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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORMForm 10-Q
þ
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended SeptemberJune 30, 2017

2023
OR
o☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-32630Number: 001-32630
FNF_Updated_Marks.jpg
FIDELITY NATIONAL FINANCIAL, INC.

(Exact name of registrant as specified in its charter)
Delaware16-1725106
Delaware
16-1725106
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification Number)
601 Riverside Avenue, Jacksonville, Florida32204
(Address of principal executive offices)(Zip Code)No.)
601 Riverside Avenue
Jacksonville, Florida, 32204
(Address of principal executive offices, including zip code)

(904) 854-8100

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
FNF Common Stock, $0.0001 par valueFNFNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.YES þ NO odays. Yes ☒    or    No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§(§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).YES þ NO o.   Yes ☒ or No¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large"large accelerated filer,” “accelerated" "accelerated filer," “smaller"smaller reporting company,”" and "emerging“emerging growth company"company” in Rule 12b-2 of the Exchange Act. (Check one):




Large accelerated filer þ
Accelerated Filer		☒
Accelerated filer o
Filer		☐
Non-accelerated Filer
Non-accelerated filer o
☐
Smaller reporting company o
Company		☐
Emerging growth companyo
(Do not check if a smaller reporting company)☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YES o NO þ Yes  ☐   or    No  ☒
The number of shares outstanding of the Registrant's common stock as of September 30, 2017July 31, 2023 were:    
FNF Group Common Stock    273,154,429
FNFV Group Common Stock     64,864,950
272,174,342



Table ofContents
FORM 10-Q
QUARTERLY REPORT
Quarter Ended June 30, 2023
TABLE OF CONTENTS



FORM 10-Q
QUARTERLY REPORT
Quarter Ended September 30, 2017
TABLE OF CONTENTS
Page
PART I. FINANCIAL INFORMATION
Page
Item 1. Condensed Consolidated Financial StatementsStatements:
2
A. Condensed Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016(unaudited)
1
3
B. Condensed Consolidated Statements of Earnings for the three-month and nine-month periods ended September 30, 2017 and 2016Earnings (unaudited)
2
4
C. Condensed Consolidated Statements of Comprehensive Earnings for the three-month and nine-month periods ended September 30, 2017 and 2016(Loss) (unaudited)
3
5
D. Condensed Consolidated Statements of Equity for the nine-month periods ended September 30, 2017 and 2016(unaudited)
4
6
E. Condensed Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2017 and 2016(unaudited)
5
8
F. Notes to Unaudited Condensed Consolidated Financial Statements
6
10
2674
Item 3. Quantitative and Qualitative Disclosure AboutDisclosures about Market Risk
37
101
37101
101
PART II. OTHER INFORMATION
102
38102
38
103
Item 6. Exhibits
39


i

Table of Contents


Part I: FINANCIAL INFORMATION

Item 1.6. Exhibits
Condensed Consolidated Financial Statements104
Signatures
105

1
Table ofContents
PART I: FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
2
Table ofContents

FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in millions, except share data)
September 30,
2017
December 31,
2016		 June 30,
2023		December 31,
2022
(Unaudited)(Unaudited)
ASSETSASSETSASSETS
Investments:   Investments:
Fixed maturity securities available for sale, at fair value, at September 30, 2017 and December 31, 2016 includes pledged fixed maturity securities of $367 and $332, respectively, related to secured trust deposits$2,154
 $2,432
Preferred stock available for sale, at fair value321
 315
Equity securities available for sale, at fair value457
 438
Fixed maturity securities available for sale, at fair value, at June 30, 2023 and December 31, 2022, at an amortized cost of $42,312 and $37,708, respectively, net of allowance for credit losses of $35 and $39, respectively, and includes pledged fixed maturity securities of $474 and $448, respectively, related to secured trust depositsFixed maturity securities available for sale, at fair value, at June 30, 2023 and December 31, 2022, at an amortized cost of $42,312 and $37,708, respectively, net of allowance for credit losses of $35 and $39, respectively, and includes pledged fixed maturity securities of $474 and $448, respectively, related to secured trust deposits$38,029 $33,095 
Preferred securities, at fair valuePreferred securities, at fair value804 903 
Equity securities, at fair valueEquity securities, at fair value700 678 
Derivative investmentsDerivative investments649 244 
Mortgage loans, net of allowance for credit losses of $64 and $42 at June 30, 2023 and December 31, 2022, respectivelyMortgage loans, net of allowance for credit losses of $64 and $42 at June 30, 2023 and December 31, 2022, respectively5,076 4,554 
Investments in unconsolidated affiliates558
 558
Investments in unconsolidated affiliates3,039 2,642 
Other long-term investments55
 54
Other long-term investments660 664 
Short-term investments, at September 30, 2017 and December 31, 2016 includes short-term investments of $0 and $212 related to secured trust deposits, respectively585
 483
Short-term investments, at June 30, 2023 and December 31, 2022 includes pledged short-term investments of $0 and $6, respectively, related to secured trust depositsShort-term investments, at June 30, 2023 and December 31, 2022 includes pledged short-term investments of $0 and $6, respectively, related to secured trust deposits972 2,590 
Total investments4,130
 4,280
Total investments49,929 45,370 
Cash and cash equivalents, at September 30, 2017 and December 31, 2016 includes $568 and $331, respectively, of pledged cash related to secured trust deposits1,232
 1,193
Trade and notes receivables, net of allowance of $20 and $21, at September 30, 2017 and December 31, 2016, respectively345
 374
Cash and cash equivalents, at June 30, 2023 and December 31, 2022 includes $428 and $242, respectively, of pledged cash related to secured trust deposits
Cash and cash equivalents, at June 30, 2023 and December 31, 2022 includes $428 and $242, respectively, of pledged cash related to secured trust deposits
3,136 2,286 
Trade and notes receivables, net of allowance for credit losses of $32 and $33 at June 30, 2023 and December 31, 2022, respectivelyTrade and notes receivables, net of allowance for credit losses of $32 and $33 at June 30, 2023 and December 31, 2022, respectively465 467 
Reinsurance recoverable, net of allowance for credit losses of $9 and $10 at June 30, 2023 and December 31, 2022, respectivelyReinsurance recoverable, net of allowance for credit losses of $9 and $10 at June 30, 2023 and December 31, 2022, respectively7,077 5,418 
Goodwill2,784
 2,761
Goodwill4,811 4,635 
Prepaid expenses and other assets466
 455
Prepaid expenses and other assets2,214 2,068 
Capitalized software, net127
 130
Market risk benefits assetMarket risk benefits asset118 117 
Lease assetsLease assets362 376 
Other intangible assets, net591
 671
Other intangible assets, net4,317 3,811 
Title plants398
 395
Title plants417 416 
Property and equipment, net428
 443
Property and equipment, net175 179 
Assets of discontinued operations—
 3,761
Total assets$10,501
 $14,463
Total assets$73,021 $65,143 
LIABILITIES AND EQUITYLIABILITIES AND EQUITYLIABILITIES AND EQUITY
Liabilities:   Liabilities:  
Contractholder fundsContractholder funds$45,070 $40,843 
Future policy benefitsFuture policy benefits5,715 5,021 
Accounts payable and accrued liabilities$1,050
 $1,148
Accounts payable and accrued liabilities2,725 2,326 
Market risk benefits liabilityMarket risk benefits liability313 282 
Notes payable890
 1,220
Notes payable3,696 3,238 
Reserve for title claim losses1,496
 1,487
Reserve for title claim losses1,781 1,810 
Funds withheld for reinsurance liabilitiesFunds withheld for reinsurance liabilities5,681 3,703 
Secured trust deposits923
 860
Secured trust deposits886 862 
Lease liabilitiesLease liabilities411 418 
Income taxes payable85
 38
Income taxes payable3 — 
Deferred tax liability344
 295
Deferred tax liability63 71 
Liabilities of discontinued operations—
 2,173
Total liabilities4,788
 7,221
Total liabilities66,344 58,574 
Commitments and Contingencies:   
Redeemable non-controlling interest by 21% minority holder of ServiceLink Holdings, LLC344
 344
Equity:   Equity:  
FNF Group common stock, $0.0001 par value; authorized 487,000,000 shares as of September 30, 2017 and December 31, 2016; outstanding of 273,154,429 and 272,205,261 as of September 30, 2017 and December 31, 2016, respectively, and issued of 285,992,115 and 285,041,900 as of September 30, 2017 and December 31, 2016, respectively—
 —
FNFV Group common stock, $0.0001 par value; authorized 113,000,000 shares as of September 30, 2017 and December 31, 2016; outstanding of 64,864,950 and 66,416,822 as of September 30, 2017 and December 31, 2016, respectively, and issued of 80,581,675 as of both September 30, 2017 and December 31, 2016—
 —
FNF common stock, $0.0001 par value; authorized 600,000,000 shares as of June 30, 2023 and December 31, 2022; outstanding of 272,178,622 and 272,309,890 as of June 30, 2023 and December 31, 2022, respectively, and issued of 327,731,804 and 327,757,349 as of June 30, 2023 and December 31, 2022, respectivelyFNF common stock, $0.0001 par value; authorized 600,000,000 shares as of June 30, 2023 and December 31, 2022; outstanding of 272,178,622 and 272,309,890 as of June 30, 2023 and December 31, 2022, respectively, and issued of 327,731,804 and 327,757,349 as of June 30, 2023 and December 31, 2022, respectively— — 
Preferred stock, $0.0001 par value; authorized 50,000,000 shares; issued and outstanding, none—
 —
Preferred stock, $0.0001 par value; authorized 50,000,000 shares; issued and outstanding, none— — 
Additional paid-in capital4,582
 4,848
Additional paid-in capital5,883 5,870 
Retained earnings1,289
 1,784
Retained earnings5,140 5,225 
Accumulated other comprehensive earnings (loss)46
 (13)
Less: treasury stock, 28,554,411 as of September 30, 2017 and 27,001,492 shares as of December 31, 2016, at cost(647) (623)
Accumulated other comprehensive lossAccumulated other comprehensive loss(2,681)(2,870)
Less: Treasury stock, 55,553,182 shares and 55,447,459 shares as of June 30, 2023 and December 31, 2022, respectively, at costLess: Treasury stock, 55,553,182 shares and 55,447,459 shares as of June 30, 2023 and December 31, 2022, respectively, at cost(2,113)(2,109)
Total Fidelity National Financial, Inc. shareholders’ equity5,270
 5,996
Total Fidelity National Financial, Inc. shareholders’ equity6,229 6,116 
Non-controlling interests99
 902
Non-controlling interests448 453 
Total equity5,369
 6,898
Total equity6,677 6,569 
Total liabilities, redeemable non-controlling interest and equity$10,501
 $14,463
Total liabilities and equityTotal liabilities and equity$73,021 $65,143 
See Notes to Condensed Consolidated Financial Statements

1
3
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Contents


FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Dollars in millions, except per share data)

Three months ended September 30, Nine months ended September 30,
 2017 2016 2017 2016
 (Unaudited) (Unaudited)
Revenues:       
Direct title insurance premiums$558
 $556
 $1,598
 $1,518
Agency title insurance premiums719
 713
 2,028
 1,934
Escrow, title-related and other fees689
 700
 2,071
 1,920
Restaurant revenue269
 273
 830
 858
Interest and investment income34
 29
 97
 96
Realized gains and losses, net(4) (4) 277
 5
Total revenues2,265
 2,267
 6,901
 6,331
Expenses:       
Personnel costs646
 630
 1,958
 1,800
Agent commissions553
 545
 1,557
 1,473
Other operating expenses468
 464
 1,392
 1,296
Cost of restaurant revenue243
 237
 728
 727
Depreciation and amortization58
 56
 177
 161
Provision for title claim losses64
 70
 181
 190
Interest expense12
 18
 47
 55
Total expenses2,044
 2,020
 6,040
 5,702
Earnings from continuing operations before income taxes and equity in losses of unconsolidated affiliates221
 247
 861
 629
Income tax expense74
 88
 355
 218
Earnings from continuing operations before equity in losses of unconsolidated affiliates147
 159
 506
 411
Equity in losses of unconsolidated affiliates(3) (7) (7) (6)
Net earnings from continuing operations144
 152
 499
 405
Net earnings from discontinued operations, net of tax31
 17
 59
 54
Net earnings175
 169
 558
 459
Less: Net earnings attributable to non-controlling interests10
 13
 25
 32
Net earnings attributable to Fidelity National Financial, Inc. common shareholders$165
 $156
 $533
 $427
Amounts attributable to Fidelity National Financial, Inc. common shareholders       
Net earnings from continuing operations attributable to FNF Group common shareholders$156
 $158
 $393
 $404
Net earnings from discontinued operations attributable to FNF Group common shareholders14
 5
 23
 19
Net earnings attributable to FNF Group common shareholders$170
 $163
 $416
 $423
Net (loss) earnings attributable to FNFV Group common shareholders$(5) $(7) $117
 $4
Earnings per share       
Basic       
Net earnings from continuing operations attributable to FNF Group common shareholders$0.58
 $0.58
 $1.46
 $1.49
Net earnings from discontinued operations attributable to FNF Group common shareholders0.05
 0.02
 0.08
 0.07
Net earnings per share attributable to FNF Group common shareholders$0.63
 $0.60
 $1.54
 $1.56
Net (loss) earnings per share attributable to FNFV Group common shareholders$(0.08) $(0.11) $1.80
 $0.06
Diluted       
Net earnings from continuing operations attributable to FNF Group common shareholders$0.57
 $0.56
 $1.42
 $1.44
Net earnings from discontinued operations attributable to FNF Group common shareholders0.05
 0.02
 0.08
 0.07
Net earnings per share attributable to FNF Group common shareholders$0.62
 $0.58
 $1.50
 $1.51
Net (loss) earnings per share attributable to FNFV Group common shareholders$(0.08) $(0.11) $1.75
 $0.06
Weighted average shares outstanding FNF Group common stock, basic basis272
 271
 271
 272
Weighted average shares outstanding FNF Group common stock, diluted basis276
 279
 277
 280
Cash dividends paid per share FNF Group common stock$0.25
 $0.21
 $0.75
 $0.63
Weighted average shares outstanding FNFV Group common stock, basic basis65
 66
 65
 68
Weighted average shares outstanding FNFV Group common stock, diluted basis65
 69
 67
 70

Three months ended June 30,Six months ended June 30,
 2023202220232022
(Unaudited)(Unaudited)
Revenues:  
Direct title insurance premiums$541 $859 $969 $1,626 
Agency title insurance premiums713 1,203 1,263 2,302 
Escrow, title-related and other fees1,212 786 2,092 2,078 
Interest and investment income618 463 1,229 941 
Recognized gains and losses, net(16)(676)(11)(1,145)
Total revenues3,068 2,635 5,542 5,802 
Expenses:  
Personnel costs755 839 1,432 1,662 
Agent commissions550 930 970 1,774 
Other operating expenses394 457 754 899 
Benefits and other changes in policy reserves817 (377)1,629 (174)
Market risk benefit (gains) losses(30)(189)29 (119)
Depreciation and amortization151 120 285 235 
Provision for title claim losses56 93 100 177 
Interest expense43 31 85 61 
Total expenses2,736 1,904 5,284 4,515 
Earnings from continuing operations before income taxes and equity in earnings of unconsolidated affiliates332 731 258 1,287 
Income tax expense90 202 104 358 
Earnings before equity in earnings of unconsolidated affiliates242 529 154 929 
Equity in earnings of unconsolidated affiliates1 14 1 16 
Net earnings243 543 155 945 
Less: Net earnings (loss) attributable to non-controlling interests24 6 (5)8 
Net earnings attributable to Fidelity National Financial, Inc. common shareholders$219 $537 $160 $937 
Earnings per share
Basic
Net earnings per share from continuing operations attributable to common shareholders$0.81 $1.93 $0.59 $3.36 
Net earnings per share attributable to common shareholders, basic$0.81 $1.93 $0.59 $3.36 
Diluted
Net earnings per share from continuing operations attributable to common shareholders$0.81 $1.92 $0.59 $3.33 
Net earnings per share attributable to common shareholders, diluted$0.81 $1.92 $0.59 $3.33 
Weighted average common shares outstanding - basic270 278 270 279 
Weighted average common shares outstanding - diluted271 279 271 281 
See Notes to Condensed Consolidated Financial Statements

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS)
(In millions)
 Three months ended September 30, Nine months ended September 30,
  
 2017 2016 2017 2016
 (Unaudited) (Unaudited)
Net earnings$175
 $169
 $558
 $459
Other comprehensive earnings:       
Unrealized gain on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) (1)8
 6
 33
 52
Unrealized gain (loss) on investments in unconsolidated affiliates (2)4
 (2) 16
 13
Unrealized gain on foreign currency translation (3)3
 1
 8
 6
Reclassification adjustments for change in unrealized gains and losses included in net earnings (4)—
 (2) 2
 —
Other comprehensive earnings15
 3
 59
 71
Comprehensive earnings190
 172
 617
 530
Less: Comprehensive earnings attributable to non-controlling interests11
 13
 27
 32
Comprehensive earnings attributable to Fidelity National Financial, Inc. common shareholders$179
 $159
 $590
 $498
Comprehensive earnings attributable to FNF Group common shareholders$182
 $169
 $471
 $487
Comprehensive (loss) earnings attributable to FNFV Group common shareholders$(3) $(10) $119
 $11
Three months ended June 30,Six months ended June 30,
 
 2023202220232022
 (Unaudited)(Unaudited)
Net earnings$243 $543 $155 $945 
Other comprehensive (loss) earnings:   
Unrealized (loss) gain on investments and other financial instruments (excluding investments in unconsolidated affiliates) (1)(175)(1,905)172 (3,809)
Unrealized (loss) gain on investments in unconsolidated affiliates (2)(5)1 6 7 
Unrealized gain (loss) on foreign currency translation (3)4 (9)6 (11)
Reclassification adjustments for change in unrealized gains and losses included in net earnings (4)42 27 78 53 
Changes in current discount rate - future policy benefits (5)57 310 (43)602 
Changes in instrument-specific credit risk - market risk benefits (6)(4)50 3 83 
    Other comprehensive earnings (loss) attributable to non-controlling interest (7)10 — (33)— 
Other comprehensive (loss) earnings(71)(1,526)189 (3,075)
Comprehensive earnings (loss)172 (983)344 (2,130)
Less: Comprehensive earnings (loss) attributable to non-controlling interests24 6 (5)8 
Comprehensive earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders$148 $(989)$349 $(2,138)

 
(1)
Net of income tax expense of $5 million and $4 million for the three-month periods ended September 30, 2017 and 2016, respectively, and $20 million and $33 million for the nine-month periods ended September 30, 2017 and 2016, respectively.
(1)Net of income tax (benefit) expense of $(28) million and $(502) million for the three months ended June 30, 2023 and 2022, respectively, and $35 million and $(892) million for the six months periods ended June 30, 2023 and 2022, respectively.
(2)Net of income tax (benefit) expense of $(1) million and for the three months ended June 30, 2023 and $2 million for the six months ended June 30, 2023 and 2022.
(3)Net of income tax expense (benefit) of less than $1 million and $(3) million for the three months ended June 30, 2023 and 2022, respectively, and $1 million and $(3) million for the six months ended June 30, 2023 and 2022, respectively.
(4)Net of income tax expense of $11 million and $7 million for the three months ended June 30, 2023 and 2022, respectively, and $21 million and $14 million for the six months ended June 30, 2023 and 2022, respectively.
(5)Net of income tax expense (benefit) of $15 million and $82 million for the three months ended June 30, 2023 and 2022, respectively, and $(12) million and $160 million for the six months ended June 30, 2023 and 2022, respectively.
(6)Net of income tax (benefit) expense of $(1) million and $13 million for the three months ended June 30, 2023 and 2022, respectively, and $1 million and $22 million for the six months ended June 30, 2023 and 2022, respectively.
(7)Net of income tax expense (benefit) of $3 million and $(9) million for the three and six months ended June 30, 2023, respectively.
(2)
Net of income tax expense (benefit) of $3 million and $(1) million for the three-month periods ended September 30, 2017 and 2016, respectively, and $10 million and $8 million for the nine-month periods ended September 30, 2017 and 2016, respectively.
(3)
Net of income tax expense of $2 million and less than $1 million for the three-month periods ended September 30, 2017 and 2016, respectively, and $5 million and $3 million for the nine-month periods ended September 30, 2017 and 2016.
(4)
Net of income tax (benefit) expense of $(1) million for the three-month period ended September 30, 2016 and $1 million for the nine-month period ended September 30, 2017.
See Notes to Condensed Consolidated Financial Statements







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Contents




FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTSTATEMENTS OF EQUITY
(In millions)millions, except per share data)
(Unaudited)
 Fidelity National Financial, Inc. Common Shareholders  
Accumulated
 FNF  Other  
 CommonAdditionalComprehensiveTreasuryNon- 
 StockPaid-inRetainedEarningsStockcontrollingTotal
 Shares$CapitalEarnings(Loss)Shares$InterestsEquity
Balance, March 31, 2022326 $— $5,826 $5,094 $(670)45 $(1,679)$41 $8,612 
Exercise of stock options— — 5 — — — — — 5 
Treasury stock repurchased— — — — — 4 (172)— (172)
Other comprehensive earnings - unrealized loss on investments and other financial instruments— — — — (1,905)— — — (1,905)
Other comprehensive earnings - unrealized gain on investments in unconsolidated affiliates— — — — 1 — — — 1 
Other comprehensive earnings - unrealized loss on foreign currency translation— — — — (9)— — — (9)
Reclassification adjustments for change in unrealized gains and losses included in net earnings— — — — 27 — — — 27 
Change in instrument-specific credit risk - market risk benefits— — — — 50 — — — 50 
Change in current discount rate - liability for future policy benefits— — — — 310 — — — 310 
Stock-based compensation— — 12 — — — — — 12 
Dividends declared, $0.44 per common share— — — (122)— — — — (122)
Subsidiary dividends declared to non-controlling interests— — — — — — — (4)(4)
Net earnings— — — 537 — — — 6 543 
Balance, June 30, 2022326 $— $5,843 $5,509 $(2,196)49 $(1,851)$43 $7,348 
Balance, March 31, 2023328 $— $5,871 $5,044 $(2,610)55 $(2,113)$456 $6,648 
Other comprehensive earnings - unrealized loss on investments and other financial instruments— — — — (175)— — — (175)
Other comprehensive earnings - unrealized loss on investments in unconsolidated affiliates— — — — (5)— — — (5)
Other comprehensive earnings - unrealized gain on foreign currency translation— — — — 4 — — — 4 
Reclassification adjustments for change in unrealized gains and losses included in net earnings— — — — 42 — — — 42 
Change in current discount rate — liability for future policy benefits— — — — 57 — — — 57 
Change in instrument-specific credit risk - market risk benefits— — — — (4)— — — (4)
Other comprehensive income associated with noncontrolling interests— — (1)— 10 — — (9)— 
Stock-based compensation— — 14 — — — — — 14 
F&G purchases of FG stock— — (1)— — — — (15)(16)
Dividends declared, $0.45 per common share— — — (123)— — — — (123)
Subsidiary dividends declared to non-controlling interests— — — — — — — (8)(8)
Net earnings— — — 219 — — — 24 243 
Balance, June 30, 2023328 $— $5,883 $5,140 $(2,681)55 $(2,113)$448 $6,677 
  Fidelity National Financial, Inc. Common Shareholders      
  FNF FNFV     Accumulated        
  Group Group     Other       Redeemable
  Common Common Additional   Comprehensive Treasury Non-   Non-
  Stock Stock Paid-in Retained Earnings Stock controlling Total controlling
  Shares $ Shares $ Capital Earnings (Loss) Shares $ Interests Equity Interests
Balance, December 31, 2015 282
 $—
 81
 $—
 $4,795
 $1,374
 $(69) 15
 $(346) $834
 $6,588
 $344
Exercise of stock options 2
 —
 —
 —
 16
 —
 —
 —
 —
 —
 16
 —
Treasury stock repurchased —
 —
 —
 —
 —
 —
 —
 11
 (247) —
 (247) —
Other comprehensive earnings — unrealized gain (loss) on investments and other financial instruments —
 —
 —
 —
 —
 —
 52
 —
 —
 (1) 51
 —
Other comprehensive earnings — unrealized gain on investments in unconsolidated affiliates —
 —
 —
 —
 —
 —
 13
 —
 —
 —
 13
 —
Other comprehensive earnings — unrealized gain on foreign currency translation —
 —
 —
 —
 —
 —
 6
 —
 —
 —
 6
 —
Stock-based compensation —
 —
 —
 —
 28
 —
 —
 —
 —
 16
 44
 —
Shares withheld for taxes and in treasury —
 —
 —
 —
 —
 —
 —
 —
 (2) —
 (2)  
Dividends declared —
 —
 —
 —
 —
 (172) —
 —
 —
 —
 (172) —
Acquisitions of non-controlling interests —
 —
 —
 —
 —
 —
 —
 —
 —
 14
 14
 —
Subsidiary dividends declared to non-controlling interests —
 —
 —
 —
 —
 —
 —
 —
 —
 (6) (6) —
Net earnings —
 —
 —
 —
 —
 427
 —
 —
 —
 32
 459
 —
Balance, September 30, 2016 284
 $—
 81
 $—
 $4,839
 $1,629
 $2
 26
 $(595) $889
 $6,764
 $344
                         
Balance, December 31, 2016 285
 $—
 81
 $—
 $4,848
 $1,784
 $(13) 27
 $(623) $902
 $6,898
 $344
Exercise of stock options 1
 —
 —
 —
 24
 —
 —
 —
 —
 —
 24
 —
Treasury stock repurchased —
 —
 —
 —
 —
 —
 —
 2
 (23) —
 (23) —
Spin-off of Black Knight, Inc. —
 —
 —
 —
 —
 (823) —
 —
 —
 (801) (1,624) —
Other comprehensive earnings — unrealized gain on investments and other financial instruments —
 —
 —
 —
 —
 —
 33
 —
 —
 2
 35
 —
Other comprehensive earnings — unrealized gain on investments in unconsolidated affiliates —
 —
 —
 —
 —
 —
 16
 —
 —
 —
 16
 —
Other comprehensive earnings — unrealized gain on foreign currency translation —
 —
 —
 —
 —
 —
 8
 —
 —
 —
 8
 —
Reclassification adjustments for change in unrealized gains and losses included in net earnings —
 —
 —
 —
 —
 —
 2
 —
 —
 —
 2
 —
Black Knight repurchases of BKFS stock —
 —
 —
 —
 —
 —
 —
 —
 —
 (47) (47) —
Stock-based compensation —
 —
 —
 —
 26
 —
 —
 —
 —
 11
 37
 —
Shares withheld for taxes and in treasury —
 —
 —
 —
 —
 —
 —
 —
 (1) —
 (1) —
Dividends declared —
 —
 —
 —
 —
 (205) —
 —
 —
 —
 (205) —
Purchase of additional share in consolidated subsidiaries —
 —
 —
 —
 1
 —
 —
 —
 —
 (1) —
 —
Sale of OneDigital —
 —
 —
 —
 —
 —
 —
 —
 —
 (6) (6) —
Acquisitions of noncontrolling interests —
 —
 —
 —
 —
 —
 —
 —
 —
 21
 21
 —
Equity portion of debt conversions settled in cash —
 —
 —
 —
 (317) —
 —
 —
 —
 —
 (317) —
Subsidiary dividends declared to non-controlling interests —
 —
 —
 —
 —
 —
 —
 —
 —
 (7) (7) —
Net earnings —
 —
 —
 —
 —
 533
 —
 —
 —
 25
 558
 —
Balance, September 30, 2017 286
 $—

81

$—
 $4,582
 $1,289
 $46
 29
 $(647) $99
 $5,369
 $344

See Notes to Condensed Consolidated Financial Statements



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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(In millions, except per share data)
(Unaudited)

 Fidelity National Financial, Inc. Common Shareholders  
Accumulated
 FNF  Other  
 CommonAdditionalComprehensiveTreasuryNon- 
 StockPaid-inRetainedEarningsStockcontrollingTotal
 Shares$CapitalEarnings(Loss)Shares$InterestsEquity
Balance, January 1, 2022325 $— $5,811 $4,818 $879 42 $(1,545)$43 $10,006 
Exercise of stock options1 — 8 — — — — — 8 
Treasury stock repurchased— — — — — 7 (306)— (306)
Other comprehensive loss - unrealized loss on investments and other financial instruments— — — — (3,809)— — — (3,809)
Other comprehensive earnings - unrealized gain on investments in unconsolidated affiliates— — — — 7 — — — 7 
Other comprehensive loss - unrealized loss on foreign currency translation— — — — (11)— — — (11)
Reclassification adjustments for change in unrealized gains and losses included in net earnings— — — — 53 — — — 53 
Change in current discount rate — liability for future policy benefits— — — — 602 — — — 602 
Change in instrument-specific credit risk - market risk benefits— — — — 83 — — — 83 
Stock-based compensation— — 24 — — — — — 24 
Dividends declared, $0.88 per common share— — — (246)— — — — (246)
Subsidiary dividends declared to non-controlling interests— — — — — — — (8)(8)
Net earnings— — — 937 — — — 8 945 
Balance, June 30, 2022326 $— $5,843 $5,509 $(2,196)49 $(1,851)$43 $7,348 
Balance, January 1, 2023328 $— $5,870 $5,225 $(2,870)55 $(2,109)$453 $6,569 
Treasury stock repurchased— — — — — — (4)— (4)
Purchase of incremental share in consolidated subs— — (12)— — — — (8)(20)
Other comprehensive loss — unrealized loss on investments and other financial instruments— — — — 172 — — — 172 
Other comprehensive earnings — unrealized gain on investments in unconsolidated affiliates— — — — 6 — — — 6 
Other comprehensive gain — unrealized gain on foreign currency translation— — — — 6 — — — 6 
Reclassification adjustments for change in unrealized gains and losses included in net earnings— — — — 78 — — — 78 
Change in current discount rate - liability for future policy benefits— — — — (43)— — — (43)
Change in instrument-specific credit risk - market risk benefits— — — — 3 — — — 3 
Other comprehensive loss associated with noncontrolling interests(1)— (33)34 — 
Stock-based compensation— — 27 — — — — 1 28 
F&G purchases of treasury stock— — (1)— — — — (15)(16)
Dividends declared, $0.90 per common share— — — (245)— — — — (245)
Subsidiary dividends declared to non-controlling interests— — — — — — — (12)(12)
Net earnings— — — 160 — — — (5)155 
Balance, June 30, 2023328 $— $5,883 $5,140 $(2,681)55 $(2,113)$448 $6,677 
See Notes to Condensed Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
 For the six months ended June 30,
 
 20232022
 (Unaudited)
Cash flows from operating activities: 
Net earnings$155 $945 
Adjustments to reconcile net earnings to net cash provided by operating activities:
            Depreciation and amortization285 235 
            Equity in earnings of unconsolidated affiliates(1)(16)
            Loss on sales of investments and other assets and asset impairments, net396 71 
            Interest credited/index credits to contractholder account balances857 (827)
            Change in market risk benefits, net29 (119)
            Deferred policy acquisition costs and deferred sales inducements(518)(371)
            Charges assessed to contractholders for mortality and admin(122)(107)
            Non-cash lease costs69 71 
            Operating lease payments(76)(75)
            Distributions from unconsolidated affiliates, return on investment89 38 
            Stock-based compensation cost28 24 
            Change in NAV of limited partnerships, net(96)(172)
            Change in valuation of derivatives, equity and preferred securities, net(385)1,072 
Changes in assets and liabilities, net of effects from acquisitions:
Change in reinsurance recoverable(27)209 
Change in future policy benefits421 330 
Change in funds withheld from reinsurers1,980 617 
Net decrease in trade receivables10 27 
Net decrease in reserve for title claim losses(29)(39)
Net change in income taxes7 146 
Net change in other assets and other liabilities67 (564)
Net cash provided by operating activities3,139 1,495 
Cash flows from investing activities:  
Proceeds from sales, calls and maturities of investment securities2,228 3,541 
Proceeds from sales of property and equipment— 5 
Additions to property and equipment and capitalized software(69)(77)
Purchases of investment securities(7,170)(6,958)
Net proceeds from sales and maturities (purchases) of short-term investment securities1,628 (1,644)
Additions to notes receivable(8)(94)
Collections of notes receivable— 4 
Acquisitions and dispositions(293)(20)
Additional investments in unconsolidated affiliates(736)(741)
Distributions from unconsolidated affiliates, return of investment187 93 
Net other investing activities2 — 
Net cash used in investing activities(4,231)(5,891)
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 For the nine months ended September 30,
 
 2017
2016
 (Unaudited)
Cash flows from operating activities:   
Net earnings$558
 $459
Adjustments to reconcile net earnings to net cash provided by operating activities:   
            Depreciation and amortization331
 315
            Equity in losses of unconsolidated affiliates7
 6
            Loss (gain) on sales of investments and other assets, net12
 (10)
            Gain on sale of OneDigital(276) —
            Impairment of assets5
 5
            Stock-based compensation cost37
 44
Changes in assets and liabilities, net of effects from acquisitions:   
Net change in pledged cash, pledged investments, and secured trust deposits3
 —
Net increase in trade receivables(6) (43)
Net increase in prepaid expenses and other assets(50) (23)
Net decrease in accounts payable, accrued liabilities, deferred revenue and other(93) (33)
Net increase in reserve for title claim losses8
 19
Net change in income taxes30
 6
Net cash provided by operating activities566
 745
Cash flows from investing activities:   
Proceeds from sales of investment securities available for sale220
 188
Proceeds from calls and maturities of investment securities available for sale432
 340
Proceeds from the sale of cost method and other investments19
 36
Additions to property and equipment and capitalized software(132) (230)
Purchases of investment securities available for sale(278) (496)
Net (purchases of) proceeds from short-term investment securities(368) 438
Purchases of other long-term investments(8) —
Contributions to investments in unconsolidated affiliates(52) (155)
Distributions from unconsolidated affiliates76
 75
Net other investing activities(3) 2
Acquisition of Commissions, Inc., net of cash acquired—
 (229)
Acquisition of Title Guaranty of Hawaii, net of cash acquired(93) —
Proceeds from the sale of OneDigital325
 —
Other acquisitions/disposals of businesses, net of cash acquired(137) (261)
Net cash provided by (used in) investing activities1
 (292)
Cash flows from financing activities:   
Borrowings776
 100
Debt service payments(994) (158)
Black Knight treasury stock repurchases of BKFS stock(47) —
Equity portion of debt conversions paid in cash

(317) —
Dividends paid(204) (171)
Subsidiary dividends paid to non-controlling interest shareholders(7) (6)
Exercise of stock options24
 16
Cash transferred in Black Knight spin-off(87) —
Payment of contingent consideration for prior period acquisitions(15) (4)
Payment for withholding taxes on stock-based compensation for shares withheld from participants and in treasury(1) (2)
Purchases of treasury stock(23) (251)
Net cash used in financing activities(895) (476)
Net decrease in cash and cash equivalents, excluding pledged cash related to secured trust deposits(328) (23)
Cash and cash equivalents, excluding pledged cash related to secured trust deposits at beginning of period992
 672
Cash and cash equivalents, excluding pledged cash related to secured trust deposits at end of period$664
 $649
FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(In millions)
For the six months ended June 30,
20232022
(Unaudited)
Cash flows from financing activities:  
Debt offering500 — 
Debt costs/equity issuance additions(9)— 
F&G Credit Agreement repayments, net(35)— 
Dividends paid(243)(245)
Subsidiary dividends paid to non-controlling interest shareholders(15)(8)
Exercise of stock options— 8 
Additional investment in consolidated subsidiary(20)— 
Net change in secured trust deposits24 239 
Payment of contingent consideration for prior period acquisitions(5)(3)
Contractholder account deposits3,847 4,513 
Contractholder account withdrawals(2,080)(1,744)
F&G repurchases of FG stock(16)— 
Purchases of treasury stock(6)(298)
Net cash provided by financing activities1,942 2,462 
Net increase (decrease) in cash and cash equivalents850 (1,934)
Cash and cash equivalents at beginning of period2,286 4,360 
Cash and cash equivalents at end of period$3,136 $2,426 
See Notes to Condensed Consolidated Financial Statements

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Unaudited)
Note A — Basis of Financial Statements
The unaudited financial information in this report presented for interim periods is unaudited and includes the accounts of Fidelity National Financial, Inc. and its subsidiaries (collectively, “we,” “us,” “our,” the "Company" or “FNF”) prepared in accordance with U.S. generally accepted accounting principles ("GAAP") and the instructions to Form 10-Q and Article 10 of Regulation S-X. AllIn the opinion of management, all adjustments considered necessary for a fair presentation have been included. All adjustments made were of a normal, recurring nature. This report should be read in conjunction with our Annual Report on Form 10-K (our "Annual Report") for the year ended December 31, 2016.2022.
Description of the Business
We have organized our business into two groups, FNF Group and FNF Ventures ("FNFV").
Through FNF Group, we are a leading provider of (i) title insurance, escrow and other title-related services, including trust activities, trustee sales guarantees, recordings and reconveyancesloan sub-servicing, valuations, default services and home warranty products, and (ii) technology and transaction services to the real estate and mortgage industries.industries and (iii) annuity and life insurance products. FNF Group is one of the nation’s largest title insurance companycompanies operating through its title insurance underwriters - Fidelity National Title Insurance Company ("FNTIC"), Chicago Title Insurance Company ("Chicago Title"), Commonwealth Land Title Insurance Company ("Commonwealth Title"), Alamo Title Insurance and National Title Insurance of New York Inc. - which 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. We are also a leading provider of insurance solutions serving retail annuity and life customers and institutional clients through our majority-owned subsidiary, F&G Annuities & Life ("F&G").
Through FNFV group, our diversified investment holding company, we own majority and minority equity investment stakes in a number of entities, including American Blue Ribbon Holdings, LLC ("ABRH") and Ceridian HCM, Inc. ("Ceridian"), subject to an anticipated Split-Off, as described under Recent Developments in this Note A.
For information about our reportable segments referrefer to Note H Segment Information.
Recent Developments
7.40% F&G Senior Notes
On October 16, 2017, FNFV GroupJanuary 13, 2023, F&G completed its acquisitionissuance and sale of T-System Holdings LLC ("T-System"$500 million aggregate amount of its 7.40% Senior Notes due 2028 (the "7.40% F&G Notes"), pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. F&G intends to use the net proceeds from the offering for $200 million in cash. T-System is a providergeneral corporate purposes, including to support the growth of clinical documentationassets under management and coding solutionsfor F&G's future liquidity requirements. For further information about the 7.40% F&G Notes refer to hospital-based and free-standing emergency departments and urgent care facilities. T-System offers software solutions providing clinical staff full workflow operations that drive documentation completeness and revenue optimization, and provides a full-service outsourced coding solution as well as a cloud-based SaaS solution for self-service coding.Note O Notes Payable.
Title Point Acquisition
On September 29, 2017,January 1, 2023, we completed our previously announced tax-free distribution, to FNF Group shareholders, of all 83.3 million shares of New BKH Corp. ("New BKH") common stock that we previously owned (the “BK Distribution”). Immediately following the BK Distribution, New BKH and Black Knight Financial Services, Inc. ("Black Knight") engaged in a series of transactions resulting in the formation of a new publicly-traded holding company, Black Knight, Inc. ("New Black Knight"). Holders of FNF Group common stock received approximately 0.30663 shares of New Black Knight common stock for every one share of FNF Group common stock held at the close of business on September 20, 2017, the record date for the BK Distribution. New Black Knight's common stock is now listed under the symbol “BKI” on the New York Stock Exchange. The BK Distribution is expected to generally be tax-free to FNF Group shareholders for U.S. federal income tax purposes, except to the extent of any cash received in lieu of New Black Knight's fractional shares. As a result of the BK Distribution, we have reclassified the assets and liabilities divested as assets and liabilities of discontinued operations in our Condensed Consolidated Balance Sheet as of December 31, 2016. Further, the financial results of Black Knight have been reclassified to discontinued operations for all periods presented in our Condensed Consolidated Statements of Operations. See Note K. Discontinued Operations for further details of the results of Black Knight.
On August 31, 2017, FNF Group completed its acquisition of 90%TitlePoint for $224 million in cash, subject to customary working capital adjustments. TitlePoint enables searches for detailed property information, images of documents and maps from hundreds of counties across the membership interests of Title Guaranty of Hawaii ("Title Guaranty") for $98 million. Title Guaranty was previously an unaffiliated agent of Chicago Title and will continue to be closely aligned with Chicago Title as it formally becomes part of the FNF title company family. Founded in 1896, Title Guaranty is the oldest title company in the State of HawaiiU.S and is a leading providerleader in the science of title and escrow services, with more than 300 employees in branches across the State of Hawaii providing title insurance and real estate closing services. Seeproperty research technology. For further information about the TitlePoint acquisition refer to Note J N Acquisitionsfor further discussion..
On August 3, 2017, FNFV LLC entered intoIncome Tax
Income tax expense was $90 million and $202 million in the three months ended June 30, 2023 and 2022, respectively, and $104 million and $358 million in the six months ended June 30, 2023 and 2022, respectively. Income tax expense as a definitive agreement (the "99 Merger Agreement"), bypercentage of earnings before income taxes was 27% and among J. Alexander's Holdings, Inc. ("J. Alexander's"), its subsidiary J. Alexander's Holdings, LLC ("JAX Op"), Nitro Merger Sub, Inc. ("Merger Sub"),28% in the three months ended June 30, 2023 and 2022, respectively, and 40% and 28% in the six months ended June 30, 2023 and 2022, respectively. The decrease in income tax expense as a wholly-owned subsidiarypercentage of JAX Op, Fidelity Newport Holdings, LLC ("FNH", together with FNFV LLC,earnings before taxes in the "99 Sellers"), and 99 Restaurants, LLC ("99 Restaurants"), to merge Merger Sub with and into 99 Restaurants, whereupon the separate existence of Merger Sub shall cease and 99 Restaurants shall continuethree months ended June 30, 2023 as the surviving company and a wholly-owned subsidiary of JAX Op

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

(the "99 Merger"). 99 Restaurants is the owner of our Ninety Nine Restaurant & Pub restaurant concept. Pursuantcompared to the 99 Merger Agreement, FNH will exchange 100% of its ownership interestcorresponding period in 99 Restaurants for common share equivalents of J. Alexander's (as described below).
        Under the terms of the 99 Merger Agreement, 99 Restaurants will be valued at an enterprise value of $199 million, with consideration to be paid2022 is primarily attributable to the 99 Sellersrecording of valuation allowances in 2022, partially offset by J. Alexander's and JAX Op consistingthe recording of newly issued equity valued at $179 million, issuedvaluation allowances in 2023. The increase in income tax expense as a percentage of earnings before taxes in the form of 16.3 million new Class B Units of JAX Op and 16.3 million shares of new Class B Common Stock of J. Alexander's, and the assumption of $20 million of net debt. For purposes of the 99 Merger, each Class B Unit, together with one share of Class B Common Stock, will be issued at an agreed price of $11.00. Priorsix months ended June 30, 2023 as compared to the 99 Merger, 99 Restaurantscorresponding period in 2022 is primarily attributable to recording of valuation allowances in 2023. The valuation allowance is associated with tax benefits from deferred tax assets related to recognized valuation losses on equity securities that we will assume $60 million of currently outstanding debt of certain of its affiliates and FNFV LLC will contribute $40 millionmore likely than not be able to 99 Restaurants in exchangerealize for newly issued membership interest in 99 Restaurants. The proceeds of this cash contribution will be used by J. Alexander's to repay a portion oftax purposes. Additionally, the assumed debt immediately followingtax benefit associated with the closing of the 99 Merger. William P. Foley, II will join the J. Alexander's Board of Directors and it is expected that Lonnie J. Stout II will remain Chief Executive Officer of the combined company. Closing of the 99 Merger is contingentvaluation losses on customary closing conditions, including approval of the shareholders of J. Alexander's and certain regulatory clearances, and is expected lateequity securities in the fourth quarter of 2017 or earlythree and six months ended June 30, 2023 was further reduced by an increase in the first quarter of 2018.valuation allowance in 2023.
On May 24, 2017, we entered into certain equity commitment letters (the “Equity Commitment Letters”) with CF Corporation, a Cayman Islands exempted company (“CFCOU”), relating to its plan of merger (the "Merger" or “Merger Agreement”), dated May 24, 2017, among CFCOU, Fidelity & Guaranty Life, a Delaware corporation (“FGL”), and the other parties thereto. Pursuant to the Equity Commitment Letters, the Company has committed (the "FNF Commitment"), on the terms and subject to the conditions set forth therein, at the closing under the Merger Agreement, to purchase, or cause the purchase of, equity of CFCOU for an aggregate cash purchase price equal to $235 million plus up to an aggregate of $195 million to offset any redemptions of CFCOU’s ordinary shares made in connection with its shareholder vote to approve the transaction. The cash purchase price of $235 million includes: (i) $135 million of ordinary shares of CFCOU for $10.00 per share, and (ii) $100 million of preferred shares, plus additional amounts, if any, pursuant to the Company’s commitment to offset a portion of the redemptions of CFCOU’s ordinary shares, if any, and warrants. The shareholder vote was held on August 8, 2017 and the Merger was unanimously approved. No shareholders elected to have their public shares redeemed in connection with the Merger. Additionally, the Company has committed, on the terms and subject to the conditions set forth therein, at the Closing, to purchase, or cause the purchase of, equity of CFCOU for an aggregate cash purchase price equal to two-thirds (2/3) of the aggregate amount, if any, not funded by one or more purchasers under the forward purchase agreements between CFCOU, CF Capital Growth, LLC and the counterparties thereto, up to an aggregate amount of $200 million.
As consideration for the FNF Commitment and the agreements of the Company under the Equity Commitment Letters, the Company also entered into a fee letter agreement with CFCOU, dated May 24, 2017, pursuant to which CFCOU has agreed to pay to the Company the following fees at the closing of the Merger: (i) the original issue discount of $2 million in respect of the preferred shares; (ii) a commitment fee of $3 million; (iii) penny warrants convertible, in the aggregate, for 1.2% of CFCOU’s ordinary shares (on a fully diluted basis); and (iv) if, and to the extent, any amount of the preferred equity under the Company’s backstop commitment is funded (the “Backstop Equity”), (x) a funding fee of 0.5% of the amount of the Backstop Equity that is funded, and (y) penny warrants attached to the Backstop Equity that are convertible, in the aggregate, for the result of (1) the proportion of the Backstop Equity that is funded, and (2) 1.5% of CFCOU’s ordinary shares. The Merger is expected to close in the fourth quarter of 2017, subject to the receipt of required regulatory approvals and other customary closing conditions. In addition to the Equity Commitment Letters and FNF Commitment, the Company holds $37 million of equity securities of CFCOU as of September 30, 2017. The Company’s non-executive Chairman, William P. Foley, II, is also the Co-Executive Chairman of CF Corporation.
On May 22, 2017, FNF Group completed its acquisition of Hudson & Marshall, LLC ("H&M"), a full-service auction company and one of the nation's top real estate and property auction providers, for $53 million. FNF and H&M expect to partner to further enhance the services FNF can provide to its lender, servicer and real estate agent relationships.  Additionally, H&M will be hosting ServiceLink Auction, a new, full-service auction platform that will be integrated with ServiceLink's suite of products and technologies.
On May 5, 2017, we signed a definitive agreement to sell Digital Insurance, LLC ("OneDigital") for $560 million in an all-cash transaction. The sale was finalized on June 6, 2017. After repayment of debt, payout to option holders and a minority equity investor and other transaction related payments, FNFV Group received $331 million from the sale, which includes $325 million of cash and $5 million of purchase price holdback receivable. We recognized a pre-tax gain of $276 million on the sale which is included in Realized gains and losses, net on the Condensed Consolidated Statement of Earnings. We retained no ownership in OneDigital and have no continuing involvement with OneDigital as of the date of the sale.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

On May 3, 2017, our Board of Directors adopted a resolution to increase the size of our Board of Directors to thirteen and elected Heather H. Murren to serve on our Board of Directors. Ms. Murren will serve in Class I of our Board of Directors, and her term will expire at the annual meeting of our shareholders to be held in 2018. At this time, Ms. Murren has not been appointed to any committee of our Board.
Effective March 1, 2017, three of the Company’s title insurance underwriters, Fidelity National Title Insurance Company, Chicago Title Insurance Company and Commonwealth Land Title Insurance Company, redomesticated from their former states of domicile to Florida (the "Redomestication"). In conjunction with the Redomestication, the Company received a special dividend from these title insurance underwriters of $280 million on March 15, 2017.
On December 7, 2016, we announced that our Board of Directors approved a tax-free plan (the "Split-off" or "Split-off Plan") whereby we intend to redeem all FNFV shares in exchange for shares of common stock of Cannae Holdings, Inc ("Cannae").  Following the distribution, FNF and Cannae will each be independent, fully-distributed, publicly-traded common stocks, with FNF and FNFV no longer being tracking stocks. At or near closing of the Split-off, we anticipate making a $100 million equity investment in Cannae. In addition, our current $100 million undrawn intercompany line of credit with FNFV will continue with Cannae upon consummation of the Split-off Plan. On May 10, 2017 we received the private letter ruling from the Internal Revenue Service ("IRS") approving certain aspects relating to the Split-off Plan. The Split-off Plan is subject to the filing and acceptance of a registration statement with the Securities and Exchange Commission (the "SEC"), FNFV shareholder approval and other customary closing conditions. On October 19, 2017, the SEC declared the registration statement for the Split-off Plan effective and the proxy statement was mailed to shareholders. A special meeting of stockholders to approve the Split-off Plan will be held on November 17, 2017 and we expect to close on such date.
Earnings Per Share
Basic earnings per share, as presented on the unaudited Condensed Consolidated Statement of Earnings, is computed by dividing net earnings available to common shareholders in a given period by the weighted average number of common shares outstanding during such period. In periods when earnings are positive, diluted earnings per share is calculated by dividing net
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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 earningsloss per share is equal to basic earningsloss per share as the impact of assumed conversions of potentially dilutive securities is considered to be antidilutive. We have granted certain stock options and 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.
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. There were no antidilutive options outstanding during the three or nine-month periods ended September 30, 2017. There were twofewer than 1 million antidilutive optionsinstruments outstanding during the three and ninesix months ended SeptemberJune 30, 2016.2023 and 2022.
Recent Accounting Pronouncements
Revenue RecognitionAdopted Pronouncements
In May 2014,August 2018, the Financial Accounting Standards Board ("FASB"(“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers(Topic 606). This2018-12, as clarified and amended by 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, timing2019-09, Financial Services-Insurance: Effective Date and uncertainty of revenueASU 2020-11, Financial Services-Insurance: Effective Date and cash flows arising from customer contracts. This update permits the use of either the retrospective or cumulative effect transition method. ASU No. 2016-08, Revenue from Contracts with Customers(Topic 606): Principal versus Agent Considerations was issued by FASB in March 2016 to clarify the principal versus agent considerations within ASU 2014-09. ASU 2016-10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing was issued by the FASB in April 2016 to clarify how to determine whether goods and services are separately identifiable and thus accounted for as separate performance obligations. ASU 2016-12 Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients was issued by the FASB in May 2016 to clarify certain terms from the aforementioned updates and to add practical expedients for contracts at various stages of completion. ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, was issued by the FASB in December 2016 which includes thirteen technical corrections and improvements affecting narrow aspects of the guidance issued in ASU 2014-09.
We have materially completed our analysis of the impact of the standards and have concluded that these standards will not have a material impact on our accounting or reporting. 

