Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
INDEX TO FINANCIAL INFORMATION
Page
Number
Report of Independent Registered Public Accounting Firm on Effectiveness of Internal Control over Financial Reporting (Ernst & Young, LLP, Jacksonville, FL, Auditor Firm ID : 42 )
93
Report of Independent Registered Public Accounting Firm on Consolidated Financial Statements (Ernst & Young, LLP, Jacksonville, FL, Auditor Firm ID : 42 )
94
Consolidated Balance Sheets as of December 31, 202 4 and 20 23
97
Consolidated Statements of Earnings for the years ended December 31, 202 4 , 202 3 , and 20 2 2
98
Consolidated Statements of Comprehensive Earnings for the years ended December 31, 202 4 , 202 3 , and 202 2
99
Consolidated Statements of Equity for the years ended December 31, 202 4 , 202 3 , and 20 2 2
100
Consolidated Statements of Cash Flows for the years ended December 31, 202 4 , 202 3 , and 20 2 2
10 3
Notes to Consolidated Financial Statements
105
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of Directors of Fidelity National Financial, Inc.
Opinion on Internal Control over Financial Reporting
We have audited Fidelity National Financial, Inc. and subsidiaries’ internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Fidelity National Financial, Inc. and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of earnings, comprehensive earnings, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedules listed in the Index at Item 15(a)(2) and our report dated February 28, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Jacksonville, Florida
February 28, 2025
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of Directors of Fidelity National Financial, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Fidelity National Financial, Inc. and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of earnings, comprehensive earnings, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedules listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 28, 2025, expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Loss Provision Rate Assumption related to the Reserve for Title Claim Losses
Description of the Matter The Company’s reserve for title claim losses totaled $1.7 billion as of December 31, 2024. As discussed in Note A to the consolidated financial statements, the reserve for title claim losses includes known claims as well as losses that have been incurred but not yet reported, net of recoupments. The Company establishes reserves for claims which are incurred but not reported at the time premium revenue is recognized based on estimated loss provision rates. There is significant uncertainty inherent in determining the loss provision rates.
Auditing the Company’s reserve for title claim losses was complex because of the highly judgmental nature of the determination of the loss provision rates used in the valuation of the reserve for title claim losses. The significant judgment was primarily due to the sensitivity of management’s estimate to claim loss history, industry trends, and current legal environment.
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How we Addressed the
Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over management’s process for the development of the loss provision rates and the recorded reserve for title claim losses. These controls included, among others, the review and approval process management has in place for the development of the loss provision rates and the estimation of the reserve for title claim losses.
To evaluate the judgment used by management in determining the loss provision rates, among other procedures, we considered claim loss history, industry trends, current legal environment, and how management assessed these factors in the current period as compared to prior periods. We involved actuarial professionals with specialized skills and industry knowledge, who assisted in performing an evaluation of the Company’s current year loss provision rates compared with those used in prior periods, as well as a review of loss development experience for prior years. We also independently calculated a range of reasonable reserve estimates which we compared to management’s recorded reserve for title claim losses.
Fixed Indexed Annuity Embedded Derivative Liability, Market Risk Benefits, and Future Policy Benefits Liability
Description of the Matter
At December 31, 2024, the fair value of the Company’s fixed indexed annuity embedded derivative liability totaled $5.2 billion. Certain of the Company’s fixed indexed annuity (FIA) contracts allow the policyholder to elect an equity index linked feature, where amounts credited to the contract’s account value are linked to the performance of designated equity indices and crediting strategy selected by the policyholder. The equity index crediting feature is accounted for as an embedded derivative liability and reported at fair value as discussed in Notes A (see section on Contractholder Funds), D, F, and Y to the consolidated financial statements. A subset of FIA contracts include certain contract features that provide minimum guarantees to policyholders, such as guaranteed minimum withdrawal benefits and guaranteed minimum death benefit features that are market risk benefits (MRB) measured at fair value as discussed in Notes A (see section on MRBs), D, and X to the consolidated financial statements. The Company’s MRB assets and MRB liabilities totaled $189 million and $549 million, respectively, as of December 31, 2024.
At December 31, 2024, future policy benefits (FPB) liabilities related to traditional life and life-contingent immediate annuity policies (which includes life-contingent pension risk transfer annuities) totaled $8.7 billion. The future policy benefits liability related to these products is based on estimates of how much the Company will need to pay for future benefits and related claim expenses and the amount of net premiums to be collected from policyholders as discussed in the Notes A (see section on FPB) and Z to the consolidated financial statements.
Auditing the valuation of the Company’s fixed indexed annuity embedded derivative, MRBs, and FPB liabilities was complex because of the highly judgmental nature of the determination of the assumptions required to determine the fair value of the embedded derivative and MRBs and valuation of FPB liabilities. In particular, the fair value of fixed indexed annuity embedded derivative and MRBs was sensitive to the significant assumptions including surrender rates, GMWB utilization, option cost and non-performance spread. In addition, mortality, partial withdrawals, and capital market performance scenarios were significant assumptions used in the valuation of MRBs. Mortality is a significant assumption used in the valuation of FPB liabilities.
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How we Addressed the
Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over management’s process for the development of the significant assumptions used in measuring the fair value of the embedded derivative for fixed indexed annuities and MRBs and the valuation of FPB liabilities. These controls included, among others, the review and approval process management has in place for the development of the significant assumptions.
To evaluate the judgment used by management in determining the assumptions used in measuring the fair value of the fixed indexed annuity embedded derivative and MRBs and the valuation of FPB liabilities, among other procedures, we involved actuarial specialists and evaluated the methodology applied by management in determining the valuation with those used in the prior period and in the industry. To evaluate the significant assumptions used by management in the methodology applied, we compared as applicable, the significant assumptions noted above to historical experience, observable market data, and management’s estimates of prospective changes in these assumptions. We also performed an independent recalculation of the embedded derivative, MRB, and FPB liabilities for a sample of policies or cohorts for comparison with the actuarial models used by management.
We have served as the Company's auditor since 2017.
/s/ Ernst & Young LLP
Jacksonville, Florida
February 28, 2025
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In millions)
December 31,
2024 December 31,
2023
ASSETS
Investments:
Fixed maturity securities available for sale, at fair value, as of December 31, 2024 and 2023, at an amortized cost of $ 51,681 and $ 45,606 , respectively, net of allowance for credit losses of $ 67 and $ 42 , respectively, and includes pledged fixed maturity securities of $ 495 and $ 489 , respectively, related to secured trust deposits
$ 48,218 $ 42,373
Preferred securities, at fair value 443 621
Equity securities, at fair value 642 766
Derivative investments 794 797
Mortgage loans, net of allowance for credit losses of $ 70 and $ 66 as of December 31, 2024 and 2023, respectively
5,926 5,336
Investments in unconsolidated affiliates 3,731 3,334
Other long-term investments 811 703
Short-term investments 3,050 2,119
Total investments 63,615 56,049
Cash and cash equivalents, as of December 31, 2024 and 2023 includes $ 69 and $ 262 , respectively, of pledged cash related to secured trust deposits
3,479 2,767
Trade and notes receivables, net of allowance of $ 32 as of December 31, 2024 and 2023, respectively
471 442
Reinsurance recoverable, net of allowance for credit losses of $ 20 and $ 21 at December 31, 2024 and 2023, respectively
13,380 8,977
Goodwill 5,271 4,830
Prepaid expenses and other assets 2,047 1,900
Market risk benefits assets 189 88
Lease assets 351 348
Other intangible assets, net 5,976 4,627
Title plants 420 418
Property and equipment, net 173 168
Total assets $ 95,372 $ 80,614
LIABILITIES AND EQUITY
Liabilities:
Contractholder funds $ 56,404 $ 48,798
Future policy benefits 8,749 7,050
Accounts payable and accrued liabilities 3,249 3,009
Market risk benefits liability 549 403
Notes payable 4,321 3,887
Reserve for title claim losses 1,713 1,770
Funds withheld for reinsurance liabilities 10,867 7,083
Secured trust deposits 551 731
Lease liabilities 385 394
Income taxes payable 52 —
Deferred tax liability — 29
Total liabilities 86,840 73,154
Equity:
FNF common stock, $ 0.0001 par value; authorized 600 shares as of December 31, 2024 and 2023, respectively; outstanding of 275 and 273 as of December 31, 2024 and 2023, respectively, and issued of 331 and 329 as of December 31, 2024 and 2023, respectively
— —
Preferred stock, $ 0.0001 par value; authorized 50 shares; issued and outstanding, none
— —
Additional paid-in capital 5,976 5,913
Retained earnings 5,982 5,244
Accumulated other comprehensive earnings ( 2,052 ) ( 2,119 )
Less: Treasury stock, 56 shares as of December 31, 2024 and 2023, at cost
( 2,152 ) ( 2,130 )
Total Fidelity National Financial, Inc. shareholders’ equity 7,754 6,908
Non-controlling interests 778 552
Total equity 8,532 7,460
Total liabilities and equity $ 95,372 $ 80,614
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Dollars in millions, except per share data)
Year Ended December 31,
2024 2023 2022
Revenues:
Direct title insurance premiums $ 2,200 $ 1,982 $ 2,858
Agency title insurance premiums 2,953 2,610 3,976
Escrow, title-related and other fees 5,321 4,717 4,333
Interest and investment income 3,124 2,607 1,891
Recognized gains and losses, net 83 ( 164 ) ( 1,493 )
Total revenues 13,681 11,752 11,565
Expenses:
Personnel costs 3,148 2,908 3,192
Agent commissions 2,287 2,008 3,064
Other operating expenses 1,558 1,521 1,721
Benefits and other changes in policy reserves 3,791 3,553 1,126
Market risk benefit (gains) losses ( 25 ) 95 ( 182 )
Depreciation and amortization 739 593 491
Provision for title claim losses 232 207 308
Interest expense 209 174 115
Total expenses 11,939 11,059 9,835
Earnings before income taxes and equity in earnings of unconsolidated affiliates 1,742 693 1,730
Income tax expense 367 192 439
Earnings before equity in earnings of unconsolidated affiliates 1,375 501 1,291
Equity in earnings of unconsolidated affiliates 16 17 15
Net earnings 1,391 518 1,306
Less: Net earnings attributable to non-controlling interests 121 1 12
Net earnings attributable to Fidelity National Financial, Inc. common shareholders $ 1,270 $ 517 $ 1,294
Earnings per share
Net earnings per share attributable to FNF common shareholders, basic $ 4.69 $ 1.91 $ 4.71
Net earnings per share attributable to FNF common shareholders, diluted $ 4.65 $ 1.91 $ 4.67
Weighted average shares outstanding FNF common stock, basic basis 271 270 275
Weighted average shares outstanding FNF common stock, diluted basis 273 271 277
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(In millions)
Year Ended December 31,
2024 2023 2022
Net earnings $ 1,391 $ 518 $ 1,306
Other comprehensive earnings:
Unrealized (loss) gain on investments and other financial instruments, net of adjustments to intangible assets and unearned revenue (excluding investments in unconsolidated affiliates) (1) ( 157 ) 961 ( 4,783 )
Unrealized gain on investments in unconsolidated affiliates (2) 32 12 9
Unrealized (loss) gain on foreign currency translation (3) ( 22 ) 6 ( 18 )
Reclassification adjustments for unrealized gains and losses included in net earnings (4) ( 8 ) 126 173
Changes in current discount rate - future policy benefits (5) 224 ( 189 ) 764
Changes in instrument-specific credit risk - market risk benefits (6) 5 ( 34 ) 67
Other comprehensive (loss) earnings attributable to non-controlling interest (7) ( 7 ) ( 134 ) 35
Minimum pension liability adjustment (8) — 3 5
Other comprehensive earnings (loss) 67 751 ( 3,748 )
Comprehensive earnings (loss) 1,458 1,269 ( 2,442 )
Less: Comprehensive earnings attributable to non-controlling interests 121 1 12
Comprehensive earnings (loss) attributable to Fidelity National Financial, Inc. common shareholders $ 1,337 $ 1,268 $ ( 2,454 )
(1) Net of income tax (benefit) expense of $( 43 ) million, $ 238 million, and $( 1,246 ) million for the years ended December 31, 2024, 2023, and 2022, respectively.
(2) Net of income tax expense of $ 9 million, $ 3 million, and $ 3 million for the years ended December 31, 2024, 2023, and 2022, respectively.
(3) Net of income tax (benefit) expense of $( 6 ) million and $ 2 million, and $( 4 ) million for the years ended December 31, 2024 and 2023, and 2022, respectively.
(4) Net of income tax (benefit) expense of $( 1 ) million, $ 34 million and $ 45 million for the years ended December 31, 2024, 2023 and 2022, respectively.
(5) Net of income tax expense (benefit) of $ 59 million, $( 50 ) million and $ 203 million for the years ended December 31, 2024, 2023 and 2022, respectively .
(6) Net of income tax expense (benefit) of $ 1 million, $( 9 ) million and $ 18 million for the years ended December 31, 2024, 2023 and 2022, respectively.
(7) Net of income tax (benefit) expense of $( 3 ) million, $( 35 ) million and $ 9 million for the years ended December 31, 2024, and 2023, and 2022, respectively.
(8) Net of income tax expense of $ 2 million for the year ended December 31, 2022.
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
(In millions, except per share data)
Fidelity National Financial, Inc. Common Shareholders
Accumulated
FNF Other
Common Additional Comprehensive Treasury Non-
Stock Paid-in Retained Earnings Stock controlling Total
Shares $ Capital Earnings (Loss) Shares $ Interests Equity
Balance, January 1, 2022 325 $ — $ 5,810 $ 4,818 $ 878 42 $ ( 1,545 ) $ 43 $ 10,004
Exercise of stock options 2 — 39 — — — — — 39
Non-controlling interest associated with current period acquisition — — — — — — — 46 46
Purchase of incremental share in consolidated subsidiaries — — ( 3 ) — — — — ( 11 ) ( 14 )
Issuance of restricted stock 1 — — — — — — — —
Treasury stock repurchased — — — — — 13 ( 549 ) — ( 549 )
Other comprehensive earnings - unrealized loss on investments and other financial instruments — — — — ( 4,783 ) — — — ( 4,783 )
Other comprehensive earnings - unrealized gain on investments in unconsolidated affiliates — — — — 9 — — — 9
Other comprehensive earnings - unrealized loss on foreign currency translation — — — — ( 18 ) — — — ( 18 )
Other comprehensive earnings - minimum pension liability adjustment — — — — 5 — — — 5
Reclassification adjustments for unrealized gains and losses included in net earnings — — — — 173 — — — 173
Other comprehensive earnings attributable to non-controlling interest — — — — 35 — — ( 35 ) —
Stock-based compensation — — 48 — — — — 1 49
Dividends declared — — — ( 490 ) — — — — ( 490 )
Shares withheld for taxes and in treasury — — — — — — ( 15 ) — ( 15 )
Change in current discount rate — liability for future policy benefits — — — — 764 — — — 764
Change in instrument-specific credit risk - market risk benefits — — — — 67 — — — 67
Distribution of 15 % of the common stock of F&G
— — ( 24 ) ( 397 ) — — — 421 —
Subsidiary dividends declared to non-controlling interests — — — — — — — ( 24 ) ( 24 )
Net earnings — — — 1,294 — — — 12 1,306
Balance, December 31, 2022 328 $ — $ 5,870 $ 5,225 $ ( 2,870 ) 55 $ ( 2,109 ) $ 453 $ 6,569
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY (CONTINUED)
(In millions, except per share data)
Fidelity National Financial, Inc. Common Shareholders
Accumulated
FNF Other
Common Additional Comprehensive Treasury Non-
Stock Paid-in Retained Earnings Stock controlling Total
Shares $ Capital Earnings (Loss) Shares $ Interests Equity
Balance January 1, 2023 328 — $ 5,870 $ 5,225 $ ( 2,870 ) 55 $ ( 2,109 ) $ 453 $ 6,569
Exercise of stock options — — 15 — — — — — 15
Treasury stock repurchased — — — — — — ( 4 ) — ( 4 )
Issuance of restricted stock 1 — — — — — — — —
Purchase of incremental share in consolidated subsidiaries — — ( 11 ) — — — — ( 8 ) ( 19 )
Other comprehensive earnings — unrealized gain on investments and other financial instruments — — — — 961 — — — 961
Other comprehensive earnings — unrealized gain on investments in unconsolidated affiliates — — — — 12 — — — 12
Other comprehensive earnings — unrealized gain on foreign currency translation — — — — 6 — — — 6
Other comprehensive earnings - minimum pension liability adjustment — — — — 3 — — — 3
Reclassification adjustments for unrealized gains and losses included in net earnings — — — — 126 — — — 126
Other comprehensive earnings attributable to non-controlling interest — — ( 2 ) — ( 134 ) — — 136 —
Stock-based compensation — — 55 — — — — 4 59
Dilution from share issuance by consolidated subsidiary — — ( 13 ) — — — — 13 —
Dividends declared — — — ( 498 ) — — — — ( 498 )
Shares withheld for taxes and in treasury — — — — — 1 ( 17 ) — ( 17 )
Change in current discount rate — liability for future policy benefits — — — — ( 189 ) — — — ( 189 )
Change in instrument-specific credit risk - market risk benefits — — — — ( 34 ) — — — ( 34 )
F&G purchases of treasury stock — — ( 1 ) — — — — ( 18 ) ( 19 )
Subsidiary dividends declared to non-controlling interests — — — — — — — ( 29 ) ( 29 )
Net earnings — — — 517 — — — 1 518
Balance, December 31, 2023 329 $ — $ 5,913 $ 5,244 $ ( 2,119 ) 56 $ ( 2,130 ) $ 552 $ 7,460
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY (CONTINUED)
(In millions, except per share data)
Fidelity National Financial, Inc. Common Shareholders
Accumulated
FNF Other
Common Additional Comprehensive Treasury Non-
Stock Paid-in Retained Earnings Stock controlling Total
Shares $ Capital Earnings (Loss) Shares $ Interests Equity
Balance, January 1, 2024 329 $ — $ 5,913 $ 5,244 $ ( 2,119 ) 56 $ ( 2,130 ) $ 552 $ 7,460
Exercise of stock options 1 — 21 — — — — — 21
Non-controlling interest associated with current period acquisitions — — — — — — — 139 139
Issuance of restricted stock 1 — — — — — — — —
Purchase of incremental share in consolidated subsidiaries — — ( 13 ) — — — — ( 8 ) ( 21 )
Other comprehensive earnings - unrealized loss on investments and other financial instruments — — — — ( 157 ) — — — ( 157 )
Other comprehensive earnings - unrealized gain on investments in unconsolidated affiliates — — — — 32 — — — 32
Other comprehensive earnings - unrealized loss on foreign currency translation — — — — ( 22 ) — — — ( 22 )
Reclassification adjustments for unrealized gains and losses included in net earnings — — — — ( 8 ) — — — ( 8 )
Stock-based compensation — — 80 — — — — 2 82
Dividends declared — — — ( 532 ) — — — — ( 532 )
Dilution from share issuance by consolidated subsidiary — — ( 24 ) — — — — 24 —
Shares withheld for taxes and in treasury — — — — — — ( 22 ) ( 12 ) ( 34 )
Change in current discount rate — liability for future policy benefits — — — — 224 — — — 224
Change in instrument-specific credit risk - market risk benefits — — — — 5 — — — 5
Other comprehensive earnings attributable to non-controlling interest — — ( 1 ) — ( 7 ) — — 8 —
Subsidiary dividends declared to non-controlling interests — — — — — — — ( 48 ) ( 48 )
Net earnings — — — 1,270 — — — 121 1,391
Balance, December 31, 2024 331 $ — $ 5,976 $ 5,982 $ ( 2,052 ) 56 $ ( 2,152 ) $ 778 $ 8,532
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
For the Year Ended December 31,
2024 2023 2022
Cash Flows From Operating Activities:
Net earnings $ 1,391 $ 518 $ 1,306
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization 739 593 491
Equity in earnings of unconsolidated affiliates ( 16 ) ( 17 ) ( 15 )
(Gain) loss on sales of investments and other assets and asset impairments, net ( 339 ) 542 533
Interest credited/index credits to contractholder account balances 1,327 1,409 ( 560 )
Change in market risk benefits, net ( 25 ) 95 ( 182 )
Deferred policy acquisition costs and deferred sales inducements ( 1,419 ) ( 1,084 ) ( 814 )
Charges assessed to contractholders for mortality and administration ( 291 ) ( 255 ) ( 221 )
Non-cash lease costs 132 136 142
Operating lease payments ( 147 ) ( 153 ) ( 154 )
Distributions from unconsolidated affiliates, return on investment 127 122 151
Stock-based compensation cost 82 60 49
Change in NAV of limited partnerships, net ( 350 ) ( 220 ) ( 109 )
Change in valuation of derivatives, equity and preferred securities, net 189 ( 388 ) 947
Change in derivative collateral liability, net 91 410 ( 398 )
Changes in assets and liabilities, net of effects from acquisitions:
Change in reinsurance recoverable ( 13 ) 78 276
Change in future policy benefits 1,853 1,325 1,071
Change in funds withheld from reinsurers 3,795 3,386 2,056
Net (increase) decrease in trade receivables ( 43 ) 37 178
Net decrease in reserve for title claim losses ( 57 ) ( 40 ) ( 73 )
Net change in income taxes 83 ( 50 ) 66
Net change in other assets and other liabilities ( 294 ) ( 26 ) ( 385 )
Net cash provided by operating activities 6,815 6,478 4,355
Cash Flows From Investing Activities:
Proceeds from sales, calls and maturities of investment securities 12,274 5,875 6,340
Fundings of notes receivable ( 21 ) ( 19 ) ( 99 )
Additions to property and equipment and capitalized software ( 146 ) ( 132 ) ( 138 )
Purchases of investment securities ( 17,825 ) ( 13,985 ) ( 13,148 )
Net (purchases of) proceeds from sales and maturities of short-term investment securities ( 1,076 ) 340 ( 2,571 )
Other acquisitions/disposals, net of cash acquired ( 586 ) ( 299 ) ( 180 )
Additional investments in unconsolidated affiliates ( 1,131 ) ( 1,296 ) ( 1,077 )
Distributions from unconsolidated affiliates, return of investment 621 423 335
Net other investing activities 28 3 14
Net cash used in investing activities ( 7,862 ) ( 9,090 ) ( 10,524 )
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(In millions)
For the Year Ended December 31,
Cash Flows From Financing Activities: 2024 2023 2022
Borrowings 18 6 550
Debt offering 1,050 845 —
F&G Credit Agreement repayments, net ( 365 ) ( 185 ) —
Debt costs/equity issuance additions ( 20 ) ( 16 ) ( 4 )
Debt service payments ( 250 ) — ( 400 )
Dividends paid ( 532 ) ( 500 ) ( 489 )
Subsidiary dividends paid to non-controlling interest shareholders ( 49 ) ( 32 ) ( 20 )
Exercise of stock options 21 15 39
Net change in secured trust deposits ( 179 ) ( 132 ) ( 72 )
Purchase of additional share in consolidated subsidiaries ( 21 ) ( 19 ) ( 15 )
Payment of contingent consideration for prior period acquisitions ( 17 ) ( 10 ) ( 6 )
Payment for shares withheld for taxes and in treasury ( 34 ) ( 17 ) ( 15 )
Contractholder account deposits 10,147 7,787 8,530
Contractholder account withdrawals ( 8,010 ) ( 4,625 ) ( 3,450 )
F&G repurchases of F&G stock — ( 18 ) —
Purchases of treasury stock — ( 6 ) ( 553 )
Net cash provided by financing activities 1,759 3,093 4,095
Net increase (decrease) in cash and cash equivalents 712 481 ( 2,074 )
Cash and cash equivalents at beginning of period 2,767 2,286 4,360
Cash and cash equivalents at end of period $ 3,479 $ 2,767 $ 2,286
See accompanying Notes to Consolidated Financial Statements
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FIDELITY NATIONAL FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note A. Business and Summary of Significant Accounting Policies
The following describes the business and significant accounting policies of Fidelity National Financial, Inc. and its subsidiaries (collectively, "we," "us," "our," the "Company" or "FNF"), which have been followed in preparing the accompanying Consolidated Financial Statement s.
Description of the Business
We are a leading provider of (i) title insurance, escrow and other title-related services, including trust activities, trustee sales guarantees, recordings and reconveyances and home warranty products, (ii) technology and transaction services to the real estate and mortgage industries and (iii) annuity and life insurance products. FNF is one of the nation’s largest title insurance companies 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").
For information about our reporting segment refe r to Note J Seg ment Information .
Recent Developments
Redemption of 5.50 % F&G Senior Notes
On February 1, 2025, F&G redeemed the outstanding $ 300 million aggregate principal amount of its 5.50 % Senior Notes due May 1, 2025 (the " 5.50 % F&G Senior Notes"). The notes were redeemed for a redemption price equal to 100 % of the principal amount of the notes plus accrued and unpaid interest to, but excluding, the redemption date. On and after the redemption date, interest will cease to accrue on the notes.
7.30 % F&G Junior Notes
On January 13, 2025, F&G completed its public offering of its 7.30 % Junior Subordinated Notes due 2065 with an aggregate principal amount of $ 375 million (the " 7.30 % F&G Notes"). F&G used a portion of the net proceeds of this offering to redeem the outstanding $ 300 million aggregate principal amount of its 5.50 % F&G Senior Notes. F&G intends to use the remaining net proceeds of this offering for general corporate purposes. The 7.30 % F&G Notes were registered under the Securities Act of 1933 (as amended) (the “Securities Act”).
6.25 % F&G Senior Notes
On October 4, 2024, F&G completed its public offering of its 6.25 % Senior Notes due 2034 with an aggregate principal amount of $ 500 million (the " 6.25 % F&G Notes"). The 6.25 % F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreements. A portion of the net proceeds were used to pay off the outstanding balance of $ 365 million on the Company’s revolving credit facility. The 6.25 % F&G Notes were registered under the Securities Act.
Acquisition of PALH
On July 18, 2024, F&G acquired a 100 % ownership stake in the equity of PALH, LLC ("PALH"). PALH markets and sells life insurance and annuity products of various insurance carriers to individuals through a network of agents. Prior to the acquisition date, PALH owned a 70 % ownership stake in an operating company of which F&G owned 30 % equity. Total consideration of approximately $ 314 million is comprised of cash of $ 215 million, settlement of a prepaid asset of $ 8 million, acquisition date fair value of the previously held interests of $ 92 million, net of $ 1 million cash acquired.
6.50 % F&G Senior Notes
On June 4, 2024, F&G completed its public offering of $ 550 million aggregate principal amount of its 6.50 % Senior Notes due 2029 (the " 6.50 % F&G Notes"). The 6.50 % F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement. A portion of the net proceeds were used to finance a cash tender offer by its wholly owned subsidiary Fidelity & Guaranty Life Holdings, Inc. ("FGLH") for an aggregate principal amount of $ 250 million of FGLH’s 5.50 % Senior Notes due 2025 (the " 5.50 %" F&G Notes). The 6.50 %
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F&G Notes were registered under the Securities Act.
For more information related to the F&G Notes refer to Note G Notes Payable .
Amendment to our Revolving Credit Facility
On February 16, 2024, we entered into a Sixth Amended and Restated Credit Agreement for our $ 800 million revolving credit facility (the "Amended Revolving Credit Facility") with Bank of America, N.A., as administrative agent and other agents party thereto (the "Sixth Restated Credit Agreement"). For further information related to the Amended Revolving Credit Facility and the Sixth Restated Credit Agreement refer to Note G Notes Payable .
Amendment to the F&G Credit Agreement
On February 16, 2024, we entered into a Second Amended and Restated F&G Credit Agreement of our $ 665 million credit agreement, with the guarantors party thereto, the financial institutions party thereto as lenders, and Bank of America, N.A., as administrative agent, swing line lender and an issuing bank (the "Second Amended and Restated F&G Credit Agreement"). For more information related to the Second Amended and Restated F&G Credit Agreement refer to Note G Notes Payable .
Investment of $ 250 million in F&G
On January 12, 2024, we completed a $ 250 million preferred stock investment in F&G. F&G will use the net proceeds from the investment to support growth of its assets under management.
