260 $ 1,200 Trademarks and tradenames 135 154 Other 67 63 1,462 1,417 Accumulated amortization (493 ) (307 ) $ 969 $ 1,110 |
Schedule of Indefinite-Lived Intangible Assets | Other intangible assets consist of the following: December 31, 2015 2014 (In millions) Customer relationships and contracts $ 1,260 $ 1,200 Trademarks and tradenames 135 154 Other 67 63 1,462 1,417 Accumulated amortization (493 ) (307 ) $ 969 $ 1,110 |
Accounts Payable and Accrued 40
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and other accrued liabilities consist of the following: December 31, 2015 2014 (In millions) Accrued benefits $ 252 $ 264 Salaries and incentives 319 292 Accrued rent 34 36 Trade accounts payable 68 81 Accrued recording fees and transfer taxes 12 50 Accrued premium taxes 21 11 Deferred revenue 215 164 Other accrued liabilities 362 410 $ 1,283 $ 1,308 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Notes payable consists of the following: December 31, 2015 2014 (In millions) Unsecured notes, net of discount, interest payable semi-annually at 5.50%, due September 2022 $ 397 $ 395 Unsecured convertible notes, net of discount, interest payable semi-annually at 4.25%, due August 2018 288 284 Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 300 299 FNF Term Loan, interest payable monthly at LIBOR + 1.63% — 1,094 Revolving Credit Facility, unsecured, unused portion of $800 at December 31, 2015, due July 2018 with interest payable monthly at LIBOR + 1.45% (5 ) (7 ) Unsecured Black Knight Infoserv notes, including premium, interest payable semi-annually at 5.75%, due April 2023 402 616 Black Knight Term A Facility, due May 27, 2020 with interest currently payable monthly at LIBOR + 2.00% (2.44% at December 31, 2015) 771 — Black Knight Term B Facility, due May 27, 2022 with interest currently payable quarterly at LIBOR + 3.00% (3.75% at December 31, 2015) 343 — Black Knight Revolving Credit Facility, unused portion of $300, due May 27, 2020 with interest currently payable monthly at LIBOR + 2.00% (2.44% at December 31, 2015) 95 — ABRH Term Loan, interest payable monthly at LIBOR + 2.50% (2.92% at December 31, 2015), due August 2019 100 106 ABRH Revolving Credit Facility, unused portion of $85 at December 31, 2015, due August 2019 with interest payable monthly at LIBOR + 2.50% — — Digital Insurance Revolving Credit Facility, unused portion $26 at December 31, 2015, due March 31, 2020 with interest payable monthly at LIBOR + 2.50% - 3.50% (3.80% at December 31, 2015) 99 — Other 3 16 $ 2,793 $ 2,803 |
Schedule of Maturities of Long-term Debt | Gross principal maturities of notes payable at December 31, 2015 are as follows (in millions): 2016 $ 53 2017 372 2018 395 2019 179 2020 704 Thereafter 1,118 $ 2,821 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | Income tax expense on continuing operations consists of the following: Year Ended December 31, 2015 2014 2013 (In millions) Current $ 374 $ 113 $ 128 Deferred (84 ) 199 67 $ 290 $ 312 $ 195 |
Schedule of Components of Income Tax Expense (Benefit) | Total income tax expense (benefit) was allocated as follows (in millions): Year Ended December 31, 2015 2014 2013 Net earnings from continuing operations $ 290 $ 312 $ 195 Tax expense (benefit) attributable to net earnings from discontinued operations — (1 ) 4 Other comprehensive earnings (loss): Unrealized loss on investments and other financial instruments (40 ) (6 ) (30 ) Unrealized loss on foreign currency translation and cash flow hedging (7 ) (3 ) (2 ) Reclassification adjustment for change in unrealized gains and losses included in net earnings — — 3 Minimum pension liability adjustment 3 (6 ) 13 Total income tax benefit allocated to other comprehensive earnings (44 ) (15 ) (16 ) Additional paid-in capital, stock-based compensation (21 ) (16 ) (17 ) Total income taxes $ 225 $ 280 $ 166 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the federal statutory rate to our effective tax rate is as follows: Year Ended December 31, 2015 2014 2013 Federal statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal benefit 3.0 3.5 2.9 Deductible dividends paid to FNF 401(k) plan (0.2 ) (0.4 ) (0.2 ) Tax exempt interest income (0.7 ) (2.0 ) (1.4 ) Tax Credits (1.0 ) (2.5 ) (1.4 ) Consolidated Partnerships (0.5 ) 5.8 (0.4 ) Non-deductible expenses and other, net (1.1 ) (2.9 ) (1.0 ) Effective tax rate excluding equity investments 34.5 % 36.5 % 33.5 % Equity Investments (1.1 ) 43.2 (1.8 ) Effective tax rate 33.4 % 79.7 % 31.7 % |
Schedule of Deferred Tax Assets and Liabilities | The significant components of deferred tax assets and liabilities at December 31, 2015 and 2014 consist of the following: December 31, 2015 2014 (In millions) Deferred Tax Assets: Employee benefit accruals $ 37 $ 35 Other investments 14 — Net operating loss carryforwards 30 29 Insurance reserve discounting — 17 Accrued liabilities 20 11 Allowance for uncollectible accounts received 2 — Pension plan 7 7 Tax credits 43 44 State income taxes 17 7 Other 3 — Total gross deferred tax asset 173 150 Less: valuation allowance 12 11 Total deferred tax asset $ 161 $ 139 Deferred Tax Liabilities: Title plant $ (84 ) $ (83 ) Amortization of goodwill and intangible assets (118 ) (108 ) Other investments — (83 ) Other (17 ) (29 ) Investment securities (29 ) (53 ) Depreciation (11 ) (5 ) Partnerships (459 ) (474 ) Insurance reserve discounting (37 ) — Allowance for uncollectible accounts received — (7 ) Total deferred tax liability $ (755 ) $ (842 ) Net deferred tax liability $ (594 ) $ (703 ) |
Summary of Reserve for Claim 43
Summary of Reserve for Claim Loss (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Insurance [Abstract] | |
Schedule of Liability for Unpaid Claims and Claims Adjustment Expense | A summary of the reserve for claim losses follows: Year Ended December 31, 2015 2014 2013 (Dollars in millions) Beginning balance $ 1,621 $ 1,636 $ 1,748 Reserve assumed, net (1) — 52 — Reinsurance recoverable 1 7 — Claim loss provision related to: Current year 224 202 220 Prior years 22 26 71 Total title claim loss provision 246 228 291 Claims paid, net of recoupments related to: Current year (7 ) (5 ) (9 ) Prior years (278 ) (297 ) (394 ) Total title claims paid, net of recoupments (285 ) (302 ) (403 ) Ending balance of claim loss reserve for title insurance $ 1,583 $ 1,621 $ 1,636 Provision for title insurance claim losses as a percentage of title insurance premiums 5.7 % 6.2 % 7.0 % _____________________________________ (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. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Operating Leases Future minimum operating lease payments are as follows (in millions): 2016 $ 272 2017 176 2018 145 2019 115 2020 83 Thereafter 251 Total future minimum operating lease payments $ 1,042 |
Schedule of Purchase Obligations | Purchase obligations as of December 31, 2015 are as follows (in millions): 2016 $ 215 2017 60 2018 44 2019 14 2020 6 Thereafter — Total purchase commitments $ 339 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Stock Options Transactions | FNF Group stock option transactions under the Omnibus Plan for 2013 , 2014 , and 2015 are as follows: Options Weighted Average Exercise Price Exercisable Balance, December 31, 2012 8,967,074 $ 16.27 8,147,381 Granted 3,712,416 27.90 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 29.80 Options granted for FNFV recapitalization 1,346,302 17.86 Exercised (2,418,713 ) 15.80 Canceled (5,251 ) 23.85 Balance, December 31, 2014 9,393,211 $ 19.43 5,173,802 Granted 1,886,320 34.84 Exercised (1,966,937 ) 12.96 Canceled (12,085 ) 26.62 Balance, December 31, 2015 9,300,509 $ 23.92 5,256,426 |
Schedule of Restricted Stock Transactions | FNF Group restricted stock transactions under the Omnibus Plan in 2013 , 2014 , and 2015 are as follows: Shares Weighted Average Grant Date Fair Value Balance, December 31, 2012 2,924,738 $ 18.46 Granted 650,728 27.90 Canceled (8,116 ) 17.44 Vested (1,654,278 ) 17.30 Balance, December 31, 2013 1,913,072 $ 22.68 Granted 785,705 29.80 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 Granted 613,960 34.84 Canceled (10,105 ) 26.14 Vested (982,762 ) 23.00 Balance, December 31, 2015 1,391,874 $ 30.85 FNFV restricted stock transactions under the Omnibus Plan in 2014 and 2015 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 Granted — — Canceled (31,746 ) 14.69 Vested (411,109 ) 14.69 Balance, December 31, 2015 790,478 $ 14.69 |
Schedule of Stock Options Outstanding and Exercisable | The following table summarizes information related to stock options outstanding and exercisable as of December 31, 2015 : 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 1,100,006 0.82 $ 6.16 $ 31 1,100,006 0.82 $ 6.16 $ 31 $6.17 — $12.22 453,856 0.90 12.22 10 453,856 0.90 12.22 10 $12.23 — $15.76 28,537 0.20 15.76 1 28,537 0.20 15.76 1 $15.77 — $18.17 28,547 0.42 18.17 — 28,547 0.42 18.17 — $18.18 — $21.90 705,212 3.86 19.62 11 705,212 3.86 19.62 11 $21.91 — $24.24 4,009,334 4.90 24.24 42 2,589,192 4.90 24.24 27 $24.25 — $34.84 2,975,017 6.47 33.00 5 351,076 5.85 29.80 2 9,300,509 $ 100 5,256,426 $ 82 |
Supplementary Cash Flow Infor46
Supplementary Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Elements [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, 2015 2014 2013 (In millions) Cash paid during the year: Interest $ 124 $ 140 $ 87 Income taxes 250 75 242 Non-cash investing and financing activities: Investing activities: Change in proceeds of sales of investments available for sale receivable in period $ (25 ) $ 3 $ (3 ) Change in purchases of investments available for sale payable in period (2 ) 5 (3 ) Financing activities: Liabilities assumed in connection with acquisitions: Fair value of net assets acquired $ 155 $ 5,250 $ 30 Less: Total purchase price 111 2,363 25 Liabilities assumed $ 44 $ 2,887 $ 5 Treasury stock purchases payable at period end $ (7 ) $ — $ — |
Financial Instruments with Of47
Financial Instruments with Off-Balance Sheet Risk and Concentration Risk (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Risks and Uncertainties [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: 2015 2014 2013 California 15.1 % 15.0 % 15.2 % Texas 14.4 % 15.4 % 14.4 % New York 8.1 % 7.9 % 7.4 % Florida 8.1 % 7.8 % 7.6 % |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | As of and for the year ended December 31, 2015 : Title Black Knight FNF Core Corporate and Other Total FNF Core Restaurant Group FNFV Corporate and Other Total FNFV Total (In millions) Title premiums $ 4,286 $ — $ — $ 4,286 $ — $ — $ — $ 4,286 Other revenues 2,005 931 185 3,121 — 203 203 3,324 Restaurant revenues — — — — 1,412 — 1,412 1,412 Revenues from external customers 6,291 931 185 7,407 1,412 203 1,615 9,022 Interest and investment income (loss), including realized gains and losses 137 (5 ) (5 ) 127 (19 ) 2 (17 ) 110 Total revenues 6,428 926 180 7,534 1,393 205 1,598 9,132 Depreciation and amortization 144 194 7 345 49 16 65 410 Interest expense — 50 72 122 6 3 9 131 Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates 836 139 (113 ) 862 7 (2 ) 5 867 Income tax expense (benefit) 305 35 (30 ) 310 (2 ) (18 ) (20 ) 290 Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates 531 104 (83 ) 552 9 16 25 577 Equity in earnings (loss) of unconsolidated affiliates 6 — — 6 — (22 ) (22 ) (16 ) Earnings (loss) from continuing operations $ 537 $ 104 $ (83 ) $ 558 $ 9 $ (6 ) $ 3 $ 561 Assets $ 8,533 $ 3,703 $ 266 $ 12,502 $ 508 $ 921 $ 1,429 $ 13,931 Goodwill 2,303 2,224 45 4,572 103 85 188 4,760 As of and for the year ended December 31, 2014 : Title Black Knight FNF Core Corporate and Other Total FNF Core Restaurant Group FNFV Corporate and Other Total FNFV Total (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 118 — 7 125 (13 ) 1 (12 ) 113 Total revenues 5,644 852 (6 ) 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 (loss) of unconsolidated affiliates 534 (15 ) (113 ) 406 13 (27 ) (14 ) 392 Income tax expense (benefit) 192 (7 ) (23 ) 162 1 149 150 312 Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates 342 (8 ) (90 ) 244 12 (176 ) (164 ) 80 Equity in earnings (loss) of unconsolidated affiliates 4 — — 4 — 428 428 432 Earnings (loss) from continuing operations $ 346 $ (8 ) $ (90 ) $ 248 $ 12 $ 252 $ 264 $ 512 Assets $ 8,250 $ 3,598 $ 78 $ 11,926 $ 658 $ 1,261 $ 1,919 $ 13,845 Goodwill 2,249 2,223 43 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 and Other (1), (2) Total FNFV Total (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 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 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 $ 1,130 $ 7,892 $ 670 $ 1,946 $ 2,616 $ 10,508 Goodwill 1,435 4 1,439 119 343 462 1,901 ______________ (1) Assets in 2013 also included $ 1,255 million for Remy, which is now presented as discontinued operations. (2) Goodwill in 2013 also included $ 248 million or Remy, which is now presented as discontinued operations. |
Net Income Attributable to FN49
Net Income Attributable to FNF Group Shareholders and Change in Total Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net | The following table presents the effect of the change in our ownership percentage in Black Knight Financial Services, LLC on equity attributable to FNF. Year Ended December 31, 2015 2014 2013 Net earnings attributable to Fidelity National Financial, Inc. common shareholders $ 527 $ 583 $ 394 Increase in FNF's additional paid in capital for reduction in ownership percentage in Black Knight Financial Services, LLC 53 — — Decrease in noncontrolling interests resulting from decreased ownership percentage (96 ) — — Net decrease in total equity $ (43 ) $ — $ — Change from net earnings attributable to Fidelity National Financial, Inc. common shareholders and change in total equity $ 484 $ 583 $ 394 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies - Description of Business (Details) | 12 Months Ended |
Dec. 31, 2015segment | |
Noncontrolling Interest [Line Items] | |
Number of operating segments | 2 |
American Blue Ribbon Holdings | FNF Ventures Segment | |
Noncontrolling Interest [Line Items] | |
Ownership interest by parent | 55.00% |
Digital Insurance | FNF Ventures Segment | |
Noncontrolling Interest [Line Items] | |
Ownership interest by parent | 96.00% |
Summary of Significant Accoun51
Summary of Significant Accounting Policies - Recent Developments (Details) | Feb. 18, 2016shares | Sep. 16, 2015 | Jul. 20, 2015USD ($)shares | May. 29, 2015USD ($) | May. 26, 2015USD ($)class_of_stock$ / sharesshares | Mar. 20, 2015USD ($)$ / sharesshares | Feb. 18, 2015USD ($) | Jun. 30, 2014class_of_stock | Feb. 19, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jan. 20, 2016USD ($)instrument | Jul. 19, 2015 | Jun. 20, 2015 | May. 27, 2015USD ($) | Jun. 01, 2014 | Oct. 24, 2013USD ($) | Jun. 25, 2013USD ($) |
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Payments to acquire other investments | $ 27,000,000 | $ 71,000,000 | $ 97,000,000 | ||||||||||||||||
Notes payable | 2,793,000,000 | 2,803,000,000 | |||||||||||||||||
Number of classes of common stock (in classes) | class_of_stock | 2 | ||||||||||||||||||
Retirement of treasury shares | 0 | ||||||||||||||||||
Cascade Timberlands, LLC | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Amount received for sale of business | $ 85,000,000 | ||||||||||||||||||
Sale of business replanting allowance | 1,000,000 | ||||||||||||||||||
Sale of business indemnity holdback | 1,000,000 | ||||||||||||||||||
Gain on sale of Cascade Timberlands | $ 12,000,000 | ||||||||||||||||||
FNF Ventures Segment | Common Stock | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Retirement of treasury shares (in shares) | shares | 12,333,333 | ||||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 15 | ||||||||||||||||||
Retirement of treasury shares | $ 185,000,000 | ||||||||||||||||||
Line of Credit | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Line of credit facility | $ 800,000,000 | ||||||||||||||||||
Line of Credit | Revolving Credit Facility due July 2018 | Revolving Credit Facility | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Notes payable | (5,000,000) | (7,000,000) | |||||||||||||||||
Line of credit facility | $ 800,000,000 | $ 800,000,000 | |||||||||||||||||
Black Knight Financial Services, LLC | IPO | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Number of classes of common stock (in classes) | class_of_stock | 2 | ||||||||||||||||||
Black Knight Financial Services, LLC | Senior Notes | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Amount of debt repurchased | $ 205,000,000 | ||||||||||||||||||
Debt percentage of principal amount redeemed | 105.75% | ||||||||||||||||||
Debt redemption charge | $ 12,000,000 | ||||||||||||||||||
Debt redemption reduction in bond premium | 7,000,000 | ||||||||||||||||||
Debt repurchase amount net of charges | 5,000,000 | ||||||||||||||||||
Notes payable | $ 390,000,000 | ||||||||||||||||||
Black Knight Financial Services, LLC | Line of Credit | Black Knight Financial Services Credit Agreement | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Notes payable | 1,259,000,000 | ||||||||||||||||||
Line of credit facility | 1,600,000,000 | ||||||||||||||||||
