0001567619-20-012986.txt : 20200706
0001567619-20-012986.hdr.sgml : 20200706
20200706211851
ACCESSION NUMBER: 0001567619-20-012986
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200626
FILED AS OF DATE: 20200706
DATE AS OF CHANGE: 20200706
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Senator Investment Group LP
CENTRAL INDEX KEY: 0001443689
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015078
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 376-4305
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Senator Management LLC
CENTRAL INDEX KEY: 0001816656
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015079
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-376-4300
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Senator GP LLC
CENTRAL INDEX KEY: 0001816710
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015080
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-376-4300
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Senator Master GP LLC
CENTRAL INDEX KEY: 0001816657
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015081
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-376-4300
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Silverman Douglas
CENTRAL INDEX KEY: 0001596968
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015082
MAIL ADDRESS:
STREET 1: C/O SENATOR INVESTMENT GROUP LP
STREET 2: 510 MADISON AVENUE, 28TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cannae Holdings, Inc.
CENTRAL INDEX KEY: 0001704720
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015083
BUSINESS ADDRESS:
STREET 1: C/O CANNAE HOLDINGS, INC.
STREET 2: 1701 VILLAGE CENTER CIRCLE
CITY: LAS VEGAS
STATE: NV
ZIP: 89134
BUSINESS PHONE: 702-323-7334
MAIL ADDRESS:
STREET 1: C/O CANNAE HOLDINGS, INC.
STREET 2: 1701 VILLAGE CENTER CIRCLE
CITY: LAS VEGAS
STATE: NV
ZIP: 89134
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cannae Holdings, LLC
CENTRAL INDEX KEY: 0001546148
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13585
FILM NUMBER: 201015084
BUSINESS ADDRESS:
STREET 1: C/O FIDELITY NAT'L.INFO.SERVICES, INC.
STREET 2: 601 RIVERSIDE AVENUE
CITY: JACKSONVILLE
STATE: FL
ZIP: 32204
BUSINESS PHONE: 904 854-8100
MAIL ADDRESS:
STREET 1: C/O FIDELITY NAT'L.INFO.SERVICES, INC.
STREET 2: 601 RIVERSIDE AVENUE
CITY: JACKSONVILLE
STATE: FL
ZIP: 32204
FORMER NAME:
FORMER CONFORMED NAME: Fidelity National Financial Ventures, LLC
DATE OF NAME CHANGE: 20141223
FORMER NAME:
FORMER CONFORMED NAME: Fidelity National Special Opportunities, Inc.
DATE OF NAME CHANGE: 20120330
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CORELOGIC, INC.
CENTRAL INDEX KEY: 0000036047
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 951068610
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 40 PACIFICA
STREET 2: SUITE 900
CITY: IRVINE
STATE: CA
ZIP: 92618
BUSINESS PHONE: (949) 214-1000
MAIL ADDRESS:
STREET 1: 40 PACIFICA
STREET 2: SUITE 900
CITY: IRVINE
STATE: CA
ZIP: 92618
FORMER COMPANY:
FORMER CONFORMED NAME: FIRST AMERICAN CORP
DATE OF NAME CHANGE: 20020628
FORMER COMPANY:
FORMER CONFORMED NAME: FIRST AMERICAN FINANCIAL CORP
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: FIRST AMERICAN TITLE INSURANCE & TRUST C
DATE OF NAME CHANGE: 19690515
3
1
doc1.xml
FORM 3
X0206
3
2020-06-26
0
0000036047
CORELOGIC, INC.
CLGX
0001443689
Senator Investment Group LP
510 MADISON AVENUE, 28TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001816656
Senator Management LLC
510 MADISON AVENUE, 28TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001816710
Senator GP LLC
510 MADISON AVENUE, 28TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001816657
Senator Master GP LLC
510 MADISON AVENUE, 28TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001596968
Silverman Douglas
510 MADISON AVENUE, 28TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001704720
Cannae Holdings, Inc.
