Cannae Investor Presentation – First Quarter 2024
INVESTOR PRESENTATION
SAFE HARBOR
This communication contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements regarding our expectations, hopes, intentions, or strategies regarding the future are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to, changes in general economic, business and political conditions, including changes in the financial markets and changes in macroeconomic conditions resulting from the outbreak of a pandemic or escalation of the current conflicts in
This presentation should be read in conjunction with the risks detailed in the "Statement Regarding Forward-Looking Information," "Risk Factors" and other sections of the
Statements and case studies contained herein relate to (i)
Past stock price performance and rate of retuof common stock of Cannae may not be indicative of future performance.
CANNAE OVERVIEW
Cannae (NYSE:CNNE) is a diversified holding company led by
CANNAE VALUE CREATION PLAYBOOK
Cannae leverages Foley's and managements' value creation playbook that was developed over a nearly 40-year track record of operating and investing in world class businesses and delivering shareholder value.
Identify Value |
Utilize Full |
World Class |
Invest for |
Acquisitions |
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Enhancements |
Operating Toolkit |
Talent |
Growth |
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Cost savings |
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Pricing |
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Seasoned |
• New products and |
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Add-on & |
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Strategy shifts |
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Sales force |
executive team |
new markets with |
Synergistic |
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overlooked growth |
acquisitions |
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Elimination |
efficiency/cross- |
Alignment of |
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potential |
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selling |
interests and clear |
Transformative |
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of siloed |
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Marketing |
goals for |
transactions |
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organizational |
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management & |
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structures |
optimization |
Strategic |
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Board of Directors |
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Product expansion |
partnerships |
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CNNE BY THE NUMBERS*
2014 |
Split off from FNF in 2017 |
FOUNDED (1) |
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$2.1B |
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Net assets (2) |
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$733M |
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Share repurchases (3) |
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Since |
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$0.48 |
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Annualized dividend per share(4) |
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39% |
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Stock price discount to Net |
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Asset Value ("NAV")(2) |
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$3.2B |
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Realized Value in Excess of Cost |
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Since Inception(5) |
1) |
Cannae was started in 2014 as |
*as of |
2) |
See pg. 10 |
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3) |
Through April '24, see pg. 12 |
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4) |
Based on quarterly dividend of |
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5) |
See pg. 13 |
KEY INVESTMENT HIGHLIGHTS
1 Cannae is led by
A preeminent operator and deal maker with a long, proven track record of shareholder value creation
2 Supported by best-in-class management team
Seasoned management teams at both Cannae and underlying operating businesses
3 Unique investment philosophy & playbook
Utilizes Foley's investment philosophy and value creation playbook built for 40 years and hundreds of strategic acquisitions
4 Attractive portfolio with significant embedded upside
Portfolio trades at significant discount to Net Asset Value despite significant value creation opportunities
Diversified capital allocation strategy to drive shareholder value |
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5 |
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Capital allocation split between share repurchases, dividends, and new investment opportunities |
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Unique vehicle with significant, permanent capital structure allowing for competitive advantage of a long-term ownership strategy |
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Proven ability to create value for shareholders over the long term |
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6 |
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Returned |
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(1) |
See pg. 12 |
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(2) |
See pg. 13 |
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Source: Public company filings and market data as of |
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1 CANNAE IS LED BY OUR CEO,
William P. Foley II ("Bill Foley" or "Foley") is responsible for the growth of
- Throughout his career, Foley developed his value creation framework(3) to identify and execute investments and drive value for shareholders.
- Foley has consistently accelerated growth and improved operating margins as well as executed strategic M&A and exceeded cost reduction targets on acquisitions.
- Foley is also the Majority Owner, Chairman, CEO and Governor of the
National Hockey League's 31st franchise, the Vegas Golden Knights, theAmerican Hockey League's Henderson Silver Knights , and other companies.