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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. We will adopt the guidance on January 1, 2018. Either of the following transition methods is permitted: (i) a full retrospective approach reflecting the application of the new standard in each prior reporting period, or (ii) a modified retrospective approach with a cumulative-effect adjustment to the opening balance of retained earnings in the year the new standard is first applied. We plan to transition to this new guidance using the modified retrospective approach.
Other Pronouncements
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 areEarly Application, effective for fiscal years beginning after December 15, 2017,2022 including interim periods within those fiscal years. The ASU requires a cumulative-effect adjustmentThis update introduced the following requirements: assumptions used to measure cash flows for traditional and limited-payment contracts must be reviewed at least annually with the effect of changes in those assumptions being recognized in the statement of earnings; the discount rate applied to measure the liability for future policy benefits and limited-payment contracts must be updated at each reporting date with the effect of changes in the rate being recognized in accumulated other comprehensive income (loss) (“AOCI”); Market risk benefits (“MRB”) associated with deposit contracts must be measured at fair value, with the effect of the balance sheetchange in the fair value recognized in earnings, except for the change attributable to instrument-specific credit risk, which is recognized in AOCI; deferred acquisition costs are no longer required to be amortized in proportion to premiums, gross profits, or gross margins; instead, those balances must be amortized on a constant level basis over the expected term of the related contracts; deferred acquisition costs must be written off for unexpected contract terminations; and disaggregated roll forwards of beginning to ending balances of the liability for future policyholder benefits ("FPBs"), Contractholder funds, MRBs, separate account liabilities and deferred acquisition costs, as well as information about significant inputs, judgments, assumptions, and methods used in measurement are required to be disclosed. We adopted this standard, which required the new guidance be applied as of the beginning of the yearearliest period presented or January 1, 2021, referred to as the transition date, and elected the full retrospective transition method. As a result of adoption. Early adoption, of the ASU is not permitted, except for the provision related to financial liabilities forCompany recorded a cumulative-effect adjustment, which the fair value option has been elected. We have completed our evaluation of the effects this new guidance will have on our consolidated financial statements and related disclosures and have determined that the ASU will result in: (1) reclassification of our unrealized gains and losses on our equity and preferred securities available for sale currently included in accumulated other comprehensive income to beginningincreased opening 2021 retained earnings as of January 1, 2018 and (2) changes in fair value of our equity and preferred securities available for sale subsequent to January 1, 2018 to be included in our earnings from continuing operations. As of September 30, 2017, we held equity and preferred securities available for sale with combined net unrealized gains (net of losses) of $160by $75 million, and $14 million, respectively. Including the associated effects of deferred taxes, based on the net of tax balances as of September 30, 2017, we expect to reclassify a total of approximately $106 million from Accumulated other comprehensive income to beginning Retained earnings as of January 1, 2018.tax.
Pronouncements Not Yet Adopted
In February 2016,June 2022, the FASB issued ASU No. 2016-02 Leases2022-03, Fair Value Measurement (Topic 842)820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in this update affect all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction and clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments also clarify that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. Additionally, the amendments require the following disclosures for equity securities subject to contractual sale restrictions: the fair value of equity securities subject to contractual sale restrictions reflected in the balance sheet, the nature and remaining duration of the restriction(s), and the circumstances that could cause a lapse in the restriction(s). The amendments in this ASU introduce broad changesupdate do not change the principles of fair value measurement, rather, they clarify those principles when measuring the fair value of an equity security subject to a contractual sale restriction and improve current GAAP by reducing diversity in practice, reducing the accountingcost and complexity in measuring fair value, and increasing comparability of financial information across reporting for leases by lessees.entities that hold those investments. The main provisions of the new standard include: clarifications to the definitions of a lease, components of leases, and criteria for determining lease classification; requiring virtually all leased assets, including operating leases and related liabilities, to be reflected on the lessee's balance sheet; and expanding and adding to the required disclosures for lessees. Thisamendments in this update isare effective for annual and interim periodspublic business entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the standard is permitted. The ASU requires a modified retrospective approach to transitioning which allows for the use of practical expedients to effectively account for leases commenced prior to the effective date in accordance with previous GAAP, except that lessees are required to recognize a right-of-use asset and a lease liability for all operating leases at each reporting date based on the present value of the remaining minimum rental payments that were tracked and disclosed under previous GAAP. We are still evaluating the totality of the effects this new guidance will have on our business process and systems, consolidated financial statements, and related disclosures. We have identified a vendor with software suited to track and account for leases under the new standard. We have not concluded on the anticipated financial statement effects of adoption. We plan to adopt this standard on January 1, 2019.
In June 2016, the FASB issued ASU No. 2016-13 Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments. The amendments in this ASU introduce broad changes to accounting for credit impairment of financial instruments. The primary updates include the introduction of a new current expected credit loss ("CECL") model that is based on expected rather than incurred losses and amendments to the accounting for impairment of debt securities available for sale. This update is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. We are currently evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures and have not yet concluded on its effects. We do not plan to early adopt the standard.
In August 2016, the FASB issued ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The amendments in this ASU introduce clarifications to the presentation of certain cash receipts and cash payments in the statement of cash flows. The primary updates include additions and clarifications of the classification of cash flows related to certain debt repayment activities, contingent consideration payments related to business combinations, proceeds from insurance policies, distributions from equity method investees, and cash flows related to securitized receivables. This update is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption of this ASU is permitted, including in interim periods. The ASU requires retrospective application to all prior periods

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

presented upon adoption. We have materially completed our analysis of the effects of this ASU on our consolidated financial statements and related disclosures with regard to all aspects except for the provisions related to distributions from equity method investees. Excluding the provisions related to distributions from equity method investees, we do not anticipate this ASU will have a material impact on our consolidated financial statements and related disclosures.
In November 2016, the FASB issued ASU No. 2016-18 Statement of Cash Flows (Topic 230): Restricted Cash. The amendments in this ASU require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. GAAP currently does not include specific guidance on the cash flow classification and presentation of changes in restricted cash. The Company currently excludes cash pledged related to secured trust deposits, which generally meets the definition of restricted cash, from the reconciliation of beginning-of-period to end-of-period total amounts shown on the statement of cash flows. This update is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption of this ASU is permitted, including in interim periods. The ASU requires retrospective application to all prior periods presented upon adoption. We are currently evaluating the effect this new guidance will have on our consolidated financial statements and related disclosures and have not yet concluded on its effects.
In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business to assist companies with evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The new guidance requires a company to evaluate if substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of assets and activities is not a business. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described in the guidance for revenue from contracts with customers. The new standard is effective for fiscal years,2023, and interim periods within those fiscal years, beginning after December 15, 2017, withthough early adoption is permitted. The guidance should be applied prospectively to any transactions occurring within the period of adoption. We do not expect this standardguidance to have a material impact on our consolidated financial statements.Consolidated Financial Statements and related disclosures upon adoption. We do not currently plan to early adopt this standard.
In January 2017,Summary of Updated Significant Accounting Policies
Since our Annual Report for the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.  The guidance simplifies the measurement of goodwill impairment by removing step 2year ended December 31, 2022, as a result of the goodwill impairment test,adoption of ASU 2018-12 we have updated the following significant accounting policies, which requireshave been followed in preparing the determinationaccompanying unaudited Condensed Consolidated Financial Statements:
Investments
Fixed Maturity Securities Available-for-Sale
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. Our investments in fixed
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maturity securities have been designated as available-for-sale ("AFS") and are carried at fair value, net of allowance for expected credit losses, with unrealized gains and losses included within AOCI, net of deferred income taxes. Fair values for fixed maturity securities are principally a function of current market conditions and are primarily valued based on quoted prices in markets that are not active or model inputs that are observable or unobservable. We recognize investment income on fixed maturities based on the effective interest method, which 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. In our title segment, realized gains and losses on sales of our fixed maturity securities 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. Our F&G segment uses FIFO cost basis and generally records security transactions on a trade date basis except for private placements, which are recorded on a settlement date basis. Realized gains and losses on sales of fixed maturity securities are reported within Recognized gains and losses, net in the accompanying unaudited Condensed Consolidated Statements of Earnings. Fixed maturity securities AFS are subject to an allowance for credit loss and changes in the allowance are reported in net earnings as a component of Recognized gains and losses, net. For details on our policy around allowance for expected credit losses on AFS securities, refer to Note D Investments.
Investments in Unconsolidated Affiliates
We account for our investments in unconsolidated affiliates using the equity method or by electing the fair value option. Initial investments are recorded at cost. For investments subsequently measured using the equity method (primarily limited partnerships), adjustments to the carrying amount reflect our pro rata ownership percentage of the operating results as indicated by net asset value (“NAV”) in the unconsolidated affiliates’s financial statements, which we may adjust if we determine NAV is not calculated consistent with investment company fair value principles. Distributions received are recorded as a decrease in the investment balance. For investments subsequently measured using the fair value option, adjustments to the carrying amount reflecting the change in fair value of the investment are reported along with realized gains and losses on sales of investments in unconsolidated affiliates in Recognized gains and losses, net in the accompanying unaudited Condensed Consolidated Statements of Earnings. Other income from investments in unconsolidated affiliates, including distributions received from investments measured using the fair value option, is reported within Interest and investment income in the accompanying unaudited Condensed Consolidated Statements of Earnings. Recognition of income and adjustments to the carrying amount can be delayed due to the availability of the related financial statements, which are obtained from the general partner or managing member generally on a one to three-month delay. For investments using the equity method, management inquires quarterly with the general partner or managing member to determine whether any credit or other market events have occurred since prior quarter financial statements to ensure any material events are properly included in current quarter valuation and investment income.
VOBA, DAC, DSI and URL
Our intangible assets include the value of insurance and reinsurance contracts acquired (hereafter referred to as VOBA), deferred acquisition costs ("DAC") and deferred sales inducements ("DSI").
VOBA is an intangible asset that reflects the amount recorded as insurance contract liabilities less the estimated fair value of in-force contracts (“VIF”) in a life insurance company acquisition. It represents the portion of the purchase price that is allocated to the value of the rights to receive future cash flows from the business in force at the acquisition date. VOBA is a function of the VIF, current GAAP reserves, GAAP assets, and deferred tax liability. The VIF is determined by the present value of statutory distributable earnings less opening required capital. DAC consists principally of commissions and other acquisition costs that are related directly to the successful sale of new or renewal insurance contracts. Indirect or unsuccessful acquisition costs, maintenance, product development and overhead expenses are charged to expense as incurred. DSI represents up front bonus credits and persistency or vesting bonuses credited to contractholder fund balances.
VOBA, DAC, and DSI are amortized on a constant level basis for the grouped contracts over the expected term of the related contracts to approximate straight-line amortization. Contracts are grouped by product type and feature and issue year into cohorts consistent with the grouping used in estimating the associated liability, where applicable. The constant level amortization bases of VOBA, DAC and DSI varies by product type. For universal life and indexed universal life ("IUL") insurance products, the constant level basis used is face amount in force. For deferred annuities (fixed indexed annuities ("FIA") and fixed rate annuities), the constant level basis used is initial premium deposit for DAC and DSI and vested account value as of the acquisition date for VOBA. For immediate annuity contracts, the VOBA balance is amortized in alignment with the Company’s accounting policy of amortizing the deferred profit liability (“DPL”). All amortization bases are adjusted by full lapses, which includes deaths, full surrenders, annuitizations and maturities, where applicable.
The constant level bases used for amortization are projected using mortality and lapse assumptions that are based on Company’s experience, industry data, and other factors and are consistent with those used for the FPBs, where applicable. If those projected assumptions change in future periods, they will be reflected in the cohort level amortization basis at that time. Unexpected contract terminations, due to higher mortality and/or lapse experience than expected, are recognized in the current period as a reduction of the capitalized balances. All balances are reduced for actual experience in excess of expected
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experience with changes in future estimates recognized prospectively over the remaining expected grouped contract term. The impact of changes in projected assumptions and the impact of actual experience that is different from expectations both impact the amortization of these intangible assets, which is reported within Depreciation and amortization in the accompanying unaudited Condensed Consolidated Statements of Earnings.
Some of our IUL policies require payment of fees or other policyholder assessments in advance for services that will be rendered over the estimated lives of the policies or contracts. These payments are established as unearned revenue liabilities (“URL”) upon receipt and included in Accounts payable and other accrued liabilities in the unaudited Condensed Consolidated Balance Sheets. URL is amortized like DAC over the estimated lives of these policies. As of June 30, 2023 and December 31, 2022, our URL balance was $215 million and $166 million, respectively
Contractholder Funds
Contractholder funds include deferred annuities (FIAs and fixed rate annuities), IULs, funding agreements and non-life contingent (“NLC”) immediate annuities (which includes NLC pension risk transfer ("PRT") annuities). The liabilities for contractholder funds for fixed rate annuities, funding agreements and NLC immediate annuities (which includes NLC PRT annuities) consist of contract account balances that accrue to the benefit of the contractholders. The liabilities for FIA and IUL policies consist of the value of the host contract plus the fair value of the indexed crediting feature of the policy, which is accounted for as an embedded derivative. The embedded derivative liability is carried at fair value in Contractholder funds in the accompanying unaudited Condensed Consolidated Balance Sheets with changes in fair value reported in Benefits and other changes in policy reserves in the accompanying unaudited Condensed Consolidated Statements of Earnings. See a description of the fair value methodology used in Note C Fair Value of individual assetsFinancial Instruments.
Future Policy Benefits
The FPB is determined as the present value of future policy benefits and liabilities of a reporting unit.  The new guidance requires goodwill impairmentrelated claims expenses to be paid to or on behalf of the policyholder less the present value of future net premiums to be collected from policyholders. The FPB for traditional life policies and life-contingent immediate annuity policies (which includes life-contingent PRT annuities) are estimated using current assumptions that include discount rate, mortality and surrender/lapse terminations for traditional life insurance policies only, and expenses. The expense assumption is locked-in at contract issuance and not subsequently reviewed or updated. The initial assumptions are based on generally accepted actuarial methods and a combination of internal and industry experience. Policies are terminated through surrenders, lapses and maturities, where surrenders represent the voluntary terminations of policies by policyholders, lapses represent cancellations by us due to nonpayment of premiums, and maturities are determined by policy contract terms. Surrender assumptions are based upon policyholder behavior experience adjusted for expected future conditions.
For traditional life policies and life-contingent immediate annuity policies, contracts are grouped into cohorts by product type, legal entity, and issue year, or acquisition year for cohorts established as of the F&G acquisition date, June 1, 2020. Life-contingent PRT annuities are grouped into cohorts by deal and legal entity. At contract inception, a net premium ratio (“NPR”) is determined, which is calculated based on discounted future cash flows projected using best estimate assumptions and is capped at 100%, as net premiums cannot exceed gross premiums. Cohorts with NPRs less than 100% are not used to offset cohorts with NPRs greater than 100%.
The NPR is adjusted for changes in cash flow assumptions and for differences between actual and expected experience. We assess the appropriateness of all future cash flow assumptions, excluding the expense assumption, on a quarterly basis and perform an in-depth review of future cash flow assumptions in the third quarter of each year. Updates are made when evidence suggests a revision is necessary. Updates for actual experience, which includes actual cash flows and insurance in-force, are performed on a quarterly basis. These updated cash flows are used to calculate a revised NPR, which is used to derive an updated liability as of the beginning of the current reporting period, discounted at the original contract issuance date. The updated liability is compared with the carrying amount of the liability as of that same date before the revised NPR. The difference between these amounts is the remeasurement gain or loss, presented parenthetically within Benefits and other changes in policy reserves in the accompanying unaudited Condensed Consolidated Statements of Earnings. In subsequent periods, the revised NPR, which is capped at 100%, is used to measure the FPB, subject to future revisions. If the NPR is greater than 100%, and therefore capped at 100%, the liability is increased and expensed immediately to reflect the amount necessary for net premiums to equal gross premiums. As the liability assumptions are reviewed and updated, if deemed necessary, at least annually, if conditions improve whereby the contracts are no longer expected to have net premiums in excess of gross premiums, the improvements would be captured in the remeasurement process and reflected in the accompanying unaudited Condensed Consolidated Statements of Earnings in the period of improvement.
For traditional life policies and life-contingent immediate annuity policies (which includes life-contingent PRT annuities), the discount rate assumption is an equivalent single rate that is derived based on A-credit-rated fixed-income instruments with
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similar duration to the liability. We selected fixed-income instruments that have been A-rated by Bloomberg. In order to reflect the duration characteristics of the liability, we will use an implied forward yield curve and linear interpolation will be used for durations that have limited or no market observable points on the curve. The discount rate assumption is updated quarterly and used to remeasure the liability at the reporting date, with the resulting change reflected in the accompanying unaudited Condensed Consolidated Statements of Comprehensive Earnings.
Deferred Profit Liability
For life-contingent immediate annuity policies (which includes life-contingent PRT annuities), gross premiums received in excess of net premiums are deferred at initial recognition as a DPL. Gross premiums are measured using assumptions consistent with those used in the measurement of the related liability for FPB, including discount rate, mortality, and expenses.
The DPL is amortized and recognized as premium revenue with the amount of expected future benefit payments, discounted using the same discount rate determined and locked-in at contract issuance that is used in the measurement of the related FPB. Interest is accreted on the balance of the DPL using this same discount rate. We periodically review and update our estimates of using the actual historical experience and updated cash flows for the DPL at the same time as the amount by which aestimates of cash flows for the FPB. When cash flows are updated, the updated estimates are used to recalculate the initial DPL at contract issuance. The recalculated DPL as of the beginning of the current reporting unit’speriod is compared to the carrying value exceeds its fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendments should be applied on a prospective basis.  The new standard is effective for fiscal years beginning after December 15, 2019 with early adoption permitted for interim or annual goodwill impairment tests performed after January 1, 2017. We have completed our evaluationthe DPL as of the effect this new guidance will havebeginning of the current reporting period, with any differences recognized as a remeasurement gain or loss, presented parenthetically within Benefits and other changes in policy reserves in the accompanying unaudited Condensed Consolidated Statements of Earnings. The DPL is recorded as a component of the Future policy benefits in the accompanying unaudited Condensed Consolidated Balance Sheets.
Market Risk Benefits
MRBs are contracts or contract features that both provide protection to the contract holder from other-than-nominal capital market risk (equity, interest rate and foreign exchange risk) and expose the Company to other-than-nominal capital market risk. MRBs include certain contract features primarily on FIA products that provide minimum guarantees to policyholders, such as guaranteed minimum death benefit (“GMDB”) and guaranteed minimum withdrawal benefit (“GMWB”) riders.
MRBs are measured at fair value using an attributed fee measurement approach where attributed fees are explicit rider charges collectible from the policyholder used to cover the excess benefits, which represent expected benefits in excess of the policyholder’s account value. At contract inception, an attributed fee ratio is calculated equal to rider charges over benefits paid in excess of the account value attributable to the MRB.The attributed fee ratio remains static over the life of the MRB and is capped at 100%. For each period subsequent to contract inception, the attributed fee ratio is used to calculate the fair value of the MRB using a risk neutral valuation method and is based on current net amounts at risk, market data, internal and industry experience, and other factors. The balances are computed using assumptions including mortality, full and partial surrender, GMWB utilization, risk-free rates including non-performance spread and risk margin, market value of options and economic scenarios. Policyholder behavior assumptions are reviewed at least annually, typically in the third quarter, for any revisions. MRBs can either be in an asset or liability position and are presented separately on the unaudited Condensed Consolidated Balance Sheets as the right of setoff criteria are not met. Changes in fair value are recognized in Market risk benefits gain (losses) in the accompanying unaudited Condensed Consolidated Statements of Earnings, except for the change in fair value due to a change in the instrument-specific credit risk, which is recognized in the accompanying unaudited Condensed Consolidated Statements of Comprehensive Earnings. See a description of the fair value methodology used in Note C Fair Value of Financial Instruments and Note P Market Risk Benefits.
Benefits and Other Changes in Policy Reserves
Benefit expenses for deferred annuities (FIAs and fixed rate annuities), IUL policies and funding agreements include interest credited, fixed interest and/or indexed (specific to FIA and IUL policies), to contractholder accountbalances. Benefit claims in excess of contract account balances, net of reinsurance recoveries, are charged to expense in the period that they are earned by the policyholder based on their selected strategy or strategies. Other changes in policy reserves include the change in the fair value of the FIA embedded derivative.
Other changes in policy reserves also include the change in reserves for life insurance products. For traditional life and life-contingent immediate annuities (which includes PRT annuities with life contingencies), policy benefit claims are charged to expense in the period that the claims are incurred, net of reinsurance recoveries. Remeasurement gains or losses on the related FPB and DPL balances are presented parenthetically within Benefits and other changes in policy reserves in the accompanying unaudited Condensed Consolidated Statements of Earnings.


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Impacts of adoption of ASU 2018-12 on Financial Statements
The following tables summarize the impacts of the adoption of ASU 2018-12 on our consolidated financial statementsaccompanying unaudited Condensed Consolidated Balance Sheet and related disclosures and have concluded that the effect will not be material. We do not expect to early adopt this standard.unaudited Condensed Consolidated Statement of Earnings.
In March 2017, the FASB issued ASU No. 2017-08, Receivables-Nonrefundable Fees and Other Costs (Topic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in this ASU shortens the amortization period for the premium on certain purchased callable debt securities to the earliest call date. The new guidance does not change the accounting for purchased callable debt securities held at a discount. This update is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoptionCondensed Consolidated Balance Sheet
December 31, 2022
 As Previously ReportedAdjustmentsAs adjusted
(Unaudited)(Unaudited)
(In millions)
      ASSETS
Reinsurance recoverable, net of allowance for credit losses$5,588 $(170)$5,418 
Goodwill4,642 (7)4,635 
Prepaid expenses and other assets2,231 (163)2,068 
Market risk benefits asset— 117 117 
Other intangible assets, net4,034 (223)3,811 
Total$16,495 $(446)$16,049 
LIABILITIES AND EQUITY
Liabilities:  
Contractholder funds$41,233 $(390)$40,843 
Future policy benefits5,923 (902)5,021 
Accounts payable and accrued liabilities2,352 (26)2,326 
Market risk benefits liability— 282 282 
Total$49,508 $(1,036)$48,472 
Equity:  
Additional paid-in capital$5,876 $(6)$5,870 
Retained earnings4,714 511 5,225 
Accumulated other comprehensive (loss) earnings(2,862)(8)(2,870)
Non-controlling interests360 93 453 
Total$8,088 $590 $8,678 

Condensed Consolidated Statement of this ASU is permitted, including in interim periods. We early adopted the standard as of January 1, 2017. The adoption of this standard did not have a material impact on our financial statements.Earnings

Three months ended June 30, 2022Six months ended June 30, 2022
 As Previously ReportedAdjustmentsAs adjustedAs Previously ReportedAdjustmentsAs adjusted
(Unaudited)(Unaudited)
Revenues:(In millions)(In millions)
Escrow, title-related and other fees$782 $4 $786 $2,072 $6 $2,078 
Expenses:  
Benefits and other changes in policy reserves$(418)$41 $(377)$(210)$36 $(174)
Market risk benefit gains— (189)(189)— (119)(119)
Depreciation and amortization161 (41)120 343 (108)235 
Income tax expense164 38 202 319 39 358 
Net earnings attributable to Fidelity National Financial, Inc. common shareholders$382 $155 $537 $779 $158 $937 
Earnings per share
Basic
Net earnings per share attributable to common shareholders, basic$1.37 $0.56 $1.93 $2.79 $0.57 $3.36 
Diluted
Net earnings per share attributable to common shareholders, diluted$1.37 $0.55 $1.92 $2.77 $0.56 $3.33 


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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continuedContents

Note B — Summary of Reserve for Title Claim Losses
Note B.  Summary of Reserve for Claim Losses
A summary of the reserve for title claim losses follows:
 Six months ended June 30,
 20232022
 (In millions)
Beginning balance$1,810 $1,883 
Change in insurance recoverable— (108)
Claim loss provision related to: 
Current year100 177 
Total title claim loss provision100 177 
Claims paid, net of recoupments related to: 
Current year(4)(7)
Prior years(125)(102)
Total title claims paid, net of recoupments(129)(109)
Ending balance of claim loss reserve for title insurance$1,781 $1,843 
Provision for title insurance claim losses as a percentage of title insurance premiums4.5 %4.5 %
Several lawsuits have been filed by various parties against Chicago Title Company and Chicago Title Insurance Company as its principal (collectively, the “Named Companies”). Generally, plaintiffs claim they are investors who were solicited by Gina Champion-Cain through her former company, ANI Development LLC (“ANI”), or other affiliates to provide funds that purportedly were to be used for high-interest, short-term loans to parties seeking to acquire California alcoholic beverage licenses. Plaintiffs contend they were told that under California state law, alcoholic beverage license applicants are required to deposit into escrow an amount equal to the license purchase price while their applications remain pending with the State. Plaintiffs further alleged that employees of Chicago Title Company participated with Ms. Champion-Cain and her entities in a fraud scheme involving an escrow account maintained by Chicago Title Company into which some of the plaintiffs’ funds were deposited.

In connection with the alcoholic beverage license scheme, a lawsuit styled, Securities and Exchange Commission v. Gina Champion-Cain and ANI Development, LLC, was filed in the United States District Court for the Southern District of California asserting claims for securities fraud against Ms. Champion-Cain and certain of her affiliated entities. A receiver was appointed by the court to preserve the assets of the defendant affiliated entities (the “receivership entities”), pay their debts, operate the businesses and pursue any claims they may have against third-parties. Pursuant to the authority granted to her by the federal court, on January 7, 2022, a lawsuit styled, Krista Freitag v. Chicago Title Co. and Chicago Title Ins. Co., was filed in San Diego County Superior Court by the receiver on behalf of the receivership entities against the Named Companies. The receiver sought compensatory, incidental, consequential, and punitive damages, and the recovery of attorneys’ fees. In turn, the Named Companies petitioned the federal court to sue ANI, via the receiver, to pursue indemnity and other claims against the receivership entities as joint tortfeasors, which was granted.

On April 26, 2022, the Named Companies reached a global settlement with the receiver and several other investor claimants. As a condition of the settlement, the Named Companies and the receiver jointly sought court approval of the global settlement and entry of an order barring any claims against the Named Companies related to the alcoholic beverage license scheme. On November 23, 2022, the federal court overruled any objections by non-joining investors and entered an order approving the global settlement and barring further claims against the Named Companies (“Settlement and Bar Order”). The receiver’s lawsuit against the Named Companies has been dismissed. The receiver is in receipt of the settlement payment from Chicago Title Company and will distribute the amount designated for each non-joining investor at the conclusion of any such investor’s appeal of the Settlement and Bar Order (or back to Chicago Title Company if an appeal is successful). Some of the investor claimants who objected to entry of the Settlement and Bar Order appealed the decision to the United States Court of Appeals for the Ninth Circuit by (Cases 22-56206, 22-56208, and 23-55083). Appellate briefing is expected to take place over the next several months. After filing its appeal, one of the appellants, CalPrivate Bank (Case 23-55083), entered into a settlement with the receiver that was approved by the federal court. This settlement resolves CalPrivate Bank’s objections to the Settlement and Bar Order, and its appeal has been dismissed.

The following lawsuits remain pending in the Superior Court of San Diego County for the State of California, all of which involve investor claimants who have claims against the Named Companies, objected to the settlement with the receiver, and have appealed the Settlement and Bar Order. Since any pending and future claims against the Named Companies are barred, the state court cases where plaintiffs have served a notice of appeal have been stayed pending the outcome of the appeals, and the claims against the Named Companies by non-appealing plaintiffs have been dismissed with prejudice. While they have not been
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 Nine months ended September 30,
 2017 2016
 (Dollars in millions)
Beginning balance$1,487
 $1,583
Change in reinsurance recoverable(4) (2)
Claim loss provision related to: 
  
Current year174
 180
Prior years7
 10
Total title claim loss provision181
 190
Claims paid, net of recoupments related to: 
  
Current year(4) (3)
Prior years(164) (166)
Total title claims paid, net of recoupments(168) (169)
Ending balance of claim loss reserve for title insurance$1,496
 $1,602
Provision for title insurance claim losses as a percentage of title insurance premiums5.0% 5.5%
consolidated into one action, they have been deemed by the court to be related and are assigned to the same judge for purposes of judicial economy.


On December 13, 2019, a lawsuit styled, Kim Funding, LLC, Kim H. Peterson, Joseph J. Cohen, and ABC Funding Strategies, LLC v. Chicago Title Co., Chicago Title Ins. Co., Thomas Schwiebert, Adelle Ducharme, and Betty Elixman, was filed in San Diego County Superior Court. Plaintiffs claim losses of more than $250 million as a result of the alleged fraud scheme, and also seek statutory, treble, and punitive damages, as well as the recovery of attorneys' fees. The Named Companies have filed a cross-complaint against Ms. Champion-Cain, and others. The Named Companies have reached a conditional settlement with the members of ABC Funding Strategies, LLCplaintiffs under confidential terms.

On July 7, 2020, a cross-claim styled, Laurie Peterson v. Chicago Title Co., Chicago Title Ins. Co., Thomas Schwiebert, Adelle Ducharme, and Betty Elixman, was filed in an existing lawsuit styled, Banc of California, National Association v. Laurie Peterson, which is pending in San Diego County Superior Court. Cross-complaint plaintiff was sued by a bank to recover in excess of $35 million that she allegedly guaranteed to repay for certain investments made by the Banc of California in the alcoholic beverage license scheme. Cross-complaint plaintiff has, in turn, sued the Named Companies in that action seeking in excess of $250 million in monetary losses as well as exemplary damages and attorneys’ fees. The Named Companies filed a cross-complaint against Ms. Champion-Cain, and others, and the Named Companies were substituted in as the Plaintiff following a settlement with the bank.
On September 3, 2020, a cross-claim styled, Kim H. Peterson Trustee of the Peterson Family Trust dated April 14 1992 v. Chicago Title Co., Chicago Title Ins. Co., Thomas Schwiebert, Adelle Ducharme, and Betty Elixman, was filed in an existing lawsuit styled, CalPrivate Bank v. Kim H. Peterson Trustee of the Peterson Family Trust dated April 14 1992, which is pending in Superior Court of San Diego County for the State of California. Cross-complaint plaintiff was sued by a bank to recover in excess of $12 million that the trustee allegedly guaranteed to repay for certain investments made by CalPrivate Bank in the alcoholic beverage license scheme. Cross-complaint plaintiff has, in turn, sued the Named Companies in that action seeking in excess of $250 million in monetary losses as well as exemplary damages and attorneys’ fees.
On November 2, 2020, a lawsuit styled, CalPrivate Bank v. Chicago Title Co. and Chicago Title Ins. Co., was also filed in the Superior Court of San Diego County for the State of California. Plaintiff claims losses in excess of $12 million based upon business loan advances made in the alcoholic beverage license scheme and seeks punitive damages and the recovery of attorneys’ fees. The Named Companies have filed a cross-complaint against Ms. Champion-Cain, and others. Given CalPrivate Bank's settlement with the receiver, this action against the Named Companies will be dismissed.
Chicago Title Company has also resolved a number of other pre-suit claims and previously-disclosed lawsuits from both individual and groups of alleged investors under confidential terms. Based on the facts and circumstances of the remaining claims, including the settlements already reached, we have recorded reserves included in our reserve for title claim losses, which we believe are adequate to cover losses related to this matter, and believe that our reserves for title claim losses are adequate.
We continually updateupdate 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.If actual claims loss development varies from what is currently expected and is not offset by other factors, it is possible that additional reserve adjustments may be required in future periods in order to maintain our recorded reserves may fall outsidereserve within a reasonable range of our actuary's central estimate, which may require additional reserve adjustments in future periods.


estimate.
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

Note C — Fair Value Measurementsof Financial Instruments

Our measurement of fair value is based on assumptions used by market participants in pricing the asset or liability, which may include inherent risk, restrictions on the sale or use of an asset, or non-performance risk, which may include our own credit risk. We estimate an exchange price is the price in an orderly transaction between market participants to sell the asset or transfer the liability (“exit price”) in the principal market, or the most advantageous market for that asset or liability in the absence of a principal market as opposed to the price that would be paid to acquire the asset or assume a liability (“entry price”). We categorize financial instruments carried at fair value into a three-level fair value hierarchy, based on the priority of inputs to the respective valuation technique, along with net asset value. The hierarchy for fair value measurement is defined as follows:
Level 1 - Values are unadjusted quoted prices for identical assets and liabilities in active markets accessible at the measurement date.
Level 2 - Inputs include quoted prices for similar assets or liabilities in active markets, quoted prices from those willing to trade in markets that are not active, or other inputs that are observable or can be corroborated by market data for the term of the instrument. Such inputs include market interest rates and volatilities, spreads, and yield curves.
Level 3 - Certain inputs are unobservable (supported by little or no market activity) and significant to the fair value measurement. Unobservable inputs reflect the Company’s best estimate of what hypothetical market participants would use to determine a transaction price for the asset or liability at the reporting date based on the best information available in the circumstances.
Net asset value ("NAV") - Certain equity investments are measured using NAV as a practical expedient in determining fair value. In addition, our unconsolidated affiliates (primarily limited partnerships) are primarily accounted for using the equity method of accounting with fair value determined using NAV as a practical expedient. Our carrying value reflects our pro rata ownership percentage as indicated by NAV in the unconsolidated affiliate's financial statements, which we may adjust if we determine NAV is not calculated consistent with investment company fair value principles. The following table presentsunderlying investments of the unconsolidated affiliates may have significant unobservable inputs, which may include, but are not limited to, comparable multiples and weighted average cost of capital rates applied in valuation models or a discounted cash flow model. Additionally, management meets quarterly with the general partner to determine whether any credit or other market events have occurred since prior quarter financial statements to ensure any material events are properly included in current quarter valuation and investment income.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.
When a determination is made to classify an asset or liability within Level 3 of the fair value hierarchy, the determination is based upon the significance of the unobservable inputs to the overall fair value measurement. Because certain securities trade in less liquid or illiquid markets with limited or no pricing information, the determination of fair value for thosethese securities is inherently more difficult. In addition to the unobservable inputs, Level 3 fair value investments may include observable components, which are components that are actively quoted or can be validated to market-based sources.
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The carrying amounts and estimated fair values of our financial instruments for which the disclosure of fair values is required, including financial assets and liabilities measured and carried at fair value on a recurring basis, with the exception of investment contracts, portions of other long-term investments and debt, which are disclosed later within this footnote, was summarized according to the hierarchy previously described, as of September 30, 2017 and December 31, 2016, respectively:follows:
June 30, 2023
Level 1Level 2Level 3NAVFair Value
Assets(In millions)
Cash and cash equivalents$3,136 $— $— $— $3,136 
Fixed maturity securities, available-for-sale:
Asset-backed securities— 6,330 6,510 — 12,840 
Commercial mortgage-backed securities— 3,972 17 — 3,989 
Corporates26 14,475 1,628 — 16,129 
Hybrids95 609 — — 704 
Municipals— 1,554 49 — 1,603 
Residential mortgage-backed securities— 1,988 28 — 2,016 
U.S. Government468 16 — — 484 
Foreign Governments— 248 16 — 264 
Short term investments801 45 126 — 972 
Preferred securities266 531 7 — 804 
Equity securities645 — 14 41 700 
Derivative investments— 649 — — 649 
Investment in unconsolidated affiliates— — 197 — 197 
Reinsurance related embedded derivative, included in other assets— 277 — — 277 
Market risk benefits asset— — 118 — 118 
Other long-term investments— — 49 — 49 
Total financial assets at fair value$5,437 $30,694 $8,759 $41 $44,931 
Liabilities
Derivatives:
FIA/ IUL embedded derivatives, included in contractholder funds— — 3,821 — 3,821 
Market risk benefits liability$— $— $313 $— $313 
Total financial liabilities at fair value$— $— $4,134 $— $4,134 

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 September 30, 2017
 Level 1 Level 2 Level 3 Total
 (In millions)
Fixed maturity securities available for sale:       
U.S. government and agencies$—
 $155
 $—
 $155
State and political subdivisions—
 495
 —
 495
Corporate debt securities—
 1,368
 —
 1,368
Mortgage-backed/asset-backed securities—
 64
 —
 64
Foreign government bonds—
 72
 —
 72
Preferred stock available for sale23
 298
 —
 321
Equity securities available for sale457
 —
 —
 457
Total assets$480
 $2,452
 $—
 $2,932
December 31, 2022
Level 1Level 2Level 3NAVFair Value
Assets(In millions)
Cash and cash equivalents$2,286 $— $— $— $2,286 
Fixed maturity securities, available-for-sale:
Asset-backed securities— 5,204 6,263 — 11,467 
Commercial mortgage-backed securities— 3,026 37 — 3,063 
Corporates40 12,857 1,440 — 14,337 
Hybrids93 638 — — 731 
Municipals— 1,431 29 — 1,460 
Residential mortgage-backed securities— 1,225 302 — 1,527 
U.S. Government260 11 — — 271 
Foreign Governments— 223 16 — 239 
Short term investments2,590 — — — 2,590 
Preferred securities320 582 1 — 903 
Equity securities621 — 10 47 678 
Derivative investments— 244 — — 244 
Investment in unconsolidated affiliates— — 23 — 23 
Reinsurance related embedded derivative, included in other assets— 279 — — 279 
Market risk benefits asset— — 117 — 117 
Other long-term investments— — 48 — 48 
Total financial assets at fair value$6,210 $25,720 $8,286 $47 $40,263 
Liabilities
Derivatives:
FIA/ IUL embedded derivatives, included in contractholder funds— — 3,115 — 3,115 
Market risk benefits liability— — 282 — 282 
Total financial liabilities at fair value$— $— $3,397 $— $3,397 

 December 31, 2016
 Level 1 Level 2 Level 3 Total
 (In millions)
Fixed maturity securities available for sale:       
U.S. government and agencies$—
 $117
 $—
 $117
State and political subdivisions—
 615
 —
 615
Corporate debt securities—
 1,533
 —
 1,533
Mortgage-backed/asset-backed securities—
 58
 —
 58
Foreign government bonds—
 109
 —
 109
Preferred stock available for sale32
 283
 —
 315
Equity securities available for sale438
 —
 —
 438
Total assets$470
 $2,715
 $—
 $3,185
Valuation Methodologies
Our Level 2Cash and Cash Equivalents
The carrying amounts reported in the unaudited Condensed Consolidated Balance Sheets for these instruments approximate fair value.
Fixed Maturity Preferred and Equity Securities
We measure the fair value measures for fixed-maturities available for sale are providedof our securities based on assumptions used by market participants in pricing the security. The most appropriate valuation methodology is selected based on the specific characteristics of the fixed maturity, preferred or equity security, and we will then consistently apply the valuation methodology to measure the security’s fair value. Our fair value measurement is based on a market approach, which utilizes prices and other relevant information generated by market transactions involving identical or comparable securities. Sources of inputs to the market approach include third-party pricing services.services, independent broker quotations, or pricing matrices. We utilize one firm foruse observable and unobservable inputs in our taxable bond and preferred stock portfolio and another for our tax-exempt bond portfolio. 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. Thevaluation methodologies. Observable inputs utilized in these pricing methodologies include observable measures such as benchmark yields, reported trades, broker dealerbroker-dealer quotes, issuer spreads, two sidedtwo-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 understandingIn addition, market indicators and industry and economic events are monitored and further market data will be acquired when certain thresholds are met.
For certain security types, additional inputs may be used, or some of the inputs described above may not be applicable. The significant input used in the fair value measurement of equity securities for which the market approach valuation technique is employed is yield for comparable securities. Increases or decreases in the yields would result in lower or higher, respectively, fair value measurements. For broker-quoted only securities, quotes from market makers or broker-dealers are obtained from sources recognized to be market participants. We believe the broker quotes are prices at which trades could be executed based on historical trades executed at broker-quoted or slightly higher prices.
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We analyze the third-party valuation methodologies and related inputs to perform assessments to determine the appropriate level within the fair value hierarchy. However, we did not adjust prices received from third parties as of June 30, 2023 or December 31, 2022.
Certain equity investments are measured using NAV as a practical expedient in determining fair value.
Derivative Financial Instruments
The fair value of call options is based upon valuation pricing models, which represents what we would expect to receive or pay at the balance sheet date if we canceled the options, entered into offsetting positions, or exercised the options. Fair values for these instruments are determined internally, based on industry accepted valuation pricing models, which use market-observable inputs, including interest rates, yield curve volatilities, and assumptionsother factors.
The fair value of futures contracts (specifically for FIA contracts) represents the cumulative unsettled variation margin (open trade equity, net of cash settlements), which represents what we would expect to receive or pay at the balance sheet date if we canceled the contracts or entered into offsetting positions. These contracts are classified as Level 1.
The fair value measurement of the FIA/IUL embedded derivatives included in contractholder funds is determined through a combination of market observable information and significant unobservable inputs using the option budget method. The market observable inputs are the market value of option and treasury rates. The significant unobservable inputs are the budgeted option cost (i.e., the expected cost to purchase call options in future periods to fund the equity indexed linked feature), surrender rates, mortality multiplier and non-performance spread. The mortality multiplier at June 30, 2023 was applied to the 2012 Individual Annuity mortality tables. Increases or decreases in the market value of an option in isolation would result in a higher or lower, respectively, fair value measurement. Increases or decreases in treasury rates, mortality multiplier, surrender rates, or non-performance spread in isolation would result in a lower or higher fair value measurement, respectively. Generally, a change in any one unobservable input would not directly result in a change in any other unobservable input.
The fair value of the reinsurance-related embedded derivatives in the funds withheld reinsurance agreements with Kubera Insurance (SAC) Ltd. ("Kubera") (effective October 31, 2021, this agreement was novated from Kubera to Somerset Reinsurance Ltd. ("Somerset"), a certified third-party reinsurer) and ASPIDA Life Re Ltd ("Aspida Re") are estimated based upon the fair value of the assets supporting the funds withheld from reinsurance liabilities. The fair value of the assets is based on a quoted market price of similar assets (Level 2), and therefore the fair value of the embedded derivative is based on market-observable inputs and classified as Level 2. See Note L F&GReinsurance for further discussion on F&G reinsurance agreements.
Investments in Unconsolidated affiliates
We have elected the fair value option for certain investments in unconsolidated affiliates as we believe this better aligns them with other investments in unconsolidated affiliates that are measured using NAV as a practical expedient in determining fair value. Investments measured using the fair value option are included in Level 3 and the fair value of these investments are determined using a multiple of the affiliates’ EBITDA, which is derived from market analysis of transactions involving comparable companies. The EBITDA used in this calculation is based on the affiliates’ financial information. The inputs are usually considered unobservable, as not all market participants have access to this data.
Short-term investments
The carrying amounts reported in the unaudited Condensed Consolidated Balance Sheets for these instruments
approximate fair value.
Other long-term investments
We hold a fund-linked note, which provides for an additional payment at maturity based on the value of an embedded derivative based on the actual return of a dedicated return fund. Fair value of the embedded derivative is based on an unobservable input, the NAV of the fund at the balance sheet date. The embedded derivative is similar to a call option on the NAV of the fund with a strike price of zero since F&G will not be required to make any additional payments at maturity of the fund-linked note in order to receive the NAV of the fund on the maturity date. A Black-Scholes model determines the NAV of the fund as the fair value of the call option regardless of the values used for the other inputs to the option pricing model.  The NAV of the fund is provided by the third-party as well as independently comparingfund manager at the resulting prices to other publicly available measuresend of each calendar month and represents the value an investor would receive if it withdrew its investment on the balance sheet date. Therefore, the key unobservable input used in the Black-Scholes model is the value of the fund. As the value of the fund increases or decreases, the fair value. value of the embedded derivative will increase or decrease. See further discussion on the available-for-sale embedded derivative in Note E Derivative Financial Instruments.
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The pricing methodologies used byfair value of the relevant third-party pricing services are as follows:
U.S. government and agencies: These securities are valuedcredit-linked note is based on data obtained for similar securities in active marketsa weighted average of a broker quote 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, and any other feature which may influence its risk and thus marketability, as well as relative credit information and relevant sector news.
Mortgage-backed/asset-backed securities: These securities are comprised of 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.

