Core Viewpoint - Carronade Capital is advocating for the election of four independent director nominees to the Board of Cannae Holdings, citing the need for accountability and independence to address chronic underperformance and governance issues [1][2][3]. Group 1: Nomination and Qualifications - Carronade Capital has nominated four highly qualified candidates: Mona Aboelnaga, Benjamin Duster, Dennis Prieto, and Cherie Schaible, who possess the expertise to drive value creation initiatives [3][4]. - The nominees are described as truly independent and are expected to prioritize shareholder interests over management [3][4]. Group 2: Criticism of Current Board - Carronade Capital criticizes Cannae's current Board for its inadequate response to governance issues and for providing excessive benefits to Bill Foley, including a cash buyout for half his shares at a premium if he resigns under certain conditions [2][3]. - The firm argues that the current Board's actions are insufficient to rectify the significant discount to net asset value (NAV) and that new independent directors are necessary to restore shareholder confidence [3]. Group 3: Value Creation Initiatives - If elected, Carronade's nominees are expected to implement several initiatives aimed at enhancing shareholder value, including timely capital returns through spin-outs or buybacks, refreshing leadership in key committees, and reducing corporate overhead costs [4][5]. - The firm emphasizes the importance of creating a Value Maximization committee to oversee the execution of plans designed to improve shareholder returns [5]. Group 4: Shareholder Engagement - Carronade Capital plans to engage with shareholders leading up to the 2025 Annual Meeting, which is expected to occur around mid-June 2025 [4]. - Shareholders are advised that no action is required from them at this time [4]. Group 5: Company Background - Carronade Capital is a multi-strategy investment firm based in Connecticut, managing over $2.2 billion in assets and focusing on process-driven investments in catalyst-rich situations [5]. - The firm was founded in 2019 by Dan Gropper, who has nearly three decades of experience in special situations credit [5][6].
Carronade Capital Files Preliminary Proxy Statement for Cannae Holdings 2025 Annual Meeting