Under the terms of the agreement, we invested $ 250 million in exchange for 5 million shares of F&G's 6.875 % Series A Mandatory Convertible Preferred Stock, par value $ 0.001 per share (the "Mandatory Convertible Preferred Stock"). Each share of Mandatory Convertible Preferred Stock has a liquidation preference of $ 50.00 per share. Unless earlier converted at the option of the holder, each outstanding share of the Mandatory Convertible Preferred Stock will automatically convert into shares of common stock of F&G on January 15, 2027 (the "Mandatory Conversion Date"). Upon conversion on the Mandatory Conversion Date, the conversion rate for each share of the Mandatory Convertible Preferred Stock will be no more than 1.1111 shares of common stock and no less than 0.9456 shares of common stock per share of Mandatory Convertible Preferred Stock, depending on the value of F&G's common stock.
Acquisition of ROAR
On January 2, 2024, F&G acquired a 70 % majority ownership stake in the equity of Roar Joint Venture, LLC ("Roar") resulting in the consolidation of Roar in F&G's financial statements. Roar wholesales life insurance and annuity products to banks and broker dealers through a network of agents. Total initial consideration is comprised of cash of approximately $ 269 million and $ 48 million of contingent consideration. Under the terms of the purchase agreement, the Company has agreed to make cash payments of up to approximately $ 90 million over a three year period upon the achievement by Roar of certain earnings before interest, taxes, depreciation and amortization ("EBITDA") milestones.
For more information regarding the Roar and PALH acquisitions, refer to Note B Acquisitions .
Principles of Consolidation and Basis of Presentation
The Consolidated Financial Statements are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and include our accounts as well as our wholly-owned subsidiaries and majority-owned subsidiaries. All intercompany profits, transactions and balances have been eliminated. Non-controlling interests recorded on the Consolidated Statements of Earnings represent the portion of a majority-owned subsidiary's net earnings or loss that is owned by non-controlling shareholders of the subsidiary. Non-controlling interests recorded on the Consolidated Balance Sheets represent the portion of equity in a consolidated subsidiary owned by non-controlling shareholders.
We are involved in certain entities that are considered variable interest entities ("VIEs") as defined under GAAP. Our involvement with VIEs is primarily to invest in assets that allow us to gain exposure to a broadly diversified portfolio of asset classes. 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 where the entity is structured with non-substantive voting rights. We assess our relationships with VIEs to evaluate if we are the primary beneficiary of the VIE. If we determine we are the primary beneficiary of a VIE, we consolidate the assets and liabilities of the VIE in our Consolidated Financial Statements. See Note E Investments for additional information on our investments in VIEs.
I nvestments
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 maturity securities have been designated as available-for-sale ("AFS") and are carried at fair value, net of allowance for
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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 first-in first-out 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 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 E Investments.
Preferred and Equity Securities
Preferred and equity securities held are carried at fair value as of the balance sheet dates. Changes in fair value and realized gains and losses on sales of our preferred and equity securities are reported within Recognized gains and losses, net in the Consolidated Statements of Earnings. Realized gains and losses on sales of our preferred and equity securities are determined on the first in first out cost basis and are credited or charged to earnings on a trade date basis unless the security is a private placement in which case settlement date basis is used. Interest and dividend income from these investments is reported in Interest and investment income in the Consolidated Statements of Earnings.
Derivative Financial Instruments
In our F&G segment, we hedge certain portions of our exposure to product related equity market risk by entering into derivative transactions (primarily equity options). We utilize interest rate swaps to reduce market risks from interest rate changes on our earnings associated with our floating rate investments. All such derivative instruments are recognized as either assets or liabilities in the Consolidated Balance Sheets at fair value. The changes in fair value are reported within Recognized gains and losses, net in the Consolidated Statements of Earnings. The change in the fair value of derivative instruments is included in (Gain) loss on sales of investments and other assets and asset impairments, net, in the Consolidated Statements of Cash Flow.
We purchase financial instruments that may contain embedded derivative instruments. If it is determined that the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract, and a separate instrument with the same terms would qualify as a derivative instrument, the embedded derivative is bifurcated from the host contract for measurement purposes.
Mortgage Loans
Our investment in mortgage loans consists of commercial and residential mortgage loans on real estate, which are reported at amortized cost, less allowance for expected credit losses. For details on our policy around allowance for expected credit losses on mortgage loans, refer to Note E Investments .
Commercial mortgage loans ("CMLs") are continuously monitored by reviewing appraisals, operating statements, rent revenues, annual inspection reports, loan specific credit quality, property characteristics, market trends and other factors.
CMLs are rated for the purpose of quantifying the level of risk. Loans are placed on a watch list when the debt service coverage ("DSC") ratio falls below certain thresholds and the loan-to-value ("LTV") ratios exceeds certain thresholds. Loans on the watchlist are closely monitored for collateral deficiency or other credit events that may lead to a potential loss of principal or interest. We define delinquent mortgage loans as 30 days past due, consistent with industry practice.
Residential mortgage loans ("RMLs") have a primary credit quality indicator of either a performing or nonperforming loan. We define nonperforming RMLs as those that are 90 or more days past due and/or in nonaccrual status, which is assessed monthly. Generally, nonperforming RMLs have a higher risk of experiencing a credit loss. We consider residential mortgage loans that are 90 or more days past due and have an LTV greater than 90% to be foreclosure probable.
Interest on loans is recognized on an accrual basis at the applicable interest rate on the principal amount outstanding. Loan origination fees and direct costs, as well as premiums and discounts, are amortized as level yield adjustments over the respective loan terms. Unamortized net fees or costs are recognized upon early repayment of the loans. Interest income, amortization of premiums and discounts, prepayment fees, and loan commitment fees are reported in Interest and investment income in the accompanying Consolidated Statements of Earnings.
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Short-term investments
Short-term investments consist of financial instruments with an original maturity of one year or less when purchased and include short-term fixed maturity securities and money market instruments, which are carried at fair value, and short-term loans, which are carried at amortized cost, which approximates fair value.
Investments in Unconsolidated Affiliates
In our F&G segment, 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’ financial statements, which we may adjust if we determine NAV is not calculated consistent with investment company fair value principles. Our pro rata share of NAV adjustments are reported in Interest and investment income and realized gains and losses on sales are reported in Recognized gains and (losses), net in the Consolidated Statements of Earnings. Distributions received from investments measured using the equity method are recorded as a decrease in the investment balance. 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. 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 NAV adjustments and investment income.
For investments subsequently measured using the fair value option, adjustments to the carrying amount reflecting the change in fair value of the investment and realized gains and losses on sales are reported in Recognized gains and (losses), net in the Consolidated Statements of Earnings. Distributions received from investments measured using the fair value option are reported within Interest and investment income in the Consolidated Statements of Earnings.
For descriptions of the fair value methodologies used for our investments, refer to Note D Fair Value of Financial Instruments .
In our title segment, we account for our investments in unconsolidated affiliates using the equity method of accounting and earnings on our investments in unconsolidated affiliates are recorded within Equity in earnings of unconsolidated affiliates within the Consolidated Statements of Earnings. We classify distributions received from unconsolidated affiliates in our Consolidated Statements of Cash Flows using the cumulative earnings approach. Under the cumulative earnings approach, distributions are considered returns on investment and classified as cash inflows from operating activities unless the Company’s cumulative distributions from an investee received exceed the cumulative equity in earnings of such investee. When cumulative distributions from an investee exceed cumulative equity in earnings of the investee, such excess is considered a return of investment and is classified as a cash inflow from investing activities.
Interest and investment income
Dividends and interest income are recorded in Interest and investment income and recognized when earned. Income or losses upon call or prepayment of fixed maturity securities are recognized in Interest and investment income. Amortization of premiums and accretion of discounts on investments in fixed maturity securities are reflected in Interest and investment income over the contractual terms of the investments, and for callable investments at a premium, based on the earliest call date of the investments, in a manner that produces a constant effective yield.
For mortgage-backed and asset-backed securities, included in the fixed maturity securities portfolios, one of two models may be used to recognize interest income. For higher rated securities, interest income will be estimated based on an effective yield that considers cash flows received to date plus current expectations of future cash flows. For all other securities, interest income will be estimated based upon an effective yield that considers current expectations of future cash flows. For both interest income models, the estimated future cash flows include assumptions regarding the performance of the underlying collateral pool.
Interest and investment income is presented net of investment expenses and the effects of certain reinsurance contracts.
Cash and Cash Equivalents
Highly liquid instruments purchased as part of cash management with original maturities of three months or less are considered cash equivalents. The carrying amounts reported in the Consolidated Balance Sheets for these instruments approximate fair value.
Trade and Notes Receivables
The carrying values reported in the Consolidated Balance Sheets for trade and notes receivables approximate their fair value.
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Premium revenues from agency title operations are recognized when the underlying title order and transaction closing, if applicable, are complete and reported to us. Premium revenues from agency operations and related commissions include an accrual based on estimated historical transaction volume data for policies that have closed in a particular period in which premiums have not yet been reported to us. Historically, the time lag between the closing of these transactions by our agents and the reporting of these policies, or premiums, to us has been up to 15 months, with 61 % - 92 % reported within three months following closing, an additional 7 % - 29 % reported within the next three months and the remainder within seven to fifteen months. In addition to accruing these earned but unreported agency premiums, we also accrue agent commission expense, which was 77.4 % of agent premiums earned in 2024, 76.9 % of agent premiums earned in 2023 and 77.1 % of agent premiums earned in 2022. The amount due from our agents relating to this accrual, i.e., the agent premium less their contractual retained commission, was approximately $ 40 million and $ 35 million as of December 31, 2024 and 2023, respectively. Due to the offsetting effects of reversing prior period accruals, the impact of this accrual to our recorded Agency title insurance premiums, Agent commissions and net earnings in any given period is not considered material.
Fair Value of Financial Instruments
The fair values of financial instruments presented in the Consolidated Financial Statements are estimates of the fair values at the balance sheet date using available market information and appropriate valuation methodologies. These estimates are subjective in nature and involve uncertainties and significant judgment in the interpretation of current market data. See a description of the fair value methodology used in Note D Fair Value of Financial Instruments .
Fair Value of Assets Acquired and Liabilities Assumed in Business Combinations
The Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 805, Business Combinations, requires an acquirer to recognize, separately from goodwill, the identifiable assets acquired, liabilities assumed, and any non-controlling interest in the acquiree, and to measure these items generally at their acquisition date fair values. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, we are required to report provisional amounts in the financial statements for the items for which the accounting is incomplete. Adjustments to provisional amounts initially recorded that are identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined. This includes any effect on earnings of changes in depreciation, amortization, or other income effects as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. During the measurement period, we are also required to recognize additional assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets and liabilities as of that date. The measurement period ends the sooner of one year from the acquisition date, or when we receive the information we were seeking about facts and circumstances that existed as of the acquisition date or learn that more information is not obtainable.
Goodwill
Goodwill represents the excess of cost over fair value of identifiable net assets acquired and assumed in a business combination. Goodwill and other intangible assets with indefinite useful lives are reviewed for impairment at the reporting unit level on an annual basis or more frequently if circumstances indicate potential impairment, through a comparison of fair value to the carrying amount. In evaluating the recoverability of goodwill, we perform a qualitative analysis at the reporting unit level to determine whether there are any events or circumstances that would indicate it is more likely than not that the fair value of our recorded goodwill exceeds its carrying value, prior to performing a full fair-value assessment.
We complete annual goodwill impairment analyses in the fourth quarter of each period presented using a September 30 measurement date. For the years ended December 31, 2024, 2023 and 2022, we determined there were no events or circumstances which indicated that the carrying value of a reporting unit exceeded the fair value.
Insurance and Reinsurance Related Intangible Assets
We have insurance and reinsurance related intangible assets, which include the value of insurance and reinsurance contracts acquired (hereafter referred to as “VOBA”), DAC, DSI, and cost of reinsurance (“COR”). VOBA, DAC, and DSI are reported in Other intangible assets, net, on the Consolidated Balance Sheets. COR may be reported in Prepaid expenses and other assets or in Accounts payable and accrued liabilities on the Consolidated Balance Sheets as described below under “Reinsurance - Cost of Reinsurance.”
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 that are deferred as they
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are incurred. When insurance contracts are reinsured and reinsurance accounting is applied, acquisition cost reimbursements from reinsurers are recorded as a reduction to DAC. Indirect or unsuccessful acquisition costs, maintenance, product development and overhead expenses are charged to expense as incurred and are offset by maintenance expense reimbursements within a reinsurance arrangement, when reinsurance accounting is applied to the respective arrangement DSI represents up front bonus credits and persistency or vesting bonuses credited to contractholder fund balances. COR represents net cash flows on reinsurance coverage to ensure no gain or loss is recognized at inception.
VOBA, DAC, DSI, and COR 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, 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, DSI, and COR varies by product type. For universal life and IUL insurance products, the constant level basis used is face amount in force. For deferred annuities (indexed annuities 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 and ceded initial premium for COR. 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 basis 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 FPB, 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 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 impact the amortization of these intangible assets, which is reported within Depreciation and amortization for VOBA, DAC DSI and for COR, if the net COR balance is in a deferred gain position is reported within Life insurance premiums and other fees, and if the net COR balance is in a deferred loss position is reported within Other operating expenses in the 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 URL upon receipt and included in Accounts payable and other accrued liabilities in the Consolidated Balance Sheets. URL is amortized like DAC over the estimated lives of these policies.
Other Intangible Assets
We have other intangible assets, not including goodwill, VOBA, DAC or DSI, which consist primarily of customer relationships and contracts, the value of distribution network acquired ("VODA"), trademarks and tradenames, state licenses, and computer software, which are generally recorded in connection with business combinations at their fair value . Intangible assets with estimable lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. In general, customer relationships are amortized over their estimated useful lives using an accelerated method, which takes into consideration expected customer attrition rates. VODA is an intangible asset that represents the value of an acquired distribution network and is amortized using the sum of years digits method. Contractual relationships are generally amortized over their contractual life. Trademarks and tradenames are generally amortized over ten years . Capitalized computer software includes the fair value of software acquired in business combinations, purchased software and capitalized software development costs. Purchased software is recorded at cost and amortized using the straight-line method over its estimated useful life. Software acquired in business combinations is recorded at its fair value and amortized using straight-line or accelerated methods over its estimated useful life. For internal-use computer software products, internal and external costs incurred during the preliminary project stage are expensed as they are incurred. Internal and external costs incurred during the application development stage are capitalized and amortized on a product-by-product basis commencing on the date the software is ready for its intended use. We do not capitalize any costs once the software is ready for its intended use.
We review VOBA, DSI and other intangible assets for impairment annually or when events or circumstances occur that indicate a potential change in the underlying basis. F or further information, refer to Note M Intangibles for details of impairment expense.
Title Plants
Title plants are recorded at the cost incurred to construct or obtain and organize historical title information to the point it can be used to perform title searches. Costs incurred to maintain, update and operate title plants are expensed as incurred. Title plants are not amortized as they are considered to have an indefinite life, if maintained. Sales of title plants are reported at the
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amount received net of the adjusted costs of the title plant sold. Sales of title plant copies are reported at the amount received. No cost is allocated to the sale of copies of title plants unless the carrying value of the title plant is diminished or impaired. Title plants are reviewed for impairment whenever events or circumstances indicate that the carrying amounts may not be recoverable. We reviewed title plants for impairment for the years ended December 31, 2024, 2023 and 2022 and did not record any impairment expense in the year ended December 31, 2023. We reco rded $ 2 million and $ 1 million of impair ment expense related to title plants in the year ended December 31, 2024 and 2022, respectively .
Property and Equipment
Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is computed primarily using the straight-line method based on the estimated useful lives of the related assets: twenty to thirty years for buildings and three to twenty-five years for furniture, fixtures and equipment. Leasehold improvements are amortized on a straight-line basis over the lesser of the term of the applicable lease or the estimated useful lives of such assets. Property and equipment are reviewed for impairment whenever events or circumstances indicate that the carrying amounts may not be recoverable. We recorded $ 2 million of impairment expense related to property and equipment in our title segment in the year ended December 31, 2022 . We did not record any impairment expense related to property and equipment in the years ended December 31, 2024 and 2023.
Contractholder Funds
Contractholder funds include deferred annuities (indexed annuities 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 consist of contract account balances that accrue to the benefit of the contractholders. The liabilities for indexed annuities 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 Consolidated Balance Sheets with changes in fair value reported in Benefits and other changes in policy reserves in the Consolidated Statements of Earnings. See a description of the fair value methodology used in Note D Fair Value of Financial Instruments .
Future Policy Benefits
The FPB are determined as the present value of future policy benefits and related 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.
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 Consolidated Statements of Earnings. In subsequent periods, the revised NPR 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 Consolidated Statements of Earnings in the period of improvement.
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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 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 Consolidated Statements of Comprehensive Earnings.
Deferred Profit Liability
For life-contingent immediate annuity policies, gross premiums received in excess of net premiums are deferred at initial recognition as a DPL. Premiums are measured using assumptions consistent with those used in the measurement of the related liability for FPBs, 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 using the actual historical experience and updated cash flows for the DPL at the same time as the estimates 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 period is compared to the carrying amount of the DPL as of the beginning 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 Consolidated Statements of Earnings. The DPL is recorded as a component of the Future policy benefits in the Consolidated Balance Sheets.
Market Risk Benefits ("MRBs")
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 indexed annuities products that provide minimum guarantees to policyholders, such as guaranteed minimum death benefit ("GMDB"), guaranteed minimum withdrawal benefit ("GMWB") riders and guaranteed minimum accumulation benefit ("GMAB") riders. In certain reinsurance transactions, the underlying risks ceded to a reinsurer contain MRBs.
MRBs (inclusive of reinsured MRBs) are measured at fair value using an attributed fee measurement approach where attributed fees are explicit rider charges collectible from the policyholder (or paid to the reinsurer) 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 MRBs. The attributed fee ratio remains static over the life of the MRBs and is capped at 100 %. Each period subsequent to contract inception, the attributed fee ratio is used to calculate the fair value of the MRBs 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. Reinsured MRBs are valued using a methodology consistent with direct MRBs, with the exception of the non-performance spread which reflects the credit of the reinsurer. MRBs can either be in an asset or liability position and are presented separately on the Consolidated Balance Sheets as the right of setoff criteria are not met. Changes in fair value, net, are recognized in Market risk benefit (gains) losses in the 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 Consolidated Statements of Comprehensive Earnings. See a description of the fair value methodology used in Note D Fair Value of Financial Instruments and Note X Market Risk Benefits .
Reserve for Title Claim Losses
Our reserve for title claim losses includes known claims as well as losses we expect to incur, net of recoupments. Each known claim is reserved based on our review as to the estimated amount of the claim and the costs required to settle the claim. Reserves for claims, which are incurred but not reported are established at the time premium revenue is recognized based on historical loss experience and also take into consideration other factors, including industry trends, claim loss history, current leg al environment, geographic considerations and the type of policy written.
The reserve for title claim losses also includes reserves for losses arising from closing and disbursement functions due to frau d or operational error.
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If a loss is r elated to a policy issued by an independent agent, we may proceed against the independent agent pursuant to the terms of the agency agreement. In any event, we may proceed against third parties who are responsible for any loss under th e title insurance policy under rights of subrogation.
Secured Trust Deposits
In the state of Illinois, a trust company is permitted to commingle and invest customers’ assets with its own assets, pending completion of real estate transactions. Accordingly, our Consolidated Balance Sheets reflect a secured trust deposit liability of $ 551 million a nd $ 731 million at December 31, 2024 and 2023, respectively, representing customers’ assets held by us and corresponding assets including cash and investments pledged as security for those trust balances.
Income Taxes
We recognize deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities and expected benefits of utilizing net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The impact on deferred taxes of changes in tax rates and laws, if any, is applied to the years during which temporary differences are expected to be settled and reflected in the financial statements in the period enacted.
Reinsurance
Title
In our Title segment, in a limited number of situations, we limit our maximum loss exposure by reinsuring certain risks with other title insurers. We also earn a small amount of additional income, which is reflected in our direct premiums, by assuming reinsurance for certain risks of other title insurers. We cede a portion of certain policy and other liabilities under agent fidelity, excess of loss and case-by-case reinsurance agreements. Reinsurance agreements provide that in the event of a loss (including costs, attorneys’ fees and expenses) exceeding the retained amounts, the reinsurer is liable for the excess amount assumed. However, the ceding company remains primarily liable in the event the reinsurer does not meet its contractual obligations.
F&G
In our F&G segment, our insurance subsidiaries enter into reinsurance agreements with other companies in the normal course of business. In certain arrangements that are not accounted for as reinsurance, the right of offset may be applied resulting in all balances and activity associated with the agreement being presented on a net basis in the Consolidated Balance Sheets and Statements of Earnings, respectively.
When the right of offset is not applied, the arrangement is reflected on a gross basis in the Consolidated Balance Sheets and Statements of Earnings. This results in the recognition of a Reinsurance recoverable for amounts due from the reinsurer. For arrangements accounted for as reinsurance, the Reinsurance recoverable balance reflects the reserve balance of the policies ceded. For arrangements not accounted for as reinsurance, deposit accounting is applied. As a result, the deposit asset presented as a Reinsurance recoverable on the Consolidated Balance Sheets, is based on the actual and expected cash flows due from the reinsurer where the interest method is used to accrete the deposit asset using an effective yield based on changes in actual and expected cash flows. For coinsurance of FIA and IUL policies, the Reinsurance recoverable will incorporate the fair value of the indexed crediting feature, which is accounted for as an embedded derivative. Changes in the Reinsurance recoverable balance are reported as Benefits and other changes in policy reserves in the Consolidated Statements of Earnings.
Cost of Reinsurance
Amounts received from or paid to reinsurers in excess of reimbursements or liabilities ceded, respectively, represents COR. If the net COR balance is in a deferred gain position, it is included within Accounts payable and accrued liabilities with the related amortization reflected within Life insurance premiums and other fees and, if in a deferred loss position, is included within the Prepaid expenses and other assets with the related amortization reflected within Other operating expenses, in the Consolidated Balance Sheets and Statements of Earnings, respectively. Premiums and expenses are recorded net of reinsurance ceded.
Funds Withheld Arrangements
F&G cedes certain business on a coinsurance funds withheld basis. Investment results for the assets that support the coinsurance that are segregated within the funds withheld account are passed directly to the reinsurer pursuant to the contractual terms of the reinsurance agreement, which creates embedded derivatives considered to be total return swaps. These total return swaps are not clearly and closely related to the underlying reinsurance agreement and thus require bifurcation. The fair value of the total return swaps is based on the change in fair value of the underlying assets held in the funds withheld account. These
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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 Consolidated Balance Sheets and the related gains or losses are reported in Recognized gains and (losses), net, on the Consolidated Statements of Earnings.
See Note O F&G Reinsurance for more details over F&G's reinsurance agreements.
Revenue Recognition
Refer to Note L Revenue Recognition for a description of our accounting for our various revenue streams.
Benefits and Other Changes in Policy Reserves
Benefit expenses for deferred annuities (indexed annuities and fixed rate annuities), IUL policies and funding agreements include interest credited to contractholder account balances. For indexed annuities and IUL, the benefits expense includes the change in fair value of the embedded derivatives associated with the equity crediting rates. 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.
All changes in the Reinsurance recoverable balance that need to be reflected in earnings are included within Benefits and other changes in policy reserves on the Consolidated Statements of Operations. For reinsurance arrangements that apply reinsurance accounting, this primarily relates to changes in the reserve balance ceded. For reinsurance arrangements that apply deposit accounting, this primarily relates to accretion of the deposit asset balance.
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 Consolidated Statements of Earnings.
Stock-Based Compensation Plans
We accou nt for stock-based compensation plans using the fair value method. Using the fair value method of accounting, compensation cost is measured based on the fair value of the award at the grant date using quoted market prices, and recognized over the service period.
Earnings Per Share
Basic earnings per share, as presented on the Consolidated Statement of Earnings, is computed by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding during the period. In periods when earnings are positive, diluted earnings per share is calculated by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding plus the impact of assumed conversions of potentially dilutive securities. For periods when we recognize a net loss, diluted earnings per share is equal to basic earnings per share as the impact of assumed conversions of potentially dilutive securities is considered to be antidilutive. We have granted certain stock options, shares of restricted stock, convertible debt instruments and certain other convertible share-based payments, which have been treated as common share equivalents for purposes of calculating diluted earnings per share for periods in which positive earnings have been reported.
The net earnings of F&G in our calculation of diluted earnings per share is adjusted for dilution related to certain F&G restricted stock granted to F&G's employees in accordance with ASC 260-10-55-20. We calculate the ratio of the shares of F&G we own to the total weighted average diluted shares of F&G outstanding and multiply the ratio by F&G's net earnings. The result is used for F&G's net earnings attributable to FNF included in our consolidated net earnings in the numerator for our diluted EPS calculation.
Restricted stock, options or other instruments, which provide the ability to acquire shares of our common stock that are antidilutive are excluded from the computation of diluted earnings per share. There were fewer than 1 million antidilutive instruments outstanding for the years ended December 31, 2024 and 2023.
Comprehensive Earnings (Loss)
We report Comprehensive earnings (loss) in accordance with GAAP on the Consolidated Statements of Comprehensive Earnings. Total comprehensive earnings are defined as all changes in shareholders' equity during a period, other than those resulting from investments by and distributions to shareholders. While total comprehensive earnings is the activity in a period and is largely driven by net earnings in that period, accumulated other comprehensive earnings or loss represents the cumulative balance of other comprehensive earnings, net of tax, as of the balance sheet date. Amounts reclassified to net earnings relate to the realized gains (losses) on our investments and other financial instruments, excluding investments in unconsolidated
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affiliates, and are included in Recognized gains and losses, net on the Consolidated Statements of Earnings. The income tax effects are released from AOCI when the related activity is reclassified to net earnings.
Changes in the balance of Other comprehensive earnings (loss) for the years ended December 31, 2024, 2023 and 2022, by component are as follows:
Unrealized gain (loss) on investments and other financial instruments, net (excluding investments in unconsolidated affiliates) Change in current discount rate - future policy benefits Change in instrument-specific credit risk - market risk benefits Other Total Accumulated Other Comprehensive Earnings (Loss)
(In millions)
Balance January 1, 2022 $ 986 $ ( 1 ) $ ( 116 ) $ 9 $ 878
Reclassification adjustments 181 — — ( 8 ) 173
Other comprehensive earnings ( 4,783 ) 764 67 ( 4 ) ( 3,956 )
Non-controlling interest 33 — 1 1 35
Balance December 31, 2022 ( 3,583 ) 763 ( 48 ) ( 2 ) ( 2,870 )
Reclassification adjustments 137 — — ( 11 ) 126
Other comprehensive earnings 961 ( 189 ) ( 34 ) 21 759
Non-controlling interest ( 170 ) 31 6 ( 1 ) ( 134 )
Balance December 31, 2023 ( 2,655 ) 605 ( 76 ) 7 ( 2,119 )
Reclassification adjustments 3 — — ( 11 ) ( 8 )
Other comprehensive earnings ( 157 ) 224 5 10 82
Non-controlling interest 14 ( 21 ) — — ( 7 )
Balance December 31, 2024 $ ( 2,795 ) $ 808 $ ( 71 ) $ 6 $ ( 2,052 )
Management Estimates
The preparation of these Consolidated Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Periodically, and at least annually, typically in the third quarter, we review the assumptions associated with reserves for policy benefits and product guarantees. During the third quarter of 2024 and for the year ended December 31, 2024, based on policyholder behavior, experience and interest rate movements, we reflected updates to surrender assumptions for recent and expected near term policyholder behavior, as well as updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds. These changes resulted in a decrease in total benefits and other changes in policy reserves of approximately $ 89 million for the year ended December 31, 2024.
During the third quarter of 2023 and for the year ended December 31, 2023, based on increases in interest rates and pricing changes, we updated certain indexed annuities assumptions to calculate the fair value of the embedded derivative component within the contractholder funds and also aligned reserves to actual policyholder behavior. These changes resulted in an increase in total benefits and other changes in policy reserves of approximately $ 73 million.