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

Foreign government bonds: These securities are valued based on a discounted cash flow model incorporating observable market inputs such as available broker quotesanalysis. The discounted cash flow approach is based on the expected portfolio cash flows and yieldsamortization schedule reflecting investment expectations, adjusted for assumptions on the portfolio's default and recovery rates, and the note's discount rate. The fair value of comparable securities.the note is provided by the fund manager at the end of each quarter.
Preferred stocks: These securitiesMarket Risk Benefits
MRBs are valued by calculating the appropriate spread over a comparable U.S. Treasury security. Inputs include benchmark quotes and other relevant market data.
As of September 30, 2017 and December 31, 2016, we held no material assets or liabilities measured at fair value using an attributed fee measurement approach where attributed fees are explicit rider charges collectible from the policyholder used to cover the excess benefits. The fair value is calculated using a risk neutral valuation method and is based on current net amounts at risk, market data, internal and industry experience, and other factors. The balances are computed using assumptions including mortality, full and partial surrender, rider benefit utilization, risk-free rates including non-performance spread and risk margin, market value of options and economic scenarios. Policyholder behavior assumptions are reviewed at least annually, typically in the third quarter, for any revisions. See further discussion on MRBs in Note P - Market Risk Benefits.    
Quantitative information regarding significant unobservable inputs used for recurring Level 3 inputs.fair value measurements of financial instruments carried at fair value as of June 30, 2023 and December 31, 2022 are as follows:
Fair Value atValuation TechniqueUnobservable Input(s)Range (Weighted average)
June 30, 2023
(In millions)June 30, 2023
Assets
Asset-backed securities$6,233  Broker-QuotedOffered Quotes54.7% - 171.90% (94.28%)
Asset-backed securities277  Third-Party ValuationOffered Quotes39.65% - 101.77% (62.08%)
Commercial mortgage-backed securities17  Third-Party ValuationOffered Quotes
79.35% - 88.61%
(84.76%)
Corporates789  Broker-QuotedOffered Quotes46.39% - 104.74% (95.87%)
Corporates10 Discounted Cash FlowDiscount Rate44.00% - 100.00% (74.80%)
Corporates829  Third-Party ValuationOffered Quotes0.00% - 103.12% (89.85%)
Municipals31 Third-Party ValuationOffered Quotes
102.11% - 102.11%
(102.11%)
Municipals18 Broker-QuotedOffered Quotes101.20% - 101.20% (101.20%)
Residential mortgage-backed securities25  Broker-QuotedOffered Quotes0.00% - 90.45% (90.00%)
Residential mortgage-backed securities3  Third-Party ValuationOffered Quotes93.11%
Foreign Governments16  Third-Party ValuationOffered Quotes99.04% - 99.68% (99.24%)
Investment in unconsolidated affiliates197 Market Comparable Company AnalysisEBITDA Multiple
5x-14x
(12.1x)
Short term investments126  Broker-QuotedOffered Quotes
100.00% - 100.02%
(100.01%)
Preferred securities6 Broker-QuotedOffered Quotes$21.25 - $21.25 ($21.25)
Preferred securities1 Discounted Cash FlowDiscount rate100.00% - 100.00% (100.00%)
Equity securities7 Broker QuotedOffered quotes$66.00 - $66.00 ($66.00)
Equity securities7 Discounted Cash Flow Discount rate12.60% - 12.60% (12.60%)
Market Comparable Company Analysis EBITDA multiple5.3x - 5.3x (5.3x)
Other long-term investments:
Available-for-sale embedded derivative26 Black Scholes ModelMarket Value of Fund100.00%
Secured borrowing receivable10 Broker-QuotedOffered Quotes
100.00% - 100.00%
(100.00%)
Credit Linked Note13 Broker-Quoted Offered Quotes96.99%
Market risk benefits asset118 Discounted Cash FlowMortality100.00% - 100.00% (100.00%)
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Surrender Rates
0.25% - 10.00%
(5.03%)
Partial Withdrawal Rates
2.00% - 21.74%
(2.49%)
Non-Performance Spread
0.55% - 1.37%
(1.17%)
GMWB Utilization
50.00% - 60.00%
(50.85%)
Total financial assets at fair value$8,759 
Liabilities
Derivative investments:
FIA/ IUL embedded derivatives, included in contractholder funds$3,821 Discounted Cash FlowMarket Value of Option0.00% - 30.03% (2.36%)
Swap rates3.81% - 5.47% (4.64%)
Mortality Multiplier100.00% - 100.00% (100.00%)
Surrender Rates0.25% - 70.00% (6.61%)
Partial Withdrawals2.00% - 34.48% (2.74%)
Non-Performance Spread0.55% - 1.37% (1.17%)
Option cost0.07% - 5.67% (2.22%)
Market risk benefits liability313 Discounted Cash FlowMortality
100.00% - 100.00%
(100.00%)
Surrender Rates
0.25% - 10.00%
(5.03%)
Partial Withdrawal Rates
2.00% - 21.74%
(2.49%)
Non-Performance Spread
0.55% - 1.37%
(1.17%)
GMWB Utilization
50.00% - 60.00%
(50.89%)
Total financial liabilities at fair value$4,134 
Fair Value atValuation TechniqueUnobservable Input(s)Range (Weighted average)
December 31, 2022
(In millions)December 31, 2022
Assets
Asset-backed securities$5,916 Broker-quotedOffered quotes
52.85% - 117.17%
(94.18%)
Asset-backed securities347 Third-Party ValuationOffered quotes
41.43% - 210.50%
(67.99%)
Commercial mortgage-backed securities20 Broker-quotedOffered quotes
109.02% - 109.02%
(109.02%)
Commercial mortgage-backed securities17 Third-Party ValuationOffered quotes
74.66% - 88.48%
(82.74%)
Corporates602 Broker-quotedOffered quotes
79.16% - 102.53%
(94.16%)
Corporates826 Third-Party EvaluationOffered quotes
0.00% - 104.96%
(89.69%)
Corporates12 Discounted Cash FlowDiscount Rate44.00% - 100.00% (77.02%)
Municipals29 Third-Party EvaluationOffered quotes
93.95% - 93.95%
(93.95%)
Foreign governments16Third-Party EvaluationOffered quotes
99.78% - 102.29%
(100.56%)
Investment in unconsolidated affiliates23 Market Comparable Company AnalysisEBITDA multiple5x-5.50x
Residential mortgage-backed securities302Broker-quotedOffered quotes
0.00% - 91.04%
(86.38%)
Preferred Securities1Discounted Cash FlowDiscount rate100.00%
Equity securities6Broker-quotedOffered Quotes$64.25 - $64.25 ($64.25)
Equity securities4 Discounted Cash FlowDiscount Rate
11.10% - 11.10%
(11.10%)
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Market Comparable Company AnalysisEBITDA multiple5.6x - 5.6x (5.6x)
Other long-term investments:
Available-for-sale embedded derivative23 Black Scholes modelMarket value of fund100.00%
Secured borrowing receivable10 Broker-quotedOffered quotes100.00% - 100.00% (100.00%)
Credit Linked Note15 Broker-quotedOffered quotes96.23%
Market risk benefits asset117 Discounted Cash FlowMortality100.00% - 100.00% (100.00%)
Surrender Rates0.25% - 10.00% (4.69%)
Partial Withdrawal Rates2.00% - 21.74% (2.49%)
Non-Performance Spread0.48% - 1.44% (1.30%)
GMWB Utilization50.00% - 60.00% (50.94%)
Total financial assets at fair value$8,286 
Liabilities
Derivative investments:
FIA/ IUL embedded derivatives, included in contractholder funds3,115 Discounted cash flowMarket value of option
0.00% - 23.90%
(87.00%)
Swap rates
3.88% - 4.73%
(4.31%)
Mortality multiplier
100.00% - 100.00%
(100.00%)
Surrender rates
0.25% - 70.00%
(6.57%)
Partial withdrawals
2.00% - 29.41%
(2.73%)
Non-performance spread0.48% - 1.44% (1.30%)
Option cost
0.07% - 4.97%
(1.89%)
Market risk benefits liability282 Discounted Cash FlowMortality100.00% - 100.00% (100.00%)
Surrender rates0.25% - 10.00% (4.69%)
Partial withdrawal rates2.00% - 21.74% (2.49%)
Non-performance spread0.48% - 1.44% (1.30%)
GMWB utilization50.00% - 60.00% (50.94%)
Total financial liabilities at fair value$3,397 



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The carrying amountsfollowing tables summarize changes to the Company’s financial instruments carried at fair value and classified within Level 3 of short-term investments, accounts receivablethe fair value hierarchy for the three and notes receivable approximatesix months ended June 30, 2023 and 2022. The gains and losses below may include changes in fair value due in part to their short-term nature. Additional information regardingobservable inputs that are a component of the valuation methodology.
Three months ended June 30, 2023
Balance at Beginning
of Period		Total Gains (Losses)PurchasesSalesSettlementsNet transfer In (Out) of
Level 3 (a)		Balance at End of
Period		Change in Unrealized Included in OCI
Included in
Earnings		Included in
AOCI
Assets(In millions)
Fixed maturity securities available-for-sale:
Asset-backed securities$6,300 $(3)$15 $379 $(15)$(151)$(15)$6,510 $14 
Commercial mortgage-backed securities29 — — — — — (12)17 — 
Corporates1,544 — (33)127 — (14)4 1,628 (33)
Municipals32 — 17 — — — — 49 17 
Residential mortgage-backed securities12 — — 24 — — (8)28 — 
Foreign Governments16 — — — — — — 16 — 
Investment in unconsolidated affiliates107 — — 90 — — — 197 — 
Short term investments23 — — 103 — — — 126 — 
Preferred securities1 — — — — — 6 7 — 
Equity securities11 (1)— — — — 4 14 — 
Other long-term investments:
Available-for-sale embedded derivative25 — 1 — — — — 26 1 
Credit linked note13 — — — — — — 13 — 
Secured borrowing receivable10 — — — — — — 10 — 
Subtotal Level 3 assets at fair value$8,123 $(4)$— $723 $(15)$(165)$(21)$8,641 $(1)
Market risk benefits asset106 118 
Total Level 3 assets at fair value$8,229 $8,759 
Liabilities
FIA/ IUL embedded derivatives, included in contractholder funds3,569 197 — 93 — (38)— 3,821 — 
Subtotal Level 3 liabilities at fair value$3,569 $197 $— $93 $— $(38)$— $3,821 $— 
Market risk benefits liability324 313 
Total Level 3 liabilities at fair value$3,893 $4,134 
(a) The net transfers out of Level 3 during the three months ended June 30, 2023 were exclusively to Level 2.
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Three months ended June 30, 2022
Balance at Beginning
of Period		Total Gains (Losses)PurchasesSalesSettlementsNet transfer In (Out) of
Level 3 (a)		Balance at End of
Period		Change in Unrealized Included in OCI
Included in
Earnings		Included in
AOCI
Assets(In millions)
Fixed maturity securities available-for-sale:
Asset-backed securities$4,161 $1 $(142)$827 $(39)$(126)$(5)$4,677 $(153)
Commercial mortgage-backed securities40 — (3)— — — — 37 (2)
Corporates1,141 — (64)307 — (6)(4)1,374 (61)
Municipals37 — (4)— — — — 33 (4)
Residential mortgage-backed securities— — — 9 — — — 9 — 
Foreign Governments17 — (1)— — — — 16 (1)
Investment in unconsolidated affiliates21 — — — — — — 21 — 
Short term investments19 — — — — — (19)— — 
Preferred securities1 — — — — — — 1 — 
Equity securities10 — — 1 (1)— — 10 — 
Other long-term investments:
Available-for-sale embedded derivative30 (6)— — — — — 24 — 
Credit linked note19 — — — — (2)— 17 — 
Secured borrowing receivable— — — — — — 10 10 — 
Subtotal Level 3 assets at fair value$5,496 $(5)$(214)$1,144 $(40)$(134)$(18)$6,229 $(221)
Market risk benefits asset29 86 
Total Level 3 assets at fair value$5,525 $6,315 
Liabilities
FIA embedded derivatives, included in contractholder funds3,395 (575)— 146 — (25)— 2,941 — 
Subtotal Level 3 liabilities at fair value$3,395 $(575)$— $146 $— $(25)$— $2,941 $— 
Market risk benefits liability486 292 
Total Level 3 liabilities at fair value$3,881 $3,233 
(a) The net transfers out of Level 3 during the three months ended June 30, 2022 were exclusively to Level 2.

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Six months ended June 30, 2023
Balance at Beginning
of Period		Total Gains (Losses)PurchasesSalesSettlementsNet transfer In (Out) of
Level 3 (a)		Balance at End of
Period		Change in Unrealized Included in OCI
Included in
Earnings		Included in
AOCI
Assets(In millions)
Fixed maturity securities available-for-sale:
Asset-backed securities$6,263 $(11)$33 $795 $(98)$(386)$(86)$6,510 $32 
Commercial mortgage-backed securities37 — 1 12 — — (33)17 1 
Corporates1,440 (1)(56)261 (1)(19)4 1,628 (56)
Municipals29 — 20 — — — — 49 20 
Residential mortgage-backed securities302 1 8 32 — (8)(307)28 8 
Foreign Governments16 — — — — — — 16 — 
Investment in unconsolidated affiliates23 — — 174 — — — 197 — 
Short-Term— — — 126 — — — 126 — 
Preferred securities1 — — — — — 6 7 — 
Equity securities10 — — 1 (1)— 4 14 — 
Other long-term investments:
Available-for-sale embedded derivative23 — 3 — — — — 26 3 
Credit linked note15 — — — — (2)— 13 — 
Secured borrowing receivable10 — — — — — — 10 — 
Subtotal Level 3 assets at fair value$8,169 $(11)$9 $1,401 $(100)$(415)$(412)$8,641 $8 
Market risk benefits asset117118
Total Level 3 assets at fair value$8,286 $8,759 
Liabilities
FIA embedded derivatives, included in contractholder funds3,115 582 — 189 — (65)— 3,821 — 
Subtotal Level 3 liabilities at fair value$3,115 $582 $— $189 $— $(65)$— $3,821 $— 
Market risk benefits liability$282 $313 
Total Level 3 liabilities at fair value$3,397 $4,134 
(a) The net transfers out of Level 3 during the six months ended June 30, 2023 were exclusively to Level 2.
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Six months ended June 30, 2022
Balance at Beginning
of Period		Total Gains (Losses)PurchasesSalesSettlementsNet transfer In (Out) of
Level 3 (a)		Balance at End of
Period		Change in Unrealized Included in OCI
Included in
Earnings		Included in
AOCI
Assets(In millions)
Fixed maturity securities available-for-sale:
Asset-backed securities$3,959 $1 $(272)$1,227 $(39)$(278)$79 $4,677 $(291)
Commercial mortgage-backed securities35 — (5)— — — 7 37 (4)
Corporates1,135 — (137)386 — (32)22 1,374 (134)
Municipals43 — (10)— — — — 33 (9)
Residential mortgage-backed securities— — — 9 — — — 9 — 
Foreign Governments18 — (2)— — — — 16 (1)
Investment in unconsolidated affiliates21 — — — — — — 21 
Short-Term321 — (1)20 — — (340)— (1)
Preferred securities2 — (1)— — — — 1 (1)
Equity securities9 — — 1 — — — 10 — 
Other long-term investments:
Available-for-sale embedded derivative34 (10)— — — — — 24 — 
Secured borrowing receivable— — — — — — 10 10 — 
Credit linked note23 — (3)— — (3)— 17 — 
Subtotal Level 3 assets at fair value$5,600 $(9)$(431)$1,643 $(39)$(313)$(222)$6,229 $(441)
Market risk benefits asset4186
Total Level 3 assets at fair value$5,641 $6,315 
Liabilities
FIA embedded derivatives, included in contractholder funds3,883 (1,159)— 272 — (55)— 2,941 — 
Subtotal Level 3 liabilities at fair value$3,883 $(1,159)$— $272 $— $(55)$— $2,941 $— 
Market risk benefits liability$469 $292 
Total Level 3 liabilities at fair value$4,352 $3,233 
(a) The net transfers out of Level 3 during the six months ended June 30, 2022 were exclusively to Level 2.

Valuation Methodologies and Associated Inputs for Financial Instruments Not Carried at Fair Value
The following discussion outlines the methodologies and assumptions used to determine the fair value of our investment portfoliofinancial instruments not carried at fair value. Considerable judgment is required to develop these assumptions used to measure fair value. Accordingly, the estimates shown are not necessarily indicative of the amounts that would be realized in a one-time, current market exchange of all of our financial instruments.
Mortgage Loans
The fair value of mortgage loans is established using a discounted cash flow method based on internal credit rating, maturity and future income. This yield-based approach is sourced from our third-party vendor. The internal ratings for mortgages in good standing are based on property type, location, market conditions, occupancy, debt service coverage, loan-to-value, quality of tenancy, borrower, and payment record. The inputs used to measure the fair value of our mortgage loans are classified as Level 3 within the fair value hierarchy.
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Investments in Unconsolidated affiliates
In our F&G segment, the carrying value of Investments in unconsolidated affiliates is primarily determined using NAV as a practical expedient and are included in the NAV column in the table below. In our title segment, Investments in unconsolidated affiliates are accounted for under the equity method of accounting. In our title segment, Investments in unconsolidated affiliates were $237 million and $187 million as of June 30, 2023 and December 31, 2022, respectively.
Policy Loans (included within Other long-term investments)
Fair values for policy loans are estimated from a discounted cash flow analysis, using interest rates currently being offered for loans with similar credit risk.  Loans with similar characteristics are aggregated for purposes of the calculations.
Company Owned Life Insurance
Company owned life insurance ("COLI") is a life insurance program used to finance certain employee benefit expenses. The fair value of COLI is based on net realizable value, which is generally cash surrender value. COLI is classified as Level 3 within the fair value hierarchy.
Other Invested Assets (included within Other long-term investments)
The fair value of bank loans is estimated using a discounted cash flow method with the discount rate based on weighted average cost of capital ("WACC"). This yield-based approach is sourced from a third-party vendor and the WACC establishes a market participant discount rate by determining the hypothetical capital structure for the asset should it be underwritten as of each period end. Bank loans are classified as Level 3 within the fair value hierarchy. For cost method investments, our carrying value approximates fair value. Cost method investments are classified as Level 1 within the fair value hierarchy.
Investment Contracts
Investment contracts include deferred annuities (FIAs and fixed rate annuities), indexed IULs, funding agreements, pension risk transfer solutions ("PRTs") and immediate annuity contracts without life contingencies. The FIA/ IUL embedded derivatives, included in contractholder funds, are excluded as they are carried at fair value. The fair value of the FIA, fixed rate annuity and IUL contracts is based on their cash surrender value (i.e., cost the Company would incur to extinguish the liability) as these contracts are generally issued without an annuitization date. The fair value of funding agreements, PRTs and immediate annuity contracts without life contingencies is derived by calculating a new fair value interest rate using the updated yield curve and treasury spreads as of the respective reporting date. The Company is not required to, and has not, estimated the fair value of the liabilities under contracts that involve significant mortality or morbidity risks, as these liabilities fall within the definition of insurance contracts that are exceptions from financial instruments that require disclosures of fair value.
Other
Federal Home Loan Bank of Atlanta ("FHLB") common stock, Accounts receivable and Notes receivable are carried at cost, which approximates fair value. FHLB common stock is classified as Level 2 within the fair value hierarchy. Accounts receivable and Notes receivable are classified as Level 3 within the fair value hierarchy.
Debt
The fair value of debt, with the exception of the F&G Credit Agreement, as defined in Note D Investments.O Notes Payable, is based on quoted market prices. The carrying value of the F&G Credit Agreement approximates fair value as the rates are comparable to those at which we could currently borrow under similar terms.The inputs used to measure the fair value of our outstanding debt are classified as Level 2 within the fair value hierarchy.
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The following tables provide the carrying value and estimated fair value of our financial instruments that are carried on the unaudited Condensed Consolidated Balance Sheets at amounts other than fair value, summarized according to the fair value hierarchy previously described.
June 30, 2023
Level 1Level 2Level 3NAVTotal Estimated Fair ValueCarrying Amount
Assets(In millions)
FHLB common stock$— $106 $— $— $106 $106 
Commercial mortgage loans— — 2,144 — 2,144 2,457 
Residential mortgage loans— — 2,377 — 2,377 2,619 
Investments in unconsolidated affiliates— — 8 2,598 2,606 2,606 
Policy loans— — 59 — 59 59 
Other invested assets59 — 1 — 60 60 
Company-owned life insurance35 — 352 — 387 387 
Trade and notes receivables, net of allowance— — 465 — 465 465 
Total$94 $106 $5,406 $2,598 $8,204 $8,759 
Liabilities
Investment contracts, included in contractholder funds$— $— $37,228 $— $37,228 $41,249 
Debt— 3,252 — — 3,252 3,696 
Total$— $3,252 $37,228 $— $40,480 $44,945 

December 31, 2022
Level 1Level 2Level 3NAVTotal Estimated Fair ValueCarrying Amount
Assets(In millions)
FHLB common stock$— $99 $— $— $99 $99 
Commercial mortgage loans— — 2,083 — 2,083 2,406 
Residential mortgage loans— — 1,892 — 1,892 2,148 
Investments in unconsolidated affiliates— — 5 2,427 2,432 2,432 
Policy loans— — 52 — 52 52 
Other invested assets93 — 16 — 109 109 
Company-owned life insurance— — 363 — 363 363 
Trade and notes receivables, net of allowance— — 467 — 467 467 
Total$93 $99 $4,878 $2,427 $7,497 $8,076 
Liabilities
Investment contracts, included in contractholder funds$— $— $34,464 $— $34,464 $38,412 
Debt— 2,776 — — 2,776 3,238 
Total$— $2,776 $34,464 $— $37,240 $41,650 
For investments for which NAV is used as a practical expedient for fair value, we do not have any significant restrictions in our ability to liquidate our positions in these investments, other than obtaining general partner approval, nor do we believe it is probable that a price less than NAV would be received in the event of a liquidation.
We review the fair value hierarchy classifications each reporting period. Changes in the observability of the valuation attributes may result in a reclassification of certain financial assets or liabilities. Such reclassifications are reported as transfers in and out of Level 3, or between other levels, at the beginning fair value for the reporting period in which the changes occur. The transfers into and out of Level 3 were related to changes in the primary pricing source and changes in the observability of external information used in determining the fair value.

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Note D — Investments
Our fixed maturity securities investments have been designated as AFS, and are carried at fair value, net of allowance for expected credit losses, with unrealized gains and losses included in AOCI, net of deferred income taxes. Our preferred and equity securities investments are carried at fair value with unrealized gains and losses included in net earnings. The carrying amountsCompany’s consolidated investments at June 30, 2023 and December 31, 2022 are summarized as follows:
June 30, 2023
 Amortized CostAllowance for Expected Credit LossesGross Unrealized GainsGross Unrealized LossesFair Value
Available-for-sale securities(In millions)
Asset-backed securities$13,492 $(7)$65 $(710)$12,840 
Commercial mortgage-backed securities4,348 (18)4 (345)3,989 
Corporates18,919 (2)46 (2,834)16,129 
Hybrids773 — 4 (73)704 
Municipals1,843 — 11 (251)1,603 
Residential mortgage-backed securities2,127 (8)11 (114)2,016 
U.S. Government499 — 1 (16)484 
Foreign Governments311 — 1 (48)264 
Total available-for-sale securities$42,312 $(35)$143 $(4,391)$38,029 
December 31, 2022
 Amortized CostAllowance for Expected Credit LossesGross Unrealized GainsGross Unrealized LossesFair Value
Available-for-sale securities(In millions)
Asset-backed securities$12,209 $(8)$36 $(770)$11,467 
Commercial mortgage-backed/asset-backed securities3,337 (1)11 (284)3,063 
Corporates17,396 (22)32 (3,069)14,337 
Hybrids806 — 9 (84)731 
Municipals1,749 — 4 (293)1,460 
Residential mortgage-backed securities1,638 (8)6 (109)1,527 
U.S. Government287 — — (16)271 
Foreign Governments286 — — (47)239 
Total available-for-sale securities$37,708 $(39)$98 $(4,672)$33,095 

Securities held on deposit with various state regulatory authorities had a fair value of $19,993 million and $17,870 million at June 30, 2023 and December 31, 2022, respectively.
As of June 30, 2023 and December 31, 2022, the Company held no material investments that were non-income producing for a period greater than twelve months.
As of June 30, 2023 and December 31, 2022, the Company's accrued interest receivable balance was $422 million and $365 million, respectively. Accrued interest receivable is classified within Prepaid expenses and other assets within the unaudited Condensed Consolidated Balance Sheets.
In accordance with our FHLB agreements, the investments supporting the funding agreement liabilities are pledged as collateral to secure the FHLB funding agreement liabilities and are not available to us for general purposes. The collateral investments had a fair value of $3,543 million and $3,387 million as of June 30, 2023 and December 31, 2022, respectively.
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The amortized cost and fair values of our available for sale securities at September 30, 2017 and December 31, 2016 are as follows:
 September 30, 2017
 Carrying Cost Unrealized Unrealized Fair
 Value Basis Gains Losses Value
 (In millions)
Fixed maturity securities available for sale:         
U.S. government and agencies$155
 $155
 $—
 $—
 $155
State and political subdivisions495
 486
 9
 —
 495
Corporate debt securities1,368
 1,356
 17
 (5) 1,368
Mortgage-backed/asset-backed securities64
 63
 1
 —
 64
Foreign government bonds72
 73
 1
 (2) 72
Preferred stock available for sale321
 307
 15
 (1) 321
Equity securities available for sale457
 297
 166
 (6) 457
Total$2,932
 $2,737
 $209
 $(14) $2,932
 December 31, 2016
 Carrying Cost Unrealized Unrealized Fair
 Value Basis Gains Losses Value
 (In millions)
Fixed maturity securities available for sale:         
U.S. government and agencies$117
 $117
 $—
 $—
 $117
State and political subdivisions615
 607
 9
 (1) 615
Corporate debt securities1,533
 1,524
 15
 (6) 1,533
Mortgage-backed/asset-backed securities58
 56
 2
 —
 58
Foreign government bonds109
 117
 —
 (8) 109
Preferred stock available for sale315
 312
 6
 (3) 315
Equity securities available for sale438
 323
 115
 —
 438
Total$3,185
 $3,056
 $147
 $(18) $3,185
The cost basisvalue of fixed maturity securities available for sale includes an adjustment for amortized premium or accreted discount since the date of purchase.

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

The following table presents certain information regardingby contractual maturities, of our fixed maturity securities at September 30, 2017:
  September 30, 2017
  Amortized % of Fair % of
Maturity Cost Total Value Total
  (Dollars in millions)
One year or less $626
 29% $628
 29%
After one year through five years 1,386
 66
 1,402
 65
After five years through ten years 50
 2
 52
 2
After ten years 8
 —
 8
 1
Mortgage-backed/asset-backed securities 63
 3
 64
 3
Total $2,133
 100% $2,154
 100%
Expectedas applicable, are shown below. Actual maturities may differ from contractual maturities because certain borrowersas issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Becauseobligations.
June 30, 2023December 31, 2022
(In millions)(In millions)
Amortized Cost Fair ValueAmortized Cost Fair Value
Corporates, Non-structured Hybrids, Municipal and Government securities:
Due in one year or less$594 $581 $536 $527 
Due after one year through five years4,202 4,001 3,288 3,089 
Due after five years through ten years2,394 2,172 2,171 1,939 
Due after ten years15,129 12,403 14,503 11,457 
Subtotal22,319 19,157 20,498 17,012 
Other securities, which provide for periodic payments:
Asset-backed securities13,492 12,840 12,209 11,467 
Commercial mortgage-backed securities4,348 3,989 3,337 3,063 
Structured hybrids26 27 26 26 
Residential mortgage-backed securities2,127 2,016 1,638 1,527 
Subtotal19,993 18,872 17,210 16,083 
Total fixed maturity available-for-sale securities$42,312 $38,029 $37,708 $33,095 

Allowance for Expected Credit Loss
We regularly review AFS securities for declines in fair value that we determine to be credit related. For our fixed maturity securities, we generally consider the following in determining whether our unrealized losses are credit related, and if so, the magnitude of the potentialcredit loss:
•The extent to which the fair value is less than the amortized cost basis;
•The reasons for prepayment on mortgage-backedthe decline in value (credit event, currency or interest-rate related, including general credit spread widening);
•The financial condition of and asset-backed securities, they are not categorizednear-term prospects of the issuer (including issuer's current credit rating and the probability of full recovery of principal based upon the issuer's financial strength);
•Current delinquencies and nonperforming assets of underlying collateral;
•Expected future default rates;
•Collateral value by contractual maturity.vintage, geographic region, industry concentration or property type;
Net unrealized•Subordination levels or other credit enhancements as of the balance sheet date as compared to origination; and
•Contractual and regulatory cash obligations and the issuer's plans to meet such obligations.
We recognize an allowance for current expected credit losses on fixed maturity securities in an unrealized loss position when it is determined, using the factors discussed above, a component of the unrealized loss is related to credit. We measure the credit loss using a discounted cash flow model that utilizes the single best estimate cash flow and the recognized credit loss is limited to the total unrealized loss on the security (i.e. the fair value floor). Cash flows are discounted using the implicit yield of bonds at their time of purchase and the current book yield for asset and mortgage backed securities as well as variable rate securities. We recognize the expected credit losses in Recognized gains and losses, net in the unaudited Condensed Consolidated Statements of Earnings, with an offset for the amount of non-credit impairments recognized in AOCI. We do not measure a credit loss allowance on accrued investment income as we write-off accrued interest through Interest and investment income when collectability concerns arise.
We consider the following in determining whether write-offs of a security’s amortized cost is necessary:
• We believe amounts related to securities have become uncollectible;
• We intend to sell a security; or
• It is more likely than not that we will be required to sell a security prior to recovery.
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If we intend to sell a fixed maturity security or it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis and the fair value of the security is below amortized cost, we will write down the security to current fair value, with a corresponding charge, net of any amount previously recognized as an allowance for expected credit loss, to Recognized gains and losses, net in the accompanying unaudited Condensed Consolidated Statements of Earnings. If we do not intend to sell a fixed maturity security or it is more likely than not that we will not be required to sell a fixed maturity security before recovery of its amortized cost basis but believe amounts related to a security are uncollectible (generally based on proximity to expected credit loss), an impairment is deemed to have occurred and the amortized cost is written down to the estimated recovery value with a corresponding charge, net of any amount previously recognized as an allowance for expected credit loss, to Recognized gains and losses, net in the accompanying unaudited Condensed Consolidated Statements of Earnings. The remainder of unrealized loss is held in AOCI. As of June 30, 2023 and December 31, 2022, our allowance for expected credit losses for AFS securities was $35 million and $39 million, respectively.
Purchased credit deteriorated ("PCD") financial assets are AFS securities purchased at a discount, where part of that discount is attributable to credit. Credit loss allowances are calculated for these securities as of the date of their acquisition, with the initial allowance serving to increase amortized cost. There were no purchases of PCD AFS securities during the three months ended June 30, 2023 or 2022.
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The fair value and gross unrealized losses of AFS securities, excluding securities in an unrealized loss position with an allowance for expected credit loss, aggregated by investment category and lengthduration of time that individualfair value below amortized cost as of June 30, 2023 and December 31, 2022 were as follows:
June 30, 2023
Less than 12 months12 months or longerTotal
Fair ValueGross Unrealized
Losses		Fair ValueGross Unrealized
Losses		Fair ValueGross Unrealized
Losses
Available-for-sale securities(In millions)
Asset-backed securities$4,219 $(182)$6,220 $(517)$10,439 $(699)
Commercial mortgage-backed securities1,593 (103)1,665 (243)3,258 (346)
Corporates5,267 (317)9,522 (2,517)14,789 (2,834)
Hybrids194 (15)457 (58)651 (73)
Municipals557 (69)831 (183)1,388 (252)
Residential mortgage-backed securities1,035 (17)620 (93)1,655 (110)
U.S. Government150 (3)189 (12)339 (15)
Foreign Government66 (6)186 (41)252 (47)
Total available-for-sale securities$13,081 $(712)$19,690 $(3,664)$32,771 $(4,376)
Total number of available-for-sale securities in an unrealized loss position less than twelve months2,196 
Total number of available-for-sale securities in an unrealized loss position twelve months or longer2,725
Total number of available-for-sale securities in an unrealized loss position4,921 
December 31, 2022
Less than 12 months12 months or longerTotal
Fair ValueGross Unrealized
Losses		Fair ValueGross Unrealized
Losses		Fair ValueGross Unrealized
Losses
Available-for-sale securities(In millions)
Asset-backed securities$7,001 $(410)$3,727 $(360)$10,728 $(770)
Commercial mortgage-backed securities2,079 (169)475 (116)2,554 (285)
Corporates9,913 (1,735)3,523 (1,330)13,436 (3,065)
Hybrids628 (83)3 (1)631 (84)
Municipals998 (180)352 (113)1,350 (293)
Residential mortgage-backed securities992 (51)184 (22)1,176 (73)
U.S. Government130 (7)140 (8)270 (15)
Foreign Government119 (32)59 (14)178 (46)
Total available-for-sale securities$21,860 $(2,667)$8,463 $(1,964)$30,323 $(4,631)
Total number of available-for-sale securities in an unrealized loss position less than twelve months3,114
Total number of available-for-sale securities in an unrealized loss position twelve months or longer1,296
Total number of available-for-sale securities in an unrealized loss position4,410 

We determined the decrease in unrealized losses as of June 30, 2023, compared to December 31, 2022, was caused by long treasury rates being lower as well as spread compression. For securities have been in a continuousan unrealized loss position at Septemberas of June 30, 20172023, our allowance for expected credit loss was $35 million. We believe the unrealized loss position for which we have not recorded an allowance for expected credit loss as of June 30, 2023 was primarily attributable to interest rate increases, near-term illiquidity, and other macroeconomic uncertainties as opposed to issuer specific credit concerns.
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Mortgage Loans
Our mortgage loans are collateralized by commercial and residential properties.
Commercial Mortgage Loans
Commercial mortgage loans (“CMLs”) represented approximately 6% of our total investments as of June 30, 2023 and December 31, 2016,2022. The mortgage loans in our investment portfolio, are generally comprised of high quality commercial first lien and mezzanine real estate loans. Mortgage loans are primarily on income producing properties including industrial properties, retail buildings, multifamily properties and office buildings. We diversify our CML portfolio by geographic region and property type to attempt to reduce concentration risk. We continuously evaluate CMLs based on relevant current information to ensure properties are performing at a consistent and acceptable level to secure the related debt. The distribution of CMLs, gross of valuation allowances, by property type and geographic region is reflected in the following tables:
June 30, 2023December 31, 2022
Gross Carrying Value% of TotalGross Carrying Value% of Total
Property Type:(In millions)(In millions)
Hotel$18 1 %$18 1 %
Industrial538 22 %520 22 %
Mixed Use12 1 %12 1 %
Multifamily1,012 41 %1,013 42 %
Office328 13 %330 14 %
Retail103 4 %105 4 %
Student Housing83 3 %83 3 %
Other376 15 %335 13 %
Total commercial mortgage loans, gross of valuation allowance
$2,470 100 %$2,416 100 %
Allowance for expected credit loss(13)(10)
Total commercial mortgage loans, net of valuation allowance
$2,457 $2,406 
U.S. Region:
East North Central$150 6 %$151 6 %
East South Central76 3 %76 3 %
Middle Atlantic325 13 %326 13 %
Mountain353 14 %355 15 %
New England166 7 %158 7 %
Pacific726 29 %708 28 %
South Atlantic553 22 %521 22 %
West North Central4 1 %4 1 %
West South Central117 5 %117 5 %
Total commercial mortgage loans, gross of valuation allowance
$2,470 100 %$2,416 100 %
Allowance for expected credit loss(13)(10)
Total commercial mortgage loans, net of valuation allowance
$2,457 $2,406 
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CMLs segregated by risk rating exposure as of June 30, 2023 and December 31, 2022, were as follows, (in millions)gross of valuation allowances:
June 30, 2023
Amortized Cost by Origination Year
20232022202120202019PriorTotal
Commercial mortgages(In millions)
Current (less than 30 days past due)$55 $338 $1,299 $487 $— $265 $2,444 
30-89 days past due— — — — — — — 
90 days or more past due— — — — — 9 9 
Total commercial mortgages (a)$55 $338 $1,299 $487 $— $274 $2,453 
December 31, 2022
Amortized Cost by Origination Year
20222021202020192018PriorTotal
Commercial mortgages(In millions)
Current (less than 30 days past due)$350 $1,300 $488 $— $— $269 $2,407 
30-89 days past due— — — — — — — 
90 days or more past due— — — — — 9 9 
Total commercial mortgages$350 $1,300 $488 $— $— $278 $2,416 
(a) Excludes loans under development with an amortized cost and estimated fair value of $17 million for June 30, 2023.
Loan-to-value (“LTV”) and debt service coverage (“DSC”) ratios are measures commonly used to assess the risk and quality of mortgage loans. The LTV ratio is expressed as a percentage of the amount of the loan relative to the value of the underlying property. A LTV ratio in excess of 100% indicates the unpaid loan amount exceeds the underlying collateral. The DSC ratio, based upon the most recently received financial statements, is expressed as a percentage of the amount of a property’s net income to its debt service payments. A DSC ratio of less than 1.00 indicates that a property’s operations do not generate sufficient income to cover debt payments. We normalize our DSC ratios to a 25 year amortization period for purposes of our general loan allowance evaluation.
The following tables present the recorded investment in CMLs by LTV and DSC ratio categories and estimated fair value by the indicated loan-to-value ratios, gross of valuation allowances at June 30, 2023 and December 31, 2022:
Debt-Service Coverage RatiosTotal Amount% of TotalEstimated Fair Value% of Total
>1.251.00 - 1.25<1.00
June 30, 2023(In millions)
LTV Ratios:
Less than 50.00%$510 $4 $11 $525 21 %$491 23 %
50.00% to 59.99%740 — — 740 30 %649 30 %
60.00% to 74.99%1,160 10 — 1,170 48 %973 46 %
75.00% to 84.99%— — 18 18 1 %14 1 %
Commercial mortgage loans (a)$2,410 $14 $29 $2,453 100 %$2,127 100 %
December 31, 2022
LTV Ratios:
Less than 50.00%$511 $4 $11 $526 22 %$490 24 %
50.00% to 59.99%706 — — 706 29 %615 30 %
60.00% to 74.99%1,154 3 — 1,157 48 %955 45 %
75.00% to 84.99%— — 18 18 1 %14 1 %
Commercial mortgage loans (a)$2,371 $7 $29 $2,407 100 %$2,074 100 %
(a) Excludes loans under development with an amortized cost and estimated fair value of $9 million for June 30, 2023 and an amortized cost and estimated fair value of $9 million for December 31, 2022.
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September 30, 2017           
 Less than 12 Months 12 Months or Longer Total
 Fair Unrealized Fair Unrealized Fair Unrealized
 Value Losses Value Losses Value Losses
Corporate debt securities$241
 $(5) $—
 $—
 $241
 $(5)
Foreign government bonds42
 (1) 10
 (1) 52
 (2)
Preferred stock available for sale—
 —
 4
 (1) 4
 (1)
Equity securities available for sale44
 (6) —
 —
 44
 (6)
Total temporarily impaired securities$327
 $(12) $14
 $(2) $341
 $(14)
June 30, 2023
Amortized Cost by Origination Year
20232022202120202019PriorTotal
Commercial mortgages(In millions)
LTV
Less than 50.00%$6 $67 $119 $207 $— $126 $525 
50.00% to 59.99%27 149 267 158 — 139 740 
60.00% to 74.99%22 113 913 122 — — 1,170 
75.00% to 84.99%— 9 — — — 9 18 
Total commercial mortgages (a)$55 $338 $1,299 $487 $— $274 $2,453 
Commercial mortgages
DSCR
Greater than 1.25x$48 $326 $1,299 $487 $— $250 $2,410 
1.00x - 1.25x7 3 — — — 4 14 
Less than 1.00x— 9 — — — 20 29 
Total commercial mortgages (a)$55 $338 $1,299 $487 $— $274 $2,453 
December 31, 2022
Amortized Cost by Origination Year
20222021202020192017PriorTotal
Commercial mortgages(In millions)
LTV
Less than 50.00%$70 $120 $207 $— $— $129 $526 
50.00% to 59.99%149 268 158 — — 131 706 
60.00% to 74.99%113 912 123 — — 9 1,157 
75.00% to 84.99%9 — — — — 9 18 
Total commercial mortgages (a)$341 $1,300 $488 $— $— $278 $2,407 
Commercial mortgages
DSCR
Greater than 1.25x$329 $1,300 $488 $— $— $254 $2,371 
1.00x - 1.25x3 — — — — 4 7 
Less than 1.00x9 — — — — 20 29 
Total commercial mortgages (a)$341 $1,300 $488 $— $— $278 $2,407 
December 31, 2016           
 Less than 12 Months 12 Months or Longer Total
 Fair Unrealized Fair Unrealized Fair Unrealized
 Value Losses Value Losses Value Losses
States and political subdivisions$107
 $(1) $—
 $—
 $107
 $(1)
Corporate debt securities410
 (4) 11
 (2) 421
 (6)
Foreign government bonds85
 (4) 20
 (4) 105
 (8)
Preferred stock available for sale55
 (2) 42
 (1) 97
 (3)
Total temporarily impaired securities$657
 $(11) $73
 $(7) $730
 $(18)
(a) Excludes loans under development with an amortized cost and estimated fair value of $9 million for June 30, 2023 and an amortized cost and estimated fair value of $9 million for December 31, 2022.
We recorded no impairment charges relating to investments duringrecognize a mortgage loan as delinquent when payments on the three-month period ended Septemberloan are greater than 30 2017. We recorded $1 milliondays past due. At June 30, 2023 and December 31, 2022, we had one CML that was delinquent in impairment charges relating to investments duringprincipal or interest payments as shown in the nine-month period ended September 30, 2017 relating to a fixed maturity security risk rating exposure table above.










