Hedge fund Carronade Capital Management has launched a proxy fight against billionaire investor Bill Foley, accusing him of “egregious corporate governance” at his listed holding company, Cannae Holdings, according to a report by the Financial Times.
The activist fund, which holds a 6.1% stake, is pushing to install four new directors at the company’s December shareholder meeting.
Carronade claims Foley and Cannae’s management team have extracted $650m in fees over eight years, while directors have received $243m, all as the stock trades roughly 33% below net asset value. The fund alleges that Foley’s compensation, including a $17m payout for stepping down as CEO, and board-approved purchases of his shares at a 20% premium, highlight a broader pattern of shareholder value erosion.
Cannae, which holds stakes in Premier League football club AFC Bournemouth, the Vegas Golden Knights, and Hibernian FC, as well as activist hedge funds and consumer businesses, has underperformed the broader market over the past five years. While the company has increased dividends and share repurchases, Carronade argues these measures are insufficient to address systemic governance concerns.
Foley, known for SPAC deals and high-profile acquisitions including Dun & Bradstreet and Paysafe, relocated Cannae’s incorporation to Nevada last year, citing Delaware’s shareholder-friendly litigation environment.
The activist fund says minor governance improvements have been made but contends more robust reforms are needed to protect shareholders and restore credibility to the board.