Black Knight Financial Services, LLC | Line of Credit | Black Knight Financial Services Credit Agreement | Revolving Credit Facility | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Notes payable | 95,000,000 | $ 0 | |||||||||||||||||
Line of credit facility | 400,000,000 | ||||||||||||||||||
Black Knight InfoServ, LLC | Line of Credit | Black Knight Financial Services Credit Agreement | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Line of credit facility | $ 1,600,000,000 | ||||||||||||||||||
FNFV Group Common Stock | Common Stock | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Retirement of treasury shares | $ 12,000,000 | ||||||||||||||||||
FNF Group Common Stock | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Stock repurchase program period in force (in years) | 3 years | ||||||||||||||||||
Stock repurchase program number of shares authorized (in shares) | shares | 25,000,000 | ||||||||||||||||||
Common Class A | Black Knight Financial Services, LLC | IPO | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Equity offering (in shares) | shares | 20,700,000 | ||||||||||||||||||
Sale of stock price per share (in dollars per share) | $ / shares | $ 24.50 | ||||||||||||||||||
Proceeds from issuance of common stock | $ 475,000,000 | ||||||||||||||||||
Common Class A | Black Knight Financial Services, LLC | Over-Allotment Option | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Equity offering (in shares) | shares | 2,700,000 | ||||||||||||||||||
Del Frisco Restaurant Group | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Shares purchased (in shares) | shares | 2,200,000 | ||||||||||||||||||
Cost method investments | $ 32,000,000 | ||||||||||||||||||
J. Alexander's, LLC | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Percent of shares distributed | 100.00% | ||||||||||||||||||
Expected common stock shares receivable per common stock share owned | 0.17272 | ||||||||||||||||||
ServiceLink Holdings, LLC | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Ownership interest by parent | 79.00% | 65.00% | 79.00% | ||||||||||||||||
ServiceLink Holdings, LLC | Preferred Class A | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Stock converted | $ 505,000,000 | ||||||||||||||||||
Preferred stock liquidation preference | $ 566,000,000 | ||||||||||||||||||
Shares converted (in shares) | shares | 67,300,000 | ||||||||||||||||||
BKFS LLC | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Ownership interest by parent | 55.00% | 67.00% | |||||||||||||||||
Sale of stock percentage of ownership before transaction | 67.00% | ||||||||||||||||||
Black Knight Financial Services, Inc. | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Sale of stock percentage of ownership after transaction | 55.00% | ||||||||||||||||||
Cascade Timberlands, LLC | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Ownership interest by parent | 70.20% | ||||||||||||||||||
Subsequent Event | FNFV Group Common Stock | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Stock repurchase program period in force (in years) | 3 years | ||||||||||||||||||
Stock repurchase program number of shares authorized (in shares) | shares | 15,000,000 | ||||||||||||||||||
Subsequent Event | Del Frisco Restaurant Group | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Shares purchased (in shares) | shares | 800,000 | ||||||||||||||||||
Payments to acquire other investments | $ 12,000,000 | ||||||||||||||||||
Cost method investment, ownership percentage | 13.00% | ||||||||||||||||||
Interest Rate Swap | Cash Flow Hedging | Subsequent Event | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Number of derivative instruments held | instrument | 2 | ||||||||||||||||||
Derivative notional amount | $ 400,000,000 | ||||||||||||||||||
Derivative weighted average fixed rate | 1.01% | ||||||||||||||||||
Interest Rate Swap 1 | Cash Flow Hedging | Subsequent Event | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Derivative notional amount | $ 200,000,000 | ||||||||||||||||||
Interest Rate Swap 2 | Cash Flow Hedging | Subsequent Event | |||||||||||||||||||
Organization, Consolidation, and Presentation of FInancial Statements [Line Items] | |||||||||||||||||||
Derivative notional amount | $ 200,000,000 |
Summary of Significant Accoun52
Summary of Significant Accounting Policies - Discontinued Operations (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2013Location | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Expenses: | ||||
Income tax (benefit) expense | $ 0 | $ (1) | $ 4 | |
Net earnings from discontinued operations | $ 0 | 7 | 16 | |
New Remy Corporation | Discontinued Operations, Disposed of by Spinoff | ||||
Revenues: | ||||
Auto parts revenues | 1,172 | 1,127 | ||
Other revenues | 1 | (2) | ||
Total | 1,173 | 1,125 | ||
Expenses: | ||||
Personnel costs | 81 | 86 | ||
Other operating expenses | 52 | 46 | ||
Cost of auto parts revenues | 1,009 | 947 | ||
Depreciation & amortization | 4 | 4 | ||
Interest expense | 21 | 20 | ||
Total expenses | 1,167 | 1,103 | ||
Earnings from discontinued operations before income taxes | 6 | 22 | ||
Income tax (benefit) expense | (1) | 5 | ||
Net earnings from discontinued operations | 7 | 17 | ||
Less: Net earnings attributable to non-controlling interests | 3 | 10 | ||
Net earnings from discontinued operations attributable to Fidelity National Financial, Inc. common shareholders | 4 | 7 | ||
Cash flow from discontinued operations data: | ||||
Net cash provided by operations | 39 | 61 | ||
Net cash used in investing activities | (50) | (21) | ||
LPS | Discontinued Operations, Disposed of by Sale | ||||
Revenues: | ||||
Total | 2 | |||
Expenses: | ||||
Earnings from discontinued operations before income taxes | $ 1 | |||
J. Alexander's Locations | Discontinued Operations, Closed | ||||
Revenues: | ||||
Total | 3 | |||
Expenses: | ||||
Earnings from discontinued operations before income taxes | (3) | |||
Cash flow from discontinued operations data: | ||||
Number of locations closed | Location | 2 | |||
Settlement Services Company | Discontinued Operations, Closed | ||||
Revenues: | ||||
Total | 9 | |||
Expenses: | ||||
Earnings from discontinued operations before income taxes | $ 2 |
Summary of Significant Accoun53
Summary of Significant Accounting Policies - Goodwill (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Goodwill, impairment loss | $ 0 | $ 0 |
Summary of Significant Accoun54
Summary of Significant Accounting Policies - Other Intangible Assets (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment of intangible assets (excluding goodwill) | $ 0 | $ 0 | |
Title plants | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment of intangible assets, indefinite-lived (excluding goodwill) | $ 1,000,000 | $ 1,000,000 | $ 4,000,000 |
FNF Ventures Segment | Trade names | Restaurant Group Subsegment | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment of intangible assets (excluding goodwill) | $ 11,000,000 |
Summary of Significant Accoun55
Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Minimum | Building | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life (in years) | 20 years |
Minimum | Furniture, Fixtures, and Equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life (in years) | 3 years |
Maximum | Building | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life (in years) | 30 years |
Maximum | Furniture, Fixtures, and Equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life (in years) | 25 years |
Summary of Significant Accoun56
Summary of Significant Accounting Policies - Secured Trust Deposits (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Secured trust deposits | $ 701 | $ 622 |
Summary of Significant Accoun57
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue Recognition, Milestone Method [Line Items] | |||
Accrual for agency premiums, time lag period | 15 months | ||
Agent commission split rate | 76.00% | 75.70% | 76.10% |
Provision for title insurance claim losses as a percentage of title insurance premiums | 5.70% | 6.20% | 7.00% |
Average premium accrual impact to pretax earnings, percent of accrued premium (approximately) | 11.00% | ||
Impact on earnings from change in premium accrual | $ 5 | $ 9 | $ 7 |
Premiums receivable, net of accrued sales commissions | 45 | 55 | |
Premiums receivable, net | 230 | 276 | |
Accrued agent commissions | $ 185 | $ 221 | |
Home warranty insurance policy, life (in years) | 1 year | ||
Minimum | |||
Revenue Recognition, Milestone Method [Line Items] | |||
Premiums, percent reported within 3 months | 86.00% | ||
Premiums, percent reported in 4-6 months | 9.00% | ||
Maximum | |||
Revenue Recognition, Milestone Method [Line Items] | |||
Premiums, percent reported within 3 months | 89.00% | ||
Premiums, percent reported in 4-6 months | 11.00% |
Summary of Significant Accoun58
Summary of Significant Accounting Policies - Capitalized Software (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Capitalized computer software, impairments | $ 1,000,000 | $ 5,000,000 | $ 0 |
Minimum | Software and Software Development Costs | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment useful life (in years) | 5 years | ||
Minimum | Software and Software Development Costs | FNF Group Segment | Black Knight Financial Services Subsegment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment useful life (in years) | 3 years | ||
Maximum | Software and Software Development Costs | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment useful life (in years) | 10 years | ||
Maximum | Software and Software Development Costs | FNF Group Segment | Black Knight Financial Services Subsegment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment useful life (in years) | 10 years |
Summary of Significant Accoun59
Summary of Significant Accounting Policies - Schedule of Other Comprehensive Earnings (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
AOCI Attributable to Parent, Net of Tax | ||
Stockholders' equity attributable to parent, beginning balance | $ 5,994 | |
Stockholders' equity attributable to parent, ending balance | 5,754 | $ 5,994 |
Unrealized gain (loss) on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) | ||
AOCI Attributable to Parent, Net of Tax | ||
Stockholders' equity attributable to parent, beginning balance | 86 | 87 |
Other comprehensive (losses) earnings | (38) | (1) |
Distribution of Remy to FNFV Group Shareholders | 0 | |
Stockholders' equity attributable to parent, ending balance | 48 | 86 |
Unrealized (loss) gain relating to investments in unconsolidated affiliates | ||
AOCI Attributable to Parent, Net of Tax | ||
Stockholders' equity attributable to parent, beginning balance | (51) | (41) |
Other comprehensive (losses) earnings | (27) | (10) |
Distribution of Remy to FNFV Group Shareholders | 0 | |
Stockholders' equity attributable to parent, ending balance | (78) | (51) |
Unrealized (loss) gain on foreign currency translation and cash flow hedging | ||
AOCI Attributable to Parent, Net of Tax | ||
Stockholders' equity attributable to parent, beginning balance | (7) | 7 |
Other comprehensive (losses) earnings | (8) | (17) |
Distribution of Remy to FNFV Group Shareholders | 3 | |
Stockholders' equity attributable to parent, ending balance | (15) | (7) |
Minimum pension liability adjustment | ||
AOCI Attributable to Parent, Net of Tax | ||
Stockholders' equity attributable to parent, beginning balance | (26) | (16) |
Other comprehensive (losses) earnings | 2 | (12) |
Distribution of Remy to FNFV Group Shareholders | 2 | |
Stockholders' equity attributable to parent, ending balance | (24) | (26) |
Total Accumulated Other Comprehensive Earnings | ||
AOCI Attributable to Parent, Net of Tax | ||
Stockholders' equity attributable to parent, beginning balance | 2 | 37 |
Other comprehensive (losses) earnings | (71) | (40) |
Distribution of Remy to FNFV Group Shareholders | 5 | |
Stockholders' equity attributable to parent, ending balance | $ (69) | $ 2 |
Summary of Significant Accoun60
Summary of Significant Accounting Policies - Redeemable Non-controlling Interest (Details) | Jan. 02, 2014 | Dec. 31, 2015 | Jul. 20, 2015 | Dec. 31, 2014 |
ServiceLink Holdings, LLC | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership interest percent | 21.00% | 35.00% | ||
Thomas H. Lee Partners, LP and Affiliates | ||||
Noncontrolling Interest [Line Items] | ||||
Period with no public offering for put option (in years) | 4 years | |||
Thomas H. Lee Partners, LP and Affiliates | Black Knight Financial Services, Inc. | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership interest percent | 35.00% | 21.00% | ||
Thomas H. Lee Partners, LP and Affiliates | ServiceLink Holdings, LLC | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership interest percent | 35.00% | 21.00% |
Summary of Significant Accoun61
Summary of Significant Accounting Policies - Earnings Per Share (Details) shares in Millions | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2014shares | Jun. 30, 2014group_of_stockshares | Dec. 31, 2015shares | Dec. 31, 2014shares | Dec. 31, 2013shares | |
Accounting Policies [Abstract] | |||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1 | 2 | 1 | ||
Class of Stock [Line Items] | |||||
Number of groups of stock | group_of_stock | 2 | ||||
Weighted average number of shares outstanding, basic (in shares) | 273 | ||||
Weighted average number of shares outstanding, diluted (in shares) | 282 | ||||
FNF Group Common Stock | |||||
Class of Stock [Line Items] | |||||
Weighted average number of shares outstanding, basic (in shares) | 276 | 277 | 138 | ||
Weighted average number of shares outstanding, diluted (in shares) | 285 | 286 | 142 | ||
FNFV Group Common Stock | |||||
Class of Stock [Line Items] | |||||
Weighted average number of shares outstanding, basic (in shares) | 92 | 79 | 46 | ||
Weighted average number of shares outstanding, diluted (in shares) | 93 | 82 | 47 |
Summary of Significant Accoun62
Summary of Significant Accounting Policies - Transactions with Related Parties (Details) - FIS $ in Millions | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Related Party Transaction [Line Items] | |
Net expense | $ (27) |
Corporate Services and Cost-sharing Revenue | |
Related Party Transaction [Line Items] | |
Corporate services and cost-sharing revenue | 7 |
Data Processing | |
Related Party Transaction [Line Items] | |
Data processing expense | $ (34) |
Acquisitions - Textual (Detail
Acquisitions - Textual (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 12, 2015 | Jan. 02, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 20, 2015 | Jul. 19, 2015 | Jun. 20, 2015 | May. 26, 2015 | Jun. 01, 2014 | Jan. 03, 2014 |
Business Acquisition [Line Items] | |||||||||||
Cash paid for LPS outstanding shares | $ 111 | $ 2,363 | $ 25 | ||||||||
Business acquisition, equity interest issued or issuable (in shares) | 25,920,078 | ||||||||||
BKFS LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership interest by parent (in percent) | 55.00% | 67.00% | |||||||||
ServiceLink Holdings, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership interest by parent (in percent) | 79.00% | 65.00% | 79.00% | ||||||||
LPS Acquisition | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business acquisition, share price (in usd per share) | $ 37.14 | ||||||||||
Business combination, consideration transferred, cash paid for each share of acquired entity's shares (in usd per share) | 28.10 | ||||||||||
Business combination, consideration transferred, shares paid for each share of acquired entity's shares (in usd per share) | $ 9.04 | ||||||||||
Business combination, consideration transferred, conversion ratio (in shares) | 0.28742 | ||||||||||
Business combination, consideration transferred | $ 3,400 | ||||||||||
Cash paid for LPS outstanding shares | 2,535 | ||||||||||
FNF common stock issued | $ 839 | ||||||||||
Business acquisition, equity interest issued or issuable (in shares) | 25,920,078 | ||||||||||
LPS Acquisition | BKFS LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership interest by parent (in percent) | 65.00% | 65.00% | |||||||||
Ownership interest percent (in percent) | 35.00% | ||||||||||
LPS Acquisition | ServiceLink Holdings, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership interest by parent (in percent) | 65.00% | 65.00% | |||||||||
Ownership interest percent (in percent) | 35.00% | ||||||||||
BPG Holdings, LLC | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business combination, consideration transferred | $ 46 |
Acquisitions - Purchase Price
Acquisitions - Purchase Price (Details) - USD ($) $ in Millions | Jan. 02, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Cash paid for LPS outstanding shares | $ 111 | $ 2,363 | $ 25 | |
Net cash paid for LPS | 0 | 2,253 | 0 | |
Business acquisition, equity interest issued or issuable (in shares) | 25,920,078 | |||
Liabilities assumed | $ 44 | $ 2,887 | $ 5 | |
LPS Acquisition | ||||
Business Acquisition [Line Items] | ||||
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 | $ 839 | |||
Business acquisition, equity interest issued or issuable (in shares) | 25,920,078 | |||
Total net consideration paid | $ 3,092 | |||
Liabilities assumed | $ 1,993 |
Acquisitions - Purchase Pric65
Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 02, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 4,760 | $ 4,721 | $ 1,901 | |
Total liabilities | $ 44 | $ 2,887 | $ 5 | |
LPS Acquisition | ||||
Business Acquisition [Line Items] | ||||
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 |
Acquisitions - Pro Forma (Deta
Acquisitions - Pro Forma (Details) - LPS Acquisition - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | ||
Total revenues | $ 8,024 | $ 9,164 |
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 723 | $ 497 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | $ 2,558 | $ 3,025 |
Total available-for-sale securities | 3,192 | 3,393 |
U.S. government and agencies | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 117 | 115 |
States and political subdivisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 768 | 948 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 1,495 | 1,820 |
Foreign government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 107 | 37 |
Mortgage-backed/asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 14 | |
Preferred stock available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 289 | 223 |
Equity securities available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 345 | 145 |
Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale securities | 3,192 | 3,393 |
Recurring | U.S. government and agencies | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 117 | 115 |
Recurring | States and political subdivisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 768 | 948 |
Recurring | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 1,495 | 1,820 |
Recurring | Foreign government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 107 | 37 |
Recurring | Mortgage-backed/asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 71 | 105 |
Recurring | Preferred stock available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 289 | 223 |
Recurring | Equity securities available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 345 | 145 |
Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale securities | 376 | 195 |
Recurring | Level 1 | U.S. government and agencies | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 1 | States and political subdivisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 1 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 1 | Foreign government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 1 | Mortgage-backed/asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 1 | Preferred stock available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 42 | 50 |
Recurring | Level 1 | Equity securities available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 334 | 145 |
Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale securities | 2,816 | 3,198 |
Recurring | Level 2 | U.S. government and agencies | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 117 | 115 |
Recurring | Level 2 | States and political subdivisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 768 | 948 |
Recurring | Level 2 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 1,495 | 1,820 |
Recurring | Level 2 | Foreign government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 107 | 37 |
Recurring | Level 2 | Mortgage-backed/asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 71 | 105 |
Recurring | Level 2 | Preferred stock available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 247 | 173 |
Recurring | Level 2 | Equity securities available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 11 | 0 |
Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale securities | 0 | 0 |
Recurring | Level 3 | U.S. government and agencies | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 3 | States and political subdivisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 3 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 3 | Foreign government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 3 | Mortgage-backed/asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available for sale debt securities | 0 | 0 |
Recurring | Level 3 | Preferred stock available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | 0 | 0 |
Recurring | Level 3 | Equity securities available for sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities available for sale, at fair value | $ 0 | $ 0 |
Fair Value Measurements - Unobs
Fair Value Measurements - Unobservable Inputs Rollforward (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Ending balance | $ 0 | |
Structured Securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Beginning balance | 38 | |
Proceeds received upon maturity | $ (39) | (39) |
Realized gain (loss) | 1 | |
Ending balance | $ 0 |
Fair Value Measurements - Textu
Fair Value Measurements - Textual (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | ||||
Level 3 instruments | $ 0 | |||
Structured Securities | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | ||||
Proceeds received upon maturity | $ 39,000,000 | 39,000,000 | ||
Realized gain (loss) | 1,000,000 | |||
Level 3 instruments | $ 0 | $ 0 | $ 38,000,000 |
Investments - Available for Sal
Investments - Available for Sale Securities (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Available-for-sale Debt Securities | ||
Available for sale debt securities | $ 2,558 | $ 3,025 |
Total amortized cost | 2,560 | |
Available-for-sale Securities: | ||
Total available-for-sale securities | 3,192 | 3,393 |
Cost Basis | 3,126 | 3,258 |
Unrealized Gains | 125 | 157 |
Unrealized Losses | (59) | (22) |
U.S. government and agencies | ||
Available-for-sale Debt Securities | ||
Available for sale debt securities | 117 | 115 |
Total amortized cost | 115 | 112 |
Unrealized Gains | 2 | 3 |
Unrealized Losses | 0 | 0 |
States and political subdivisions | ||
Available-for-sale Debt Securities | ||
Available for sale debt securities | 768 | 948 |
Total amortized cost | 748 | 917 |
Unrealized Gains | 20 | 31 |
Unrealized Losses | 0 | 0 |
Corporate debt securities | ||
Available-for-sale Debt Securities | ||
Available for sale debt securities | 1,495 | 1,820 |
Total amortized cost | 1,509 | 1,793 |
Unrealized Gains | 14 | 37 |
Unrealized Losses | (28) | (10) |
Foreign government bonds | ||
Available-for-sale Debt Securities | ||
Available for sale debt securities | 107 | 37 |
Total amortized cost | 120 | 40 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (13) | (3) |
Mortgage-backed/asset-backed securities | ||
Available-for-sale Debt Securities | ||
Available for sale debt securities | 71 | 105 |
Total amortized cost | 68 | 101 |
Unrealized Gains | 3 | 4 |
Unrealized Losses | 0 | 0 |
Preferred stock available for sale | ||
Available-for-sale Equity Securities: | ||
Equity securities available for sale, at fair value | 289 | 223 |
Cost Basis | 290 | 223 |
Unrealized Gains | 5 | 3 |
Unrealized Losses | (6) | (3) |
Equity securities available for sale | ||
Available-for-sale Equity Securities: | ||
Equity securities available for sale, at fair value | 345 | 145 |
Cost Basis | 276 | 72 |
Unrealized Gains | 81 | 79 |
Unrealized Losses | $ (12) | $ (6) |
Investments - Maturity of Fixed
Investments - Maturity of Fixed Maturity Securities (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Amortized Cost: | ||
One year or less | $ 405 | |
After one year through five years | 1,829 | |
After five years through ten years | 232 | |
After ten years | 26 | |
Mortgage-backed/asset-backed securities | 68 | |
Total amortized cost | $ 2,560 | |
Amortized Cost, % of Total: | ||
One year or less | 15.80% | |
After one year through five years | 71.40% | |
After five years through ten years | 9.10% | |
After ten years | 1.00% | |
Mortgage-backed/asset-backed securities | 2.70% | |
Total amortized cost | 100.00% | |
Fair Value: | ||
One year or less | $ 404 | |
After one year through five years | 1,828 | |
After five years through ten years | 229 | |
After ten years | 26 | |
Mortgage-backed/asset-backed securities | 71 | |
Total | $ 2,558 | $ 3,025 |
Fair Value, % of Total: | ||
One year or less | 15.80% | |
After one year through five years | 71.50% | |
After five years through ten years | 8.90% | |
After ten years | 1.00% | |
Mortgage-backed/asset-backed securities | 2.80% | |
Total | 100.00% |
Investments - Securities in a C
Investments - Securities in a Continuous Unrealized Loss Position (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value: | ||
Less than 12 Months | $ 1,085 | $ 770 |
12 Months or Longer | 44 | 52 |
Total | 1,129 | 822 |
Unrealized Losses: | ||
Less than 12 Months | (53) | (17) |
12 Months or Longer | (6) | (5) |
Total | (59) | (22) |
Corporate debt securities | ||
Fair Value: | ||
Less than 12 Months | 747 | 682 |
12 Months or Longer | 20 | 17 |
Total | 767 | 699 |
Unrealized Losses: | ||
Less than 12 Months | (24) | (9) |
12 Months or Longer | (4) | (1) |
Total | (28) | (10) |
Foreign government bonds | ||
Fair Value: | ||
Less than 12 Months | 106 | 21 |
12 Months or Longer | 0 | 16 |
Total | 106 | 37 |
Unrealized Losses: | ||
Less than 12 Months | (13) | (1) |
12 Months or Longer | 0 | (2) |
Total | (13) | (3) |
Preferred stock available for sale | ||
Fair Value: | ||
Less than 12 Months | 140 | 59 |
12 Months or Longer | 24 | 19 |
Total | 164 | 78 |
Unrealized Losses: | ||
Less than 12 Months | (4) | (1) |
12 Months or Longer | (2) | (2) |
Total | (6) | (3) |
Equity securities available for sale | ||
Fair Value: | ||
Less than 12 Months | 92 | 8 |
12 Months or Longer | 0 | 0 |
Total | 92 | 8 |
Unrealized Losses: | ||
Less than 12 Months | (12) | (6) |
12 Months or Longer | 0 | 0 |
Total | $ (12) | $ (6) |
Investments - Realized Gains an
Investments - Realized Gains and Losses and Proceeds on Investments and Other Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Other Long-Term Investments: | |||
Net Realized Gains (Losses) | $ 0 | $ (3) | |
Gross Proceeds from Sale/Maturity | 0 | 0 | |
Other Assets: | |||
Net Realized Gains (Losses) | $ (13) | (15) | (6) |
Gross Proceeds from Sale/Maturity | 0 | 5 | 1 |
Total: | |||
Net Realized Gains (Losses) | (13) | (13) | 16 |
Gross Proceeds from Sale/Maturity | 1,185 | 1,241 | 1,052 |
Debt Securities | |||
Available-for-sale Securities: | |||
Gross Realized Gains | 14 | 6 | 10 |
Gross Realized Losses | (17) | (6) | (4) |
Net Realized Gains (Losses) | (3) | 0 | 6 |
Gross Proceeds from Sale/Maturity | 1,076 | 1,152 | 887 |
Preferred stock available for sale | |||
Available-for-sale Securities: | |||
Gross Realized Gains | 1 | 0 | 7 |
Gross Realized Losses | 0 | (2) | (2) |
Net Realized Gains (Losses) | 1 | (2) | 5 |
Gross Proceeds from Sale/Maturity | 58 | 73 | 121 |
Equity securities available for sale | |||
Available-for-sale Securities: | |||
Gross Realized Gains | 13 | 4 | 15 |
Gross Realized Losses | (11) | 0 | (1) |
Net Realized Gains (Losses) | 2 | 4 | 14 |
Gross Proceeds from Sale/Maturity | $ 51 | $ 11 | $ 43 |
Investments - Interest and Inve
Investments - Interest and Investment Income (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of Investment Income, Reported Amounts, by Category | |||
Interest and investment income | $ 123 | $ 126 | $ 127 |
Cash and Cash Equivalents | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Interest and investment income | 0 | 0 | 1 |
Debt Securities | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Interest and investment income | 82 | 89 | 99 |
Equity Securities, Available for Sale | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Interest and investment income | 24 | 14 | 16 |
Other Investments | |||
Schedule of Investment Income, Reported Amounts, by Category | |||
Interest and investment income | $ 16 | $ 23 | $ 11 |
Investments - Investments in Un
Investments - Investments in Unconsolidated Affiliates (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule of Equity Method Investments [Line Items] | ||
Investments in unconsolidated affiliates | $ 521 | $ 770 |
Ceridian | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership at December 31, 2015 | 32.00% | |
Investments in unconsolidated affiliates | $ 358 | 725 |
Other | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in unconsolidated affiliates | $ 163 | $ 45 |
Investments - Schedule of Equit
Investments - Schedule of Equity Method Investments - Balance Sheet (Details) - Ceridian - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Equity Method Investment, Summarized Financial Information [Abstract] | ||
Total current assets before customer funds | $ 442 | $ 1,417 |
Customer funds | 4,333 | 4,957 |
Goodwill and other intangible assets, net | 2,297 | 2,509 |
Other assets | 135 | 92 |
Total assets | 7,207 | 8,975 |
Current liabilities before customer obligations | 243 | 205 |
Customer obligations | 4,312 | 4,931 |
Long-term obligations, less current portion | 1,162 | 1,168 |
Other long-term liabilities | 351 | 391 |
Total liabilities | 6,068 | 6,695 |
Equity | 1,139 | 2,280 |
Total liabilities and equity | $ 7,207 | $ 8,975 |
Investments - Schedule of Equ77
Investments - Schedule of Equity Method Investments - Income Statement (Details) (Details) - Ceridian - USD ($) $ in Millions | 12 Months Ended | 15 Months Ended |
Dec. 31, 2015 | Dec. 31, 2014 | |
Equity Method Investment, Summarized Financial Information, Income Statement [Abstract] | ||
Total revenues | $ 773 | $ 1,042 |
Loss before income taxes | (53) | (76) |
Gain on sale of Comdata | 0 | 1,526 |
Net (loss) earnings | $ (88) | $ 1,354 |
Investments - Textuals (Details
Investments - Textuals (Details) - USD ($) | Nov. 17, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds from sale of Cascade Timberlands | $ 56,000,000 | $ 0 | $ 0 | |||||
Available for sale debt securities | $ 3,025,000,000 | 2,558,000,000 | 3,025,000,000 | |||||
Available-for-sale securities | 3,393,000,000 | 3,192,000,000 | 3,393,000,000 | |||||
Amortized cost basis | 3,258,000,000 | 3,126,000,000 | 3,258,000,000 | |||||
Other than temporary impairment investments | 14,000,000 | 6,000,000 | 1,000,000 | |||||
Amounts held with previously recognized other than temporary impairments | 5,000,000 | 2,000,000 | 5,000,000 | |||||
Proceeds received upon maturity | 0 | 0 | ||||||
Other long-term investments | 172,000,000 | 106,000,000 | 172,000,000 | |||||
Realized investment gains (losses) | 0 | (3,000,000) | ||||||
Equity in (loss) earnings of unconsolidated affiliates | (16,000,000) | 432,000,000 | (26,000,000) | |||||
Ceridian | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds from sale of Cascade Timberlands | $ 3,500,000,000 | |||||||
Ceridian Litigation | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Litigation settlement, amount | $ 32,000,000 | |||||||
Ceridian Litigation | Ceridian | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Litigation settlement, amount | $ 100,000,000 | |||||||
Litigation settlement, global amount | 130,000,000 | |||||||
Ceridian | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity in (loss) earnings of unconsolidated affiliates | 495,000,000 | $ (4,000,000) | ||||||
FleetCor | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds from sale of equity method investments | 292,000,000 | |||||||
Structured Securities | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Proceeds received upon maturity | $ 39,000,000 | |||||||
Investments in Banks | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Available-for-sale securities | 380,000,000 | 382,000,000 | 380,000,000 | |||||
Amortized cost basis | 372,000,000 | 382,000,000 | 372,000,000 | |||||
Investments in Insurance Companies | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Available-for-sale securities | 53,000,000 | 10,000,000 | 53,000,000 | |||||
Amortized cost basis | 52,000,000 | 9,000,000 | 52,000,000 | |||||
Structured Notes | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Other long-term investments | 0 | 0 | 0 | |||||
Realized investment gains (losses) | 1,000,000 | (3,000,000) | ||||||
Mortgage-backed Securities, Issued by US Government Sponsored Enterprises | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Available for sale debt securities | 49,000,000 | |||||||
Collateralized Mortgage Obligations | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Available for sale debt securities | 8,000,000 | |||||||
Mortgage-backed/asset-backed securities | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Available for sale debt securities | 14,000,000 | |||||||
Corporate Debt Securities | Ceridian | Equity Method Investee | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Available for sale debt securities | 32,000,000 | 23,000,000 | 32,000,000 | |||||
Proceeds from sale of available-for-sale securities, debt | 2,000,000 | |||||||
Debt Securities | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Change in net unrealized holding gain (loss) before taxes | (64,000,000) | (20,000,000) | (58,000,000) | |||||
Amount deposited with governmental authorities | $ 141,000,000 | 136,000,000 | 141,000,000 | |||||
Equity Securities | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Change in net unrealized holding gain (loss) before taxes | $ (4,000,000) | $ 8,000,000 | $ 30,000,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,112 | $ 1,238 | |
Accumulated depreciation and amortization | (602) | (603) | |
Property and equipment, net | 510 | 635 | |