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Table of an investee entering Chapter 11 bankruptcy which has exhibited a decreasing fair market valueContents
Residential Mortgage Loans
Residential mortgage loans (“RMLs”) represented approximately 6% and from which we are uncertain5% of our abilitytotal investments as of June 30, 2023 and December 31, 2022, respectively. Our RMLs are closed end, amortizing loans and 100% of the properties are located in the United States. We diversify our RML portfolio by state to recover our initial investment. We recorded $2 millionattempt to reduce concentration risk. The distribution of RMLs by state with highest-to-lowest concentration are reflected in impairment charges relatingthe following tables, gross of valuation allowances:
June 30, 2023
Amortized Cost% of Total
U.S. State:(In millions)
Florida$152 5 %
New York131 5 %
California123 5 %
All other states (a)2,264 85 %
Total residential mortgage loans$2,670 100 %
(a)     The individual concentration of each state is equal to investments during the three-month period ended Septemberor less than 5% as of June 30, 2016 related2023.

December 31, 2022
Amortized Cost% of Total
U.S. State:(In millions)
Florida$324 15 %
Texas215 10 %
New Jersey172 8 %
Pennsylvania153 7 %
California139 6 %
New York138 6 %
Georgia125 6 %
All other states (a)914 42 %
Total residential mortgage loans$2,180 100 %
(a)     The individual concentration of each state is equal to a fixed maturity security in which we determined the ability to recover our investment was unlikely. We recorded $5 million in impairment charges related to investments during the nine-month period ended September 30, 2016 related to a fixed maturity security and an investment in an unconsolidated affiliate in which we determined the ability to recover our investment was unlikely.
As of September 30, 2017, we held $1 million in available for sale securities for which an other-than-temporary impairment had been previously recognized. Asor less than 5% as of December 31, 2016, we held $7 million2022.
RMLs have a primary credit quality indicator of either a performing or nonperforming loan. We define non-performing RMLs as those that are 90 or more days past due or in fixed maturitynon-accrual status, which is assessed monthly. The credit quality of RMLs as of June 30, 2023 and equity securities for whichDecember 31, 2022, was as follows :

June 30, 2023December 31, 2022
Amortized Cost% of TotalAmortized Cost% of Total
Performance indicators:(In millions)(In millions)
Performing$2,598 97 %$2,118 97 %
Non-performing72 3 %62 3 %
Total residential mortgage loans, gross of valuation allowance$2,670 100 %$2,180 100 %
Allowance for expected loan loss(51)— %(32)— %
Total residential mortgage loans, net of valuation allowance$2,619 100 %$2,148 100 %
14
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continuedContents

RMLs segregated by risk rating exposure as of June 30, 2023 and December 31, 2022, were as follows, gross of valuation allowances:
an other-than-temporary impairment had been previously recognized.
June 30, 2023
Amortized Cost by Origination Year
20232022202120202019PriorTotal
Residential mortgages(In millions)
Current (less than 30 days past due)$137 $963 $862 $200 $192 $199 $2,553 
30-89 days past due— 6 24 5 4 6 45 
90 days or more past due— 7 20 15 29 1 72 
Total residential mortgages$137 $976 $906 $220 $225 $206 $2,670 
December 31, 2022
Amortized Cost by Origination Year
20222021202020192018PriorTotal
Residential mortgages(In millions)
Current (less than 30 days past due)$766 $884 $214 $185 $23 $33 $2,105 
30-89 days past due2 7 — 4 — — 13 
90 days or more past due3 9 15 34 1 — 62 
Total residential mortgages$771 $900 $229 $223 $24 $33 $2,180 
    Non-accrual loans by amortized cost as of June 30, 2023 and December 31, 2022, were as follows:
June 30, 2023December 31, 2022
Amortized cost of loans on non-accrual(In millions)
Residential mortgage:$72 $62 
Commercial mortgage:9 9 
Total non-accrual mortgages$81 $71 
Immaterial interest income was recognized on non-accrual financing receivables for the six months ended June 30, 2023 and June 30, 2022.
It is possibleour policy to cease to accrue interest on loans that future events may lead usare delinquent for 90 days or more. For loans less than 90 days delinquent, interest is accrued unless it is determined that the accrued interest is not collectible. If a loan becomes 90 days or more delinquent, it is our general policy to recognize impairmentinitiate foreclosure proceedings unless a workout arrangement to bring the loan current is in place. As of June 30, 2023 and December 31, 2022, we had $72 million and $62 million, respectively, of mortgage loans that were over 90 days past due, of which $35 million and $38 million were in the process of foreclosure as of June 30, 2023 and December 31, 2022 respectively.

Allowance for Expected Credit Loss
We estimate expected credit losses relatedfor our commercial and residential mortgage loan portfolios using a probability of default/loss given default model. Significant inputs to our investment portfoliothis model include, where applicable, the loans' current performance, underlying collateral type, location, contractual life, LTV, DSC and that unanticipated future events may lead usDebt to dispose of certain investment holdingsIncome or FICO. The model projects losses using a two year reasonable and recognize the effects of any market movementssupportable forecast and then reverts over a three year period to market-wide historical loss experience. Changes in our condensed consolidated financial statements.
The following table presents realizedallowance for expected credit losses on mortgage loans are recognized in Recognized gains and losses, net in the accompanying unaudited Condensed Consolidated Statements of Earnings.
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The allowances for our mortgage loan portfolio are summarized as follows:
Three months ended June 30, 2023Six months ended June 30, 2023
(In millions)(In millions)
Residential MortgageCommercial MortgageTotalResidential MortgageCommercial MortgageTotal
Beginning Balance$(48)$(12)$(60)$(32)$(10)$(42)
Provision for loan losses(3)(1)(4)(19)(3)(22)
Ending Balance$(51)$(13)$(64)$(51)$(13)$(64)
Three months ended June 30, 2022Six months ended June 30, 2022
(In millions)(In millions)
Residential MortgageCommercial MortgageTotalResidential MortgageCommercial MortgageTotal
Beginning Balance
$(26)$(6)$(32)$(25)$(6)$(31)
Provision for loan losses(3)— (3)(4)— (4)
Ending Balance
$(29)$(6)$(35)$(29)$(6)$(35)
An allowance for expected credit loss is not measured on investmentsaccrued interest income for CMLs as we have a process to write-off interest on loans that enter into non-accrual status (90 days or more past due). Allowances for expected credit losses are measured on accrued interest income for RMLs and other assetswere immaterial as of June 30, 2023 and June 30, 2022.
Interest and Investment Income
The major sources of Interest and investment income reported on the accompanying unaudited Condensed Consolidated Statements of Earnings were as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)(In millions)
Fixed maturity securities, available-for-sale$464 $350 $912 $682 
Equity securities7 7 15 15 
Preferred securities15 20 28 35 
Mortgage loans57 49 108 88 
Invested cash and short-term investments34 13 67 18 
Limited partnerships45 58 103 171 
Tax deferred property exchange income40 10 83 14 
Other investments18 4 38 13 
Gross investment income680 511 1,354 1,036 
Investment expense(62)(48)(125)(95)
Interest and investment income$618 $463 $1,229 $941 
Interest and investment income is shown net of amounts attributable to certain funds withheld reinsurance agreements which is passed along to the reinsurer in accordance with the terms of these agreements. Interest and investment income attributable to these agreements, and thus excluded from the totals in the table above, was $76 million and $20 million for the three months ended June 30, 2023 and June 30, 2022, respectively, and $134 million and $38 million for the six months ended June 30, 2023 and June 30, 2022.
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Recognized Gains and Losses, net
Details underlying Recognized gains and losses, net reported on the accompanying unaudited Condensed Consolidated Statements of Earnings were as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)(In millions)
Net realized losses on fixed maturity available-for-sale securities$(54)$(61)$(104)$(98)
Net realized/unrealized gains (losses) on equity securities (1)(37)(221)(5)(370)
Net realized/unrealized losses on preferred securities (2)2 (118)(8)(208)
Realized losses on other invested assets(24)(9)(29)(10)
Change in allowance for expected credit losses(20)(9)(23)(12)
Derivatives and embedded derivatives:
Realized (losses) gains on certain derivative instruments(65)(35)(154)15 
Unrealized gains (losses) on certain derivative instruments164 (359)311 (717)
Change in fair value of reinsurance related embedded derivatives (3)17 141 (2)263 
Change in fair value of other derivatives and embedded derivatives1 (5)3 (8)
Realized gains (losses) on derivatives and embedded derivatives117 (258)158 (447)
Recognized gains and losses, net$(16)$(676)$(11)$(1,145)
(1) Includes net valuation losses of $37 million and $222 million for the three months ended June 30, 2023 and 2022, respectively, and net valuation gains (losses) of $9 million and $(388) million for the six months ended June 30, 2023 and 2022, respectively.
(2) Includes net valuation gains (losses) of $16 million and $(118) million for the three months ended June 30, 2023 and 2022, respectively, and net valuation gains (losses) of $50 million and $(207) million for the six months ended June 30, 2023 and 2022, respectively.
(3) Change in fair value of reinsurance related embedded derivatives is due to activity related to the reinsurance treaties with Somerset and Aspida Re.
Recognized gains and (losses), net is shown net of amounts attributable to certain funds withheld reinsurance agreements which is passed along to the reinsurer in accordance with the terms of these agreements. Recognized gains (losses) attributable to these agreements, and thus excluded from the totals in the table above, was $21 million and $151 million for the three months ended June 30, 2023 and June 30, 2022, respectively and $(1) million and $279 million for the six months ended June 30, 2023 and June 30, 2022, respectively .
The proceeds from the sale of fixed-maturity securities and the gross gains and losses associated with those transactions were as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Proceeds$609 $802 $1,098 $1,835 
Gross gains— 1 8 5 
Gross losses(33)(61)(90)(69)
Unconsolidated Variable Interest Entities
We own investments in variable interest entities ("VIEs") that are not consolidated within our financial statements. A VIE is an entity that does not have sufficient equity to finance its own activities without additional financial support, where investors lack certain characteristics of a controlling financial interest, or maturity of investments and other assetswhere the entity is structured with non-substantive voting rights. VIEs are consolidated by their ‘primary beneficiary’, a designation given to an entity that receives both the benefits from the VIE as well as the substantive power to make its key economic decisions. While we participate in the benefits from VIEs in which we invest, but do not consolidate, the substantive power to make the key economic decisions for each respective VIE resides with entities not under our common control. It is for this reason that we are not considered the primary beneficiary for the three-VIE investments that are not consolidated.
We invest in various limited partnerships and nine-month periods ended September 30, 2017limited liability companies primarily as a passive investor. These investments are primarily in credit funds with a bias towards current income, real assets, or private equity. Limited partnership and 2016, respectively:
  Three months ended September 30, 2017 Nine months ended September 30, 2017
  Gross Realized Gains Gross Realized Losses Net Realized Gains (Losses) Gross Proceeds from Sale/Maturity Gross Realized Gains Gross Realized Losses Net Realized Gains (Losses) Gross Proceeds from Sale/Maturity
  (In millions) (In millions)
Fixed maturity securities available for sale $—
 $(1) $(1) $170
 $5
 $(6) $(1) $610
Preferred stock available for sale —
 —
 —
 —
 —
 —
 —
 10
Equity securities available for sale 1
 —
 1
 —
 5
 —
 5
 32
Gain on sale of OneDigital     —
 —
     276
 325
Loss on debt conversions     (1) —
     (6) —
Other intangible assets     (3) —
     (3) —
Other long term investments     —
 5
     8
 19
Other realized gains and losses, net     —
 —
     (2) —
Total     $(4) $175
     $277
 $996
  Three months ended September 30, 2016 Nine months ended September 30, 2016
  Gross Realized Gains Gross Realized Losses Net Realized Gains (Losses) Gross Proceeds from Sale/Maturity Gross Realized Gains Gross Realized Losses Net Realized Gains (Losses) Gross Proceeds from Sale/Maturity
  (In millions) (In millions)
Fixed maturity securities available for sale $—
 $(2) $(2) $156
 $3
 $(4) $(1) $505
Preferred stock available for sale —
 —
 —
 —
 1
—
—
 1
 9
Equity securities available for sale —
 —
 —
 —
 —
—
(1) (1) 1
Investments in unconsolidated affiliates     —
 —
     (3) —
Other long-term investments     —
 —
     15
 36
Other assets     (2) —
     (6) —
Total     $(4) $156
     $5
 $551
limited liability company interests are accounted for under the equity method and are included in Investments in unconsolidated affiliates are recorded using the equity method of accounting. As of September 30, 2017 and December 31, 2016, investments in unconsolidated affiliates consisted of the following (dollars in millions):
 Current Ownership September 30, 2017 December 31, 2016
Ceridian33% $369
 $371
OtherVarious
 189
 187
     Total  $558
 $558
on our unaudited Condensed Consolidated Balance Sheets. In addition, to our equity investmentwe invest in Ceridian,structured investments, which may be VIEs, but for which we own certain of their outstanding bonds. Our investmentare not the primary beneficiary. These structured investments typically invest in Ceridian bonds isfixed income investments and are managed by third parties and include asset-backed securities, commercial mortgage-backed securities and residential mortgage-backed securities included in Fixed maturity securities available for sale on our unaudited Condensed Consolidated Balance Sheets.
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Our maximum exposure to loss with respect to these VIEs is limited to the investment carrying amounts reported in our unaudited Condensed Consolidated Balance Sheets for limited partnerships and the amortized costs of our fixed maturity securities, in addition to any required unfunded commitments (also refer to Note F Commitments and Contingencies).
The following table summarizes the carrying value and the maximum loss exposure of our unconsolidated VIEs as of June 30, 2023 and December 31, 2022:
June 30, 2023December 31, 2022
(In millions)(In millions)
Carrying ValueMaximum Loss ExposureCarrying ValueMaximum Loss Exposure
Investment in unconsolidated affiliates$2,803 $4,491 $2,427 $4,030 
Fixed maturity securities18,471 20,853 15,680 17,404 
Total unconsolidated VIE investments$21,274 $25,344 $18,107 $21,434 
Concentrations
Our underlying investment concentrations that exceed 10% of shareholders equity are as follows:
June 30, 2023
(In millions)
Blackstone Wave Asset Holdco (1)$738 
(1) Represents a special purpose vehicle that holds investments in numerous limited partnership investments whose underlying investments are further diversified by holding interest in multiple individual investments and industries.

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Note E — Derivative Financial Instruments
The carrying amounts of derivative instruments, including derivative instruments embedded in FIA/IUL contracts, and reinsurance is as follows:
June 30, 2023December 31, 2022
Assets:(In millions)
Derivative investments:
Call options$649 $244 
Other long-term investments:
Other embedded derivatives26 23 
Prepaid expenses and other assets:
Reinsurance related embedded derivatives277 279 
$952 $546 
Liabilities:
Contractholder funds:
FIA/ IUL embedded derivatives$3,821 $3,115 
$3,821 $3,115 
The change in fair value of derivative instruments in the accompanying unaudited Condensed Consolidated Statements of Earnings is as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
Recognized gains and losses, net(In millions)(In millions)
Net investment gains (losses):
Call options$98 $(395)$153 $(709)
Futures contracts— (8)5 (5)
Foreign currency forwards— 9 (1)12 
Other derivatives and embedded derivatives2 (5)3 (8)
Reinsurance related embedded derivatives17 141 (2)263 
Total net investment gains (losses)$117 $(258)$158 $(447)
Benefits and other changes in policy reserves:
FIA/ IUL embedded derivatives (decrease) increase$252 $(454)$706 $(942)
Additional Disclosures
FIA/IUL Embedded Derivative, Call Options and Futures
We have FIA and IUL contracts that permit the holder to elect an interest rate return or an equity index linked component, where interest credited to the contracts is linked to the performance of various equity indices, primarily the S&P 500 Index. This feature represents an embedded derivative under GAAP. The FIA/IUL embedded derivatives are valued at fair value and included in the liability for Contractholder funds in the accompanying unaudited Condensed Consolidated Balance Sheets with changes in fair value included as a component of Benefits and other changes in policy reserves in the unaudited Condensed Consolidated Statements of Earnings. See a description of the fair value methodology used in Note C Fair Value of Financial Instruments.
We purchase derivatives consisting of a combination of call options and futures contracts (specifically for FIA contracts) on the applicable market indices to fund the index credits due to FIA/IUL contractholders. The call options are one, two, three, and five year options purchased to match the funding requirements of the underlying policies. On the respective anniversary dates of the indexed policies, the index used to compute the interest credit is reset and we purchase new call options to fund the next index credit. We manage the cost of these purchases through the terms of our FIA/IUL contracts, which permit us to change caps, spreads or participation rates, subject to guaranteed minimums, on each contract’s anniversary date. The change in the fair value of the call options and futures contracts is generally designed to offset the portion of the change in the fair value of the FIA/IUL embedded derivatives related to index performance through the current credit period. The call options and
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futures contracts are marked to fair value with the change in fair value included as a component of Recognized gains and losses, net, in the accompanying unaudited Condensed Consolidated Statements of Earnings. The change in fair value of the call options and futures contracts includes the gains and losses recognized at the expiration of the instrument term or upon early termination and the changes in fair value of open positions.
Other market exposures are hedged periodically depending on market conditions and our risk tolerance. Our FIA/IUL hedging strategy economically hedges the equity returns and exposes us to the risk that unhedged market exposures result in divergence between changes in the fair value of the liabilities and the hedging assets. We use a variety of techniques, including direct estimation of market sensitivities, to monitor this risk daily. We intend to continue to adjust the hedging strategy as market conditions and our risk tolerance changes.
Reinsurance Related Embedded Derivatives
F&G entered into a reinsurance agreement with Kubera effective December 31, 2018, to cede certain fixed rate and deferred annuity business, including MYGA, on a coinsurance funds withheld basis, net of applicable existing reinsurance. Effective October 31, 2021, this agreement was novated from Kubera to Somerset, a certified third-party reinsurer. Additionally, F&G entered into a reinsurance agreement with Aspida Re effective January 1, 2021, and amended in August 2021 and September 2022, to cede a quota share of MYGA business on a coinsurance funds withheld basis. Fair value movements in the funds withheld balances associated with these arrangements creates an obligation for F&G to pay Somerset and Aspida Re at a later date, which results in embedded derivatives. These embedded derivatives are considered total return swaps with contractual returns that are attributable to the assets and liabilities associated with the reinsurance arrangements. The fair value of the total return swap is based on the change in fair value of the underlying assets held in the funds withheld portfolio. Investment results for the assets that support the coinsurance with funds withheld reinsurance arrangements, including gains and losses from sales, were passed directly to the reinsurers pursuant to contractual terms of the reinsurance arrangements. The reinsurance related embedded derivatives are reported in Prepaid expenses and other assets if in a net gain position, or Accounts payable and accrued liabilities, if in a net loss position, on the unaudited Condensed Consolidated Balance Sheets and had a fair value of $31 millionthe related gains or losses are reported in Recognized gains and $30 million as of September 30, 2017 and December 31, 2016, respectively. We did not purchase or dispose of any Ceridian bonds inlosses, net on the nine-month period ended September 30, 2017.

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

During the three-month periods ended September 30, 2017 and 2016, we recorded $6 million and $10 million in equity in losses of Ceridian, respectively, and $3 million in equity in earnings of other unconsolidated affiliates. During the nine-month periods ended September 30, 2017 and 2016, we recorded $15 million in equity in losses of Ceridian, and $8 million and $9 million in equity in earnings of other unconsolidated affiliates, respectively.
Summarized, unaudited financial information for Ceridian for the relevant dates and time periods included in Investments in unconsolidated affiliates and Equity in losses of unconsolidated affiliates in our Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Earnings, respectively, is presented below.Earnings.
Credit Risk
 September 30,
2017		 December 31,
2016
 (In millions)
Total current assets before customer funds$309
 $343
Customer funds3,481
 3,703
Goodwill and other intangible assets, net2,309
 2,291
Other assets97
 90
Total assets$6,196
 $6,427
Current liabilities before customer obligations$145
 $201
Customer obligations3,480
 3,692
Long-term obligations, less current portion1,119
 1,140
Other long-term liabilities264
 301
Total liabilities5,008
 5,334
Equity1,188
 1,093
Total liabilities and equity$6,196
 $6,427
 Three months ended September 30, 2017 Three months ended September 30, 2016 Nine months ended September 30, 2017 Nine months ended September 30, 2016
 (In millions) (In millions)
Total revenues$185
 $170
 $548
 $515
Loss before income taxes(16) (31) (46) (71)
Net loss(20) (35) (54) (59)


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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

Note E —Notes Payable
Notes payable consists ofnon-performance by our counterparties on the following:
  September 30,
2017		 December 31,
2016
  (In millions)
Unsecured notes, net of discount, interest payable semi-annually at 5.50%, due September 2022 $397
 $397
Unsecured convertible notes, net of discount, interest payable semi-annually at 4.25%, due August 2018 68
 291
Unsecured notes, net of discount, interest payable semi-annually at 6.60%, due May 2017 —
 300
Revolving Credit Facility, unsecured, unused portion of $500, due April 2022 with interest payable monthly at LIBOR + 1.40% (2.66% at September 30, 2017) 295
 (3)
ABRH Term Loan, interest payable monthly at LIBOR + 3.0% (4.24% at September 30, 2017), due August 2019 86
 92
OneDigital Revolving Credit Facility, due March 2022 with interest payable monthly at LIBOR + 2.50% - 3.50% —
 129
ABRH Revolving Credit Facility, unused portion of $14, due August 2019 with interest payable monthly or quarterly at various rates 30
 —
Other 14
 14
  $890
 $1,220
At September 30, 2017,call options and reflect assumptions regarding this non-performance risk in the estimated fair value of the call options. The non-performance risk is the net counterparty exposure based on the fair value of the open contracts less collateral held. We maintain a policy of requiring all derivative contracts to be governed by an International Swaps and Derivatives Association (“ISDA”) Master Agreement.
Information regarding our long-term debt was approximately $1,056 million, which was $155 million higher than its carrying value, excluding $11 millionexposure to credit loss on the call options we hold is presented in the following tables.
June 30, 2023
(In millions)
CounterpartyCredit Rating
(Fitch/Moody's/S&P) (1)		Notional
Amount		Fair ValueCollateralNet Credit Risk
Merrill Lynch AA/*/A+$4,033 $69 $26 $43 
Morgan Stanley */Aa3/A+2,375 50 60 — 
Barclay's Bank A+/A1/A+6,137 121 113 8 
Canadian Imperial Bank of Commerce AA/Aa2/A+6,542 204 180 24 
Wells Fargo A+/A1/BBB+1,480 54 53 1 
Goldman Sachs A/A2/BBB+1,212 23 22 1 
Credit Suisse A+/A3/A266 9 9 — 
Truist A+/A2/A2,055 89 85 4 
Citibank A+/Aa3/A+1,272 29 31 — 
Total$25,372 $648 $579 $81 
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December 31, 2022
(In millions)
CounterpartyCredit Rating
(Fitch/Moody's/S&P) (1)		Notional
Amount		Fair ValueCollateralNet Credit Risk
Merrill Lynch AA/*/A+$3,563 $23 $— $23 
Morgan Stanley */Aa3/A+1,699 14 19 — 
Barclay's Bank A+/A1/A6,049 65 59 6 
Canadian Imperial Bank of Commerce AA/Aa2/A+5,169 68 64 4 
Wells Fargo A+/A1/BBB+1,361 17 17 — 
Goldman Sachs A/A2/BBB+1,133 9 10 — 
Credit Suisse BBB+/A3/A-1,039 5 5 — 
Truist A+/A2/A2,489 35 36 — 
Citibank A+/Aa3/A+795 8 9 — 
Total$23,297 $244 $219 $33 
(a)An * represents credit ratings that were not available.
Collateral Agreements
We are required to maintain minimum ratings as a matter of net unamortized debt issuance costs and premium/discount. The carrying valuesroutine practice as part of our ABRH term loanover-the-counter derivative agreements on ISDA forms. Under some ISDA agreements, we have agreed to maintain certain financial strength ratings. A downgrade below these levels provides the counterparty under the agreement the right to terminate the open option contracts between the parties, at which time any amounts payable by us or the counterparty would be dependent on the market value of the underlying option contracts. Our current rating does not allow any counterparty the right to terminate ISDA agreements. In certain transactions, both us and ABRH revolvingthe counterparty have entered into a collateral support agreement requiring either party to post collateral when the net exposures exceed pre-determined thresholds. For all counterparties, except Merrill Lynch, this threshold is set to zero. As of June 30, 2023 and December 31, 2022, counterparties posted $579 million and $219 million, respectively, of collateral of which $459 million and $178 million, respectively, is included in Cash and cash equivalents with an associated payable for this collateral included in Accounts payable and accrued liabilities on the unaudited Condensed Consolidated Balance Sheets. Accordingly, the maximum amount of loss due to credit facility approximaterisk that we would incur if parties to the fair valuescall options failed completely to perform according to the terms of the contracts was $81 million at SeptemberJune 30, 2017 as they2023 and $33 million at December 31, 2022.
We are variablerequired to pay counterparties the effective federal funds rate instruments with short reset periodseach day for cash collateral posted to F&G for daily mark to market margin changes. We reinvest derivative cash collateral to reduce the interest cost. Cash collateral is invested in overnight investment sweep products, which reflect current market rates.are included in Cash and cash equivalents in the accompanying unaudited Condensed Consolidated Balance Sheets.
We held 409 and 409 futures contracts at June 30, 2023 and December 31, 2022, respectively. The fair value of our unsecured notes payable was $624 million asthe futures contracts represents the cumulative unsettled variation margin (open trade equity, net of September 30, 2017. The fair values of our unsecured notes payable are based on established market pricescash settlements). We provide cash collateral to the counterparties for the securitiesinitial and variation margin on Septemberthe futures contracts, which is included in Cash and cash equivalents in the accompanying unaudited Condensed Consolidated Balance Sheets. The amount of cash collateral held by the counterparties for such contracts was $4 million and $3 millionat June 30, 20172023 and are considered Level 2 financial liabilities. The revolving credit facilities are considered Level 2 financial liabilities.
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 was amended on February 24, 2017. The material terms of the ABRH Credit Facility are set forth in our Annual Report on Form 10-K for the year ended December 31, 2016, including the material terms of the amendment on February 24, 2017, and have not been amended since the filing of such Annual Report. As of September 30, 2017, ABRH had $86 million outstanding for the ABRH Term Loan, had $30 million outstanding under the ABRH Revolver, had $16 million of outstanding letters of credit and had $14 million of remaining borrowing capacity under the ABRH Credit Facility. As of September 30, 2017, $19 million of borrowings under the ABRH Revolver incurred interest monthly at 4.24% and $11 million of borrowings incurred interest quarterly at 6.25%.2022, respectively.
On June 25, 2013, FNF 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”). On April 27, 2017, the Revolving Credit Facility was amended (the "Restated Credit Agreement") to extend the term for 5 years, from a maturity date of July 15, 2018 to April 27, 2022 and to update the interest rate. Revolving loans under the Restated Credit Agreement generally bear interest at a variable rate based on either (i) the base rate (which is the highest of (a) one-half of one percent in excess of the federal funds rate, (b) the Administrative Agent’s “prime rate”, or (c) the sum of one percent plus one-month LIBOR) plus a margin of between 10.0 and 60.0 basis points depending on the senior unsecured long-term debt ratings of the Company or (ii) LIBOR plus a margin of between 110.0 and 160.0 basis points depending on the senior unsecured long-term debt ratings of the Company. At the current Standard & Poor’s and Moody’s senior unsecured long-term debt ratings of BBB/Baa3, respectively, the applicable margin for revolving loans subject to LIBOR is 140 basis points. In addition, the Company will pay a commitment fee of between 15.0 and 40.0 basis points on the entire facility, also depending on the Company’s senior unsecured long-term debt ratings. All other material terms of the Revolving Credit Facility are the same as those set forth in our Annual Report for the year ended December 31, 2016. As of September 30, 2017, there was $295 million outstanding, net of $5 million of unamortized debt issuance costs, and $500 million of remaining borrowing capacity under the Revolving Credit Facility.

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

On August 28, 2012, FNF 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 SEC. The material terms of the 5.50% notes are set forth in our Annual Report for the year ended December 31, 2016.
On August 2, 2011, FNF 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 material terms of the Notes are set forth in our Annual Report for the year ended December 31, 2016, except to clarify that it is now our intent to settle conversions through cash settlement. Beginning October 1, 2013, these notes are convertible under the 130% Sale Price Condition described in our Annual Report. During the nine months ended September 30, 2017, we repurchased Notes with aggregate principal of $229 million for $548 million.
On May 5, 2010, FNF 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 SEC. The material terms of the 6.60% Notes are set forth in our Annual Report for the year ended December 31, 2016. In May 2017, we paid off the 6.60% Notes in full using proceeds from borrowings under the Revolving Credit Facility.
      Gross principal maturities of notes payable at September 30, 2017 are as follows (in millions): 
2017 (remaining)$3
201879
2019106
20201
2021—
Thereafter712
 $901
Note F — 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 operations, some of which include claims for punitive or exemplary damages. With respect to our title insurance operations, 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. See Note B Summary of Reserve for Title Claim Losses for further discussion. Additionally, like other companies, our ordinary course litigation includes a number of class action and purported class action lawsuits, which make allegations related to aspects of our operations. We believe that no actions, other than the matters discussed below, if any, depart from customary litigation incidental to our 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. Our Restaurant Group 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 may also become subject to lawsuits and other proceedings, as well as card network fines and penalties, arising out of the actual or alleged theft of our customers' credit or debit card information.



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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 in which it has been determined that a loss is both probable and reasonably estimable, a liability based on known facts and whichthat represents our best estimate has been recorded. Our accrual for legal and regulatory matters was $2$8 million and $12 millionas of SeptemberJune 30, 20172023 and $69 million as of December 31, 2016. During the quarter ended March 31, 2017, ServiceLink paid $65 million to settle all remaining obligations to complete the document execution review under the 2011 LPS consent order with certain banking agencies. Details of the consent order and the terms of the settlement are set forth in Note M to the Consolidated Financial Statements in our Annual Report for the year ended December 31, 2016.2022, respectively. None of the amounts we have currently recorded are considered to be material to our financial condition individually or in the aggregate. Actual losses may materially differ from the amounts recorded and the ultimate outcome of our pending legal proceedings is generally not yet determinable. While some of these matters could be material to our operating

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

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.

In August 2020, a lawsuit styled, In the Matter of FGL Holdings, was filed in the Grand Court of the Cayman Islands related to FNF's acquisition of F&G where dissenting shareholders, Kingfishers LP, Kingstown 1740 Fund LP, Kingstown Partners II LP, Kingstown Partners Master Ltd., and Ktown LP, asserted statutory appraisal rights relative to their ownership of 12,000,000 shares of F&G stock. They sought a judicial determination of the fair value of their shares of F&G stock as of the date of valuation under the law of the Cayman Islands, together with interest and legal costs. On October 5, 2022, the Grand Court of the Cayman Islands decided in favor of F&G.The dissenting shareholders failed to appeal the fair value order, and its appeal period expired on October 19, 2022. On April 19, 2023 the Grand Court of the Cayman Islands determined that the dissenting shareholders should pay F&G's Cayman Islands legal expenses and discovery costs relating to the lawsuit, by way of interim payment of $4 million with the balance to be determined after assessment. We are attempting to collect reimbursement of our expenses in this lawsuit.

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. We do not anticipate such fines and settlements, either individually or in the aggregate, will have a material adverse effect on our financial condition.

F&G Commitments
Operating LeasesIn our F&G segment, we have unfunded investment commitments as of June 30, 2023 based upon the timing of when investments are executed compared to when the actual investments are funded, as some investments require that funding occur over a period of months or years. A summary of unfunded commitments by invested asset class as of June 30, 2023 is included below:
Future minimum operating lease payments are as follows (in millions):
June 30, 2023
Asset Type(In millions)
Unconsolidated VIEs:
Limited partnerships$1,688 
Whole loans1,044 
Fixed maturity securities, ABS247 
Direct Lending910 
Other fixed maturity securities, AFS21 
Commercial mortgage loans16 
Other assets125 
Other invested assets6 
Committed amounts included in liabilities2 
Total$4,059 

2017 (remaining)$53
2018202
2019173
2020138
2021107
Thereafter240
Total future minimum operating lease payments$913
Note G — Dividends
On October 25, 2017,August 8, 2023, our Board of Directors declared cash dividends of $0.27$0.45 per share, payable on DecemberSeptember 29, 2017,2023, to FNF Group common shareholders of record as of DecemberSeptember 15, 2017.2023.



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Note H — Segment Information
Summarized financial information concerning our reportable segments is shown in the following tables.
On September 29, 2017, we completed the BK Distribution. As a result, Black Knight is no longer a reportable segment and the historical results of Black Knight are presented as discontinued operations for all periods presented and are excluded in the following tables. Refer to Note K Discontinued Operations for further discussion of the results of Black Knight.
As of and for the three months ended SeptemberJune 30, 2017:2023:
 TitleF&GCorporate and OtherTotal
 (In millions)
Title premiums$1,254 $— $— $1,254 
Other revenues581 576 55 1,212 
Revenues from external customers1,835 576 55 2,466 
Interest and investment income, including recognized gains and losses, net29 592 (19)602 
Total revenues1,864 1,168 36 3,068 
Depreciation and amortization39 104 8 151 
Interest expense— 25 18 43 
Earnings (loss) from continuing operations before income taxes and equity in earnings of unconsolidated affiliates233 163 (64)332 
Income tax expense (benefit)65 33 (8)90 
Earnings (loss) from continuing operations before equity in earnings of unconsolidated affiliates168 130 (56)242 
Equity in earnings of unconsolidated affiliates1 — — 1 
Net earnings (loss) from continuing operations$169 $130 $(56)$243 
Assets$8,145 $62,564 $2,312 $73,021 
Goodwill2,770 1,749 292 4,811 
 Title FNF Group Corporate and Other Total FNF Group Restaurant Group 
FNFV Corporate
and Other
 Total FNFV Total
 (In millions)
Title premiums$1,277
 $—
 $1,277
 $—
 $—
 $—
 $1,277
Other revenues563
 115
 678
 —
 11
 11
 689
Restaurant revenues—
 —
 —
 269
 —
 269
 269
Revenues from external customers1,840
 115
 1,955
 269
 11
 280
 2,235
Interest and investment income, including realized gains and losses32
 (1) 31
 (3) 2
 (1) 30
Total revenues1,872
 114
 1,986
 266
 13
 279
 2,265
Depreciation and amortization40
 6
 46
 11
 1
 12
 58
Interest expense—
 11
 11
 2
 (1) 1
 12
Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates262
 (20) 242
 (19) (2) (21) 221
Income tax expense (benefit)98
 (10) 88
 —
 (14) (14) 74
Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates164
 (10) 154
 (19) 12
 (7) 147
Equity in earnings (losses) of unconsolidated affiliates3
 —
 3
 —
 (6) (6) (3)
Earnings (loss) from continuing operations$167
 $(10) $157
 $(19) $6
 $(13) $144
Assets$8,510
 $680
 $9,190
 $478
 $833
 $1,311
 $10,501
Goodwill2,431
 252
 2,683
 101
 —
 101
 2,784


As of and for the three months ended SeptemberJune 30, 2016:2022:
 TitleF&GCorporate and OtherTotal
 (In millions)
Title premiums$2,062 $— $— $2,062 
Other revenues706 71 9 786 
Revenues from external customers2,768 71 9 2,848 
Interest and investment income, including recognized gains and losses, net(214)(1)2 (213)
Total revenues2,554 70 11 2,635 
Depreciation and amortization34 80 6 120 
Interest expense— 9 22 31 
Earnings (loss) from continuing operations before income taxes and equity in earnings of unconsolidated affiliates267 482 (18)731 
Income tax expense (benefit)111 97 (6)202 
Earnings (loss) from continuing operations before equity in earnings of unconsolidated affiliates156 385 (12)529 
Equity in earnings of unconsolidated affiliates14 — — 14 
Net earnings (loss) from continuing operations$170 $385 $(12)$543 
Assets$9,309 $49,389 $2,314 $61,012 
Goodwill2,516 1,749 266 4,531 










47
 Title FNF Group Corporate and Other Total FNF Group Restaurant Group 
FNFV Corporate
and Other
 Total FNFV Total
  
Title premiums$1,269
 $—
 $1,269
 $—
 $—
 $—
 $1,269
Other revenues569
 85
 654
 —
 46
 46
 700
Restaurant revenues—
 —
 —
 273
 —
 273
 273
Revenues from external customers1,838
 85
 1,923
 273
 46
 319
 2,242
Interest and investment income, including realized gains and losses27
 (2) 25
 (1) 1
 —
 25
Total revenues1,865
 83
 1,948
 272
 47
 319
 2,267
Depreciation and amortization38
 3
 41
 11
 4
 15
 56
Interest expense—
 14
 14
 2
 2
 4
 18
Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates263
 (12) 251
 (4) —
 (4) 247
Income tax expense (benefit)100
 (5) 95
 —
 (7) (7) 88
Earnings (loss) from continuing operations, before equity in earnings of unconsolidated affiliates163
 (7) 156
 (4) 7
 3
 159
Equity in earnings (loss) of unconsolidated affiliates3
 1
 4
 —
 (11) (11) (7)
Earnings (loss) from continuing operations$166
 $(6) $160
 $(4) $(4) $(8) $152
Assets$8,812
 $4,189
 $13,001
 $482
 $903
 $1,385
 $14,386
Goodwill2,324
 222
 2,546
 101
 95
 196
 2,742

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As of and for the ninesix months ended SeptemberJune 30, 2017:2023:
 TitleF&GCorporate and OtherTotal
 (In millions)
Title premiums$2,232 $— $— $2,232 
Other revenues1,052 941 99 2,092 
Revenues from external customers3,284 941 99 4,324 
Interest and investment income, including recognized gains and losses, net132 1,096 (10)1,218 
Total revenues3,416 2,037 89 5,542 
Depreciation and amortization76 194 15 285 
Interest expense— 47 38 85 
Earnings (loss) from continuing operations before income taxes and equity in earnings of unconsolidated affiliates390 (40)(92)258 
Income tax expense (benefit)92 25 (13)104 
Earnings (loss) from continuing operations before equity in earnings (loss) of unconsolidated affiliates298 (65)(79)154 
Equity in earnings of unconsolidated affiliates1 — — 1 
Net earnings (loss) from continuing operations$299 $(65)$(79)$155 
Assets$8,145 $62,564 $2,312 $73,021 
Goodwill2,770 1,749 292 4,811 
 Title FNF Group Corporate and Other Total FNF Group Restaurant Group 
FNFV Corporate
and Other
 Total FNFV Total
 (In millions)
Title premiums$3,626
 $—
 $3,626
 $—
 $—
 $—
 $3,626
Other revenues1,634
 335
 1,969
 —
 102
 102
 2,071
Restaurant revenues—
 —
 —
 830
 —
 830
 830
Revenues from external customers5,260
 335
 5,595
 830
 102
 932
 6,527
Interest and investment income, including realized gains and losses99
 (6) 93
 (4) 285
 281
 374
Total revenues5,359
 329
 5,688
 826
 387
 1,213
 6,901
Depreciation and amortization117
 16
 133
 33
 11
 44
 177
Interest expense—
 39
 39
 5
 3
 8
 47
Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates707
 (63) 644
 (25) 242
 217
 861
Income tax expense (benefit)290
 (32) 258
 —
 97
 97
 355
Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates417
 (31) 386
 (25) 145
 120
 506
Equity in earnings (losses) of unconsolidated affiliates7
 —
 7
 —
 (14) (14) (7)
Earnings (loss) from continuing operations$424
 $(31) $393
 $(25) $131
 $106
 $499
Assets$8,510
 $680
 $9,190
 $478
 $833
 $1,311
 $10,501
Goodwill2,431
 252
 2,683
 101
 —
 101
 2,784

As of and for the ninesix months ended SeptemberJune 30, 2016:2022:
Title FNF Group Corporate and Other Total FNF Group Restaurant Group 
FNFV Corporate
and Other
 Total FNFV Total TitleF&GCorporate and OtherTotal
  (In millions)
Title premiums$3,452
 $—
 $3,452
 $—
 $—
 $—
 $3,452
Title premiums$3,928 $— $— $3,928 
Other revenues1,587
 209
 1,796
 —
 124
 124
 1,920
Other revenues1,371 667 40 2,078 
Restaurant revenues—
 —
 —
 858
 —
 858
 858
Revenues from external customers5,039
 209
 5,248
 858
 124
 982
 6,230
Revenues from external customers5,299 667 40 6,006 
Interest and investment income, including realized gains and losses95
 (8) 87
 (4) 18
 14
 101
Interest and investment income, including recognized gains and losses, netInterest and investment income, including recognized gains and losses, net(362)153 5 (204)
Total revenues5,134
 201
 5,335
 854
 142
 996
 6,331
Total revenues4,937 820 45 5,802 
Depreciation and amortization109
 7
 116
 31
 14
 45
 161
Depreciation and amortization67 156 12 235 
Interest expense—
 47
 47
 4
 4
 8
 55
Interest expense— 17 44 61 
Earnings (loss) from continuing operations, before income taxes and equity in earnings (loss) of unconsolidated affiliates665
 (52) 613
 2
 14
 16
 629
Earnings (loss) from continuing operations before income taxes and equity in earnings of unconsolidated affiliatesEarnings (loss) from continuing operations before income taxes and equity in earnings of unconsolidated affiliates516 827 (56)1,287 
Income tax expense (benefit)251
 (28) 223
 —
 (5) (5) 218
Income tax expense (benefit)168 203 (13)358 
Earnings (loss) from continuing operations, before equity in earnings (loss) of unconsolidated affiliates414
 (24) 390
 2
 19
 21
 411
Equity in earnings (loss) of unconsolidated affiliates9
 1
 10
 —
 (16) (16) (6)
Earnings (loss) from continuing operations$423
 $(23) $400
 $2
 $3
 $5
 $405
Earnings (loss) from continuing operations before equity in earnings of unconsolidated affiliatesEarnings (loss) from continuing operations before equity in earnings of unconsolidated affiliates348 624 (43)929 
Equity in earnings of unconsolidated affiliatesEquity in earnings of unconsolidated affiliates16 — — 16 
Net earnings (loss) from continuing operationsNet earnings (loss) from continuing operations$364 $624 $(43)$945 
Assets$8,812
 $4,189
 $13,001
 $482
 $903
 $1,385
 $14,386
Assets$9,309 $49,389 $2,314 $61,012 
Goodwill2,324
 222
 2,546
 101
 95
 196
 2,742
Goodwill2,516 1,749 266 4,531 
The activities in our segments include the following:
FNF Group
•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 trust activities, trustee sales guarantees, recordings and reconveyances,loan sub-servicing, valuations, default services, and home warranty products.
•F&G. This segment primarily consists of the operations of our annuities and life insurance related businesses. This segment issues a broad portfolio of annuity and life products, including deferred annuities (FIA and fixed rate annuities), immediate annuities and IUL. This segment also includes our transaction services business,
provides funding agreements and PRT solutions.

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which includes other title-related services used in the production and management of mortgage loans, including mortgage loans that experience default.
FNF Group •Corporate and Other. Thissegment consists of the operations of the parent holding company, our real estate technology subsidiaries and our remaining real estate brokerage businesses. This segment also includes certain other unallocated corporate overhead expenses and other real estate operations. Total assets for this segment aseliminations of September 30, 2016 also include the assets of Black Knight. See Note K Discontinued Operations for further details.revenues and expenses between it and our Title segment.

