CANNAE HOLDINGS, INC. Investor Presentation
February 2022
Safe Harbor
This presentation 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 conditions resulting from the outbreak of a pandemic such as the novel coronavirus COVID-19("COVID-19"); the overall impact of the outbreak of COVID-19 and measures to curb its spread, including the effect of governmental or voluntary mitigation measures such as business shutdowns, social distancing, and stay-at-home orders; our potential inability to find suitable acquisition candidates, acquisitions in lines of business that will not necessarily be limited to our traditional areas of focus, or difficulties in integrating acquisitions; significant competition that our operating subsidiaries face; risks associated with our Split-Off from FNF, including limitations on our strategic and operating flexibility related to the tax-free nature of the Split- Off and the Investment Company Act of 1940; and risks related to our Externalization.
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 Cannae's Forms 10-Q,10-K and other filings with the Securities and Exchange Commission.
Statements and case studies contained herein relate to (i) Fidelity National Financial, Inc. ("FNF"), (ii) Fidelity National Information Services, Inc. ("FIS"), (iii) Black Knight, Inc. ("BKI"), (iv) Alight ("ALIT" or "FTAC"), (v) Paysafe ("PSFE" or "FTAC II"), (vi) Ceridian ("CDAY"), (vii) Dun and Bradstreet Holdings, Inc. ("DNB"), and/or (viii) System1 Inc. ("SST") or ("TREB"). An investment in Cannae is not an investment in any of these securities. The historical stock price performance of these securities is not necessarily indicative of future performance of Cannae.
Past stock price performance and rate of return of common stock of Cannae may not be indicative of future performance.
CANNAE HOLDINGS INVESTOR PRESENTATION FEBRUARY 2022 | 2
Key investment highlights
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Led by William P. Foley, II
A preeminent operator and deal maker with a long, proven track record of shareholder value creation
Unique investment philosophy & playbook
Utilizes Foley's investment philosophy and value creation playbook built over 30+ years and hundreds of strategic acquisitions
Proven ability to generate strong returns
Cannae has generated an ~11% CAGR since inception in 2014 (1)
Attractive portfolio with significant embedded upside
Significant value creation opportunities within existing portfolio and potential new investment opportunities
Cannae's intrinsic value per share presents 45% upside to its share price of $28.40 as of 02/17/2022(2)
Source: Public company filings and market data as of 02/17/2022.
(1) Cannae return analysis from 7/1/2014 - 02/17/2022. Assumes shares of Remy and J. Alexander's continued to be held after spin-off from Cannae. See page 9 for further details.
(2) Per share amounts based on ~86.5M Cannae shares outstanding. Public values shown are net of allocable taxes and carried interest/ISIP. Public company filings and market data as of 02/17/2022. See page 4 for further details.
CANNAE HOLDINGS INVESTOR PRESENTATION FEBRUARY 2022 | 3
1 Cannae overview
- Cannae Holdings Inc. ("Cannae" or the "Company") is a diversified holding company led by William P. Foley, II ("Bill Foley" or "Foley")
- Cannae was started as Fidelity National Financial Ventures (FNFV), a tracking stock of Fidelity National Financial (FNF), and in 2017, FNF spun out FNFV, as Cannae Holdings, Inc.
- Cannae leverages Foley's 30+ year track record of operating and investing in world class businesses and delivering significant shareholder value
- Foley has led the creation of over $100 billion of shareholder value across multiple public company platforms over his career
- Cannae has built an attractive portfolio of investments in leading companies with significant upside potential
- Cannae focuses on investing in profitable and growing technology enabled businesses in compelling industries
- The Company is externally managed by Trasimene Capital Management
Source: Public company filings and market data as of 02/17/2022.
- Per share amounts based upon 86.5M Cannae shares outstanding at 02/17/22
- Excluding Ceridian, "Fees" represent carried interest (CI) on net realized gain. Upon achieving an 8% IRR hurdle, the CI fee is 15% on the portion that is 1.0x - 2.0x MOIC and 20% on the portion exceeding 2.0x MOIC. CDAY ISIP fees are 10% of gain above $29.58
- Tax rate of 21%
- DNB, CDAY, PSFE, ALIT, SST: public company filings and market data as of 02/17/22
- Net of estimated carried interest and tax expense of a hypothetical disposition at FV. May result in a tax benefit in the event an investment's cost exceeds FV
- Primarily Restaurant Group, CorroHealth and QOMPLX at cost
- Includes Corporate Cash, less (net) other assets and liabilities.