Depreciation | 120 | 122 | $ 97 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 55 | 132 | |
Building | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 147 | 158 | |
Leasehold Improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 234 | 244 | |
Technology Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 277 | 315 | |
Furniture, Fixtures, and Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 399 | $ 389 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 4,721 | $ 1,901 |
Goodwill, ending balance | 4,760 | 4,721 |
Operating Segments | FNF Group Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 4,515 | 1,439 |
Goodwill, ending balance | 4,572 | 4,515 |
Operating Segments | FNF Group Segment | Title Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 2,249 | 1,435 |
Goodwill, ending balance | 2,303 | 2,249 |
Operating Segments | FNF Group Segment | Black Knight Financial Services Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 2,223 | |
Goodwill, ending balance | 2,224 | 2,223 |
Operating Segments | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 43 | 4 |
Goodwill, ending balance | 45 | 43 |
Operating Segments | FNF Ventures Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 206 | 462 |
Goodwill, ending balance | 188 | 206 |
Operating Segments | FNF Ventures Segment | Restaurant Group Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 119 | 119 |
Goodwill, ending balance | 103 | 119 |
Operating Segments | FNF Ventures Segment | Fidelity National Financial Ventures Corporate and Other Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 87 | 343 |
Goodwill, ending balance | 85 | 87 |
Continuing Operations | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 4,721 | 1,901 |
Goodwill acquired during the year | 80 | 3,097 |
Adjustments to prior year acquisitions | (13) | 0 |
Segment changes | 0 | |
Goodwill, ending balance | 4,760 | 4,721 |
Continuing Operations | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | (277) | |
Continuing Operations | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | (12) | |
Continuing Operations | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | (16) | |
Continuing Operations | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Title Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 2,249 | 1,435 |
Goodwill acquired during the year | 66 | 854 |
Adjustments to prior year acquisitions | (12) | 0 |
Segment changes | (40) | |
Goodwill, ending balance | 2,303 | 2,249 |
Continuing Operations | Operating Segments | FNF Group Segment | Title Subsegment | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Title Subsegment | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Title Subsegment | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Black Knight Financial Services Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 2,223 | 0 |
Goodwill acquired during the year | 0 | 2,223 |
Adjustments to prior year acquisitions | 1 | 0 |
Segment changes | 0 | |
Goodwill, ending balance | 2,224 | 2,223 |
Continuing Operations | Operating Segments | FNF Group Segment | Black Knight Financial Services Subsegment | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Black Knight Financial Services Subsegment | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Black Knight Financial Services Subsegment | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 43 | 4 |
Goodwill acquired during the year | 5 | 0 |
Adjustments to prior year acquisitions | (3) | (1) |
Segment changes | 40 | |
Goodwill, ending balance | 45 | 43 |
Continuing Operations | Operating Segments | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Ventures Segment | New Remy Corporation | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 0 | 248 |
Goodwill acquired during the year | 0 | 14 |
Adjustments to prior year acquisitions | 0 | 0 |
Segment changes | 0 | |
Goodwill, ending balance | 0 | 0 |
Continuing Operations | Operating Segments | FNF Ventures Segment | New Remy Corporation | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | (262) | |
Continuing Operations | Operating Segments | FNF Ventures Segment | New Remy Corporation | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Ventures Segment | New Remy Corporation | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Ventures Segment | Restaurant Group Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 119 | 119 |
Goodwill acquired during the year | 0 | 0 |
Adjustments to prior year acquisitions | 0 | 0 |
Segment changes | 0 | |
Goodwill, ending balance | 103 | 119 |
Continuing Operations | Operating Segments | FNF Ventures Segment | Restaurant Group Subsegment | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Ventures Segment | Restaurant Group Subsegment | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | 0 | |
Continuing Operations | Operating Segments | FNF Ventures Segment | Restaurant Group Subsegment | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | (16) | |
Continuing Operations | Operating Segments | FNF Ventures Segment | Fidelity National Financial Ventures Corporate and Other Subsegment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 87 | 95 |
Goodwill acquired during the year | 9 | 6 |
Adjustments to prior year acquisitions | 1 | 1 |
Segment changes | 0 | |
Goodwill, ending balance | 85 | 87 |
Continuing Operations | Operating Segments | FNF Ventures Segment | Fidelity National Financial Ventures Corporate and Other Subsegment | Remy and Imaging | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | $ (15) | |
Continuing Operations | Operating Segments | FNF Ventures Segment | Fidelity National Financial Ventures Corporate and Other Subsegment | Cascade Timberlands, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | (12) | |
Continuing Operations | Operating Segments | FNF Ventures Segment | Fidelity National Financial Ventures Corporate and Other Subsegment | J. Alexander's, LLC | ||
Goodwill [Roll Forward] | ||
Written off related to sale or spin-off | $ 0 |
Capitalized Software (Details)
Capitalized Software (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Research and Development [Abstract] | |||
Capitalized software | $ 900 | $ 841 | |
Accumulated amortization | (347) | (271) | |
Capitalized software, net | 553 | 570 | |
Capitalized software, amortization | $ 83 | $ 84 | $ 14 |
Other Intangible Assets (Detail
Other Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross (excluding goodwill and title plants) | $ 1,462 | $ 1,417 | |
Accumulated amortization | (493) | (307) | |
Intangible Assets, Net (Excluding Goodwill and Title Plants) | 969 | 1,110 | |
Amortization of intangible assets | 193 | 193 | $ 23 |
Future amortization expense, year one | 163 | ||
Future amortization expense, year two | 159 | ||
Future amortization expense, year three | 156 | ||
Future amortization expense, year four | 153 | ||
Future amortization expense, year five | 117 | ||
Trademarks and Trade Names | |||
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets (excluding goodwill) | 135 | 154 | |
Customer relationships | |||
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 1,260 | 1,200 | |
Other intangibles | |||
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | $ 67 | $ 63 |
Accounts Payable and Accrued 83
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued benefits | $ 252 | $ 264 |
Salaries and incentives | 319 | 292 |
Accrued rent | 34 | 36 |
Trade accounts payable | 68 | 81 |
Accrued recording fees and transfer taxes | 12 | 50 |
Accrued premium taxes | 21 | 11 |
Deferred revenue | 215 | 164 |
Other accrued liabilities | 362 | 410 |
Accounts payable and other accrued liabilities | $ 1,283 | $ 1,308 |
Notes Payable - Schedule of Lon
Notes Payable - Schedule of Long Term Debt (Details) - USD ($) $ in Millions | Aug. 19, 2014 | Jul. 11, 2013 | Jun. 25, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Aug. 28, 2012 | Aug. 02, 2011 | May. 05, 2010 |
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 2,793 | $ 2,803 | ||||||
London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest at period end (as percent) | 2.44% | |||||||
Unsecured Notes | Unsecured notes due September 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 397 | $ 395 | ||||||
Stated interest rate (as percent) | 5.50% | 5.50% | 5.50% | |||||
Unsecured Notes | 6.60% Unsecured notes due May 2017 | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 300 | $ 299 | ||||||
Stated interest rate (as percent) | 6.60% | 6.60% | 6.60% | |||||
Unsecured Notes | 5.75% Unsecured Notes Due April 2023 | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as percent) | 5.75% | 5.75% | ||||||
Unsecured Notes | 5.75% Unsecured Notes Due April 2023 | Black Knight Financial Services, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 402 | $ 616 | ||||||
Convertible Debt | 4.25% unsecured convertible notes due August 2018 | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 288 | $ 284 | ||||||
Stated interest rate (as percent) | 4.25% | 4.25% | 4.25% | |||||
Line of Credit | FNF Term Loan | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 0 | $ 1,094 | ||||||
Line of Credit | FNF Term Loan | Term Loan | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.75% | 1.63% | ||||||
Line of Credit | FNF Term Loan | Term Loan | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.50% | |||||||
Line of Credit | FNF Term Loan | Term Loan | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.00% | |||||||
Line of Credit | Revolving Credit Facility due July 2018 | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | (5) | $ (7) | ||||||
Remaining borrowing capacity | $ 800 | |||||||
Line of Credit | Revolving Credit Facility due July 2018 | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.45% | 1.45% | 1.45% | |||||
Line of Credit | Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 1,259 | |||||||
Line of Credit | Black Knight Financial Services Credit Agreement | Revolving Credit Facility | Black Knight Financial Services, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | 95 | $ 0 | ||||||
Remaining borrowing capacity | $ 300 | |||||||
Line of Credit | Black Knight Financial Services Credit Agreement | Revolving Credit Facility | Black Knight Financial Services, LLC | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.00% | |||||||
Line of Credit | Black Knight Financial Services Credit Agreement | Term Loan A | Black Knight Financial Services, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 771 | 0 | ||||||
Line of Credit | Black Knight Financial Services Credit Agreement | Term Loan A | Black Knight Financial Services, LLC | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.00% | |||||||
Interest at period end (as percent) | 2.44% | |||||||
Line of Credit | Black Knight Financial Services Credit Agreement | Term Loan B | Black Knight Financial Services, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 343 | 0 | ||||||
Line of Credit | Black Knight Financial Services Credit Agreement | Term Loan B | Black Knight Financial Services, LLC | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 3.00% | |||||||
Interest at period end (as percent) | 3.75% | |||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | American Blue Ribbon Holdings | ||||||||
Debt Instrument [Line Items] | ||||||||
Remaining borrowing capacity | $ 85 | |||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | American Blue Ribbon Holdings | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.25% | |||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | American Blue Ribbon Holdings | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 3.00% | |||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | Term Loan | American Blue Ribbon Holdings | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 100 | 106 | ||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | Term Loan | American Blue Ribbon Holdings | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.50% | |||||||
Interest at period end (as percent) | 2.92% | |||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | Revolving Credit Facility | American Blue Ribbon Holdings | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 0 | $ 0 | ||||||
Remaining borrowing capacity | $ 85 | |||||||
Line of Credit | American Blue Ribbon Holdings Credit Facility Due August 2019 | Revolving Credit Facility | American Blue Ribbon Holdings | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.50% | 2.50% | ||||||
Line of Credit | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Digital Insurance | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 99 | $ 0 | ||||||
Remaining borrowing capacity | $ 26 | |||||||
Line of Credit | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Digital Insurance | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest at period end (as percent) | 3.80% | |||||||
Line of Credit | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Digital Insurance | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.50% | |||||||
Line of Credit | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Digital Insurance | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 3.50% | |||||||
Other | ||||||||
Debt Instrument [Line Items] | ||||||||
Notes payable | $ 3 | $ 16 |
Notes Payable - Long Term Debt
Notes Payable - Long Term Debt Narrative (Details) $ in Millions | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |
Fair value of long term debt | $ 3,162 |
Excess fair value over carrying value of long-term debt | 337 |
Level 2 | Unsecured Notes | |
Debt Instrument [Line Items] | |
Fair value of long term debt | $ 1,728 |
Notes Payable - Black Knight Cr
Notes Payable - Black Knight Credit Agreement (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | May. 27, 2015 | Dec. 31, 2014 | Oct. 24, 2013 | |
Line of Credit Facility [Line Items] | ||||
Outstanding debt | $ 2,793,000,000 | $ 2,803,000,000 | ||
Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility | $ 800,000,000 | |||
Black Knight Financial Services Credit Agreement | Line of Credit | Term Loan B | Intercompany Eliminations | ||||
Line of Credit Facility [Line Items] | ||||
Outstanding debt | 50,000,000 | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility | $ 1,600,000,000 | |||
Outstanding debt | 1,259,000,000 | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A | ||||
Line of Credit Facility [Line Items] | ||||
Amount of debt instrument | 800,000,000 | |||
Outstanding debt | 771,000,000 | 0 | ||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | ||||
Line of Credit Facility [Line Items] | ||||
Amount of debt instrument | 400,000,000 | |||
Outstanding debt | $ 343,000,000 | 0 | ||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.00% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | Eurodollar | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 3.00% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | Minimum | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.75% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | Minimum | Eurodollar | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.75% | |||
Floor on variable rate | 0.75% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | Maximum | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.00% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan B | Maximum | Eurodollar | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 3.00% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility | $ 400,000,000 | |||
Outstanding debt | $ 95,000,000 | $ 0 | ||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Revolving Credit Facility | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Commitment fee percentage | 0.25% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Revolving Credit Facility | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Commitment fee percentage | 0.35% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A and Revolving Credit Facility | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.25% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A and Revolving Credit Facility | Eurodollar | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.25% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A and Revolving Credit Facility | Minimum | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 0.50% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A and Revolving Credit Facility | Minimum | Eurodollar | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.50% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A and Revolving Credit Facility | Maximum | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.25% | |||
Black Knight Financial Services Credit Agreement | Black Knight Financial Services, LLC | Line of Credit | Term Loan A and Revolving Credit Facility | Maximum | Eurodollar | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.25% |
Notes Payable - Digital Insuran
Notes Payable - Digital Insurance (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Oct. 24, 2013 | |
Debt Instrument [Line Items] | ||||
Notes payable | $ 2,793,000,000 | $ 2,803,000,000 | ||
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 800,000,000 | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Available increase to borrowing capacity | 40,000,000 | |||
