After months of uncertainty, CoreLogic announced Thursday that it entered into a definitive agreement to be acquired by Stone Point Capital and Insight Partners for $80 per share in cash, or an equity value of about $6 billion.
This would be a premium of 51% to CoreLogic’s unaffected share price as of June 25, 2020. The acquisition was approved unanimously by CoreLogic’s board of directors.
“Stone Point and Insight Partners are highly respected investors who recognize the value and potential of CoreLogic’s digital content, solutions and market-leading platforms that power the housing economy,” CoreLogic President and CEO Frank Martell said. “We look forward to working closely with Stone Point and Insight to build on our record financial and operating performance and accelerate our digital transformation and growth.”
The deal is expected to close in the second quarter of 2021 subject to shareholder approval, regulatory approvals and other customary closing conditions. It will be financed through a combination of committed equity financing provided by funds managed by Stone Point Capital and Insight Partners, as well as committed debt financing provided by JPMorgan Securities.
“CoreLogic is a mission-critical vendor and data provider across industry sectors in which Stone Point has specialized over the past 20 years, including mortgage, residential real estate and P&C insurance,” said Chuck Davis, CEO of Stone Point Capital. Stone Point is a financial services-focused private equity firm with stakes in companies such as Lone Wolf Technologies and Homepoint.
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“CoreLogic’s proprietary data assets are increasingly important to its customers, and we look forward to leveraging our network within the broader financial services industry to support the company’s next phase of growth,” Davis said.
Evercore is serving as financial advisor to CoreLogic and Skadden, Arps, Slate, Meagher & Flom is serving as the company’s legal advisor. JPMorgan Securities and Wells Fargo Securities are acting as financial advisor to Stone Point Capital and Insight Partners. Kirkland & Ellis is serving as legal advisor to Stone Point Capital, and Willkie Farr and Gallagher is serving as legal advisor to Insight Partners.
“At Insight Partners, we focus on partnering with clear technology leaders that define and transform their markets through world-class software and data,” Insight Partners Managing Director Deven Parekh said. “What we found in CoreLogic is a market leader with a long history of serving customers with powerful data technology and a future vision to innovate across the real estate ecosystem. We are excited to support CoreLogic in its next chapter of transformational growth.”
Since July, the company had been fighting a public battle with investors who jointly own or have an economic interest equivalent to approximately 15% of CoreLogic’s outstanding common stock. In a July letter sent to CoreLogic’s board of directors, Cannae Holdings and Senator Investment Group proposed buying the firm in an all-cash offer for $66 a share.
The investors dropped their takeover bid on Nov. 2 after CoreLogic confirmed it was exploring multiple offers to sell at or above $80 per share. However, that didn’t deter the investors from turning up pressure on shareholders to fully replace the board with their own nominees.
On Nov. 24, a compromise was reached after a proxy vote was held that replaced three of the 12 directors on CoreLogic’s board with that of the investment groups’ nominees. Following the internal shakeup, CoreLogic said the company’s selling process was still well underway.