During the fourth quarter of 2022, based on increases in interest rates and pricing changes during 2022, we updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds and the fair value of market risk benefits. These changes, taken together, resulted in an increase in contractholder funds and market risk benefits of $ 99 million .
Owned Distribution Investments
For the years ended December 31, 2024, 2023 and 2022, we expensed approximately $ 119 million, $ 154 million and $ 74 million in commissions on sales through our funded owned distribution investments and their affiliates, respectively, with the acquisition expense deferred and amortized in Depreciation and amortization on the accompanying Consolidated Statements of Earnings.
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Note B — Acquisitions
Owned Distribution - Acquisition of Roar Joint Venture, LLC
On January 2, 2024, F&G acquired a 70 % majority ownership stake in the equity of Roar Joint Venture, LLC (“Roar”). Roar wholesales life insurance and annuity products to banks and broker-dealers through a network of agents. Under the terms of the purchase agreement, the Company has agreed to make cash payments of up to approximately $ 90 million over a three-year period upon the achievement of certain EBITDA milestones of Roar.
The initial purchase price is as follows (in millions):
Cash paid for 70 % majority interest of Roar shares
$ 269
Less: Cash acquired net of non-controlling interests 1
Net cash paid for 70 % majority interest of Roar
268
Initial fair value of contingent consideration 48
Total initial consideration $ 316
The following table summarizes the fair value amounts recognized for the assets acquired and liabilities assumed as of the acquisition date:
Fair value as of
January 2, 2024
(In millions)
Goodwill $ 268
Prepaid expenses and other assets 3
Other intangible assets 183
Total assets acquired 454
Accounts payable and accrued liabilities 2
Total liabilities assumed 2
Non-controlling interests (fair value determined using income approach) 136
Total liabilities assumed and non-controlling interests 138
Net assets acquired $ 316
The gross carrying value and weighted average estimated useful lives of Other intangible assets acquired in the Roar acquisition consist of the following:
Gross Carrying Value Estimated Useful Life
Other intangible assets: (In millions) (In years)
Customer relationships $ 179 12
Definite lived trademarks, tradenames, and other 4 10
Total Other intangible assets $ 183
Goodwill consists primarily of intangible assets that do not qualify for separate recognition, such as the assembled workforce and synergies between the entities. The total amount of goodwill recorded is expected to be deductible for tax purposes.
Roar’s revenues of $ 78 million and net earnings attributable to F&G common shareholders of $ 6 million are included in the Consolidated Statements of Earnings for the year ended December 31, 2024.
Contingent Consideration
Under the terms of the purchase agreement for Roar, we have agreed to make cash payments of up to $ 90 million over a three-year period upon the achievement by Roar of certain EBITDA milestones. The contingent consideration is recorded at fair value in Accounts payable and accrued liabilities. Refer to Note A Basis of Financial Statements for more information on the Roar purchase and refer to Note D Fair Value of Financial Instruments for more information regarding the fair value of the contingent consideration.
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Owned Distribution - Acquisition of PALH, LLC
On July 18, 2024, F&G acquired a 100 % ownership stake in the equity of PALH, LLC (“PALH”). PALH markets and sells life insurance and annuity products of various insurance carriers to individuals through a network of agents. Prior to the acquisition date, PALH owned a 70 % ownership stake in an operating company of which F&G owned 30 % equity. Immediately before the acquisition date, the fair value of F&G’s minority stake in the operating company was approximately $ 92 million, derived from the transaction value. The transaction value contemplates measures such as EBITDA margin, revenue growth over time periods and growth opportunities. This remeasurement resulted in a realized gain of $ 2 million recorded in Recognized gains and losses, net in the Consolidated Statements of Earnings during the year ended December 31, 2024 .
The initial purchase price is as follows:
(In millions)
Cash paid $ 215
Less: Cash acquired 1
Net cash paid 214
Settlement of prepaid asset 8
Acquisition date fair value of previously held interests 92
Total consideration $ 314
The following table summarizes the fair value amounts recognized for the assets acquired and liabilities assumed as of the acquisition date:
Fair value as of
July 18, 2024
(In millions)
Goodwill $ 162
Prepaid expenses and other assets 5
Other intangible assets 149
Total assets acquired 316
Accounts payable and accrued liabilities 2
Total liabilities assumed 2
Net assets acquired $ 314
The gross carrying value and weighted average estimated useful lives of Other intangible assets acquired in the PALH acquisition consist of the following:
Gross Carrying Value Estimated Useful Life
Other intangible assets: (In millions) (In years)
Customer relationships $ 131 20
Definite lived trademarks, tradenames, and other 18 5 to 10
Total Other intangible assets $ 149
Goodwill consists primarily of intangible assets that do not qualify for separate recognition, such as the assembled workforce and synergies between the entities. A portion of the total amount of goodwill recorded is expected to be deductible for tax purposes.
PALH’s revenues and net loss attributable to F&G common shareholders of $ 3 million and $ 6 million, respectively, are included in the Consolidated Statements of Earnings for the year ended December 31, 2024.
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Note C — Summary of Reserve for Title Claim Losses
A summary of the reserve for title claim losses follows:
Year Ended December 31,
2024 2023 2022
(Dollars in millions)
Beginning balance $ 1,770 $ 1,810 $ 1,883
Change in insurance recoverable ( 10 ) 15 ( 128 )
Claim loss provision related to:
Current year 232 207 308
Prior years — — —
Total title claim loss provision 232 207 308
Claims paid, net of recoupments related to:
Current year ( 25 ) ( 22 ) ( 21 )
Prior years ( 254 ) ( 240 ) ( 232 )
Total title claims paid, net of recoupments ( 279 ) ( 262 ) ( 253 )
Ending balance of claim loss reserve for title insurance $ 1,713 $ 1,770 $ 1,810
Provision for title insurance claim losses as a percentage of title insurance premiums 4.5 % 4.5 % 4.5 %
Several lawsuits were filed by various parties against Chicago Title Company and Chicago Title Insurance Company as its principal (collectively, the “Named Companies”) by plaintiffs claiming they were investors who were solicited by Gina Champion-Cain through her former company, ANI Development LLC (“ANI”), or other affiliates to provide funds placed in an escrow account that purportedly were to be used for high-interest, short-term loans to parties seeking to acquire California alcoholic beverage licenses. Plaintiffs further alleged that employees of Chicago Title Company assisted Ms. Champion-Cain and her entities in diverting the funds placed into 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, the SEC filed a civil enforcement proceeding asserting claims for securities fraud against Champion-Cain and ANI in a lawsuit styled, Securities and Exchange Commission v. Gina Champion-Cain and ANI Development, LLC , pending in the United States District Court for the Southern District of California. The receiver, who was appointed by the court to preserve the assets of the defendant affiliated entities, then filed a lawsuit in San Diego County Superior Court against the Named Companies seeking damages in a lawsuit styled, Krista Freitag v. Chicago Title Co. and Chicago Title Ins. Co. The Named Companies reached a global settlement with the receiver and several other investor claimants and 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 barring further claims against the Named Companies (“Settlement and Bar Order”). After her receipt of the settlement funds, the receiver dismissed the lawsuit against the Named Companies.
Some of the non-joining 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). On February 20, 2025, the Ninth Circuit affirmed the district court's Settlement and Bar Order, barring all ongoing and future litigation against CTC stemming from the scheme operated by Ms. Champion-Cain. If appellants wish to seek further review of the Ninth Circuit's decision, they have a limited time to file a petition for rehearing or rehearing en banc , and/or a petition for review with the U.S. Supreme Court. Once the appellate decision is final, the remaining lawsuits pending in the Superior Court of San Diego County for the State of California involving claimants/investors who objected to CTC's settlement with the receiver are expected to be dismissed as to CTC.
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 update loss reserve estimates as new information becomes known, new loss patterns emerge or as other contributing factors are considered and incorporated into the analysis of reserve for claim losses. Estimating future title loss
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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 reserve within a reasonable range of our actuary's central estimate.
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Note D — Fair Value of 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 three-level 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.
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 underlying 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 inquires quarterly with the general partner to determine whether any credit or other market events have occurred since prior period financial statements to ensure any material events are properly included in current period 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 these 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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Our assets and liabilities measured and carried at fair value on a recurring basis, summarized according to the hierarchy previously described, are as follows:
December 31, 2024
Level 1 Level 2 Level 3 NAV Fair Value
Assets (In millions)
Cash and cash equivalents $ 3,479 $ — $ — $ — $ 3,479
Fixed maturity securities, available-for-sale:
Asset-backed securities — 7,513 8,143 — 15,656
Commercial mortgage-backed securities — 5,182 — — 5,182
Corporates 41 18,698 2,957 — 21,696
Hybrids 35 546 — — 581
Municipals — 1,386 — — 1,386
Residential mortgage-backed securities — 2,793 3 — 2,796
U.S. Government 631 6 — — 637
Foreign Governments — 280 4 — 284
Short term investments 2,995 18 37 — 3,050
Preferred securities 189 246 8 — 443
Equity securities 575 — 10 57 642
Derivative investments — 791 3 — 794
Investment in unconsolidated affiliates — — 272 — 272
Loan receivable, included in Prepaid expenses and other assets — — 11 — 11
Reinsurance related embedded derivative, included in other assets — 109 — — 109
Market risk benefits asset — — 189 — 189
Other assets — — 65 — 65
Other long-term investments — — 32 — 32
Total financial assets at fair value $ 7,945 $ 37,568 $ 11,734 $ 57 $ 57,304
Liabilities
Derivatives:
Indexed annuities/indexed universal life insurance ("IUL") embedded derivatives, included in Contractholder funds $ — $ — $ 5,220 $ — $ 5,220
Interest rate swaps — 10 — — 10
Equity options 1 — — — 1
Contingent consideration obligation — — 74 — 74
Market risk benefits liability — — 549 — 549
Total financial liabilities at fair value $ 1 $ 10 $ 5,843 $ — $ 5,854
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December 31, 2023
Level 1 Level 2 Level 3 NAV Fair Value
Assets (In millions)
Cash and cash equivalents $ 2,767 $ — $ — $ — $ 2,767
Fixed maturity securities, available-for-sale:
Asset-backed securities — 7,220 7,122 — 14,342
Commercial mortgage-backed securities — 4,457 18 — 4,475
Corporates 25 15,892 1,979 — 17,896
Hybrids 95 523 — — 618
Municipals — 1,562 49 — 1,611
Residential mortgage-backed securities — 2,426 3 — 2,429
U.S. Government 662 16 — — 678
Foreign Governments — 308 16 — 324
Preferred securities 214 399 8 — 621
Equity securities 692 — 15 59 766
Derivative investments — 740 57 — 797
Investment in unconsolidated affiliates — — 285 — 285
Short-term investments 2,111 8 — — 2,119
Reinsurance related embedded derivative, included in other assets — 152 — — 152
Other long-term investments — — 37 — 37
Market risk benefits asset — — 88 — 88
Total financial assets at fair value $ 6,566 $ 33,703 $ 9,677 $ 59 $ 50,005
Liabilities
Derivatives:
Indexed annuities/IUL embedded derivatives, included in Contractholder funds $ — $ — $ 4,258 $ — $ 4,258
Market risk benefits liability — — 403 — 403
Equity options 1 — — — 1
Total financial liabilities at fair value $ 1 $ — $ 4,661 $ — $ 4,662
Valuation Methodologies
Cash and Cash Equivalents
The carrying amounts reported in the Consolidated Balance Sheets for these instruments approximate fair value.
Fixed Maturity, Preferred and Equity Securities
We measure the fair value of 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, independent broker quotations, or pricing matrices. We use observable and unobservable inputs in our valuation methodologies. Observable inputs include benchmark yields, reported trades, broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. In 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.
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 December 31, 2024 or 2023.
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Certain equity investments are measured using NAV as a practical expedient in determining fair value.
Derivative Financial Instruments
Our call options and put options (together referred to as “equity options”), futures contracts, and interest rate swaps can either be exchange traded or over the counter. Exchange traded derivatives typically fall within Level 1 of the fair value hierarchy if there is active trading activity. Two methods are used to value over-the-counter derivatives. When required inputs are available, certain derivatives are valued using valuation pricing models, which represent what we would expect to receive or pay at the balance sheet date if we cancelled or exercised the derivative or entered into offsetting positions. Valuation models require a variety of inputs, which include the use of market-observable inputs, including interest rate, yield curve volatilities, and other factors. These over-the-counter derivatives are typically classified within Level 2 of the fair value hierarchy as the majority trade in liquid markets, we can verify model inputs and model selection does not involve significant management judgment. When inputs aren’t available for valuation models, certain over-the-counter derivatives are valued using independent broker quotes, which are based on unobservable market data and classified within Level 3. Effective September 30, 2024, pricing for certain derivatives was obtained from internal models using substantially all market observable inputs, and those derivatives were transferred out of Level 3 to Level 2.
The fair value of the reinsurance-related embedded derivatives in the funds withheld reinsurance agreements 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 O F&G Reinsurance for further discussion on F&G reinsurance agreements.
The fair value measurement of the indexed annuities/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 equity options in future periods to fund the equity indexed linked feature), surrender rates, mortality multiplier and non-performance spread. The mortality multiplier at December 31, 2024 and 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.
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 values of these investments are determined using a multiple of the affiliates’ EBITDA. The EBITDA is based on the affiliates’ financial information. The multiple is derived from market analysis of transactions involving comparable companies. The inputs are considered unobservable, as not all market participants have access to this data.
Short-term Investments
The carrying amounts reported in the Consolidated Balance Sheets for these instruments approximate fair value. Certain short-term investments are valued based on third-party pricing services or broker quotes and are classified as Level 2 or 3.
Loan receivable
Concurrent with the Roar purchase agreement, F&G executed a separate loan agreement with the sellers of Roar. The loan is collateralized by the sellers’ minority equity stake in Roar. The loan receivable is measured at fair value using a discounted cash flow model applied using a Monte Carlo simulation of estimated cash flows at each measurement period and for each simulated path relative to the estimated collateral value. The Monte Carlo simulation utilizes the outstanding principal balance, a risk-adjusted discount rate, and risk-free rates to discount the expected cash flows and compare to the estimated collateral value for each payment period and simulated path. The discounted cash flow approach applies a company-specific discount rate to future expected interest and payoff payments to calculate the estimated fair value based on the average outcome from the simulation. This loan receivable is included in Level 3 and the inputs are considered unobservable, as not all market participants have access to this data.
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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 an equity 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 equity option regardless of the values used for the other inputs to the option pricing model. The NAV of the fund is provided by the fund manager at the end 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 of the embedded derivative will increase or decrease. See further discussion on the available-for-sale embedded derivative in Note F Derivative Financial Instruments .
The fair value of the credit-linked note is based on a weighted average of a broker quote and a discounted cash flow analysis. The discounted cash flow approach is based on the expected portfolio cash flows and amortization 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 the note is provided by the fund manager at the end of each quarter.
Other Assets
Mortgage servicing rights are measured at fair value using a discounted cash flow model, which incorporates assumptions that market participants use in estimating future net servicing income cash flows. These assumptions include estimates of prepayment rates, discount rates, cost to service (including delinquency and foreclosure costs), escrow account earnings, contractual servicing fee income, and ancillary income.
Contingent Consideration
The contingent consideration is measured at fair value using a discounted cash flow model applied using a Monte Carlo simulation of estimated EBITDA at each measurement period and for each simulated path relative to contractual EBITDA milestones. The Monte Carlo simulation utilizes a risk-adjusted discount rate, volatility assumption, and risk-free rates to assess the probability Roar's EBITDA trajectory reaches required milestones for the earn out payments to be made. The discounted cash flow approach applies a company-specific discount rate based on F&G credit profile to future expected earn out payments to calculate the estimated fair value based on the average outcome from the simulation. See further discussion on the contingent consideration in Note H Commitments and Contingencies.
MRBs
MRBs (inclusive of reinsured MRBs) are measured at fair value using an attributed fee measurement approach where attributed fees are explicit rider charges collectible from the policyholder (or paid to the reinsurer) 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. Reinsured MRBs are valued using a methodology consistent with direct MRBs, with the exception of the non-performance spread which reflects the credit of the reinsurer. See further discussion on MRBs in Note X Market Risk Benefits .
Quantitative information regarding significant unobservable inputs used for recurring Level 3 fair value measurements of financial instruments carried at fair value as of December 31, 2024 and 2023, excluding assets and liabilities for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are as follows:
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Fair Value at Valuation Technique Unobservable Input(s) Range (Weighted average)
December 31, 2024
(in millions) December 31, 2024
Assets
Asset-backed securities $ 95 Third-Party Valuation Discount Rate 4.83 % - 7.15 % ( 6.33 %)
Corporates 7 Discounted Cash Flow Discount Rate 13.33 % - 100.00 % ( 96.45 %)
Corporates 750 Third-Party Valuation Discount Rate 2.00 % - 22.53 % ( 6.76 %)
Residential mortgage-backed securities 3 Third-Party Valuation Discount Rate 5.89 %- 5.89 % ( 5.89 %)
Foreign Governments 4 Third-Party Valuation Discount Rate 12.14 % - 12.14 % ( 12.14 %)
Investment in unconsolidated affiliates 272 Market Comparable Company Analysis EBITDA Multiple 8.7 x - 23.6 x ( 14.6 x)
Preferred securities 1 Discounted Cash Flow Discount rate 100.00 % - 100.00 % ( 100.00 %)
Equity securities 4 Discounted Cash Flow Discount rate 4.80 % - 14.10 % ( 9.40 %)
Market Comparable Company Analysis EBITDA multiple 5.8 x - 7.5 x ( 7.0 x)
Other assets 65 Discounted Cash Flow Discount Rate 10.60 % - 12.00 % ( 11.30 %)
Conditional Prepayment Rate 6.24 % - 11.99 % ( 9.12 %)
Other long-term investments:
Available-for-sale embedded derivative 32 Black Scholes Model Market Value of AnchorPath Fund 100.00 %
Prepaid expenses and other assets:
Loan receivable 11 Discounted Cash Flow Risk-Adjusted Discount Rate 7.22 % - 7.22 % ( 7.22 %)
Collateral Volatility 35.00 % - 35.00 % ( 35.00 %)
Market risk benefits asset 189 Discounted Cash Flow Mortality 80.00 % - 115.00 % ( 100.00 %)
Surrender Rates 0.25 % - 30.00 % ( 5.05 %)
Partial Withdrawal Rates 2.00 % - 24.39 % ( 2.48 %)
Non-Performance Spread 0.48 % - 0.95 % ( 0.75 %)
GMWB Utilization 50.00 % - 75.00 % ( 61.77 %)
Total financial assets at fair value (a) $ 1,433
Liabilities
Derivatives:
Indexed annuity/ IUL embedded derivatives, included in contractholder funds $ 5,220 Discounted Cash Flow Market Value of Option 0.00 % - 20.81 % ( 2.92 %)
Mortality Multiplier 80.00 % - 115.00 % ( 100.00 %)
Surrender Rates 0.25 % - 50.00 % ( 6.94 %)
Partial Withdrawals 2.00 % - 35.71 % ( 2.72 %)
Non-Performance Spread 0.48 % - 0.95 % ( 0.75 %)
Option Cost 0.07 % - 5.70 % ( 2.68 %)
Contingent consideration 74 Discounted Cash Flow Risk-Adjusted Discount Rate 13.50 % - 13.50 % ( 13.50 %)
EBITDA Volatility 35 % - 35 % ( 35 %)
Counterparty Discount Rate 6.50 % - 6.50 % ( 6.50 %)
Market risk benefits liability 549 Discounted Cash Flow Mortality 80.00 % - 115.00 % ( 100.00 %)
Surrender Rates 0.25 % - 30.00 % ( 5.05 %)
Partial Withdrawal Rates 2.00 % - 24.39 % ( 2.48 %)
Non-Performance Spread 0.48 % - 0.95 % ( 0.75 %)
GMWB Utilization 50.00 % - 75.00 % ( 61.77 %)
Total financial liabilities at fair value $ 5,843
(a) Excludes $ 10,301 million for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are excluded from the respective totals in the table above.
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Fair Value at Valuation Technique Unobservable Input(s) Range (Weighted average)
December 31, 2023
(In millions) December 31, 2023
Assets
Asset-backed securities $ 57 Third-Party Valuation Discount Rate 5.09 % - 6.95 % ( 6.00 %)
Corporates 787 Third-Party Valuation Discount Rate 0.00 % - 12.87 % ( 6.91 %)
Corporates 8 Discounted Cash Flow Discount Rate 44.00 % - 100.00 % ( 75.20 %)
Municipals 32 Third-Party Valuation Discount Rate 6.25 % - 6.25 % ( 6.25 %)
Residential mortgage-backed securities 3 Third-Party Valuation Discount Rate 5.46 % - 5.46 % ( 5.46 %)
Foreign Governments 16 Third-Party Valuation Discount Rate 6.94 % - 7.68 % ( 7.45 %)
Investment in unconsolidated affiliates 285 Market Comparable Company Analysis EBITDA Multiple 4.4 x - 31.8 x ( 23.2 x)
Preferred securities 1 Discounted Cash Flow Discount rate 100.00 %
Equity securities 7 Discounted Cash Flow Discount rate 11.50 % - 11.50 % ( 11.50 %)
Other long-term investments:
Available-for-sale embedded derivative 28 Black Scholes Model Market Value of Fund 100 %
Market risk benefits asset 88 Discounted Cash Flow Mortality 100.00 % - 100.00 % ( 100.00 %)
Surrender Rates 0.25 % - 10.00 % ( 5.22 %)
Partial Withdrawal Rates 0.00 % - 23.26 % ( 2.50 %)
Non-Performance Spread 0.38 % - 1.10 % ( 0.96 %)
GMWB Utilization 50.00 % - 60.00 % ( 50.81 %)
Total financial assets at fair value (a) $ 1,312
Liabilities
Derivatives:
Indexed annuities/ IUL embedded derivatives, included in Contractholder funds $ 4,258 Discounted Cash Flow Market Value of Option 0.00 % - 18.93 %
( 2.63 %)
Swap Rates 3.84 % - 5.26 %
( 4.55 %)
Mortality Multiplier 100.00 % - 100.00 %
( 100.00 %)
Surrender Rates 0.25 % - 70.00 % ( 6.83 %)
Partial Withdrawals 2.00 % - 34.48 %
( 2.74 %)
Non-Performance Spread 0.38 % - 1.10 %
0.96 %
Option Cost 0.07 % - 5.48 %
( 2.38 %)
Market risk benefits liability 403 Discounted Cash Flow Mortality 100.00 % - 100.00 % ( 100.00 %)
Surrender Rates 0.25 % - 10.00 %
( 5.22 %)
Partial Withdrawal Rates 0.00 % - 23.26 %
2.50 %
Non-Performance Spread 0.38 % - 1.10 %
( 0.96 %)
GMWB Utilization 50.00 % - 60.00 % ( 50.81 %)
Total financial liabilities at fair value $ 4,661
(a) Assets of $ 8,365 million for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are excluded from the respective totals in the table above.
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The following tables summarize changes to the Company’s financial instruments carried at fair value and classified within Level 3 of the fair value hierarchy for the years ended December 31, 2024 and 2023, respectively. The gains and losses below may include changes in fair value due in part to observable inputs that are a component of the valuation methodology.
Year ended December 31, 2024
(in millions)
Balance at Beginning
of Period Total Gains (Losses) Purchases Sales Settlements Net transfer In (Out) of
Level 3 (a) Balance at End of
Period Change in Unrealized Incl in OCI
Included in
Earnings Included in
AOCI
Assets
Fixed maturity securities available-for-sale:
Asset-backed securities $ 7,122 $ 19 $ 128 $ 5,104 $ ( 2,825 ) $ ( 1,210 ) $ ( 195 ) $ 8,143 $ 130
Commercial mortgage-backed securities 18 — — 58 — — ( 76 ) — —
Corporates 1,979 ( 3 ) 81 1,148 ( 100 ) ( 139 ) ( 9 ) 2,957 80
Municipals 49 — 1 — ( 50 ) — — — 1
Residential mortgage-backed securities 3 — — 1 — — ( 1 ) 3 —
Foreign Governments 16 — ( 1 ) — — ( 11 ) — 4 ( 1 )
Preferred securities 8 — — — — — — 8 —
Equity securities 15 ( 5 ) — — — — — 10 —
Interest rate swaps 57 ( 50 ) 3 — — — ( 7 ) 3 1
Investment in unconsolidated affiliates (b) 285 79 — — — — ( 92 ) 272 —
Other assets — — — 65 — — — 65 —
Short-term investments — — — 236 ( 190 ) ( 9 ) — 37 —
Other long-term assets:
Available-for-sale embedded derivative 27 — 5 — — — — 32 5
Credit linked note 10 1 — — — ( 11 ) — — —
Prepaid expenses and other assets:
Loan receivable (c) — — — 11 — — — 11 —
Subtotal Level 3 assets at fair value $ 9,589 $ 41 $ 217 $ 6,623 $ ( 3,165 ) $ ( 1,380 ) $ ( 380 ) $ 11,545 $ 216
Market risk benefits asset (d)) 88 189
Total Level 3 assets at fair value $ 9,677 $ 11,734
Liabilities
Indexed annuity/ IUL embedded derivatives, included in contractholder funds $ 4,258 $ 45 $ — $ 1,351 $ — $ ( 434 ) $ — $ 5,220 $ —
Interest rate swaps — 28 — — — — ( 28 ) — —
Contingent consideration (e) — 26 — 48 — — — 74 —
Subtotal Level 3 liabilities at fair value $ 4,258 $ 99 $ — $ 1,399 $ — $ ( 434 ) $ ( 28 ) $ 5,294 $ —
Market Risk benefits liability (d) 403 549
Total Level 3 liabilities at fair value $ 4,661 $ 5,843
(a) The net transfers out of Level 3 during the year ended December 31, 2024 were exclusively to Level 2 with the exception of (b) below.
(b) The transfer out of investments in unconsolidated affiliates reflects F&G’s majority acquisition of PALH on July 18, 2024. Refer to Note B Acquisitions for details of the PALH majority acquisition.
(c) Purchases represent advances on the loan commitment to Roar. Refer to Note H - Commitments and Contingencies for further details.
(d) Refer to Note X Market Risk Benefits for roll forward activity of the net Market Risk Benefits Asset and Liability.
(e) The initial contingent consideration recorded in the Roar transaction is included in purchases in the table above. Refer to Note B Acquisitions for more information.
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Year ended December 31, 2023
Balance at Beginning
of Period Total Gains (Losses) Purchases Sales Settlements Net transfer In (Out) of
Level 3 (a) Balance at End of
Period Change in Unrealized Incl in OCI
Included in
Earnings Included in
AOCI
Assets
Fixed maturity securities available-for-sale:
Asset-backed securities $ 6,263 $ ( 53 ) $ 186 $ 1,830 $ ( 125 ) $ ( 738 ) $ ( 241 ) $ 7,122 $ 185
Commercial mortgage-backed securities 37 — 2 22 — — ( 43 ) 18 2
Corporates 1,440 ( 2 ) ( 21 ) 654 ( 1 ) ( 94 ) 3 1,979 ( 20 )
Municipals 29 — 20 — — — — 49 20
Residential mortgage-backed securities 302 1 7 32 — ( 9 ) ( 330 ) 3 7
Foreign Governments 16 — — — — — — 16 —
Investment in unconsolidated affiliates 23 13 — 249 — — — 285 —
Short-term investments — — — 204 ( 19 ) ( 185 ) — — —
Derivative Instruments — 57 — — — — — 57 —
Preferred securities 1 — — — — — 7 8 1
Equity securities 10 1 1 — — — 3 15 —
Other long-term assets:
Available-for-sale embedded derivative 23 — 4 — — — — 27 4
Credit linked note 15 — — — — ( 5 ) — 10 —
Secured borrowing receivable 10 — — — — ( 10 ) — — —
Subtotal Level 3 assets at fair value $ 8,169 $ 17 $ 199 $ 2,991 $ ( 145 ) $ ( 1,041 ) $ ( 601 ) $ 9,589 $ 199
Market risk benefits asset (b) 117 88
Total Level 3 assets at fair value $ 8,286 $ 9,677
Liabilities
Indexed annuities embedded derivatives, included in contractholder funds $ 3,115 $ 257 $ — $ 1,049 $ — $ ( 163 ) $ — $ 4,258 $ —
Subtotal Total liabilities at Level 3 fair value $ 3,115 $ 257 $ — $ 1,049 $ — $ ( 163 ) $ — $ 4,258 $ —
Market risk benefits liability (b) 282 403
Total Level 3 liabilities at fair value $ 3,397 $ 4,661
( a) The net transfers out of Level 3 during the year ended December 31, 2023, were to Level 2.
