Fidelity National Financial, Inc.

Good morning, ladies and gentlemen, and welcome to the FNF 2020 First Quarter Earnings Conference Call. During today's presentation, all parties will be in a listen-only mode. Following the presentation, the conference will be open for questions with instructions to follow at that time. As a reminder, this conference call is being recorded. I would now like to turn the call over to Jamie Lillis, Investor Relations for FNF. Please go ahead, sir.

Thank you, Operator, and good morning, everyone. Thank you for joining our first quarter 2020 earnings conference call. Joining me today is our Chairman, Bill Foley, CEO, Randy Quirk, President, Mike Nolan, CFO, Tony Park, and F&G CEO, Chris Blunt. We'll begin with a brief strategic overview from Bill, Randy will review the title business, and Tony will finish with a review of the financial highlights. We'll then open the call for your questions and finish with some concluding remarks from Bill Foley. Before we begin, I would like to remind you that this conference call may contain forward-looking statements that involve a number of risks and uncertainties, in particular, the COVID-19 pandemic. There is significant uncertainty about the duration and extent of the impact of this pandemic. Additionally, statements that are not historical facts, including statements about our expectations, hopes, intentions, or strategies regarding the future, are forward-looking statements. Forward-looking statements are based on management's beliefs as well as assumptions made by and information currently available to management at the time of this call. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise. the risks and uncertainties which forward-looking statements are subject to include but are not limited to, the risks and other factors detailed in our press release dated yesterday, and in the statement regarding forward-looking information, risk factors, and other sections of the company's Form 10-K and other filings with the SEC. This conference call will be available for replay via webcast at our website at fnf.com. It will also be available through phone replay beginning at 3 p.m. ET today and run through April 30th. The replay number is 844-512-2921, and the access code is 13701392. Let me now turn the call over to our chairman, Bill. Thank you, Jamie.

Thank you, Jamie. Before I begin, I want to take a moment and address the current environment, which has rapidly changed with the spread of COVID-19 over the last six weeks. Everyday lives have been impacted, as all of you know, especially the way we work and do business. The important work our company performs to facilitate residential and commercial real estate settlements and closings has been designated by the U.S. Department of Homeland Security as part of the essential critical infrastructure workforce. During these challenging times, the safety and health of our vital employees and customers comes first. At the onset of the pandemic, our management team worked to transition nearly 80% of our more than 25,000-person workforce based throughout the U.S., Canada, and India to a remote work environment focusing on productivity without foregoing security. This is a testament to not only the operational capabilities of our management team, but also the significant investments that we have made in technology, which provides FNF a competitive advantage during these trying times. This has enabled the title production and title commitment process to continue to flow smoothly. I want to thank all of our employees who have adapted to this new environment and have maintained the high quality of their work. I will let Randy go into more detail on the title business momentarily. Touching on the highlights of our title business in the first quarter, we generated adjusted pre-tax title earnings of $279 million compared to $172 million in the comparable year-ago quarter and a 14.4% adjusted pre-tax title margin compared to 11.3% in the first quarter of 2019. Turning to the acquisition of FGL Holdings, which we agreed in early February to acquire for $12.50 per share of common stock in a cash and equity transaction valued at approximately $2.7 billion. Yesterday, we signed a credit agreement for a $1,364,000,000 delayed draw term loan, which, along with the cash on hand and our under-owned credit facility, offers ample capacity to fund the F&G acquisition while also providing liquidity and flexibility to operate F&F in the current market environment. We are well on track to completing the acquisition by the end of the second quarter or the beginning of the third quarter, once we've received all regulatory and F&G shareholder approvals. Currently, we are still waiting on regulatory approvals from New York and Iowa and the F&G shareholder vote. We continue to be excited about the opportunity to combine the F&G business with F&F, given the many strategic benefits that we see even in a more challenged market environment like what we are experiencing today. Assuming we close the deal by the end of the second quarter, we continue to expect the transaction to be more than 10% accretive on a pro-forma basis to F&F's 2020 earnings per share and more than 20% accretive on a pro-forma basis to F&F's 2021 earnings per share. Importantly, F&G provides F&F with a counter-cyclical business with strong growth tailwinds, which will be enhanced by F&F's strong balance sheet and cross-sell opportunities. Looking forward, we remain committed to creating meaningful long-term value for our shareholders through our capital allocation strategy. We announced yesterday afternoon our quarterly cash dividend of 33 cents per share, which will use approximately $90 million in available holding company cash. As a reminder, it reflects the previous dividend increase of 6.5% from the fourth quarter. We have no plans to alter our current dividend policy. Regarding our share repurchase program, during the quarter we repurchased 3.25 million shares for $94 million. Our current repurchase plan has 19.9 million shares remaining under the authorization. We have made the decision to temporarily suspend our buyback program given our pending acquisition of F&G combined with the uncertain market and economic backdrop as a result of the COVID-19 pandemic. I'll now turn the call over to Randy Quirk to discuss the title business in more detail.