LAS VEGAS–(BUSINESS WIRE)–Cannae Holdings, Inc. (NYSE:CNNE) (“Cannae” or the “Company”) today
announced that Ceridian HCM Holding Inc. (“Ceridian”), a Cannae
portfolio company, priced an underwritten secondary public offering by
Cannae Holdings, Inc. and affiliates of Thomas H. Lee Partners, L.P.
(the “Selling Stockholders”) of 8,000,000 shares of Ceridian’s common
stock, par value $0.01 per share (the “Common Stock”), at a public
offering price of $50.50 pursuant to a shelf registration statement
filed with the Securities and Exchange Commission (the “SEC”). As part
of the offering, Cannae sold 2,000,000 shares.
The offering consists entirely of secondary shares to be sold by the
Selling Stockholders. The Selling Stockholders will receive all of the
proceeds from the offering. The offering is expected to close on May 23,
2019, subject to customary closing conditions.
Goldman Sachs & Co. LLC will act as the underwriter for this offering.
An automatic shelf registration statement (including a prospectus)
relating to the offering of Common Stock was filed with the SEC on May
21, 2019 and became effective upon filing. Before you invest, you should
read the prospectus in that registration statement and the documents
incorporated by reference in that registration statement as well as the
prospectus supplement related to this offering. You may obtain these
documents for free by visiting EDGAR on the SEC website at www.sec.gov.
When available, copies of the prospectus supplement and accompanying
prospectus related to the offering may also be obtained from: Goldman
Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY
10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing [email protected].
The offering of these securities will be made only by means of a
prospectus supplement and the accompanying prospectus. 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 other jurisdiction in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction. Any offer to
buy the securities may be withdrawn or revoked, without obligation or
commitment of any kind, at any time prior to notice of its acceptance
given after the effective date.
About Cannae Holdings, Inc.
Cannae holds majority and minority equity investment stakes in a number
of entities, including Ceridian HCM Holding Inc., The Dun & Bradstreet
Corporation, American Blue Ribbon Holdings, LLC, 99 Restaurants
Holdings, LLC and T-System Holding LLC. More information about Cannae
can be found at www.cannaeholdings.com.
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: 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.
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.
Contacts
Jamie Lillis, Managing Director, Solebury Trout, 203-428-3223, [email protected]