(b) Refer to Note X Market Risk Benefits for roll forward activity of the net Market risk benefits asset and liability.
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 financial 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 fair value of Investments in unconsolidated affiliates is 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 $ 166 million and $ 263 million as of December 31, 2024 and 2023, respectively.
Policy Loans (included within Other long-term investments)
Policy loans are reported at the unpaid principal balance and are fully collateralized by the cash surrender value of underlying insurance policies. The carrying value of the policy loans approximates the fair value and are classified as Level 3 in the fair value hierarchy.
Company Owned Life Insurance (included within Other long-term investments)
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 (indexed annuities and fixed rate annuities), IUL policies, funding agreements and PRT, and immediate annuity contracts without life contingencies. The indexed annuities/IUL embedded derivatives, included in contractholder funds, are excluded as they are carried at fair value. The fair value of the deferred annuities (indexed annuities and fixed rate annuities) and IUL contracts is based on their cash surrender value (i.e., the 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 and PRT 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. The carrying amount of FHLB common stock represents the value it can be sold back to the FHLB and is classified as Level 2 within the 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 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. As of December 31, 2024 and 2023, the outstanding balance on the F&G Credit Agreement was $ 0 million and $ 365 million, respectively.
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The following tables provide the carrying value and estimated fair value of our financial instruments that are carried on the accompanying Consolidated Balance Sheets at amounts other than fair value, summarized according to the fair value hierarchy previously described.
December 31, 2024
(in millions)
Level 1 Level 2 Level 3 NAV Total Estimated Fair Value Carrying Amount
Assets
FHLB common stock $ — $ 153 $ — $ — $ 153 $ 153
Commercial mortgage loans — — 2,404 — 2,404 2,705
Residential mortgage loans — — 2,916 — 2,916 3,221
Investments in unconsolidated affiliates — — 5 3,288 3,293 3,293
Policy loans — — 104 — 104 104
Other invested assets 42 — — 48 90 90
Company-owned life insurance — — 431 — 431 431
Trade and notes receivables, net of allowance — — 471 — 471 471
Total $ 42 $ 153 $ 6,331 $ 3,336 $ 9,862 $ 10,468
Liabilities
Investment contracts, included in contractholder funds $ — $ — $ 46,339 $ — $ 46,339 $ 51,184
Debt — 3,781 — — 3,781 4,321
Total $ — $ 3,781 $ 46,339 $ — $ 50,120 $ 55,505
December 31, 2023
(in millions)
Level 1 Level 2 Level 3 NAV Total Estimated Fair Value Carrying Amount
Assets
FHLB common stock $ — $ 138 $ — $ — $ 138 $ 138
Commercial mortgage loans — — 2,253 — 2,253 2,538
Residential mortgage loans — — 2,545 — 2,545 2,798
Investments in unconsolidated affiliates — — 7 2,779 2,786 2,786
Policy loans — — 71 — 71 71
Other invested assets 17 — — 42 59 59
Company-owned life insurance — — 397 — 397 397
Trade and notes receivables, net of allowance — — 442 — 442 442
Total $ 17 $ 138 $ 5,715 $ 2,821 $ 8,691 $ 9,229
Liabilities
Investment contracts, included in contractholder funds $ — $ — $ 40,229 $ — $ 40,229 $ 44,540
Debt — 3,568 — — 3,568 3,887
Total $ — $ 3,568 $ 40,229 $ — $ 43,797 $ 48,427
For investments for which NAV is used, 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 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 E — Investments
Our investments in fixed maturity securities have been designated as 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. Our preferred and equity securities investments are carried at fair value with unrealized gains and losses included in net earnings. Our consolidated investments are summarized as follows:
December 31, 2024
Amortized Cost Allowance for Expected Credit Losses Gross Unrealized Gains Gross Unrealized Losses Fair Value
Available-for-sale securities (In millions)
Asset-backed securities $ 15,784 $ ( 13 ) $ 202 $ ( 317 ) $ 15,656
Commercial mortgage-backed securities 5,379 ( 49 ) 53 ( 201 ) 5,182
Corporates 24,425 ( 5 ) 108 ( 2,832 ) 21,696
Hybrids 604 — 6 ( 29 ) 581
Municipals 1,638 — 3 ( 255 ) 1,386
Residential mortgage-backed securities 2,869 — 32 ( 105 ) 2,796
U.S. Government 645 — 2 ( 10 ) 637
Foreign Governments 337 — — ( 53 ) 284
Total available-for-sale securities $ 51,681 $ ( 67 ) $ 406 $ ( 3,802 ) $ 48,218
December 31, 2023
Amortized Cost Allowance for Expected Credit Losses Gross Unrealized Gains Gross Unrealized Losses Fair Value
Available-for-sale securities (In millions)
Asset-backed securities $ 14,631 $ ( 11 ) $ 191 $ ( 469 ) $ 14,342
Commercial mortgage-backed/asset-backed securities 4,797 ( 22 ) 23 ( 323 ) 4,475
Corporates 20,133 ( 6 ) 186 ( 2,417 ) 17,896
Hybrids 668 — 3 ( 53 ) 618
Municipals 1,826 — 14 ( 229 ) 1,611
Residential mortgage-backed securities 2,507 ( 3 ) 29 ( 104 ) 2,429
U.S. Government 679 — 8 ( 9 ) 678
Foreign Governments 365 — 3 ( 44 ) 324
Total available-for-sale securities $ 45,606 $ ( 42 ) $ 457 $ ( 3,648 ) $ 42,373
Securities held on deposit with various state regulatory authorities had a fair value of $ 997 million and $ 141 million at December 31, 2024 and 2023, respectively.
As of December 31, 2024 and 2023, we held $ 32 million and $ 47 million of investments that were non-income producing for a period greater than twelve months, respectively.
As of December 31, 2024 and 2023, the Company's accrued interest receivable balance, excluding accrued interest receivable balances related to mortgage loans discussed below under "Mortgage Loans", was $ 476 million and $ 450 million, respectively. Accrued interest receivable is classified within Prepaid expenses and other assets within the 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 the Company for general purposes. The collateral investments had a fair value of $ 4,289 million and $ 4,345 million as of December 31, 2024 and 2023, respectively.
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The amortized cost and fair value of fixed maturity securities by contractual maturities, as applicable, are shown below. Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
December 31, 2024 December 31, 2023
(in millions) (in millions)
Amortized Cost Fair Value Amortized Cost Fair Value
Corporates, Non-structured Hybrids, Municipal and Government securities:
Due in one year or less $ 961 $ 955 $ 703 $ 687
Due after one year through five years 4,616 4,544 4,320 4,209
Due after five years through ten years 5,311 5,126 3,195 3,048
Due after ten years 16,761 13,959 15,453 13,183
27,649 24,584 23,671 21,127
Other securities, which provide for periodic payments:
Asset-backed securities 15,784 15,656 14,631 14,342
Commercial mortgage-backed securities 5,379 5,182 4,797 4,475
Residential mortgage-backed securities 2,869 2,796 2,507 2,429
24,032 23,634 21,935 21,246
Total fixed maturity available-for-sale securities $ 51,681 $ 48,218 $ 45,606 $ 42,373
Allowance for Current 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 credit loss:
• The extent to which the fair value is less than the amortized cost basis;
• The reasons for the decline in value (credit event, currency or interest-rate related, including general credit spread widening);
• The financial condition of and near-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 non-performing assets of underlying collateral;
• Expected future default rates;
• Collateral value by vintage, geographic region, industry concentration or property type;
• 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 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 because 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; or
• 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.
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
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loss, to Recognized gains and losses, net in the accompanying 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 , 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 Consolidated Statements of Earnings. The remainder of unrealized loss is held in AOCI. As of December 31, 2024 and 2023, our allowance for expected credit losses for AFS securities was $ 67 million and $ 42 million, respectively.
The fair value and gross unrealized losses of available-for-sale securities, excluding securities in an unrealized loss position with an allowance for expected credit loss, aggregated by investment category and duration of fair value below amortized cost were as follows:
December 31, 2024
Less than 12 months 12 months or longer Total
Fair Value Gross Unrealized
Losses Fair Value Gross Unrealized
Losses Fair Value Gross Unrealized
Losses
Available-for-sale securities (Dollars in millions)
Asset-backed securities $ 1,164 $ ( 30 ) $ 2,637 $ ( 276 ) $ 3,801 $ ( 306 )
Commercial mortgage-backed securities 727 ( 11 ) 1,513 ( 175 ) 2,240 ( 186 )
Corporates 6,831 ( 208 ) 9,866 ( 2,624 ) 16,697 ( 2,832 )
Hybrids 105 ( 4 ) 380 ( 25 ) 485 ( 29 )
Municipals 261 ( 12 ) 1,006 ( 243 ) 1,267 ( 255 )
Residential mortgage-backed securities 899 ( 16 ) 460 ( 89 ) 1,359 ( 105 )
U.S. Government 313 ( 4 ) 122 ( 5 ) 435 ( 9 )
Foreign Government 120 ( 5 ) 157 ( 48 ) 277 ( 53 )
Total available-for-sale securities $ 10,420 $ ( 290 ) $ 16,141 $ ( 3,485 ) $ 26,561 $ ( 3,775 )
Total number of available-for-sale securities in an unrealized loss position less than twelve months 2,005
Total number of available-for-sale securities in an unrealized loss position twelve months or longer 2,305
Total number of available-for-sale securities in an unrealized loss position 4,310
December 31, 2023
Less than 12 months 12 months or longer Total
Fair Value Gross Unrealized
Losses Fair Value Gross Unrealized
Losses Fair Value Gross Unrealized
Losses
Available-for-sale securities
Asset-backed securities $ 1,707 $ ( 56 ) $ 5,835 $ ( 404 ) $ 7,542 $ ( 460 )
Commercial mortgage-backed securities 819 ( 53 ) 1,922 ( 235 ) 2,741 ( 288 )
Corporates 2,387 ( 134 ) 10,739 ( 2,283 ) 13,126 ( 2,417 )
Hybrids 60 ( 2 ) 483 ( 51 ) 543 ( 53 )
Municipals 399 ( 49 ) 920 ( 179 ) 1,319 ( 228 )
Residential mortgage-backed securities 336 ( 5 ) 662 ( 89 ) 998 ( 94 )
U.S. Government 84 — 159 ( 9 ) 243 ( 9 )
Foreign Government 49 ( 3 ) 188 ( 41 ) 237 ( 44 )
Total available-for-sale securities $ 5,841 $ ( 302 ) $ 20,908 $ ( 3,291 ) $ 26,749 $ ( 3,593 )
Total number of available-for-sale securities in an unrealized loss position less than twelve months 1,035
Total number of available-for-sale securities in an unrealized loss position twelve months or longer 2,846
Total number of available-for-sale securities in an unrealized loss position 3,881
We determined the unrealized losses were caused by higher treasury rates compared to those at the time of the F&G acquisition or the purchase of the security if later. For securities in an unrealized loss position as of December 31, 2024, our allowance for expected credit loss was $ 67 million. We believe the unrealized loss position for which we have not recorded an
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allowance for expected credit loss as of December 31, 2024 was primarily attributable to interest rate increases, near-term illiquidity, and other macroeconomic uncertainties as opposed to issuer specific credit concerns.
Mortgage Loans
Our mortgage loans are collateralized by commercial and residential properties.
Commercial Mortgage Loans
CMLs represented approximately 4 % of our total investments as of December 31, 2024 and 2023. 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:
December 31, 2024 December 31, 2023
Gross Carrying Value % of Total Gross Carrying Value % of Total
Property Type: (Dollars in millions)
Hotel $ 17 1 % $ 18 1 %
Industrial 657 24 616 24
Mixed Use 11 — 11 —
Multifamily 1,006 37 1,012 40
Office 349 13 316 13
Retail 98 4 102 4
Student Housing 83 3 83 3
Other 501 18 392 15
Total commercial mortgage loans, gross of valuation allowance $ 2,722 100 % $ 2,550 100 %
Allowance for expected credit loss ( 17 ) ( 12 )
Total commercial mortgage loans, net of valuation allowance $ 2,705 $ 2,538
U.S. Region:
East North Central $ 98 4 % $ 151 6 %
East South Central 75 3 75 3
Middle Atlantic 354 13 354 14
Mountain 409 15 352 14
New England 164 6 168 6
Pacific 706 26 766 30
South Atlantic 683 25 563 22
West North Central 62 2 4 —
West South Central 171 6 117 5
Total commercial mortgage loans, gross of valuation allowance $ 2,722 100 % $ 2,550 100 %
Allowance for expected credit loss ( 17 ) ( 12 )
Total commercial mortgage loans, net of valuation allowance $ 2,705 $ 2,538
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CMLs segregated by aging of the loans and charge offs (by year of origination) were as follows for the year ended December 31, 2024:
December 31, 2024
Amortized Cost by Origination Year
2024 2023 2022 2021 2020 Prior Total
(In millions)
Current (less than 30 days past due) $ 273 $ 227 $ 290 $ 1,253 $ 469 $ 201 $ 2,713
30-89 days past due — — — — — — —
90 days or more past due — — — — — 9 9
Total commercial mortgage loans $ 273 $ 227 $ 290 $ 1,253 $ 469 $ 210 $ 2,722
Charge offs $ — $ — $ — $ — $ — $ — $ —
CMLs segregated by aging of loans (by year of origination) were as follows for the year ended December 31, 2023:
December 31, 2023
Amortized Cost by Origination Year
2023 2022 2021 2020 2019 Prior Total
(In millions)
Current (less than 30 days past due) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
30-89 days past due — — — — — — —
90 days or more past due — — — — — — —
Total commercial mortgage loans(a) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
Charge offs $ — $ — $ — $ — $ — $ 3 $ 3
(a) Excludes loans under development with an amortized cost and estimated fair value of $ 22 million at December 31, 2023.
LTV and 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 :
Debt-Service Coverage Ratios Total Amount % of Total Estimated Fair Value % of Total
>1.25 1.00 - 1.25 <1.00
December 31, 2024 (Dollars in millions)
LTV Ratios:
Less than 50.00% $ 490 $ 34 $ — $ 524 19 % $ 501 21 %
50.00% to 59.99% 803 112 12 927 34 826 34
60.00% to 74.99% 1,238 16 — 1,254 46 1,060 44
75.00% to 84.99% 4 4 9 17 1 17 1
Total Commercial mortgage loans $ 2,535 $ 166 $ 21 $ 2,722 100 % $ 2,404 100 %
December 31, 2023
LTV Ratios:
Less than 50.00% $ 519 $ 4 $ 10 $ 533 21 % $ 510 23 %
50.00% to 59.99% 764 — — 764 30 679 30
60.00% to 74.99% 1,160 56 — 1,216 48 1,028 46
75.00% to 84.99% — 6 9 15 1 14 1
Total Commercial mortgage loans (a) $ 2,443 $ 66 $ 19 $ 2,528 100 % $ 2,231 100 %
(a) Excludes loans under development with an amortized cost and estimated fair value of $ 22 million at December 31, 2023.
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December 31, 2024
Amortized Cost by Origination Year
2024 2023 2022 2021 2020 Prior Total
LTV Ratios: (In millions)
Less than 50.00% $ 66 $ 99 $ 19 $ 74 $ 189 $ 77 $ 524
50.00% to 59.99% 112 53 149 321 159 133 927
60.00% to 74.99% 91 71 113 858 121 — 1,254
75.00% to 84.99% 4 4 9 — — — 17
Total commercial mortgage loans $ 273 $ 227 $ 290 $ 1,253 $ 469 $ 210 2,722
DSCR
Greater than 1.25x $ 140 $ 215 $ 278 $ 1,241 $ 469 $ 192 $ 2,535
1.00x - 1.25x 133 12 3 — — 18 166
Less than 1.00x — — 9 12 — — 21
Total commercial mortgage loans $ 273 $ 227 $ 290 $ 1,253 $ 469 $ 210 $ 2,722
December 31, 2023
Amortized Cost by Origination Year
2023 2022 2021 2020 2019 Prior Total
LTV Ratios: (In millions)
Less than 50.00% $ 85 $ 17 $ 77 $ 232 $ — $ 122 $ 533
50.00% to 59.99% 53 149 267 158 — 137 764
60.00% to 74.99% 69 113 912 122 — — 1,216
75.00% to 84.99% 6 9 — — — — 15
Total commercial mortgage loans (a) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
DSCR
Greater than 1.25x $ 154 $ 276 $ 1,256 $ 512 $ — $ 245 $ 2,443
1.00x - 1.25x 59 3 — — — 4 66
Less than 1.00x — 9 — — — 10 19
Total commercial mortgage loans (a) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
(a) Excludes loans under development with an amortized cost and estimated fair value of $ 22 million at December 31, 2023.
We recognize a mortgage loan as delinquent when payments on the loan are greater than 30 days past due. At December 31, 2024, we had one CML that was delinquent in principal or interest payments compared to none at December 31, 2023 as shown in the tables above.
Residential Mortgage Loans
RMLs represented approximately 5 % of our total investments as of December 31, 2024 and 2023. Our residential mortgage loans are closed end, amortizing loans and 100 % of the properties are located in the United States. We diversify our RML portfolio by state to attempt to reduce concentration risk. The distribution of RMLs by state with highest-to-lowest concentration are reflected in the following tables, gross of valuation allowances:
December 31, 2024
U.S. States: Amortized Cost (In millions) % of Total
Florida $ 164 5 %
All Other States (1) 3,110 95
Total residential mortgage loans, gross of valuation allowance $ 3,274 100 %
Allowance for expected credit loss ( 53 )
Total residential mortgage loans, net of valuation allowance $ 3,221
(1) The individual concentration of each state is less than 5% as of December 31, 2024.
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December 31, 2023
U.S. States: Amortized Cost (In millions) % of Total
Florida $ 163 6 %
New York 129 5
Texas 129 5
All other states (1) 2,431 84
Total residential mortgage loans, gross of valuation allowance $ 2,852 100 %
Allowance for expected credit loss ( 54 )
Total residential mortgage loans, net of valuation allowance $ 2,798
(1) The individual concentration of each state is less than 5% as of December 31, 2023.
RMLs have a primary credit quality indicator of either a performing or non-performing loan. We define non-performing RMLs as those that are 90 or more days past due or in non-accrual status, which is assessed monthly. The credit quality of RMLs was as follows:
December 31, 2024 December 31, 2023
Performance indicators: Amortized Cost % of Total Amortized Cost % of Total
(Dollars in millions)
Performing $ 3,188 97 % $ 2,795 98 %
Non-performing 86 3 57 2
Total residential mortgage loans, gross of valuation allowance $ 3,274 100 % $ 2,852 100 %
Allowance for expected loan loss ( 53 ) — ( 54 ) —
Total residential mortgage loans, net of valuation allowance $ 3,221 100 % $ 2,798 100 %
There were no charge offs recorded for RMLs during the year ended December 31, 2024 . RMLs segregated by aging of the loans (by year of origination) as of December 31, 2024 and 2023 were as follows, gross of valuation allowances:
December 31, 2024
Amortized Cost by Origination Year
2024 2023 2022 2021 2020 Prior Total
Residential mortgages (In millions)
Current (less than 30 days past due) $ 610 $ 368 $ 911 $ 805 $ 162 $ 312 $ 3,168
30-89 days past due 1 6 4 6 1 3 21
90 days or more past due 3 2 13 29 13 25 85
Total residential mortgages $ 614 $ 376 $ 928 $ 840 $ 176 $ 340 $ 3,274
December 31, 2023
Amortized Cost by Origination Year
2023 2022 2021 2020 2019 Prior Total
Residential mortgages (In millions)
Current (less than 30 days past due) $ 373 $ 985 $ 854 $ 192 $ 183 $ 192 $ 2,779
30-89 days past due — 4 7 3 — 2 16
90 days or more past due — 6 16 13 21 1 57
Total residential mortgages $ 373 $ 995 $ 877 $ 208 $ 204 $ 195 $ 2,852
Non-accrual loans by amortized cost as of December 31, 2024 and 2023 were as follows:
Amortized cost of loans on non-accrual December 31, 2024 December 31, 2023
(In millions)
Residential mortgage $ 85 $ 57
Commercial mortgage 9 —
Total non-accrual mortgages $ 94 $ 57
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Immaterial interest income was recognized on non-accrual financing receivables for the years ended December 31, 2024 and 2023.
It is our policy to cease to accrue interest on loans that are 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 initiate foreclosure proceedings unless a workout arrangement to bring the loan current is in place. As of December 31, 2024 and 2023, we had $ 94 million and $ 57 million, respectively, of mortgage loans that were over 90 days past due.
As of December 31, 2024 and 2023 we had $ 81 million and $ 41 million, respectively, of residential mortgage loans that were in the process of foreclosure.
Loan Modifications
Under certain circumstances, modifications are granted to mortgage loans. Generally, the types of concessions may include interest rate reduction, term extension, payment deferrals, principal forgiveness or a combination of these concessions. We had an immaterial amount of mortgage loans modified during the years ended December 31, 2024 and 2023.
Allowance for Expected Credit Loss
We estimate expected credit losses for our CML and RML portfolios using a probability of default/loss given default model. Significant inputs to this model include, where applicable, the loans' current performance, underlying collateral type, location, contractual life, LTV, DSC and Debt to Income or FICO. The model projects losses using a two year reasonable and supportable forecast and then reverts over a three year period to market-wide historical loss experience. Changes in our allowance for expected credit losses on mortgage loans are recognized in Recognized gains and losses, net in the accompanying Consolidated Statements of Earnings.
The allowances for our mortgage loan portfolio are summarized as follows (in millions):
Year ended December 31, 2024 Year ended December 31, 2023
Residential Mortgage Commercial Mortgage Total Residential Mortgage Commercial Mortgage Total
Beginning Balance $ ( 54 ) $ ( 12 ) $ ( 66 ) $ ( 32 ) $ ( 10 ) $ ( 42 )
Provision (expense) benefit for loan losses 1 ( 5 ) ( 4 ) ( 22 ) ( 5 ) ( 27 )
Loans charged-off — — — — 3 3
Ending Balance $ ( 53 ) $ ( 17 ) $ ( 70 ) $ ( 54 ) $ ( 12 ) $ ( 66 )
An allowance for expected credit loss is not measured on accrued 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 were immaterial as of December 31, 2024 and 2023.
There were no purchases of purchased credit deteriorated mortgage loans during the years ended December 31, 2024 and 2023.
As of December 31, 2024 and 2023, the accrued interest receivable balance on CMLs totaled $ 8 million and $ 7 million, respectively. As of December 31, 2024 and 2023, the accrued interest receivable on RMLs totaled $ 28 million and $ 24 million, respectively. Accrued interest receivable is classified within Prepaid expenses and other assets within the Consolidated Balance Sheets.
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Interest and Investment Income
The major sources of Interest and investment income reported on the accompanying Consolidated Statements of Earnings were as follows:
Year ended
December 31, 2024 December 31, 2023 December 31, 2022
(In millions)
Fixed maturity securities, available-for-sale $ 2,261 $ 1,911 $ 1,489
Equity securities 33 33 31
Preferred securities 34 52 67
Mortgage loans 273 229 186
Invested cash and short-term investments 238 151 61
Limited partnerships 326 231 110
Tax deferred property exchange income 133 166 103
Other investments 125 91 41
Gross investment income 3,423 2,864 2,088
Investment expense ( 299 ) ( 257 ) ( 197 )
Interest and investment income $ 3,124 $ 2,607 $ 1,891
The Company’s 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 $ 636 million, $ 339 million, and $ 109 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Recognized Gains and Losses, Net
Details underlying Recognized gains and losses, net reported on the accompanying Consolidated Statements of Earnings were as follows:
Year ended
December 31, 2024 December 31, 2023 December 31, 2022
(In millions)
Net realized (losses) gains on fixed maturity available-for-sale securities $ ( 9 ) $ ( 155 ) $ ( 253 )
Net realized/unrealized gains (losses) on equity securities (1) 2 23 ( 386 )
Net realized/unrealized gains (losses) on preferred securities (2) 12 ( 1 ) ( 230 )
Realized gains (losses) on other invested assets 61 ( 25 ) ( 68 )
Change in allowance for expected credit losses ( 33 ) ( 36 ) ( 41 )
Derivatives and embedded derivatives:
Realized gains (losses) on certain derivative instruments 254 ( 211 ) ( 164 )
Unrealized (losses) gains on certain derivative instruments ( 184 ) 358 ( 693 )
Change in fair value of reinsurance related embedded derivatives ( 32 ) ( 128 ) 352
Change in fair value of other derivatives and embedded derivatives 12 11 ( 10 )
Realized gains (losses) on derivatives and embedded derivatives 50 30 ( 515 )
Recognized gains and losses, net $ 83 $ ( 164 ) $ ( 1,493 )
(1) Includes net valuation (losses) gains of $( 131 ) million, $ 47 million and $( 387 ) million for the years ended December 31, 2024, 2023, and 2022, respectively.
(2) Includes net valuation gains (losses) of $ 13 million, $ 80 million, and $( 198 ) million for the years ended December 31, 2024, 2023 and 2022, respectively.
Recognized gains and losses is shown net of amounts attributable to certain funds withheld reinsurance agreements which are passed along to the reinsurer in accordance with the terms of these agreements. Recognized (losses) gains attributable to these agreements, and thus excluded from the totals in the table above, was $( 30 ) million, $( 123 ) million and $ 381 million for the years ended December 31, 2024, 2023 and 2022, respectively.
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The proceeds from the sale of fixed-maturity securities and the gross gains and losses associated with those transactions were as follows:
Year ended
December 31, 2024 December 31, 2023 December 31, 2022
(In millions)
Proceeds $ 4,414 $ 2,698 $ 3,264
Gross gains 45 18 14
Gross losses ( 80 ) ( 145 ) ( 252 )
Unconsolidated Variable Interest Entities
The Company owns investments in 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 where 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 the Company participates in the benefits from VIEs in which it invests, but does not consolidate, the substantive power to make the key economic decisions for each respective VIE resides with entities not under common control with the Company. It is for this reason that the Company is not considered the primary beneficiary for the VIE investments that are not consolidated.
We invest in various limited partnerships and limited 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 limited liability company interests are accounted for under the equity method and are included in Investments in unconsolidated affiliates on our Consolidated Balance Sheets. In addition, we invest in structured investments, which may be VIEs, but for which we are not the primary beneficiary. These structured investments typically invest in fixed 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 Consolidated Balance Sheets.
Our maximum loss exposure with respect to these VIEs is limited to the investment carrying amounts reported in our Consolidated Balance Sheets for limited partnerships and the amortized costs of certain of our fixed maturity securities, in addition to any required unfunded commitments (also refer to Note H Commitments and Contingencies ).
