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Merger Arbitrage Tool

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  Target Announced Date Acquirer Deal
Type		 Closing
Value		 Deal
Price		 Last
Price		 Target
Volume		 Options Div. Yield Estimated
Closing Date		 Return Annualized
Return
BKI chart 5/04/22 Intercontinental Exchange, Inc. (ICE) Special Conditions $16 B $85.00 $60.75 689,255 Yes N/A 5/04/23 39.92% 94.00%

The following funds have a position in Black Knight, Inc.:

Fund # Shares Owned % of Portfolio % Change
Magnetar Financial Llc 1,352,748 1.21% -35.34%
Sand Grove Capital Management Llp 1,437,845 8.95% 72.35%
Tig Advisors, Llc 389,721 0.92% -54.97%
Jet Capital Investors L P 20,000 0.27% -92%
Gabelli Funds Llc 141,450 0.08% 10.29%
Alpine Global Management, Llc 7,500 0.11% -83.64%
Tudor Investment Corp Et Al 11,500 (Put) 0.02% Exited
Harvest Management Llc 8,000 0.42% No change
Black Knight, Inc. merger details:

Expected to close in the first half of 2023 for a closing value of $16 billion in a cash or stock deal. Upon completion of the deal, shareholders of Black Knight will receive $85 per share. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing.

Merger Agreement

Black Knight, Inc. Investor Relations

Intercontinental Exchange, Inc. Investor Relations

Termination Fee

Company Termination Fee (To be paid by Black Knight): $398 million

Parent Termination Fee (To be paid by Intercontinental Exchange): $725 million

Closing Dates

Outside Date: August 4, 2023 (option to be extended till November 4, 2023)

Update(s)

May 5, 2022: Black Knight (BKI) announced unaudited financial results for the first quarter of 2022. The company reported revenues of $387.2 million, an increase of 11% and organic revenue growth of 9%. Operating income of $80.2 million was an increase of 18% as compared to the prior year quarter.

May 18, 2022: Intercontinental Exchange (ICE) and Black Knight (BKI) each filed their respective HSR Act notification forms.

June 17, 2022:  Black Knight (BKI) and Intercontinental Exchange (ICE), each received a Request for Additional Information and Documentary Material, referred to as a “Second Request,” from the FTC with respect to the merger. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order.

August 19, 2022: Black Knight (BKI) announced that the special meeting of stockholders will be on September 21, 2022.

September 21, 2022: Black Knight (BKI) announced that it has received shareholder approval to be acquired by Intercontinental Exchange (ICE).

November 18, 2022: Black Knight (BKI) announced that it has agreed to sell its TitlePoint line of business to Fidelity National Financial (FNF) for $225 million in cash. The sale of TitlePoint is not conditioned on the completion of Intercontinental Exchange's (ICE) acquisition of Black Knight.
ACI chart 10/14/22 The Kroger Co. (KR) Special Conditions $24.6 B $27.25 $20.96 1,877,219 Yes 2.29% 3/31/24 30.01% 22.49%

The following funds have a position in Albertsons Companies, Inc.:

Fund # Shares Owned % of Portfolio % Change
Davidson Kempner Capital Management Lp 2,474,742 1.22% 104.47%
Tudor Investment Corp Et Al 150,000 0.08% New
Twin Capital Management Inc 58,189 0.2% 64.19%
Magnetar Financial Llc 20,000 0.00552% Exited
Albertsons Companies, Inc. merger details:

Expected to close in early 2024 for a closing value of $24.6 billion. Under the terms of the agreement, shareholders of Albertsons Companies will receive $34.10 per share in cash. The cash component of the $34.10 per share consideration may be reduced by the per share value of a newly created standalone public company ("SpinCo") that Albertsons is prepared to spin off at closing. As part of the transaction, Albertsons will pay a special cash dividend of up to $4 billion to its shareholders. The cash component of the $34.10 per share consideration will be reduced by the per share amount of the special cash dividend, which is expected to be approximately $6.85 per share. This cash dividend will be payable on November 7, 2022, to shareholders of record as of the close of business on October 24, 2022.

Merger Agreement

Albertsons Companies, Inc. Investor Relations

The Kroger Co. Investor Relations

Termination Fee

Company Termination Fee (To be paid by Albertsons Companies): $318 million

Parent Termination Fee (To be paid by The Kroger Co.): $600 million

Outside Date: January 13, 2024 (option to be extended by 270 days)

Update(s)

October 18, 2022: According to Reuters, a U.S. Senate antitrust panel is expected to announce as soon as Tuesday a hearing on the merger of grocery giants Kroger (KR) and Albertsons (ACI), signaling growing scrutiny of the deal.

