Fidelity National Financial, Inc. Announces the Signing of a Letter of Intent to Acquire ANFI, Inc.

December 16, 2002

IRVINE, Calif., Dec. 16 /PRNewswire-FirstCall/ -- Fidelity National Financial, Inc. (NYSE: FNF) has entered into a Letter of Intent ("LOI") to acquire all of the outstanding common stock that it does not currently own of ANFI, Inc. ("ANFI"), a provider of title insurance and other real estate related services. FNF currently owns approximately 28% of the outstanding common stock of ANFI.

Under the terms of the LOI, each share of ANFI common stock will be exchanged for .4540 shares of FNF common stock. Based on the closing price of $32.86 for FNF's common stock on December 16, 2002, the implied per share consideration for each share of ANFI common stock is $14.92, an 11 percent premium over the ANFI closing price of $13.41 on December 16, 2002. The parties expect to sign a Definitive Agreement in January 2003. For the nine months ended September 30, 2002, ANFI generated $139 million in revenue and $16 million of net income.

"FNF has made a strategic commitment to grow its Ticor Title brand and the acquisition of ANFI is a key component of this strategy," said FNF Chairman and Chief Executive Officer William P. Foley, II. "We will operate the ANFI direct operations under the name Ticor. This will result in a significant expansion of Ticor's current direct operations and referral network throughout the Western United States. ANFI's direct title operations in California, Arizona and Nevada will complement Ticor Title's strong, existing national agency business and direct title operations. With the addition of ANFI, Ticor's $500 million of combined revenue positions it well for future growth."

"The proposed combination with FNF provides tremendous value to ANFI shareholders and presents terrific opportunities for ANFI employees," said ANFI Chairman and Chief Executive Officer Michael C. Lowther. "Ticor Title is a nationally recognized title brand and ANFI is excited about becoming a key element to Ticor's growth strategy."

Source: Fidelity National Financial, Inc.


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SoftPro, based in Raleigh, NC, offers a mature suite of products, designed specifically for the closing and title industry. Our mission is to serve our client base, with best-in-class products and services. Our products are modular so we don't force you to buy anything you don't need. You can always add on as your business grows. Unlike other software companies, we view the sale as the beginning of the relationship rather than the end. North American Title Insurance Company (NATIC) is a seasoned title insurance underwriter, helping title agents to achieve their individual business goals for more than 50 years. Today, the company conducts real estate settlement services in 39 states and the District of Columbia through a network of experienced, independent agents.