LAS VEGAS--(BUSINESS WIRE)--Cannae Holdings, Inc. (NYSE: CNNE) (“Cannae” or the “Company”) today announced the Company has strategically entered into a forward purchase agreement with Foley Trasimene Acquisition Corp. (“FTAC”) in which Cannae, as an anchor investor and a founding member of the Sponsor Group, will purchase an aggregate of 15,000,000 shares of FTAC’s Class A common stock, plus an aggregate of 5,000,000 redeemable warrants to purchase one share of Class A common stock at $11.50 per share. The forward purchase is contingent upon the closing of an initial business combination by FTAC. The total purchase price for the shares and warrants is $150.0 million.
Cannae has a 20% direct economic interest in the founding investor consortium led by Bill Foley.
“The Cannae team looks forward to working with FTAC and its Sponsor Partners to identify prospective target businesses within the industries of financial technology or business process outsourcing, leveraging our collective transaction and organizational optimization experience,” commented Bill Foley.
FTAC has completed its initial public offering of 103,500,000 units at a public offering price of $10.00 per unit. Each unit consists of one share of FTAC’s Class A common stock and one-third of one warrant. Each whole warrant entitles the holder to one share of FTAC’s Class A common stock at a price of $11.50 per share. Once the securities comprising the units begin separate trading, the Class A common stock and warrants are expected to be listed on the NYSE under the symbols “WPF” and “WPF.WS,” respectively.
Credit Suisse Securities (USA) LLC and BofA Securities are acting as joint book-running managers for the offering.
The offering is being made only by means of a prospectus. When available, copies of the prospectus may be obtained, for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus, when available, may be obtained for free from the offices of Credit Suisse, Attention: Prospectus Department, Eleven Madison Avenue, 3rd Floor, New York, NY 10010, telephone: (800)-221-1037 or by emailing: usa.prospectus@credit-suisse.com; or BofA Securities, Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001 or by emailing: dg.prospectus_request@bofa.com.
Registration statements relating to the securities became effective on May 26, 2020. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Cannae Holdings, Inc.
Cannae (NYSE:CNNE) is a Bill Foley led diversified holding company which boasts a strong track record of both operating and investing in a diverse range of assets. Cannae holds majority and minority equity investment stakes in a number of entities, including Ceridian HCM Holding Inc., The Dun & Bradstreet Corporation, 99 Restaurants Holdings, LLC, O’Charley’s, LLC, AmeriLife Group, LLC, and Coding Solutions Topco, Inc. (inclusive of T-System Holding, LLC).
Forward-Looking Statements and Risk Factors
This press release 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: risks associated with its investment in FTAC and its sponsor group and FTAC’s ability to complete a business combination, changes in general economic, business and political conditions, including changes in the financial markets; 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; compliance with extensive government regulation of our operating subsidiaries; risks associated with our split-off from Fidelity National Financial, Inc., 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 Investment Advisers Act, as well as the risk and uncertainties related to the success of our externalization.
This press release should be read in conjunction with the risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of the Company’s Form 10-Q,10-K and other filings with the Securities and Exchange Commission.