On January 13, 2023, Fidelity National Financial, Inc.’s majority-owned subsidiary F&G Annuities & Life, Inc. completed the issuance and sale of $500 million aggregate principal amount of its 7.400% Senior Notes due 2028 (the “Notes”). The 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 (the “Guarantors”). F&G intends to use the net proceeds from the offering for general corporate purposes, including to support the growth of assets under management and for F&G’s future liquidity requirements.

The Notes were offered and sold in a private offering that was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The Notes were offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A, and outside of the United States pursuant to Regulation S, under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction.

Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes were issued pursuant to an indenture, dated as of January 13, 2023 (the “Base Indenture”), as supplemented by a supplemental indenture, dated as of January 13, 2023 (together with the Base Indenture, the “Indenture”), among F&G, the Guarantors and Citibank, N.A., as trustee (the “Trustee”). The Notes are the senior unsecured, unsubordinated obligations of F&G and are fully and unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantors.

The Notes will bear interest at a rate equal to 7.400% per year, payable semiannually in arrears on January 13 and July 13 of each year, beginning on July 13, 2023. The Notes will mature on January 13, 2028, unless earlier repurchased or redeemed. At any time prior to December 13, 2027 (the “Par Call Date”), F&G will have the right to redeem the Notes, in whole or in part, at a redemption price equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) (a) the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed discounted to the redemption date (assuming the Notes to be redeemed matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined in the Indenture), plus 50 basis points, less (b) interest accrued to the redemption date, plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.

At any time on or after the Par Call Date, F&G will have the right to redeem the Notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the redemption date.