1701 VILLAGE CENTER CIRCLE
LAS VEGAS
NV
89134
0
0
1
0
0001546148
Cannae Holdings, LLC
1701 VILLAGE CENTER CIRCLE
LAS VEGAS
NV
89134
0
0
1
0
Cash-settled swaps
49.6851
2020-06-18
2022-11-17
Common Stock
63000
I
See footnotes
Total return swaps (obligation to buy)
52.8761
2020-06-23
2022-11-17
Common Stock
200000
I
See footnotes
Physically-settled forward contracts (obligation to buy)
52.8244
2020-06-24
2021-07-26
Common Stock
375000
I
See footnotes
Physically-settled forward contracts (obligation to buy)
52.8444
2020-06-24
2021-07-26
Common Stock
100000
I
See footnotes
Physically-settled forward contracts (obligation to buy)
52.7617
2020-06-25
2021-07-26
Common Stock
310000
I
See footnotes
Physically-settled forward contracts (obligation to buy)
52.6036
2020-06-25
2021-07-26
Common Stock
100000
I
See footnotes
Total return swaps (obligation to buy)
67.6009
2020-06-26
2022-11-17
Common Stock
350000
I
See footnotes
In addition to Senator Investment Group LP ("Senator"), the investment manager to SFS (as defined below) and SGOM (as defined below), this Form 3 is being filed jointly by (i) Senator Management LLC, as the general partner of Senator; (ii) Senator GP LLC, as the general partner of SGOM; (iii) Senator Master GP LLC, as the general partner of SFS; (iv) Douglas Silverman, as CEO of Senator; (v) Cannae Holdings, Inc., a Delaware corporation ("Cannae") and (vi) Cannae Holdings, LLC, a wholly-owned subsidiary of Cannae ("Cannae Holdings"), each of whom may be deemed to have a pecuniary interest in certain of the securities reported on this Form 3 (the "Subject Securities"). The Reporting Persons may be deemed members of a "group" (within the meaning of Rule 13d-5 under the Exchange Act). [cont'd in FN 2]
[cont'd from FN 1] Each of the Reporting Persons may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 of the Exchange Act for any other purpose.
Reflects cash-settled swap agreements entered into by SFS with unaffiliated third-party financial institutions as counterparties at reference prices between $40.3112 and $50.03. The cash-settled swaps establish notional exposure to a total of 3,942,810 shares of the Issuer's common stock. Under the terms of the cash-settled swaps, (i) SFS will be obligated to pay to the counterparty any negative price performance versus the reference price of the specified notional number of shares subject to the swaps as of the expiration date of such swaps, plus interest at the rate set forth in the applicable contracts, and (ii) the counterparty will be obligated to pay SFS any positive price performance versus the reference price of the specified notional number of shares subject to the swaps as of the expiration date of the swaps. [cont'd in FN 4]
[cont'd from FN 3] The counterparty is obligated to make payments to SFS in an amount equal to dividends paid on the specified notional number of shares during the terms of the swaps. All payments under the swaps will be settled in cash, and the swaps may be settled at any time prior to the expiration date.
Reflects total return swaps entered into by SFS with an unaffiliated third-party financial institution as counterparty, at reference prices of $52.8761 and $67.6009. The swaps establish notional exposure to 550,000 shares of the Issuer's common stock. The total return swaps may, subject to certain conditions, be either cash-settled or physically-settled at the election of SFS. Under the terms of the total return swaps, if physically settled, (i) SFS will be obligated to pay to the counterparty the reference price for the specified notional number of shares, plus interest to the counterparty at the rate set forth in the applicable total return swap and (ii) the counterparty will be obligated to deliver to SFS the specified notional number of shares set forth in the applicable total return swap and to pay to SFS an amount equal to dividends paid on the specified notional number of shares.
Reflects physically-settled forward contracts entered into by SFS with an unaffiliated third-party financial institution as counterparty, at reference prices between $52.6036 and $52.8444. The contracts establish notional exposure to 885,000 shares of the Issuer's common stock. The contracts may, subject to certain conditions, be either cash-settled or physically-settled at the election of SFS. Under the terms of the contracts, if physically settled, (i) SFS will be obligated to pay to the counterparty the reference price for the specified notional number of shares, plus interest to the counterparty at the rate set forth in the applicable contract and (ii) the counterparty will be obligated to deliver to SFS the specified notional number of shares set forth in the applicable contract and to pay to SFS an amount equal to dividends paid on the specified notional number of shares.
Multiple Forms Filed, 2 of 2
SENATOR INVESTMENT GROUP LP; by: /s/ Evan Gartenlaub, General Counsel
2020-07-06
SENATOR MANAGEMENT LLC; by: /s/ Evan Gartenlaub, General Counsel
2020-07-06
SENATOR GP LLC; by: /s/ Evan Gartenlaub, General Counsel
2020-07-06
SENATOR MASTER GP LLC; by: /s/ Evan Gartenlaub, General Counsel
2020-07-06
Douglas Silverman; By /s/Evan Gartenlaub as Attorney-in-Fact
2020-07-06
CANNAE HOLDINGS, INC.; by: /s/ Michael L. Gravelle, Executive Vice President, General Counsel and Corporate Secretary
2020-07-06
CANNAE HOLDINGS, LLC; by: /s/ Michael L. Gravelle, Managing Director, General Counsel and Corporate Secretary
2020-07-06