Core Viewpoint - Glass Lewis recommends Cannae shareholders to vote "FOR" Carronade's nominees and "WITHHOLD" on Cannae's nominees, highlighting the need for board-level change due to poor investor returns and governance issues [1][2][3] Summary by Sections Board-Level Change - Glass Lewis supports the election of Carronade's nominees, stating it would lead to increased accountability, enhanced transparency, and improved corporate governance at Cannae [2] - Carronade's nominees are recognized for their experience and expertise necessary for Cannae's turnaround [2] Governance and Performance Issues - Cannae has a history of poor value creation, persistent trading discounts, and questionable capital allocation, attributed to governance issues and misaligned incentives [3] - The influence of Bill Foley is seen as detrimental, with concerns over the board's ability to prioritize investor interests and address long-standing deficiencies [3] - Cannae's external management agreement resulted in a 21.4% loss for investors from August 2019 to February 2024, contrasting sharply with peer performance [3] Shareholder Recommendations - Shareholders are urged to vote for Carronade's nominees and withhold votes for Cannae's nominees by December 11, 2025 [4] - Carronade Capital emphasizes the importance of following Glass Lewis's recommendations to ensure the election of its nominees [4] Additional Information - Carronade Capital has filed a definitive proxy statement with the SEC for the election of its director nominees at Cannae's 2025 Annual Meeting [10]
Leading Proxy Advisory Firm Glass Lewis Recommends Cannae Shareholders Vote “FOR” All Four of Carronade's Director Nominees at Cannae's Annual Meeting