October 19, 2022: Albertsons Companies (ACI) reported that, following the execution of the Merger Agreement with The Kroger Co. (KR): (i) the Cerberus Holders, (ii) entities affiliated with Klaff Realty, (iii) entities affiliated with Lubert-Adler Partners and (iv) KRS ABS, LLC, an entity affiliated with Kimco Realty Corporation, collectively the beneficial owners of 296,076,183 shares of Common Stock, which constitute approximately 55.4% of the voting power of the outstanding shares of Common Stock, each executed a written consent approving and adopting the Merger Agreement. No further approval of the stockholders of the company is required to adopt the Merger Agreement.

October 19, 2022: Sen. Elizabeth Warren called for the Federal Trade Commission to block Kroger's (KR) planned billion acquisition of rival supermarket chain Albertsons (ACI).

October 21, 2022: Reuters reported that thousands of unionized retail workers from the U.S. Mid-Atlantic to the West Coast are lobbying regulators and lawmakers as part of a broader effort to nix the merger between supermarket operators Kroger (KR) and Albertsons (ACI).

October 26, 2022: According to Bloomberg, Attorney General Karl Racine on behalf of a bipartisan group of attorneys general said that Albertsons (ACI) should hold off on the $4 billion dividend payment to shareholders while the pending merger with Kroger (KR) is reviewed.

October 31, 2022: According to Bloomberg, plans by Albertsons (ACI) to pay $4 billion to shareholders as a special dividend were developed before the company started talking about a potential merger with Kroger (KR), according to a letter from the grocery-store chain to a group of state attorneys general that raised concerns about the payout.

November 1, 2022: According to Reuters, Washington State Attorney General Bob Ferguson filed a lawsuit on Tuesday to block grocery chain Albertsons (ACI) from paying dividends to shareholders before the closure of its proposed merger with Kroger (KR).

November 3, 2022: According to Reuters, a state court in Washington has temporarily blocked Albertsons Companies (ACI) from paying a $4 billion dividend to shareholders before the grocery chain closes its proposed deal with rival Kroger (KR).

November 4, 2022: Albertsons Companies (ACI) announced that the Attorney General of the State of Washington has been granted a temporary restraining order, that restrains the company from paying the previously announced $6.85 per common share special dividend, originally scheduled to be paid on November 7, 2022. Albertsons intends to seek to overturn the restraint as quickly as possible because the temporary order was based on the incorrect assertion that payment of the special dividend would impair its ability to compete while its proposed merger with The Kroger Co. (KR) is under antitrust review. A hearing on the State of Washington’s request for a preliminary injunction is scheduled for November 10, 2022.

November 8, 2022: Albertsons Companies (ACI) announced that the U.S. District Court for the District of Columbia has denied the request by the California, Illinois, and District of Columbia Attorneys General for a temporary restraining order against the company’s previously announced $6.85 per common share Special Dividend, originally scheduled to be paid on November 7, 2022.

November 8, 2022: According to Reuters, A U.S. federal court denied requests to temporarily block Albertsons Companies' (ACI) $4 billion dividend payment to shareholders before the closing of the proposed merger with Kroger (KR), but the payout remained blocked due to another court order.

November 10, 2022: Albertsons Companies (ACI) announced that the Washington State Court has postponed the date of the hearing regarding the temporary restraining order granted to the State of Washington. The TRO restrains the company from paying the previously announced $6.85 per share Special Dividend to stockholders of record as of the close of business on October 24, 2022. The hearing is scheduled to take place on November 16 and November 17, and the TRO remains in effect.

November 16, 2022: According to Reuters, Albertsons Companies (ACI) said that its $4 billion dividend payment to shareholders will continue to remain on hold as a Washington state court postponed a scheduled case hearing to December 9, 2022.

November 28, 2022: Reuters reported that Senator Amy Klobuchar's office has said in a statement that Kroger (KR) CEO Rodney McMullen and Albertsons' (ACI) top executive, Vivek Sankaran, will face questions this week on plans for the two companies to merge.

Note: Premium members can sort this table by Target, Return, Annualized Return and Estimated Closing Date. Desktop Version

  Target Estimated
Closing Date		 Return Annualized
Return
BKI chart 5/04/23 39.92% 94.00%

The following funds have a position in Black Knight, Inc.:

Fund # Shares Owned % of Portfolio % Change
Magnetar Financial Llc 1,352,748 1.21% -35.34%
Sand Grove Capital Management Llp 1,437,845 8.95% 72.35%
Tig Advisors, Llc 389,721 0.92% -54.97%
Jet Capital Investors L P 20,000 0.27% -92%
Gabelli Funds Llc 141,450 0.08% 10.29%
Alpine Global Management, Llc 7,500 0.11% -83.64%
Tudor Investment Corp Et Al 11,500 (Put) 0.02% Exited
Harvest Management Llc 8,000 0.42% No change
Black Knight, Inc. merger details:

Expected to close in the first half of 2023 for a closing value of $16 billion in a cash or stock deal. Upon completion of the deal, shareholders of Black Knight will receive $85 per share. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing.

