Cannae and Senator Unable to Force CoreLogic Special Meeting

Activist Investors are Seeking Additional Partners to Achieve Necessary Ownership tTreshold to Call Meeting to Replace the CoreLogic Board

By Carleton English in Barrons on July 31, 2020 1:50 pm ET


There has been a paucity of activist fights to track in 2020, but signs suggest that one of this year’s battles is shaping up to be a bruiser.

Back in June, activist investor Senator Investment Group partnered with strategic holding company Cannae Holdings (ticker: CNNE) to acquire real-estate-data firm CoreLogic (CLGX) at $65 a share. Potential deal activity was welcomed by investors, with shares swiftly climbing above the offering price, and recently trading just above $67. But CoreLogic rebuffed the offer, saying that it “significantly undervalues” the company.


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This week, however, the duo turned up the heat on CoreLogic after what it called a series of “delay tactics,” including the introduction of a poison pill to prevent a takeover. Senator and Cannae are now seeking another investor to join their side so they can reach the 10% stake needed to call a special meeting in early October and replace nine members of CoreLogic’s 12-person board with a slate that will facilitate a sale process.

Real-estate-data firm CoreLogic says a $65-per-share bid by Senator Investment Group and Cannae Holdings undervalues the company. Senator and Cannae are looking for a third investor to push the deal.
Joe Raedle/Getty Images

The duo claims a 15% “economic interest” in CoreLogic, including derivatives, but fell just short of the 10% ownership of common shares needed to call a meeting.

Signs point to a contentious battle ahead. Senator and Cannae’s proposed board nominees include Katherine Rabin, former CEO of proxy advisory firm Glass Lewis, and Gail Landis, a current board member at Morningstar (MORN).

CoreLogic contends that the bid undervalues the company, pointing to its “strong” guidance through 2022—though analysts questioned the rosy 2021-22 outlook.

Buckle up, because this fight is still in the first round.


Write to Carleton English at carleton.english@dowjones.com