The following table summarizes the carrying value and the maximum loss exposure of our unconsolidated VIEs:
December 31, 2024 December 31, 2023
Carrying Value Maximum Loss Exposure Carrying Value Maximum Loss Exposure
(In millions)
Investment in unconsolidated affiliates $ 3,565 $ 4,703 $ 3,071 $ 4,806
Fixed maturity securities 23,242 24,242 20,837 22,346
Total unconsolidated VIE investments $ 26,807 $ 28,945 $ 23,908 $ 27,152
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Note F — Derivative Financial Instruments
The notional and carrying amounts of derivative instruments, including derivative instruments embedded in indexed annuities and IUL contracts, and reinsurance is as follows:
December 31, 2024 December 31, 2023
Notional Amount Carrying Amount Notional Amount Carrying Amount
Assets: (In millions)
Derivative investments:
Equity options $ 29,594 $ 773 $ 27,263 $ 739
Interest rate swaps 2,445 19 2,705 57
Other derivative investments 157 3 137 1
Other long-term investments:
Other embedded derivatives 32 28
Prepaid expenses and other assets:
Reinsurance related embedded derivatives 109 152
Total $ 936 $ 977
Liabilities:
Contractholder funds:
Indexed annuities/IUL embedded derivatives $ 5,220 $ 4,258
Accounts payable and accrued liabilities:
Equity Options — 1 — 1
Interest rate swaps $ 2,700 10 —
Total $ 5,231 $ 4,259
The change in fair value of derivative instruments included within Recognized gains and losses, net, in the accompanying Consolidated Statements of Earnings is as follows:
Year ended December 31,
2024 2023 2022
Net investment gains (losses): (In millions)
Equity options $ 153 $ 98 $ ( 862 )
Interest rate swaps ( 103 ) 48 —
Futures contracts 18 9 ( 7 )
Other derivative investments 10 ( 2 ) 12
Other embedded derivatives 4 5 ( 10 )
Reinsurance related embedded derivatives ( 32 ) ( 128 ) 352
Total net investment gains (losses) $ 50 $ 30 $ ( 515 )
Benefits and other changes in policy reserves:
Indexed annuities/IUL embedded derivatives increase (decrease) $ 962 $ 1,143 $ ( 768 )
Additional Disclosures
See descriptions of the fair value methodologies used for derivative financial instruments in Note D Fair Value of Financial Instruments .
Indexed Annuities/IUL Embedded Derivative, Equity Options and Futures
We have indexed annuities 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, such as the S&P 500 Index. This feature represents an embedded derivative under GAAP. The indexed annuities/IUL embedded derivatives are valued at fair value and included in the liability for contractholder funds in the Consolidated Balance Sheets with changes in
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fair value included as a component of Benefits and other changes in policy reserves in the Consolidated Statements of Earnings.
We purchase derivatives consisting of a combination of equity options and futures contracts (specifically for indexed annuity contracts) on the applicable market indices to fund the index credits due to indexed annuity/IUL contractholders. The equity options are one , two , three , five and six 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 equity options to fund the next index credit. We manage the cost of these purchases through the terms of our indexed annuities/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 equity options and futures contracts is generally designed to offset the portion of the change in the fair value of the indexed annuities/IUL embedded derivatives related to index performance through the current credit period. The equity options and 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 Consolidated Statements of Earnings. The change in fair value of the equity 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 indexed annuities/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.
Interest Rate Swaps
We utilize interest rate swaps to reduce market risks from interest rate changes on our earnings associated with our floating rate investments. With an interest rate swap, we agree with another party to exchange, at specified intervals, the difference between fixed-rate and floating-rate interest amounts tied to an agreed upon notional principal. The interest rate swaps are marked to fair value with the change in fair value, including accrued interest and related periodic cash flows received or paid, included as a component of Recognized gains and (losses), net, in the Consolidated Statements of Earnings.
Reinsurance Related Embedded Derivatives
F&G cedes certain business on a coinsurance funds withheld basis. Investment results for the assets that support the coinsurances that are segregated within the funds withheld account are passed directly to the reinsurer pursuant to the contractual terms of the reinsurance agreement, which creates embedded derivatives considered to be total return swaps. These total return swaps are not clearly and closely related to the underlying reinsurance contract and thus require bifurcation. The fair value of the total return swaps is based on the change in fair value of the underlying assets held in the funds withheld account. These 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 Consolidated Balance Sheets and the related gains or losses are reported in Recognized gains and (losses), net, on the Consolidated Statements of Earnings.
Credit Risk
We are exposed to credit loss in the event of non-performance by our counterparties and reflect assumptions regarding this non-performance risk in the fair value of our derivatives. 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.
We manage credit risk related to non-performance by our counterparties by (i) entering into derivative transactions with creditworthy counterparties; (ii) obtaining collateral, such as cash and securities when appropriate; (iii) establishing counterparty exposure limits, which are subject to periodic management review.
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Information regarding our exposure to credit loss on the derivative instruments we hold, excluding futures contracts, is presented below:
Fair Value Collateral Net Credit Risk
(In millions)
December 31, 2024 $ 782 $ 771 $ 34
December 31, 2023 796 775 39
Collateral Agreements
We are required to maintain minimum ratings as a matter of routine practice as part of our over-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 derivative 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 contracts. Our current rating does not allow any counterparty the right to terminate ISDA agreements. In certain transactions, both us and the 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 one , the threshold is set to zero . As of December 31, 2024 and 2023, counterparties posted collateral of $ 771 million and $ 775 million, respectively, of which $ 679 million and $ 588 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 Consolidated Balance Sheets. Accordingly, the maximum amount of loss due to credit risk that we would incur if parties to the derivatives failed completely to perform according to the terms of the contracts was $ 34 million at December 31, 2024, and $ 39 million at December 31, 2023.
We are required to pay our counterparties the effective federal funds interest rate each day for cash collateral posted to us. Cash collateral is reinvested in overnight investment sweep products, which are included in Cash and cash equivalents on the Consolidated Balance Sheets, to reduce the interest cost. Changes in cash collateral are included in the Change in derivative collateral liabilities in the Consolidated Statements of Cash Flow.
We held 527 and 439 futures contracts at December 31, 2024 and 2023, respectively. The fair value of the futures contracts represents the cumulative unsettled variation margin (open trade equity, net of cash settlements). We provide cash collateral to the counterparties for the initial and variation margin on the futures contracts, which is included in Cash and cash equivalents in the Consolidated Balance Sheets. The amount of cash collateral held by the counterparties for such contracts was $ 7 million and $ 4 million at December 31, 2024 and 2023, respectively.
Note G — Notes Payable
Notes payable consists of the following:
December 31, 2024 December 31, 2023
(In millions)
4.50 % Notes, net of discount
$ 447 $ 446
3.40 % Notes, net of discount
646 644
2.45 % Notes, net of discount
595 594
3.20 % Notes, net of discount
444 444
Revolving Credit Facility ( 4 ) ( 2 )
F&G Credit Agreement — 362
5.50 % F&G Notes
301 561
7.40 % F&G Notes, net of discount
497 495
7.95 % F&G Notes, net of discount
336 336
6.50 % F&G Notes, net of discount
545 —
6.25 % F&G Notes, net of discount
492 —
Other 22 7
$ 4,321 $ 3,887
On October 4, 2024, F&G issued $ 500 million of its 6.25 % Senior Notes due 2034. The 6.25 % F&G Notes were issued at 99.36 % of face value, net of deferred issuance costs of approximately $ 8 million. The 6.25 % F&G Notes are senior unsecured, unsubordinated obligations of F&G and are guaranteed by each of F&G's subsidiaries that are guarantors of F&G's obligations under its existing credit agreement. The 6.25 % F&G Notes mature on October 4, 2034, and become callable on July 4, 2034. Interest is payable semi-annually at a fixed rate of 6.25 %, and if the 6.25 % F&G Notes are downgraded, the interest rate
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payable is subject to adjustment from time to time per the terms of the indenture. A portion of the net proceeds were used to pay off the outstanding balance of $ 365 million on the F&G Credit Agreement described below. F&G intends to use the remaining net proceeds of this offering for general corporate purposes, including the support of organic growth opportunities.
On June 4, 2024, F&G issued $ 550 million of its 6.50 % Senior Notes due 2029. The 6.50 % F&G Notes were issued at 99.74 % of face value, net of deferred issuance costs of approximately $ 6 million. The 6.50 % F&G Notes are senior unsecured, unsubordinated obligations of F&G and are guaranteed by each of F&G's subsidiaries that are guarantors of F&G's obligations under its existing credit agreement. The 6.50 % F&G Notes mature on June 4, 2029, and become callable on May 4, 2029. Interest is payable semi-annually at a fixed rate of 6.50 %, and if the 6.50 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture. A portion of the net proceeds were used to finance a cash tender offer by its wholly owned subsidiary Fidelity & Guaranty Life Holdings, Inc. (“FGLH”) for an aggregate principal amount of $ 250 million of FGLH’s 5.50 % Senior Notes due 2025 (the “ 5.50 % F&G Notes”). F&G intends to use the remaining net proceeds of this offering for general corporate purposes, which may include the repurchase, redemption or repayment at maturity of outstanding indebtedness.
On December 6, 2023, F&G issued $ 345 million of its 7.95 % Senior Notes due 2053 (the "7.95% F&G Notes"). The 7.95 % F&G Notes were issued at par, net of deferred issuance costs of approximately $ 9 million. The 7.95 % F&G Notes are senior unsecured, unsubordinated obligations of F&G and are guaranteed by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement. The 7.95 % F&G Notes mature on December 15, 2053, and become callable on or after December 15, 2028. Interest is payable quarterly at a fixed rate of 7.95 %, and, if the 7.95 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
On January 13, 2023, F&G issued $ 500 million of its 7.40 % F&G Notes due 2028 (the 7.40 % F&G Notes"). The 7.40 % F&G Notes were issued at par, net of deferred issuance costs of approximately $ 6 million. The 7.40 % F&G Notes are senior, unsecured unsubordinated obligations of F&G and are fully and unconditionally guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement. The 7.40 % F&G Notes mature on January 13, 2028, and become callable on or after December 13, 2027. Interest is payable semi-annually at a fixed rate of 7.40 %, and if, the 7.40 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
On April 20, 2018, Fidelity & Guaranty Life Holdings, Inc. (“FGLH”), F&G's indirect wholly owned subsidiary, completed a debt offering of $ 550 million of 5.50 % F&G Notes due May 1, 2025 at 99.5 % of face value for proceeds of $ 547 million. As a result of our acquisition of F&G in 2020, a premium of $ 39 million was established for these notes and is being amortized over the remaining life of the debt through 2025. In conjunction with the acquisition, we became a guarantor of FGLH's obligations under the 5.50 % F&G Notes and agreed to fully and unconditionally guarantee the 5.50 % F&G Notes, on a joint and several basis. A portion of the net proceeds of the 6.50 % F&G Notes were used for a $ 250 million cash tender offer of the 5.50 % F&G Notes in June 2024. Refer to Note A - Business and Summary of Significant Accounting Policies for a discussion of the redemption of the 5.50 % F&G Notes on February 1, 2025.
On November 22, 2022, F&G entered into the F&G Credit Agreement pursuant to which the Lenders have made available the F&G Credit Facility in an aggregate principal amount of $ 550 million to be used for working capital and general corporate purposes. On February 21, 2023, F&G entered into the Amended F&G Credit Agreement with the Lenders and the Administrative Agent, swing line lender and issuing bank. The Amended F&G Credit Agreement increased the aggregate principal amount of commitments under the F&G Credit Facility by $ 115 million to $ 665 million. On February 16, 2024, F&G entered into a Second Amended and Restated F&G Credit Agreement. Among other changes, the Second Amended and Restated F&G Credit Agreement amends the Amended F&G Credit Agreement to extend the maturity date to November 22, 2027, and increase the aggregate principal amount of commitments under the revolving credit facility to $ 750 million.
Revolving loans under the 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. In addition, F&G pays a facility fee of between 20.0 and 45.0 basis points on the entire facility, also depending on the non-credit-enhanced, senior unsecured long-term debt ratings, which is payable quarterly in arrears. The average variable interest rate on the revolving credit facility for the period the debt was outstanding in 2024 was 7.06 % compared to 7.11 % for the year ended December 31, 2023.
As of December 31, 2024 and 2023, $ 0 million and $ 365 million, respectively, of gross principal balance, was outstanding under the F&G Credit Agreement. As of December 31, 2024, we had $ 750 million of remaining borrowing availability.
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On September 17, 2021, we completed our underwritten public offering of $ 450 million aggregate principal amount of our 3.20 % Notes due 2051, 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 for the year ended December 31, 2019. As of December 31, 2024, there was no principal outstanding, $ 4 million of unamortized debt issuance costs, and $ 800 million of available borrowing capacity under the Revolving Credit Facility. On February 16, 2024, we entered into a Sixth Amended and Restated Credit Agreement. Among other changes, the Sixth Amended and Restated Credit Agreement amends the Fifth Restated Credit Agreement to extend the maturity date from October 29, 2025 to February 16, 2029.
On September 15, 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 Securities and Exchange Commission ("SEC"). The net proceeds from the registered offering of the 2.45 % 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 the remaining $ 260 million outstanding indebtedness under our prior term loan credit agreement dated April 22, 2020, among us, as borrower, various lenders, and Bank of American N.A., as administrative agent (the "Term Loan"), which provided for an aggregate principal borrowing of $ 1.0 billion that we entered into to fund a portion of the acquisition of F&G and (ii) for general corporate purposes.
On June 12, 2020, we completed our underwritten public offering of $ 650 million aggregate principal amount of the 3.40 % Notes due 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 commissions and offering expenses. We used the net proceeds from the offering (i) to repay $ 640 million of the then outstanding principal amount under the Term Loan, and (ii) for general corporate purposes.
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 Securities 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 August, 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, 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 a result of the 4.50 % Notes Exchange and all holders of the 4.50 % Notes accepted the offer to exchange.
Gross principal maturities of notes payable at December 31, 2024, are as follows: (In millions)
2025 $ 300
2026 22
2027 —
2028 950
2029 550
Thereafter 2,545
$ 4,367
Note H — 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 C 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
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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.
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 that represents our best estimate has been recorded. Our accrual for legal and regulatory matters was $ 17 million and $ 10 million a s of December 31, 2024 and 2023, 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 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.
F&G is a defendant in two putative class action lawsuits related that allege some customers’ personally identifiable information was disclosed due to a vulnerability in the MOVEit file transfer software. F&G’s vendor, Pension Benefit Information, LLC (“PBI”), used the MOVEit software in the course of providing audit and address research services to F&G and many other corporate customers. Miller v. F&G, No. 4:23-cv-00326 ("Miller"), was filed against F&G in the Southern District of Iowa on August 31, 2023. Miller alleges that he is a F&G customer whose personally identifiable information was disclosed in the MOVEit incident and brings common law tort and implied contract claims. Plaintiff seeks injunctive relief and damages. Cooper v. Progress Software Corp. , No. 1:23-cv-12067 ("Cooper"), was filed against F&G and five other defendants in the District of Massachusetts on September 7, 2023. Cooper also alleges that he is a F&G customer whose personally identifiable information was disclosed and brings similar common law tort claims and alleges claims as a purported third-party beneficiary of an alleged contract. Plaintiff seeks declaratory and injunctive relief and damages.
Well over 150 similar lawsuits have been filed against other entities impacted by the MOVEit incident including a number of such lawsuits related to PBI’s use of MOVEit. On October 4, 2023, the U.S. Judicial Panel on Multidistrict Litigation created a multidistrict litigation ("MDL") pursuant to 28 U.S.C. § 1407 to handle all litigation brought by individuals whose information was potentially compromised in connection with the alleged MOVEit vulnerability. Both Miller and Cooper have been transferred to the MDL and are proceeding under MDL Case No. 1:23-md-03083-ADB-PGL. Plaintiffs filed amendments to their complaints, and the Defendants filed their omnibus motion to dismiss for lack of Article III standing on July 23, 2024. The case is proceeding under a modified bellwether structure to decide critical issues and facilitate reciprocal discovery. At this time, we do not believe the incident will have a material impact on our business, operations, or financial results.
In connection with the cybersecurity incident initially reported on November 21, 2023, the Company and/or its subsidiaries is a party to a consolidated putative nationwide class action, In Re: LoanCare Data Security Breach Litigation , Case No. 3:23cv1508, pending in the U.S. District Court for the Middle District of Florida and originating from the consolidation of putative class actions filed in the U.S. District Courts for the Middle District of Florida, the Central District of California, and the Western District of Missouri. On March 19, 2024, plaintiffs filed their consolidated class action complaint on behalf of a nationwide class, along with a California subclass and a Florida subclass, alleging common law tort and contract claims and certain state statutory claims. The parties mediated the case on July 25, 2024, and reached an agreement in principle to resolve the case on a class-wide basis. The parties have sought preliminary court approval of the class-wide settlement. If approved, once the settlement administrator disburses all the funds, final court approval of the settlement will be sought, and the case dismissed.
On May 28, 2024, a stockholder derivative lawsuit styled, Roofers Local 149 Pension Fund v. Fidelity National Financial Inc., William P. Foley, F&G Annuities & Life Inc. , C.A. No. 2024-0562-LWW, was filed in the Chancery Court of the State of Delaware against defendants Fidelity National Financial, Inc. (“FNF”), in its capacity as F&G Annuities & Life Inc.’s (“F&G”) controlling stockholder, and William P. Foley, Executive Chairman of F&G and Chairman of FNF, alleging breach of fiduciary duty related to F&G’s January 11, 2024 sale of $ 250 million of 6.875 % Series A Mandatory Convertible Preferred Stock to FNF. Plaintiff alleges that, based upon the unfair process and unfair price, the preferred stock investment was advantageous to FNF and unfair to F&G. Plaintiff seeks to recover damages on behalf of F&G for the alleged unfair preferred stock investment and the adoption of certain corporate governance measures. On July 24, 2024, F&G filed its answer and the remaining defendants, including FNF, filed their motion to dismiss Plaintiff’s complaint. On September 23, 2024, Plaintiff voluntarily dismissed its action against William P. Foley, leaving FNF’s motion to dismiss fully briefed and a decision pending with the court. On February 4, 2025, FNF argued the motion to dismiss before the court. The remaining defendants will vigorously contest the Plaintiff’s claims in the action.
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Fidelity & Guaranty Life Insurance Company (“FGL Insurance”) is a defendant in a lawsuit filed in U.S. District Court for the Southern District of Texas styled, Insurance Distribution Consulting, LLC v. Fidelity & Guaranty Life Insurance Company , Case No. 3:23-cv-00126. Plaintiff, which provides consulting services to independent marketing organizations (IMOs), alleges FGL Insurance failed to pay commissions owed to Plaintiff and diverted commissions from one of Plaintiff’s IMO customers, Syncis, to another IMO, Freedom Equity Group, LLC (“Freedom Equity”). Further, Plaintiff alleges after FGL Insurance purportedly purchased a partial ownership interest in Syncis and Freedom Equity, Plaintiff offered to sell its interests in its contracts with Syncis but FGL Insurance declined, leading Plaintiff to allege a statutory violation of 42 U.S.C. §1981 for discrimination where Plaintiff’s sole member is a racial minority. Plaintiff claims its damages for breach of contract from FGL Insurance’s purported failure to pay commissions are more than $ 162 million and its damages from FGL Insurance’s declining to purchase Plaintiff’s interest in its contracts with Syncis are over $ 11 million. FGL Insurance denies the allegations and denies any contract or agreement existed with Plaintiff to pay commissions. Dispositive motions are due April 21, 2025, and the case is expected to be set for trial in the summer of 2025. FGL Insurance will vigorously contest the Plaintiff’s claims in the action. As this case continues to evolve, it is not possible to reasonably estimate the probability that Plaintiff will ultimately prevail on its claims or that FGL Insurance will be held liable for the dispute. At this time, we do not believe the lawsuit will have a material impact on our business, operations, or financial results.
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 business, operations, or financial results.
Escrow Balances
In conducting our operations, we routinely hold customers’ assets in escrow, pending completion of real estate transactions, and are respon sible for the proper disposition of these balances for our customers. Certain of these amounts are maintained in segregated bank accounts and have not been included in the accompanying Consolidated Balance Sheets, consistent with GAAP and industry practice. These balances amounted t o $ 14.4 billion a nd $ 13.5 billion at December 31, 2024 and 2023, respectively. As a result of holding these customers’ assets in escrow, we have ongoing programs for realizing economic benefits during the year through favorable borrowing and vendor arrangements with various banks. There were no investments or loans outstanding as of December 31, 2024 and 2023 related to these arrangements.
F&G Commitments
In our F&G segment, we have unfunded investment commitments as of December 31, 2024 based upon the timing of when investments and agreements are executed or signed compared to when the actual investments and agreements are funded or closed. Some investments require that funding occur over a period of months or years. A summary of unfunded commitments by commitment type is included below:
December 31, 2024
Commitment Type (In millions)
Unconsolidated VIEs:
Limited partnerships $ 1,138
Whole loans 278
Fixed maturity securities, ABS 338
Direct Lending 1,618
Other fixed maturity securities, AFS 70
Other assets 162
Commercial mortgage loans 116
Residential mortgage loans 35
Other invested assets 134
Total $ 3,889
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Concurrent with the Roar purchase agreement, we executed a separate loan agreement with the sellers of Roar for us to lend up to $ 40 million. The loan matures on August 5, 2027. The principal balance outstanding as of December 31, 2024 was $ 11 million and is included in Prepaid expenses and other assets on the Consolidated Balance Sheet. Changes in fair value are reported within Recognized gains and losses, net in the Consolidated Statements of Earnings. Interest income is recorded in Interest and investment income in the Consolidated Statements of Earnings and recognized when earned. The remainder of the unfunded loan commitment is included in the unfunded commitments table above in the “Other assets” line item. Refer to Note B Acquisitions for more information on the Roar acquisition, and refer to Note D Fair Value of Financial Instruments for information regarding the fair value calculation of this loan receivable.
Contingent Consideration
Under the terms of the purchase agreement for Roar, we have agreed to make cash payments of up to approximately $ 90 million over a three-year period upon the achievement by Roar of certain EBITDA milestones. The contingent consideration is recorded at fair value in Accounts payable and accrued liabilities on the Consolidated Balance Sheets. Refer to Note B Acquisitions for more information on the Roar purchase and refer to Note D Fair Value of Financial Instruments for more information regarding the fair value of the contingent consideration.
See Note A Business and Summary of Significant Accounting Policies , for discussion of funding agreements that have been issued pursuant to the FABN Program as well as to the FHLB that are included in Contractholder funds.
The Company leases office space under operating leases. The largest leases expire in 2030. Rent expense and minimum rental commitments under all leases are immaterial.
F&G has a reinsurance agreement with Kubera to cede certain FIA statutory reserves on a coinsurance funds withheld basis, net of applicable existing reinsurance. To enhance Kubera's ability to pay its obligations under the amended reinsurance agreement, effective October 31, 2021, F&G entered into a Variable Note Purchase Agreement (the “NPA”), whereby F&G agreed to fund a note to Kubera to be used to ultimately settle with F&G, with principal increases up to a maximum amount of $ 300 million, to the extent a potential funding shortfall (treaty assets are less than the total funding requirement) is projected relative to the business ceded to Kubera from F&G as part of the amended reinsurance agreement. The potential funding shortfall will be determined quarterly and, among other items, is impacted by the market value of the assets in the funds withheld account related to the reinsurance agreement and Kubera's capital as calculated on a Bermuda regulatory basis. The NPA matures on November 30, 2071. Based on the current level of the treaty assets and projections that these policies will be profitable over the lifetime of the agreement, we do not expect significant fundings to occur under the NPA. As of December 31, 2024 and 2023, the amount funded under the NPA was insignificant.
Note I — Dividends
On February 20, 2025, our Board of Directors declared cash dividends of $ 0.50 per share, payable on March 31, 2025, to FNF common shareholders of record as of March 17, 2025.
During the years ended December 31, 2024, 2023 and 2022, we declared dividends on our common stock of $ 1.94 , $ 1.83 and $ 1.77 , respectively.
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Note J — Segment Information
The tables below summarize the result of operations by segment that are provided to the Chief Operating Decision Maker ("CODM"), who is the Company's Chief Executive Officer. The Company's primary methods of measuring profitability and performance on a reportable segment basis are Revenues and Net earnings from continuing operations which are also measures used by the CODM to evaluate segment results and are factors in determining capital allocation among the segments.
Summarized financial information concerning our reportable segments is shown in the following tables. The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
As of and for the year ended December 31, 2024:
Title F&G Corporate and Other Elimination Total
Segment revenues: (In millions)
Direct title insurance premiums $ 2,200 $ — $ — $ — $ 2,200
Agency title insurance premiums 2,953 — — — 2,953
Escrow, title related and other fees 2,196 2,941 184 — 5,321
Interest and investment income 359 2,719 154 ( 108 ) 3,124
Recognized gains and losses, net ( 6 ) 84 5 — 83
Total segment revenues 7,702 5,744 343 ( 108 ) 13,681
Significant segment expenses:
Personnel costs 2,695 296 157 — 3,148
Agent commissions 2,287 — — — 2,287
Other operating expenses 1,251 203 104 — 1,558
Benefits and other changes in policy reserves — 3,791 — — 3,791
Total significant segment expenses 6,233 4,290 261 — 10,784
Other segment items:
Depreciation and amortization 141 569 29 — 739
Provision for title claim losses 232 — — — 232
Market risk benefit gains — ( 25 ) — — ( 25 )
Interest expense — 132 77 — 209
Total other segment items 373 676 106 — 1,155
Total segment expenses 6,606 4,966 367 — 11,939
Earnings (loss) before income taxes and equity in earnings of unconsolidated affiliates 1,096 778 ( 24 ) ( 108 ) 1,742
Income tax expense (benefit) 265 136 ( 34 ) — 367
Earnings (loss) before equity in earnings (loss) of unconsolidated affiliates 831 642 10 ( 108 ) 1,375
Equity in earnings of unconsolidated affiliates 16 — — — 16
Net earnings (loss) from continuing operations $ 847 $ 642 $ 10 $ ( 108 ) $ 1,391
Assets $ 7,627 $ 85,047 $ 2,698 $ — $ 95,372
Goodwill 2,799 2,179 293 — 5,271
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As of and for the year ended December 31, 2023:
Title F&G Corporate and Other Elimination Total
Segment revenues: (In millions)
Direct title insurance premiums $ 1,982 $ — $ — $ — $ 1,982
Agency title insurance premiums 2,610 — — — 2,610
Escrow, title related and other fees 2,117 2,413 187 — 4,717
Interest and investment income 338 2,211 123 ( 65 ) 2,607
Recognized gains and losses, net ( 9 ) ( 124 ) ( 31 ) — ( 164 )
Total segment revenues 7,038 4,500 279 ( 65 ) 11,752
Significant segment expenses:
Personnel costs 2,544 232 132 — 2,908
Agent commissions 2,008 — — — 2,008
Other operating expenses 1,242 146 133 — 1,521
Benefits and other changes in policy reserves — 3,553 — — 3,553
Total significant segment expenses 5,794 3,931 265 — 9,990
Other segment items:
Depreciation and amortization 154 412 27 — 593
Provision for title claim losses 207 — — — 207
Market risk benefit losses — 95 — — 95
Interest expense — 97 77 — 174
Total other segment items 361 604 104 — 1,069
Total segment expense 6,155 4,535 369 — 11,059
Earnings (loss) before income taxes and equity in earnings of unconsolidated affiliates 883 ( 35 ) ( 90 ) ( 65 ) 693
Income tax expense (benefit) 181 23 ( 12 ) — 192
Earnings (loss) before equity in earnings of unconsolidated affiliates 702 ( 58 ) ( 78 ) ( 65 ) 501
Equity in earnings of unconsolidated affiliates 17 — — — 17
Net earnings (loss) $ 719 $ ( 58 ) $ ( 78 ) $ ( 65 ) $ 518
Assets $ 7,949 $ 70,186 $ 2,479 $ — $ 80,614
Goodwill 2,789 1,749 292 — 4,830
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As of and for the year ended December 31, 2022:
Title F&G Corporate and Other Total
Segment revenues: (In millions)
Direct title insurance premiums $ 2,858 $ — $ — $ 2,858
Agency title insurance premiums 3,976 — — 3,976
Escrow, title related and other fees 2,502 1,704 127 4,333
Interest and investment income 213 1,655 23 1,891
Recognized gains and losses, net ( 443 ) ( 1,010 ) ( 40 ) ( 1,493 )
Total segment revenues 9,106 2,349 110 11,565
Significant segment expenses:
Personnel costs 2,987 157 48 3,192
Agent commissions 3,064 — — 3,064
Other operating expenses 1,515 102 104 1,721
Benefits and other changes in policy reserves — 1,126 — 1,126
Total significant segment expenses 7,566 1,385 152 9,103
Other segment items:
Depreciation and amortization 142 324 25 491
Provision for title claims losses 308 — — 308
Market risk benefit gains — ( 182 ) — ( 182 )
Interest expense — 29 86 115
Total other segment items 450 171 111 732
Total segment expenses 8,016 1,556 263 9,835
Earnings (loss) before income taxes and equity in earnings of unconsolidated affiliates 1,090 793 ( 153 ) 1,730
Income tax expense (benefit) 298 158 ( 17 ) 439
Earnings (loss) before equity in earnings of unconsolidated affiliates 792 635 ( 136 ) 1,291
Equity in earnings of unconsolidated affiliates 15 — — 15
Net earnings (loss) $ 807 $ 635 $ ( 136 ) $ 1,306
Assets $ 8,295 $ 54,637 $ 2,211 $ 65,143
Goodwill 2,620 1,749 266 4,635
The activities in our segments include the following:
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 loan sub-servicing, valuations, default services and home warranty.
