TIG Advisors, a major investor in property information and analytics provider CoreLogic, has written to the firm’s board urging it to immediately run an auction process for the sale of the company.
But last week, the CoreLogic revealed that it was in acquisition talks again with third parties following multiple offers that valued the company at or above $80 per share.
TIG Advisors, which owns approximately 2.3 million shares of CoreLogic, welcomed the new offers but expressed concern at the delay between CoreLogic conducting a strategic review and entering into an auction process.
“CoreLogic’s hesitation to immediately capitalize on this opportunity is puzzling,” Portfolio Manager Drew Figdor wrote in a letter to the board.
“The strategic review process that is currently ongoing was initiated with the sole intent to maximize shareholder value,” he noted. “The situation that has presented itself is without a doubt the best opportunity to deliver on that promise; therefore, we question what rationale supports the Company’s current posture.”
Figdor went on to assert that shareholders should not allow the November 17th Special Meeting to pass without action and argued that new independent directors may be needed to ensure appropriate oversight of the pending sales process.
“It is imperative to construct a board that gives potential bidders confidence that the Company is dedicated to running a fair process,” TIG Advisors said.
“An independent board committee should be established by the board of directors to run the auction process … Time is of the essence.”
Figdor proposed that CoreLogic’s three longest-tenured directors – James David Chatham, Thomas C O’Brien, and David Walker – should be replaced at the Special Meeting by W. Steve Albrecht, Wendy Lane and Henry W. Winship.
Senator and Cannae, who together hold a 15% stake in CoreLogic, had hoped to convince shareholders to replace nine members of CoreLogic’s Board with new directors of their choosing at the November meeting.
They have repeatedly written to shareholders to stress CoreLogic’s underperformance in recent years and to criticise the firm’s conduct in engaging with their offer.
But their plans have likely been disrupted by the new acquisition offers, which seemingly vindicate CoreLogic’s claims that the previous proposals significantly undervalued the company.