Amount triggering default | 7,500,000 | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 120,000,000 | |||
Notes payable | $ 99,000,000 | $ 0 | ||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Federal Funds Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 0.50% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | One Month London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.00% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Minimum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 0.25% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.50% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Minimum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.50% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Maximum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 0.40% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 3.50% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Revolving Credit Facility | Line of Credit | Maximum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.50% | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Letter of Credit | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 15,000,000 | |||
Digital Insurance | Digital Insurance Revolving Credit Facility due March 31, 2020 | Swingline Debt | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 10,000,000 |
Notes Payable - ABRH (Details)
Notes Payable - ABRH (Details) - USD ($) | Aug. 19, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 24, 2013 |
Debt Instrument [Line Items] | ||||
Gross amount of long term debt | $ 2,821,000,000 | |||
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 800,000,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum amount of outstanding borrowings to request incremental loans | $ 250,000,000 | |||
Maximum allowable amount payable in dividends | 2,000,000 | |||
Amount defaulted with third party to trigger default | 10,000,000 | |||
Letters of credit outstanding | 15,000,000 | |||
Remaining borrowing capacity | 85,000,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | On or Before November 17, 2014 | ||||
Debt Instrument [Line Items] | ||||
Maximum special dividend allowable | 75,000,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | On or Before June 15, 2016 | ||||
Debt Instrument [Line Items] | ||||
Maximum special dividend allowable | $ 1,500,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | Federal Funds Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 0.50% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | One Month London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.00% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.25% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | Minimum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 1.25% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 3.00% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Line of Credit | Maximum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.00% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Revolving Credit Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 100,000,000 | |||
Remaining borrowing capacity | $ 85,000,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Revolving Credit Facility | Line of Credit | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.50% | 2.50% | ||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Revolving Credit Facility | Line of Credit | Minimum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 3.25% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Revolving Credit Facility | Line of Credit | Maximum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 4.00% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Term Loan | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 110,000,000 | |||
Gross amount of long term debt | 110,000,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Term Loan | Line of Credit | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as percent) | 2.50% | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Letter of Credit | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | 40,000,000 | |||
American Blue Ribbon Holdings | American Blue Ribbon Holdings Credit Facility Due August 2019 | Swingline Debt | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 20,000,000 |
Notes Payable - FNF 5.75% Notes
Notes Payable - FNF 5.75% Notes (Details) - USD ($) | May. 29, 2015 | Jan. 16, 2014 | Jan. 02, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Feb. 24, 2014 |
Senior Notes | Black Knight Financial Services, LLC | ||||||
Debt Instrument [Line Items] | ||||||
Amount of debt repurchased | $ 205,000,000 | |||||
Debt percentage of principal amount redeemed | 105.75% | |||||
5.75% Unsecured Notes Due April 2023 | Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate (as percent) | 5.75% | 5.75% | ||||
Percentage price of redemption in the event of a change in control | 101.00% | 101.00% | ||||
Maximum percentage of net income allowable for dividends or distributions | 50.00% | |||||
Amount triggering default | $ 80,000,000 | |||||
Ownership percentage of debt | 25.00% | |||||
Repayments of notes payable | $ 5,000,000 | |||||
5.75% Unsecured Notes Due April 2023 | Lender Processing Services Acquisition | Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Amount of debt instrument | $ 600,000,000 | |||||
Stated interest rate (as percent) | 5.75% |
Notes Payable Notes Payable - B
Notes Payable Notes Payable - Bridge Loan Commitment (Details) - Line of Credit - USD ($) | Jun. 25, 2013 | May. 27, 2015 | Oct. 24, 2013 |
Debt Instrument [Line Items] | |||
Line of credit facility | $ 800,000,000 | ||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility | $ 800,000,000 | $ 800,000,000 | |
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Federal Funds Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as percent) | 0.50% | ||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | One Month London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as percent) | 1.00% |
Notes Payable - FNF Term Loan (
Notes Payable - FNF Term Loan (Details) - USD ($) | Jul. 11, 2013 | May. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | |||||
Debt service payments | $ 1,359,000,000 | $ 1,073,000,000 | $ 359,000,000 | ||
FNF Term Loan | Term Loan | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Amount of debt instrument | $ 1,100,000,000 | ||||
Debt instrument term | 5 years | ||||
Unused capacity, commitment fee percentage | 0.25% | ||||
Debt service payments | $ 1,100,000,000 | ||||
FNF Term Loan | Term Loan | Line of Credit | Federal Funds Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 0.50% | ||||
FNF Term Loan | Term Loan | Line of Credit | One Month London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 1.00% | ||||
FNF Term Loan | Term Loan | Line of Credit | Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 0.50% | ||||
FNF Term Loan | Term Loan | Line of Credit | Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 1.00% | ||||
FNF Term Loan | Term Loan | Line of Credit | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 1.75% | 1.63% | |||
FNF Term Loan | Term Loan | Line of Credit | London Interbank Offered Rate (LIBOR) | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 1.50% | ||||
FNF Term Loan | Term Loan | Line of Credit | London Interbank Offered Rate (LIBOR) | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as percent) | 2.00% |
Notes Payable - FNF Revolving C
Notes Payable - FNF Revolving Credit Facility (Details) | Jun. 25, 2013USD ($) | Jun. 30, 2013 | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | May. 27, 2015USD ($) | Oct. 24, 2013USD ($) | Jun. 24, 2013 |
Debt Instrument [Line Items] | |||||||
Notes payable | $ (2,793,000,000) | $ (2,803,000,000) | |||||
Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility | $ 800,000,000 | ||||||
Stated percentage rate range, minimum | 1.325% | ||||||
Stated percentage rate range, maximum | 1.60% | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility | $ 800,000,000 | $ 800,000,000 | |||||
Ratio of principal indebtedness to net worth to trigger default | 3.00% | ||||||
Ratio of indebtedness to net capital | 0.375 | ||||||
Notes payable | $ 5,000,000 | $ 7,000,000 | |||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage | 0.175% | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage | 0.40% | ||||||
Ratio of indebtedness to net capital | 0.35 | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | Federal Funds Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as percent) | 0.50% | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | One Month London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as percent) | 1.00% | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | Base Rate | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as percent) | 0.325% | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | Base Rate | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as percent) | 0.60% | ||||||
Revolving Credit Facility due July 2018 | Revolving Credit Facility | Line of Credit | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as percent) | 1.45% | 1.45% | 1.45% |
Notes Payable - FNF 5.50% Notes
Notes Payable - FNF 5.50% Notes (Details) - USD ($) | Aug. 28, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | $ 1,360,000,000 | $ 1,764,000,000 | $ 341,000,000 | |
5.50% Unsecured Notes Due September 2022 | Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Amount of debt instrument | $ 400,000,000 | |||
Stated interest rate (as percent) | 5.50% | 5.50% | 5.50% | |
Price as a percent of par on offering of unsecured notes | 99.513% | |||
Effective interest rate | 5.564% | |||
Unamortized discount | $ 2,000,000 | |||
Proceeds from issuance of debt | 396,000,000 | |||
Amount triggering default | $ 100,000,000 | |||
5.25% Unsecured Notes Due March 2013 | Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate (as percent) | 5.25% | |||
Extinguishment of debt | $ 237,000,000 | |||
Revolving Credit Facility due July 2018 | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Extinguishment of debt | $ 50,000,000 |
Notes Payable - 4.25% Notes (De
Notes Payable - 4.25% Notes (Details) - 4.25% unsecured convertible notes due August 2018 - Convertible Debt | Mar. 28, 2014USD ($) | Oct. 01, 2013 | Aug. 02, 2011USD ($)trading_day$ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||||
Amount of debt instrument | $ 300,000,000 | ||||
Stated interest rate (as percent) | 4.25% | 4.25% | 4.25% | ||
Percentage of principal received in cash | 100.00% | ||||
Debt discount rate | 92.818% | ||||
Conversion ratio | 0.046387 | ||||
Unamortized discount | $ 22,000,000 | ||||
Conversion price (in dollars per share) | $ / shares | $ 21.56 | ||||
If-converted percentage in excess of price | 130.00% | ||||
Converted amount | $ 42,000 | ||||
Fair value of amount converted | $ 65,000 | ||||
Debt Conversion, One | |||||
Debt Instrument [Line Items] | |||||
Number of trading days | trading_day | 20 | ||||
If-converted percentage in excess of price | 130.00% | ||||
Period of consecutive trading days | 30 days | ||||
Debt Conversion, Two | |||||
Debt Instrument [Line Items] | |||||
Threshold consecutive business days | 5 days | ||||
Period of consecutive trading days | 10 days | ||||
Ratio of trading price per $1000 principal amount | 98.00% |
Notes Payable - 6.60% Notes (De
Notes Payable - 6.60% Notes (Details) - USD ($) | May. 05, 2010 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | $ 1,360,000,000 | $ 1,764,000,000 | $ 341,000,000 | |
6.60% Unsecured notes due May 2017 | Unsecured Notes | ||||
Debt Instrument [Line Items] | ||||
Amount of debt instrument | $ 300,000,000 | |||
Stated interest rate (as percent) | 6.60% | 6.60% | 6.60% | |
Debt discount rate | 99.897% | |||
Effective interest rate | 6.61% | |||
Proceeds from issuance of debt | $ 297,000,000 | |||
Amount triggering default | $ 100,000,000 |
Notes Payable - Maturities of L
Notes Payable - Maturities of Long Term Debt (Details) $ in Millions | Dec. 31, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 53 |
2,017 | 372 |
2,018 | 395 |
2,019 | 179 |
2,020 | 704 |
Thereafter | 1,118 |
Total Long Term Debt | $ 2,821 |
Income Taxes - Tax Expense on C
Income Taxes - Tax Expense on Continuing Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Current | $ 374 | $ 113 | $ 128 |
Deferred | (84) | 199 | 67 |
Income tax expense on continuing operations | $ 290 | $ 312 | $ 195 |
Income Taxes - Tax Expense (Ben
Income Taxes - Tax Expense (Benefit) Allocation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense on continuing operations | $ 290 | $ 312 | $ 195 |
Income tax (benefit) expense | 0 | (1) | 4 |
Other comprehensive earnings (loss): | |||
Unrealized loss on investments and other financial instruments | (40) | (6) | (30) |
Unrealized loss on foreign currency translation and cash flow hedging | (7) | (3) | (2) |
Reclassification adjustment for change in unrealized gains and losses included in net earnings | 0 | 0 | 3 |
Minimum pension liability adjustment | 3 | (6) | 13 |
Total income tax benefit allocated to other comprehensive earnings | (44) | (15) | (16) |
Additional paid-in capital, stock-based compensation | (21) | (16) | (17) |
Total income taxes | $ 225 | $ 280 | $ 166 |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefit | 3.00% | 3.50% | 2.90% |
Deductible dividends paid to FNF 401(k) plan | (0.20%) | (0.40%) | (0.20%) |
Tax exempt interest income | (0.70%) | (2.00%) | (1.40%) |
Tax Credits | (1.00%) | (2.50%) | (1.40%) |
Consolidated Partnerships | (0.50%) | 5.80% | (0.40%) |
Non-deductible expenses and other, net | (1.10%) | (2.90%) | (1.00%) |
Effective tax rate excluding equity investments | 34.50% | 36.50% | 33.50% |
Equity Investments | (1.10%) | 43.20% | (1.80%) |
Effective tax rate | 33.40% | 79.70% | 31.70% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Asset and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred Tax Assets: | ||
Employee benefit accruals | $ 37 | $ 35 |
Other investments | 14 | 0 |
Net operating loss carryforwards | 30 | 29 |
Insurance reserve discounting | 0 | 17 |
Accrued liabilities | 20 | 11 |
Allowance for uncollectible accounts received | 2 | 0 |
Pension plan | 7 | 7 |
Tax credits | 43 | 44 |
State income taxes | 17 | 7 |
Other | 3 | 0 |
Total gross deferred tax asset | 173 | 150 |
Less: valuation allowance | 12 | 11 |
Total deferred tax asset | 161 | 139 |
Deferred Tax Liabilities: | ||
Title plant | (84) | (83) |
Amortization of goodwill and intangible assets | (118) | (108) |
Other investments | 0 | (83) |
Other | (17) | (29) |
Investment securities | (29) | (53) |
Depreciation | (11) | (5) |
Partnerships | (459) | (474) |
Insurance reserve discounting | (37) | 0 |
Allowance for uncollectible accounts received | 0 | (7) |
Total deferred tax liability | (755) | (842) |
Net deferred tax liability | $ (594) | $ (703) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Deferred tax liabilities, net | $ 594,000,000 | $ 703,000,000 | |
Increase (decrease) in other investments | 97,000,000 | ||
Increase (decrease) in deferred tax liabilities, insurance reserve discounting | 54,000,000 | ||
Increase (decrease) in deferred tax liabilities, insurance reserve discounting due to reclassification | 28,000,000 | ||
Increase (decrease) in deferred tax liabilities, insurance reserve discounting due to reclassification from other | (18,000,000) | ||
Increase (decrease) in deferred tax liabilities, insurance reserve discounting due to reclassification from allowance | (10,000,000) | ||
Increase (decrease) in deferred tax liabilities, insurance reserve discounting due to claims reserves | 26,000,000 | ||
Decrease in investments | 24,000,000 | ||
Increase (decrease) in partnerships | (11,000,000) | ||
Increase (decrease) in goodwill and intangible assets excluding title plants | 10,000,000 | ||
Increase (decrease) valuation allowance | 1,000,000 | ||
Tax credit carryforward, amount | 43,000,000 | 44,000,000 | |
Tax benefit associated with the exercise of stock-based compensation | 21,000,000 | 16,000,000 | $ 17,000,000 |
Unrecognized tax benefits | 3,000,000 | 5,000,000 | |
Income tax penalties and interest accrued (less than $1 million in 2015) | 1,000,000 | 1,000,000 | |
Valuation Allowance [Line Items] | |||
Operating loss carryforwards | 79,000,000 | ||
Valuation allowance | 12,000,000 | $ 11,000,000 | |
BPG Holdings, LLC | |||
Valuation Allowance [Line Items] | |||
Operating loss carryforwards | 3,000,000 | ||
State Net Operating Loss Carryforwards | Digital Insurance | |||
Valuation Allowance [Line Items] | |||
Valuation allowance | 1,000,000 | ||
Operating Loss Carryforwards | BPG Holdings, LLC | |||
Valuation Allowance [Line Items] | |||
Valuation allowance | 1,000,000 | ||
General Business Credit Carryforward | Digital Insurance | |||
Valuation Allowance [Line Items] | |||
Valuation allowance | $ 10,000,000 |
Summary of Reserve for Claim102
Summary of Reserve for Claim Loss (Details) - USD ($) $ in Millions | Jan. 02, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | ||||
Reserve for claim losses, beginning balance | $ 1,621 | $ 1,636 | $ 1,748 | |
Reserve assumed, net | 0 | 52 | 0 | |
Reinsurance recoverable | 1 | 7 | 0 | |