Source: Public company filings and market data as of
- ICE acquired BKI in
September 2023 at an enterprise value of$11.9B . - Companies include FIS, FNF, BKI, DAY, DNB, FG, PSFE, ALIT, SST and CNNE
- See pg. 7
Strong track record delivering value…
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(1) |
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1984 LBO Current |
2006 Spin- |
Current 2015 IPO |
Current 2018 IPO |
Current 2019 LBO |
Current |
Mkt Cap |
Off |
Mkt Cap |
Mkt Cap |
Mkt Cap |
Mkt Cap |
…and overachieving targeted savings ($M)
Acquiror |
Target |
Acquisition date |
Forecast |
$ of synergies |
savings |
achieved |
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Cannae |
D&B |
Feb-2019 |
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FNF |
LPS |
Jan-2014 |
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FIS |
Metavante |
Apr-2009 |
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FNF |
Land America |
Dec-2008 |
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FIS |
eFunds |
Sep-2007 |
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FNF |
Intercept |
Dec-2004 |
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FNF |
Aurum |
Mar-2004 |
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FNF |
Chicago Title |
Mar-2000 |
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2SUPPORTED BY SEASONED MANAGEMENT
President
- President of Cannae since
February 2023 - SVP of Corporate Finance for Cannae from 2020-2023
- Managing Director at
BofA Securities , from 2008 - 2020 - Before
BofA Securities ,Mr. Caswell was an investment banker at Bear Stearns - Serves or has served as a Board member or advisor for
Amerilife , CorroHealth, Black Knight Football entities,System1 andTriple Tree Holdings
Chief Financial Officer
- CFO of Cannae since 2020
- CFO of the Vegas Golden Knights, the Henderson Silver Knights, and the related arenas from 2017-2021
- Chief Accounting Officer at Interblock Gaming from 2015- 2017
- CFO of
Aruze Gaming America , 2010-2015 - Served in senior finance positions at
Fontainebleau Resorts , Shuffle Master, Sunterra, and eSchool Solutions, 2000-2010
EVP, General Counsel
and Corporate Secretary
- General Counsel of Cannae since 2017
- Executive Vice President, General Counsel, and Corporate Secretary of FNF since 2010
- Executive Vice President, General Counsel of BKI from 2014-2023
- Executive Vice President, General Counsel of FIS from 2010-2013
VP, Corporate Finance
- VP of Corporate Finance at Cannae since 2020
Leads Cannae and Black Knight Football Club's M&A and due diligence efforts- Currently serves as a Board Member for
WineDirect - Previously a Vice President at Citi from 2014-2020
- 10 years of sports M&A experience
Strong Leadership at Portfolio Companies
Chief Executive Officer
Chief Executive Officer
CEO & Executive Director
CEO & Co-Founder
Chairman and CEO
Chief Executive Officer
3 VALUE CREATION PLAYBOOK ESTABLISHED AT FNF
Foley Created
Playbook at FNF
Metric driven management
Industry consolidation and enhancing execution
Recruitment of
C-Suite talent
Diversification, streamlining, and continued growth
Proven results
- In 1984, Foley acquired
Fidelity National Title for$3M when it was ranked 48th in the country among title insurance companies and had revenue of$6M (1) - First to bring performance metric driven management to the title insurance industry
- Focused on operating profit optimizationacross economic cycles
- A track record of consolidation, while also creating highly efficient, market leading companies
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- Acquired
Chicago Title Insurance Company , creating the nation's largest title insurer - Led hundreds of acquisitions since initial acquisition
- Acquired
- Industry leading title margins over multi-decade economic cycles
Mr. Foley recruited and mentored future industry leaders and all executive officers- Includes FNF's current Vice Chairman
Raymond Quirk and Chief Executive OfficerMike Nolan - Continued growth with additional strategic acquisitions such as:
- Diversified investmentsincluding:
- FNF is now thenation's largest title insurance and settlement services company
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- #1 market share in the residential purchase, refinance, and commercial markets (2)
- FNF average pre-tax title margins of ~16% over the last decade compared to competitor average margins of ~10% during the same period(2)
Playbook
Identify Value Enhancements
- Cost savings
- Strategy shifts
- Elimination of siloed organizational structures
- Product expansion
Exploit Full Operating Tool Kit
- Pricing
- Sales force efficiency / cross-selling
- Marketing optimization
World Class Talent
- Seasoned executive team
- Alignment of interests
- Clear goals for management & Board of Directors
Invest for Growth
- New products
- New markets
Acquisitions
- Strategic & synergistic acquisitions
- Transformative transactions
Cannae's value creation playbook was created by Foley and first implemented at FNF,
where it has been driving consistent outperformance for nearly 40 years
- Revenue and ranking as of 1984. From
FNF Company website. - FNF margins and rankings data from the FNF WINTER 2023 Investor Update Presentation. Title margin averages include every year from 2013 - 2023.
