Related Party Transactions

We are party to certain related party agreements, including certain agreements with FNF. As a result of the Distribution, FNF no longer has an ownership interest in us; however, FNF is still considered to be a related party, primarily due to the combination of certain shared board members, members of senior management and various agreements.

We were party to certain related party agreements with THL until May 11, 2018, the date of an underwritten secondary offering of shares of our common stock by affiliates of THL. As a result of this offering, certain affiliates of THL no longer have an ownership interest in us and are no longer considered related parties.

A summary of underwritten secondary offerings of shares of our common stock by affiliates of THL is as follows (in millions):



	May 11, 2018	March 15, 2018	February 15, 2018	November 24, 2017	May 12, 2017 (1)
Number of shares sold by affiliates of THL	12.1	8.0	8.0	7.0	5.8
Number of shares Black Knight repurchased from the underwriter	—	1.0	2.0	2.0	—
Shares owned by affiliates of THL immediately after each offering	—	12.1	20.1	28.1	35.1

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(1)	Includes the effect of an option for the underwriter to purchase an additional 0.8 million shares, which was exercised in full and closed on May 18, 2017.

As of February 8, 2019, D&B is considered to be a related party primarily due to the combination of certain shared board members, members of executive management and our investment. Refer to Note 3—Business Acquisitions and Other Investment. Transactions with FNF and THL are described below.

FNF

We have various agreements with FNF to provide software, data and analytics services, as well as corporate shared services and information technology. We are also a party to certain other agreements under which we incur other expenses or receive revenues from FNF.

A detail of the revenues and expenses, net from FNF is as follows (in millions):



	Year ended December 31,
	2018		2017		2016
Revenues	$	57.6	$	56.8	$	73.5
Operating expenses	12.1		12.3		15.6
Guarantee fee	—		1.2		3.9

We paid to FNF a guarantee fee of 1.0% of the outstanding principal of the Senior Notes (as defined in Note 11—Long Term Debt) in exchange for the guarantee by FNF of the Senior Notes. The guarantee fee was included in Interest expense, net on the Consolidated Statements of Earnings and Comprehensive Earnings. On April 26, 2017, the Senior Notes were redeemed, and we are no longer required to pay a guarantee fee.

In connection with our 2018 Credit Agreement (as defined in Note 11 — Long-Term Debt), FNF no longer hold any principal amount of our debt. As of December 31, 2017, FNF held $48.8 million of principal amount of our Term B Loan (as defined in Note 11—Long Term Debt) from our 2015 Credit Agreement, as amended.

THL

Two managing directors of THL currently serve on our Board of Directors. We purchased software and systems services from certain entities over which THL exercises control. Transactions with THL are summarized through May 11, 2018, the date THL is no longer considered a related party.

A detail of the expenses, net from THL is as follows (in millions):



	Year ended December 31,
	2018		2017		2016
Operating expenses	$	—	$	0.3	$	1.3
Software and software-related purchases	—		—		1.1

Consolidated Statements of Earnings and Comprehensive Earnings

A detail of related party items included in Revenues is as follows (in millions):



	Year ended December 31,
	2018		2017		2016
Data and analytics services	$	21.7	$	24.0	$	47.2
Servicing, origination and default software services	35.9		32.8		26.3
Total related party revenues	$	57.6	$	56.8	$	73.5

A detail of related party items included in Operating expenses (net of expense reimbursements) is as follows (in millions):



	Year ended December 31,
	2018			2017			2016
Data entry, indexing services and other operating expenses	$	8.2		$	5.1		$	9.6
Corporate services	4.9			9.2			10.4
Technology and corporate services	(1.0		)	(1.7		)	(3.1		)
Total related party expenses, net	$	12.1		$	12.6		$	16.9

Consolidated Balance Sheets

A detail of related party items included in Prepaid expenses and other current assets is as follows (in millions):



	December 31,
	2018		2017
Contract assets	$	4.8	$	—
Prepaid fees	—		0.1
Total related party prepaid expenses and other current assets	$	4.8	$	0.1

As of December 31, 2018, related party deferred revenues of $0.1 million are included in Deferred revenues (current) in our Consolidated Balance Sheets.

We believe the amounts earned from or charged by us under each of the foregoing arrangements are fair and reasonable. We believe our service arrangements are priced within the range of prices we offer to third parties, except for certain corporate services provided to FNF and certain corporate services provided by FNF, which are at cost. However, the amounts we earned or that were charged under these arrangements were not negotiated at arm's length and may not represent the terms that we might have obtained from an unrelated third party.