48
FNFV
Restaurant Group. This segment consists Table 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, Village Inn, Bakers Square, and Legendary Baking restaurant and food service concepts.Contents
FNFV Corporate and Other. This segment primarily consists of our share in the operations of certain equity investments, including Ceridian, as well as other smaller investments which are not title-related. This segment also includes the results of operations of Digital Insurance, Inc. ("OneDigital"), in which we held 96% ownership, through the date it was sold, June 6, 2017.
Our operations under our FNFV segment are subject to the anticipated Spilt-Off, as described under Recent Developments in Note A Basis of Financial Statements.I — Supplemental Cash Flow Information

Note I.  Supplemental Cash Flow Information
The following supplemental cash flow information is provided with respect to certain cash payment and non-cash investing and financing activities.activities:
 Six months ended June 30,
20232022
Cash paid for:(In millions)
Interest$61 $63 
Income taxes54 202 
Deferred sales inducements68 38 
Non-cash investing and financing activities:
Change in proceeds of sales of investments available for sale receivable in period(132)151 
Change in purchases of investments available for sale payable in period238 212 
Change in contractholder deposits for FABN issuance— 300 
Lease liabilities recognized in exchange for lease right-of-use assets21 42 
Remeasurement of lease liabilities41 41 
Liabilities assumed in connection with acquisitions
Fair value of assets acquired299 — 
Less: Total Purchase price293 — 
Liabilities and noncontrolling interests assumed$6 $— 
  Nine months ended September 30,
  2017 2016
Cash paid for:    
Interest $99
 $92
Income taxes 287
 236
Non-cash investing and financing activities:    
Investing activities:  
  
Change in proceeds of sales of investments available for sale receivable in period $2
 $13
Change in purchases of investments available for sale payable in period (10) 3
Additions to IT hardware financed through a lease —
 (10)
     
Financing activities:    
Change in treasury stock purchases payable in period $—
 $(4)
Borrowings to finance IT hardware additions —
 10
Debt extinguished through the sale of OneDigital 151
 —


Note J — AcquisitionsRevenue Recognition
TitleDisaggregation of Revenue
Title GuarantyOur revenue consists of:
Three months ended June 30,Six months ended June 30,
2023202220232022
Revenue StreamIncome Statement ClassificationSegmentTotal Revenue
Revenue from insurance contracts:(In millions)
Direct title insurance premiumsDirect title insurance premiumsTitle$541 $859 $969 $1,626 
Agency title insurance premiumsAgency title insurance premiumsTitle713 1,203 1,263 2,302 
Life insurance premiums, insurance and investment product fees, and otherEscrow, title-related and other feesF&G576 71 941 667 
Home warrantyEscrow, title-related and other feesTitle37 43 67 77 
Total revenue from insurance contracts1,867 2,176 3,240 4,672 
Revenue from contracts with customers:
Escrow feesEscrow, title-related and other feesTitle219 294 379 559 
Other title-related fees and incomeEscrow, title-related and other feesTitle169 210 315 406 
ServiceLink, excluding title premiums, escrow fees, and subservicing feesEscrow, title-related and other feesTitle87 92 162 186 
Real estate technologyEscrow, title-related and other feesCorporate and other39 41 76 79 
Total revenue from contracts with customers514 637 932 1,230 
Other revenue:
Loan subservicing revenueEscrow, title-related and other feesTitle69 67 129 143 
OtherEscrow, title-related and other feesCorporate and other16 (32)23 (39)
Interest and investment incomeInterest and investment incomeVarious618 463 1,229 941 
Recognized gains and losses, netRecognized gains and losses, netVarious(16)(676)(11)(1,145)
Total revenuesTotal revenues$3,068 $2,635 $5,542 $5,802 

Our Direct title insurance premiums are recognized as revenue at the time of Hawaii
On August 31, 2017, FNF Group completed its acquisition of 90%closing of the membership interest of Title Guaranty of Hawaii ("Title Guaranty") for $98 million. Title Guaranty was previously an unaffiliated agent and will continue to be closely aligned with Chicago Titleunderlying transaction as it formally becomes part of the FNF title company family. Founded in 1896, Title Guarantyearnings process is the oldest title company in the State of Hawaii and is a leading providerthen considered complete. Regulation of title and escrow services,insurance rates varies by state. Premiums are charged to customers based on rates predetermined in coordination with more than 300 employees in branches across the Stateeach states' respective Department of Hawaii providing title insurance and real estate closing services.

Insurance. Cash associated
22
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with such revenue is typically collected at closing of the underlying real estate transaction. Premium revenues from agency title operations are recognized when the underlying title order and transaction closing, if applicable, are complete.
FNF GroupRevenues from our home warranty business are generated from contracts with customers to provide warranty for major home appliances. Substantially all of our home warranty contracts are one year in length and revenue is recognized ratably over the term of the contract.
Escrow fees and other title-related fees and income in our Title segment are closely related to Direct title insurance premiums and are primarily associated with managing the closing of real estate transactions, including the processing of funds on behalf of the transaction participants, gathering and recording the required closing documents, providing notary and home inspection services, and other real estate or title-related activities. Revenue is primarily recognized upon closing of the underlying real estate transaction or completion of services. Cash associated with such revenue is typically collected at closing.
Revenues from ServiceLink, excluding its title premiums, escrow fees and loan subservicing fees primarily include revenues from real estate appraisal services and foreclosure processing and facilitation services. Revenues from real estate appraisal services are recognized when all appraisal work is complete, a final report is issued to the client and the client is billed. Revenues from foreclosure processing and facilitation services are primarily recognized upon completion of the services and when billing to the client is complete.
Life insurance premiums in our F&G segment reflect premiums for life-contingent PRT, traditional life insurance products and life-contingent immediate annuity products, which are recognized as revenue when due from the policyholder. We have ceded the majority of our traditional life business to unaffiliated third party reinsurers. While the base contract has been reinsured, we continue to retain the return of premium rider. Insurance and investment product fees and other consist primarily of the cost of insurance on IUL policies, URL on IUL policies, policy rider fees primarily on FIA policies and surrender charges assessed against policy withdrawals in excess of the policyholder's allowable penalty-free amounts.
Premium and annuity deposit collections for FIA, fixed rate annuities, immediate annuities and PRT without life contingency, and amounts received for funding agreements are reported in the financial statements as deposit liabilities (i.e., contractholder funds) instead of as sales or revenues. Similarly, cash payments to customers are reported as decreases in the liability for contractholder funds and not as expenses. Sources of revenues for products accounted for as deposit liabilities include net investment income, surrender, cost of insurance and other charges deducted from contractholder funds, and net realized gains (losses) on investments. Components of expenses for products accounted for as deposit liabilities are interest-sensitive and index product benefits (primarily interest credited to account balances or the hedging cost of providing index credits to the policyholder), amortization of VOBA, DAC, and DSI, other operating costs and expenses, and income taxes.
Real estate technology revenues are primarily comprised of subscription fees for use of software provided to real estate professionals. Subscriptions are only offered on a month-by-month basis and fees are billed monthly. Revenue is recognized in the month services are provided.
Loan subservicing revenues are generated by certain subsidiaries of ServiceLink and are associated with the servicing of mortgage loans on behalf of its customers. Revenue is recognized when the underlying work is performed and billed. Loan subservicing revenues are subject to the recognition requirements of ASC Topic 860.
Interest and investment income consists primarily of interest payments received on fixed maturity security holdings and dividends received on equity and preferred security holdings along with the investment income of limited partnerships.
We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, primarily related to revenue from our home warranty business, and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
Contract Balances
The following table provides information about trade receivables and deferred revenue:
 June 30, 2023December 31, 2022
 (In millions)
Trade receivables$344 $349 
Deferred revenue (contract liabilities)313 271 

Deferred revenue is recorded primarily for our home warranty contracts. Revenues from home warranty products are recognized over the life of the policy, which is primarily one year. The unrecognized portion is recorded as deferred revenue in Accounts payable and other accrued liabilities in the unaudited Condensed Consolidated Balance Sheets. During the three months and six months ended June 30, 2023, we recognized $38 million and $59 million of revenue, respectively, which was included in deferred revenue at the beginning of the respective period.
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Note K —Value of Business Acquired, Deferred Acquisition Costs and Deferred Sales Inducements
The following table reconciles to Other intangible assets, net, on the unaudited Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022.
June 30, 2023December 31, 2022
(In millions)
Customer relationships and contracts$209 $202 
VOBA1,529 $1,615 
DAC1,856 1,411 
DSI258 200 
Value of distribution asset93 100 
Computer software280 196 
Definite lived trademarks, tradenames, and other32 27 
Indefinite lived tradenames and other60 60 
Total Other intangible assets, net$4,317 $3,811 
The following tables roll forward VOBA by product for the six months ended June 30, 2023 and June 30, 2022.
FIAFixed Rate AnnuitiesImmediate AnnuitiesUniversal LifeTraditional LifeTotal
(In millions)
Balance at January 1, 2023$1,166 $32 $201 $143 $73 $1,615 
Amortization(71)(3)(6)(4)(2)(86)
Balance at June 30, 2023$1,095 $29 $195 $139 $71 $1,529 
FIAFixed Rate AnnuitiesImmediate AnnuitiesUniversal LifeTraditional LifeTotal
(In millions)
Balance at January 1, 2022$1,314 $39 $212 $153 $25 $1,743 
Amortization(76)(3)(6)(5)(1)(91)
Shadow Premium Deficiency Testing (“PDT”)— — — — 52 52 
Balance at June 30, 2022$1,238 $36 $206 $148 $76 $1,704 

VOBA amortization expense of $86 million and $91 million was recorded in Depreciation and amortization on the unaudited Condensed Consolidated Statements of Earnings for the six months ended June 30, 2023 and June 30, 2022, respectively.
The following table presents a reconciliation of VOBA to the table above, which is included in Other intangible assets, net in the unaudited Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022:
June 30, 2023December 31, 2022
(In millions)
FIA$1,095 $1,166 
Fixed Rate Annuities29 32 
Immediate Annuities195 201 
Universal Life139 143 
Traditional Life71 73 
Total$1,529 $1,615 

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The following tables roll forward DAC by product for the six months ended June 30, 2023 and June 30, 2022.
FIAFixed Rate AnnuitiesUniversal LifeTotal (a)
(In millions)
Balance at January 1, 2023$971 $83 $348 $1,402 
Capitalization249 91 109 449 
Amortization(47)(20)(16)(83)
Reinsurance related adjustments— 79 — 79 
Balance at June 30, 2023$1,173 $233 $441 $1,847 
FIAFixed Rate AnnuitiesUniversal LifeTotal (a)
(In millions)
Balance at January 1, 2022$564 $38 $173 $775 
Capitalization216 25 91 332 
Amortization(29)(4)(9)(42)
Balance at June 30, 2022$751 $59 $255 $1,065 
(a) Excludes insignificant amounts of DAC related to Funding Agreement Backed Note (“FABN”)
DAC amortization expense of $83 million and $42 million was recorded in Depreciation and amortization on the unaudited Condensed Consolidated Statements of Earnings for the six months ended June 30, 2023 and June 30, 2022, respectively.
The following table presents a reconciliation of DAC to the table above, which is included in Other intangible assets, net in the unaudited Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022:
June 30, 2023December 31, 2022
(In millions)
FIA$1,173 $971 
Fixed Rate Annuities233 83 
Universal Life441 348 
Funding Agreements9 9 
Total$1,856 $1,411 
The following tables roll forward DSI for the six months ended June 30, 2023 and June 30, 2022:
FIATotal
(In millions)
Balance at January 1, 2023$200 $200 
Capitalization68 68 
Amortization(10)(10)
Balance at June 30, 2023$258 $258 
FIATotal
(In millions)
Balance at January 1, 2022$127 $127 
Capitalization38 38 
Amortization(6)(6)
Balance at June 30, 2022$159 $159 
DSI amortization expense of $10 million and $6 million was recorded in Depreciation and amortization on the unaudited Condensed Consolidated Statements of Earnings for the six months ended June 30, 2023 and June 30, 2022, respectively.
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The following table presents a reconciliation of DSI to the table above, which is included in Other intangible assets, net in the unaudited Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022:
June 30, 2023December 31, 2022
(In millions)
FIA$258 $200 
Total$258 $200 
The cash flow assumptions used to amortize VOBA and DAC were consistent with the assumptions used to estimate the FPB for life contingent immediate annuity and PRT contracts, and will be reviewed and unlocked, if applicable, in the same period as those balances. For nonparticipating traditional life contracts, the VOBA amortization is straight-line, without the use of cash flow assumptions. For FIA contracts, the cash flow assumptions used to amortize VOBA, DAC, and DSI were consistent with the assumptions used to estimate the value of the embedded derivative and MRBs, and will be reviewed and unlocked, if applicable, in the same period as those balances. For fixed rate annuities and IUL the cash flow assumptions used to amortize VOBA, DAC and DSI reflect the company’s best estimates for policyholder behavior, consistent with the development of assumptions for FIA, immediate annuity, and PRT.
We review cash flow assumptions annually, generally in the third quarter. In 2022, F&G undertook a review of all significant assumptions and revised GMWB utilization for our deferred annuity contracts (FIA and fixed rate annuities) to reflect internal and industry experience in the first several contract years.
For the in-force liabilities as of June 30, 2023, the estimated amortization expense for VOBA in future fiscal periods is as follows:
Estimated Amortization Expense
Fiscal Year(In millions)
2023$80 
2024151 
2025139 
2026128 
2027117 
Thereafter914 

Note L — F&G Reinsurance
F&G reinsures portions of its policy risks with other insurance companies. The use of indemnity reinsurance does not discharge an insurer from liability on the insurance ceded. The insurer is required to pay in full the amount of its insurance liability regardless of whether it is entitled to or able to receive payment from the reinsurer. The portion of risks exceeding the Company's retention limit is reinsured. The Company primarily seeks reinsurance coverage in order to limit its exposure to mortality losses and enhance capital management. The Company follows reinsurance accounting when there is adequate risk transfer or deposit accounting if there is inadequate risk transfer. If the underlying policy being reinsured is an investment contract, the effects of the agreement are accounted for as a separate investment contract.
The effects of reinsurance on net premiums earned and net benefits incurred (benefits paid total consideration,and reserve changes) for the three and six months ended June 30, 2023 and June 30, 2022 were as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
Net Premiums EarnedNet Benefits IncurredNet Premiums EarnedNet Benefits IncurredNet Premiums EarnedNet Benefits IncurredNet Premiums EarnedNet Benefits Incurred
(In millions)
Direct$510 $862 $39 $204 $811 $1,734 $606 $709 
Ceded(27)(45)(35)(581)(53)(105)(67)(883)
   Net$483 $817 $4 $(377)$758 $1,629 $539 $(174)
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Amounts payable or recoverable for reinsurance on paid and unpaid claims are not subject to periodic or maximum limits. F&G did not write off any significant reinsurance balances during the three and six months ended June 30, 2023 and June 30, 2022. F&G did not commute any ceded reinsurance treaties during the three and six months ended June 30, 2023 and June 30, 2022.
F&G estimates expected credit losses on reinsurance recoverables using a probability of default/loss given default model. Significant inputs to the model include the reinsurer's credit risk, expected timing of recovery, industry-wide historical default experience, senior unsecured bond recovery rates, and credit enhancement features. The expected credit loss reserves were as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Balance at Beginning of Period$(10)$(20)$(10)$(20)
Changes in the expected credit loss reserve1 1 1 1 
Balance at End of Period$(9)$(19)$(9)$(19)
No policies issued by F&G have been reinsured with any foreign company, which is controlled, either directly or indirectly, by a party not primarily engaged in the business of insurance.
F&G has not entered into any reinsurance agreements in which the reinsurer may unilaterally cancel any reinsurance for reasons other than non-payment of premiums or other similar credit issues.
Aspida Reinsurance Transaction. F&G executed a Funds Withheld Coinsurance Agreement with Aspida Re, a Bermuda reinsurer. In accordance with the terms of this agreement, F&G cedes to the reinsurer, on a fifty percent (50%) funds withheld coinsurance basis, certain multiyear guaranteed annuity business written effective January 1, 2021. The agreement was originally executed January 15, 2021 and amended in August 2021 and September 2022. For reinsured policies issued prior to September 1, 2022, the policies are ceded on a fifty percent (50%) quota share basis.  For reinsured policies issued on or after September 1, 2022, the policies are ceded on a seventy-five percent (75%) quota share basis, capped at $350 million cession per month. For the month of March 2023 only, the premiums cap increased to $450 million. As the policies ceded to Aspida are investment contracts, there is no significant insurance risk present and; therefore, the effects of this agreement are accounted for as a separate investment contract.
There have been no other significant changes to reinsurance contracts for the three and six months ended June 30, 2023.
Concentration of Reinsurance Risk
The Company has a significant concentration of reinsurance risk with third party reinsurers, Aspida Re, Wilton Reassurance Company (“Wilton Re”), and Somerset that could have a material impact on our financial position in the event that any of these reinsurers fails to perform its obligations under the various reinsurance treaties. Aspida Re has an A- issuer credit rating from AM Best as of June 30, 2023, and the risk of non-performance is further mitigated through the funds withheld arrangement. Wilton Re has an A+ issuer credit rating from AM Best and an A issuer credit rating from Fitch as of June 30, 2023. Somerset has an A- issuer credit rating from AM Best and a BBB+ issuer credit rating from S&P as of June 30, 2023, and the risk of non-performance is further mitigated through the funds withheld arrangement. On June 30, 2023, the net amounts recoverable from Aspida Re, Wilton Re, and Somerset were $4,857 million, $1,157 million, and $543 million, respectively. We monitor both the financial condition of individual reinsurers and risk concentration arising from similar activities and economic characteristics of reinsurers to attempt to reduce the risk of default by such reinsurers. We believe that all amounts due from Aspida Re, Wilton Re, and Somerset for periodic treaty settlements are collectible as of June 30, 2023.
There have been no other material changes in the reinsurance and the intercompany reinsurance agreements described in our Form 10-K for the year ended December 31, 2022.
Note M — F&G Insurance Subsidiary Financial Information and Regulatory Matters
Our U.S. insurance subsidiaries, Fidelity & Guaranty Life Insurance Company ("FGL Insurance"), Fidelity & Guaranty Life Insurance Company of New York ("FGL NY Insurance"), and Raven Reinsurance Company ("Raven Re"), file financial statements with state insurance regulatory authorities and the National Association of Insurance Commissioners (“NAIC”) that are prepared in accordance with Statutory Accounting Principles (“SAP”) prescribed or permitted by such authorities, which may vary materially from GAAP. Prescribed SAP includes the Accounting Practices and Procedures Manual of the NAIC as well as state laws, regulations and administrative rules. Permitted SAP encompasses all accounting practices not so prescribed.
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The principal differences between SAP financial statements and financial statements prepared in accordance with GAAP are that SAP financial statements do not reflect VOBA, DAC, and DSI, some bond portfolios may be carried at amortized cost, assets and liabilities are presented net of cashreinsurance, contractholder liabilities are generally valued using more conservative assumptions and certain assets are non-admitted. Accordingly, SAP operating results and SAP capital and surplus may differ substantially from amounts reported in the GAAP basis financial statements for comparable items.
F&G Cayman Re Ltd and F&G Life Re Ltd (Bermuda) file financial statements with their respective regulators that are based on U.S. GAAP.
FGL Insurance applies Iowa-prescribed accounting practices that permit Iowa-domiciled insurers to report equity call options used to economically hedge FIA index credits at amortized cost for statutory accounting purposes and to calculate FIA statutory reserves such that index credit returns will be included in the reserve only after crediting to the annuity contract. Effective October 1, 2022, the Company incorporated IUL products under these Iowa-prescribed accounting practices.This resulted in a $202 million and $152 million decrease to statutory capital and surplus at June 30, 2023 and December 31, 2022, respectively.
Based on a permitted practice received from the Iowa Insurance Department, FGL Insurance carries one of $93its limited partnership interests which qualifies for accounting under SSAP No. 48, “Investments in Joint Ventures, Partnerships and Limited Liability Companies” on a net asset value per share basis. This is a departure from SSAP No. 48 which requires such investments to be carried based on the investees underlying U.S. GAAP equity (prior to any impairment considerations). This resulted in a $15 million and $13 million increase to statutory capital and surplus at June 30, 2023 and December 31, 2022, respectively.
FGL Insurance’s statutory carrying value of Raven Re reflects the effect of permitted practices Raven Re received to treat the available amount of a letter of credit as an admitted asset, which increased Raven Re’s statutory capital and surplus by $200 million and $200 million at June 30, 2023 and December 31, 2022, respectively.
Raven Re is also permitted to follow Iowa prescribed statutory accounting practice for its reserves on reinsurance assumed from FGL Insurance. Without such permitted statutory accounting practices, Raven Re’s statutory capital and surplus (deficit) and its risk-based capital would fall below the minimum regulatory requirements. The letter of credit facility is collateralized by NAIC 1 rated debt securities. If the permitted practice was revoked, the letter of credit could be replaced by the collateral assets with Nomura’s consent. FGL Insurance’s statutory carrying value of Raven Re was $107 million and $121 million at June 30, 2023 and December 31, 2022, respectively.
As of June 30, 2023, FGL NY Insurance did not follow any prescribed or permitted statutory accounting practices that differ from the NAIC's statutory accounting practices.
The prescribed and permitted statutory accounting practices have no impact on our unaudited Condensed Consolidated Financial Statements, which are prepared in accordance with GAAP.

Note N — Acquisitions

TitlePoint
On January 1, 2023, we completed our previously announced acquisition of TitlePoint for $224 million in exchangecash, subject to a customary working capital adjustment.
The acquisition was accounted for 90% of the equity interests of Title Guaranty. The total cash consideration paid was as follows (in millions):
Cash paid$98
Less: Cash Acquired(5)
Total net consideration paid$93
a business combination under FASB Accounting Standards Codification Topic 805, Business Combinations ("Topic 805"). The purchase price has been initially allocated to Title Guaranty'sTitlePoint's assets acquired and liabilities assumed based on our best estimates of their fair values as of the acquisition date. Goodwill has been recorded based on the amount that the purchase price exceeds the fair value of the net assets acquired. Goodwill consists primarily of intangible assets that do not qualify for separate recognition. The goodwill recorded is expected to be deductible for tax purposes. These estimates are preliminary and subject to adjustments asIn connection with the acquisition, we complete our valuation process with respect to all acquired assets and assumed liabilities and noncontrolling interests.
The following table summarizes the total purchase price consideration and therecorded preliminary fair value amounts recognizedestimates for thegoodwill, other intangible assets acquired and liabilities assumedother assets of $146 million, $73 million and $5 million, respectively, as of the acquisition date (in millions):June 30, 2023.






55
 Fair Value
Accounts receivable$1
Property and equipment4
Other intangible assets60
Goodwill40
Title plant3
Prepaid expenses and other1
Total assets acquired109
  
Accounts payable and accrued liabilities5
Total liabilities assumed5
Non-controlling interests assumed11
Total liabilities and equity assumed16
  
Net assets acquired$93
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The gross carrying value and weighted average estimated useful lives of Property and equipment and Other intangible assets acquired in the Title GuarantyTitlePoint acquisition consist of the following (dollars in millions):following:
Gross Carrying ValueWeighted Average
Estimated Useful Life
(in years)
Other intangible assets:(In millions)
Customer relationships$9 10
Trade name4 10
Software60 7
Total Other intangible assets$73 
 Gross Carrying Value 
Weighted Average
Estimated Useful Life
(in years)
Property and equipment$4
 5
Other intangible assets:   
Customer relationships52
 10
Trade name7
 10
Non-compete agreements1
 5
Total Other intangible assets60
  
Total$64
  
AllFirst
FNF Group Corporate and Other
Commissions, Inc.
On August 23, 2016, FNF Group completed its acquisition9, 2022, we acquired approximately 74% of Commissions, Inc.the outstanding equity of AllFirst Title Insurance Agency ("CINC"AllFirst"), a leading provider of web-based real estate marketing and customer relationship management software for elite Realtors® and agent teams across North America, for $229 million. CINC’s product offerings include software, marketing and services designed to enhance the productivity and

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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continued

sales results of elite Realtors® and agent teams through lead generation and proactive lead management. CINC's financial position and results of operations from the acquisition date are included in our Core Corporate and Other segment.
FNF Group paid total consideration, net of cash received, of $229approximately $130 million in exchange for 95%cash consideration. On December 19, 2022, we purchased an additional 6% of the outstanding equity interests of CINC. AllFirst for approximately $10 million in cash consideration.

The total consideration paidacquisition was accounted for as follows (in millions):
Cash paid$240
Less: Cash Acquired(11)
Total net consideration paid$229
a business combination under Topic 805. The purchase price has been allocated to CINC'sAllFirst's assets acquired and liabilities assumed based on our best estimates of their fair values as of the acquisition date. Goodwill has been recorded based on the amount that the purchase price exceeds the fair value of the net assets acquired.
Goodwill consists primarily of intangible assets that do not qualify for separate recognition. The following table summarizes the total purchase price consideration andgoodwill recorded is expected to be deductible for tax purposes. We completed our assessment of the fair value amounts recognized for theof assets acquired and liabilities assumed within the one-year period from the date of the acquisition. We recorded fair value amounts as of the acquisition date (in millions):for goodwill, other intangibles, other assets, other liabilities and non-controlling interest of $104 million, $55 million, $40 million, $18 million and $46 million, respectively.
 Fair Value
Computer software$25
Other intangible assets45
Goodwill181
Total assets acquired251
  
Accounts payable and accrued liabilities8
Deferred tax liability3
Total liabilities assumed11
  
Non-controlling interests11
Total liabilities and equity assumed22
  
Net assets acquired$229

The gross carrying value and weighted average estimated useful lives of Computer software and Other intangible assets acquired in the CINCAllFirst acquisition consist of the following (dollars in millions):following:
Gross Carrying ValueWeighted Average
Estimated Useful Life
(in years)
Other intangible assets:(In millions)
Customer relationships$46 10
Trade name7 10
Non-compete agreements1 5
Software1 2
Total Other intangible assets$55 

Note O — Notes Payable
Notes payable consists of the following:
 June 30, 2023December 31, 2022
 (In millions)
4.50% Notes, net of discount$445 $445 
3.40% Notes, net of discount644 644 
2.45% Notes, net of discount594 594 
3.20% Notes, net of discount444 444 
Revolving Credit Facility(2)(3)
F&G Credit Agreement511 547 
7.40% F&G Notes495 — 
5.50% F&G Notes565 567 
 $3,696 $3,238 
On January 13, 2023, F&G completed its issuance and sale of $500 million aggregate amount of its 7.40% F&G Notes, pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. The 7.40% F&G Notes are the senior
56
 Gross Carrying Value 
Weighted Average
Estimated Useful Life
(in years)
Computer software$25
 3
Other intangible assets:   
Customer relationships35
 10
Trade name8
 10
Non-compete agreements2
 4
Total Other intangible assets45
  
Total$70
  






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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continuedContents

unsecured, unsubordinated obligations of F&G and are guaranteed on an unsecured, unsubordinated basis by each of F&G's subsidiaries that are guarantors of its obligations under the F&G Credit Agreement (the “Guarantors”). The interest rate payable on the 7.40% F&G Notes will be subject to adjustment from time to time if either S&P or Fitch (or a substitute rating agency therefor) downgrades (or downgrades and subsequently upgrades) the credit ratings assigned to the 7.40% F&G Notes. F&G intends to use the net proceeds from the offering for general corporate purposes, including to support the growth of assets under management and for F&G's future liquidity requirements.
For comparative purposes, selected unaudited pro-forma consolidated resultsOn November 22, 2022, F&G entered into a Credit Agreement (the "F&G Credit Agreement") with certain lenders (the "Lenders") and Bank of operationsAmerica, N.A. as administrative agent (the "Administrative Agent"), swing line lender and issuing bank, pursuant to which the Lenders have made available to F&G an unsecured revolving credit facility (the "F&G Credit Facility") in an aggregate principal amount of FNF$550 million to be used for working capital and general corporate purposes.

The F&G Credit Agreement matures the earlier to occur of November 22, 2025 or 91 days prior to May 1, 2025, the stated maturity date of the 5.50% F&G Notes, unless the principal amount of the 5.50% F&G Notes is $150 million or less at such time, the 5.50% F&G Notes have been redeemed or defeased in full, and any refinancing Indebtedness incurred in connection therewith matures at least 91 days after the date that is 3 years from the Effective Date, as defined in the F&G Credit Agreement, or certain other conditions are met. Revolving loans under the F&G Credit Agreement generally bear interest at a variable rate based on either (i) the base rate (which is the highest of (a) one-half of one percent in excess of the federal funds rate, (b) the Administrative Agent’s “prime rate”, or (c) the sum of one percent plus Term The Secured Overnight Financing Rate (“SOFR”) plus a margin of between 30.0 and 80.0 basis points depending on the non-credit-enhanced, senior unsecured long-term debt ratings of F&G or (ii) Term SOFR plus a margin of between 130.0 and 180.0 basis points depending on the non-credit-enhanced, senior unsecured long-term debt ratings of F&G. On February 21, 2023, F&G amended F&G Credit Agreement with the Lenders and the Administrative Agent, swing line lender and issuing bank. The amendment to the F&G Credit Agreement increased the aggregate principal amount of commitments under the F&G Credit Facility by $115 million to $665 million.

On September 17, 2021, we completed our underwritten public offering of $450 million aggregate principal amount of our 3.20% Notes, pursuant to our registration statement on Form S-3 ASR (File No. 333-239002) and the related prospectus supplement. The net proceeds from the registered offering of the 3.20% Notes were approximately $443 million, after deducting underwriting discounts, commissions and offering expenses. We plan to use the net proceeds from the offering for general corporate purposes.

On October 29, 2020, we entered into the Fifth Restated Credit Agreement for our Amended Revolving Credit Facility with Bank of America, N.A., as administrative agent and the other agents party thereto. Among other changes, the Fifth Restated Credit Agreement amends the Fourth Restated Credit Agreement to extend the maturity date from April 27, 2022 to October 29, 2025. The material terms of the Fourth Restated Credit Agreement are set forth in our Annual Report on Form 10-K for the threeyear ended December 31, 2019. As of June 30, 2023, there was no principal outstanding, $2 million of unamortized debt issuance costs, and nine months ended$800 million of available borrowing capacity under the Revolving Credit Facility.
On September 30, 2016 are presented below. Pro-forma results presented assume15, 2020, we completed our underwritten public offering of $600 million aggregate principal amount of our 2.45% Notes due March 15, 2031 (the "2.45% Notes") pursuant to an effective registration statement filed with the consolidation of CINC occurred asSEC. The net proceeds from the registered offering of the beginning2.45% Notes were approximately $593 million, after deducting underwriting discounts and commissions and offering expenses. We used the net proceeds from the offering (i) to repay all our $260 million outstanding indebtedness under the Term Loan, and (ii) for general corporate purposes.
On June 12, 2020, we completed our underwritten public offering of $650 million aggregate principal amount of the 2016 period. Amounts reflect our 95% ownership interest in CINC3.40% Notes due June 15, 2030 (the “3.40% Notes”) pursuant to an effective registration statement filed with the SEC. The net proceeds from the registered offering of the 3.40% Notes were approximately $642 million, after deducting underwriting discounts, and are adjustedcommissions and offering expenses. We used the net proceeds from the offering (i) to exclude costs directly attributable torepay $640 million of the acquisition of CINC, including transaction costs.outstanding principal amount under the Term Loan, and (ii) for general corporate purposes.
  Three months ended September 30, Nine months ended September 30,
  2016 2016
Total revenues $2,274
 $6,359
Net earnings attributable to Fidelity National Financial, Inc. common shareholders 159
 432
Note K.      Discontinued Operations
Black Knight
AsOn June 1, 2020, as a result of the BK DistributionF&G acquisition, we have reclassifiedassumed $550 million aggregate principal amount of 5.50% senior notes due 2025 (the "5.50% F&G Notes"), originally issued on April 20, 2018 at 99.5% of face value for proceeds of $547 million.
On August 13, 2018, we completed an offering of $450 million in aggregate principal amount of 4.50% notes due August 2028 (the "4.50% Notes"), pursuant to Rule 144A and Regulation S under the assetsSecurities Act of 1933, as amended. The 4.50% Notes were priced at 99.252% of par to yield 4.594% annual interest. We pay interest on the 4.50% Notes semi-annually on the 15th of February and liabilities divestedAugust, beginning February 15, 2019. The 4.50% Notes contain customary covenants and events of default for investment grade public debt, which primarily relate to failure to make principal or interest payments. On May 16,
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2019, we completed an offering to exchange the 4.50% Notes for substantially identical notes registered pursuant to Rule 424 under the Securities Act of 1933 (the "4.50% Notes Exchange"). There were no material changes to the terms of the 4.50% Notes as assetsa result of the 4.50% Notes Exchange and liabilitiesall holders of discontinued operationsthe 4.50% Notes accepted the offer to exchange.
Gross principal maturities of notes payable at June 30, 2023 are as follows:
(In millions)
2023 (remaining)$511 
2024— 
2025550 
2026— 
2027— 
Thereafter2,650 
 $3,711 

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Note P — Market Risk Benefits
The following table presents the balances of and changes in ourMRBs associated with FIAs and fixed rate annuities for the six months ended June 30, 2023 and the years ended December 31, 2022 and December 31, 2021:
June 30, 2023December 31, 2022December 31, 2021
FIAFixed rate annuitiesFIAFixed rate annuitiesFIAFixed rate annuities
(Dollars in millions)
Balance, beginning of period$164 $1 $426 $2 $478 $1 
Balance, beginning of period, before effect of changes in the instrument-specific credit risk$102 $1 $280 $1 $320 $1 
Issuances and benefit payments(8)— (21)— (9)— 
Attributed fees collected and interest accrual68 — 107 1 99 1 
Actual policyholder behavior different from expected11 — 43 — (22)— 
Changes in assumptions and other1 — (76)— — — 
Effects of market related movements(38)— (231)(1)(108)(1)
Balance, end of period, before effect of changes in the instrument-specific credit risk$136 $1 $102 $1 $280 $1 
Effect of changes in the instrument-specific credit risk58 — 62 — 146 1 
Balance, end of period$194 $1 $164 $1 $426 $2 
Weighted-average attained age of policyholders weighted by total AV (years)68.4172.6768.5972.8868.9573.10
Net amount at risk$1,006 $3 $952 $3 $1,304 $4 

The following table reconciles MRBs by amounts in an asset position and amounts in a liability position to the MRB amounts in the accompanying unaudited Condensed Consolidated Balance SheetSheets:
June 30, 2023December 31, 2022December 31, 2021
AssetLiabilityNetAssetLiabilityNetAssetLiabilityNet
(In millions)
FIA$118 $312 $194 $117 $281 $164 $41 $467 $426 
Fixed rate annuities— 1 1 — 1 1 — 2 2 
Total$118 $313 $195 $117 $282 $165 $41 $469 $428 

For the six months ended June 30, 2023, the following notable changes were made to the inputs to the fair value estimates of MRB calculations:

•Risk-free rates increased slightly, leading to a decrease in the MRB associated with FIA and fixed rate annuities.

•Increases in the equity market related projections resulted in a decrease in the net amount at risk associated with FIAs, leading to a decrease in the value of the associated MRBs.

•F&G’s credit spread increased slightly, leading to a corresponding decrease in the MRBs associated with both FIA and fixed rate annuities.

In 2022, the following notable changes were made to the inputs to the fair value estimates of MRB calculations:

•Risk-free rates increased significantly, leading to a decrease in the MRBs associated with both FIA and fixed rate annuities.

•Decreases in the equity markets resulted in an increase in the net amount at risk associated with FIAs, leading to an increase in the value of the associated MRBs.

•Volatility indices increased, leading to an increase in the MRBs associated with FIAs.

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•Cash flow assumptions for mortality and full and partial surrenders were unchanged during the annual third quarter review. The GMWB utilization assumption was revised in the second quarter of 2022 to reflect additional internal and industry experience for the first several contract years. This assumption update led to a decrease in the MRBs.

•F&G’s credit spread increased during the year, leading to a corresponding decrease in the MRBs value. Credit spreads on the block of business remain lower than the at-issue or at-purchase credit spreads, but the level has decreased since the beginning of 2022.

In 2021, the following notable changes were made to the inputs to the fair value estimates of MRB calculations:

•    Risk-free rates increased moderately, leading to a decrease in the MRBs associated with both FIA and fixed
rate annuities.

•Increases in the equity markets resulted in a decrease in the net amount at risk associated with FIA and fixed rate annuities, leading to a decrease in the value of the associated MRBs.


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Note Q — Contractholder Funds
The following tables summarize balances of and changes in contractholder funds’ account balances:
June 30, 2023
FIAFixed rate annuitiesUniversal LifeFABN (b)FHLB (b)
(Dollars in millions)
Balance, beginning of year$24,766 $9,358 $2,112 $2,613 $1,982 
     Issuances2,415 2,584 99 — 456 
     Premiums received52 1 180 — — 
     Policy charges (a)(87)— (124)— — 
     Surrenders and withdrawals(876)(520)(45)— — 
     Benefit payments(254)(118)(16)(27)(323)
     Interest credited69 179 20 27 25 
     Other23 (1)— — 3 
Balance, end of year$26,108 $11,483 $2,226 $2,613 $2,143 
Embedded derivative adjustment (c)98 — 73 — — 
Gross Liability, end of period$26,206 $11,483 $2,299 $2,613 $2,143 
Less: Reinsurance(17)(5,431)(924)— — 
Net Liability, after Reinsurance$26,189 $6,052 $1,375 $2,613 $2,143 
Weighted-average crediting rate1.10 %7.07 %3.85 %N/AN/A
Net amount at risk (d)N/AN/A53,401 N/AN/A
Cash surrender value24,337 10,707 1,760 N/AN/A
(a) Contracts included in the contractholder funds are generally charged a premium and/or monthly assessments on the basis of the account balance.
(b) FABN and FHLB are considered funding agreements that are investment contracts which follow the interest method of accounting, and therefore are not subject to ASU 2018-12 disclosure requirements. However, the Company has elected to present the liability for these agreements within the disaggregated roll forward as we believe it will provide meaningful information for users of December 31, 2016.  Further, the financial resultsfinancials.
(c) The embedded derivative adjustment reconciles the account balance to the gross GAAP liability and represents the combination of Black Knight havethe host contract and the fair value of the embedded derivatives.
(d) For those guarantees of benefits that are payable in the event of death, the net amount at risk is generally defined as the current guaranteed minimum death benefit in excess of the current account balance at the balance sheet date.
December 31, 2022
FIAFixed rate annuitiesUniversal LifeFABN (b)FHLB (b)
(Dollars in millions)
Balance, beginning of year21,997 6,367 1,907 1,904 1,543 
     Issuances4,462 3,758 167 700 1,192 
     Premiums received106 3 295 — — 
     Policy charges (a)(166)(1)(209)— — 
     Surrenders and withdrawals(1,322)(797)(74)— — 
     Benefit payments(485)(192)(22)(35)(789)
     Interest credited198 220 48 45 36 
     Other(24)— — (1)— 
Balance, end of year$24,766 $9,358 $2,112 $2,613 $1,982 
Embedded derivative adjustment (c)(343)— 15 — — 
Gross Liability, end of period$24,423 $9,358 $2,127 $2,613 $1,982 
Less: Reinsurance(17)(3,723)(947)— — 
Net Liability, after Reinsurance$24,406 $5,635 $1,180 $2,613 $1,982 
Weighted-average crediting rate0.85 %2.84 %2.39 %N/AN/A
Net amount at risk (d)N/AN/A53,348 N/AN/A
Cash surrender value188 5,992 1,698 N/AN/A
(a) Contracts included in the contractholder funds are generally charged a premium and/or monthly assessments on the basis of the account balance.
(b) FABN and FHLB are considered funding agreements that are investment contracts which follow the interest method of accounting, and therefore are not subject to ASU 2018-12 disclosure requirements. However, the Company has elected to present the liability for these agreements within the disaggregated roll forward as we believe it will provide meaningful information for users of the financials.
(c) The embedded derivative adjustment reconciles the account balance to the gross GAAP liability and represents the combination of the host contract and the fair value of the embedded derivatives.
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(d) For those guarantees of benefits that are payable in the event of death, the net amount at risk is generally defined as the current guaranteed minimum death benefit in excess of the current account balance at the balance sheet date.
December 31, 2021
FIAFixed rate annuitiesUniversal LifeFABN (b)FHLB (b)
(Dollars in millions)
Balance, beginning of year$18,703 $5,142 $1,696 $— $1,203 
     Issuances4,400 1,743 114 1,899 759 
     Premiums received103 3 233 — — 
     Policy charges (a)(148)(1)(167)— — 
     Surrenders and withdrawals(1,303)(543)(68)— — 
     Benefit payments(440)(145)(19)(7)(447)
     Interest credited686 167 118 12 30 
     Other(4)1 — — (2)
Balance, end of year$21,997 $6,367 $1,907 $1,904 $1,543 
Embedded derivative adjustment (c)603 — 74 — — 
Gross Liability, end of period$22,600 $6,367 $1,981 $1,904 $1,543 
Less: Reinsurance(17)(1,692)(984)— — 
Net Liability, after Reinsurance$22,583 $4,675 $997 $1,904 $1,543 
Weighted-average crediting rate3.43 %2.94 %6.77 %N/AN/A
Net amount at risk (d)N/AN/A41,326 N/AN/A
Cash surrender value20,455 5,992 1,572 N/AN/A
(a) Contracts included in the contractholder funds are generally charged a premium and/or monthly assessments on the basis of the account balance.
(b) FABN and FHLB are considered funding agreements that are investment contracts which follow the interest method of accounting, and therefore are not subject to ASU 2018-12 disclosure requirements. However, the Company has elected to present the liability for these agreements within the disaggregated roll forward as we believe it will provide meaningful information for users of the financials.
(c) The embedded derivative adjustment reconciles the account balance to the gross GAAP liability and represents the combination of the host contract and the fair value of the embedded derivatives.
(d) For those guarantees of benefits that are payable in the event of death, the net amount at risk is generally defined as the current guaranteed minimum death benefit in excess of the current account balance at the balance sheet date.
The following table reconciles contractholder funds’ account balances to the contractholder funds liability in the accompanying unaudited Condensed Consolidated Balance Sheets:
June 30, 2023December 31, 2022December 31, 2021
(In millions)
FIA$26,206 $24,423 $22,600 
Fixed rate annuities11,483 9,358 6,367 
Immediate annuities317 332 352 
Universal life2,299 2,127 1,981 
Traditional life5 5 5 
Funding Agreement-FABN2,613 2,613 1,904 
FHLB2,143 1,982 1,543 
PRT4 3 1 
Total$45,070 $40,843 $34,753 




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The following tables present the account values by range of guaranteed minimum crediting rates and the related range of difference, in basis points, between rates being credited to policyholders and the respective guaranteed minimums:
June 30, 2023
At Guaranteed Minimum 1 Basis Point-50 Basis Points Above51 Basis Points-150 Basis Points Above Greater Than 150 Basis Points Above Total
FIA(In millions)
0.00%-1.50%$23,749 $796 $403 $663 $25,611 
1.51%-2.50%141 — 1 — 142 
Greater than 2.50%353 — 2 — 355 
Total$24,243 $796 $406 $663 $26,108 
Fixed Rate Annuities
0.00%-1.50%$17 $30 $1,838 $8,287 $10,172 
1.51%-2.50%8 13 28 313 362 
Greater than 2.50%934 3 4 8 949 
Total$959 $46 $1,870 $8,608 $11,483 
Universal Life
0.00%-1.50%$1,822 $4 $— $18 $1,844 
1.51%-2.50%— — — — — 
Greater than 2.50%346 35 1 — 382 
Total$2,168 $39 $1 $18 $2,226 
December 31, 2022
At Guaranteed Minimum 1 Basis Point-50 Basis Points Above51 Basis Points-150 Basis Points Above Greater Than 150 Basis Points Above Total
FIA(In millions)
0.00%-1.50%$22,848 $801 $410 $151 $24,210 
1.51%-2.50%162 — 1 — 163 
Greater than 2.50%390 — 3 — 393 
Total$23,400 $801 $414 $151 $24,766 
Fixed Rate Annuities
0.00%-1.50%$10 $32 $1,871 $6,379 $8,292 
1.51%-2.50%9 14 30 1 54 
Greater than 2.50%997 4 4 7 1,012 
Total$1,016 $50 $1,905 $6,387 $9,358 
Universal Life
0.00%-1.50%$1,701 $3 $— $17 $1,721 
1.51%-2.50%— — — — — 
Greater than 2.50%346 44 1 — 391 
Total$2,047 $47 $1 $17 $2,112 
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December 31, 2021
At Guaranteed Minimum 1 Basis Point-50 Basis Points Above51 Basis Points-150 Basis Points Above Greater Than 150 Basis Points Above Total
FIA(In millions)
0.00%-1.50%$20,162 $803 $388 $— $21,353 
1.51%-2.50%171 11 25 — 207 
Greater than 2.50%431 3 3 — 437 
Total$20,764 $817 $416 $— $21,997 
Fixed Rate Annuities
0.00%-1.50%$2 $28 $1,928 $3,219 $5,177 
1.51%-2.50%9 15 37 1 62 
Greater than 2.50%954 142 25 7 1,128 
Total$965 $185 $1,990 $3,227 $6,367 
Universal Life
0.00%-1.50%$1,486 $2 $— $13 $1,501 
1.51%-2.50%— — — — — 
Greater than 2.50%359 46 1 — 406 
Total$1,845 $48 $1 $13 $1,907 


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Note R — Future Policy Benefits
The following table summarizes balances and changes in the present value of expected net premiums and the present value of the expected FPB for nonparticipating traditional contracts:
June 30, 2023December 31, 2022December 31, 2021
Expected net premiums(Dollars in millions)
Balance, beginning of year$797 $1,020 $1,152 
Beginning balance of original discount rate974 1,045 1,131 
     Effect of actual variances from expected experience7 33 25 
Balance adjusted for variances from expectation981 1,078 1,156 
     Interest accrual9 20 22 
     Net premiums collected(60)(124)(133)
Ending Balance at original discount rate930 974 1,045 
     Effect of changes in discount rate assumptions(167)(177)(25)
Balance, end of year$763 $797 $1,020 
Expected FPB
Balance, beginning of year$2,151 $2,772 $3,105 
Beginning balance of original discount rate2,665 2,806 2,995 
     Effect of actual variances from expected experience(9)13 (14)
Balance adjusted for variances from expectation$2,656 $2,819 $2,981 
     Interest accrual28 59 62 
     Benefits payments(99)(213)(237)
Ending Balance at original discount rate$2,585 $2,665 $2,806 
     Effect of changes in discount rate assumptions(474)(514)(34)
Balance, end of year$2,111 $2,151 $2,772 
Net liability for future policy benefits$1,348 $1,354 $1,752 
Less: Reinsurance recoverable587 612 749 
Net liability for future policy benefits, after reinsurance recoverable$761 $742 $1,003 
Weighted-average duration of liability for future policyholder benefits (years)7.367.588.54


