Dear Readers,
There is an old expression I am sure everyone is familiar with. It has to do with one
not being able to take no for an answer.
Such appears to be the case and could easily be applied to the apparent transaction
that saw Cannae Holdings Inc. and Senator Investment Group LP making a
proposal to acquire CoreLogic for $65 per share, which tantamounted to $7 billion
dollars. The proposal was initiated June 26.
The companies said that the all-cash offer is compelling because they offered
a premium and transaction multiple well above those customarily seen in this
industry. Cannae and Senator’s offer represented a 37 percent premium to the
company’s unaffected price and a 26 percent premium to the company’s 52-week
high.
Sounds good, right, but wait a minute, not so fast.
The CoreLogic Inc. board of directors unanimously rejected the unsolicited
proposal from Senator Investment Group LP and Cannae Holdings Inc. just a
couple of weeks after the offer was made.
“After a careful and thorough review, conducted in consultation with its
independent financial and legal advisors, CoreLogic’s board of directors
unanimously concluded that the unsolicited proposal significantly undervalues
the company, raises serious regulatory concerns, and is not in the best interests of
its shareholders,” CoreLogic said.
Cannae Holdings and Senator Investment Group, clearly not ready to give up
easily, then issued an open letter July 29 to CoreLogic shareholders, announcing
they have initiated the process to call a special meeting of shareholders to elect
nine independent and highly accomplished directors to the CoreLogic Board of
Directors.
Recently, the two companies have delivered written consents to call a special
meeting of shareholders to consider the director nominations previously put forth
by Cannae and Senator in response to CoreLogic’s refusal to accept the purchasing
offer by Cannae and Senator, according to a press release.
Valuation Review is staying on top of this “war of words,” or in this case, just the
word NO. Stay tuned, and stay healthy and safe during these difficult times.
Your valued editor,
Mike Holzheimer