Cannae Holdings (CNNE) risk factors, FY2024 10-K

Risks Relating to our External Management Structure and Our Manager

1. 01The Management Service Agreement was negotiated between related parties and the terms, including fees payable, may not be as favorable to us as if it were negotiated with an unaffiliated third party
2. 02Our executive officers and directors may allocate some of their time to other businesses, thereby causing conflicts of interest in their determination as to how much time to devote to our affairs, which may materially adversely affect our results of operations
3. 03Conflicts of interest could arise in connection with certain of our directors’ and executive officers’ discharge of fiduciary duties to our shareholders
4. 04Our Manager and members of our management team may engage in activities that compete with us or our businesses
5. 05Our Manager can resign on 180 days’ notice, subject to a limited extension, and we may not be able to find a suitable replacement, resulting in a disruption in our operations that could materially adversely affect our financial condition, business and results of operations as well as the market price of our shares

Risks Relating to the Restaurant Group

1. 06Increased commodity, energy and other costs could decrease our Restaurant Group companies' profit margins or cause the Restaurant Group companies to limit or otherwise modify their menus, which could have a material adverse effect on our business, financial condition and results of operations
2. 07advertisement, to establish concept recognition, our restaurant businesses may be more adversely affected by negative customer experiences than other dining establishments, including those of our restaurant businesses' competitors
3. 08The success of the Restaurant Group depends, in part, on its intellectual property, which we may be unable to protect

Risks Relating to Dun & Bradstreet

1. 09D&B faces significant competition for its solutions, which may increase as D&B expands its business
2. 10A failure in the integrity of D&B's data, models, or the systems upon which it relies could harm its brand and result in a loss of sales and an increase in legal claims
3. 11D&B could lose its access to data sources or ability to transfer data across the data sources in markets it operates, which could prevent D&B from providing its solutions
4. 12D&B notice regarding alleged violations of the Consent Order and a potential FTC enforcement action. D&B is discussing a potential resolution of the matter with the FTC

Risks Relating to Alight

1. 13Alight faces significant competition and its failure to compete successfully could have a material adverse effect on the financial condition and results of operations of its business
2. 14Compliance with applicable laws and regulations including changes in such laws and regulations, their application and their interpretation, could have an adverse effect on Alight's business
3. 15Issues relating to the use of new and evolving technologies, such as Artificial Intelligence and Machine Learning, in Alight's offerings may result in reputational harm and liability

Risks Relating to Black Knight Football

1. 16BKFC is dependent on the performance and popularity of its football clubs
2. 17BKFC's business is dependent upon its ability to attract and retain key personnel, including players
3. 18Negotiation, pricing and terms of key media contracts are outside of Black Knight Football's control and those contracts may change in the future or expose it to certain risks
4. 19The markets in which Black Knight Football operates are highly competitive and increased competition could adversely affect Black Knight Football's results of operations, financial condition and cash flow

Risks Relating to the Company's Structure

1. 20We may become subject to the Investment Company Act of 1940
2. 21Certain executive officers and members of our Board serve on the boards of directors of other entities or are employed by other entities, including but not limited to D&B, Trasimene, Alight, System1, BKFC, CSI, Minden Mill and Watkins
3. 22An inability of our material unconsolidated affiliates to maintain effective financial reporting processes may adversely impact our ability to report our results of operations or financial condition accurately and timely
4. 23The loss of key personnel could impair our operating abilities and could have a material adverse effect on our business, financial condition and results of operations
5. 24Improper access to, misappropriation, destruction or disclosure of confidential, personal or proprietary data could result in significant harm to our reputation or the reputation of any of the businesses we own
6. 25If Cannae or its businesses are unable to protect their computer systems, software, networks, data and other technology assets it could have a material adverse effect on the value of our businesses, and ultimately, our financial condition and results of operations
7. 26We may make acquisitions in lines of business that are not directly tied to or synergistic with our current subsidiary companies. Accordingly, we may in the future acquire businesses in industries or geographic areas with which management is less familiar than we are with our current businesses
8. 27We may often pursue opportunities that involve business, regulatory, legal or other complexities, which could have a material adverse effect on our business, financial condition and results of operations
9. 28We and the businesses we own and manage, from time to time in the ordinary course of business, are involved in legal proceedings and may experience unfavorable outcomes, which could have a material adverse effect on our business, financial condition and results of operations
10. 29The lack of liquidity in certain of our ownership interests may adversely affect our business
11. 30Certain anti-takeover provisions of Nevada law could have the effect of delaying or preventing a third-party from acquiring us, even if the acquisition arguably could benefit our stockholders
12. 31Our consolidated financial statements include estimates made by management and actual results could differ materially from those estimates
13. 32The global operations of certain of our ownership interests including D&B, Alight and BKFC may subject us to risks that could negatively affect our business
14. 33Changing rules, public disclosure regulations and stakeholder expectations on environmental, social and corporate governance related matters create a variety of risks for our business