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The following tables summarize balances and changes in the present value of the expected FPB for limited-payment contracts:
June 30, 2023
Immediate annuitiesPRT
(Dollars in millions)
Balance, beginning of year$1,429 $2,165 
Beginning balance of original discount rate1,858 2,475 
     Effect of changes in cash flow assumptions— (5)
     Effect of actual variances from expected experience(17)— 
Balance adjusted for variances from expectation1,841 2,470 
     Issuances10 755 
     Interest accrual33 50 
     Benefits payments(65)(115)
Ending Balance at original discount rate1,819 3,160 
     Effect of changes in discount rate assumptions(408)(290)
Balance, end of year$1,411 $2,870 
Net liability for future policy benefits$1,411 $2,870 
Less: Reinsurance recoverable116 — 
Net liability for future policy benefits, after reinsurance recoverable$1,295 $2,870 
Weighted-average duration of liability for future policyholder benefits (years)12.478.23

December 31, 2022
Immediate annuitiesPRT
(Dollars in millions)
Balance, beginning of year$1,954 $1,148 
Beginning balance of original discount rate1,935 1,151 
     Effect of changes in cash flow assumptions— (20)
     Effect of actual variances from expected experience(26)2 
Balance adjusted for variances from expectation$1,909 $1,133 
     Issuances26 1,418 
     Interest accrual60 50 
     Benefits payments(137)(126)
Ending Balance at original discount rate$1,858 $2,475 
     Effect of changes in discount rate assumptions(429)(310)
Balance, end of year$1,429 $2,165 
Net liability for future policy benefits$1,429 $2,165 
Less: Reinsurance recoverable118 — 
Net liability for future policy benefits, after reinsurance recoverable$1,311 $2,165 
Weighted-average duration of liability for future policyholder benefits (years)11.768.09
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December 31, 2021
Immediate annuitiesPRT
(Dollars in millions)
Balance, beginning of year$2,153 $— 
Beginning balance of original discount rate2,040 — 
     Effect of actual variances from expected experience(47)— 
Balance adjusted for variances from expectation$1,993 $— 
     Issuances18 1,155 
     Interest accrual60 2 
     Benefits payments(136)(6)
Ending Balance at original discount rate$1,935 $1,151 
     Effect of changes in discount rate assumptions19 (3)
Balance, end of year$1,954 $1,148 
Net liability for future policy benefits$1,954 $1,148 
Less: Reinsurance recoverable145 — 
Net liability for future policy benefits, after reinsurance recoverable$1,809 $1,148 
Weighted-average duration of liability for future policyholder benefits (years)13.618.75
The following tables summarize balances and changes in the liability for DPL for limited-payment contracts:
June 30, 2023December 31, 2022December 31, 2021
Immediate annuitiesPRTImmediate annuitiesPRTImmediate annuitiesPRT
(In millions)
Balance, beginning of year$69 $4 $57 $7 $22 $— 
Effect of modeling changes4 — — — — — 
Effect of changes in cash flow assumptions— — — (2)— — 
Effect of actual variances from expected experience10 2 16 — 39 — 
Balance adjusted for variances from expectation83 6 73 5 61 — 
     Issuances1 — 1 — $— $7 
     Interest accrual1 (1)2 — 2 — 
     Amortization(3)(1)(7)(1)(6)— 
Balance, end of year$82 $4 $69 $4 $57 $7 
The following table reconciles the net FPB to the FPB in the unaudited Condensed Consolidated Balance Sheets. The DPL for Immediate Annuities and PRT is presented together with the FPB in the unaudited Condensed Consolidated Balance Sheets and has been reclassifiedincluded as a reconciling item in the table below:
June 30, 2023December 31, 2022December 31, 2021
(In millions)
Traditional Life$1,348 $1,354 $1,752 
Immediate annuities1,411 1,429 1,954 
PRT2,870 2,165 1,148 
Immediate annuities DPL82 69 57 
PRT DPL4 4 7 
Total$5,715 $5,021 $4,918 
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The following table provides the amount of undiscounted and discounted expected gross premiums and expected future benefits and expenses for nonparticipating traditional and limited-payment contracts:
UndiscountedDiscounted
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
Traditional Life(In millions)
Expected future benefit payments$3,027 $3,201 $2,089 $2,686 
Expected future gross premiums1,114 1,245 803 1,091 
Immediate annuities
Expected future benefit payments$3,361 $3,516 $1,411 $1,907 
Expected future gross premiums— — — — 
PRT
Expected future benefit payments$4,724 $2,265 $3,161 $1,652 
Expected future gross premiums— — — — 
The following table summarizes the amount of revenue and interest related to discontinued operations for all periods presentednonparticipating traditional and limited-payment contracts recognized in ourthe unaudited Condensed Consolidated Statements of Operations. We retained no ownershipEarnings:
Gross Premiums (a)Interest Expense (b)
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Traditional Life$63 $70 $19 $20 
Immediate annuities11 16 33 30 
PRT737 520 50 19 
Total$811 $606 $102 $69 
(a) Included in Black Knight.
We have various agreements with Black Knight to provide technology, dataLife insurance premiums and analytics services, as well as corporate shared services and information technology. We are also a party to certain other agreements under which we incur other expenses or receive revenues from Black Knight. We expect to continue utilizing Black Knight to provide technology and data and analytics services for the foreseeable future. The cash inflows and outflows from and to Black Knight as well as revenues and expenses included in continuing operations subsequent to September 29, 2017, the date of the BK Distribution, which were previously eliminated in our consolidated financial statements as intra-entity transactions are not material to our results of operations for the three or nine-month periods ended September 30, 2017.
A reconciliation of the operations of Black Knight to the Statement of Operations is shown below (in millions):
 Three months ended September 30, Nine months ended September 30,
 
 2017 2016 2017 2016
 (Unaudited) (Unaudited)
Revenues:   
Escrow, title-related and other fees$250
 $250
 $745
 $717
Realized gains and losses, net6
 —
 (13) —
Total revenues256
 250
 732
 717
Expenses:       
Personnel costs94
 102
 292
 291
Other operating expenses49
 51
 145
 145
Depreciation and amortization51
 57
 154
 154
Interest expense14
 16
 42
 46
Total expenses208
 226
 633
 636
Earnings from discontinued operations before income taxes48
 24
 99
 81
Income tax expense17
 7
 40
 27
Net earnings from discontinued operations31
 17
 59
 54
Less: Net earnings attributable to non-controlling interests17
 12
 36
 35
Net earnings attributable to Fidelity National Financial, Inc. common shareholders$14
 $5
 $23
 $19
        
Cash flow from discontinued operations data:       
Net cash provided by operations$116
 $88
 $240
 $211
Net cash used in investing activities(16) (16) (46) (206)
Other acquisitions/disposals of businesses, net of cash acquired,fees on the Condensed Consolidated Statements of Cash FlowsEarnings.
(b) Included in Benefits and other changes in policy reserves (remeasurement gains (losses) (a)) on the Condensed Consolidated Statements of Earnings.
The following table presents the weighted-average interest rate:
June 30, 2023December 31, 2022December 31, 2021
Traditional Life
Interest accretion rate2.33 %2.32 %2.29 %
Current discount rate4.63 %5.37 %2.41 %
Immediate annuities
Interest accretion rate3.12 %3.07 %3.04 %
Current discount rate5.10 %5.21 %3.07 %
PRT
Interest accretion rate4.04 %3.20 %1.20 %
Current discount rate5.28 %5.40 %2.79 %
The following tables summarize the actual experience and expected experience for mortality and lapses of the FPB:
June 30, 2023
Traditional LifeImmediate annuities PRT
Mortality
Actual experience1.4 %3.2 %2.3 %
Expected experience1.4 %1.6 %2.1 %
Lapses
Actual experience0.1 %— %— %
Expected experience0.3 %— %— %
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December 31, 2022
Traditional LifeImmediate annuities PRT
Mortality
Actual experience1.5 %3.0 %1.9 %
Expected experience1.3 %1.9 %2.5 %
Lapses
Actual experience— %— %— %
Expected experience0.3 %— %— %
December 31, 2021
Traditional LifeImmediate annuities PRT
Mortality
Actual experience1.7 %4.2 %— %
Expected experience1.3 %2.0 %— %
Lapses
Actual experience0.1 %— %— %
Expected experience0.3 %— %— %
The following table provides additional information for periods in which a cohort has an NPR > 100% (and; therefore, capped at 100%) (dollars in millions):
June 30, 2023December 31, 2022
Cohort XDescriptionCohort XDescription
Net Premium Ratio before capping100 %Term with ROP Non-NY Cohort100 %Term with ROP Non-NY Cohort
Reserves before NP Ratio capping$1,184 Term with ROP Non-NY Cohort$1,172 Term with ROP Non-NY Cohort
Reserves after NP Ratio capping$1,185 Term with ROP Non-NY Cohort$1,173 Term with ROP Non-NY Cohort
Loss Expense$1 Term with ROP Non-NY Cohort$— Term with ROP Non-NY Cohort
F&G realized actual-to-expected experience variances and made changes to assumptions during the six months ended June 30, 2023 and the year ended December 31, 2022 as follows:

Traditional life

Significant assumption inputs to the calculation of the FPB for traditional life include mortality, lapses (including lapses due to nonpayment of premium and surrenders for cash surrender value), and discount rates (both accretion and current). We review the cash flow assumptions annually, typically in the third quarter. Market data that underlies current discount rates was updated in the first quarter of 2023 from that utilized in 2022 resulting in decreased discount rates that drove a material increase to the FPB.

In 2022, F&G similarly undertook a review in the third quarter of the significant cash flow assumptions and did not make any changes to mortality or lapses.

Market data that underlies current discount rates was updated from 2021 and increased significantly year-over-year, resulting in a material decrease to the FPB. Impacts to expected net premiums and expected future policy benefits due to discount rate changes in 2022 can be observed in the FPB roll forward tables at December 31, 2022.

Immediate annuities (life contingent)

Significant assumption inputs to the calculation of the FPB for immediate annuities (life contingent) include mortality and discount rates (both accretion and current). We review the cash flow assumptions annually, typically in the third quarter. Market data that underlies current discount rates was updated in the first quarter of 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.

In 2022, F&G similarly undertook a review of the significant cash flow assumptions and did not make any changes to mortality. Market data that underlies current discount rates was updated from 2021 and increased significantly year-over-year, resulting in a material decrease to the FPB. Impacts to expected future policy benefits due to assumption changes in 2022 can be observed in the FPB roll forward tables at December 31, 2022.
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PRT (life contingent)

Significant assumption inputs to the calculation of the FPB for PRT (life contingent) include mortality and discount rates (both accretion and current). We review the cash flow assumptions annually, typically in the third quarter. Market data that underlies current discount rates was updated in the first quarter of 2023 from 2022 resulting in decreased discount rates that drove a material increase to the FPB.

In 2022, F&G similarly undertook a review of the significant cash flow assumption and did not make any changes to mortality. Market data that underlies current discount rates was updated from 2021 and increased significantly year-over-year, resulting in a material decrease to the FPB. Impacts to expected future policy benefits due to assumption changes in 2022 can be observed in the FPB roll forward tables at December 31, 2022.

Premium deficiency testing

F&G conducts annual premium deficiency testing for its long-duration contracts except for the nine months ended September 30, 2016 includes $150FPB for nonparticipating traditional and limited-payment contracts. F&G also conducts annual premium deficiency testing for the VOBA of all long-duration contracts. Premium deficiency testing is performed by reviewing assumptions used to calculate the insurance liabilities and determining whether the sum of the existing contract liabilities and the present value of future gross premiums is sufficient to cover the present value of future benefits to be paid to or on behalf of policyholders and settlement costs and recover unamortized present value of future profits. Anticipated investment income, based on F&G’s experience, is considered when performing premium deficiency testing for long-duration contracts. During 2023 and 2022, F&G was not required to establish any additional liabilities as a result of premium deficiency testing.

Note S — ASU 2018-12 Transition
We adopted ASU 2018-12 on January 1, 2023 with a transition date of January 1, 2021, or the beginning of the earliest period that will be presented in the annual December 31, 2023 Consolidated Financial Statements. We elected to adopt ASU 2018-12 using the full retrospective transition method and balances for FPB, DAC and balances amortized on a basis consistent with DAC (VOBA, DSI, and URL), and MRBs were adjusted to conform to ASU 2018-12 starting as of the F&G acquisition date, June 1, 2020. No hindsight was used for the full retrospective adoption of MRBs. As a result of adoption, the Company recorded a cumulative-effect adjustment, which increased opening 2021 retained earnings by $75 million, net of tax.
The following table summarizes the balance of and changes in the FPB on January 1, 2021 due to adoption of ASU 2018-12:
Immediate annuitiesTraditional LifeTotal (3)
(In millions)
Balance, December 31, 2020$1,861 $2,144 $4,005 
     Cumulative effect of retrospective adoption (1)201 (279)(78)
     Effect of remeasurement of liability at current discount rate (2)113 88 201 
Balance, January 1, 2021$2,175 $1,953 $4,128 
Less: Reinsurance Recoverable322 793 1,115 
Balance, January 1, 2021, net of reinsurance$1,853 $1,160 $3,013 
(1) Adjustments for the cumulative effect of adoption of the new measurement guidance under the full retrospective method for contract issue years from the FNF Acquisition Date through December 31, 2020, net of the effects of any change in the DPL.
(2) The remeasurement of the liability at the current discount rate is reflected as an adjustment to opening AOCI upon the adoption of ASU 2018-12.
(3) PRT was not written as of the transition date, January 1, 2021, and as a result is not presented in the transition adjustment roll forward.
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The following table summarizes the balance of and changes in VOBA on January 1, 2021 due to adoption of ASU 2018-12:
FIAFixed rate annuitiesImmediate annuitiesUniversal LifeTraditional LifeTotal
(In millions)
Balance, December 31, 2020$1,208 $15 $86 $139 $18 $1,466 
     Adjustment for reversal of AOCI adjustments (1)208 24 — 29 (29)232 
     Cumulative effect of retrospective adoption (2)(14)7 (5)(9)(1)(22)
     Transition opening balance adjustment69 2 145 5 43 264 
Balance, January 1, 2021$1,471 $48 $226 $164 $31 $1,940 
(1) Prior period "shadow" adjustments in AOCI have been reversed upon the adoption of ASU 2018-12 from opening AOCI.
(2) Adjustments for the cumulative effect of adoption of the simplified amortization methodology under the full retrospective method for contract issue years from the FNF acquisition date through December 31, 2020
(3) Adjustments for the change in VOBA due to the full retrospective adjustment of carrying amounts of acquired contracts as of the FNF Acquisition Date due to the adoption of ASU 2018-12.
The following table summarizes the balance of and changes in DAC on January 1, 2021 due to adoption of ASU 2018-12:
FIAFixed rate annuitiesUniversal LifeTotal
(In millions)
Balance, December 31, 2020$167 $14 $41 $222 
     Adjustment for reversal of AOCI adjustments (1)15 2 8 25 
     Cumulative effect of retrospective adoption (2)(1)— (1)(2)
Balance, January 1, 2021$181 $16 $48 $245 
(1) Prior period "shadow" adjustments in AOCI have been reversed upon the adoption of ASU 2018-12 from opening AOCI.
(2) Adjustments for the cumulative effect of adoption of the simplified amortization methodology under the full retrospective method for contract issue years from the FNF acquisition date through December 31, 2020.
The following table summarizes the balance of and changes in DSI on January 1, 2021 due to adoption of ASU 2018-12:
FIATotal
(In millions)
Balance, December 31, 2020$36 $36 
     Adjustment for reversal of AOCI adjustments (1)5 5 
     Cumulative effect of retrospective adoption (2)4 4 
Balance, January 1, 2021$45 $45 
(1) Prior period "shadow" adjustments in AOCI have been reversed upon the adoption of ASU 2018-12 from opening AOCI.
(2) Adjustments for the cumulative effect of adoption of the simplified amortization methodology under the full retrospective method for contract issue years from the FNF acquisition date through December 31, 2020.
The following table summarizes the balance of and changes in URL on January 1, 2021 due to adoption of ASU 2018-12:
Universal LifeTotal
(In millions)
Balance, December 31, 2020$2 $2 
     Adjustment for reversal of AOCI adjustments (1)25 25 
     Cumulative effect of retrospective adoption (2)2 2 
Balance, January 1, 2021$29 $29 
(1) Prior period "shadow" adjustments in AOCI have been reversed upon the adoption of ASU 2018-12 from opening AOCI.
(2) Adjustments for the cumulative effect of adoption of the simplified amortization methodology under the full retrospective method for contract issue years from the FNF acquisition date through December 31, 2020.
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The following table summarizes the balance of and changes in the asset and liability position of MRBs on January 1, 2021 due to adoption of ASU 2018-12:
FIAFixed rate annuitiesTotal
(In millions)
Balance, December 31, 2020 - Carrying amount of MRBs under prior guidance (1)$531 $— $531 
     Adjustment for reversal of AOCI adjustments (2)(116)— (116)
Cumulative effect of the changes in the instrument-specific credit risk between the original contract issuance date and the transition date (3)159 — 159 
Remaining cumulative difference (exclusive of the instrument specific credit risk change) between December 31, 2020 carrying amount and fair value measurement for the MRBs (4)(96)1 (95)
Balance, January 1, 2021 - Market risk benefits at fair value$478 $1 $479 
Less: Reinsurance Recoverable— — — 
Balance, January 1, 2021, net of reinsurance$478 $1 $479 
(1) The pre-adoption balance as of December 31, 2020 balance for MRBs represents the contract features that meet the definition of an MRB under ASU 2018-12 and the related carrying amount of those features prior to the ASU. Those contract features were previously accounted for at fair value as a derivative or embedded derivative under ASC 815 or as an additional liability for annuitization benefits or death or other insurance benefits under ASC 944.
(2) Prior period "shadow" adjustments in AOCI have been reversed upon the adoption of ASU 2018-12 from opening AOCI.
(3) The cumulative effective of the change in instrument-specific credit risk between the FNF Acquisition Date or, if later, the original contract issuance date and the transition date to ASU 2018-12, which is recorded as an adjustment to opening AOCI.
(4) The cumulative difference (exclusive of instrument-specific credit risk change) between the pre-adoption carrying amount and the fair value measurement for MRBs is recorded as an adjustment to opening retained earnings.
The following table presents the effect of transition adjustments on Equity on January 1, 2021 due to the adoption of ASU 2018-12:
January 1, 2021
Retained EarningsAOCI
(In millions)
Contractholder funds$101 $115 
MRB30 (160)
FPB(14)(159)
VOBA(21)233 
DAC(1)5 
Increase to Equity, gross of tax$95 $34 
Tax impact209
Increase to Equity, net of tax$75 $25 
For MRBs, the transition adjustment reflected within the unaudited Condensed Consolidated Statements of Comprehensive Earnings relates to the cumulative effect of changes in the instrument-specific credit risk between contract issue date and transition date. The remaining difference between the fair value and carrying amount of the MRBs at transition, excluding the amounts recorded in the unaudited Condensed Consolidated Statements of Comprehensive Earnings, was recorded as an adjustment to Retained Earnings as of the transition date.
For the FPB, the net transition adjustment is primarily related to acquisitions madethe difference in the discount rate used pre-transition and the discount rate at January 1, 2021, partially offset by Black Knight. Borrowingsthe removal of provisions for adverse deviation from the cash flow assumptions used in the FPB calculation. At transition, we did not identify any instances, at the cohort level, where net premiums exceeded gross premiums.
Before the adoption of ASU 2018-12, VOBA was amortized consistent with DAC, which was amortized over the lives of the policies in relation to the expected emergence of estimated gross profits (“EGPs”). Based on our historical practice of using consistent amortization methods for VOBA and Debt service paymentsDAC, we elected to change the amortization method for VOBA associated with fixed rate annuities, FIAs, and IUL/Universal Life products to maintain consistency with the amortization method for DAC. At transition, VOBA associated with these product types is amortized on a constant level basis for the grouped contracts over the expected term of the related contracts to approximate straight-line amortization. Additionally, at transition, shadow adjustments previously recorded in the unaudited Condensed Consolidated Statements of Cash Flows include $405 million and $65 million, respectively, and $430 million

Comprehensive Earnings, consistent with the historic amortization of DAC, have been removed.
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) — continuedContents

For DAC, DSI and $140 million, respectively,URL, we removed shadow adjustments previously recorded in the unaudited Condensed Consolidated Statements of Comprehensive Earnings for the nine months ended September 30, 2017impact of unrealized gains and 2016, respectively, related to borrowings and principal repayments by Black Knight.
A reconciliationlosses that were included in the pre-transition expected gross profits amortization calculation as of the financial position of Black Knight to the Balance Sheet is shown below:transition date.
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 December 31,
2016
 (in millions)
Cash and cash equivalents$130
Short term investments4
Trade and notes receivable157
Goodwill2,304
Prepaid expenses and other assets184
Capitalized software, net450
Other intangible assets, net359
Property and equipment, net173
Total assets of discontinued operations$3,761
  
Accounts payable and accrued liabilities$287
Notes payable1,526
Income taxes payable26
Deferred tax liabilities334
Total liabilities of discontinued operations$2,173

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The statements contained in this Quarterly Report on Form 10-Q that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding our expectations, hopes, intentions or strategies regarding the future. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements. It is important to note that our actual results could vary materially from those forward-looking statements contained herein due to many factors, including, but not limited to: the potential impact of the F&G Distribution on relationships, including employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; continued weakness or adverse changes in the level of real estate activity, which may be caused by, among other things, high or increasing interest rates, a limited supply of mortgage funding, or a weak U.S. economy; our potential inability to find suitable acquisition candidates, acquisitions in lines of business that will not necessarily be limited to our traditional areas of focus, or difficulties in consummating and integrating acquisitions; our dependence on distributions from our title insurance underwriters as our main source of cash flow; significant competition that our operating subsidiaries face; compliance with extensive government regulation of our operating subsidiaries and adverse changes in applicable laws or regulations or in their application by regulators; our ability to successfully execute the proposed plan to redeem all FNFV tracking stock;subsidiaries; and other risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of our Annual Report on Form 10-K (our "Annual Report") for the year ended December 31, 20162022 and other filings with the SEC.
The following discussion should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016.2022.
Overview
For a description of our business, including descriptions of segments and recent business developments, see the discussion under in Note A Basis of Financial Statements in Note A to the accompanying unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Report, which is incorporated by reference into this Part I, Item 2.
On September 29, 2017, we completed our previously announced tax-free distribution, to FNF Group shareholders, of all 83.3 million shares of New BKH Corp. ("New BKH") common stock that we previously owned (the “BK Distribution”). Immediately following the BK Distribution, New BKH and Black Knight Financial Services, Inc. ("Black Knight") engaged in a series of transactions resulting in the formation of a new publicly-traded holding company, Black Knight, Inc. ("New Black Knight"). Holders of FNF Group common stock received approximately 0.30663 shares of New Black Knight common stock for every one share of FNF Group common stock held at the close of business on September 20, 2017, the record date for the BK Distribution. New Black Knight's common stock is now listed under the symbol “BKI” on the New York Stock Exchange. The BK Distribution

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is expected to generally be tax-free to FNF Group shareholders for U.S. federal income tax purposes, except to the extent of any cash received in lieu of New Black Knight's fractional shares. As a result of the BK Distribution, we have reclassified the assets and liabilities divested as assets and liabilities of discontinued operations in our Condensed Consolidated Balance Sheet as of December 31, 2016. Further, the financial results of Black Knight have been reclassified to discontinued operations for all periods presented in our Condensed Consolidated Statements of Operations. 

Business Trends and Conditions
Title
Our Title segment revenue is closely related to the level of real estate activity whichthat includes sales, mortgage financing and mortgage refinancing. Declines in the level of real estate activity or the average price of real estate sales will adversely affect our title insurance revenues.
We have found that residential real estate activity is generally dependent on the following factors:
•mortgage interest rates;
•mortgage funding supply;
•housing inventory and home prices;
•supply and demand for commercial real estate; and
•the strength of the United States economy, including employment levels.
AsThe most recent forecast of October 24, 2017 the Mortgage Bankers Association ("MBA") estimated, as of July 20, 2023, estimates (actual for fiscal year 2022) the size of the U.S. residential mortgage originations market as shown in the following table for 20162022 - 20192025 in its "Mortgage Finance Forecast" (in trillions):
2025202420232022
Purchase transactions$1.8 $1.6 $1.4 $1.6 
Refinance transactions$0.7 $0.6 $0.4 $0.6 
Total U.S. mortgage originations forecast$2.5 $2.2 $1.8 $2.2 
  2020 2019 2018 2017 2016
Purchase transactions $1.3
 $1.2
 $1.2
 $1.1
 $1.1
Refinance transactions 0.4
 0.4
 0.4
 0.6
 1.0
Total U.S. mortgage originations forecast $1.7
 $1.6
 $1.6
 $1.7
 $2.1
As of July 20, 2023, the MBA expects residential purchase transactions to decrease in 2023 before increasing in 2024 and 2025. Additionally, the MBA expects residential refinance transactions and overall mortgage originations to decrease in 2023 before increasing in 2024 and 2025.
In 2016, total originations were reflectiveThe Federal Reserve raised the benchmark interest rate from near zero as of March 2022 to a generally improvingrange between 5.0% and 5.25% as of June 2023. Average interest rates for a 30-year fixed rate mortgage increased to 6.5% for the three and six months ended June 30, 2023, as compared to 5.3% and 4.6% for the corresponding periods of 2022. On July 26, 2023, the Federal Reserve raised the benchmark interest rate by an additional 25 basis points.
A shortage in the supply of homes for sale, increasing home prices, rising mortgage interest rates, disrupted labor markets and geopolitical uncertainties associated with the war in Ukraine created some volatility in the residential real estate market driven by increasing home prices and historically low mortgage interest rates. Over the same period, existing homein
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2022, which has continued into 2023. Existing-home sales increased and there was a declinedecreased 19% in total housing inventory. In 2017 and beyond, increased mortgage interest rates driven by gradual increases in the target federal funds rate are expected to adversely impact mortgage originations. In a rising interest rate environment, refinance transactions are expected to decline. The MBA predicts overall mortgage originations in 2017 through 2019 will decreaseJune 2023 as compared to the 2016corresponding period duein 2022 while median existing-home sales prices decreased from a record-high of $413,800 in June 2022 to $410,200 in March 2023, a 1% decrease compared with the corresponding period in refinance transactions, offset by a slight increase in purchase transactions. Purchase transactions involve the issuance of both a lender’s policy and an owner’s policy, resulting in higher title premiums, whereas refinance transactions only require a lender’s policy, resulting in lower title premiums.2022.
While projected increases in mortgage interest rates present a potential headwind for mortgage originations, otherOther economic indicators used to measure the health of the United StatesU.S. economy, including the unemployment rate, and consumer confidence, have improved in recent years. According to the United States Department of Labor's Bureau of Labor, theremained strong. The unemployment rate has dropped from 7.4%was 3.6% in 2013 to 4.2%June 2023 and 2022, which was near the record-low of 3.5% set in September 2017. Additionally, the Conference Board's monthly Consumer Confidence Index rose sharply at the end of 2016 and the beginning of 2017 and has remained at historical highs through 2017. We believe that improvements in both of these economic indicators, among other indicators which support a generally improving United States economy, present potential tailwinds for mortgage originations and support recent home price trends.
We cannot be certain how, if at all, the positive effects of a change in mix of purchase to refinance transactions and of a generally improving United States economy and the negative effects of projected decreases in overall originations will impact our future results of operations. We continually monitor origination trends and believe that, based on our ability to produce industry leading operating margins through all economic cycles, we are well positioned to adjust our operations for adverse changes in real estate activity.February 2020.
Because commercial real estate transactions tend to be generally driven by supply and demand for commercial space and occupancy rates in a particular area rather than by interest rate fluctuations, we believe that our commercial real estate title insurance business is less dependent on the industry cycles discussed above than our residential real estate title business. Commercial real estate transaction volume is also often linked to the availability of financing. For several years through 2015,Factors including U.S. tax reform and a shift in U.S. monetary policy have had, or are expected to have, varying effects on availability of financing in the U.S. Lower corporate and individual tax rates and corporate tax-deductibility of capital expenditures have provided increased capacity and incentive for investments in commercial real estate. In the first half of 2022, we experienced continual year-over-year increasesstrong demand in commercial real estate markets and, therefore, experienced relatively high volumes and fee-per-file in our commercial business when compared to historical results. In the fee per file of commercial transactions. In 2016, we experienced a slight decrease in the volumethree and six months ended June 30, 2023, order volumes and fee per file decreased when compared with the prior year period.
We continually monitor mortgage origination trends and believe that, based on our ability to produce industry leading operating margins through all economic cycles, we are well positioned to adjust our operations for adverse changes in real estate activity and to take advantage of commercial transactions as compared to 2015, but commercial markets still remained at historically elevated levels. Through 2017, we have continued to see strongincreased volume when demand for commercial transactions and have experienced historically high fees per file.increases.
Seasonality. Historically, real estate transactions have produced seasonal revenue fluctuations in the real estate industry. The first calendar quarter is typically the weakest quarter in terms of revenue due to the generally low volume of home sales during January and February. The second and third calendar quarter isquarters are typically the strongest quarterquarters in terms of revenue, primarily due to a higher volume of

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home sales residential transactions in the spring and summer months. The fourth quarter is typically also strong due to the desire of commercial entities to complete transactions by year-end. We have noted short-term fluctuations through recent years in resale and refinance transactions as a result of changes in interest rates. The rapid rise in mortgage rates and resulting decline in housing affordability has resulted in deviations in seasonality from historical patterns in 2022, which has continued into 2023.
FNFV
Restaurant GroupF&G
The restaurant industry is highly competitivefollowing factors represent some of the key trends and is oftenuncertainties that have influenced the development of our F&G segment and its historical financial performance, and we believe these key trends and uncertainties will continue to influence the business and financial performance of our F&G segment in the future.
Market Conditions
Market volatility has affected, and may continue to affect, our business and financial performance in varying ways. Volatility can pressure sales and reduce demand as consumers hesitate to make financial decisions. To enhance the attractiveness and profitability of our products and services, we continually monitor the behavior of our customers, as evidenced by annuitization rates and lapse rates in our F&G segment, which vary in response to changes in consumer tastesmarket conditions. See Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2022 for further discussion of risk factors that could affect market conditions.
Interest Rate Environment
Some of our F&G products include guaranteed minimum crediting rates, most notably our fixed rate annuities. As of June 30, 2023, our reserves, net of reinsurance, and discretionary spending patterns;average crediting rate on our fixed rate annuities were $6.0 billion and 3%, respectively. We are required to pay the guaranteed minimum crediting rates even if earnings on our investment portfolio decline, which would negatively impact earnings. In addition, we expect more policyholders to hold policies with comparatively high guaranteed rates for a longer period in a low interest rate environment. Conversely, a rise in average yield on our investment portfolio would increase earnings if the average interest rate we pay on our products does not rise correspondingly. Similarly, we expect that policyholders would be less likely to hold policies with existing guarantees as interest rates rise and the relative value of other new business offerings are increased, which would negatively impact our earnings and cash flows.
See Item 7A of Part II of our Annual Report on Form 10-K for the year ended December 31, 2022 for a more detailed discussion of interest rate risk.
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Aging of the U.S. Population
We believe that the aging of the U.S. population will increase the demand for our fixed index annuity ("FIA") and indexed universal life ("IUL") products. As the “baby boomer” generation prepares for retirement, we believe that demand for retirement savings, growth, and income products will grow. Over 10,000 people will turn 65 each day in the United States over the next 15 years, and according to the U.S. Census Bureau, the proportion of the U.S. population over the age of 65 is expected to grow from 18% in 2023 to 21% in 2035. The impact of this growth may be offset to some extent by asset outflows as an increasing percentage of the population begins withdrawing assets to convert their savings into income.
Industry Factors and Trends Affecting Our Results of Operations
We operate in the sector of the insurance industry that focuses on the needs of middle-income Americans. The underserved middle-income market represents a major growth opportunity for us. As a tool for addressing the unmet need for retirement planning, we believe that many middle-income Americans have grown to appreciate the financial certainty that we believe annuities such as our FIA products afford. For example, the FIA market grew from nearly $12 billion of sales in 2002 to $79 billion of sales in 2022. Additionally, this market demand has positively impacted the IUL market as it has expanded from $100 million of annual premiums in 2002 to $3 billion of annual premiums in 2022.
See Item 7 of Part II of our Annual Report on Form 10-K for the year ended December 31, 2022 for a more detailed discussion of industry factors and trends affecting our Results of Operations.

Critical Accounting Policies and Estimates
As a result of the adoption of ASU 2018-12, we have applied the following additional critical accounting policies and estimates in preparing our Condensed Consolidated Financial Statements included in Item 1 of Part I of this Report. Other than the following additional critical accounting policies and estimates, which are further described in the Notes to our unaudited Condensed Consolidated Financial Statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q, which is incorporated by reference into this Item 2 of Part I, there have been no material changes to our critical accounting policies described in Item 7 of Part II of our Annual Report on Form 10-K for the year ended December 31, 2022. See Note A Basis of Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional description of certain significant accounting policies that have been followed in preparing our unaudited Condensed Consolidated Financial Statements.
Reserves for Future Policy Benefits and Certain Information on Contractholder Funds
The determination of future policy benefit ("FPB") reserves is dependent on actuarial assumptions. The principal assumptions used to establish liabilities for FPBs are established at issue of the contract and include discount rates, mortality, and cash surrender or policy lapse for our traditional life insurance products. The assumptions used require considerable judgment. We review policyholder behavior experience at least annually and update these assumptions when deemed necessary based on additional information that becomes available. Discount rate assumptions are updated at each reporting period and also incorporate changes in general economic conditions; public safetyrisk free rates and option market values. Changes in, or deviations from, the assumptions previously used can significantly affect our reserve levels and related results of operations in a positive or negative direction.
Mortality refers to the incidence of death on covered lives, which triggers contractual death benefit provisions. On our deferred annuities and life insurance products, these provisions may allow for lump sum payments, payments over a period of time, or spousal continuation of the contract. On our life-contingent immediate annuities, the death of a named annuitant or pension risk transfer (“PRT”) certificate holder may trigger the cessation or reduction of future life-contingent payments due, depending on the presence of a joint annuitant/certificate holder and any remaining guaranteed non-life contingent payment periods. We utilize a combination of internal and industry experience when setting our mortality assumptions.
A surrender rate is the percentage of account value surrendered by the policyholder in exchange for receipt of a cash surrender value. A lapse rate is the percentage of account value canceled by us due to nonpayment of premiums required to maintain coverage on our life insurance products. We make estimates of expected full and partial surrenders of our deferred annuity products, based on a combination of internal and industry experience. Management’s best estimate of surrender behavior generally represents a medium-to-long term perspective, as we expect to experience a range of policyholder behavior and market conditions period to period. If actual surrender rates are significantly different from those estimated, such differences could have a significant effect on our reserve levels and related results of operations.
Discount rates refers to the interest rates used to discount future cash flows to the current period to determine a present value. For liability for FPB reserves the discount rate used is based on the yield curve for A-rated corporate bonds as of the valuation date. Changes in the discount rates from the at-issue or concerns; demographic trends; weather conditions;at-purchase discount rates flow through other comprehensive income (“OCI”).
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Our aggregate reserves for contractholder funds, FPBs and market risk benefits ("MRBs") on a direct and net basis as of June 30, 2023 and December 31, 2022 are summarized as follows:
As of June 30, 2023
DirectDeposit Asset/ Reinsurance RecoverableNet
(In millions)
Fixed indexed annuities (“FIA”)$26,518 $(17)$26,501 
Fixed rate annuities11,484 (5,431)6,053 
Single premium immediate annuities (“SPIA”) and other1,810 (116)1,694 
IUL and other life3,651 (1,512)2,139 
Funding agreement backed notes ("FABN")4,756 — 4,756 
PRT2,879 — 2,879 
Total$51,098 $(7,076)$44,022 
As of December 31, 2022
DirectDeposit Asset/ Reinsurance RecoverableNet
(In millions)
FIA$24,704 $(16)$24,688 
Fixed rate annuities9,360 (3,723)5,637 
SPIA and other1,829 (118)1,711 
IUL and other life3,486 (1,560)1,926 
FABN4,595 — 4,595 
PRT2,172 — 2,172 
Total$46,146 $(5,417)$40,729 
FIA and IUL products contain an embedded derivative; a feature that permits the holder to elect an interest rate return or an equity-index linked component, where interest credited to the contract is linked to the performance of various equity indices. The FIA/IUL embedded derivatives are valued at fair value and included in the liability for contractholder funds in our accompanying unaudited Condensed Consolidated Balance Sheets with changes in fair value included as a component of Benefits and other changes in policy reserves in our accompanying unaudited Condensed Consolidated Statements of Earnings.
For life-contingent immediate annuity policies (which includes life-contingent PRT annuities), gross premiums received in excess of net premiums are deferred at initial recognition as a deferred profit liability (“DPL”). Gross premiums are measured using assumptions consistent with those used in the measurement of the related liability for future policy benefits.
Valuation of Fixed Maturity, Preferred and Equity Securities, and Derivatives and Reinsurance Recoverable
Our investments in fixed maturity securities have been designated as available-for-sale ("AFS") and are carried at fair value, net of allowance for expected credit losses, with unrealized gains and losses included within accumulated other comprehensive income (loss) ("AOCI"), net of deferred income taxes. Our equity securities are carried at fair value with unrealized gains and losses included in net income (loss). Realized gains and losses on the sale of investments are determined on the basis of the cost of food products, labor, energythe specific investments sold and other operating costs; and governmental regulations. Higher labor costs dueare credited or charged to state and local minimum wage increases and shopping pattern shifts to e-commerce and “ready to eat” grocery and convenience stores have hadincome on a negative impact on restaurant performance, particularly in the casual and family dining segments in which the company operates.  trade date basis.
The restaurant industry is also characterized by high capital investments for new restaurants and relatively high fixed or semi-variable restaurant operating expenses.  BecauseManagement’s assessment of all available data when determining fair value of the high fixedAFS securities is necessary to appropriately apply fair value accounting. Management utilizes information from independent pricing services, who take into account perceived market movements and semi-variable expenses, changessector news, as well as a security’s terms and conditions, including any features specific to that issue that may influence risk and marketability. Depending on the security, the priority of the use of observable market inputs may change as some observable market inputs may not be relevant or additional inputs may be necessary. We generally obtain one value from our primary external pricing service. In situations where a price is not available from the independent pricing service, we may obtain broker quotes or prices from additional parties recognized to be market participants. We believe the broker quotes are prices at which trades could be executed based on historical trades executed at broker-quoted or slightly higher prices. When quoted prices in sales in existing restaurants are generally expected to significantly affect restaurant profitability because many restaurant costs and expensesactive markets are not expectedavailable, the determination of estimated fair value is based on market standard valuation methodologies, including discounted cash flows, matrix pricing, or other similar techniques.
We validate external valuations at least quarterly through a combination of procedures that include the evaluation of methodologies used by the pricing services, comparisons to changevaluations from other independent pricing services, analytical reviews and performance analysis of the prices against trends, and maintenance of a securities watch list. See Note C Fair
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Value of Financial Instruments and Note D Investments to our Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
The fair value of derivative assets and liabilities is based upon valuation pricing models and represents what we would expect to receive or pay at the same rate as sales.  Restaurant profitability can also be negatively affected by inflationarybalance sheet date if we canceled the options, entered into offsetting positions, or exercised the options. Fair values for these instruments are determined internally using a conventional model and regulatory increases in operating costsmarket observable inputs, including interest rates, yield curve volatilities and other factors. Credit risk related to the counterparty is considered when estimating the fair values of these derivatives. However, we are largely protected by collateral arrangements with counterparties when individual counterparty exposures exceed certain thresholds. The most significant commoditiesfair value of futures contracts (specifically for FIA contracts) at the balance sheet date represents the cumulative unsettled variation margin (open trade equity net of cash settlements). The fair values of the embedded derivatives in our FIA and IUL contracts are derived using market value of options, use of current and budgeted option cost, swap rates, mortality rates, surrender rates, partial withdrawals, and non-performance spread and are classified as Level 3. The discount rate used to determine the fair value of our FIA/IUL embedded derivative liabilities includes an adjustment to reflect the risk that maythese obligations will not be fulfilled (“non-performance risk”). For the six months ended June 30, 2023 and the year ended December 31, 2022, our non-performance risk adjustment was based on the expected loss due to default in debt obligations for similarly rated financial companies. See Note C Fair Value of Financial Instruments and Note E Derivative Financial Instruments to our unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
As discussed in Note L Reinsurance of our unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q, FGL Insurance entered into a reinsurance agreement with Kubera effective December 31, 2018, to cede certain MYGAs and other fixed rate annuity GAAP and statutory reserves on a coinsurance funds withheld basis, net of applicable existing reinsurance. Effective October 31, 2021, this agreement was novated from Kubera to Somerset. Additionally, FGL Insurance entered into a reinsurance agreement with Aspida Re effective January 1, 2021, and amended in August 2021 and September 2022, to cede a quota share of MYGA business on a funds withheld basis. Fair value movements in the funds withheld balances associated with these arrangements create an obligation for FGL Insurance to pay Somerset and Aspida Re at a later date, which results in embedded derivatives. These embedded derivatives are considered total return swaps with contractual returns that are attributable to the assets and liabilities associated with the reinsurance arrangements. The fair value of the total return swaps are based on the change in fair value of the underlying assets held in the funds withheld portfolio. Investment results for the assets that support the coinsurance with funds withheld reinsurance arrangement, including gains and losses from sales, are passed directly to the reinsurer pursuant to contractual terms of the reinsurance arrangement. The reinsurance related embedded derivatives are reported in Prepaid expenses and other assets if in a net gain position, or Accounts payable and accrued liabilities, if in a net loss position on the accompanying unaudited Condensed Consolidated Balance Sheets. The related gains or losses are reported in Recognized gains and losses, net on the accompanying unaudited Condensed Consolidated Statements of Earnings.
Market Risk Benefits
MRBs are contracts or contract features that both provide protection to the contract holder from other-than-nominal capital market risk (equity, interest and foreign exchange risk) and expose the Company to other-than-nominal capital market risk. MRBs include certain contract features primarily on FIA contracts that provide minimum guarantees to policyholders, such as Guaranteed Minimum Death Benefit (“GMDBs”) and Guaranteed Minimum Withdrawal Benefits (“GMWBs”) riders. MRBs are measured at fair value using a risk neutral valuation method, which is based on current net amounts at risk, market data, internal and industry experience, and other factors.
The principal policyholder behavior assumptions used to calculate MRBs are established at issue of the contract and include mortality, contract full and partial surrenders, and utilization of the GMWB rider benefits. The assumptions used reflect a combination of internal experience, industry experience, and judgment. We review overall policyholder behavior experience at least annually and update these assumptions when deemed necessary based on additional information that becomes available. Changes in, or deviations from, the assumptions previously used can significantly affect our costMRBs and related results of foodoperations in a positive or negative direction.
Mortality refers to the incidence of death amongst policyholders on covered lives, which triggers contractual death benefit provisions. These provisions may allow for lump sum payments, payments over a period of time, or spousal continuation of the contract. We utilize a combination of actual internal and beverage are beef, seafood, poultry,industry experience when setting our mortality assumptions.
A surrender rate is the percentage of account value surrendered by the policyholder in exchange for receipt of a cash surrender value. We make estimates of expected full and dairy, which accounted for approximately halfpartial surrenders of our overall costdeferred annuity products based on a combination of foodinternal and beverage in the past. Generally, temporary increases in these costs are not passed onindustry experience. Management’s best estimate of surrender generally represents a medium-to-long term perspective, as we expect to guests; however, in the past, we have adjusted menu pricesexperience a range of policyholder behavior and market conditions period to compensate for increased costs of a more permanent nature.
Average weekly sales per restaurant are typically higher in the first and fourth quarters than in other quarters, and we typically generate a disproportionate share of our earnings from operations in the first and fourth quarters. Holidays, severe weather and other disruptive conditions may impact sales volumes seasonally in some operating regions.
Our revenues in future periods will continue to be subject to these and other factors that are beyond our control and, as a result, are likely to fluctuate. Our revenues in future periods are also subject to an anticipated Split-Off Plan, as described under Recent Developments in Note A Basis of Financial Statements.

period. If
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actual surrender rates are significantly different from those estimated, such differences could have a significant effect on our MRBs and related results of operations.
We have been issuing GMWB products since 2008. We make assumptions for policyholder behavior as it relates to GMWB utilization using a higher degree of industry experience and judgment than our other behavioral assumptions because internal experience, which we review annually, is still emerging. If emerging experience deviates from our assumptions on GMWB utilization, it could have a significant effect on MRBs and related results of operations.