Claim loss provision related to: | ||||
Current year | 224 | 202 | 220 | |
Prior years | 22 | 26 | 71 | |
Total title claim loss provision | 246 | 228 | 291 | |
Claims paid, net of recoupments related to: | ||||
Current year | (7) | (5) | (9) | |
Prior years | (278) | (297) | (394) | |
Total title claims paid, net of recoupments | (285) | (302) | (403) | |
Reserve for claim losses, ending balance | $ 1,583 | $ 1,621 | $ 1,636 | |
Provision for title insurance claim losses as a percentage of title insurance premiums | 5.70% | 6.20% | 7.00% | |
Reserves, disposals | $ 2 | |||
LPS Acquisition | ||||
Claims paid, net of recoupments related to: | ||||
Reserves, business acquisition | $ 54 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | |||
Estimated litigation liability | $ 75 | $ 95 | |
Off-balance sheet risks, face amount, liability | 14,300 | ||
Rent expense, net | 136 | 130 | $ 194 |
Business exit costs | 1 | 4 | $ 1 |
Future minimum payments due | $ 1,042 | ||
Synthetic Lease | |||
Loss Contingencies [Line Items] | |||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 5 years | ||
Future minimum payments due | $ 71 | ||
Guarantee of lease balance percentage | 83.00% | ||
LPS Acquisition | |||
Loss Contingencies [Line Items] | |||
Estimated litigation liability | $ 67 | $ 84 |
Commitments and Contingencie104
Commitments and Contingencies - Future Operating Lease Payments (Details) $ in Millions | Dec. 31, 2015USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,016 | $ 272 |
2,017 | 176 |
2,018 | 145 |
2,019 | 115 |
2,020 | 83 |
Thereafter | 251 |
Total future minimum operating lease payments | $ 1,042 |
Commitments and Contingencie105
Commitments and Contingencies - Purchase Obligations (Details) $ in Millions | Dec. 31, 2015USD ($) |
Unrecorded Unconditional Purchase Obligation, Fiscal Year Maturity [Abstract] | |
2,016 | $ 215 |
2,017 | 60 |
2,018 | 44 |
2,019 | 14 |
2,020 | 6 |
Thereafter | 0 |
Total purchase commitments | $ 339 |
Regulation and Equity - Regulat
Regulation and Equity - Regulation (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Regulation and Equity [Abstract] | |||
Statutory unearned premium reserve required | $ 1,728,000,000 | ||
Statutory amount available for dividends with regulatory approval | 2,049,000,000 | ||
Statutory amount available for dividend payments without regulatory approval | 334,000,000 | ||
Statutory capital and surplus | 1,412,000,000 | $ 1,472,000,000 | |
Statutory net income | 381,000,000 | 276,000,000 | $ 352,000,000 |
Statutory to NAIC amount of reconciling item | 206,000,000 | $ 212,000,000 | |
Minimum net worth requirement (less than) | $ 1,000,000 |
Regulation and Equity - Equity
Regulation and Equity - Equity (Details) $ / shares in Units, $ in Millions | Feb. 19, 2016USD ($)$ / sharesshares | Feb. 18, 2016shares | Sep. 16, 2015 | Jul. 20, 2015shares | May. 26, 2015USD ($)class_of_stock$ / sharesshares | Mar. 20, 2015USD ($)$ / sharesshares | Oct. 28, 2014shares | Jun. 30, 2014class_of_stockshares | Jan. 02, 2014USD ($)shares | Jul. 21, 2012shares | Feb. 19, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($) | Feb. 19, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares |
Class of Stock [Line Items] | ||||||||||||||||
Number of classes of common stock (in classes) | class_of_stock | 2 | |||||||||||||||
Retirement of treasury shares | $ | $ 0 | |||||||||||||||
Treasury stock repurchased | $ | 505 | $ 2 | $ 34 | |||||||||||||
Stock issued during period, value, acquisitions | $ | $ (43) | $ 839 | ||||||||||||||
J. Alexander's, LLC | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Percent of shares distributed | 100.00% | |||||||||||||||
Expected common stock shares receivable per common stock share owned | 0.17272 | |||||||||||||||
Black Knight Financial Services, Inc. | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Sale of stock percentage of ownership after transaction | 55.00% | |||||||||||||||
Black Knight Financial Services, LLC | IPO | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of classes of common stock (in classes) | class_of_stock | 2 | |||||||||||||||
Common Stock | FNF Ventures Segment | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Retirement of treasury shares (in shares) | 12,333,333 | |||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 15 | |||||||||||||||
Retirement of treasury shares | $ | $ 185 | |||||||||||||||
LPS Acquisition | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Stock issued during period, value, acquisitions | $ | $ 839 | |||||||||||||||
Stock issued during period (in shares) | 25,920,078 | |||||||||||||||
FNF Group Common Stock | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Stock repurchase program period in force (in years) | 3 years | |||||||||||||||
Stock repurchase program number of shares authorized (in shares) | 25,000,000 | |||||||||||||||
Recapitalization of FNF stock (in shares) | 277,462,875 | |||||||||||||||
FNF Group Common Stock | 2012 Share Repurchase Program | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 28.97 | |||||||||||||||
Stock repurchase program period in force (in years) | 3 years | |||||||||||||||
Stock repurchase program number of shares authorized (in shares) | 15,000,000 | |||||||||||||||
Treasury stock repurchased (in shares) | 3,380,000 | |||||||||||||||
Treasury stock repurchased | $ | $ 98 | |||||||||||||||
Stock repurchase program remaining number of shares authorized (in shares) | 0 | 0 | ||||||||||||||
FNF Group Common Stock | 2015 Share Repurchase Program | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 35.92 | |||||||||||||||
Stock repurchase program period in force (in years) | 3 years | |||||||||||||||
Stock repurchase program number of shares authorized (in shares) | 25,000,000 | |||||||||||||||
Treasury stock repurchased (in shares) | 5,075,000 | |||||||||||||||
Treasury stock repurchased | $ | $ 182 | |||||||||||||||
Stock repurchase program remaining number of shares authorized (in shares) | 19,925,000 | 19,925,000 | ||||||||||||||
FNF Group Common Stock | 2012 and 2015 Stock Repurchase Programs | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 36.41 | |||||||||||||||
Treasury stock repurchased (in shares) | 5,875,000 | |||||||||||||||
Treasury stock repurchased | $ | $ 214 | |||||||||||||||
FNF Group Common Stock | Common Stock | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Recapitalization of FNF stock (in shares) | 277,000,000 | |||||||||||||||
FNFV Group Common Stock | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Recapitalization of FNF stock (in shares) | 91,711,237 | |||||||||||||||
FNFV Group Common Stock | 2014 Share Repurchase Program | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 12.95 | |||||||||||||||
Stock repurchase program period in force (in years) | 3 years | |||||||||||||||
Stock repurchase program number of shares authorized (in shares) | 10,000,000 | |||||||||||||||
Treasury stock repurchased (in shares) | 8,187,382 | |||||||||||||||
Treasury stock repurchased | $ | $ 106 | |||||||||||||||
FNFV Group Common Stock | Common Stock | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Retirement of treasury shares | $ | $ 12 | |||||||||||||||
Recapitalization of FNF stock (in shares) | 92,000,000 | |||||||||||||||
Common Class A | Black Knight Financial Services, LLC | IPO | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Equity offering (in shares) | 20,700,000 | |||||||||||||||
Sale of stock price per share (in dollars per share) | $ / shares | $ 24.50 | |||||||||||||||
Proceeds from issuance of common stock | $ | $ 475 | |||||||||||||||
Common Class A | Black Knight Financial Services, LLC | Over-Allotment Option | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Equity offering (in shares) | 2,700,000 | |||||||||||||||
Subsequent Event | 2014 Share Repurchase Program | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 12.57 | |||||||||||||||
Subsequent Event | FNF Group Common Stock | 2012 and 2015 Stock Repurchase Programs | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 33.19 | |||||||||||||||
Treasury stock repurchased (in shares) | 500,000 | |||||||||||||||
Treasury stock repurchased | $ | $ 17 | |||||||||||||||
Subsequent Event | FNFV Group Common Stock | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Stock repurchase program period in force (in years) | 3 years | |||||||||||||||
Stock repurchase program number of shares authorized (in shares) | 15,000,000 | |||||||||||||||
Subsequent Event | FNFV Group Common Stock | 2014 Share Repurchase Program | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Treasury stock acquired (in dollars per share) | $ / shares | $ 9.71 | |||||||||||||||
Treasury stock repurchased (in shares) | 1,143,900 | 9,447,382 | ||||||||||||||
Treasury stock repurchased | $ | $ 11 | $ 119 | ||||||||||||||
Stock repurchase program remaining number of shares authorized (in shares) | 552,618 | 552,618 | 552,618 |
Employee Benefit Plans - Stock
Employee Benefit Plans - Stock Purchase Plan (Details) - Employee Stock - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation cost | $ 21 | $ 18 | $ 17 |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
ESPP, annual contributions per employee, percent | 3.00% | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
ESPP, annual contributions per employee, percent | 15.00% |
Employee Benefit Plans - 401(k)
Employee Benefit Plans - 401(k) Profit Sharing Plan (Details) $ in Millions | Apr. 01, 2013 | Jun. 30, 2014group_of_stock | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012 |
Defined Contribution Plan Disclosure [Line Items] | ||||||
Maximum annual contributions per employee, percent | 40.00% | |||||
Employer matching contribution, percent of match, amount per dollar | 0.375 | 0.25 | ||||
Employer matching contribution, percent of employees' gross pay | 6.00% | 6.00% | ||||
Stock recapitalization, number of groups of stock | group_of_stock | 2 | |||||
Defined contribution plan, cost recognized | $ | $ 28 | $ 25 | $ 17 | |||
FNF Group Common Stock | ||||||
Defined Contribution Plan Disclosure [Line Items] | ||||||
Stock split, conversion ratio | 1 | |||||
FNFV Group Common Stock | ||||||
Defined Contribution Plan Disclosure [Line Items] | ||||||
Stock split, conversion ratio | 0.3333 |
Employee Benefit Plans - Sto110
Employee Benefit Plans - Stock Option Plans (Details) $ / shares in Units, $ in Millions | May. 22, 2013shares | May. 25, 2011shares | May. 29, 2008shares | Oct. 23, 2006shares | Jun. 30, 2014group_of_stock | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($)$ / sharesshares | Dec. 31, 2012shares | Dec. 31, 2005shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of groups of stock | group_of_stock | 2 | |||||||||
FNF Group Common Stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock split, conversion ratio | 1 | |||||||||
FNFV Group Common Stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock split, conversion ratio | 0.3333 | |||||||||
The Omnibus Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares authorized (in shares) | 8,000,000 | |||||||||
Number of additional shares authorized (in shares) | 6,000,000 | 6,000,000 | 11,000,000 | 16,000,000 | ||||||
Options outstanding (in shares) | 9,300,509 | 9,393,211 | 9,358,740 | 8,967,074 | ||||||
Stock-based compensation cost | $ | $ 56 | $ 51 | $ 35 | |||||||
Nonvested awards, compensation cost not yet recognized | $ | $ 67 | |||||||||
Nonvested awards, period for recognition (in years) | 1 year 7 months 2 days | |||||||||
The Omnibus Plan | Employee Stock Option | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Award vesting period (in years) | 3 years | |||||||||
Expiration period (in years) | 7 years | |||||||||
Fair value assumptions, risk free interest rate | 1.40% | 1.50% | 1.10% | |||||||
Fair value assumptions, expected volatility rate | 22.00% | 24.00% | 26.00% | |||||||
Fair value assumptions, expected dividend rate | 2.40% | 2.60% | 2.60% | |||||||
Fair value assumptions, expected term (in years) | 4 years 219 days | 4 years 219 days | 4 years 146 days | |||||||
Options granted in period, weighted average grant date fair value (in dollars pre share) | $ / shares | $ 5.15 | $ 4.81 | $ 4.67 | |||||||
The Omnibus Plan | Restricted Stock | FNF Group Common Stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Equity instruments other than options, nonvested (in shares) | 1,391,874 | 1,770,781 | 1,913,072 | 2,924,738 | ||||||
The Omnibus Plan | Restricted Stock | FNFV Group Common Stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Equity instruments other than options, nonvested (in shares) | 790,478 | 1,233,333 | 0 |
Employee Benefit Plans - Sto111
Employee Benefit Plans - Stock Option Activity (Details) - The Omnibus Plan - $ / shares | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options outstanding at beginning of period (in shares) | 9,393,211 | 9,358,740 | 8,967,074 | |
Options granted (in shares) | 1,886,320 | 1,112,133 | 3,712,416 | |
Options granted for FNFV recapitalization (in shares) | 1,346,302 | |||
Options exercised (in shares) | (1,966,937) | (2,418,713) | (3,267,937) | |
Options canceled (in shares) | (12,085) | (5,251) | (52,813) | |
Options outstanding at end of period (in shares) | 9,300,509 | 9,393,211 | 9,358,740 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Options outstanding at beginning of period, weighed average exercise price (in dollars per share) | $ 19.43 | $ 20.15 | $ 16.27 | |
Options granted, weighed average exercise price (in dollars per share) | 34.84 | 29.80 | 27.90 | |
Options granted for FNFV recapitalization, weighed average exercise price (in dollars per share) | 17.86 | |||
Options exercised, weighed average exercise price (in dollars per share) | 12.96 | 15.80 | 18.28 | |
Options canceled, weighed average exercise price (in dollars per share) | 26.62 | 23.85 | 22.59 | |
Options outstanding at end of period, weighed average exercise price (in dollars per share) | $ 23.92 | $ 19.43 | $ 20.15 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Options exercisable (in shares) | 5,256,426 | 5,173,802 | 5,180,504 | 8,147,381 |
Employee Benefit Plans - Restri
Employee Benefit Plans - Restricted Stock Activity (Details) - The Omnibus Plan - Restricted Stock - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
FNF Group Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock granted at beginning of period (in shares) | 1,770,781 | 1,913,072 | 2,924,738 |
Granted (in shares) | 613,960 | 785,705 | 650,728 |
Restricted shares granted for FNFV recapitalization (in shares) | 363,392 | ||
Canceled (in shares) | (10,105) | (4,656) | (1,654,278) |
Vested (in shares) | (982,762) | (1,286,732) | (8,116) |
Restricted stock granted at end of period (in shares) | 1,391,874 | 1,770,781 | 1,913,072 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Beginning balance (in dollars per share) | $ 25.08 | $ 22.68 | $ 18.46 |
Granted (in dollars per share) | 34.84 | 29.80 | 27.90 |
Restricted shares granted for FNFV recapitalization (in dollars per share) | 28.46 | ||
Canceled (in dollars per share) | 26.14 | 21.29 | 17.44 |
Vested (in dollars per share) | 23 | 17.33 | 17.30 |
Ending balance (in dollars per share) | $ 30.85 | $ 25.08 | $ 22.68 |
FNFV Group Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock granted at beginning of period (in shares) | 1,233,333 | 0 | |
Granted (in shares) | 0 | 1,233,333 | |
Canceled (in shares) | (31,746) | 0 | |
Vested (in shares) | (411,109) | 0 | |
Restricted stock granted at end of period (in shares) | 790,478 | 1,233,333 | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Beginning balance (in dollars per share) | $ 14.69 | $ 0 | |
Granted (in dollars per share) | 0 | 14.69 | |
Canceled (in dollars per share) | 14.69 | 0 | |
Vested (in dollars per share) | 14.69 | 0 | |
Ending balance (in dollars per share) | $ 14.69 | $ 14.69 | $ 0 |
Employee Benefit Plans - Option
Employee Benefit Plans - Options Outstanding and Exercisable by Exercise Price (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
$0.00 — $6.16 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ 0 |
Exercise price range, upper range limit (in dollars per share) | 6.16 |
$6.17 — $12.22 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | 6.17 |
Exercise price range, upper range limit (in dollars per share) | 12.22 |
$12.23 — $15.76 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | 12.23 |
Exercise price range, upper range limit (in dollars per share) | 15.76 |
$15.77 — $18.17 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | 15.77 |
Exercise price range, upper range limit (in dollars per share) | 18.17 |
$18.18 — $21.90 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | 18.18 |
Exercise price range, upper range limit (in dollars per share) | 21.90 |
$21.91 — $24.24 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | 21.91 |
Exercise price range, upper range limit (in dollars per share) | 24.24 |
$24.25 — $34.84 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | 24.25 |
Exercise price range, upper range limit (in dollars per share) | $ 34.84 |
The Omnibus Plan | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 9,300,509 |
Outstanding options, intrinsic value | $ | $ 100 |
Number of exercisable options (in shares) | shares | 5,256,426 |
