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CANNAE HOLDINGS, INC.

(CNNE)
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CANNAE HOLDINGS, INC. : Termination of a Material Definitive Agreement (form 8-K)

11/15/2021 | 06:49am EST

Item 1.02 Termination of a Material Definitive Agreement.

On November 11, 2021, Austerlitz Acquisition Corporation I ("AAC") and Wynn Interactive Ltd ("WIL") entered into a mutual termination agreement (the "Mutual Termination Agreement") to terminate their previously announced agreement and plan of merger which contemplated the combination of AAC and WIL (the "Merger"). In contemplation of the Merger, Cannae Holdings, Inc. (the "Company" or "Cannae") previously announced it entered into a certain Backstop Facility Agreement (the "Backstop Agreement") whereby the Company agreed, subject to the other terms and conditions included therein, at the BPS Closing (as defined in the Backstop Agreement), to subscribe for AAC Class A Ordinary Shares in order to fund redemptions by shareholders of AAC in connection with the Merger, in an amount of up to $690,000,000 (the "Subscription"). Also in contemplation of the Merger, AAC previously amended and restated (a) that certain letter agreement (the "Sponsor Agreement"), dated March 2, 2021, between AAC and Austerlitz Acquisition Sponsor, LP I (the "Sponsor") and (b) that certain letter agreement, dated as of March 2, 2021, by and between AAC and the Sponsor and each of the directors and officers of AAC (collectively, the "Insiders"), and entered into that certain amended and restated sponsor agreement (the "Amended and Restated Sponsor Agreement") with the Company, the Sponsor and the Insiders. As a result of the Mutual Termination Agreement, the Backstop Agreement and the Amended and Restated Sponsor Agreement were automatically terminated on November 11, 2021. Cannae no longer has an obligation to fund the Subscription. Item 9.01 Financial Statements and Exhibits.


(d) Exhibits
       Exhibit              Description
         104                Cover Page Interactive Data File - the cover page XBRL tags are embedded
                            within the Inline XBRL document.



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