Results of Operations
Consolidated Results of Operations
Consolidated Results of Operations       
     Net Earnings. The following table presents certain financial data for the periods indicated:
 Three months ended September 30, Nine months ended September 30,
 2017 2016 2017 2016
 (In millions)
Revenues:       
Direct title insurance premiums$558
 $556
 1,598
 1,518
Agency title insurance premiums719
 713
 2,028
 1,934
Escrow, title-related and other fees689
 700
 2,071
 1,920
Restaurant revenue269
 273
 830
 858
Interest and investment income34
 29
 97
 96
Realized gains and losses, net(4) (4) 277
 5
Total revenues2,265
 2,267
 6,901
 6,331
Expenses:       
Personnel costs646
 630
 1,958
 1,800
Agent commissions553
 545
 1,557
 1,473
Other operating expenses468
 464
 1,392
 1,296
     Cost of restaurant revenue243
 237
 728
 727
Depreciation and amortization58
 56
 177
 161
Provision for title claim losses64
 70
 181
 190
Interest expense12
 18
 47
 55
Total expenses2,044
 2,020
 6,040
 5,702
Earnings from continuing operations before income taxes and equity in losses of unconsolidated affiliates221
 247
 861
 629
Income tax expense74
 88
 355
 218
Equity in losses of unconsolidated affiliates(3) (7) (7) (6)
Net earnings from continuing operations$144
 $152
 $499
 $405
Net Earnings. The following table presents certain financial data for the periods indicated:
Revenues.
 Three months ended June 30,Six months ended June 30,
2023202220232022
 (In millions)
Revenues:  
Direct title insurance premiums$541 $859 $969 $1,626 
Agency title insurance premiums713 1,203 1,263 2,302 
Escrow, title-related and other fees1,212 786 2,092 2,078 
Interest and investment income618 463 1,229 941 
Recognized gains and losses, net(16)(676)(11)(1,145)
Total revenues3,068 2,635 5,542 5,802 
Expenses:  
Benefits and other changes in policy reserves817 (377)1,629 (174)
Personnel costs755 839 1,432 1,662 
Agent commissions550 930 970 1,774 
Other operating expenses394 457 754 899 
Market risk benefit (gains) losses(30)(189)29 (119)
Depreciation and amortization151 120 285 235 
Provision for title claim losses56 93 100 177 
Interest expense43 31 85 61 
Total expenses2,736 1,904 5,284 4,515 
Earnings before income taxes and equity in earnings of unconsolidated affiliates332 731 258 1,287 
Income tax expense90 202 104 358 
Equity in earnings of unconsolidated affiliates1 14 1 16 
Net earnings$243 $543 $155 $945 
Total revenues decreased by $2 million in the three months ended September 30, 2017, compared to the corresponding period in 2016. The decrease consisted of a $38 million increase at FNF Group and a $40 million decrease at FNFV. Revenues.
Total revenues increased by $570 million in the nine months ended September 30, 2017, compared to the corresponding period in 2016. The increase consisted of a $353 million increase at FNF Group and a $217 million increase at FNFV.
Net earnings from continuing operations decreased by $8$433 million in the three months ended SeptemberJune 30, 2017,2023 and decreased by $260 million in the six months ended June 30, 2023 compared to the corresponding periodperiods in 2016. The decrease consisted of a $3 million decrease at FNF Group and $5 million decrease at FNFV. 2022.
Net earnings from continuing operations increaseddecreased by $94$300 million in the ninethree months ended SeptemberJune 30, 2017,2023 and decreased by $790 million in the six months ended June 30, 2023 compared to the corresponding periodperiods in 2016. The increase consisted of a $7 million decrease at FNF Group and $101 million increase at FNFV.2022.
The change in revenue and net earnings from the FNF Group segments and FNFVour reportable segments is discussed in further detail at the segment level below.    

Expenses.
Our operating expenses consist primarily of Personnel costs; Other operating expenses, which in our title business are incurred as orders are received and processed; Agent commissions, which are incurred as title agency revenue is recognized; and CostBenefits and other changes in policy reserves, which in our F&G segment are charged to earnings in the period they are earned by the policyholder based on their selected strategy. For traditional life and immediate annuities, policy benefit claims are charged to expense in the period that the claims are incurred, net of restaurant revenue.reinsurance recoveries. Title insurance premiums, escrow and title-related fees are generally recognized as income at the time the underlying transaction closes or other service is provided. Direct title operations revenue often lags approximately 45-60 days behind expenses and therefore gross margins may fluctuate. The changes in the market environment, mix of business between direct and agency operations and the contributions
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streams. However, a short-term lag exists in reducing controllable fixed costs and certain fixed costs are incurred regardless of revenue levels.
Personnel costs include base salaries, commissions, benefits, stock-based compensation and bonuses paid to employees, and are one of our most significant operating expenses. Personnel costs that are directly attributable to the operations of the Restaurant Group are included in Cost of restaurant revenue.
Agent commissions represent the portion of premiums retained by our third-party agents pursuant to the terms of their respective agency contracts.
Benefit expenses for deferred annuity, FIA and IUL policies include index credits and interest credited to contractholder account balances and benefit claims in excess of contract account balances, net of reinsurance recoveries. Other changes in policy reserves include the change in the fair value of the FIA embedded derivative and the change in the reserve for secondary guarantee benefit payments. Other changes in policy reserves also include the change in reserves for life insurance products.
Other operating expenses consist primarily of facilities expenses, title plant maintenance, premium taxes (which insurance underwriters are required to pay on title premiums in lieu of franchise and other state taxes), appraisal fees and other cost of sales on ServiceLink product offerings and other title-related products, postage and courier services, computer services, professional services, travel expenses, general insurance and bad debt expense on our trade and notes receivable. 
Cost of restaurant revenue includes cost of food and beverage, primarily the costs of beef, groceries, produce, seafood, poultry and alcoholic and non-alcoholic beverages, net of vendor discounts and rebates, payroll and related costs and expenses directly relating to restaurant level activities, and restaurant operating costs including occupancy and other operating expenses at the restaurant level.
The Provisionprovision for title claim losses includes an estimate of anticipated title and title-related claims, and escrow losses.
The change in expenses from the FNF Group segments and FNFVattributable to our reportable segments is discussed in further detail at the segment level below. 
Income tax expense was $74$90 million and $88$202 million in the three-month periodsthree months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, and $355$104 million and $218$358 million in the nine-month periodssix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively. Income tax expense as a percentage of earnings before income taxes was 33%27% and 36% for28% in the three-month periodsthree months ended SeptemberJune 30, 20172023 and 2016,2022, respectively and 41%40% and 35% for28% in the nine-month periodssix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively. IncomeThe decrease in income tax expense as a percentage of earnings before income taxes fluctuates depending on our estimate of ultimate income tax liability and changes in the characteristicsthree months ended June 30, 2023 as compared to the corresponding period in 2022 is primarily attributable to the recording of net earnings, such asvaluation allowances in 2022, partially offset by the weightingrecording of operating income versus investment income.valuation allowances in 2023. The increase in income tax expense as a percentage of earnings before income taxes fromin the nine-month periodsix months ended SeptemberJune 30, 20162023 as compared to the comparable 2017corresponding period wasin 2022 is primarily driven byattributable to recording of valuation allowances in 2023. The valuation allowance is associated with tax benefits from deferred tax assets related to recognized valuation losses on equity securities that we will more likely than not be able to realize for tax purposes. Additionally, the sale of OneDigital, nondeductible legal and regulatory expenses incurredtax benefit associated with the valuation losses on equity securities in the period,three and increased tax expense of $21 million resulting from a change in judgment of the tax deductibility of legal and regulatory settlements finalizedsix months ended June 30, 2023 was further reduced by an increase in the 2017 period.valuation allowance in 2023.
Equity in lossesThe Inflation Reduction Act of unconsolidated affiliates2022 (the "IRA") was $3 millionsigned into law on August 16, 2022. Among other changes, the IRA introduced a 15% corporate alternative minimum tax on adjusted financial statement income and $7 million fora 1% excise tax on treasury stock repurchases. The effective date of these provisions was January 1, 2023. We do not anticipate that the three-month periods ended September 30, 2017 and 2016, respectively, and $7 million and $6 million for the nine-month periods ended September 30, 2017 and 2016, respectively. The equity in losses in 2017 and 2016 consisted primarily of net losses related toIRA will have a material effect on our investment in Ceridian, offset by earnings at various other unconsolidated affiliates, which is described further at the segment level below.current or future financial condition or results from operations.


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FNF Group
Title
The following table presents the results from operations of our Title segment:
 Three months ended June 30,Six months ended June 30,
 2023202220232022
Revenues:(In millions)
Direct title insurance premiums$541 $859 $969 $1,626 
Agency title insurance premiums713 1,203 1,263 2,302 
Escrow, title-related and other fees581 706 1,052 1,371 
Interest and investment income79 35 160 62 
Recognized gains and losses, net(50)(249)(28)(424)
Total revenues1,864 2,554 3,416 4,937 
Expenses:  
Personnel costs656 821 1,254 1,597 
Agent commissions550 930 970 1,774 
Other operating expenses330 409 626 806 
Depreciation and amortization39 34 76 67 
Provision for title claim losses56 93 100 177 
Total expenses1,631 2,287 3,026 4,421 
Earnings before income taxes and equity in earnings of unconsolidated affiliates$233 $267 $390 $516 
Orders opened by direct title operations (in thousands)347 443 655 965 
Orders closed by direct title operations (in thousands)233 348 421 728 
Fee per file (in dollars)$3,598 $3,557 $3,530 $3,210 
 Three months ended September 30, Nine months ended September 30,
 2017 2016 2017 2016
 (In millions)
Revenues:       
Direct title insurance premiums$558
 $556
 $1,598
 $1,518
Agency title insurance premiums719
 713
 2,028
 1,934
Escrow, title-related and other fees563
 569
 1,634
 1,587
Interest and investment income32
 29
 93
 94
Realized gains and losses, net—
 (2) 6
 1
Total revenues1,872
 1,865
 5,359
 5,134
Expenses:       
Personnel costs605
 570
 1,755
 1,633
Agent commissions553
 545
 1,557
 1,473
Other operating expenses348
 379
 1,042
 1,064
Depreciation and amortization40
 38
 117
 109
Provision for title claim losses64
 70
 181
 190
Total expenses1,610
 1,602
 4,652
 4,469
Earnings from continuing operations before income taxes and equity in earnings of unconsolidated affiliates$262
 $263
 $707
 $665
Orders opened by direct title operations (in thousands)501
 616
 1,497
 1,708
Orders closed by direct title operations (in thousands)367
 433
 1,071
 1,156
Fee per file$2,368
 $2,015
 $2,320
 $2,055
Total revenues for the Title segment increaseddecreased by $7$690 million,, or 0%27%, in the three months ended SeptemberJune 30, 20172023 and increaseddecreased by $225$1,521 million, or 4%,31% in the ninesix months ended SeptemberJune 30, 20172023 from the corresponding periods in 2016.

2022.
The following table presents the percentages of title insurance premiums generated by our direct and agency operations:
 Three months ended June 30,Six months ended June 30,
  % of % of % of % of
 2023Total2022Total2023Total2022Total
 (Dollars in millions)
Title premiums from direct operations$541 43 %$859 42 %$969 43 %$1,626 41 %
Title premiums from agency operations713 57 1,203 58 1,263 57 2,302 59 
Total title premiums$1,254 100 %$2,062 100 %$2,232 100 %$3,928 100 %
 Three months ended September 30, Nine months ended September 30,
   % of   % of   % of   % of
 2017 Total 2016 Total 2017 Total 2016 Total
 (Dollars in millions)
Title premiums from direct operations$558
 44% $556
 44% $1,598
 44% $1,518
 44%
Title premiums from agency operations719
 56
 713
 56
 2,028
 56
 1,934
 56
Total title premiums$1,277
 100% $1,269
 100% $3,626
 100% $3,452
 100%
Title premiums increaseddecreased by 1%$808 million, or 39% in the three months ended SeptemberJune 30, 20172023 from the corresponding period in 2022. The decrease was comprised of a decrease in Title premiums from direct operations of $318 million, or 37%, and a decrease in Title premiums from agency operations of $490 million, or 41%.
Title premiums decreased by $1,696 million, or 43%, in the six months ended June 30, 2023 as compared to the corresponding period in 2016.2022. The increase isdecrease was comprised of an increasea decrease in Title premiums from direct operations of $2$657 million, or 0%40%, and an increasea decrease in Title premiums from agency operations of $6$1,039 million or 1%, in the three months ended September 30, 201745%. Title premiums increased by 5% in the nine months ended September 30, 2017 as compared to the corresponding period in 2016. The increase is comprised of an increase in Title premiums from direct operations of $80 million, or 5%, and an increase in Title premiums from agency operations of $94 million, or 5%, in the nine months ended September 30, 2017.






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The following table presents the percentages of openopened and closed title insurance orders generated by purchase and refinance transactions by our direct operations:
Three months ended June 30,Six months ended June 30,
2023202220232022
Opened title insurance orders from purchase transactions (1)79 %75 %79 %68 %
Opened title insurance orders from refinance transactions (1)21 25 21 32 
100 %100 %100 %100 %
Closed title insurance orders from purchase transactions (1)81 %71 %80 %62 %
Closed title insurance orders from refinance transactions (1)19 29 20 38 
100 %100 %100 %100 %
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 Three months ended September 30, Nine months ended September 30,
 2017 2016 2017 2016
Opened title insurance orders from purchase transactions (1)62.1% 49.5% 64.0% 53.7%
Opened title insurance orders from refinance transactions (1)37.9
 50.5
 36.0
 46.3
 100.0% 100.0% 100.0% 100.0%
        
Closed title insurance orders from purchase transactions (1)64.7% 54.0% 63.5% 55.5%
Closed title insurance orders from refinance transactions (1)35.3
 46.0
 36.5
 44.5
 100.0% 100.0% 100.0% 100.0%
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(1)    Percentages exclude consideration of an immaterial number of non-purchase and non-refinance orders.
Title premiums from direct operations increaseddecreased in the three and ninesix months ended SeptemberJune 30, 2017 as2023 from the corresponding period in 2022. The decreases were primarily attributable to decreased closed order volume, partially offset by increases in the average fee per file, which were driven by increases in the proportion of purchase transactions versus refinance transactions.
We experienced a significant decrease in closed title insurance order volume from both purchase and refinance transactions in the three and six months ended June 30, 2023 from the corresponding periods in 2022. Total closed order volume was 233,000 in the three months ended June 30, 2023 compared to 348,000 in the three months ended June 30, 2022 and 421,000 in the six months ended June 30, 2023 compared to 728,000 in the six months ended June 30, 2022. This represented an overall decrease of 33% and 42% in the three and six months ended June 30, 2023, respectively, from the corresponding periods in 2022. The decreases were primarily attributable to higher average mortgage interest rates in the three and six months ended June 30, 2023 when compared to the corresponding periods in 2016. The increase in both periods is primarily attributable to an increase in the fee per file driven by a favorable change in the mix of closed orders from purchase and refinance transactions, partially offset by a decrease in closed order volume. We experienced an increase in closed2022.
Total opened title insurance order volumes from purchase transactions which was more than offset by a decrease in closed title insurance order volumes from refinance transactionsvolume decreased in the threethree and ninesix months ended SeptemberJune 30, 2017 as compared to2023 from the corresponding periods in 2016. Total closed order volumes2022. The decreases were 367,000 and 1,071,000 in the three and nine months ended September 30, 2017, respectively, compared with 433,000 and 1,156,000 in the three and nine months ended September 30, 2016, respectively. This represented an overall decrease of 15% and 7%, respectively. Openattributable to decreased opened title orders changed consistently with closed orders over the threefrom both purchase and nine months ended September 30, 2017 as compared to the corresponding periods in 2016. refinance transactions.
The average fee per file in our direct operations was $2,368$3,598 and $2,320$3,530 in the three and ninesix months ended SeptemberJune 30, 2017,2023, respectively, compared to $2,015$3,557 and $2,055$3,210 in the three and ninesix months ended SeptemberJune 30, 2016.2022. The increase in average fee per file in both periodsthe three and six months ended June 30, 2023 reflects the favorable change in mixan increased proportion of purchase transactions relative to total closed orders from purchase and refinance transactions.compared to the corresponding periods in 2022. The fee per file tends to change as the mix of refinance and purchase transactions changes, because purchase transactions involve the issuance of both a lender’s policy and an owner’s policy, resulting in higher fees, whereas refinance transactions only require a lender’s policy, resulting in lower fees.
The increase in titleTitle premiums from agency operations is primarilydecreased $490 million, or 41%, in the result of an increasethree months ended June 30, 2023 and decreased $1,039 million, or 45% in remittedthe six months ended June 30, 2023 from the corresponding period in 2022. The current trends in the agency premiums that reflects an improvingbusiness reflect a softening residential purchase environment in many markets throughout the country. The increase also reflectscountry and a concerted effort by management to increase remittancesdramatic decline in residential refinance transactions, consistent with existing agents as well as cultivate new relationships with potential new agents while reducing unprofitable agency relationships.recent trends in our direct business.
Escrow, title-related and other fees decreased by $6$125 million, or 1%18%, in the three months ended SeptemberJune 30, 2017,2023 and increased by $47decreased $319 million or 3%,23% in the ninesix months ended SeptemberJune 30, 20172023 from the corresponding periods in 2016.2022. Escrow fees which are more closely related to our direct operations, decreased by $6$76 million, or 3%26%, in the three months ended SeptemberJune 30, 2017,2023 and increased $23$181 million, or 4%,32% in the ninesix months ended SeptemberJune 30, 2017 compared to2023 from the corresponding periods in 2016.2022. The increase is representative of the favorable increase in closed title insurance orders from purchase transactions previously discussed. Other feesdecreases in the Title segment,three and six month periods were primarily attributable to the decrease in residential refinance transactions, which have relatively higher escrow fees per transaction than residential purchase and commercial transactions. Other fees, excluding escrow fees, remained flatdecreased by $49 million, or 12%, in the three months ended SeptemberJune 30, 2017,2023 and increased $24decreased by $138 million, or 2%,17% in the ninesix months ended SeptemberJune 30, 20172023 from the corresponding periods in 2016. This increase relates2022. The decreases in Other fees were attributable to increases in fees in our home warranty business, loan processing revenue at certain subsidiaries of ServiceLink and acquisitions. The increases were offset by decreased revenue at certain other ServiceLink subsidiaries.various immaterial items.
Interest and investment income levels are primarily a function of securities markets, interest rates and the amount of cash available for investment. Interest and investment income increased by $3$44 million, or 126%, in the three months ended June 30, 2023 and increased $98 million, or 158% in the six months ended June 30, 2023 from the corresponding periods in 2022. The increases were primarily attributable to increased income from our tax-deferred property exchange business and higher yields on our short-term investments when compared to the corresponding period in 2022.
Net recognized losses were $50 million and $249 million in the three months ended SeptemberJune 30, 20172023 and decreased by $12022, respectively. Net recognized losses were $28 million and $424 million in the ninesix months ended SeptemberJune 30, 20172023 and 2022, respectively. The variations in recognized gains and losses, net in the three and six months ended June 30, 2023 compared to the corresponding periods in 2016. The increase2022 are primarily attributable to fluctuations in the three-month period was primarily driven by increased interest rates earnednon-cash valuation changes on our equity and preferred security holdings in our tax-deferred property exchange business, partially offset by a decrease in our fixed maturity holdings period over period.addition to various other immaterial items.
Personnel costs include base salaries, commissions, benefits, stock-based compensation and bonuses paid to employees, and are one of our most significant operating expenses. There was a $35Personnel costs decreased $165 million,, or 6% increase20%, in the three-month periodthree months ended SeptemberJune 30, 2017,2023 and a $122decreased $343 million, or 7%, increase21% in the nine-month periodsix months ended SeptemberJune 30, 20172023 compared to the corresponding periods in 2016.2022. The increasedecreases are due to lower average head count in the 2017 period is primarily due2023 periods in response to higher commissions and bonuses associated with increased headcount to process increased closed order counts from purchase transactions and increased expense associated with acquisitions. the decline in title orders.Personnel costs as a percentage of total revenues from direct title premiums and escrow, title-related and other

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fees were 54%58% and 52% for both of the three months ended June 30, 2023 and nine-month periods ended September 30, 2017,2022, respectively, and 51%62% and 53% for the threesix months ended June 30, 2023 and nine-month periods ended September 30, 2016,2022, respectively. The increase in personnel cost as a percentage of total revenues from direct title premiums and escrow, title-related and other fees was primarily impacted by the January 1, 2017 realignment of Property Insight to us from Black Knight which resulted in reduced other operating expense offset by increased personnel expense within our Title segment. Average employee count in the Title segment was 23,67121,527and 22,49026,283 in the three-month periodsthree months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, and 23,12921,521 and 21,71426,628 in the nine-month periodssix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively.
Other operating expenses consist primarily
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Table of facilities expenses, title plant maintenance, premium taxes (which insurance underwriters are required to pay on title premiums in lieu of franchise and other state taxes), postage and courier services, computer services, professional services, travel expenses, general insurance, and bad debt expense on our trade and notes receivable. Contents
Other operating expenses decreased by $31$79 million, or 8%19%, in the three months ended SeptemberJune 30, 20172023, and decreased $22by $180 million, or 2%,22% in the ninesix months ended SeptemberJune 30, 20172023 from the corresponding periods in 2016.2022. Other operating expenses as a percentage of total revenue excluding agency premiums, interest and investment income, and realizedrecognized gains and losses decreased approximately 3%were 29% and 2%26% in the three and nine months ended SeptemberJune 30, 2017 from2023 and 2022, respectively, and 31% and 27% in the comparable periodssix months ended SeptemberJune 30, 2016,2023 and 2022, respectively. The decrease is primarily driven by decreased cost of sales at certain subsidiaries of ServiceLink, lower title plant costs associated with lower order counts, and the January 1, 2017 realignment of Property Insight to us from Black Knight which resulted in reduced other operating expense offset by increased personnel expense within our Title segment.
Agent commissions represent the portion of premiums retained by agents pursuant to the terms of their respective agency contracts. Agent commissions and the resulting percentage of agent premiums that we retain vary according to regional differences in real estate closing practices and state regulations.
The following table illustrates the relationship of agent premiums and agent commissions, which havehas remained relatively consistent since 2016:2022:
 Three months ended June 30,Six months ended June 30,
 2023%2022%2023%2022%
 (Dollars in millions)
Agent premiums$713 100 %$1,203 100 %$1,263 100 %$2,302 100 %
Agent commissions550 77 %930 77 %970 77 %1,774 77 %
Net retained agent premiums$163 23 %$273 23 %$293 23 %$528 23 %
 Three months ended September 30, Nine months ended September 30,
 2017 % 2016 % 2017 % 2016 %
 (Dollars in millions)
Agent premiums719
 100% 713
 100% $2,028
 100% $1,934
 100%
Agent commissions553
 77% 545
 76% 1,557
 77% 1,473
 76%
Net retained agent premiums$166
 23% $168
 24% $471
 23% $461
 24%
Depreciation and amortization increased by $2 million in the three months ended September 30, 2017 and increased $8 million in the nine months ended September 30, 2017 compared to the corresponding periods in 2016.
The claim loss provision for title insurance was $64$56 million and $70$93 million for the three-month periodsthree months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, and $100 million and $177 million for the six months ended June 30, 2023, and 2022, respectively. The provision reflects an average provision rate of 5.0% and 5.5% of title premiums, respectively. The claim loss provision for title insurance was $181 million and $190 million for the nine-month periods ended September 30, 2017 and 2016, respectively, and reflects an average provision rate of 5.0% and 5.5%4.5% of title premiums in the 2017 and 2016 periods, respectively.all periods. We continually monitor and evaluate our loss provision level, actual claims paid, and the loss reserve position each quarter. This loss provision rate is set to provide for losses on current year policies, but due to development of prior years and our long claim duration, it periodically includes amounts of estimated adverse or positive development on prior years' policies.
F&G
Segment Overview
Through our majority-owned F&G subsidiary, we have five distribution channels across retail and institutional markets. Our three retail channels include agent-based Independent Marketing Organizations ("IMOs"), banks and broker dealers. We have deep, long-tenured relationships with our network of leading IMOs and their agents to serve the needs of the middle-income market and develop competitive annuity and life products to align with their evolving needs. Upon FNF’s ownership and F&G’s subsequent rating upgrades in mid-2020, we launched into banks and broker dealers. Further, in 2021, we launched two institutional channels to originate Funding Agreement Backed Note ("FABN") and PRT transactions. The FABN Program offers funding agreements to institutional clients by means of capital markets transactions through investment banks. The funding agreements issued under the FABN Program are in addition to those issued to the Federal Home Loan Bank of Atlanta ("FHLB"). The PRT solutions business was launched by building an experienced team and then working with brokers and institutional consultants for distribution. These markets leverage our existing team's spread-based capabilities as well as our strategic partnership with Blackstone.
In setting the fourthfeatures and pricing of our flagship FIA products relative to our targeted net margin, we take into account our expectations regarding (1) the difference between the net investment income we earn and the sum of the interest credited to policyholders and the cost of hedging our risk on the policies; (2) fees, including surrender charges and rider fees, partly offset by vesting bonuses that we pay our policyholders; and (3) a number of related expenses, including benefits and changes in reserves, acquisition costs, and general and administrative expenses.
Key Components of Our Historical Results of Operations
Through our insurance subsidiaries, we issue a broad portfolio of deferred annuities (FIA and fixed rate annuities), IUL, immediate annuities, funding agreements and PRT solutions. A deferred annuity is a type of contract that accumulates value on a tax deferred basis and typically begins making specified periodic or lump sum payments a certain number of years after the contract has been issued. IUL insurance is a complementary type of contract that accumulates value in a cash value account and provides a payment to designated beneficiaries upon the policyholder’s death. An immediate annuity is a type of contract that begins making specified payments within one annuity period (e.g., one month or one year) and typically makes payments of principal and interest earnings over a period of time.
Under U.S. GAAP, premium collections for deferred annuities, FIAs, fixed rate annuities, immediate annuities and PRT without life contingency, and deposits received for funding agreements are reported in the financial statements as deposit liabilities (i.e., contractholder funds) instead of as sales or revenues. Similarly, cash payments to customers are reported as decreases in the liability for contractholder funds and not as expenses. Sources of revenues for products accounted for as deposit liabilities are net investment income, surrender, cost of insurance and other charges deducted from contractholder funds,
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and net realized gains (losses) on investments. Components of expenses for products accounted for as deposit liabilities are interest-sensitive and index product benefits (primarily interest credited to account balances or the hedging cost of providing index credits to the policyholder), amortization of value of insurance and reinsurance contracts acquired ("VOBA"), deferred acquisition costs ("DAC"), deferred sales inducements ("DSI") and unearned revenue liability ("URL"), other operating costs and expenses, and income taxes.
We hedge certain portions of our exposure to product related equity market risk by entering into derivative transactions. We purchase derivatives consisting predominantly of call options and, to a lesser degree, futures contracts (specifically for FIA contracts) on the equity indices underlying the applicable policy. These derivatives are used to offset the reserve impact of the index credits due to policyholders under the FIA and IUL contracts. The majority of all such call options are one-year options purchased to match the funding requirements underlying the FIA/IUL contracts. We attempt to manage the cost of these purchases through the terms of our FIA/IUL contracts, which permit us to change caps, spread, or participation rates on each policy's annual anniversary, subject to certain guaranteed minimums that must be maintained. The call options and futures contracts are marked to fair value with the change in fair value included as a component of net investment gains (losses). The change in fair value of the call options and futures contracts includes the gains and losses recognized at the expiration of the instruments’ terms or upon early termination and the changes in fair value of open positions.
As noted above, MRBs are contracts or contract features that both provide protection to the contract holder from other-than-nominal capital market risk (equity, interest and foreign exchange risk) and expose the Company to other-than-nominal capital market risk. MRBs are measured at fair value using a risk neutral valuation method, which is based on current net amounts at risk, market data, internal and industry experience, and other factors. The change in fair value of MRBs generally reflects impacts from actual policyholder behavior (including surrenders of the benefit), changes in interest rates, and changes in equity market returns. Generally higher interest rates and equity returns result in gains whereas lower interest rates and equity returns result in losses.
Earnings from products accounted for as deposit liabilities are primarily generated from the excess of net investment income earned over the sum of interest credited to policyholders and the cost of hedging our risk on FIA/IUL policies. With respect to FIAs/IULs, the cost of hedging our risk includes the expenses incurred to fund the index credits. Proceeds received upon expiration or early termination of call options purchased to fund annual index credits are recorded as part of the change in fair value of derivatives, and are largely offset by an expense for index credits earned on annuity contractholder fund balances.
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F&G Results of Operations
The results of operations of our F&G segment for the three and six months ended June 30, 2023 and 2022 were as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Revenues:
Life insurance premiums and other fees$576 $71 $941 $667 
Interest and investment income525 425 1,044 876 
Recognized gains and (losses), net67 (426)52 (723)
Total revenues1,168 70 2,037 820 
Benefits and expenses:
Benefits and other changes in policy reserves817 (377)1,629 (174)
Market risk benefit (gains) losses(30)(189)29 (119)
Depreciation and amortization104 80 109 64 
Personnel costs56 34 69 49 
Other operating expenses33 31 194 156 
Interest expense25 9 47 17 
Total benefits and expenses1,005 (412)2,077 (7)
Earnings (loss) before income taxes163 482 (40)827 
Income tax expense (benefit)33 97 25 203 
Net earnings (loss)$130 $385 $(65)$624 
Revenues
Life insurance premiums and other fees
Life insurance premiums and other fees primarily reflect premiums on life-contingent PRTs and traditional life insurance products, which are recognized as revenue when due from the policyholder, as well as policy rider fees primarily on FIA policies, the cost of insurance on IUL policies and surrender charges assessed against policy withdrawals in excess of the policyholder's allowable penalty-free amounts (up to 10% of the prior year's value, subject to certain limitations). The following table summarizes the Life insurance premiums and other fees, included within Escrow, title-related and other fees on the accompanying unaudited Condensed Consolidated Statements of Earnings, for the three and six months ended June 30, 2023 and 2022:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Life-contingent pension risk transfer premiums$474 $(5)$737 $520 
Traditional life insurance premiums5 2 11 7 
Life-contingent immediate annuity premiums5 7 11 12 
Surrender charges16 13 39 23 
Policyholder fees and other income76 54 143 105 
Life insurance premiums and other fees$576 $71 $941 $667 
•Life insurance premiums and other fees for the three and six months ended June 30, 2023 increased compared to the three and six months ended June 30, 2022 reflecting higher PRT premiums.
•Surrender charges increased for the three months and six months ended June 30, 2023 compared to the three and six months ended June 30, 2022, primarily reflecting amounts assessed against policy withdrawals in excess of the policyholder's allowable penalty-free amounts primarily on our FIA policies.

•Policyholder fees and other income increased for the three and six months ended June 30, 2023 compared to the three and six months ended June 30, 2022, primarily due to increased GMWB rider fees, cost of insurance charges on IUL
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policies and IUL premium loads. GMWB rider fees are based on the policyholder's benefit base and are collected at the end of the policy year.
Interest and investment income
Below is a summary of interest and investment income for the three and six months ended June 30, 2023 and June 30, 2022:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Fixed maturity securities, available-for-sale$448 $336 $880 $655 
Equity securities4 4 9 8 
Preferred securities12 15 22 26 
Mortgage loans57 49 108 88 
Invested cash and short-term investments17 9 33 13 
Limited partnerships44 58 101 171 
Other investments5 1 14 7 
Gross investment income587 472 $1,167 $968 
Investment expense(62)(47)(123)(92)
Interest and investment income$525 $425 $1,044 $876 
Interest and investment income is shown net of amounts attributable to certain funds withheld reinsurance agreements which is passed along to the reinsurer in accordance with the terms of these agreements. Interest and investment income attributable to these agreements, and thus excluded from the totals in the table above, was $76 million and $134 million for the three and six months ended June 30, 2023, respectively, and $20 million and $38 million for the three and six months ended June 30, 2022, respectively.
Recognized gains and (losses), net
Below is a summary of the major components included in recognized gains and losses, net for the three and six months ended June 30, 2023 and June 30, 2022:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Net realized and unrealized (losses) gains on fixed maturity available-for-sale securities, equity securities and other invested assets$(29)$(162)$(77)$(269)
Change in allowance for expected credit losses(21)(6)(29)(7)
Net realized and unrealized (losses) gains on certain derivatives instruments99 (394)157 (702)
Change in fair value of reinsurance related embedded derivatives17 141 (2)263 
Change in fair value of other derivatives and embedded derivatives1 (5)3 (8)
Recognized gains and (losses), net$67 $(426)$52 $(723)
Recognized gains and losses, net is shown net of amounts attributable to certain funds withheld reinsurance agreements which is passed along to the reinsurer in accordance with the terms of these agreements. Recognized gains (losses) attributable to these agreements, and thus excluded from the totals in the table above, was $21 million and $(1) million for the three and six months ended June 30, 2023, respectively, and $151 million and $279 million for the three and six month periods ended June 30, 2022, respectively.
•For the three and six months ended June 30, 2023, net realized and unrealized gains (losses) on fixed maturity available-for-sale securities, equity securities and other invested assets is primarily the result of realized losses on fixed maturity available-for-sale securities, partially offset by and mark-to-market gains on our equity securities and realized gains on other invested assets.

•For the three and six months ended June 30, 2022, net realized and unrealized gains (losses) on fixed maturity available-for-sale securities, equity securities and other invested assets is primarily the result of mark-to-market losses on our equity securities and realized losses on fixed maturity available-for-sale securities.

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•For all periods, net realized and unrealized gains (losses) on certain derivative instruments primarily relate to the net realized and unrealized gains (losses) on options and futures used to hedge FIA and IUL products, including gains on option and futures expiration. See the table below for primary drivers of gains (losses) on certain derivatives.

•The fair value of reinsurance related embedded derivative is based on the change in fair value of the underlying assets held in the funds withheld (“FWH”) portfolio.
We utilize a combination of static (call options) and dynamic (long futures contracts) instruments in our hedging strategy. A substantial portion of the call options and futures contracts are based upon the S&P 500 Index with the remainder based upon other equity, bond and gold market indices.
The components of the realized and unrealized gains (losses) on certain derivative instruments hedging our indexed annuity and universal life products are summarized in the table below for the three and six months ended June 30, 2023 and June 30, 2022:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Call options:
Realized (losses) gains$(68)$(41)$(159)$4 
Change in unrealized (losses) gains166 (354)312 (713)
Futures contracts:
(Losses) gains on futures contracts expiration3 (4)6 (2)
Change in unrealized gains (losses)(2)(4)(1)(3)
Foreign currency forward:
(Losses) gains on foreign currency forward— 9 (1)12 
Total net change in fair value$99 $(394)$157 $(702)
Annual Point-to-Point Change in S&P 500 Index during the periods8 %(16)%16 %(21)%
•Realized gains and losses on certain derivative instruments are directly correlated to the performance of the indices upon which the call options and futures contracts are based and the value of the derivatives at the time of expiration compared to the value at the time of purchase. Gains (losses) on option expiration reflect the movement during each period on options settled during the respective period.
•The change in unrealized gains (losses) due to fair value of call options is primarily driven by the underlying performance of the S&P 500 Index during each respective period relative to the S&P 500 Index on the policyholder buy dates.
•The net change in fair value of the call options and futures contracts was primarily driven by movements in the S&P 500 Index relative to the policyholder buy dates.
The average index credits to policyholders are as follows:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
Average Crediting Rate1 %1 %1 %2 %
S&P 500 Index:
Point-to-point strategy1 %1 %1 %2 %
Monthly average strategy1 %3 %— %3 %
Monthly point-to-point strategy— %— %— %1 %
3 year high water mark7 %9 %10 %12 %
•Actual amounts credited to contractholder fund balances may differ from the index appreciation due to contractual features in the FIA contracts and certain IUL contracts (caps, spreads and participation rates), which allow F&G to manage the cost of the options purchased to fund the annual index credits.
•The credits for the periods presented were based on comparing the S&P 500 Index on each issue date in the period to the same issue date in the respective prior year periods.
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Benefits and expenses
Benefits and other changes in policy reserves
Below is a summary of the major components included in Benefits and other changes in policy reserves:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
PRT agreements$488 $— $754 $532 
FIA/IUL market related liability movements119 (555)488 (1,114)
Index credits, interest credited & bonuses170 148 304 354 
Other changes in policy reserves40 30 83 54 
Total benefits and other changes in policy reserves
$817 $(377)$1,629 $(174)
•PRT agreements increased for the three and six months ended June 30, 2023 compared to the three and six months ended June 30, 2022, reflecting higher PRT transactions during the periods and are subject to fluctuation period to period.
•The FIA/IUL market related liability movements during the three and six months ended June 30, 2023 and 2022, respectively, are mainly driven by changes in the equity markets, non-performance spreads, and risk free rates during the periods. The change in risk free rates and non-performance spreads (decreased) increased the FIA market related liability by $(59) million and $(253) million during the three months ended June 30, 2023 and 2022, respectively. The change in risk free rates and non-performance spreads (decreased) increased the FIA market related liability by $6 million and $(559) million during the six months ended June 30, 2023 and 2022, respectively. The remaining changes in market value of the market related liability movements for all periods was driven by equity market impacts. See “Revenues — Recognized gains and (losses), net” above for summary and discussion of net unrealized gains (losses) on certain derivative instruments.
•Annually, typically in the third quarter, we review assumptions associated with reserves for policy benefits and product guarantees. During the first quarter of 2016,2023, based on increases in interest rates and pricing changes, we revised our loss provisionupdated certain FIA assumptions used to calculate the fair value of the embedded derivative component within contractholder funds. These changes resulted in an increase in contractholder funds of $102 million.
•Index credits, interest credited & bonuses for the three months ended June 30, 2023, were higher compared to the three months ended June 30, 2022, and primarily reflected higher amounts for PRT, based the growth in the portfolio, and fixed rate annuities, partially offset by lower index credits on FIA policies as a result of market movement during the respective periods. Index credits, interest credited & bonuses for the six months ended June 30, 2023, were lower compared to 5.0% from 5.5% based upon an analysisthe six months ended June 30, 2022, and primarily reflected lower index credits on FIA policies as a result of historical ultimate loss ratios,market movement during the reduced volatilityrespective periods partially offset by higher amounts for PRT and fixed rate annuities. Refer to average policyholder index discussion above for details on drivers.
Market Risk Benefit Losses
Below is a summary of developmentmarket risk benefit losses:

Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Market risk benefits (gains) losses$(30)$(189)$29 $(119)
•Market risk benefits (gains) losses is primarily driven by attributed fees collected, effects of those historical ultimate loss ratios,market related movements (including changes in equity markets and lower policy year loss ratiosrisk-free rates), actual policyholder behavior as compared with expected and changes in recent years.assumptions during the periods. Changes in market risk benefit (gains) losses for the three and six months ended June 30, 2023, compared to the three and six months ended June 30, 2022, primarily reflect a favorable GMWB utilization assumption change in 2022, less favorable market related movements and higher attributed fees. In addition, actual policyholder behavior for the three and six months ended June 30, 2023 was more in line with expected, as compared to the three and six months ended June 30, 2022, resulting in a favorable change to the market risk benefit (gains) losses.
FNF Group Corporate
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Depreciation and OtherAmortization
The FNF Group CorporateBelow is a summary of the major components included in depreciation and amortization:

Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Amortization of VOBA, DAC and DSI$97 $70 $179 $139 
Amortization of other intangible assets and other depreciation7 10 15 17 
Total depreciation and amortization$104 $80 $194 $156 
•VOBA, DAC and DSI are amortized on a constant level basis for the grouped contracts over the expected term of the related contracts to approximate straight-line amortization.
•Depreciation and amortization increased for the three and six months ended June 30, 2023 compared to the three and six months ended June 30, 2022 and primarily reflected increased DAC and DSI associated with the growth in business.
Personnel Costs and Other segment consistsOperating Expenses
Below is a summary of personnel costs and other operating expenses:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(In millions)
Personnel costs56 34 $109 $64 
Other operating expenses33 31 69 49 
Total personnel costs and other operating costs$89 $65 $178 $113 
•Personnel costs and other operating expenses for the three and six months ended June 30, 2023 were higher compared to the three and six months ended June 30, 2022, and primarily reflect headcount growth to support higher volumes and strategic growth capabilities.
Other Items Affecting Net Earnings
Income Tax (Benefit) Expense
Below is a summary of the operationsmajor components included in income tax (benefit) expense:
Three months endedSix months ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
(Dollars in millions)
Income (loss) before taxes$163 $482 $(40)$827 
Income tax expense (benefit) before valuation allowance31 97 (14)165 
Change in valuation allowance2 — 39 38 
Federal income tax expense
$33 $97 $25 $203 
Effective rate20 %20 %(63)%25 %
•Income tax expense for the three months ended June 30, 2023 was $33 million, compared to income tax expense of the parent holding company, certain other unallocated corporate overhead expenses, and other smaller real estate and insurance related operations.
The FNF Group Corporate and Other segment generated revenues of $114 million and $83$97 million for the three months ended SeptemberJune 30, 2017 and 2016, respectively, and $3292022. The effective tax rate was 20% for both periods. The decrease in income tax expense quarter over quarter is primarily related to the decrease in pre-tax income.
•Income tax expense for the six months ended June 30, 2023 was $25 million, and $201compared to income tax expense of $203 million for the ninesix months ended SeptemberJune 30, 20172022. The effective tax rate was (63)% and 2016,25% for the six months ended June 30, 2023 and June 30, 2022, respectively. The revenuedecrease in all periods represents revenue generated by our real estate brokerage subsidiaries and other real estateincome tax expense period over period is primarily related companies offset by the elimination of certain revenues between segments. The increase of $31 million, or 37%, in the three-month period and the increase of $128 million, or 64%, in the nine-month period are primarily attributable to the acquisitiondecrease in pre-tax income.
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Investment Portfolio
The types of Commissions, Inc. ("CINC") and to revenue growth and acquisitions by Pacific Union, a luxury real estate broker based in Californiaassets in which we have a 66%may invest are influenced by various state laws, which prescribe qualified investment assets applicable to insurance companies. Within the parameters of these laws, we invest in assets giving consideration to four primary investment objectives: (i) maintain robust absolute returns; (ii) provide reliable yield and investment income; (iii) preserve capital and (iv) provide liquidity to meet policyholder and other corporate obligations.
Our investment portfolio is designed to contribute stable earnings and balance risk across diverse asset classes and is primarily invested in high quality fixed income securities.
As of June 30, 2023 and December 31, 2022, the fair value of our investment portfolio was approximately $46 billion and $41 billion, respectively, and was divided among the following asset classes and sectors:
June 30, 2023December 31, 2022
Fair ValuePercentFair ValuePercent
Fixed maturity securities, available for sale:(Dollars in millions)
United States Government full faith and credit$211 — %$32 — %
United States Government sponsored entities37 — %42 — %
United States municipalities, states and territories1,558 3 %1,410 3 %
Foreign Governments170 — %148 — %
Corporate securities:
 Finance, insurance and real estate6,222 14 %5,085 12 %
 Manufacturing, construction and mining893 2 %737 2 %
 Utilities, energy and related sectors2,180 5 %2,275 6 %
 Wholesale/retail trade2,065 5 %2,008 5 %
 Services, media and other3,406 7 %2,794 7 %
 Hybrid securities677 1 %705 2 %
 Non-agency residential mortgage-backed securities1,974 4 %1,479 4 %
 Commercial mortgage-backed securities3,949 9 %3,036 7 %
 Asset-backed securities8,057 18 %7,245 18 %
 Collateral loan obligations ("CLO")4,783 10 %4,222 10 %
Total fixed maturity available for sale securities36,182 78 %31,218 76 %
Equity securities (a)756 2 %823 2 %
Limited partnerships:
Private equity1,175 3 %1,129 3 %
Real assets435 1 %431 1 %
Credit988 2 %867 2 %
  Limited Partnerships$2,598 6 %$2,427 6 %
Commercial mortgage loans2,144 5 %2,083 5 %
Residential mortgage loans2,377 5 %1,892 5 %
Other (primarily derivatives and company owned life insurance)1,419 3 %809 2 %
Short term investments347 1 %1,556 4 %
Total investments$45,823 100 %$40,808 100 %
(a) Includes investment grade non-redeemable preferred stocks ($607 million and $672 million as of June 30, 2023 and December 31, 2022, respectively).
Insurance statutes regulate the type of investments that our life insurance subsidiaries are permitted to make and limit the amount of funds that may be used for any one type of investment. In light of these statutes and regulations, and our business and investment strategy, we generally seek to invest in (i) corporate securities rated investment grade by established nationally recognized statistical rating organizations (each, an “NRSRO”), (ii) U.S. Government and government-sponsored agency securities, or (iii) securities of comparable investment quality, if not rated.
The NAIC’s Securities Valuation Office (“SVO”) is responsible for the day-to-day credit quality assessment and valuation of securities owned by state regulated insurance companies. Insurance companies report ownership interest.of securities to the SVO when such securities are eligible for regulatory filings. The increase inSVO conducts credit analysis on these securities for the nine-month period was also driven by a $15 million increase related to recording one additional monthpurpose of results of operations during the second quarter of 2017 for our real estate brokerages in order to catch up their results which were previously reported on a one-month lag.

