Fidelity National Financial Enters Material Definitive Agreement

TL;DR

FNF just signed a big deal, details TBD.

AI Summary

Fidelity National Financial, Inc. announced on April 23, 2024, that it entered into a Material Definitive Agreement. The filing does not disclose specific details of the agreement, the counterparty, or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for Fidelity National Financial, which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the material definitive agreement.

Key Players & Entities

• Fidelity National Financial, Inc. (company) — Registrant
• April 23, 2024 (date) — Date of Report
• April 22, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — n which registered: FNF Common Stock, $0.0001 par value FNF New York Stock Exchan

Filing Documents

• tm2412437d1_8k.htm (8-K) — 29KB
• tm2412437d1_ex4-1.htm (EX-4.1) — 25KB
• tm2412437d1_ex99-1.htm (EX-99.1) — 11KB
• tm2412437d1_ex99-1img001.jpg (GRAPHIC) — 5KB
• 0001104659-24-050345.txt ( ) — 250KB
• fnf-20240422.xsd (EX-101.SCH) — 3KB
• fnf-20240422_lab.xml (EX-101.LAB) — 33KB
• fnf-20240422_pre.xml (EX-101.PRE) — 22KB
• tm2412437d1_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On April 22, 2024, Fidelity National Financial, Inc. (the "Company") and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee"), entered into a supplemental indenture (the "Supplemental Indenture") to the indenture, dated as of December 8, 2005 (the "Indenture"), governing the Company's 4.500% Senior Notes due 2028 (the "2028 Notes"), 3.400% Senior Notes due 2030 (the "2030 Notes"), 2.450% Senior Notes due 2031 (the "2031 Notes") and 3.200% Senior Notes due 2051 (the "2051 Notes" and, collectively, the "Notes"; and each a "series of Notes"). The Company entered into the Supplemental Indenture following receipt of the requisite consents from holders of the Notes pursuant to the Company's previously announced solicitations of consents (the "Consent Solicitations"), which expired at 5:00 p.m., New York City time, on April 22, 2024 (the "Expiration Time"). The Consent Solicitations were conducted in connection with the Company's proposed redomestication, by conversion, from a corporation organized under the laws of the State of Delaware to a corporation organized under the laws of the State of Nevada (the "Redomestication"). The Company solicited consents to permit the Redomestication under the Indenture (the "Proposed Amendment"). The Supplemental Indenture became effective and constituted a binding agreement between the Company and the Trustee upon execution thereof, but the Proposed Amendment will become operative only if the Company pays the consent fee to the holders of its 2028 Notes, 2030 Notes, 2031 Notes and 2051 Notes, who validly delivered their consents at or prior to the Expiration Time (and did not validly revoke such consents), pursuant to the Consent Solicitations immediately prior to the consummation of the Redomestication. No consent fee will be paid with respect to a series of Notes if any of the consent solicitations are terminated prior to the Proposed Amendment becoming

01 Other Events

Item 8.01 Other Events. On April 23, 2024, the Company issued a press release, announcing the expiration of the previously announced Consent Solicitations, the receipt of the consents required to approve the Proposed Amendment with respect to the Notes and the entry into the Supplemental Indenture in connection therewith. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Description 4.1 Eighth Supplemental Indenture, dated as of April 22, 2024, between Fidelity National Financial, Inc. and The Bank of New York Mellon Trust Company, N.A. 99.1 Press Release, dated April 23, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FIDELITY NATIONAL FINANCIAL, INC. By: /s/ Michael L. Gravelle Name Michael L. Gravelle Title Executive Vice President, General Counsel and Corporate Secretary Date: April 23, 2024

View Full Filing

View this 8-K filing on SEC EDGAR