VOTING AGREEMENTVoting Agreement • February 7th, 2020 • Fidelity National Financial, Inc. • Title insurance • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of February 7, 2020, is by and among FGL Holdings, a Cayman Islands exempted company (the “Company”), Fidelity National Financial, Inc., a Delaware corporation (“Parent”), and the Persons executing this Agreement as “Shareholders” on the signature pages hereto (each a “Shareholder” and collectively, the “Shareholders”).
AGREEMENT AND PLAN OF MERGER by and among FIDELITY NATIONAL FINANCIAL, INC. F I CORP. F II CORP. and FGL HOLDINGS Dated as of February 7, 2020Merger Agreement • February 7th, 2020 • Fidelity National Financial, Inc. • Title insurance • Delaware
This AGREEMENT AND PLAN OF MERGER (together with all annexes, letters, schedules and exhibits hereto, this “Agreement”), dated as of February 7, 2020, is by and among Fidelity National Financial, Inc., a Delaware corporation (“Parent”), F I Corp., a Cayman Islands exempted company and wholly owned subsidiary of Parent (“Merger Sub I”), F II Corp., a Cayman Islands exempted company and wholly owned subsidiary of Parent (“Merger Sub II” and, together with Merger Sub I, “Merger Subs”), and FGL Holdings, a Cayman Islands exempted company (the “Company”).
SERIES A PREFERRED SHARE PURCHASE AGREEMENTSeries a Preferred Share Purchase Agreement • February 7th, 2020 • Fidelity National Financial, Inc. • Title insurance • Delaware
This SERIES A PREFERRED SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of February 7, 2020, is by and among Fidelity National Financial, Inc., a Delaware corporation (“Buyer”) and each of the persons listed on Annex A (each, a “Seller”, and together, the “Sellers” and together with Buyer, the “Parties”). Capitalized terms used herein and not otherwise defined will take their meaning from the Agreement and Plan of Merger, dated as of the date hereof, by and among Buyer, F I Corp., F II Corp., and the Company (the “Merger Agreement”).
VOTING AGREEMENTVoting Agreement • February 7th, 2020 • Fidelity National Financial, Inc. • Title insurance • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of February 7, 2020, is by and among Fidelity National Financial, Inc., a Delaware corporation (“Parent”), FGL Holdings, a Cayman Islands exempted company (the “Company”) and the Persons executing this Agreement as “Shareholders” on the signature pages hereto (each a “Shareholder” and collectively, the “Shareholders”).