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 (fixed indexed and fixed rate annuities), immediate annuities and indexed universal life insurance. This segment also provides funding agreements and pension risk transfer solutions.
Corporate and Other. This segment 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 eliminations of revenues and expenses between it and our Title segment.
Refer to Note L Revenue Recognition for a description of our accounting for our various revenue streams.
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Note K — 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.
Year Ended December 31,
2024 2023 2022
Cash paid for: (In millions)
Interest $ 200 $ 157 $ 125
Income taxes 237 216 387
Deferred sales inducements 319 168 87
Non-cash investing and financing activities:
Distribution of 15 % of the common stock of F&G
— — 421
Investments received from pension risk transfer premiums 129 464 —
Change in proceeds of sales of investments available for sale receivable in period ( 59 ) 32 96
Change in purchases of investments available for sale payable in period 82 20 ( 25 )
Lease liabilities recognized in exchange for lease right-of-use assets 55 40 70
Remeasurement of lease liabilities 67 75 60
Liabilities assumed in connection with acquisitions
Fair value of assets acquired 789 304 266
Less: Total Purchase price 586 299 180
Liabilities and noncontrolling interests assumed $ 203 $ 5 $ 86
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Note L — Revenue Recognition
Disaggregation of Revenue
Our revenue consists of:
Year Ended December 31,
2024 2023 2022
Revenue Stream Income Statement Classification Segment Total Revenue
Revenue from insurance contracts: (In millions)
Direct title insurance premiums Direct title insurance premiums Title $ 2,200 $ 1,982 $ 2,858
Agency title insurance premiums Agency title insurance premiums Title 2,953 2,610 3,976
Life insurance premiums, insurance and investment product fees, and other (1) Escrow, title-related and other fees F&G 2,941 2,413 1,704
Home warranty Escrow, title-related and other fees Title 146 143 165
Total revenue from insurance contracts 8,240 7,148 8,703
Revenue from contracts with customers:
Escrow fees Escrow, title-related and other fees Title 824 766 980
Other title-related fees and income Escrow, title-related and other fees Title 642 633 752
ServiceLink, excluding title premiums, escrow fees, and subservicing fees Escrow, title-related and other fees Title 318 313 342
Real estate technology Escrow, title-related and other fees Corporate and other 140 151 158
Total revenue from contracts with customers 1,924 1,863 2,232
Other revenue:
Loan subservicing revenue Escrow, title-related and other fees Title 266 262 263
Other Escrow, title-related and other fees Corporate and other 44 36 ( 31 )
Interest and investment income Interest and investment income Various 3,124 2,607 1,891
Recognized gains and losses, net Recognized gains and losses, net Various 83 ( 164 ) ( 1,493 )
Total revenues Total revenues $ 13,681 $ 11,752 $ 11,565
(1) Includes $ 2,217 , $ 1,964 and $ 1,362 of life-contingent pension risk transfer premiums in 2024, 2023 and 2022, respectively.
Our Direct title insurance premiums are recognized as revenue at the time of closing of the underlying transaction as the earnings process is then considered complete. Regulation of title insurance rates varies by state. Premiums are charged to customers based on rates predetermined in coordination with each states' respective Department of Insurance. Cash associated 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.
Revenues 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, as well as policy rider fees primarily on indexed annuities policies, the cost of insurance on IUL policies and surrender charges assessed against policy withdrawals in excess of the policyholders' allowable penalty-free amounts. 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
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the return of premium rider. Other income related to riders is earned when elected by the policyholder. Surrender charges are earned when a policyholder withdraws funds from the contract early or cancels the contract.
Premium and annuity deposit collections for indexed annuities, 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 DAC, DSI, and VOBA, other operating costs and expenses, and income taxes.
Premiums, annuity deposits (net of reinsurance and reinsurance recoverable) and funding agreements, which are not included as revenues in the accompanying Consolidated Statements of Earnings, collected by product type were as follows:
Year ended
December 31, 2024 December 31, 2023 December 31, 2022
Product Type (In millions)
Fixed indexed annuities $ 5,828 $ 4,738 $ 4,483
Fixed rate annuities 1,277 1,147 1,522
Funding agreements (FABN/FHLB) 2,404 1,256 1,891
Life insurance and other (a) 638 646 446
Total $ 10,147 $ 7,787 $ 8,342
(a) Life insurance and other primarily includes indexed universal life insurance.
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:
December 31, 2024 December 31, 2023
(In millions)
Trade receivables $ 362 $ 317
Deferred revenue (contract liabilities) 92 91
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 Consolidated Balance Sheets. During the years ended December 31, 2024 and 2023, we recognized $ 80 million and $ 84 million of revenue, respectively, which was included in deferred revenue at the beginning of the respective period.
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Note M — Other Intangible Assets
The following table reconciles to Other intangible assets, net, on the Consolidated Balance Sheets as of December 31, 2024 and 2023:
December 31, 2024 December 31, 2023
(In millions)
Customer relationships and contracts $ 435 $ 174
VOBA 1,349 1,446
DAC 3,036 2,215
DSI 625 346
Value of distribution asset 74 86
Computer software 277 266
Trademarks, tradenames, and other 180 94
Total Other intangible assets, net $ 5,976 $ 4,627
The following tables roll forward VOBA by product for the years ended December 31, 2024 and 2023:
Indexed Annuities Fixed Rate Annuities Immediate Annuities Universal Life Traditional Life Total
(In millions)
Balance at January 1, 2024
$ 1,025 $ 27 $ 191 $ 134 $ 69 $ 1,446
Amortization ( 133 ) ( 5 ) ( 7 ) ( 8 ) ( 7 ) ( 160 )
Actuarial model updates and refinements (a) — — — — 63 63
Balance at December 31, 2024
$ 892 $ 22 $ 184 $ 126 $ 125 $ 1,349
(a) net of amortization of ($ 15 million).
Indexed Annuities Fixed Rate Annuities Immediate Annuities Universal Life Traditional Life Total
(In millions)
Balance at January 1, 2023
$ 1,166 $ 32 $ 201 $ 143 $ 73 $ 1,615
Amortization ( 141 ) ( 5 ) ( 10 ) ( 9 ) ( 4 ) ( 169 )
Balance at December 31, 2023
$ 1,025 $ 27 $ 191 $ 134 $ 69 $ 1,446
VOBA amortization expense of $ 175 million, $ 169 million, and $ 180 million, was recorded in Depreciation and amortization on the Consolidated Statements of Earnings for the years ended December 31, 2024, 2023, and 2022, respectively.
The following tables roll forward DAC by product for the years ended December 31, 2024 and 2023:
Indexed Annuities Fixed Rate Annuities Universal Life Total (a)
(In millions)
Balance at January 1, 2024
$ 1,378 $ 288 $ 545 $ 2,211
Capitalization 652 174 274 1,100
Amortization ( 156 ) ( 86 ) ( 38 ) ( 280 )
Balance at December 31, 2024
$ 1,874 $ 376 $ 781 $ 3,031
Indexed Annuities Fixed Rate Annuities Universal Life Total (a)
(In millions)
Balance at January 1, 2023
$ 971 $ 83 $ 348 $ 1,402
Capitalization 510 177 229 916
Amortization ( 103 ) ( 51 ) ( 32 ) ( 186 )
Reinsurance related adjustments — 79 — 79
Balance at December 31, 2023
$ 1,378 $ 288 $ 545 $ 2,211
(a) Excludes insignificant amounts of DAC related to FABN and PRT.
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DAC amortization expense of $ 280 million, $ 186 million, and $ 99 million, was recorded in Depreciation and amortization on the Consolidated Statements of Earnings for the year s ended December 31, 2024, 2023 and 2022, respectively, excluding insignificant amounts related to FABN and PRT.
The following table presents a reconciliation of DAC to the table above which is reconciled to the Consolidated Balance Sheets as of December 31, 2024 and 2023:
December 31, 2024 December 31, 2023
(In millions)
Indexed Annuities $ 1,874 $ 1,378
Fixed Rate Annuities 376 288
Universal Life 781 545
Funding Agreements 4 4
PRT 1 —
Total $ 3,036 $ 2,215
The following tables roll forward DSI for our indexed annuity products for the years ended December 31, 2024 and 2023:
Years Ended December 31,
2024 2023
(In millions)
Balance at January 1, $ 346 $ 200
Capitalization 319 168
Amortization ( 40 ) ( 22 )
Balance at December 31, $ 625 $ 346
DSI amortization expense of $ 40 million, $ 22 million, and $ 14 million, was recorded in Depreciation and amortization on the Consolidated Statements of Earnings for the years ended December 31, 2024, 2023 and 2022, respectively.
The cash flow assumptions used to amortize VOBA and DAC were consistent with the assumptions used to estimate the FPB for life contingent immediate annuities, 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 indexed annuity 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 indexed annuities and immediate annuities. Refer to Note A Business and Summary of Significant Accounting Policies for further information about accounting policies for amortization of VOBA, DAC and DSI.
F&G reviews cash flow assumptions annually, generally in the third quarter. In 2024 and 2023, F&G undertook a review of all significant assumptions and revised several assumptions relating to deferred annuity (indexed annuity and fixed rate annuity) and IUL products. For the year ended December 31, 2024, F&G updated assumptions including surrender rates, GMWB election timing, premium persistency, mortality improvement and option budgets. For the year ended December 31, 2023, F&G updated assumptions including surrender rates, GMWB election timing, premium persistency, and option budgets. All updates to these assumptions brought F&G more in line with our company and overall industry experience since the prior assumption update.
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For the in-force liabilities as of December 31, 2024, the estimated amortization expense for VOBA in future fiscal periods is as follows:
Estimated Amortization Expense
Fiscal Year (In millions)
2025 $ 145
2026 132
2027 121
2028 110
2029 100
Thereafter 741
Total $ 1,349
Definite and Indefinite Lived Other Intangible Assets
Other intangible assets as of December 31, 2024, consist of the following:
Cost Accumulated amortization Net carrying amount Weighted average useful life (years)
(In millions)
Customer relationships and contracts (a) $ 795 $ ( 360 ) $ 435 10 to 20
Computer software 723 ( 446 ) 277 2 to 10
Value of distribution asset (VODA) 140 ( 66 ) 74 15
Trademarks, tradenames, and other 234 ( 54 ) 180 Varies
Total $ 966
(a) Includes intangible assets acquired with ROAR and PALH. Refer to Note B Acquisitions for further details.
Other intangible assets as of December 31, 2023, consist of the following:
Cost Accumulated amortization Net carrying amount Weighted average useful life (years)
(In millions)
Customer relationships and contracts $ 948 $ ( 774 ) $ 174 10 to 20
Computer software 651 ( 385 ) 266 2 to 10
Value of distribution Asset (VODA) 140 ( 54 ) 86 15
Trademarks, tradenames, and other 146 ( 52 ) 94 Varies
Total $ 620
Amortization expense for amortizable intangible assets, which consist primarily of VODA, customer relationships, computer software and definite lived trademarks, tradenames and other, was $ 187 million, $ 152 million, and $ 134 million for the years ended December 31, 2024, 2023 and 2022, respectively. For the amortizable intangible assets as of December 31, 2024, the estimated amortization expense in future fiscal periods is $ 172 million in 2025, $ 140 million in 2026, $ 112 million in 2027, $ 85 million in 2028 and $ 72 million in 2029.
Within definite lived trademarks, tradenames, and other is an amount established to offset MRBs with no explicit rider charges, which had a balance of $ 94 million and $ 22 million as of December 31, 2024 and 2023, respectively. Amortization of $ 5 million, $ 1 million and $ 1 million was recorded in Depreciation and amortization on the Consolidated Statements of Earnings for the years ended December 31, 2024, 2023 and 2022, respectively.
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Note N — Goodwill
A summary of the changes in Goo dwill consists of the following:
Title F&G Corporate and Other Total
(In millions)
Balance, December 31, 2022 $ 2,620 $ 1,749 $ 266 $ 4,635
Goodwill associated with acquisitions 168 — 27 195
Balance, December 31, 2023 $ 2,788 $ 1,749 $ 293 $ 4,830
Goodwill associated with acquisitions 11 430 — 441
Balance, December 31, 2024 $ 2,799 $ 2,179 $ 293 $ 5,271
Note O — F&G Reinsurance
The company 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 manage loss exposures, to enhance our capital position, to diversify risks and earnings, and to manage new business volume. The company follows reinsurance accounting when the treaty adequately transfers insurance risk and any acquisition cost reimbursements reduce policy acquisition costs deferred and maintenance expense reimbursements reduce direct expenses incurred. Otherwise, the company follows deposit accounting if there is inadequate transfer of insurance risk or if the underlying policy for which risk is being transferred is an investment contract that does not contain insurance risk. Refer to Note A Business and Summary of Significant Accounting Policies for more information over our accounting policy for reinsurance agreements. As of December 31, 2024, we had an immaterial amount of COR included in Prepaid expenses and other assets on the Consolidated Balance Sheets compared to none as of December 31, 2023.
The effects of reinsurance on net premiums earned and net benefits incurred (benefits paid and reserve changes) for the years ended December 31, 2024, 2023 and 2022 respectively, were as follows:
Year Ended
December 31, 2024 December 31, 2023 December 31, 2022
Net Premiums Earned Net Benefits Incurred Net Premiums Earned Net Benefits Incurred Net Premiums Earned Net Benefits Incurred
(In millions)
Direct $ 2,346 $ 3,987 $ 2,112 $ 3,728 $ 1,522 $ 3,640
Ceded ( 94 ) ( 196 ) ( 105 ) ( 175 ) ( 128 ) ( 2,514 )
Net $ 2,252 $ 3,791 $ 2,007 $ 3,553 $ 1,394 $ 1,126
Amounts payable or recoverable for reinsurance on paid and unpaid claims are not subject to periodic or maximum limits. No policies issued by the company 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. The company 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.
Reinsurance Transactions
The following summarizes significant changes to third-party reinsurance agreements for the years ended December 31, 2024 and 2023:
Somerset: Effective July 1, 2024, F&G amended the existing flow reinsurance agreement with Somerset Reinsurance Ltd. (“Somerset”), a third-party reinsurer, to additionally cede the base contract benefits and GMWB riders attached under certain FIA policies on a coinsurance funds withheld quota share basis.
Kubera: F&G has a reinsurance agreement with Kubera Insurance (SAC) Ltd. (“Kubera”), an unaffiliated reinsurer, to cede certain FIA statutory reserves on a coinsurance funds withheld quota share basis, net of applicable existing reinsurance. This agreement has been amended several times to include additional FIA policies, with the latest amendment effective December 1, 2024.
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Everlake and Somerset: F&G executed flow reinsurance agreements with Everlake Life Insurance Company (“Everlake”) and Somerset, third-party reinsurers, to cede certain MYGA business written effective September 1, 2023, and December 1, 2023, respectively, on a coinsurance quota share basis.
Canada Life: Effective May 1, 2020, F&G entered into an indemnity reinsurance agreement with Canada Life Assurance Company (“Canada Life”) United States Branch, a third-party reinsurer, to reinsure FIA policies with GMWB riders. In accordance with the terms of this agreement, F&G cedes a quota share percentage of the net retention of guaranteed payments in excess of account value for GMWB. Effective December 31, 2023, we entered a Recapture and Termination Agreement with Canada Life whereby 100% of the liabilities and obligations were recaptured.
The following summarizes significant changes to third-party reinsurance agreements subsequent to the year ended December 31, 2024:
Everlake Reinsurance Amendment
Effective January 1, 2025, F&G amended the existing flow reinsurance agreement with Everlake to cede future additional MYGA business for agreed upon periods to Everlake pursuant to an offer and acceptance process, rather than on a flow basis. The amendment included a cession of an inforce block of certain MYGA policies on a coinsurance quota share basis.
The following summarizes our reinsurance recoverable (in millions) as of December 31, 2024 and 2023:
Parent Company/
Principal Reinsurers Reinsurance Recoverable (a) Agreement Type Products
Covered Accounting
December 31, 2024 December 31, 2023
Aspida Life Re Ltd $ 7,844 $ 6,128 Coinsurance Funds Withheld Certain MYGA (b) Deposit
Somerset (c) 2,822 716 Coinsurance Funds Withheld Certain MYGA (b) and deferred annuities Deposit
Coinsurance Funds Withheld Certain FIA Reinsurance
Everlake 1,168 509 Coinsurance Certain MYGA (b) (d) Deposit
Wilton Reassurance Company 1,066 1,092 Coinsurance Block of traditional, IUL, and UL (e) Reinsurance
Other (f) 489 536
Reinsurance recoverable, gross of allowance for credit losses 13,389 8,981
Allowance for expected credit loss ( 20 ) ( 21 )
Reinsurance recoverable, net of allowance for credit losses $ 13,369 $ 8,960
(a) Reinsurance recoverables do not include unearned ceded premiums that would be recovered in the event of early termination of certain traditional life policies.
(b) The combined quota share flow reinsurance amongst all reinsurers for 2024 varied between 30 % and 90 %. As of December 31, 2024, the combined quota share flow reinsurance amongst all reinsurers was 90 %.
(c) The balance represents the total reinsurance recoverable for all reinsurance agreements with Somerset.
(d) Reinsurance recoverable is collateralized by assets placed in a statutory comfort trust by the reinsurer and maintained for our sole benefit.
(e) Also includes certain FGL Insurance life insurance policies that are subject to redundant reserves, reported on a statutory basis, under Regulation XXX and Guideline AXXX.
(f) Represents all other reinsurers, with no single reinsurer having a carrying value in excess of 5% of total reinsurance recoverable
As of December 31, 2024, and 2023, the company had a deposit asset of $ 11,039 million and $ 7,481 million, respectively, which is reported in the Reinsurance recoverable, net of allowance for credit losses on the Consolidated Balance Sheet.
The company incurred risk charge fees of $ 42 million, $ 39 million, and $ 36 million during the years ended December 31, 2024, 2023, and 2022, respectively, in relation to reinsurance agreements.
Credit Losses
The company 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.
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The expected credit loss reserves were as follows:
Years Ended
December 31, 2024 December 31, 2023
(In millions)
Balance at Beginning of Period $ ( 21 ) $ ( 10 )
Changes in the expected credit loss reserve 1 ( 11 )
Balance at End of Period $ ( 20 ) $ ( 21 )
Concentration of Reinsurance Risk
As indicated above, F&G has a significant concentration of reinsurance risk with third party reinsurers, Aspida Life Re Ltd. (“Aspida Re”), Wilton Reassurance (“Wilton Re”), Somerset, and Everlake 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. We monitor the financial condition and financial strength of individual reinsurers using public ratings (refer to table below) and ratings reports of individual reinsurers to attempt to reduce the risk of default by such reinsurers. In addition, the risk of non-performance is further mitigated with various forms of collateral or collateral arrangements, including secured trusts, funds withheld accounts and irrevocable letters of credit. We believe that all amounts due from Aspida Re, Wilton Re, Somerset, and Everlake for periodic treaty settlements, net of any applicable credit loss reserves, are collectible as of December 31, 2024. The following table presents financial strength ratings as of December 31, 2024:
Parent Company/Principal Reinsurers Financial Strength Rating
AM Best S&P Fitch Moody's
Aspida Re A- — — —
Somerset A- BBB+ — —
Everlake A — — —
Wilton Re A+ — A- —
“—” indicates not rated
Intercompany Reinsurance Agreements
The Company executes various intercompany reinsurance agreements between its insurance subsidiaries, including off shore entities, for purposes of managing regulatory statutory capital and risk. Since these agreements are intercompany, the financial impacts are eliminated in the preparation of the Consolidated Financial Statements included within this Annual Report on Form 10-K.
Some of these intercompany transactions are executed with wholly owned reinsurance subsidiaries, Corbeau Re, Inc. (“Corbeau Re”), Raven Reinsurance Company (“Raven Re”) and F&G Cayman Re (“Cayman Re”), to finance the portion of statutory reserves considered to be non-economic. The financing arrangements involve Fidelity & Guaranty Life Insurance Company reinsuring certain annuity products and their related rider benefits to the captives and the captives executing third-party financing facilities that are classified as capital for statutory purposes.
The transactions with Raven Re and Cayman Re included the execution of letter of credits with Nomura Bank International plc (“NBI”) and Deutsche Bank AG, respectively, that are undrawn and have maximum borrowing capacities of $ 175 million and $ 400 million, respectively, as of December 31, 2024. The transaction with Corbeau Re included the execution of an excess of loss agreement (“XOL”) with Canada Life Barbados Branch that matures on December 31, 2043, and provides for coverage on losses up to $ 1,500 million as of December 31, 2024. With Corbeau Re, non-economic reserves were financed through the maturity date of the XOL and statutory reserves are recorded for all risks expected to be incurred after the maturity date of the XOL. The XOL is not accounted for as reinsurance as it does not satisfy the risk transfer requirements for GAAP; therefore, deposit accounting is applied.
Note P — Regulation and Equity
Regulation
Title
Our insurance subsidiaries, including title insurers, underwritten title companies and insurance agencies, are subject to extensive regulation under applicable state laws. Each of the insurance underwriters is subject to a holding company act in its state of domicile that regulates, among other matters, the ability to pay dividends and enter into transactions with affiliates. The laws of most states in which we transact business establish supervisory agencies with broad administrative powers relating to issuing and revoking licenses to transact business, regulating trade practices, licensing agents, approving policy forms,
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accounting practices, financial practices, establishing reserve and capital and surplus as regards policyholders (“capital and surplus”) requirements, defining suitable investments for reserves and capital and surplus and approving rate schedules. The process of state regulation of changes in rates ranges from states that set rates, to states where individual companies or associations of companies prepare rate filings that are submitted for approval, to a few states in which rate changes do not need to be filed for approval.
Since we are regulated by both state and federal governments and the applicable insurance laws and regulations are constantly subject to change, it is not possible to predict the potential effects on our insurance operations, particularly the Title segment, of any laws or regulations that may become more restrictive in the future or if new restrictive laws will be enacted.
Statutory-basis financial statements are prepared in accordance with accounting practices prescribed or permitted by the various state insurance regulatory authorities. The National Association of Insurance Commissioners' Accounting Practices and Procedures manual (“NAIC SAP”) has been adopted as a component of prescribed or permitted practices by each of the states that regulate us. Each of our states of domicile for our title insurance underwriter subsidiaries have adopted a material prescribed accounting practice that differs from that found in NAIC SAP. Specifically, in both years, the timing of amounts released from the statutory unearned premium reserve under NAIC SAP differs from the states' required practice. Statutory surplus at December 31, 2024 and 2023 was lower by approximately $ 33 million and $ 34 million than if we had reported such amounts in accordance with NAIC SAP.
Pursuant to statutory accounting requirements of the various states in which our insurers are domiciled, these insurers must defer a portion of premiums earned as an unearned premium reserve for the protection of policyholders and must maintain qualified assets in an amount equal to the statutory requirements. The level of unearned premium reserve required to be maintained at any time is determined by statutory formula based upon either the age, number of policies and dollar amount of policy liabilities underwritten, or the age and dollar amount of statutory premiums written. As of December 31, 2024, the combined statutory unearned premium reserve required and reported for our title insurers was $ 1,608 million. In addition to statutory unearned premium reserves, each of our insurers maintains reserves for known claims and surplus funds for policyholder protection and business operations.
Each of our insurance subsidiaries is regulated by the insurance regulatory authority in its respective state of domicile, as well as that of each state in which it is licensed. The insurance commissioners of their respective states of domicile are the primary regulators of our title insurance subsidiaries. Each of the insurers is subject to periodic regulatory financial examination by regulatory authorities.
Our insurance subsidiaries are subject to regulations that restrict their ability to pay dividends or make other distributions of cash or property to their immediate par ent company without prior approval from the Department of Insurance of their respective states of domicile. As of December 31, 2024, $ 1,141 million of our net assets are restricted from dividend payments without prior approval from the Departments of Insurance. During 2025, our title insurers can pay or make distributions to us of approximately $ 498 million, without prior approval.
The combined statutory capital and surplus of our title insurers was approximately $ 1,223 million and $ 1,225 million as of December 31, 2024 and 2023, respectively. The combined statutory net earnings of our title insurance subsidiaries were $ 587 million, $ 503 million, and $ 778 million for the years ended December 31, 2024, 2023 and 2022, respectively.
As a condition to continued authority to underwrite policies in the states in which our insurers conduct their business, the insurers are required to pay certain fees and file information regarding their officers, directors and financial condition. In addition, our escrow and trust business is subject to regulation by various state banking authorities.
Pursuant to statutory requirements of the various states in which our insurers are domiciled, such insurers must maintain certain levels of minimum capital and surplus. Required levels of minimum capital and surplus are not significant to the insurers individually or in the aggregate. Each of our insurers has complied with the minimum statutory requirements as of December 31, 2024.
Our underwritten title companies, primarily those domiciled in California, are also subject to certain regulation by insurance regulatory or banking authorities relating to their net worth and working capital. Minimum net worth and working capital requirements for each underwritten title company is less than $ 1 million. These companies were in compliance with their respective minimum net worth and working capital requirements at December 31, 2024.
There are no restrictions on our retained earnings regarding our ability to pay dividends to shareholders although there are limits on the ability of certain subsidiaries to pay dividends to us, as described above.
F&G
Through our majority owned F&G subsidiary, our insurance subsidiaries, FGL Insurance, FGL NY Insurance, Raven Re and Corbeau Re file financial statements with state insurance regulatory authorities and, except for Raven Re, with the National
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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 but approved by state regulators. 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 reinsurance, 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's non-U.S. insurance subsidiaries, F&G Life Re (Bermuda) and F&G Cayman Re (Cayman Islands) file financial statements with their respective regulators.
In our F&G segment, our principal insurance subsidiaries' statutory financial statements are based on a December 31 year end. Statutory net income and statutory capital and surplus of our wholly owned U.S. regulated insurance subsidiaries were as follows:
Subsidiary (state of domicile) (a)
FGL Insurance (IA) FGL NY Insurance (NY) Raven Re (VT) Corbeau Re (VT)
Statutory Net income (loss): (In millions)
Year ended December 31, 2024 $ 150 $ 8 $ 54 $ ( 458 )
Year ended December 31, 2023 ( 462 ) 5 60 ( 644 )
Year ended December 31, 2022 ( 243 ) ( 15 ) ( 111 ) —
Statutory Capital and Surplus:
December 31, 2024 $ 1,654 $ 97 $ 168 $ 178
December 31, 2023 2,009 86 140 171
(a) FGL NY Insurance, Raven Re and Corbeau Re are subsidiaries of FGL Insurance, and the columns should not be added together. Corbeau Re was incorporated on September 1, 2023.
Regulation - U.S. Companies
FGL Insurance, FGL NY Insurance, Raven Re and Corbeau Re’s respective statutory capital and surplus satisfy the applicable minimum regulatory requirements.
To enhance the regulation of insurers’ solvency, the NAIC adopted a model law to implement risk-based capital ("RBC") requirements for life, health and property and casualty insurance companies. All states have adopted the NAIC’s model law or a substantially similar law. RBC is used to evaluate the adequacy of capital and surplus maintained by an insurance company in relation to risks associated with: (i) asset risk, (ii) insurance risk, (iii) interest rate risk, and (iv) business risk. As of the most recent annual statutory financial statements filed with insurance regulators, the RBC ratios for each of our U.S Insurance Companies exceeded the minimum RBC requirements.
Dividends
The insurance laws of Iowa and New York regulate the amount of dividends that may be paid in any year by FGL Insurance and FGL NY Insurance, respectively.
