Cannae Holdings (NYSE:CNNE), Inc. has officially changed its state of incorporation from Delaware to Nevada following approval from its shareholders, as per its recent SEC filing. The retail and restaurant holding company, which operates under the trade name 07 Trade & Services, announced the completion of its redomestication on Thursday, June 20, 2024.
The move was decided during the Annual Meeting of Shareholders held on Wednesday, June 19, 2024, where stockholders voted in favor of the redomestication plan that had been detailed in previous proxy statements. The transition involved filing a certificate of conversion with Delaware, articles of conversion with Nevada, and new articles of incorporation in Nevada, which were all executed on Thursday.
As a result of the redomestication, Cannae Holdings will now be governed by the laws of Nevada, and its corporate affairs will be subject to the new Nevada Charter and Bylaws. Despite the change in domicile, the company's operations, management, assets, liabilities, and employee benefit plans remain unchanged. The stockholders' rights have been modified in accordance with Nevada corporate statutes, which differ from those in Delaware.
The company's common stock, traded on the New York Stock Exchange under the symbol NYSE:CNNE, will continue to represent shares of the Nevada corporation, with all existing shares and employee equity awards automatically converted to the new entity.
The SEC filing also reports that at the Annual Meeting, shareholders elected three Class I directors to serve until the 2027 Annual Meeting and ratified the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the 2024 fiscal year. Moreover, an amendment and restatement of the Cannae Holdings, Inc. Amended and Restated 2017 Omnibus Incentive Plan were approved.
Cannae Holdings emphasized that the redomestication does not affect its material contracts or obligations, and it will continue its daily operations as before the transfer. The information in this article is based on the recent 8-K filing by Cannae Holdings, Inc. with the Securities and Exchange Commission.
In other recent news, Cannae Holdings Inc. has unveiled its Q1 2024 financial results, which spotlight strategic maneuvers designed to augment its portfolio's net asset value (NAV) and tackle the share price discount to NAV. The firm's CEO, Bill Foley, underscored the growth of significant holdings like Dun & Bradstreet and Alight, share buybacks, and the declaration of a quarterly dividend.
The company also discussed the internalization of management agreements as a measure to curtail expenses, the encouraging progression of recent acquisitions such as the Minden mill, and the firm's robust financial standing, evidenced by a strong balance sheet and liquidity.
Cannae Holdings reported a Dutch tender offer that led to the repurchase of 9.7 million shares and announced a dividend of $0.12 per share. The company's aggregate NAV stands at $2.1 billion, and there's a focus on acquiring profitable businesses to enhance this value. The firm also highlighted its interest in new investments, particularly in the financial services, fintech sectors in Europe, and the sports industry.
The company's largest holdings, Dun & Bradstreet and Alight, exhibited positive growth. The Minden mill acquisition is demonstrating progress with the introduction of High Ground state vodka and other products in the pipeline. Meanwhile, Sidelines, one of Cannae's investments, is grappling with declining operational results and liquidity issues due to low demand for certain cashless products.
Cannae Holdings is actively working on improving Sidelines' performance and liquidity, including the sale of their mobile app engagement platform. The company maintains a strong financial position, with $26 million in cash, and has trimmed debt, saving millions in interest annually. These are among the recent developments at Cannae Holdings Inc.
InvestingPro Insights
As Cannae Holdings, Inc. transitions to a Nevada corporation, investors may be keen to understand the current financial health and market sentiment surrounding the company. According to InvestingPro data, Cannae Holdings has a market capitalization of approximately $1.1 billion. Despite a challenging economic environment, the company maintains a price/book ratio of 0.48 as of the last twelve months up to Q1 2024, which could indicate that the stock is potentially undervalued relative to its assets.
InvestingPro Tips highlight two critical aspects for shareholders: Cannae Holdings has been actively engaging in share buybacks, a sign that management is confident in the company's value.
Moreover, the company has a high shareholder yield, which could be attractive for income-focused investors. However, analysts are anticipating a sales decline in the current year, and they do not expect the company to be profitable this year.
For those interested in a deeper analysis, there are additional InvestingPro Tips available, which can provide further insight into Cannae Holdings' financial performance and market trends. To explore these tips and benefit from the comprehensive analysis offered by InvestingPro, use the coupon code PRONEWS24 to get an additional 10% off a yearly or biyearly Pro and Pro+ subscription.
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