3PLAYBOOK SUCCESSFUL ACROSS NUMEROUS INVESTMENTS
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Global human capital management software |
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Global provider of business decision data, analytics, |
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A premier provider of high-performance |
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provider that helps manage the entire employee |
and insights |
software, data and analytics for |
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lifecycle |
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D&B's proprietary global commercial database contains |
mortgage and home equity lending and |
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Their all-in-one platform equips customers to unlock |
over 500M businesses |
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servicing |
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their full workforce potential by accessing real-time |
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D&B offers sales, marketing, finance, and risk |
Businesses leverage their robust, |
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data |
management solutions, all of which are driven by D&B's |
integrated solutions across the entire |
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Company |
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Dayforce platform is designed to serve organizations |
proprietary data |
homeownership life cycle to help retain |
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with 100 to over 100,000 employees and now serves |
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Leveraging the latest generative AI to solve new use cases |
existing customers, gain new customers, |
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Overview |
mitigate risk and operate more effectively |
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6.84M employees across 6,575 different organizations |
for clients |
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Acquired Dayforce, a SaaS cloud software company |
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Brought in strategic and capital partners to execute the |
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Re-acquired Lender Processing |
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in 2012 |
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Services in 2014 for |
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Sold Comdata, a segment of Dayforce, to |
D&B |
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Branded the technology, data, and |
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Technologies in 2014 for total pre-taxgains of |
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Led strategic direction in Executive Chairman role |
analytics business as |
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Executed IPO in 2018 at a |
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Replaced the entire senior leadership |
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Successfully monetized in both follow-on and block |
Executed IPO above the expected range in |
team |
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Playbook |
trades post-IPO |
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Took the company public in 2015 |
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Streamlined the management, which was critical to |
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Recruited a new management team to accelerate |
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Reorganized the company and |
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business model shift from a service bureau model to a |
strategic transformation |
refocused management on growth |
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SaaS model |
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Helped identify efficiencies and optimization measures - |
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Drove |
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Expanded adjusted EBITDA margins by |
achieved |
optimization |
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approximately 1,579 bps since acquisition |
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Realigned organization to increase effectiveness and |
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Acquired by ICE in |
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Transformation and |
Equity value has increased substantially from |
accountability |
enterprise value of |
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2018 IPO to current market cap of |
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Optimized go-to market strategy to incentivize cross- |
increase of almost |
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Achievement of |
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Since 2017, the company transformed from a legacy |
selling and long-term contracts |
2015 IPO |
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Synergies |
paper-based payroll company, to cloud-based SaaS, |
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Equity value has increased substantially from |
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with total revenues increasing ~159% to ~$1.7B(1) |
LBO to current market cap of |
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1) Figure represents Dayforce's 2024 total revenue outlook. |
3CANNAE FOCUSES ON RECURRING INVESTMENT THEMES
Large Addressable Market with Significant Market Share
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Unseen Potential for Growth |
- #1 market leading title insurer in the
- Leading provider of software, data and
analytics that is heavily relied upon by the top 25 mortgage loan institutions
• Major provider of technology solutions in financial markets
- Global provider of business decision data and analytics
- Leading cloud-based provider of integrated digital human capital and business solutions
- Critical infrastructure and
mission-critical solutions
- Deeply embedded into clients' systems
• Strong software and proprietary data
- Proprietary data and analytics that flow
through their ecosystem of high-performance mortgage lending and servicing software solutions
- Vital industry utility providing key products and
services critical to the functioning of the
- Execute on opportunities to realize long-term growth potential of undervalued assets in industries with compelling growth characteristics
- Achieved and maintains industry
leading margins and grew from the 48th largest title insurer to the largest in the nation
- Strong public market growth, going from
~$2.5B market cap in 2006 to~$41.0B today - Grew from
$2.5B enterprise value at
2015 IPO to
- A legacy paper-based payroll company, transformed to cloud-based SaaS, with total revenues increasing ~159% to ~$1.7B(2) from 2017 to 2024
- See FNF's Spring Investor Presentation
- Figure represents Dayforce's 2024 total revenue outlook.
4 TRADING AT SIGNIFICANT DISCOUNT TO NET ASSET VALUE…
CNNE share price is a 39% discount to NAV
CNNE |
NAV per |
share price |
share |
Source: Company management as of
- Per share amounts based upon 62.8M Cannae shares outstanding at date of report
- DNB, DAY, PSFE, ALIT, SST: public company filings and market data as of date noted above; all others estimated at last marks or at cost
- Net Asset Value represents Gross fair value less taxes (21% corporate rate) and Fees. Excluding Dayforce, "Fees" represents carried interest (CI) on hypothetical disposition. Upon achieving an 8% IRR hurdle, the CI is 15% on the portion that is 1.0x - 2.0x MOIC and 20% on the portion exceeding 2.0x MOIC.
DAY ISIP fees are 10% of gain above$29.58 per share. May result in a tax benefit in the event an investment's cost exceeds gross fair value
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