Exercisable options, intrinsic value | $ | $ 82 |
The Omnibus Plan | $0.00 — $6.16 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 1,100,006 |
Outstanding options, weighted average remaining contractual term (in years) | 9 months 27 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 6.16 |
Outstanding options, intrinsic value | $ | $ 31 |
Number of exercisable options (in shares) | shares | 1,100,006 |
Exercisable options, weighted average remaining contractual term (in years) | 9 months 27 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 6.16 |
Exercisable options, intrinsic value | $ | $ 31 |
The Omnibus Plan | $6.17 — $12.22 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 453,856 |
Outstanding options, weighted average remaining contractual term (in years) | 10 months 24 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 12.22 |
Outstanding options, intrinsic value | $ | $ 10 |
Number of exercisable options (in shares) | shares | 453,856 |
Exercisable options, weighted average remaining contractual term (in years) | 10 months 24 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 12.22 |
Exercisable options, intrinsic value | $ | $ 10 |
The Omnibus Plan | $12.23 — $15.76 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 28,537 |
Outstanding options, weighted average remaining contractual term (in years) | 2 months 13 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 15.76 |
Outstanding options, intrinsic value | $ | $ 1 |
Number of exercisable options (in shares) | shares | 28,537 |
Exercisable options, weighted average remaining contractual term (in years) | 2 months 13 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 15.76 |
Exercisable options, intrinsic value | $ | $ 1 |
The Omnibus Plan | $15.77 — $18.17 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 28,547 |
Outstanding options, weighted average remaining contractual term (in years) | 4 months 30 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 18.17 |
Outstanding options, intrinsic value | $ | $ 0 |
Number of exercisable options (in shares) | shares | 28,547 |
Exercisable options, weighted average remaining contractual term (in years) | 4 months 30 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 18.17 |
Exercisable options, intrinsic value | $ | $ 0 |
The Omnibus Plan | $18.18 — $21.90 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 705,212 |
Outstanding options, weighted average remaining contractual term (in years) | 3 years 10 months 9 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 19.62 |
Outstanding options, intrinsic value | $ | $ 11 |
Number of exercisable options (in shares) | shares | 705,212 |
Exercisable options, weighted average remaining contractual term (in years) | 3 years 10 months 9 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 19.62 |
Exercisable options, intrinsic value | $ | $ 11 |
The Omnibus Plan | $21.91 — $24.24 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 4,009,334 |
Outstanding options, weighted average remaining contractual term (in years) | 4 years 10 months 23 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 24.24 |
Outstanding options, intrinsic value | $ | $ 42 |
Number of exercisable options (in shares) | shares | 2,589,192 |
Exercisable options, weighted average remaining contractual term (in years) | 4 years 10 months 23 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 24.24 |
Exercisable options, intrinsic value | $ | $ 27 |
The Omnibus Plan | $24.25 — $34.84 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options (in shares) | shares | 2,975,017 |
Outstanding options, weighted average remaining contractual term (in years) | 6 years 5 months 20 days |
Outstanding options, weighted average exercise price (in dollars per share) | $ 33 |
Outstanding options, intrinsic value | $ | $ 5 |
Number of exercisable options (in shares) | shares | 351,076 |
Exercisable options, weighted average remaining contractual term (in years) | 5 years 10 months 5 days |
Exercisable options, weighted average exercise price (in dollars per share) | $ 29.80 |
Exercisable options, intrinsic value | $ | $ 2 |
Employee Benefit Plans - Profit
Employee Benefit Plans - Profits Interests Plan (Details) - Profits Interests Plan - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period (in years) | 3 years | |
Fair value assumptions, risk free interest rate | 1.06% | |
Fair value assumptions, expected volatility rate | 33.30% | |
Fair value assumptions, expected term (in years) | 3 years 183 days | |
Discount for lack of marketability | 22.00% | |
Grants in period, weighted average grant date fair value (in dollars per share) | $ 2.04 | |
Stock-based compensation cost | $ 13 | $ 14 |
Nonvested awards, compensation not yet recognized | $ 8 | |
Nonvested awards, period for recognition (in years) | 1 year | |
Profits Interest Holders | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Period with no public offering for put option (in years) | 4 years | |
Tranche One | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting rights percentage | 50.00% | |
Tranche Two | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting rights percentage | 50.00% | |
ServiceLink Field Services, LLC | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity instruments outstanding (in shares) | 11,000,000 | 11,000,000 |
Black Knight Financial Services, Inc. | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity instruments outstanding (in shares) | 0 | 11,000,000 |
Employee Benefit Plans - Pensio
Employee Benefit Plans - Pension, Postretirement, and Other Nonqualified Employee Benefit Plans (Details) $ in Millions | Jan. 01, 2001underwriter | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
LandAmerica Financial Group | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Number of underwriters assumed | underwriter | 2 | |||
Pension Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Consecutive months with highest compensation in which benefits are based | 60 months | |||
Months ending at retirement or termination in which benefits are based | 120 months | |||
Defined benefit pension plans, liabilities | $ 13 | $ 14 | ||
Discount rate | 3.72% | 3.37% | ||
Benefit obligation | $ 172 | $ 185 | ||
Fair value of plan assets | 159 | 171 | ||
Net periodic benefit cost | 8 | 6 | $ 9 | |
Other Postretirement Benefit Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Accumulated benefit obligation | $ 17 | $ 20 |
Supplementary Cash Flow Info116
Supplementary Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash paid during the year: | |||
Interest | $ 124 | $ 140 | $ 87 |
Income taxes | 250 | 75 | 242 |
Investing activities: | |||
Change in proceeds of sales of investments available for sale receivable in period | (25) | 3 | (3) |
Change in purchases of investments available for sale payable in period | (2) | 5 | (3) |
Financing activities: | |||
Fair value of net assets acquired | 155 | 5,250 | 30 |
Less: Total purchase price | 111 | 2,363 | 25 |
Liabilities assumed | 44 | 2,887 | 5 |
Treasury stock purchases payable at period end | $ (7) | $ 0 | $ 0 |
Financial Instruments with O117
Financial Instruments with Off-Balance Sheet Risk and Concentration Risk (Details) - Title Insurance Premiums | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Geographic Concentration Risk | California | |||
Concentration Risk | |||
Concentration risk (in percent) | 15.10% | 15.00% | 15.20% |
Geographic Concentration Risk | Texas | |||
Concentration Risk | |||
Concentration risk (in percent) | 14.40% | 15.40% | 14.40% |
Geographic Concentration Risk | New York | |||
Concentration Risk | |||
Concentration risk (in percent) | 8.10% | 7.90% | 7.40% |
Geographic Concentration Risk | Florida | |||
Concentration Risk | |||
Concentration risk (in percent) | 8.10% | 7.80% | 7.60% |
Customer Concentration Risk | Customer 1 | FNF Group Segment | Black Knight Financial Services Subsegment | |||
Concentration Risk | |||
Concentration risk (in percent) | 12.00% | 13.50% | |
Customer Concentration Risk | Customer 2 | FNF Group Segment | Black Knight Financial Services Subsegment | |||
Concentration Risk | |||
Concentration risk (in percent) | 11.80% |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Information | |||
Title premiums | $ 4,286 | $ 3,671 | $ 4,152 |
Other revenues | 3,324 | 2,804 | 1,737 |
Restaurant revenue | 1,412 | 1,436 | 1,408 |
Revenues from external customers | 9,022 | 7,911 | 7,297 |
Interest and investment income (loss), including realized gains and losses | 110 | 113 | 143 |
Total revenues | 9,132 | 8,024 | 7,440 |
Depreciation and amortization | 410 | 403 | 133 |
Interest expense | 131 | 127 | 73 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 867 | 392 | 616 |
Income tax expense (benefit) | 290 | 312 | 195 |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 577 | 80 | 421 |
Equity in earnings (loss) of unconsolidated affiliates | (16) | 432 | (26) |
Net earnings from continuing operations | 561 | 512 | 395 |
Assets | 13,931 | 13,845 | 10,508 |
Goodwill | $ 4,760 | 4,721 | 1,901 |
New Remy Corporation | |||
Segment Information | |||
Assets | 1,255 | ||
Goodwill | 248 | ||
FNF Ventures Segment | American Blue Ribbon Holdings | |||
Segment Information | |||
Ownership interest by parent | 55.00% | ||
FNF Ventures Segment | Digital Insurance | |||
Segment Information | |||
Ownership interest by parent | 96.00% | ||
Operating Segments | FNF Group Segment | |||
Segment Information | |||
Title premiums | $ 4,286 | 3,671 | 4,152 |
Other revenues | 3,121 | 2,694 | 1,650 |
Restaurant revenue | 0 | 0 | 0 |
Revenues from external customers | 7,407 | 6,365 | 5,802 |
Interest and investment income (loss), including realized gains and losses | 127 | 125 | 141 |
Total revenues | 7,534 | 6,490 | 5,943 |
Depreciation and amortization | 345 | 336 | 68 |
Interest expense | 122 | 122 | 68 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 862 | 406 | 656 |
Income tax expense (benefit) | 310 | 162 | 237 |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 552 | 244 | 419 |
Equity in earnings (loss) of unconsolidated affiliates | 6 | 4 | 4 |
Net earnings from continuing operations | 558 | 248 | 423 |
Assets | 12,502 | 11,926 | 7,892 |
Goodwill | 4,572 | 4,515 | 1,439 |
Operating Segments | FNF Group Segment | Title Subsegment | |||
Segment Information | |||
Title premiums | 4,286 | 3,671 | 4,152 |
Other revenues | 2,005 | 1,855 | 1,597 |
Restaurant revenue | 0 | 0 | 0 |
Revenues from external customers | 6,291 | 5,526 | 5,749 |
Interest and investment income (loss), including realized gains and losses | 137 | 118 | 145 |
Total revenues | 6,428 | 5,644 | 5,894 |
Depreciation and amortization | 144 | 145 | 65 |
Interest expense | 0 | 0 | 0 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 836 | 534 | 808 |
Income tax expense (benefit) | 305 | 192 | 297 |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 531 | 342 | 511 |
Equity in earnings (loss) of unconsolidated affiliates | 6 | 4 | 5 |
Net earnings from continuing operations | 537 | 346 | 516 |
Assets | 8,533 | 8,250 | 6,762 |
Goodwill | 2,303 | 2,249 | 1,435 |
Operating Segments | FNF Group Segment | Black Knight Financial Services Subsegment | |||
Segment Information | |||
Title premiums | 0 | 0 | |
Other revenues | 931 | 852 | |
Restaurant revenue | 0 | 0 | |
Revenues from external customers | 931 | 852 | |
Interest and investment income (loss), including realized gains and losses | (5) | 0 | |
Total revenues | 926 | 852 | |
Depreciation and amortization | 194 | 188 | |
Interest expense | 50 | 31 | |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 139 | (15) | |
Income tax expense (benefit) | 35 | (7) | |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 104 | (8) | |
Equity in earnings (loss) of unconsolidated affiliates | 0 | 0 | |
Net earnings from continuing operations | 104 | (8) | |
Assets | 3,703 | 3,598 | |
Goodwill | 2,224 | 2,223 | |
Operating Segments | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | |||
Segment Information | |||
Title premiums | 0 | 0 | 0 |
Other revenues | 185 | (13) | 53 |
Restaurant revenue | 0 | 0 | 0 |
Revenues from external customers | 185 | (13) | 53 |
Interest and investment income (loss), including realized gains and losses | (5) | 7 | (4) |
Total revenues | 180 | (6) | 49 |
Depreciation and amortization | 7 | 3 | 3 |
Interest expense | 72 | 91 | 68 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | (113) | (113) | (152) |
Income tax expense (benefit) | (30) | (23) | (60) |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | (83) | (90) | (92) |
Equity in earnings (loss) of unconsolidated affiliates | 0 | 0 | (1) |
Net earnings from continuing operations | (83) | (90) | (93) |
Assets | 266 | 78 | 1,130 |
Goodwill | 45 | 43 | 4 |
Operating Segments | FNF Ventures Segment | |||
Segment Information | |||
Title premiums | 0 | 0 | 0 |
Other revenues | 203 | 110 | 87 |
Restaurant revenue | 1,412 | 1,436 | 1,408 |
Revenues from external customers | 1,615 | 1,546 | 1,495 |
Interest and investment income (loss), including realized gains and losses | (17) | (12) | 2 |
Total revenues | 1,598 | 1,534 | 1,497 |
Depreciation and amortization | 65 | 67 | 65 |
Interest expense | 9 | 5 | 5 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 5 | (14) | (40) |
Income tax expense (benefit) | (20) | 150 | (42) |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 25 | (164) | 2 |
Equity in earnings (loss) of unconsolidated affiliates | (22) | 428 | (30) |
Net earnings from continuing operations | 3 | 264 | (28) |
Assets | 1,429 | 1,919 | 2,616 |
Goodwill | 188 | 206 | 462 |
Operating Segments | FNF Ventures Segment | Restaurant Group Subsegment | |||
Segment Information | |||
Title premiums | 0 | 0 | 0 |
Other revenues | 0 | 0 | 0 |
Restaurant revenue | 1,412 | 1,436 | 1,408 |
Revenues from external customers | 1,412 | 1,436 | 1,408 |
Interest and investment income (loss), including realized gains and losses | (19) | (13) | (1) |
Total revenues | 1,393 | 1,423 | 1,407 |
Depreciation and amortization | 49 | 52 | 53 |
Interest expense | 6 | 8 | 8 |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 7 | 13 | 12 |
Income tax expense (benefit) | (2) | 1 | (4) |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 9 | 12 | 16 |
Equity in earnings (loss) of unconsolidated affiliates | 0 | 0 | 0 |
Net earnings from continuing operations | 9 | 12 | 16 |
Assets | 508 | 658 | 670 |
Goodwill | 103 | 119 | 119 |
Operating Segments | FNF Ventures Segment | Fidelity National Financial Ventures Corporate and Other Subsegment | |||
Segment Information | |||
Title premiums | 0 | 0 | 0 |
Other revenues | 203 | 110 | 87 |
Restaurant revenue | 0 | 0 | 0 |
Revenues from external customers | 203 | 110 | 87 |
Interest and investment income (loss), including realized gains and losses | 2 | 1 | 3 |
Total revenues | 205 | 111 | 90 |
Depreciation and amortization | 16 | 15 | 12 |
Interest expense | 3 | (3) | (3) |
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | (2) | (27) | (52) |
Income tax expense (benefit) | (18) | 149 | (38) |
Earnings from continuing operations before equity in (loss) earnings of unconsolidated affiliates | 16 | (176) | (14) |
Equity in earnings (loss) of unconsolidated affiliates | (22) | 428 | (30) |
Net earnings from continuing operations | (6) | 252 | (44) |
Assets | 921 | 1,261 | 1,946 |
Goodwill | $ 85 | 87 | $ 343 |
Restatement Adjustment | Operating Segments | FNF Group Segment | Title Subsegment | Pacific Union International, Inc. | |||
Segment Information | |||
Assets | (48) | ||
Goodwill | (40) | ||
Restatement Adjustment | Operating Segments | FNF Group Segment | Fidelity National Financial Core Corporate and Other Subsegment | Pacific Union International, Inc. | |||
Segment Information | |||
Assets | 48 | ||
Goodwill | $ 40 |
Recent Accounting Pronouncem119
Recent Accounting Pronouncements Recent Accounting Pronouncements (Details) - New Accounting Pronouncement, Early Adoption, Effect - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Other intangibles | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Deferred finance costs, net | $ (32) | $ (23) |
Notes payable | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Deferred finance costs, net | $ 32 | $ 23 |
Net Income Attributable to F120
Net Income Attributable to FNF Group Shareholders and Change in Total Equity (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Class of Stock [Line Items] | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 527 | $ 583 | $ 394 |
FNF Group Common Stock | |||
Class of Stock [Line Items] | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 540 | 214 | |
Increase in FNF's additional paid in capital for reduction in ownership percentage in Black Knight Financial Services, LLC | 53 | 0 | 0 |
Decrease in noncontrolling interests resulting from decreased ownership percentage | (96) | 0 | 0 |
Net decrease in total equity | (43) | 0 | 0 |
Change from net earnings attributable to Fidelity National Financial, Inc. common shareholders and change in total equity | $ 484 | $ 583 | $ 394 |
Schedule II Fidelity Nationa121
Schedule II Fidelity National Financial, Inc. (Parent Company) - Balance Sheet (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