Portfolio Investments as of February 17, 2022 | ||||||||||||||||||||||||||
$'s in millions except for values per CNNE share(1) | Gross Fair Value (FV) | FV, Net of Fees(2) and Taxes(3) | ||||||||||||||||||||||||
Company | Current Ownership | Initial Year | Cost of | Amount | (4) | Per CNNE | Amount | (5) | (1) | Net | ||||||||||||||||
invested | Investment | Share(1) | Per CNNE share | MOIC | ||||||||||||||||||||||
88.3M shares (~20% ownership) | 2019 | $1,062.8 | $1,585.5 | $18.33 | $1,402.0 | $16.21 | 1.3x | |||||||||||||||||||
8.0M shares (~5% ownership) | 2007 | $48.5 | $551.9 | $6.38 | $421.3 | $4.87 | 8.7x | |||||||||||||||||||
52.5M shares (~10% | 2021 | $440.5 | $565.7 | $6.54 | $525.2 | $6.07 | 1.2x | |||||||||||||||||||
ownership) | ||||||||||||||||||||||||||
59.8M shares (~8% | 2021 | $519.0 | $207.4 | $2.40 | $272.8 | $3.15 | 0.5x | |||||||||||||||||||
ownership) + 8.1M warrants | ||||||||||||||||||||||||||
28.2M shares (~26% | 2022 | $248.3 | $341.9 | $3.95 | $311.1 | $3.60 | 1.3x | |||||||||||||||||||
ownership) + 1.2M warrants | ||||||||||||||||||||||||||
~33% ownership interest | 2021 | $272.0 | $272.0 | $3.14 | $272.0 | $3.14 | 1.0x | |||||||||||||||||||
~20% ownership interest | 2020 | $121.3 | $121.3 | $1.40 | $121.3 | $1.40 | 1.0x | |||||||||||||||||||
Various Other Investment(6) | Various equity and debt | Various | $214.7 | $266.9 | $3.09 | $244.6 | $2.83 | 1.1x | ||||||||||||||||||
and Adjusted Net Cash (7) | investments | |||||||||||||||||||||||||
TOTAL | $2,927.1 | $3,912.6 | $45.23 | $3,570.3 | $41.27 | 1.2x | ||||||||||||||||||||
Cannae's intrinsic value per share presents 45% upside to its share price of $28.40 as of 02/17/2022
CANNAE HOLDINGS INVESTOR PRESENTATION FEBRUARY 2022 | 4
1 Cannae is led by William P. Foley, II
William P. Foley, II
Best-In-Class Manager
- William P. Foley II ("Bill Foley" or "Foley") is responsible for the growth of over $100 billion in publicly traded companies to date including Fidelity National Information Services ("FIS"), Fidelity National Financial ("FNF"), Black Knight, Inc. ("BKI"), Ceridian ("CDAY"), Dun & Bradstreet ("D&B" or "DNB"), Paysafe, Ltd. ("PSFE"), Alight, Inc. ("ALIT"), System1, Inc. ("SST") and Cannae ("CNNE")(1)
- Through his career, Foley has developed a value creation framework 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
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Foley led the ~$9.0B merger of Paysafe with Foley Trasimene Acquisition Corp II, the
~$7.3B merger of Alight with Foley Trasimene Acquisition Corp I, and the ~$1.4B merger of System1 with Trebia Acquisition Corp - Foley is the Majority Owner, Chairman, CEO and Governor of the National Hockey League's 31st franchise, the Vegas Golden Knights, and the American Hockey League's Henderson Silver Knights
Strong Track Record Delivering Value…
$59.5B | |||||
$13.5B | $10.5B | ||||
$8.9B | $7.8B | ||||
$3M | $2.5B | $1.6B | $2.9B | $2.0B | |
1984 LBO Current Mkt 2006 Spin- Current Mkt 2015 IPO | Current Mkt 2018 IPO | Current Mkt 2019 LBO Current Mkt | |||
Cap | Off | Cap | Cap | Cap | Cap |
…And Overachieving Targeted Savings ($M)
Acquiror | Target | Acquisition date | Forecast savings | $ of synergies |
achieved | ||||
Cannae | D&B | Feb-2019 | $200 | $266 (2) |
FNF | LPS | Jan-2014 | $150 | $312 |
FIS | Metavante | Apr-2009 | $260 | $300 |
FNF | Land America | Dec-2008 | $150 | $265 |
FIS | eFunds | Sep-2007 | $65 | $87 |
FIS | Cartegy | Feb-2006 | $50 | $50 |
FNF | Intercept (3) | Dec-2004 | $25 | $33 |
FNF | Aurum (3) | Mar-2004 | $15 | $17 |
FNF | Chicago Title (3) | Mar-2000 | $90 | $133 |
Source: Public company filings and market data as of 02/17/2022. | ||
(1) | See page 15 for further details | |
(2) | Achievement on-going.Includes $241 million net annualized run-rate savings as of December 31, 2020, and approximately $25 million in annualized net saving as of November 04,2021 | CANNAE HOLDINGS INVESTOR PRESENTATION FEBRUARY 2022 | 5 |
(3) | Synergy projection and realization data provided by FNF. |
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Cannae Holdings Inc. published this content on 25 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 February 2022 01:31:00 UTC.
