Benzinga | Oct 21, 2020 08:09AM EDT

Cannae Holdings and Senator Investment Group Issue Detailed Investor Presentation Highlighting Case for Electing Nine New Independent Directors to CoreLogic Board

Cannae Holdings, Inc. (NYSE:CNNE), ("Cannae") and Senator Investment Group LP ("Senator"), which, directly or through affiliated entities, jointly own or have an economic interest equivalent to approximately 15% of the outstanding shares of CoreLogic, Inc. (NYSE:CLGX), ("CoreLogic" or the "Company"), today released an investor presentation detailing the case for electing nine new independent directors to the CoreLogic Board to ensure that the Company carries out a legitimate sales process aimed at maximizing value for all shareholders.

The complete investor presentation is available at www.UnlockingCoreLogic.com.

Key highlights from the presentation include the following:

* Cannae and Senator have made a compelling proposal to acquire CoreLogic. The offer represents a 39% premium and a normalized EBITDA multiple 40%+ above CoreLogic's 10.5x average.1 Cannae and Senator have repeatedly stated that they are open minded to increasing the offer if given diligence, have made an unqualified 'hell-or-high-water' commitment (thereby removing any regulatory risk to closing), and have indicated a willingness either to participate in an auction or to provide a generous go-shop period as part of a merger agreement. Cannae & Bill Foley are precisely the type of credible buyer with whom CoreLogic's Board should want to engage.

* Shareholders expect a sale of the Company. CoreLogic's realized volatility has collapsed 67%,2 meaning that it no longer trades on fundamentals but rather as a deal stock anticipating a transaction. CoreLogic's stock price has jumped more than 40% since Cannae and Senator's involvement, while the average price of CoreLogic's mortgage services peers has remained flat. The Company's largest shareholder for more than seven years sold their 17.8% position. Other top 10 shareholders have notified Cannae and Senator that they have also exited their entire position (as we expect to be seen on 13Fs in mid-November).

* CoreLogic's Board has refused to constructively engage with Cannae and Senator, continuing a well-established pattern of poor stewardship. The Company has underperformed peers by 145% over the past five years,3 consistently ranks in the bottom 4% of the entire Russell 3000 for missing market expectations,4 has not met any of its long-term targets and consistently produces negative organic growth. This same Board has now denied diligence access, attempted to invite regulatory scrutiny around a potential transaction, done shareholders a disservice by playing games with the Special Meeting and has undermined multiple attempts at constructive engagement.

* Cannae and Senator's nominees are fully independent and highly qualified. They bring extensive experience overseeing and advising public companies as well as evaluating and executing value-maximizing transactions. More than half of them have served as CEO or Chair of a large organization, each has extensive M&A experience as well as financial, operational, or corporate governance expertise, and they are better qualified than the current Board according to CoreLogic's own qualification categories in the Company's proxy. The nominees have no affiliation or association with each other, Senator, Cannae, or any of their affiliates.

* Electing nine new directors to form a majority of the 12-member Board is essential to ensuring a legitimate sales process. The incumbent Board has repeatedly sought to avoid a process, and we believe there is substantial risk that they will use a sham auction as another delay tactic. A change in the majority of directors is necessary under Delaware law to protect against the current Board's threat to not allow shareholders to replace directors. Voting for Cannae and Senator's nominees is a vote for a full and fair sales process to maximize shareholder value.