ASSETS | ||||
Cash | $ 780 | $ 700 | ||
Short term investments | 1,034 | 334 | ||
Notes receivable | 496 | 504 | ||
Property and equipment, net | 510 | 635 | ||
Prepaid expenses and other assets | 615 | 484 | ||
Income taxes receivable | 0 | 59 | ||
Total assets | 13,931 | 13,845 | $ 10,508 | |
Liabilities: | ||||
Accounts payable and other accrued liabilities | 1,283 | 1,308 | ||
Income taxes payable | 45 | 0 | ||
Deferred tax liability | 594 | 703 | ||
Notes payable | 2,793 | 2,803 | ||
Total liabilities | 6,999 | 7,057 | ||
Equity [Abstract] | ||||
Additional paid-in capital | 4,795 | 4,855 | ||
Retained earnings | 1,374 | 1,150 | ||
Accumulated other comprehensive (loss) earnings | (69) | 2 | ||
Less: Treasury stock, 14,977,394 shares and 493,737 shares as of December 31, 2015 and 2014, respectively, at cost | (346) | (13) | ||
Total Fidelity National Financial, Inc. shareholders’ equity | 5,754 | 5,994 | ||
Total liabilities, redeemable non-controlling interest and equity | $ 13,931 | $ 13,845 | ||
Preferred stock par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | ||
Preferred stock, shares issued (in shares) | 0 | 0 | ||
Preferred stock, shares authorized (in shares) | 0 | 0 | ||
Treasury stock, shares (in shares) | 14,977,394 | 493,737 | ||
FNF Group Common Stock | ||||
Equity [Abstract] | ||||
Common stock | $ 0 | $ 0 | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized (in shares) | 487,000,000 | 487,000,000 | ||
Common stock, shares outstanding (in shares) | 275,781,160 | 279,443,239 | ||
Common stock, shares issued (in shares) | 282,394,970 | 279,824,125 | ||
FNFV Group Common Stock | ||||
Equity [Abstract] | ||||
Common stock | $ 0 | $ 0 | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized (in shares) | 113,000,000 | 113,000,000 | ||
Common stock, shares outstanding (in shares) | 72,217,882 | 92,828,470 | ||
Common stock, shares issued (in shares) | 80,581,466 | 92,946,545 | ||
Parent Company | ||||
ASSETS | ||||
Cash | $ 293 | $ 151 | 1,105 | $ 322 |
Short term investments | 163 | 0 | ||
Notes receivable | 621 | 2,635 | ||
Investments in and amounts due from subsidiaries | 6,326 | 5,962 | ||
Property and equipment, net | 4 | 6 | ||
Prepaid expenses and other assets | 21 | 0 | ||
Income taxes receivable | 0 | 60 | ||
Total assets | 7,428 | 8,814 | ||
Liabilities: | ||||
Accounts payable and other accrued liabilities | 55 | 52 | ||
Income taxes payable | 45 | 0 | ||
Deferred tax liability | 594 | 703 | ||
Notes payable | 980 | 2,065 | ||
Total liabilities | 1,674 | 2,820 | ||
Equity [Abstract] | ||||
Additional paid-in capital | 4,795 | 4,855 | ||
Retained earnings | 1,374 | 1,150 | $ 1,089 | $ 849 |
Accumulated other comprehensive (loss) earnings | (69) | 2 | ||
Less: Treasury stock, 14,977,394 shares and 493,737 shares as of December 31, 2015 and 2014, respectively, at cost | (346) | (13) | ||
Total Fidelity National Financial, Inc. shareholders’ equity | 5,754 | 5,994 | ||
Total liabilities, redeemable non-controlling interest and equity | $ 7,428 | $ 8,814 | ||
Preferred stock par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | ||
Preferred stock, shares issued (in shares) | 0 | 0 | ||
Preferred stock, shares authorized (in shares) | 0 | 0 | ||
Treasury stock, shares (in shares) | 14,977,394 | 493,737 | ||
Parent Company | FNF Group Common Stock | ||||
Equity [Abstract] | ||||
Common stock | $ 0 | $ 0 | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized (in shares) | 487,000,000 | 487,000,000 | ||
Common stock, shares outstanding (in shares) | 275,781,160 | 279,443,239 | ||
Common stock, shares issued (in shares) | 282,394,970 | 279,824,125 | ||
Parent Company | FNFV Group Common Stock | ||||
Equity [Abstract] | ||||
Common stock | $ 0 | $ 0 | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized (in shares) | 113,000,000 | 113,000,000 | ||
Common stock, shares outstanding (in shares) | 72,217,882 | 92,828,470 | ||
Common stock, shares issued (in shares) | 80,581,466 | 92,946,545 |
Schedule II Fidelity Nationa122
Schedule II Fidelity National Financial, Inc. (Parent Company) - Statement of Earnings and Retained Earnings (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||||
Interest and investment income | $ 123 | $ 126 | $ 127 | ||
Total revenues | 9,132 | 8,024 | 7,440 | ||
Expenses: | |||||
Personnel costs | 2,671 | 2,540 | 2,061 | ||
Other operating expenses | 1,881 | 1,643 | 1,273 | ||
Interest expense | 131 | 127 | 73 | ||
Total expenses | 8,265 | 7,632 | 6,824 | ||
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | 867 | 392 | 616 | ||
Income tax expense on continuing operations | 290 | 312 | 195 | ||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 527 | 583 | 394 | ||
Weighted average number of shares outstanding, basic (in shares) | 273 | ||||
Weighted average number of shares outstanding, diluted (in shares) | 282 | ||||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Retained earnings, beginning of year | 1,150 | ||||
Dividends declared | (222) | (203) | (154) | ||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 527 | 583 | 394 | ||
Retained earnings, end of year | $ 1,150 | 1,374 | 1,150 | ||
Old FNF Group Common Stock | |||||
Expenses: | |||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 89 | $ 394 | |||
Basic earnings per share (in usd per share) | $ 0.33 | $ 1.71 | |||
Weighted average number of shares outstanding, basic (in shares) | 138 | 230 | |||
Diluted earnings per share (in usd per share) | $ 0.32 | $ 1.68 | |||
Weighted average number of shares outstanding, diluted (in shares) | 142 | 235 | |||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 89 | $ 394 | |||
FNF Group Common Stock | |||||
Expenses: | |||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 540 | $ 214 | |||
Basic earnings per share (in usd per share) | $ 1.95 | $ 0.77 | |||
Weighted average number of shares outstanding, basic (in shares) | 276 | 277 | 138 | ||
Diluted earnings per share (in usd per share) | $ 1.89 | $ 0.75 | |||
Weighted average number of shares outstanding, diluted (in shares) | 285 | 286 | 142 | ||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 540 | $ 214 | |||
FNFV Group Common Stock | |||||
Expenses: | |||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ (13) | $ 280 | |||
Basic earnings per share (in usd per share) | $ (0.16) | $ 3.04 | |||
Weighted average number of shares outstanding, basic (in shares) | 92 | 79 | 46 | ||
Diluted earnings per share (in usd per share) | $ (0.16) | $ 3.01 | |||
Weighted average number of shares outstanding, diluted (in shares) | 93 | 82 | 47 | ||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ (13) | $ 280 | |||
Parent Company | |||||
Revenues: | |||||
Other fees and revenue | 3 | 1 | 3 | ||
Interest and investment income | 86 | 168 | 15 | ||
Total revenues | 89 | 169 | 18 | ||
Expenses: | |||||
Personnel costs | 28 | 35 | 93 | ||
Other operating expenses | 1 | (20) | 50 | ||
Interest expense | 74 | 93 | 70 | ||
Total expenses | 103 | 108 | 213 | ||
Earnings from continuing operations before income taxes and equity in (loss ) earnings of unconsolidated affiliates | (14) | 61 | (195) | ||
Income tax expense on continuing operations | (5) | 22 | (61) | ||
(Losses) earnings before equity in earnings of subsidiaries | (9) | 39 | (134) | ||
Equity in earnings of subsidiaries | 536 | 544 | 528 | ||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 527 | 583 | 394 | ||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Retained earnings, beginning of year | $ 1,089 | 1,150 | 1,089 | 849 | |
Dividends declared | (222) | (203) | (154) | ||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 527 | 583 | 394 | ||
Retained earnings, end of year | $ 1,150 | $ 1,374 | $ 1,150 | $ 1,089 | |
Parent Company | Old FNF Group Common Stock | |||||
Expenses: | |||||
Basic earnings per share (in usd per share) | $ 0.33 | $ 1.71 | |||
Weighted average number of shares outstanding, basic (in shares) | 138 | 230 | |||
Diluted earnings per share (in usd per share) | $ 0.32 | $ 1.68 | |||
Weighted average number of shares outstanding, diluted (in shares) | 142 | 235 | |||
Parent Company | FNF Group Common Stock | |||||
Expenses: | |||||
Basic earnings per share (in usd per share) | $ 1.95 | $ 0.77 | |||
Weighted average number of shares outstanding, basic (in shares) | 277 | 138 | |||
Diluted earnings per share (in usd per share) | $ 1.89 | $ 0.75 | |||
Weighted average number of shares outstanding, diluted (in shares) | 286 | 142 | |||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Distribution of Remy to FNFV Group common shareholders | $ (319) | ||||
Parent Company | FNFV Group Common Stock | |||||
Expenses: | |||||
Basic earnings per share (in usd per share) | $ (0.16) | $ 3.04 | |||
Weighted average number of shares outstanding, basic (in shares) | 79 | 46 | |||
Diluted earnings per share (in usd per share) | $ (0.16) | $ 3.01 | |||
Weighted average number of shares outstanding, diluted (in shares) | 82 | 47 | |||
Retained Earnings (Accumulated Deficit) [Roll Forward] | |||||
Distribution of Remy to FNFV Group common shareholders | $ (81) |
Schedule II Fidelity Nationa123
Schedule II Fidelity National Financial, Inc. (Parent Company) - Statement of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flows From Operating Activities: | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | $ 527 | $ 583 | $ 394 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Equity in losses (earnings) of unconsolidated affiliates | 16 | (432) | 26 |
Depreciation and amortization | 410 | 476 | 209 |
Stock-based compensation | 56 | 51 | 35 |
Tax benefit associated with the exercise of stock-based compensation | (21) | (16) | (17) |
Net change in income taxes | 37 | 198 | (62) |
Net increase in prepaid expenses and other assets | (95) | (23) | (3) |
Net (decrease) increase in accounts payable, accrued liabilities, deferred revenue and other | (15) | (130) | 7 |
Net cash provided by operating activities | 917 | 567 | 484 |
Cash Flows From Investing Activities: | |||
Net (purchases of) proceeds from short-term investment activities | (565) | (161) | 36 |
Net cash used in investing activities | (571) | (2,720) | (60) |
Cash flows from financing activities: | |||
Equity offering | 0 | 0 | 511 |
Borrowings | 1,360 | 1,764 | 341 |
Debt service payments | (1,359) | (1,073) | (359) |
Dividends paid | (220) | (203) | (153) |
Purchases of treasury stock | (498) | (2) | (34) |
Exercise of stock options | 26 | 40 | 61 |
Tax benefit associated with the exercise of stock-based compensation | 21 | 16 | 17 |
Additional investment in consolidated subsidiary | (6) | 0 | 0 |
Net cash (used in) provided by financing activities | (238) | 1,087 | 340 |
Cash at beginning of year | 700 | ||
Cash at end of year | 780 | 700 | |
Parent Company | |||
Cash Flows From Operating Activities: | |||
Net earnings attributable to Fidelity National Financial, Inc. common shareholders | 527 | 583 | 394 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Equity in losses (earnings) of unconsolidated affiliates | (536) | (544) | (528) |
Depreciation and amortization | 2 | 2 | 1 |
Stock-based compensation | 38 | 32 | 30 |
Tax benefit associated with the exercise of stock-based compensation | (21) | (16) | (17) |
Net change in income taxes | 17 | 540 | (96) |
Net increase in prepaid expenses and other assets | (25) | 62 | (29) |
Net (decrease) increase in accounts payable, accrued liabilities, deferred revenue and other | (11) | (91) | 101 |
Net cash provided by operating activities | (9) | 568 | (144) |
Cash Flows From Investing Activities: | |||
Net (purchases of) proceeds from short-term investment activities | (163) | 0 | 0 |
Additions to notes receivable | (28) | (3,025) | (30) |
Collection of notes receivable | 1,542 | 390 | 0 |
Net additions to investments in subsidiaries | 0 | 0 | 8 |
Net cash used in investing activities | 1,351 | (2,635) | (22) |
Cash flows from financing activities: | |||
Equity offering | 0 | 0 | 511 |
Borrowings | 0 | 1,500 | 0 |
Debt service payments | (1,100) | (400) | (7) |
Debt issuance costs | 0 | 0 | (16) |
Dividends paid | (220) | (203) | (153) |
Purchases of treasury stock | (506) | 0 | (34) |
Exercise of stock options | 26 | 40 | 60 |
Tax benefit associated with the exercise of stock-based compensation | 21 | 16 | 17 |
Additional investment in consolidated subsidiary | 0 | (100) | 0 |
Other financing activity | (15) | (8) | 0 |
Net dividends from subsidiaries | 594 | 268 | 571 |
Net cash (used in) provided by financing activities | (1,200) | 1,113 | 949 |
Net increase (decrease) in cash and cash equivalents, excluding pledged cash related to secured trust deposits | 142 | (954) | 783 |
Cash at beginning of year | 151 | 1,105 | 322 |
Cash at end of year | $ 293 | $ 151 | $ 1,105 |
Schedule II Fidelity Nationa124
Schedule II Fidelity National Financial, Inc. (Parent Company) - Notes to Financial Statements (Details) - USD ($) $ in Millions | Jul. 11, 2013 | Jun. 25, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 28, 2012 | Aug. 02, 2011 | May. 05, 2010 |
Condensed Financial Statements, Captions [Line Items] | ||||||||
Less: Net earnings (loss) attributable to non-controlling interests | $ 34 | $ (64) | $ 17 | |||||
Notes payable | 2,793 | 2,803 | ||||||
Interest | 124 | 140 | 87 | |||||
Income taxes | 250 | 75 | 242 | |||||
Unsecured Notes | 5.50% Unsecured Notes Due September 2022 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 397 | $ 395 | ||||||
Stated interest rate (as percent) | 5.50% | 5.50% | 5.50% | |||||
Unsecured Notes | 6.60% Unsecured notes due May 2017 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 300 | $ 299 | ||||||
Stated interest rate (as percent) | 6.60% | 6.60% | 6.60% | |||||
Convertible Debt | 4.25% unsecured convertible notes due August 2018 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 288 | $ 284 | ||||||
Stated interest rate (as percent) | 4.25% | 4.25% | 4.25% | |||||
Line of Credit | Term Loan | FNF Term Loan | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 0 | $ 1,094 | ||||||
Line of Credit | Term Loan | FNF Term Loan | London Interbank Offered Rate (LIBOR) | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.75% | 1.63% | ||||||
Line of Credit | Revolving Credit Facility | Revolving Credit Facility due July 2018 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | (5) | $ (7) | ||||||
Remaining borrowing capacity | $ 800 | |||||||
Line of Credit | Revolving Credit Facility | Revolving Credit Facility due July 2018 | London Interbank Offered Rate (LIBOR) | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.45% | 1.45% | 1.45% | |||||
Parent Company | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Noncontrolling interest portion | $ 834 | $ 79 | ||||||
Notes payable | 980 | 2,065 | ||||||
Interest | 72 | 103 | 61 | |||||
Income taxes | 250 | 75 | 242 | |||||
Cash dividends paid to parent company | 200 | 400 | $ 100 | |||||
Parent Company | Unsecured Notes | 5.50% Unsecured Notes Due September 2022 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 397 | $ 395 | ||||||
Stated interest rate (as percent) | 5.50% | 5.50% | ||||||
Parent Company | Unsecured Notes | 6.60% Unsecured notes due May 2017 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 300 | $ 299 | ||||||
Stated interest rate (as percent) | 6.60% | 6.60% | ||||||
Parent Company | Convertible Debt | 4.25% unsecured convertible notes due August 2018 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 288 | $ 284 | ||||||
Stated interest rate (as percent) | 4.25% | 4.25% | ||||||
Parent Company | Line of Credit | Term Loan | FNF Term Loan | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ 0 | $ 1,094 | ||||||
Parent Company | Line of Credit | Term Loan | FNF Term Loan | London Interbank Offered Rate (LIBOR) | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.63% | 1.63% | ||||||
Parent Company | Line of Credit | Revolving Credit Facility | American Blue Ribbon Holdings Credit Facility Due August 2019 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Remaining borrowing capacity | $ 800 | |||||||
Parent Company | Line of Credit | Revolving Credit Facility | American Blue Ribbon Holdings Credit Facility Due August 2019 | London Interbank Offered Rate (LIBOR) | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 1.45% | 1.45% | ||||||
Parent Company | Line of Credit | Revolving Credit Facility | Revolving Credit Facility due July 2018 | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Notes payable | $ (5) | $ (7) |
Schedule V Fidelity National125
Schedule V Fidelity National Financial, Inc. and Subsidiaries Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning balance | $ 1,621 | $ 1,636 | $ 1,748 |
Charged to cost and expense | 246 | 228 | 291 |
Charged to other accounts | 1 | 59 | 0 |
Deductions | 285 | 302 | 403 |
Ending balance | $ 1,583 | 1,621 | $ 1,636 |
Reserve for Claim Losses | LPS Acquisition | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Charged to other accounts | 54 | ||
Reserve for Sale | Small Title Operation | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Charged to other accounts | (2) | ||
Allowance for Reinsurance Recoverable | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Charged to other accounts | $ 7 |