FGL Insurance dividends are paid as declared by its Board of Directors. Pursuant to Iowa insurance law, any proposed payment of a dividend is classified as an "extraordinary dividend" if it, together with the aggregate fair market value of other dividends or distributions made during the preceding twelve months, exceeds the greater of (i) 10% of capital and surplus as of the preceding December 31 or (ii) net gain from operations before realized capital gains or losses for twelve month period ending December 31 of the preceding year. No extraordinary dividends may be paid without prior approval of the IID. In addition, no ordinary dividends may be paid except from the earned profits arising from FGL Insurance's business, which does not include contributed capital or contributed surplus.
FGL Insurance did not pay dividends to its parent, Fidelity & Guaranty Life Holdings, Inc. ("FGLH"), for the years ended December 31, 2024, 2023, and 2022. Pursuant to the limitations described above, it is estimated that FGL Insurance's maximum ordinary dividend capacity for 2025 is $ 0 .
Each year, FGL NY Insurance may pay a certain limited amount of ordinary dividends or other distributions without being required to obtain the prior consent of the New York State Department of Financial Services (“NYDFS”). However, to pay any
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dividends or distributions in a calendar year immediately following a calendar year in which the FGL NY's net gain from operations, not including realized capital gains, was negative, approval from the NY Superintendent is required.
FGL NY Insurance has historically not paid dividends. Based on the limitations described above, it's estimated that the maximum amount of ordinary dividends FGL NY Insurance will be permitted to distribute during 2025 is approximately $ 10 million.
Raven Re and Corbeau Re dividends are paid as declared by their Board of Directors. Under the laws of the State of Vermont, no captive insurance company may pay a dividend out of, or other distribution with respect to, capital or surplus, without prior approval. Based on the limitations described above, no dividends may be paid in 2025 by either Raven Re or Corbeau Re without prior regulatory approval.
Prescribed and permitted practices
FGL Insurance - FGL Insurance applies Iowa-prescribed accounting practices prescribed by Iowa Administrative Code (" IAC ") Chapter 97, “Accounting for Certain Derivative Instruments Used to Hedge the Growth in Interest Credited for Indexed Insurance Products and Accounting for the Indexed Insurance Products Reserve”, for its indexed annuities and IUL products. Under these alternative accounting practices, the equity option derivative instruments that hedge the growth in interest credited on index products are accounted for at amortized cost with the corresponding amortization recorded as a decrease to net investment income and indexed annuity reserves are calculated based on Standard Valuation Law and Actuarial Guideline XXXV assuming the market value of the equity options associated with the current index term is zero regardless of the observable market value for such options.
In addition, based on a permitted practice received from the IID, FGL Insurance carries one of its 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 GAAP equity (prior to any impairment considerations). This limited partnership investment was redeemed as of December 31, 2024. In addition, the financial statements of Raven Re and Corbeau Re include certain permitted practices approved by the Vermont Department of Financial Regulations. Without these permitted practices, the carry value of these two entities would be zero.
The prescribed and permitted practices resulted in increases to statutory capital and surplus of $ 454 million and $ 194 million at December 31, 2024 and 2023, 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 $ 175 million and $ 200 million at December 31, 2024 and 2023, respectively. In addition, FGL Insurance’s statutory carrying value of Corbeau Re reflects the effect of permitted practices Corbeau Re received to treat the excess of loss as an admitted asset, which increased Corbeau Re’s statutory capital and surplus by $ 1,230 million and $ 765 million at December 31, 2024 and 2023, respectively. Refer to Note O - F&G Reinsurance for a discussion of the XOL and letter of credit.
Raven Re - Raven Re is also permitted to follow Iowa prescribed statutory accounting practice for its reserves on reinsurance assumed from FGL Insurance and also has approval to include as an admitted asset the value of a letter of credit serving as collateral for reinsurance credit taken by FGL Insurance. Without such permitted statutory accounting practices, Raven Re’s statutory capital and surplus (deficit) would be $( 13 ) million and $( 89 ) million as of December 31, 2024 and 2023, respectively, 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 (refer to discussion of letter of credit in Note O F&G Reinsurance ). FGL Insurance’s statutory carrying value of Raven Re was $ 168 million and $ 140 million at December 31, 2024 and 2023, respectively.
Corbeau Re - Corbeau Re has four permitted practices pursuant to Vermont Statute, Title 8, Chapter 141 – (8 V.S.A. § 6048k(a)(2), whereby the Vermont Department authorizes the Company to (i) account for the amount equal to the excess of loss amount (“XOL Asset”) as an asset on its statutory financial statements; (ii) calculate the reserves with respect to the Retirement Pro Contracts in accordance with the following reserving methodology: the reserves are calculated as the present value of reinsured benefits when account value equals zero less the present value of reinsurance premiums from the winning integrated stream, floored at zero and capped as necessary to keep the net statutory reserve at the net cash surrender value. For benefits associated with all other contracts (“the GMWB Riders”), the reserves are calculated as the statutory reserves for the entire contract (i.e., the base contracts plus the GMWB Riders) minus the statutory reserves for the base contracts only (“Reserve Calculation Permitted Practice”); (iii) calculate its company action level risk-based capital as defined in Section 8301(13)(A) and, calculated using the risk-based capital factors and formulas prescribed by the NAIC, applying a factor of 0.62% to the
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XOL Asset Value; and (iv) annually perform a total company solvency analysis in lieu of cash flow testing and actuarial opinion and memorandum under Section 2010-2 of the Vermont Administrative Code. In addition, Corbeau Re assumes reserves that are equal to the reserves ceded by FGL Insurance which includes application of IAC Insurance 191, Chapter 97, "Accounting for Certain Derivative Instruments Used to Hedge the Growth in Interest Credited for Indexed Insurance Products and Accounting for the Indexed Insurance Products Reserve". Without such permitted statutory accounting practices, the Company’s statutory capital and surplus (deficit) would be $( 1,052 ) million and $( 594 ) million as of December 31, 2024 and 2023, respectively, and its risk-based capital would fall below the minimum regulatory requirements. FGL Insurance’s statutory carrying value of Corbeau Re was $ 178 million and $ 171 million at December 31, 2024 and 2023, respectively.
FGL NY Insurance - As of December 31, 2024 and 2023, FGL NY Insurance did not follow any prescribed or permitted statutory accounting practices that differ from the NAIC's statutory accounting practices.
Non-U.S. Companies
F&G's non-U.S. insurance subsidiaries, F&G Cayman Re and F&G Life Re, file financial statements with their respective regulators. For the annual period ended December 31, 2023, F&G Cayman Re began to file financial statements that are prepared in accordance with SAP prescribed or permitted by such authorities, which may vary materially from GAAP. 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 has two permitted practices which have been approved by the Cayman Islands Monetary Authority (“CIMA”). F&G Cayman Re has a permitted practice approved by CIMA to include, as an admitted asset, the value of the letters of credit (“LOCs”) acquired to support reinsurance transactions. Also, F&G Cayman Re has a permitted practice, approved by CIMA, for PRT reinsurance transactions to use U.S. statutory book value adjusted for best estimate reserve calculations (consistent with GAAP prior to ASU 2018-12, Financial Services-Insurance (Topic 944), Targeted Improvements to the Accounting for Long-Duration Contracts). These reserve calculations will be subject to annual assumption reviews consistent with other GAAP liability balances. If F&G Cayman Re had not been permitted to calculate PRT assumed reserves using best estimate reserve calculations or include the value of the LOCs as an admitted asset, statutory surplus would be $( 64 ) million and $ 102 million as of December 31, 2024 and December 31, 2023, respectively. Without such permitted statutory accounting practices, F&G Cayman Re’s risk-based capital would fall below the minimum regulatory requirements as of December 31, 2024 and December 31, 2023.
F&G Life Re files financial statements based on GAAP.
Net income and capital and surplus of our wholly owned Cayman Islands and Bermuda regulated insurance subsidiaries under SAP and GAAP, respectively, were as follows:
Subsidiary (country of domicile)
F&G Cayman Re (Cayman Islands) F&G Life Re (Bermuda)
Statutory Net income (loss): (In millions)
Year ended December 31, 2024
$ ( 11 ) $ 139
Year ended December 31, 2023
133 151
Year ended December 31, 2022
71 ( 339 )
Statutory Capital and Surplus (Deficit):
December 31, 2024
$ 734 $ 123
December 31, 2023
543 11
Regulation - Bermuda
F&G Life Re is a Bermuda exempted company incorporated under the Companies Act 1981, as amended (the “Bermuda Companies Act”) and registered as a Class E insurer under the Insurance Act 1978, as amended, and its related regulations (the “Bermuda Insurance Act”). F&G Life Re is regulated by the Bermuda Monetary Authority (“BMA”).
In addition to the requirements under the Bermuda Companies Act (as discussed below), the Bermuda Insurance Act limits the maximum amount of annual dividends and distributions that may be paid or distributed by F&G Life Re without prior regulatory approval. F&G Life Re is prohibited from declaring or paying a dividend if it fails to meet its minimum solvency margin, or ECR, or if the declaration or payment of such dividend would cause such breach. If F&G Life Re were to fail to meet its minimum solvency margin on the last day of any financial year, it would be prohibited from declaring or paying any dividends during the next financial year without the approval of the BMA. In addition, as a Class E insurer, F&G Life Re must not declare or pay a dividend to any person other than a policyholder unless the value of the assets of such insurer, as certified by the insurer’s approved actuary, exceeds its liabilities (as so certified) by the greater of its margin of solvency or ECR. In the
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event a dividend complies with the above, F&G Life Re must ensure the amount of any such dividend does not exceed that excess.
Furthermore, as a Class E insurer, F&G Life Re must not declare or pay a dividend in any financial year which would exceed 25% of its total statutory capital and surplus, as set out in its previous year’s Bermuda statutory financial statements, unless at least seven days before payment of such dividend F&G Life Re files with the BMA an affidavit signed by at least two directors of F&G Life Re and its principal representative under the Bermuda Insurance Act stating that, in the opinion of those signing, declaration of such dividend has not caused the insurer to fail to meet its relevant margins. The Bermuda Companies Act also limits F&G Life Re’s ability to pay dividends and make distributions to its shareholders. F&G Life Re is not permitted to declare or pay a dividend, or make a distribution out of its contributed surplus, if it is, or would after the payment be, unable to pay its liabilities as they become due or if the realizable value of its assets would be less than its liabilities.
F&G Life Re’s ability to pay dividends in 2025 is subject to the limitations described above.
Regulation - Cayman Islands
F&G Cayman Re is a Cayman Islands exempted company incorporated under the Companies Act, as amended (2023 Revision) and licensed as a Class D insurer in the Cayman Islands under the Insurance Act, 2010 as amended and its related regulation (the “Cayman Islands Insurance Act”). F&G Cayman Re is regulated by CIMA.
F&G Cayman Re dividends are paid as declared by its Board of Directors. The dividends will be in accordance with CIMA regulatory requirements and contractual obligations and any dividends require approval by CIMA. F&G Cayman Re can only request approval for dividends if (i) the ending capital, including considerations for future business plans, will maintain a surplus over the CIMA approved and permitted target modified RBC, and (ii) contractual language pursuant to the PRT reinsurance agreement requiring a US RBC above specified target is met. As of the most recent annual financial statement filed with CIMA, the RBC ratios for F&G Cayman Re exceeded these minimum requirements. Pursuant to the limitations described above, no dividends may be paid in 2025 by F&G Cayman Re without prior regulatory approval.
The prescribed and permitted statutory accounting practices have no impact on our audited Consolidated Financial Statements, which are prepared in accordance with GAAP.
Equity
On August 3, 2021, our Board of Directors approved the 2021 Repurchase Program under which we may purchase up to 25 million shares of our FNF common stock through July 31, 2024 (the "2021 Repurchase Program"). On July 31, 2024, our Board of Directors approved a new three-year stock repurchase program effective July 31, 2024 (the "2024 Repurchase Program") under which we are authorized to purchase up to 25 million shares of our FNF common stock through July 31, 2027. 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. During the year ended December 31, 2023, we repurchased a total of 100,000 FNF common shares for an aggregate of $ 4 million or an average of $ 38.45 per share under the 2021 Repurchase Program. During the year ended December 31, 2024, we did not repurchase any FNF common stock under the 2021 Repurchase Program or the 2024 Repurchase Program. Subsequent to December 31, 2024 and through market close on February 21, 2025, we did not repurchase any FNF common stock under the 2024 Repurchase Program.
Note Q - Leases
Right-of-use assets and lease liabilities related to operating leases under ASC Topic 842 are recorded when we are party to a contract, which conveys the right for us to control an asset for a specified period of time. Substantially all of our operating lease arrangements relate to rented office space and real estate for our title operations. We generally are not a party to any material contracts considered finance leases. Right-of-use assets and lease liabilities under ASC Topic 842 are recorded as Lease assets and Lease liabilities, respectively, on the Consolidated Balance Sheet as of December 31, 2024.
Our operating leases range in term from one to ten years . As of December 31, 2024, the weighted-average remaining lease term of our operating leases was 4.3 years.
Our lease agreements do not contain material variable lease payments, buyout options, residual value guarantees or restrictive covenants.
Most of our leases include one or more options to renew, with renewal terms that can extend the lease term by varying amounts. The exercise of lease renewal options is at our sole discretion. We do not include options to renew in our measurement of lease assets and lease liabilities as they are not considered reasonably assured of exercise.
Our operating lease liability is determined by discounting future lease payments using a discount rate based on our incremental borrowing rate for similar collateralized borrowing. The discount rate is calculated as an average of the current
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yield on our unsecured notes payable and 140 basis points in excess of the current five year SOFR swap rate. As of December 31, 2024, the weighted-average discount rate used to determine our operating lease liability was 4.7 %.
We do not separate lease components from non-lease components for any of our right-of-use assets.
Our lease costs are included in Other operating expenses on the Consolidated Statements of Earnings and was $ 134 million, $ 137 million and $ 142 million for the years ended December 31, 2024, 2023 and 2022, respectively. We do not have any material short term lease costs, variable lease costs, or sublease income.
Future payments under operating lease arrangements accounted for under ASC Topic 842 as of December 31, 2024, are as follows (in millions):
2025 $ 133
2026 108
2027 77
2028 52
2029 32
Thereafter 24
Total operating lease payments, undiscounted $ 426
Less: present value discount 41
Lease liability, at present value $ 385
See Note K Supplementary Cash Flow Information for certain information on noncash investing and financing activities related to our operating lease arrangements.
Note R - Property and Equipment
Property and equipment consist of the following:
December 31,
2024 2023
(In millions)
Furniture, fixtures and equipment $ 161 $ 163
Data processing equipment 155 145
Leasehold improvements 126 121
Buildings 93 95
Land 14 14
Other 8 6
Total property and equipment, gross 557 544
Accumulated depreciation and amortization ( 384 ) ( 376 )
Total property and equipment, net $ 173 $ 168
Depreciation expense on property and equipment was $ 53 million, $ 55 million and $ 59 million for the years ended December 31, 2024, 2023 and 2022, respectively.
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Note S - Accounts Payable and Other Accrued Liabilities
Accounts payable and other accrued liabilities consist of the following:
December 31,
2024 2023
(In millions)
Salaries and incentives $ 433 $ 373
Accrued benefits 454 437
URL 401 270
Deferred revenue 92 91
Contingent consideration - acquisitions 110 49
Trade accounts payable 191 339
Accrued recording fees and transfer taxes 7 15
Accrued premium taxes 30 3
Liability for policy and contract claims 102 92
Retained asset account 60 81
Remittances and items not allocated 224 284
Option collateral liabilities 680 588
Other accrued liabilities 465 387
$ 3,249 $ 3,009
The following tables roll forward URL for the universal life product for the years ended December 31, 2024 and 2023:
December 31,
2024 2023
(In millions)
Balance at January 1, $ 270 $ 166
Capitalization 151 119
Amortization ( 20 ) ( 15 )
Balance at December 31, $ 401 $ 270
For IUL the cash flow assumptions used to amortize URL reflect the Company’s best estimates for policyholder behavior. We review cash flow assumptions annually, generally in the third quarter. In 2024, F&G undertook a review of all significant assumptions, resulting in a revision to the IUL assumptions involving premium persistency and morality improvement. In 2023, F&G undertook a review of all significant assumptions, resulting in revisions to IUL assumptions involving surrender rates, partial withdrawal rates, mortality improvement, premium persistency, and option budgets.
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Note T — Income Taxes
Income tax expense (benefit) on continuing operations consists of the following:
Year Ended December 31,
2024 2023 2022
(In millions)
Current $ 360 $ 241 $ 331
Deferred 7 ( 49 ) 108
$ 367 $ 192 $ 439
Total income tax expense was allocated as follows:
Year Ended December 31,
2024 2023 2022
(In millions)
Net earnings from continuing operations $ 367 $ 192 $ 439
Other comprehensive earnings (loss):
Unrealized (loss) gain on investments and other financial instruments ( 35 ) 275 ( 1,198 )
Unrealized (loss) gain on foreign currency translation and cash flow hedging ( 6 ) 2 ( 4 )
Changes in current discount rate - future policy benefits 59 ( 50 ) 203
Changes in instrument - specific credit risk - market risk benefits 1 ( 9 ) 18
F&G 15 % Distribution
( 3 ) ( 35 ) 9
Minimum pension liability adjustment — — 2
Total income tax expense (benefit) allocated to other comprehensive earnings 16 183 ( 970 )
Total income tax expense (benefit) $ 383 $ 375 $ ( 531 )
A reconciliation of the federal statutory rate to our effective tax rate is as follows:
Year Ended December 31,
2024 2023 2022
Federal statutory rate 21.0 % 21.0 % 21.0 %
State income taxes, net of federal benefit 1.8 2.4 2.0
Stock compensation ( 0.5 ) ( 0.2 ) ( 0.1 )
Tax credits ( 0.7 ) ( 1.8 ) ( 0.7 )
Valuation allowance for deferred tax assets ( 1.0 ) 5.0 5.4
Benefit on Capital Loss Carryback — — ( 1.3 )
Officers Compensation 0.8 1.2 0.4
Non-deductible expenses and other, net ( 0.3 ) 0.1 ( 1.3 )
Effective tax rate 21.1 % 27.7 % 25.4 %
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The significant components of deferred tax assets and liabilities consist of the following:
December 31,
2024 2023
(In millions)
Deferred Tax Assets:
Employee benefit accruals $ 129 $ 116
Net operating loss carryforwards 115 84
Tax credits 204 119
Investment securities 775 686
Capital loss carryover 19 38
Life insurance and claim related adjustments 451 547
Funds held under reinsurance agreements 822 500
Market Risk Benefits 56 61
Bermuda corporate income tax net operating loss carryforward 10 24
Other 42 26
Total gross deferred tax asset 2,623 2,201
Less: valuation allowance 164 197
Total deferred tax asset $ 2,459 $ 2,004
Deferred Tax Liabilities:
Title plant $ ( 53 ) $ ( 53 )
Amortization of goodwill and intangible assets ( 71 ) ( 98 )
Other ( 11 ) ( 25 )
Depreciation ( 24 ) ( 29 )
Partnerships ( 198 ) ( 152 )
Value of business acquired ( 283 ) ( 304 )
Deferred acquisition costs ( 543 ) ( 361 )
Funds held under reinsurance agreements ( 945 ) ( 621 )
Title Insurance reserve discounting ( 16 ) ( 18 )
Total deferred tax liability $ ( 2,144 ) $ ( 1,661 )
Net deferred tax asset $ 315 $ 343
Our net deferred tax asset was $ 315 million and $ 343 million as of December 31, 2024 and 2023, respectively. The significant changes in the deferred taxes are as follows: the deferred tax asset for investment securities increased by $ 89 million primarily due to unrealized losses recorded for investment securities, of which $ 26 million was related to unrealized losses in our Title segment and $ 63 million was related to unrealized losses in our F&G segment's life insurance business. The deferred tax liability related to deferred acquisition costs increased by $ 182 million, which is consistent with the growth in sales in our F&G segment. The reinsurance receivable deferred tax asset increased by $ 322 million and the reinsurance receivable deferred tax liability increased by $ 324 million, both due to the increase in the Modco reinsurance in the F&G segment. The deferred tax asset relating to life insurance receivables decreased by $ 96 million primarily due to tax reserves increasing more than GAAP reserves by F&G. The tax credits deferred tax asset increased by $ 85 million, primarily due to additional corporate alternative minimum tax credits at the F&G segment’s life insurance business offset by utilization of low-income housing tax credits at the F&G segment’s life insurance business.
As of December 31, 2024, we have net operating losses ("NOLs") on a pretax basis of $ 547 million, of which $ 44 million relates to our Title segment and $ 503 million relates to our F&G segment's life insurance business, which are available to carryforward and offset future federal taxable income. The Title segment NOLs are U.S. federal NOLs arising from acquisitions made since 2012, including Buyers Protection Group, Inc., Digital Insurance Holdings, Inc. and THL Corporations (ServiceLink). Most of the NOLs are subject to an annual Internal Revenue Code Section 382 limitation. These losses will begin to expire in year 2034 and we fully anticipate utilizing the Title segment losses prior to expiration with the exception of $ 25 million of gross net operating losses that are offset by a $ 25 million valuation allowance in the Title segment. The F&G NOLs are indefinite life U.S. federal NOLs arising from the life insurance business.
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As of December 31, 2024 and 2023, we had $ 204 million and $ 119 million of tax credits, respectively, some of which have expiration dates and will begin to expire between 2029 and 2044. The credits primarily consist of general business credits and corporate alternative minimum tax credits, including $ 164 million associated with our F&G segment's life insurance business. The F&G segment's corporate alternative minimum tax credit has an indefinite life. We anticipate the remainder of the credits will be utilized prior to expiration with the exception of $ 30 million relating to general business credits in our Title segment which have a corresponding $ 30 million valuation allowance recorded.
As of December 31, 2024, a full valuation allowance on the net deferred tax asset related to the Bermuda corporate income tax net operating loss carryforward of $ 10 million was recorded. The net change in the Bermuda corporate income tax net loss operating carryforward valuation allowance was a $ 14 million decrease for the year ended December 31, 2024.
As of December 31, 2024, a valuation allowance of $ 119 million on the net deferred tax asset for capital losses was recorded, of which $ 71 million related to the Title segment and $ 48 million related to the F&G segment. The net change in the capital loss valuation allowance was a $ 20 million decrease for the year ended December 31, 2024. This decrease to the valuation allowance was primarily due to fluctuations in the bond and equity markets, and to capital gains and losses generated in 2024.
As of December 31, 2024 and 2023, there were no unrecognized tax benefits.
F&G's life insurance subsidiaries, as well as certain F&G non-life subsidiaries file separate tax returns from the FNF consolidated group. Prepaid expenses and other assets in the accompanying Consolidated Balance Sheets as of December 31, 2024, includes: $ 20 million of deferred tax assets related to the FNF consolidated group as well as $ 6 million of tax receivables and $ 295 million of deferred tax assets related to F&G subsidiaries who file separate tax returns. As of December 31, 2023, prepaid expenses and other assets included $ 26 million of tax receivables related to the FNF consolidated group as well as $ 28 million of tax receivables and $ 372 million of deferred tax assets related to the F&G subsidiaries.
We continue to be a participant in the Internal Revenue Service (“IRS”) Compliance Assurance Process that is a real-time audit. The 2024 U.S. federal income tax return remains open to examination by the IRS. We file income tax returns in various foreign and US state jurisdictions. Our state income tax returns for the 2020 through 2024 tax years remain subject to examination by state jurisdictions. The F&G life insurance group files a separate consolidated return with the IRS. The F&G federal income tax returns for 2020 through the current period remain open to examination by the IRS.
The Organization for Economic Cooperation and Development has developed guidance known as the Global Anti-Base Erosion Pillar Two minimum tax rules, or Pillar Two, which generally provide for a minimum effective tax rate of 15% and are intended to apply to tax years beginning in 2024. As of December 31, 2024, based on the countries in which we do business that have enacted legislation, the Company does not expect these rules to have a material impact on our income tax provision.
The Company considers its non-U.S. earnings to be indefinitely reinvested outside of the U.S. to the extent these earnings are not subject to the U.S. income tax under an anti-deferral tax regime. Given our intent to reinvest these earnings for an indefinite period of time, the Company has not accrued a deferred tax liability on these earnings. A determination of an unrecognized deferred tax liability related to these earnings is not practicable.
Note U - Employee Benefit Plans
Stock Purchase Plan
During the three-year period ended December 31, 2024, our eligible employees could voluntarily participate in our employee stock purchase plan (“ESPP”) sponsored by us. Pursuant to the ESPP, employees may contribute an amount between 3 % and 15 % of their base salary and certain commissions. We contribute varying amounts as specified in the ESPP.
We contribu ted $ 34 million, $ 30 million and $ 36 million to the ESPP in the years ended December 31, 2024 , 2023 and 2022, respectively, in accordance with our matching contribution.
FNF 401(k) Profit Sharing Plan
During the three-year period ended December 31, 2024 , we have offered our employees the opportunity to participate in our 401(k) profit sharing plan (the “401(k) Plan”), a qualified voluntary contributory savings plan that is available to substantially all of our employees. Eligible employees may contribute up to 40 % of their pre-tax annual compensation, up to the amount allowed pursuant to the Internal Revenue Code. During the year ended December 31, 2024, 2023 and 2022, we made an employer match on the 401(k) Plan of $ 0.50 on each $1.00 contributed up to the first 6 % of eligible earnings contributed to the 401(k) Plan by employees. The employer match was $ 46 million, $ 45 million and $ 50 million for the years ended December 31, 2024, 2023 and 2022, respectively, and was credited based on the participant's individual investment elections in the FNF 401(k) Plan.
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Omnibus Incentive Plan
In 2005, we established the FNT 2005 Omnibus Incentive Plan (as amended and restated, the “Omnibus Plan”) authorizing the issuance of up to 8 million shares of common stock, subject to the terms of the Omnibus Plan. On October 23, 2006; May 29, 2008; May 25, 2011; May 22, 2013; and June 15, 2016, the shareholders of FNF approved amendments to increase the number of shares for issuance under the Omnibus Plan by 16 million, 11 million, 6 million, 6 million and 10 million shares, respectively. The primary purpose of the increases were to assure that we had adequate means to provide equity incentive compensation to our employees on a going-forward basis. The Omnibus Plan provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units and performance shares, performance units, other cash and stock-based awards and dividend equivalents. As of December 31, 2024, there were 2,357,220 shares of restricted stock and no stock options outstanding under the Omnibus Plan. Awards granted are approved by the Compensation Committee of the Board of Directors.
F&G Omnibus Incentive Plan
On June 1, 2020, in connection with the acquisition of F&G, we assumed the shares that remained available for future awards under the FGL Holdings 2017 Omnibus Incentive Plan, as amended and restated (the “F&G Omnibus Plan”) and converted such shares into 2,096,429 shares of FNF common stock that may be issued pursuant to future awards granted under the F&G Omnibus Plan and 2,411,585 sh ares of FNF common stock that may be issued pursuant to outstanding stock options under the F&G Omnibus Plan. Each unvested stock option assumed under the F&G Omnibus Plan was converted into an FNF stock option and vests solely on the passage of time without any ongoing performance-vesting conditions. The options vest over a 3 year period, based on the option's initial grant date, and have a contractual life of 7 years. As of December 31, 2024, there were no shares of restricted stock and 100,000 stock options outstanding under the F&G Omnibus Plan.