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assigning an NAIC designation or unit price. Typically, if a security has been rated by an NRSRO, the SVO utilizes that rating and assigns an NAIC designation based upon the NAIC published comparison of NRSRO ratings to NAIC designations.
Other operating expensesThe NAIC determines ratings for non-agency Residential Mortgage Backed Securities (“RMBS”) and CMBS using modeling that estimates security level expected losses under a variety of economic scenarios. For such assets issued prior to January 1, 2013, an insurer’s amortized cost basis in applicable assets can impact the FNF Group Corporate and Other segment were $95 million and $60 million forassigned rating. In the three months ended September 30, 2017 and 2016, respectively, and $270 million and $152 million fortables below, we present the nine months ended September 30, 2017 and 2016, respectively. Both periods reflect expenses at our real estate brokerage subsidiaries and other real estate related companies. The increaserating of $35 million, or 58%, in the three-month period ended September 30, 2017structured securities based on ratings from the corresponding 2016 periodNAIC rating methodologies described above (which in some cases do not correspond to rating agency designations). All NAIC designations (e.g., NAIC 1-6) are based on the NAIC methodologies.
The following table summarizes the credit quality by NRSRO rating, or NAIC designation equivalent, of our fixed income portfolio at June 30, 2023 and December 31, 2022:

June 30, 2023December 31, 2022
NRSRO RatingNAIC DesignationFair ValueFair Value PercentFair ValueFair Value Percent
(Dollars in millions)
AAA/AA/A1$23,055 64 %$18,681 60 %
BBB211,261 31 %10,737 34 %
BB31,531 4 %1,425 5 %
B4187 1 %236 1 %
CCC569 — %67 — %
CC or lower679 — %72 — %
  Total
$36,182 100 %$31,218 100 %

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Investment Industry Concentration
The tables below present the increasetop ten industry categories of $118 million, or 78%, inour fixed maturity and equity securities including the nine-month period ended Septemberfair value and percent of total fixed maturity and equity securities fair value as of June 30, 2017 from the corresponding 2016 period are primarily attributable to the acquisition of CINC2023 and growth and acquisitions at Pacific Union. The increase in the nine-month period was also driven by a $14 million increase related to recording one additional month of results of operations in the 2017 period forDecember 31, 2022. Effective January 1, 2023, we updated our real estate brokerages in order to catch up their results which were previously reported on a one-month lag.
Interest expense was $11 million and $14 million for the three months ended September 30, 2017 and 2016, respectively, and $39 million and $47 million for the nine months ended September 30, 2017 and 2016, respectively. The decrease is primarily attributable to decreased interest on our convertible Notes resulting from redemptions in the 2017 periods.
This segment generated pretax losses of $20 million and $12 million for the three months ended September 30, 2017 and 2016, respectively, and $63 million and $52 million, for the nine months ended September 30, 2017 and 2016, respectively. The increased losses are attributable to the factors discussed above.
Asindustry classifications as a result of a change in our investment accounting software and related service providers. Our investment strategy has remained consistent and our portfolio mix has not materially changed. The December 31, 2022 table was updated to reflect a consistent presentation with the BK Distribution,June 30, 2023 classifications:
June 30, 2023
Top 10 Industry ConcentrationFair Value (In millions)Percent of Total Fair Value
ABS Other$8,057 22 %
CLO securities4,783 13 %
Commercial mortgage backed securities3,949 11 %
Diversified financial services2,906 8 %
Banking2,116 6 %
Whole loan collateralized mortgage obligations1,685 5 %
Municipal1,558 4 %
Insurance1,555 4 %
Electric1,067 3 %
Telecommunications598 2 %
Total$28,274 78 %
December 31, 2022
Top 10 Industry ConcentrationFair Value (In millions)Percent of Total Fair Value
ABS Other$7,245 23 %
CLO securities4,222 13 %
Whole loan collateralized mortgage backed obligation ("CMO")3,655 12 %
Banking2,855 9 %
Municipal1,410 4 %
Electric1,379 4 %
Life Insurance1,376 4 %
Technology855 3 %
Healthcare659 2 %
Commercial MBS571 2 %
Total$24,227 76 %









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The amortized cost and fair value of fixed maturity AFS securities by contractual maturities as of June 30, 2023 and December 31, 2022, are shown below. Actual maturities may differ from contractual maturities because issuers may have the financial resultsright to call or prepay obligations.
June 30, 2023December 31, 2022
Amortized CostFair ValueAmortized CostFair Value
Corporate, Non-structured Hybrids, Municipal and U.S. Government securities:(In millions)
Due in one year or less$227 $222 $124 $123 
Due after one year through five years3,116 2,968 2,193 2,059 
Due after five years through ten years2,065 1,862 1,840 1,633 
Due after ten years15,046 12,330 14,417 11,379 
Subtotal$20,454 $17,382 $18,574 $15,194 
Other securities, which provide for periodic payments:
Asset-backed securities$13,492 $12,840 $12,209 $11,467 
Commercial-mortgage-backed securities4,307 3,949 3,309 3,036 
Residential mortgage-backed securities2,121 2,011 1,631 1,521 
Subtotal$19,920 $18,800 $17,149 $16,024 
Total fixed maturity available-for-sale securities$40,374 $36,182 $35,723 $31,218 
Non-Agency RMBS Exposure
Our investment in non-agency RMBS securities is predicated on the conservative and adequate cushion between purchase price and NAIC 1 rating, general lack of Black Knight have been reclassifiedsensitivity to discontinued operations forinterest rates, positive convexity to prepayment rates and correlation between the threeprice of the securities and nine months ended September 30, 2017the unfolding recovery of the housing market.
The fair value of our investments in subprime securities and 2016. Earnings from discontinued operations were $31Alt-A RMBS securities was $36 million and $17$53 million for the three months ended Septemberas of June 30, 2017 and 2016,2023, respectively, and $59$40 million and $54 million as of December 31, 2022, respectively. As of June 30, 2023 and December 31, 2022 approximately 94% and 91%, respectively, of the subprime and Alt-A RMBS exposures were rated NAIC 2 or higher.

ABS and CLO Exposures
Our ABS exposures are largely diversified by underlying collateral and issuer type. Our CLO exposures are generally senior tranches of CLOs, which have leveraged loans as their underlying collateral.
As of June 30, 2023, the CLO and ABS positions were trading at a net unrealized loss position of $130 million and $515 million, respectively. As of December 31, 2022, the CLO and ABS positions were trading at a net unrealized loss position of $236 million and $499 million, respectively.













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The following table summarizes the credit quality by NRSRO rating, or NAIC designation equivalent, of our AFS ABS portfolio (dollars in millions) at June 30,2023 and December 31, 2022.
June 30, 2023December 31, 2022
Fair ValuePercentFair ValuePercent
NRSRO RatingNAIC Designation
  AAA/AA/A1$6,247 77%$5,570 77%
  BBB21,36517%1,23217%
  BB33665%3445%
  B4471%721%
  CCC58—%9—%
  CC and lower624—%18—%
Total$8,057 100%$7,245 100%
The following table summarizes the credit quality by NRSRO rating, or NAIC designation equivalent, of our AFS CLO portfolio (dollars in millions) at June 30, 2023 and December 31, 2022.
June 30, 2023December 31, 2022
Fair ValuePercentFair ValuePercent
NRSRO RatingNAIC Designation
  AAA/AA/A1$2,968 62%$2,678 64%
  BBB21,37429%1,22529%
  BB33848%2566%
  B419—%19—%
  CCC5——%9—%
  CC and lower6381%351%
Total$4,783 100%$4,222 100%

Municipal Bond Exposure
Our municipal bond exposure is a combination of general obligation bonds (fair value of $232 million and $188 million and an amortized cost of $269 million and $231 million as of June 30, 2023 and December 31, 2022, respectively) and special revenue bonds (fair value of $1,324 million and $1,017 million and an amortized cost of $1,522 million and $1,248 million as of June 30, 2023 and December 31, 2022, respectively).
Across all municipal bonds, the largest issuer represented 5% and 6% of the category as of June 30, 2023 and December 31, 2022, respectively, with less than 1% of the entire portfolio rated NAIC 1. Our focus within municipal bonds is on NAIC 1 rated instruments, and 97% of our municipal bond exposure is rated NAIC 1 as of June 30, 2023.
Mortgage Loans
Commercial Mortgage Loans
We diversify our commercial mortgage loans ("CMLs") portfolio by geographic region and property type to attempt to reduce concentration risk. We continuously evaluate CMLs based on relevant current information to ensure properties are performing at a level to secure the related debt. LTV and DSC ratios are utilized to assess the risk and quality of CMLs. As of June 30, 2023 and December 31, 2022, our mortgage loans on real estate portfolio had a weighted average DSC ratio of 2.3 times and 2.4 times, respectively, and a weighted average LTV ratio of 55% and 57%, respectively. See Note D Investments to the unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for additional information on our CMLs, including our distribution by property type, geographic region and LTV and DSC ratios.
We consider a CML delinquent when a loan payment is greater than 30 days past due. For mortgage loans that are determined to require foreclosure, the ninecarrying value is reduced to the fair value of the underlying collateral, net of estimated costs to obtain and sell at the point of foreclosure. At June 30, 2023, we had one CML that was delinquent in principal or interest payments and none in the process of foreclosure. As of December 31, 2022, we had one CML that was delinquent in principal or interest payments or in process of foreclosure.
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Residential Mortgage Loans
F&G's RMLs are closed end, amortizing loans and 100% of the properties are in the United States. F&G diversifies its RML portfolio by state to attempt to reduce concentration risk. RMLs have a primary credit quality indicator of either a performing or nonperforming loan. F&G defines non-performing RMLs as those that are 90 or more days past due and/or in nonaccrual status.
Loans are placed on nonaccrual status when they are over 90 days delinquent. If a loan becomes over 90 days delinquent, it is our general policy to initiate foreclosure proceedings unless a workout arrangement to bring the loan current can be put in place. See Note D Investments to the unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for additional information on our RMLs.
















































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Unrealized Losses
The amortized cost and fair value of the fixed maturity securities and the equity securities that were in an unrealized loss position as of June 30, 2023 and December 31, 2022, were as follows:
June 30, 2023
Number of securitiesAmortized CostAllowance for Expected Credit LossesUnrealized LossesFair Value
Fixed maturity securities, available for sale:(In millions)
 United States Government full faith and credit12 $67 $— $(2)$65 
 United States Government sponsored agencies57 34 — (4)30 
 United States municipalities, states and territories193 1,588 — (246)1,342 
Foreign Governments64 202 — (41)161 
Corporate securities:
 Finance, insurance and real estate805 6,591 — (858)5,733 
 Manufacturing, construction and mining129 1,002 — (163)839 
 Utilities, energy and related sectors356 2,558 — (532)2,026 
 Wholesale/retail trade388 2,311 — (444)1,867 
 Services, media and other497 3,787 — (770)3,017 
Hybrid securities44 725 — (74)651 
Non-agency residential mortgage-backed securities316 1,759 (5)(110)1,644 
Commercial mortgage-backed securities527 3,617 (15)(345)3,257 
Asset-backed securities1,133 11,202 (6)(710)10,486 
Total fixed maturity available for sale securities4,521 35,443 (26)(4,299)31,118 
Equity securities49 729 — (130)599 
Total investments4,570 $36,172 $(26)$(4,429)$31,717 
December 31, 2022
Number of securitiesAmortized CostAllowance for Expected Credit LossesUnrealized LossesFair Value
Fixed maturity securities, available for sale:(In millions)
 United States Government full faith and credit6 $34 $— $(2)$32 
 United States Government sponsored agencies58 39 — (4)35 
 United States municipalities, states and territories167 1,590 — (289)1,301 
Foreign Governments44 169 — (37)132 
Corporate securities:
 Finance, insurance and real estate526 5,586 (15)(876)4,695 
 Manufacturing, construction and mining120 850 — (160)690 
 Utilities, energy and related sectors333 2,825 — (644)2,181 
 Wholesale/retail trade316 2,418 — (532)1,886 
 Services, media and other360 3,354 — (783)2,571 
Hybrid securities43 706 — (84)622 
Non-agency residential mortgage-backed securities241 1,353 (5)(105)1,243 
Commercial mortgage-backed securities365 2,850 — (284)2,566 
Asset-backed securities1,147 11,511 (1)(770)10,740 
Total fixed maturity available for sale securities3,726 33,285 (21)(4,570)28,694 
Equity securities59 879 — (174)705 
Total investments3,785 $34,164 $(21)$(4,744)$29,399 
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The gross unrealized loss position on the fixed maturity AFS fixed and equity portfolio was $4,429 million and $4,744 million as of June 30, 2023 and December 31, 2022, respectively. Most components of the portfolio exhibited price depreciation caused by lower treasury rates and spread compression. The total amortized cost of all securities in an unrealized loss position was $36,172 million and $34,164 million as of June 30, 2023 and December 31, 2022, respectively. The average market value/book value of the investment category with the largest unrealized loss position was 87% for Finance, insurance and real estate as of June 30, 2023. In the aggregate, Finance, insurance and real estate represented 19% of the total unrealized loss position as of June 30, 2023. The average market value/book value of the investment category with the largest unrealized loss position was 84% for finance, insurance and real estate as of December 31, 2022. In aggregate, finance, insurance and real estate represented 18% of the total unrealized loss position as of December 31, 2022.
The amortized cost and fair value of fixed maturity AFS securities under watch list analysis and the number of months ended Septemberin a loss position with investment grade securities (NRSRO rating of BBB/Baa or higher) as of June 30, 20172023 and 2016,December 31, 2022, were as follows:
June 30, 2023
Number of securitiesAmortized CostFair ValueAllowance for Credit LossGross Unrealized Losses
Investment grade:(Dollars in millions)
Less than six months— $— $— $— $— 
Six months or more and less than twelve months5 12 11 — (1)
Twelve months or greater78 858 573 — (285)
Total investment grade83 870 584 — (286)
Below investment grade:
Less than six months2 10 9 — (1)
Six months or more and less than twelve months— — — — — 
Twelve months or greater9 67 55 — (12)
Total below investment grade11 77 64 — (13)
Total94 $947 $648 $— $(299)
December 31, 2022
Number of securitiesAmortized CostFair ValueAllowance for Credit LossGross Unrealized Losses
Investment grade:(Dollars in Millions)
Less than six months6 $5 $3 $— $(2)
Six months or more and less than twelve months49 299 200 — (99)
Twelve months or greater76 969 634 — (335)
Total investment grade131 1,273 837 — (436)
Below investment grade:
Less than six months1 32 13 15 (4)
Six months or more and less than twelve months12 124 94 — (30)
Twelve months or greater2 6 4 — (2)
Total below investment grade15 162 111 15 (36)
Total146 $1,435 $948 $15 $(472)







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Expected Credit Losses and Watch List
F&G prepares a watch list to identify securities to evaluate for expected credit losses. Factors used in preparing the watch list include fair values relative to amortized cost, ratings and negative ratings actions and other factors. Detailed analysis is performed for each security on the watch list to further assess the presence of credit impairment loss indicators and, where present, calculate an allowance for expected credit loss or direct write-down of a security’s amortized cost.
At June 30, 2023, our watch list included 88 securities in an unrealized loss position with an amortized cost of $947 million, no allowance for credit loss, unrealized losses of $298 million and a fair value of $648 million.
At December 31, 2022, our watch list included 146 securities in an unrealized loss position with an amortized cost of $1,435 million, allowance for expected credit losses of $15 million, unrealized losses of $472 million and a fair value of $948 million.
The watch list excludes structured securities as we have separate processes to evaluate the credit quality on the structured securities.
There were 59 and 64 structured securities with a fair value of $254 million and $162 million to which we had potential credit exposure as of June 30, 2023 and December 31, 2022, respectively. ReferOur analysis of these structured securities, which included cash flow testing, resulted in allowances for expected credit losses of $32 million and $16 million as of June 30, 2023 and December 31, 2022, respectively.
Exposure to Sovereign Debt and Certain Other Exposures
Our investment portfolio had an immaterial amount of direct exposure to European sovereign debt as of June 30, 2023 and December 31, 2022, respectively. We have no exposure to investments in Russia or Ukraine and de minimis investments in peripheral countries in the region.

Interest and Investment Income
For discussion regarding our net investment income and net investment gains (losses) refer to Note K Discontinued Operations ofD Investments to the unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Quarterly Report on Form 10-Q.
AFS Securities
For additional information regarding our AFS securities, including the amortized cost, gross unrealized gains (losses), and fair value as well as the amortized cost and fair value of fixed maturity AFS securities by contractual maturities, as of June 30, 2023 and December 31, 2022, refer to Note D Investments to the unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Quarterly Report on Form 10-Q.
Concentrations of Financial Instruments
For certain information regarding our concentrations of financial instruments, refer to Note D Investments to the unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Quarterly Report on Form 10-Q.
There have been no other material changes in the concentrations of financial instruments described in our Annual Report on Form 10-K for further detailsthe year ended December 31, 2022.
Derivatives
We are exposed to credit loss in the event of nonperformance by our counterparties on call options. We attempt to reduce this credit risk by purchasing such options from large, well-established financial institutions.
We also hold cash and cash equivalents received from counterparties for call option collateral, as well as U.S. Government securities pledged as call option collateral, if our counterparty’s net exposures exceed pre-determined thresholds.
We are required to pay counterparties the effective federal funds rate each day for cash collateral posted to F&G for daily mark to market margin changes. We reduce the negative interest cost associated with cash collateral posted from counterparties under various ISDA agreements by reinvesting derivative cash collateral. This program permits collateral cash received to be invested in short term Treasury securities, bank deposits and commercial paper rated A1/P1, which are included in Cash and cash equivalents in the accompanying unaudited Condensed Consolidated Balance Sheets.
See Note E Derivative Financial Instruments to the unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Quarterly Report on Form 10-Q for additional information regarding our derivatives and our exposure to credit loss on call options.

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Corporate and Other
The Corporate and Other segment consists of the resultsoperations of Black Knight.
Restaurant Groupthe parent holding company and our real estate technology subsidiaries. This segment also includes certain other unallocated corporate overhead expenses and eliminations of revenues and expenses between it and our Title segment.
The following table presents the results fromof operations of our Restaurant GroupCorporate and Other segment:
 Three months ended June 30,Six months ended June 30,
 2023202220232022
Revenues:(In millions)
Escrow, title-related and other fees$55 $9 $99 $40 
Interest and investment income14 3 25 3 
Recognized gains and losses, net(33)(1)(35)2 
Total revenues36 11 89 45 
Expenses:  
Personnel costs43 (16)69 1 
Other operating expenses31 17 59 44 
Depreciation and amortization8 6 15 12 
Interest expense18 22 38 44 
Total expenses100 29 181 101 
Loss from continuing operations, before income taxes and equity in earnings of unconsolidated affiliates$(64)$(18)$(92)$(56)
 Three months ended September 30, Nine months ended September 30,
 2017 2016 2017 2016
 (In millions)
Revenues:       
Total restaurant revenue$269
 $273
 $830
 $858
Realized gains and losses, net(3) (1) (4) (4)
Total revenues266
 272
 826
 854
Expenses:
 
 
 
Personnel costs13
 13
 39
 40
Cost of restaurant revenue243
 237
 728
 727
Other operating expenses16
 13
 46
 50
Depreciation and amortization11
 11
 33
 31
Interest expense2
 2
 5
 4
Total expenses285
 276
 851
 852
(Loss) earnings from continuing operations before income taxes$(19) $(4) $(25) $2
The revenue in the Corporate and Other segment represents revenue generated by our non-title real estate technology subsidiaries as well as mark-to-market valuation changes on certain corporate deferred compensation plans.
Total revenues forin the Restaurant groupCorporate and Other segment decreased $6increased $25 million, or 2%227%, in the three months ended SeptemberJune 30, 20172023 and decreased $28increased $44 million, or 3%,98% in the ninesix months ended SeptemberJune 30, 2017,2023 from the corresponding periods in 2016.2022. The decrease for the nine month period isincreases are primarily attributable to lower same store salesan increase in valuations associated with our deferred compensation plan assets of approximately $51 million and to a lesser extent,$64 million in the sale ofthree and six months ended June 30, 2023, respectively, and various other immaterial items.
Personnel costs in the Max & Erma's concept in January 2016.
Cost of restaurant revenueCorporate and Other segment increased by $6$59 million, or 3%369%, in the three months ended SeptemberJune 30, 20172023, and increased $1$68 million, or less than 1%,6,800% in the ninesix months ended SeptemberJune 30, 2017,2023 from the corresponding periods in 2016. Cost of restaurant revenue as a percentage of restaurant revenue increased from approximately 87% to 90% and from 85% to 88%2022. The increases in the three and nine months ended September 30, 2017 from2023 periods were primarily attributable to the comparable 2016 periods. The increaseaforementioned increases in cost of restaurant revenue as a percentage of restaurant revenue was primarily driven by reduced operating leveragevaluations associated with lower same store sales,our deferred compensation plan assets, which increased hourly laborboth revenue and personnel costs, and an increase in value promotions offeredvarious other immaterial items.
Other operating expenses in the 2017 periods.
(Loss) earnings from continuing operations before income taxes decreased (loss increased) by $15Corporate and Other segment increased $14 million, or 375%82%, in the three months ended SeptemberJune 30, 2017,2023 and decreased (loss increased) by $27increased $15 million, or 1,350%,34% in the ninesix months ended

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September June 30, 20172023 from the corresponding periods in 2016.2022. The decreaseincreases were attributable to various immaterial items.
Interest expense in earnings (increasethe Corporate and Other segment decreased $4 million, or 18%, in losses)the three months ended June 30, 2023 and decreased $6 million or 14%, in the six months ended June 30, 2023 from the corresponding periods in 2022. The decrease was primarily attributable to the factors discussed above.
FNFV Corporate and Other
The FNFV Corporate and Other segment includes our sharelower average debt outstanding in the operations of certain equity investments, including Ceridian; OneDigital, through May 5, 2017, the date it was sold;three and other smaller operations which are not title-related. This segment also includes our Investment Success Incentive Program ("ISIP") which is tied to monetization or liquidity events producing realized or realizable economic gains relating to our investments.
The FNFV Corporate and Other segment generated revenues of $13 million and $47 million for the threesix months ended SeptemberJune 30, 2017 and 2016, respectively, and $387 million and $142 million for2023 from the nine months ended September 30, 2017 and 2016, respectively. The decrease of $34 millioncorresponding periods in the three-month period is primarily attributable to the sale of OneDigital and the exclusion of its results in the 2017 period. The increase of $245 million in the nine-month period is primarily attributable to the gain on sale of One Digital of $276 million, offset by the aforementioned factors driving the decrease in the comparable three-month period.2022.
Other operating expenses were $9 million and $12 million for the three months ended September 30, 2017 and 2016, respectively, and $34 million and $30 million for the nine months ended September 30, 2017 and 2016, respectively.
Personnel costs were $6 million and $29 million for the three months ended September 30, 2017 and 2016, respectively and $97 million and $80 million for the nine months ended September 30, 2017 and 2016, respectively. The decrease in the three-month period is primarily attributable to the sale of OneDigital and the exclusion of its results in the 2017 period. The increase in the nine-month period is primarily attributable to ISIP bonuses related to the sale of OneDigital, acquisitions and growth at OneDigital prior to its sale, and to costs associated with smaller FNFV acquisitions in the current year, offset by the aforementioned decrease in the three-month period.
This segment generated pretax (loss) earnings of $(2) million and $0 million for the three months ended September 30, 2017 and 2016, respectively, and $242 million and $14 million for the nine months ended September 30, 2017 and 2016, respectively. The change in earnings is attributable to the aforementioned changes in earnings and expenses.

Liquidity and Capital Resources
Cash Requirements. Our current cash requirements include personnel costs, operating expenses, claim payments, taxes, payments of interest and principal on our debt, capital expenditures, business acquisitions, stock repurchases and dividends on our common stock. We paid dividends of $0.25$0.45 per share in the thirdsecond quarter of 2017,2023, or approximately $68$121 million to our FNF Group common shareholders. On October 25, 2017,August 8, 2023, our Board of Directors declared cash dividends of $0.27$0.45 per share, payable on DecemberSeptember 29, 2017,2023, to FNF Group common shareholders of record as of DecemberSeptember 15, 2017. 2023. There are no restrictions on our retained earnings regarding our ability to pay dividends to our shareholders, although there are limits on the ability of certain subsidiaries to pay dividends to us, as described below. The declaration of any future dividends is at the discretion of our Board of Directors. Additional uses
As of June 30, 2023, we had cash flow are expected to include acquisitions, stock repurchases and debt repayments.
cash equivalents of $3,136 million, short term investments of $972 million and available capacity under our Revolving Credit Facility of $800 million. We continually assess our capital allocation strategy, including decisions relating to the amount of our dividend, reducing debt, repurchasing our stock, investing in growth of our
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subsidiaries, making acquisitions and/or conserving cash. We believe that all anticipated cash requirements for current operations will be met from internally generated funds, through cash dividends from subsidiaries, cash generated by investment securities, potential sales of non-strategic assets, potential issuances of additional debt or equity securities, and borrowings on existing credit facilities.our Revolving Credit Facility. Our short-term and long-term liquidity requirements are monitored regularly to ensure that we can meet our cash requirements. We forecast the needs of all of our subsidiaries and periodically review their short-term and long-term projected sources and uses of funds, as well as the asset, liability, investment and cash flow assumptions underlying such forecasts. 
Our insurance subsidiaries generate cash from premiums earned and their respective investment portfolios, and these funds are adequate to satisfy the payments of claims and other liabilities. Due to the magnitude of our investment portfolio in relation to our title claim loss reserves, we do not specifically match durations of our investments to the cash outflows required to pay claims, but do manage outflows on a shorter time frame.
Our two significant sources of internally generated funds are dividends and other payments from our subsidiaries. As a holding company, we receive cash from our subsidiaries in the form of dividends and as reimbursement for operating and other administrative expenses we incur. The reimbursements are paid within the guidelines of management agreements among us and our subsidiaries. Our insurance subsidiaries are restricted by state regulation in their ability to pay dividends and make distributions. Each applicable state of domicile regulates the extent to which our title underwriters can pay dividends or make other distributions. As of December 31, 2016, $2,1492022, $1,442 million of our net assets were restricted from dividend payments without prior approval from the relevant departments of insurance. Effective March 1, 2017, three of the Company’s title insurance underwriters, Fidelity National Title Insurance Company, Chicago Title Insurance Company and Commonwealth Land Title Insurance Company, redomesticated

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from their former states of domicile to Florida. In conjunction with the Redomestication, the Company received a special dividend from these title insurance underwriters of $280 million on March 15, 2017. We anticipate that our title insurance subsidiaries will pay or make dividends in the remainder of 20172023 of approximately $153$307 million. Our underwritten title companies and non-insurance subsidiaries are not regulated to the same extent as our insurance subsidiaries.
The maximum dividend permitted by law is not necessarily indicative of an insurer’s actual ability to pay dividends, which may be constrained by business and regulatory considerations, such as the impact of dividends on surplus, which could affect an insurer’s ratings or competitive position, the amount of premiums that can be written and the ability to pay future dividends. Further, depending on business and regulatory conditions, we may in the future need to retain cash in our underwriters or even contribute cash to one or more of them in order to maintain their ratings or their statutory capital position. Such a requirement could be the result of investment losses, reserve charges, adverse operating conditions in the current economic environment or changes in statutory accounting requirements by regulators.
Cash flow from FNF Group'sour operations will be used for general corporate purposes including to reinvest in core operations, repay debt, pay dividends, repurchase stock, pursue other strategic initiatives and/or conserve cash.
Operating Cash Flow. Our cash flows provided by operations for the ninesix months ended SeptemberJune 30, 20172023 and 20162022 totaled $566$3,139 million and $745 million, respectively. The decrease of $179 million is primarily attributable to increased payments for income taxes in the current period of $51 million, the payment of legal settlements of $65 million, increased payments for certain prepaid assets, and unfavorable timing of various payables, partially offset by increased net earnings.
Investing Cash Flows. Our cash provided by (used in) investing activities for the nine months ended September 30, 2017 and 2016 were $1 million and $(292)$1,495 million, respectively. The increase in cash provided by (decreaseoperating activities in cash used in) investing activities2023 of $293$1,644 million from the 2017 period to the 2016 period is primarily attributable to increased net cash inflows associated with the proceedschange in funds withheld from reinsurers of approximately $1,363 million, increased net cash inflows associated with the salechange in future policy benefits of OneDigital of $325 million, a $260 million decrease in spending on acquisitions of businesses, a reduction in investments made in unconsolidated affiliates of $103approximately $91 million and a reduction in spending on fixedreduced net cash outflows associated with the timing of receipts and payments of prepaid assets and payables of $98approximately $631 million, partially offset by a reductionthe decrease in net earnings of approximately $790 million in 2023 and increased net cash outflows associated with the change in reinsurance recoverable of approximately $236 million.
Investing Cash Flows. Our cash flows used in investing activities for the six months ended June 30, 2023 and 2022 were $4,231 million and $5,891 million, respectively. The decrease in cash used in investing activities in 2023 of $1,660 million was primarily attributable to increased cash inflows from net proceeds from sales and maturities of available for saleshort-term investments short term investments,of approximately $3,272 million and cost method investments, netincreased cash inflows from distributions from unconsolidated affiliates of approximately $94 million, partially offset by decreased proceeds from sales, calls and maturities of investment securities of approximately $1,313 million, increased purchases of $489investment securities of approximately $212 million and increased cash outflows associated with acquisitions of approximately $273 million.
Capital Expenditures. Total capital expenditures for property and equipment and capitalized software were $132$69 million and $240$77 million for the nine-month periodssix months ended SeptemberJune 30, 20172023 and 2016, respectively, with the decrease primarily related to the purchase of our corporate headquarters for $71 million in April 2016 and other miscellaneous spending reductions.2022, respectively.
Financing Cash Flows. Our cash flows used inprovided by financing activities for the ninesix months ended SeptemberJune 30, 20172023 and 20162022 were $895$1,942 million and $476$2,462 million, respectively. The increasedecrease in cash used inprovided by financing activities in 2023 of $419$520 million from the 2017 period to the 2016 period iswas primarily attributable to reduced cash inflows from contractholder deposits of approximately $666 million, increased cash outflows from contractholder withdrawals of approximately $336 million, and decreased cash inflows associated with the $87change in secured trust deposits of approximately $215 million, of cash transferred as a resultpartially offset by the issuance of the spin-off of Black Knight, increased net debt principal payments, net of borrowings, of $160 million, an increase in dividends paid of $33 million, payment of premiums to repurchase convertible7.40% F&G Notes of $317$500 million in 2023, and reduced cash outflows associated with the 2017 period, and repurchasespurchase of BKFS stock by Black Knight of $47 million in the 2017 period, offset by a reduction in spending on treasury stock repurchases of $228approximately $292 million.
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Financing Arrangements.For a description of our financing arrangements see Note E G Notes Payable included in Item 18 of Part 1II of this Quarterlyour Annual Report on Form 10-K for the year ended December 31, 2022.
Capital Stock Transactions. On August 3, 2021, our Board of Directors approved the 2021 Repurchase Program (the "Repurchase Program") under which is incorporated by reference into this Item 2we may purchase up to 25 million shares of Part I.
Duringour FNF common stock through July 31, 2024. We repurchased 100,000 shares of FNF common stock during the ninesix months ended SeptemberJune 30, 2017,2023 for approximately $4 million, at an average price of $38.45 per share. Subsequent to June 30, 2023 and through market close on August 8, 2023 we have not repurchased additional shares under this program. Since the original commencement of the Repurchase Program, we repurchased $229a total of 16,449,565 FNF common shares for approximately $701 million, at an average price of principal$42.60 per share.
Equity and Preferred Security Investments. Our equity and preferred security investments may be subject to significant volatility. Currently prevailing accounting standards require us to record the change in fair value of our 4.25% convertible senior notes due August 2018 ("Notes") for $548 million. Asequity and preferred security investments held as of September 30, 2017, we had outstanding Notesany given period end within earnings. Our results of $68 million, net of unamortized debt issuance costs.
Seasonality.Historically, real estate transactions have produced seasonal revenue levels for the real estate industry including title insurers. The first calendar quarter is typically the weakest quarter in terms of revenue due to the generally low volume of home sales during January and February. The third calendar quarter has been typically the strongest in terms of revenue primarily due to a higher volume of home sales in the summer months and the fourth quarter is usually also strong due to commercial entities desiring to complete transactions by year-end. We have noted short term fluctuations through recent years in resale and refinance transactions as a result of changes in interest rates.
In our Restaurant Group, average weekly sales per restaurant are typically higher in the first and fourth quarters, and we typically generate a disproportionate share of our earnings from operations in the first and fourth quarters. Holidays, severe weather and other disruptive conditions may impact sales volumes seasonally in some operating regions.future periods is anticipated to be subject to such volatility.
Contractual Obligations.ThereOff-Balance Sheet Arrangements. Other than our unfunded investment commitments discussed below, there have been no significant changes to our long-term contractual obligationsoff-balance sheet arrangements since our Annual Report on Form 10-K for the year ended December 31, 2016, filed on February 27, 2017, other than our entry into2022.
We have unfunded investment commitments as of June 30, 2023 based upon the Equity Commitment Letters with CFCOUtiming of when investments are executed compared to when the actual investments are funded, as described insome investments require that funding occur over a period of months or years. Please refer to Note A Basis of Financial StatementsF Commitments and the extinguishment and restructuring of certain debt as described in Note E Notes PayableContingencies to the unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Quarterly Report.Report on Form 10-Q for additional details on unfunded investment commitments.

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Capital Stock Transactions. 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 through February 28, 2019. Purchases may be made from time to time by us in the open market at prevailing market prices or in privately negotiated transactions. We repurchased 1,491,800 shares under this program during the nine months ended September 30, 2017 for $23 million, or an average of $15.22 per share. Since the original commencement of the program through market close on November 2, 2017, we have repurchased a total of 5,446,800 shares for $68 million, or an average of $12.95 per share, and there are 9,553,200 shares available to be repurchased under this program.
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 of our FNF Group common stock 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. Since the original commencement of the plan through market close on November 2, 2017, we have repurchased a total of 10,589,000 FNF Group common shares for $372 million, or an average of $35.10 per share, and there are 14,411,000 shares available to be repurchased under this program. We have not made any repurchases under this program in the nine months ended September 30, 2017 or in the subsequent period ended November 2, 2017.
Equity Security and Preferred Stock Investments. Our equity security and preferred stock investments may be subject to significant volatility. Should the fair value of these investments fall below our cost basis and/or the financial condition or prospects of these companies deteriorate, we may determine in a future period that this decline in fair value is other-than-temporary, requiring that an impairment loss be recognized in the period such a determination is made.
Off-Balance Sheet Arrangements.There have been no significant changes to our off-balance sheet arrangements since our Annual Report for the year ended December 31, 2016.
Critical Accounting Policies
There have been no material changes to our critical accounting policies described in our Annual Report for our fiscal year ended December 31, 2016.
Item 3.    Quantitative and Qualitative DisclosureDisclosures about Market Risk
There have been no material changes in the market risks described in our Annual Report on Form 10-K for the year ended December 31, 2016.2022.

Item 4. Controls and Procedures
As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended. Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is: (a) recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms; and (b) accumulated and communicated to management, including our principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.
There were no changes in our internal control over financial reporting that occurred during the quarter ended SeptemberJune 30, 20172023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.



Item 5. Other Information
During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
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Contents

PART II
Part II: OTHER INFORMATION

Item 1. Legal Proceedings
See discussion of legal proceedings in Note F Commitment and Contingenciesto the unaudited Condensed Consolidated Financial Statements included in Item 1 of Part I of this Quarterly Report on Form 10-Q, which is incorporated by reference into this Item 1 of Part II.


Item 1A. Risk Factors
In addition to the information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the "Risk Factors" disclosed under "Item 1A. Risk Factors" in our Annual Report on Form 10-K, which was filed with the SEC on February 27, 2023. You should be aware that these risk factors and other information may not describe every risk facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.
We adopted Accounting Standards Update (“ASU”) 2018-12, Financial Services-Insurance (Topic 944), Targeted Improvements to the Accounting for Long-Duration Contracts (“ASU 2018-12”) using the full retrospective transition method effective January 1, 2023, with changes applied as of January 1, 2021, also referred to as the transition date. The following updates to Risk Factors relate to the adoption of ASU 2018-12. There have been no other material changes from the Risk Factors previously disclosed in "Item 1A. Risk Factors" in our Annual Report filed with the SEC on February 27, 2023 and hereby incorporated by reference.

ASU 2018-12 requires that VOBA, DAC and DSI be amortized on a constant level basis for the grouped contracts over the expected term of the related contracts to approximate straight-line amortization. Based on this change, we have removed the risk factor previously titled “The pattern of amortizing our VOBA, DAC and DSI balances relies on assumptions and estimates made by management. Changes in these assumptions and estimates could impact our results of operations and financial condition.”
Interest rate fluctuations could adversely affect our business, financial condition, liquidity and results of operations.
Interest rate risk is a significant market risk for us, as our F&G business involves issuing interest rate sensitive obligations backed primarily by investments in fixed income assets. F&G also maintains a portion of the assets in its investment portfolio in floating rate instruments and had executed a variable interest rate Credit Agreement, which are both subject to an element of market risk from changes in interest rates.
Prior to 2022, interest rates had been at or near historical low levels over the preceding several years. A prolonged period of low rates exposes us to the risk of not achieving returns sufficient to meet our earnings targets and/or our contractual obligations. Furthermore, low or declining interest rates may reduce the rate of policyholder surrenders and withdrawals on our life insurance and annuity products, thus increasing the duration of the liabilities, creating asset and liability duration mismatches and increasing the risk of having to reinvest assets at yields below the amounts required to support our obligations. Lower interest rates may also result in decreased sales of certain insurance products, negatively impacting our profitability from new business.
During periods of increasing interest rates, we may offer higher crediting rates on interest-sensitive products, such as universal life insurance and fixed rate annuities, and we may increase crediting rates on in-force products to keep these products competitive. We may be required to accept lower spread income (the difference between the returns we earn on our investments and the amounts we credit to contract holders), thus reducing our profitability, as returns on our portfolio of invested assets may not increase as quickly as current interest rates. Rapidly rising interest rates may also expose us to the risk of financial disintermediation, which is an increase in policy surrenders, withdrawals and requests for policy loans as customers seek to achieve higher returns elsewhere, requiring us to liquidate assets in an unrealized loss position. If we experience unexpected withdrawal activity, we could exhaust our liquid assets and be forced to liquidate other less liquid assets such as limited partnership investments. We may have difficulty selling these investments in a timely manner and/or be forced to sell them for less than we otherwise would have been able to realize, which could have a material adverse effect on our business, financial condition or operating results. We have developed and maintain asset liability management programs and procedures that are, we believe, designed to mitigate interest rate risk by matching asset cash flows to expected liability cash flows. In addition, we assess surrender charges on withdrawals in excess of allowable penalty-free amounts that occur during the surrender charge period. There can be no assurance that actual withdrawals, contract benefits, and maturities will match our estimates. Despite our efforts to reduce the impact of rising interest rates, we may be required to sell assets to raise the cash necessary to respond to an increase in surrenders, withdrawals and loans, thereby realizing capital losses on the assets sold.
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Liabilities that are held on our balance sheet at fair value, including embedded derivatives on our FIA and IUL business and MRBs on our FIA and fixed rate annuity business, are sensitive to fluctuations in interest rates. Decreases in interest rates generally would have the impact of increasing the value of these liabilities, which will result in a reduction in our net income. Liabilities for future policyholder benefits are valued using locked-in discount rates, and any changes in interest rates since the inception of those contracts are reflected in OCI. Decreases in interest rates would result in a reduction in our OCI. In addition, certain statutory capital and reserve requirements are based on formulas or models that consider interest rates and a prolonged period of low interest rates may increase the statutory capital we are required to hold as well as the amount of assets we must maintain to support statutory reserves.
Economic conditions, including higher interest rates, could materially adversely affected our business, results of operations and financial condition. However, we cannot predict if it will impact our business, results of operations or financial condition in the future for the forgoing reasons.
Equity market volatility could negatively impact our business.
The estimated cost of providing GMWB riders associated with our annuity products incorporates various assumptions about the overall performance of equity markets over certain time periods. Periods of significant and sustained downturns in equity markets or increased equity volatility could result in an increase in the valuation of the MRB or contractholder funds balance liabilities associated with such products, resulting in a reduction in our revenues and net income.


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None

Item 3. Defaults Upon Senior Securities

None.

Item 5. Other Information

None.


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Item 6. Exhibits
     (a) Exhibits:
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table summarizes repurchases of equity securities by FNFV during the three months ended September 30, 2017:
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (2)
7/1/2017 - 7/31/2017 196,000
 15.97
 196,000
 9,553,200
8/1/2017 - 8/31/2017 —
 —
 —
 9,553,200
9/1/2017 - 9/30/2017 —
 —
 —
 9,553,200
Total 196,000
 $15.97
 196,000


(1)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 through February 28, 2019.
(2)As of the last day of the applicable month.

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Item 6. Exhibits
     (a) Exhibits:
2.1
10.1
ReorganizationInvestment Management Agreement, dated as of June 8, 2017,December 16, 2020, by and between F&G Cayman Re Ltd. and Blackstone ISGI Advisors L.L.C.
10.2
Investment Management Agreement, dated as of January 4, 2021, by and between F&G Annuities & Life, Inc. and Blackstone ISG-I Advisors L.L.C.
10.3
Investment Management Agreement, dated as of July 29, 2021, by and between Fidelity & Guaranty Life Insurance Company and Blackstone ISG-I Advisors L.L.C.
10.4
Amended and Restated Amendment to Investment Management Agreements; IMA Omnibus Termination Side Letter; SMA Fee Agreement and Participation Fee Agreement, dated September 24, 2021, by and among F&G Life & Annuities, Inc., Fidelity National Financial, Inc., Black Knight Holdings, and Blackstone ISG-I Advisors L.L.C.
10.5
Amended and Restated Fidelity National Financial, Inc. 2013 Employee Stock Purchase Plan (1)
10.6
Indenture relating to the 7.400% Senior Notes due 2028, dated as of January 13, 2023, among F&G Annuities & Life, Inc., the guarantors named therein and New BKH Corp. (incorporated by referenceCitibank, N.A., as trustee, filed as Exhibit 4.1 to Exhibit 2.1 to the Registrant’sour Current Report on Form 8-K filed on June 9, 2017)January 13, 2023

2.210.7
Agreement and Plan of Merger,First Supplement Indenture relating to the 7.400% Senior Notes due 2028, dated as of June 8, 2017, byJanuary 13, 2023, among F&G Annuities & Life, Inc., the guarantors named therein and among Fidelity National Financial, Inc.Citibank, N.A., New BKH Corp., Black Knight Financial Services, Inc., Black Knight Holdco Corp., New BKH Merger Sub, Inc., and BKFS Merger Sub, Inc. (incorporated by referenceas trustee, filed as Exhibit 4.2 to Exhibit 2.2 to the Registrant’sour Current Report on Form 8-K filed on June 9, 2017)January 13, 2023

10.110.8
First Amendment, datedForm of 7.400% Senior Notes due 2028, filed as of February 27, 2017,Exhibit 4.3 to Credit Agreement, dated as of August 19, 2014, among ABRH, LLC, the lenders party thereto, Wells Fargo Bank N.A., as administrative agent, and the other agents party thereto (incorporated by reference to Exhibit 10.1 to the Registrant'sour Current Report on Form 8-K filed on March 2, 2017)January 13, 2023
10.210.9
Restated CreditRegistration Rights Agreement relating to the 7.400% Senior Notes due 2028, dated as of April 27, 2017,January 13, 2023, among F&G Annuities & Life, Inc., the guarantors named therein and BofA Securities, Inc., J.P. Morgan Securities LC and RBC Capital Markets, LLC, as representatives of the initial purchasers, filed as Exhibit 10.1 to Existing Credit Agreement, dated as of June 25, 2013, by and among Fidelity National Financial, Inc., a Delaware corporation, as the borrower, Bank of America, N.A., as administrative agent, the other agents party thereto and the financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.2 to the Registrant'sour Current Report on Form 8-K filed on May 2, 2017)January 13, 2023
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Certification by Chief Executive Officer of Periodic Financial Reports pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
32.2
Certification by Chief Financial Officer of Periodic Financial Reports pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
99.1101.INS
Unaudited Attributed Financial Information for Fidelity National Financial Group Tracking Stock
Inline XBRL Instance Document*

99.2101.SCH
Unaudited Attributed Financial Information for Fidelity National Financial Ventures Group Tracking Stock
Inline XBRL Taxonomy Extension Schema Document
101101.CAL
The following materials from Fidelity National Financial, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017,Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
104Cover Page Interactive Data File formatted in Extensible Business Reporting Language (XBRL): (i)Inline XBRL and contained in Exhibit 101.
(1) A management or compensatory plan or arrangement required to be filed as an exhibit to this report pursuant to Item 601(b)(10)(ii) of Regulation S-K.
* The instance document does not appear in the Condensed Consolidated Balance Sheets, (ii)interactive data file because its XBRL tags are embedded within the Condensed Consolidated Statements of Earnings, (iii) the Condensed Consolidated Statements of Comprehensive Earnings, (iv) the Condensed Consolidated Statements of Stockholders' Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) the Notes to the Consolidated Financial Statements.inline XBRL document.






** Furnished herewith in accordance with Item 601(b)(32) of Regulation S-K.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date:November 2, 2017August 9, 2023
FIDELITY NATIONAL FINANCIAL, INC.
(registrant)
 
By:  
/s/ Anthony J. Park
Anthony J. Park 
Chief Financial Officer

(Principal Financial and Accounting Officer) 

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EXHIBIT INDEX
2.1
Reorganization Agreement, dated as of June 8, 2017, by and among Fidelity National Financial, Inc., Black Knight Holdings, Inc., and New BKH Corp. (incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on June 9, 2017)

2.2
Agreement and Plan of Merger, dated as of June 8, 2017, by and among Fidelity National Financial, Inc., New BKH Corp., Black Knight Financial Services, Inc., Black Knight Holdco Corp., New BKH Merger Sub, Inc., and BKFS Merger Sub, Inc. (incorporated by reference to Exhibit 2.2 to the Registrant’s Current Report on Form 8-K filed on June 9, 2017)

10.1
First Amendment, dated as of February 27, 2017, to Credit Agreement, dated as of August 19, 2014, among ABRH, LLC, the lenders party thereto, Wells Fargo Bank N.A., as administrative agent, and the other agents party thereto (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on March 2, 2017)
10.2
Restated Credit Agreement, dated as of April 27, 2017, to Existing Credit Agreement, dated as of June 25, 2013, by and among Fidelity National Financial, Inc., a Delaware corporation, as the borrower, Bank of America, N.A., as administrative agent, the other agents party thereto and the financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed on May 2, 2017)
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Certification by Chief Executive Officer of Periodic Financial Reports pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
32.2
Certification by Chief Financial Officer of Periodic Financial Reports pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
99.1
Unaudited Attributed Financial Information for Fidelity National Financial Group Tracking Stock
99.2
Unaudited Attributed Financial Information for Fidelity National Financial Ventures Group Tracking Stock
101
The following materials from Fidelity National Financial, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Earnings, (iii) the Condensed Consolidated Statements of Comprehensive Earnings, (iv) the Condensed Consolidated Statements of Stockholders' Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) the Notes to the Consolidated Financial Statements.






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