Clean Sweep for Carronade as All Three Leading Independent Proxy Advisory Firms Recommend Cannae Shareholders Vote "FOR" All Carronade Nominees on GOLD Proxy Card - Cannae Holdings (NYSE:CNNE)
CannaeCannae(US:CNNE) Benzinga·2025-12-01 20:06

Core Viewpoint - Egan-Jones Ratings Company, along with ISS and Glass Lewis, recommends Cannae shareholders vote for Carronade's nominees due to Cannae's financial underperformance, misaligned capital allocation, lack of a credible shareholder distribution plan, and governance concerns [1][2][3]. Financial Underperformance - Cannae Holdings has shown persistent operational and financial underperformance, with a total shareholder return (TSR) steadily declining since 2021, underperforming peers and the broader market [3]. - Earnings have sharply deteriorated, indicating the current Board and management's inability to generate sustainable shareholder value [3]. Misaligned Capital Allocation - Cannae's acquisitions and equity investments since 2017 have largely failed to create meaningful value, benefiting Mr. Foley and affiliates instead [3]. - Significant capital was deployed into SPACs that resulted in substantial impairments and losses totaling nearly $912 million, while Mr. Foley personally profited from these investments [4]. Lack of Credible Shareholder Distribution Plan - Proceeds from major asset sales, such as Dun & Bradstreet, have not been returned to shareholders, and there is no clear framework for distribution [3]. - Previous proceeds funded Mr. Foley's failed SPACs, undermining investor confidence and contributing to a discount to net asset value (NAV) estimated at over 30% [3]. Governance Concerns - Cannae faces severe conflicts of interest and "pay-for-failure" practices that reward executives at the expense of shareholders [3]. - The entanglements between Mr. Foley, the directors, and the companies receiving capital from Cannae highlight a lack of confidence in management's ability to generate value [3].