FNF stock option transactions under the Omnibus Plan for 2024 , 2023, and 2022 are as follows:
Options Weighted Average
Exercise Price Exercisable
Balance, January 1, 2022 996,113 $ 25.53 996,113
Exercised ( 996,113 ) 25.53
Balance, December 31, 2022 — $ — —
FNF stock option transactions under the F&G Omnibus Plan for 2024, 2023 , and 2022 are as follows:
Options Weighted Average
Exercise Price Exercisable
Balance January 1, 2022 1,527,936 $ 35.97 1,072,584
Exercised ( 352,614 ) 38.79
Canceled ( 2,715 ) 28.00
Balance, December 31, 2022 1,172,607 $ 35.15 1,172,607
Exercised ( 502,414 ) 30.31
Canceled ( 26,570 ) 38.07
Balance, December 31, 2023 643,623 $ 38.80 643,623
Exercised ( 543,623 ) 38.74
Balance, December 31, 2024 100,000 $ 39.10 100,000
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FNF restricted stock transactions under the Omnibus Plan in 2024 , 2023 and 2022 are as follows:
Shares Weighted Average Grant Date Fair Value
Balance, December 31, 2021 1,639,226 $ 41.97
Granted 994,548 40.83
Vested ( 792,230 ) 41.44
Balance, December 31, 2022 1,841,544 $ 41.59
Granted 966,093 44.44
Canceled ( 23,975 ) 41.42
Vested ( 908,267 ) 40.26
Balance, December 31, 2023 1,875,395 $ 43.69
Granted 1,604,119 60.23
Canceled ( 16,603 ) 45.92
Vested ( 1,105,691 ) 47.21
Balance, December 31, 2024 2,357,220 $ 53.28
FNF restricted stock transactions under the F&G Omnibus Plan in 2024, 2023 and 2022 are as follows:
Shares Weighted Average Grant Date Fair Value
Balance, January 1, 2022 718,641 $ 40.24
Granted — —
Canceled ( 78,551 ) 37.79
Vested ( 138,542 ) 34.11
Balance, December 31, 2022 501,548 $ 42.31
Granted — —
Canceled ( 15,965 ) 45.63
Vested ( 304,104 ) 42.87
Balance, December 31, 2023 181,479 $ 41.08
Granted — —
Canceled ( 13,082 ) 48.28
Vested ( 168,397 ) 40.53
Balance, December 31, 2024 — $ —
The following table summarizes information related to stock options outstanding and exercisable as of December 31, 2024 :
Options Outstanding Options Exercisable
Weighted Weighted
Average Weighted Average Weighted
Remaining Average Remaining Average
Range of Number of Contractual Exercise Intrinsic Number of Contractual Exercise Intrinsic
Exercise Prices Options Life Price Value Options Life Price Value
(In years) (In millions) (In years) (In millions)
$ 0.00 - $ 39.10
100,000 0.97 $ 39.10 $ 2 100,000 0.97 $ 39.10 $ 2
100,000 $ 2 100,000 $ 2
We account for stock-based compensation plans in accordance with GAAP on share-based payments, which requires that compensation cost relating to share-based payments be recognized in the consolidated financial statements based on the fair value of each award. Using the fair value method of accounting, compensation cost is measured based on the fair value of the award at the grant date and recognized over the service period. Fair value of restricted stock awards and units is based on the
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grant date value of the underlying stock derived from quoted market prices. In 2024, we issued a $ 50 million restricted stock grant to our chairman, of which one quarter of the grant vested immediately, with the remaining three quarters vesting in equal installments over a period of three years on each anniversary of the grant date. The total fair value of restricted stock awards granted in the years ended December 31, 2024 , 2023 and 2022 was $ 97 million, $ 43 million and $ 41 million, respectively. The total fair value of restricted stock awards, which vested in the years ended December 31, 2024 , 2023 and 2022 was $ 76 million, $ 51 million and $ 38 million, respectively. Option awards are measured at fair value on the grant date using the Black Scholes Option Pricing Model. The intrinsic value of options exercised in the years ended December 31, 2024 , 2023 and 2022 was $ 9 million, $ 8 million and $ 16 million, respectively. Net earnings attributable to FNF Shareholders reflects stock-based compensation expense amounts of $ 82 million for the year ended December 31, 2024, $ 60 million for the year ended December 31, 2023 and $ 49 million for the year ended December 31, 2022 , which are included in personnel costs in the reported financial results of each period.
At December 31, 2024 , the total unrecognized compensation cost related to non-vested stock option grants and restricted stock grants is $ 98 million, which is expected to be recognized in pre-tax income over a weighted average period of 1.83 years.
Pension Plan
In 2000, FNF merged with Chicago Title Corporation ("CTC"). In connection with the merger, we assumed CTC’s noncontributory defined contribution plan and noncontributory defined benefit pension plan (the “Pension Plan”). The Pension Plan covers certain CTC employees. The benefits are based on years of service and the employee’s average monthly compensation in the highest 60 consecutive calendar months during the 120 months ending at retirement or termination. Effective December 31, 2000, the Pension Plan was frozen and there will be no future credit given for years of service or changes in salary. The accumulated benefit obligation is the same as the projected benefit obligation due to the pension plan being frozen as of December 31, 2000. Pursuant to GAAP on employers’ accounting for defined benefit pension and other post-retirement plans, the measurement date is December 31.
On May 1, 2023, we elected to terminate the Pension Plan, subject to approval by the Pension Benefit Guarantee Corporation and the receipt of a favorable determination letter from the IRS. Upon termination, the account balance of each participant in the Pension Plan shall become fully vested. Each remaining participant or beneficiary in the Pension Plan shall be given one of the following options with respect to termination of the Pension Plan: (i) a lump-sum distribution of the participant's account balance; or (ii) an annuity benefit equal to the participant’s account balance.
During the year ended December 31, 2024, we distributed substantially all of the Pension Plan assets to the participants or beneficiaries of the Pension Plan. As of December 31, 2024, the project benefit obligation and fair value of plan assets were immaterial. The discount rate used to determine the benefit obligation as of December 31, 2023 wa s 4.67 % . As of December 31, 2023, the projected benefit obligation was $ 64 million and the fair value of plan assets was $ 54 million. The net pension liability and net periodic expense included in our financial position and results of operations relating to the Pension Plan is not considered material for any period presented.
Note V - Financial Instruments with Off-Balance Sheet Risk and Concentration of Risk
In the normal course of business, we and certain of our subsidiaries enter into off-balance sheet credit arrangements associated with certain aspects of the title insurance business and other activities.
We generate a significant amount of title insurance premiums in Texas, California, Florida, Pennsylvania and Illinois. Title insurance premiums as a percentage of the total title insurance premiums written from those five states are detailed as follows:
2024 2023 2022
Texas 13.8 % 14.3 % 15.0 %
California 12.9 % 13.0 % 12.0 %
Florida 10.2 % 10.7 % 10.6 %
Illinois 5.8 % 6.0 % 5.3 %
Pennsylvania 5.2 % 4.9 % 5.2 %
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents, short-term investments, and trade receivables.
We place cash equivalents and short-term investments with high credit quality financial institutions and, by policy, limit the amount of credit exposure with any one financial institution. Investments in commercial paper of industrial firms and financial institutions are rated investment grade by nationally recognized rating agencies.
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Concentrations of credit risk with respect to trade receivables are limited because a large number of geographically diverse customers make up our customer base, thus spreading the trade receivables credit risk. We control credit risk through monitoring procedures.
Note W - Recent Accounting Pronouncements
Adopted Pronouncements
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this update improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expense categories that are regularly provided to the CODM and included in each reported measure of a segment’s profit or loss. In addition, the amendments enhance interim disclosure requirements that are currently required annually, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, and contain other disclosure requirements. The amendments in this update are incremental to the current requirements of Topic 280 and do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. We adopted this standard using the retrospective approach for all periods presented as required. Refer to Note J Segment Information for additional information.
In March 2023, the FASB issued ASU 2023-02, Accounting for Investments in Tax Credit Structure Using the Proportional Amortization Method (a consensus of the Emerging Issues Task Force). The amendments in this update permit reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met. We adopted this standard on January 1, 2024, as required, and there was no material impact to our audited Condensed Consolidated Financial Statements. Refer to Note T Income Taxes for further information.
In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 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 update 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 cost and complexity in measuring fair value, and increasing comparability of financial information across reporting entities that hold those investments. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. We adopted this standard as of January 1, 2024, and it did not have a material impact on our unaudited Condensed Consolidated Financial Statements and related disclosures upon adoption.
Pronouncements Not Yet Adopted
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments in this update enhance the transparency of the income tax disclosures by expanding on the disclosures required annually. The amendments require entities to disclose in their rate reconciliation table additional categories of information about federal, state, and foreign income taxes, in addition to providing details about the reconciling items in some categories if above a quantitative threshold. Additionally, the amendments require annual disclosure of income taxes paid (net of refunds received) disaggregated by jurisdiction based on a quantitative threshold. The amendments in this update are effective for public business entities for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments should be applied on a prospective basis, and, retrospective application is permitted. We do not currently expect to early adopt this standard and are in the process of assessing its impact on our disclosures upon adoption.
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The amendments in this update enhance transparency of certain expense captions by disclosing more granular information of specific expenses within those captions such as personnel costs, depreciation, and amortization. The amendments also require disclosure of qualitative description of amounts remaining in relevant expense captions that are not separately disaggregated. The amendments in this update are effective for all public companies for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted, and the amendments should be applied either
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prospectively to financial statements issued for reporting periods after the effective date or retrospectively to all prior periods presented in the financial statements. We do not expect to early adopt this standard and are in the process of assessing its impact on our disclosures upon adoption.
Note X - Market Risk Benefits
The following table presents the balances of and changes in MRBs associated with indexed annuities and fixed rate annuities for the years ended December 31, 2024 and 2023:
December 31, 2024 December 31, 2023
Indexed Annuities Fixed rate annuities Indexed Annuities Fixed rate annuities
(Dollars in millions)
Balance, beginning of period, net liability $ 314 $ 1 $ 164 $ 1
Balance, beginning of period, before effect of changes in the instrument-specific credit risk $ 209 $ 1 $ 102 $ 1
Issuances and benefit payments 109 — ( 10 ) —
Attributed fees collected and interest accrual 147 — 131 —
Actual policyholder behavior different from expected ( 5 ) — 27 —
Changes in assumptions and other 24 — 29 —
Effects of market related movements ( 162 ) — ( 70 ) —
Balance, end of period, before effect of changes in the instrument-specific credit risk $ 322 $ 1 $ 209 $ 1
Effect of changes in the instrument-specific credit risk 98 — 105 —
Balance, end of period, net liability $ 420 $ 1 $ 314 $ 1
Less: reinsured market risk benefits
61 — — —
Balance, end of period, net of reinsurance $ 359 $ 1 $ 314 $ 1
Weighted-average attained age of policyholders weighted by total AV (years) 67.98 72.58 68.28 72.59
Net amount at risk $ 1,327 $ 2 $ 1,059 $ 2
The following table reconciles MRBs by amounts in an asset position and amounts in a liability position to the MRBs amounts in the Consolidated Balance Sheets:
December 31, 2024 December 31, 2023
Direct Reinsured Net Direct Reinsured Net
(In millions)
MRB Asset
Indexed annuities $ 128 $ 61 $ 189 $ 88 $ — $ 88
Fixed rate annuities — — — — — —
Total MRB Asset $ 128 $ 61 $ 189 $ 88 $ — $ 88
MRB Liability
Indexed annuities $ 548 $ — $ 548 $ 402 $ — $ 402
Fixed rate annuities 1 — 1 1 — 1
Total MRB liability $ 549 $ — $ 549 $ 403 $ — $ 403
The net MRB liability increased for the year ended December 31, 2024, primarily as a result of collection of attributed fees, interest accrual, MRB reserves for contracts issued within the period, and changes in actuarial assumptions. These increases were partially offset by the effects of market related movements, including the impacts of higher risk-free rates and increases in the equity market related projections.
For the year ended December 31, 2024, notable changes made to the inputs to the fair value estimates of MRBs calculations included an increase in risk-free rates leading to a favorable change in the MRBs associated with indexed annuities and fixed rate annuities; increases in the equity market related projections resulted in a decrease in the net amount at risk associated with indexed annuities, leading to a favorable change in the value of the associated MRBs; and an increase in the rider benefit utilization assumption, leading to an unfavorable change in the value of the associated MRBs.
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The net MRB liability increased for the year ended December 31, 2023, primarily as a result of attributed fees collected, increases as a result of actual policyholder behavior different than expected and changes in assumptions as discussed below. These increases were partially offset by the effects of market related movements, including the impacts of higher risk-free rates and increases in the equity market related projections.
For the year ended December 31, 2023, notable changes made to the inputs to the fair value estimates of MRBs calculations included a significant increase in risk-free rates leading to a favorable change in the MRBs associated with indexed annuities and fixed rate annuities; increases in the equity market related projections resulted in a decrease in the net amount at risk associated with indexed annuities, leading to a favorable change in the value of the associated MRBs; and F&G’s credit spread decreased, lead to a corresponding unfavorable change in the MRBs associated with both indexed annuities and fixed rate annuities.
In 2024 and 2023, F&G undertook a review of all significant assumptions and revised several assumptions relating to our deferred annuities (indexed annuities and fixed rate annuities) with MRBs. For the year ended December 31, 2024, we updated assumptions including surrender rates, rider benefit election utilization, mortality improvement, and option budgets. For the year ended December 31, 2023, we updated assumptions including surrender rates, partial withdrawal rates, mortality improvement, and option budgets. All updates to these assumptions brought us more in line with our Company and overall industry experience since the prior assumption updates. These updates, in total, led to increases in the net MRB liability for the years ended December 31, 2024 and 2023.
Note Y — Contractholder Funds
The following tables summarize balances of and changes in contractholder funds’ account balances:
December 31, 2024
Indexed annuities Fixed rate annuities Universal Life FABN (b) FHLB (b)
(Dollars in millions)
Balance, beginning of year $ 27,164 $ 13,443 $ 2,391 $ 2,613 $ 2,539
Issuances 6,649 5,125 208 600 1,804
Premiums received 120 1 495 — —
Policy charges (a) ( 195 ) — ( 315 ) — —
Surrenders and withdrawals ( 3,832 ) ( 1,479 ) ( 101 ) — —
Benefit payments ( 495 ) ( 315 ) ( 18 ) ( 820 ) ( 1,606 )
Interest credited 821 667 157 71 117
Other 3 — — ( 1 ) ( 2 )
Balance, end of year 30,235 17,442 2,817 2,463 2,852
Embedded derivative adjustment (c) 219 — 79 — —
Gross liability, end of period 30,454 17,442 2,896 2,463 2,852
Less: Reinsurance recoverable 861 11,009 877 — —
Net liability, after reinsurance recoverable $ 29,593 $ 6,433 $ 2,019 $ 2,463 $ 2,852
Weighted-average crediting rate 2.90 % 4.42 % 6.20 % N/A N/A
Net amount at risk (d) N/A N/A $ 74,279 N/A N/A
Cash surrender value (e) $ 27,865 $ 16,266 $ 2,177 N/A N/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.
(e) These amounts are gross of reinsurance
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December 31, 2023
Indexed Annuities Fixed rate annuities Universal Life FABN (b) FHLB (b)
(Dollars in millions)
Balance, beginning of year $ 24,766 $ 9,358 $ 2,112 $ 2,613 $ 1,982
Issuances 4,722 5,061 199 — 1,256
Premiums received 103 1 382 — —
Policy charges (a) ( 182 ) — ( 261 ) — —
Surrenders and withdrawals ( 2,005 ) ( 1,142 ) ( 90 ) — —
Benefit payments ( 526 ) ( 240 ) ( 27 ) ( 53 ) ( 763 )
Interest credited 270 405 76 54 64
Other 16 — — ( 1 ) —
Balance, end of year 27,164 13,443 2,391 2,613 2,539
Embedded derivative adjustment (c) 243 — 84 — —
Gross liability, end of period 27,407 13,443 2,475 2,613 2,539
Less: Reinsurance recoverable 17 7,520 894 — —
Net liability, after reinsurance recoverable $ 27,390 $ 5,923 $ 1,581 $ 2,613 $ 2,539
Weighted-average crediting rate 1.40 % 4.85 % 3.44 % N/A N/A
Net amount at risk (d) N/A N/A $ 60,389 N/A N/A
Cash surrender value (e) $ 25,099 $ 12,505 $ 1,872 N/A N/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.
(e) These amounts are gross of reinsurance
The following table reconciles contractholder funds’ account balances to the contractholder funds liability in the Consolidated Balance Sheets:
December 31,
2024 2023
(In millions)
Indexed annuities
$ 30,454 $ 27,407
Fixed rate annuities 17,442 13,443
Immediate annuities 286 311
Universal life 2,896 2,475
Traditional life 5 5
Funding Agreement-FABN 2,463 2,613
FHLB 2,852 2,539
PRT 6 5
Total $ 56,404 $ 48,798
Annually, typically in the third quarter, we review assumptions associated with reserves for policy benefits and product guarantees. During the third quarter of 2024 and for the year ended December 31, 2024, based on policyholder behavior, experience and interest rate movements, we reflected updates to surrender assumptions for recent and expected near term policyholder behavior, as well as updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds. These changes resulted in a decrease in total benefits and other changes in policy reserves of approximately $ 89 million for the year ended December 31, 2024.
During the third quarter of 2023 and for the year ended December 31, 2023, based on increases in interest rates and pricing changes, we updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds and also aligned reserves to actual policyholder behavior. These changes resulted in an increase in total benefits and other changes in policy reserves of approximately $ 73 million for the year ended December 31, 2023.
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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:
December 31, 2024
Range of guaranteed minimum crediting rate At Guaranteed Minimum 1 Basis Point- 50 Basis Points Above
51 Basis Points- 150 Basis Points Above
Greater Than 150 Basis Points Above
Total
Indexed Annuities (In millions)
0.00%-1.50% $ 23,540 $ 1,236 $ 492 $ 1,846 $ 27,114
1.51%-2.50% 875 1 684 1,242 2,802
Greater than 2.50% 303 2 — 14 319
Total $ 24,718 $ 1,239 $ 1,176 $ 3,102 $ 30,235
Fixed Rate Annuities
0.00%-1.50% $ 57 $ 20 $ 773 $ 14,407 $ 15,257
1.51%-2.50% 4 7 20 462 493
Greater than 2.50% 804 2 5 881 1,692
Total $ 865 $ 29 $ 798 $ 15,750 $ 17,442
Universal Life
0.00%-1.50% $ 2,421 $ 7 $ — $ 24 $ 2,452
1.51%-2.50% — — — — —
Greater than 2.50% 364 — 1 — 365
Total $ 2,785 $ 7 $ 1 $ 24 $ 2,817
December 31, 2023
Range of guaranteed minimum crediting rate At Guaranteed Minimum 1 Basis Point- 50 Basis Points Above
51 Basis Points- 150 Basis Points Above
Greater Than 150 Basis Points Above
Total
Indexed Annuities (In millions)
0.00%-1.50% $ 22,392 $ 1,444 $ 526 $ 1,953 $ 26,315
1.51%-2.50% 196 1 24 250 471
Greater than 2.50% 377 1 — — 378
Total $ 22,965 $ 1,446 $ 550 $ 2,203 $ 27,164
Fixed Rate Annuities
0.00%-1.50% $ 23 $ 25 $ 1,532 $ 10,271 $ 11,851
1.51%-2.50% 5 8 23 453 489
Greater than 2.50% 893 2 4 204 1,103
Total $ 921 $ 35 $ 1,559 $ 10,928 $ 13,443
Universal Life
0.00%-1.50% $ 1,987 $ 5 $ — $ 21 $ 2,013
1.51%-2.50% — — — — —
Greater than 2.50% 361 16 1 — 378
Total $ 2,348 $ 21 $ 1 $ 21 $ 2,391
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Note Z — 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:
Traditional life
December 31, 2024 December 31, 2023
Expected net premiums (In millions)
Balance, beginning of year $ 722 $ 797
Beginning balance at original discount rate 874 974
Effect of actual variances from expected experience ( 4 ) ( 1 )
Balance adjusted for variances from expectation 870 973
Interest accrual 17 19
Net premiums collected ( 107 ) ( 118 )
Ending Balance at original discount rate 780 874
Effect of changes in discount rate assumptions ( 149 ) ( 152 )
Balance, end of year $ 631 $ 722
Expected FPB
Balance, beginning of year $ 2,071 $ 2,151
Beginning balance at original discount rate 2,492 2,665
Effect of actual variances from expected experience 44 ( 24 )
Balance adjusted for variances from expectation 2,536 2,641
Interest accrual 54 56
Benefits payments ( 222 ) ( 205 )
Ending Balance at original discount rate 2,368 2,492
Effect of changes in discount rate assumptions ( 435 ) ( 421 )
Balance, end of year $ 1,933 $ 2,071
Net liability for future policy benefits $ 1,302 $ 1,349
Less: Reinsurance recoverable 513 413
Net liability for future policy benefits, after reinsurance recoverable $ 789 $ 936
Weighted-average duration of liability for future policyholder benefits (years) 6.28 7.36
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The following tables summarize balances and changes in the present value of the expected FPB for limited-payment contracts:
PRT
December 31, 2024 December 31, 2023
(In millions)
Balance, beginning of year $ 4,189 $ 2,165
Beginning balance at original discount rate 4,351 2,475
Effect of changes in cash flow assumptions ( 3 ) ( 9 )
Effect of actual variances from expected experience ( 11 ) ( 7 )
Balance adjusted for variances from expectation 4,337 2,459
Issuances 2,324 2,041
Interest accrual 240 109
Benefits payments ( 484 ) ( 258 )
Ending Balance at original discount rate 6,417 4,351
Effect of changes in discount rate assumptions ( 363 ) ( 162 )
Balance, end of year $ 6,054 $ 4,189
Net liability for future policy benefits, after reinsurance recoverable $ 6,054 $ 4,189
Weighted-average duration of liability for future policyholder benefits (years) 7.78 8.23
Immediate annuities
December 31, 2024 December 31, 2023
(In millions)
Balance, beginning of year $ 1,415 $ 1,429
Beginning balance at original discount rate 1,788 1,858
Effect of changes in cash flow assumptions — —
Effect of actual variances from expected experience ( 27 ) ( 15 )
Balance adjusted for variances from expectation 1,761 1,843
Issuances 30 22
Interest accrual 59 51
Benefits payments ( 118 ) ( 128 )
Ending Balance at original discount rate 1,732 1,788
Effect of changes in discount rate assumptions ( 435 ) ( 373 )
Balance, end of year $ 1,297 $ 1,415
Net liability for future policy benefits $ 1,297 $ 1,415
Less: Reinsurance recoverable 109 116
Net liability for future policy benefits, after reinsurance recoverable $ 1,188 $ 1,299
Weighted-average duration of liability for future policyholder benefits (years) 12.63 12.47
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The following tables summarize balances and changes in the liability for DPL for limited-payment contracts:
December 31, 2024 December 31, 2023
Immediate annuities PRT Immediate annuities PRT
(In millions)
Balance, beginning of year $ 87 $ 10 $ 69 $ 4
Effect of modeling changes — — 4 —
Effect of changes in cash flow assumptions — ( 8 ) — 1
Effect of actual variances from expected experience 8 — 16 5
Balance adjusted for variances from expectation 95 2 89 10
Issuances 3 1 3 —
Interest accrual 1 4 2 1
Amortization ( 9 ) ( 1 ) ( 7 ) ( 1 )
Balance, end of year $ 90 $ 6 $ 87 $ 10
The following table reconciles the net FPB to the FPB in the Consolidated Balance Sheets. The DPL for Immediate Annuities and PRT is presented together with the FPB in the Consolidated Balance Sheets and has been included as a reconciling item in the table below:
December 31,
2024 2023
(In millions)
Traditional life $ 1,302 $ 1,349
Immediate annuities 1,297 1,415
PRT 6,054 4,189
Immediate annuities DPL 90 87
PRT DPL 6 10
Total $ 8,749 $ 7,050
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:
Undiscounted Discounted
December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023
Traditional life (In millions)
Expected future benefit payments $ 2,705 $ 2,935 $ 1,948 $ 2,075
Expected future gross premiums 914 1,082 681 789
Immediate annuities
Expected future benefit payments $ 3,189 $ 3,291 $ 1,297 $ 1,413
Expected future gross premiums — — — —
PRT
Expected future benefit payments $ 10,038 $ 6,709 $ 6,054 $ 4,350
Expected future gross premiums — — — —
The following table summarizes the amount of revenue and interest related to nonparticipating traditional and limited-payment contracts recognized in the Consolidated Statements of Earnings:
Gross Premiums (a) Interest Expense (b)
December 31, December 31,
2024 2023 2022 2024 2023 2022
(In millions)
Traditional life $ 111 $ 123 $ 137 $ 37 $ 37 $ 39
Immediate annuities 18 24 23 59 51 60
PRT 2,217 1,964 1,362 240 109 50
Total $ 2,346 $ 2,111 $ 1,522 $ 336 $ 197 $ 149
(a) Included in Life insurance premiums and other fees on the Consolidated Statements of Earnings.
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(b) Included in Benefits and other changes in policy reserves (remeasurement gains (losses) (a)) on the Consolidated Statements of Earnings.
The following table presents the weighted-average interest rate:
December 31,
2024 2023 2022
Traditional life
Interest accretion rate 2.34 % 2.33 % 2.32 %
Current discount rate 5.44 % 5.03 % 5.37 %
Immediate annuities
Interest accretion rate 3.17 % 3.14 % 3.07 %
Current discount rate 5.45 % 4.98 % 5.21 %
PRT
Interest accretion rate 4.72 % 4.61 % 3.20 %
Current discount rate 5.54 % 5.03 % 5.40 %
The following tables summarize the actual experience and expected experience for mortality and lapses of the FPB:
December 31, 2024
Traditional life Immediate annuities PRT
Mortality
Actual experience 1.4 % 2.7 % 2.7 %
Expected experience 1.5 % 1.9 % 2.5 %
Lapses
Actual experience 0.1 % — % — %
Expected experience 0.5 % — % — %
December 31, 2023
Traditional life Immediate annuities PRT
Mortality
Actual experience 1.7 % 3.2 % 3.2 %
Expected experience 1.4 % 1.8 % 2.3 %
Lapses
Actual experience — % — % — %
Expected experience 0.3 % — % — %
December 31, 2022
Traditional life Immediate annuities PRT
Mortality
Actual experience 1.5 % 3.0 % 1.9 %
Expected experience 1.3 % 1.9 % 2.5 %
Lapses
Actual experience — % — % — %
Expected experience 0.3 % — % — %
The following table provides additional information for periods in which a cohort has a net premium ratio (“NPR”) greater than 100% (and therefore capped at 100%) (dollars in millions):
December 31, 2024
Cohort X Description
NPR before capping 108 % Term with return of premium Non-NY Cohort
Reserves before NPR capping $ 1,147 Term with return of premium Non-NY Cohort
Reserves after NPR capping 1,174 Term with return of premium Non-NY Cohort
Loss Expense 27 Term with return of premium Non-NY Cohort
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F&G realized actual-to-expected experience variances and made changes to assumptions during the years ended December 31, 2024 and 2023 as follows:
Traditional life
The traditional life line of business primarily consists of policies that were sold prior to 2010. As this line of business continues to age, benefit payments made from these contracts will be the primary driver of the emergence of reserves, decreasing the reserve balance.
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. In 2024, F&G made an adjustment to the calculation to reflect additional actuarial precision, unrelated to the assumptions, driving an increase to the FPB liability. In 2023, F&G undertook a review of all significant assumptions and revised the lapse assumption, resulting in a slight decrease to the FPB. There have been no other significant changes.
Market data that underlies current discount rates was updated in 2024 from that utilized in 2023 resulting in increased discount rates that drove a decrease to the FPB. Market data that underlies current discount rates was updated in 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.
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. In 2024 and 2023, F&G 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 in 2024 from that utilized in 2023 resulting in increased discount rates that drove a decrease to the FPB. Market data that underlies current discount rates was updated in 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.
PRT (life contingent)
The PRT line of business has issued a significant volume of contracts for both 2024 and 2023, which is the primary impact in increasing the reserve balance in each of those periods.
Significant assumption inputs to the calculation of the FPB for PRT (life contingent) include mortality and discount rates (both accretion and current). Additionally, for PRT contracts with deferred payment streams retirement age and elected payment form are significant assumptions. We review the cash flow assumptions annually, typically in the third quarter. In 2024 and 2023, F&G 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 in 2024 from that utilized in 2023 resulting in increased discount rates that drove a decrease to the FPB. Market data that underlies current discount rates was updated in 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.
Premium deficiency testing
F&G conducts annual premium deficiency testing for its long-duration contracts except for the FPB 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 2024, F&G did not pass premium deficiency testing for the traditional life block of business, related to the recoverability of VOBA. Due to that result, F&G began accruing a liability in the fourth quarter of 2024 that increases the amortization of traditional life VOBA. The liability balance was immaterial at December 31, 2024. During 2023, F&G was not required to establish any additional liabilities as a result of premium deficiency testing.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.