Merger Agreement

Black Knight, Inc. Investor Relations

Intercontinental Exchange, Inc. Investor Relations

Termination Fee

Company Termination Fee (To be paid by Black Knight): $398 million

Parent Termination Fee (To be paid by Intercontinental Exchange): $725 million

Closing Dates

Outside Date: August 4, 2023 (option to be extended till November 4, 2023)

Update(s)

May 5, 2022: Black Knight (BKI) announced unaudited financial results for the first quarter of 2022. The company reported revenues of $387.2 million, an increase of 11% and organic revenue growth of 9%. Operating income of $80.2 million was an increase of 18% as compared to the prior year quarter.

May 18, 2022: Intercontinental Exchange (ICE) and Black Knight (BKI) each filed their respective HSR Act notification forms.

June 17, 2022:  Black Knight (BKI) and Intercontinental Exchange (ICE), each received a Request for Additional Information and Documentary Material, referred to as a “Second Request,” from the FTC with respect to the merger. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order.

August 19, 2022: Black Knight (BKI) announced that the special meeting of stockholders will be on September 21, 2022.

September 21, 2022: Black Knight (BKI) announced that it has received shareholder approval to be acquired by Intercontinental Exchange (ICE).

November 18, 2022: Black Knight (BKI) announced that it has agreed to sell its TitlePoint line of business to Fidelity National Financial (FNF) for $225 million in cash. The sale of TitlePoint is not conditioned on the completion of Intercontinental Exchange's (ICE) acquisition of Black Knight.
ACI chart 3/31/24 30.01% 22.49%

The following funds have a position in Albertsons Companies, Inc.:

Fund # Shares Owned % of Portfolio % Change
Davidson Kempner Capital Management Lp 2,474,742 1.22% 104.47%
Tudor Investment Corp Et Al 150,000 0.08% New
Twin Capital Management Inc 58,189 0.2% 64.19%
Magnetar Financial Llc 20,000 0.00552% Exited
Albertsons Companies, Inc. merger details:

Expected to close in early 2024 for a closing value of $24.6 billion. Under the terms of the agreement, shareholders of Albertsons Companies will receive $34.10 per share in cash. The cash component of the $34.10 per share consideration may be reduced by the per share value of a newly created standalone public company ("SpinCo") that Albertsons is prepared to spin off at closing. As part of the transaction, Albertsons will pay a special cash dividend of up to $4 billion to its shareholders. The cash component of the $34.10 per share consideration will be reduced by the per share amount of the special cash dividend, which is expected to be approximately $6.85 per share. This cash dividend will be payable on November 7, 2022, to shareholders of record as of the close of business on October 24, 2022.

Merger Agreement

Albertsons Companies, Inc. Investor Relations

The Kroger Co. Investor Relations

Termination Fee

Company Termination Fee (To be paid by Albertsons Companies): $318 million

Parent Termination Fee (To be paid by The Kroger Co.): $600 million

Outside Date: January 13, 2024 (option to be extended by 270 days)

Update(s)

October 18, 2022: According to Reuters, a U.S. Senate antitrust panel is expected to announce as soon as Tuesday a hearing on the merger of grocery giants Kroger (KR) and Albertsons (ACI), signaling growing scrutiny of the deal.

October 19, 2022: Albertsons Companies (ACI) reported that, following the execution of the Merger Agreement with The Kroger Co. (KR): (i) the Cerberus Holders, (ii) entities affiliated with Klaff Realty, (iii) entities affiliated with Lubert-Adler Partners and (iv) KRS ABS, LLC, an entity affiliated with Kimco Realty Corporation, collectively the beneficial owners of 296,076,183 shares of Common Stock, which constitute approximately 55.4% of the voting power of the outstanding shares of Common Stock, each executed a written consent approving and adopting the Merger Agreement. No further approval of the stockholders of the company is required to adopt the Merger Agreement.

October 19, 2022: Sen. Elizabeth Warren called for the Federal Trade Commission to block Kroger's (KR) planned billion acquisition of rival supermarket chain Albertsons (ACI).

October 21, 2022: Reuters reported that thousands of unionized retail workers from the U.S. Mid-Atlantic to the West Coast are lobbying regulators and lawmakers as part of a broader effort to nix the merger between supermarket operators Kroger (KR) and Albertsons (ACI).

October 26, 2022: According to Bloomberg, Attorney General Karl Racine on behalf of a bipartisan group of attorneys general said that Albertsons (ACI) should hold off on the $4 billion dividend payment to shareholders while the pending merger with Kroger (KR) is reviewed.

October 31, 2022: According to Bloomberg, plans by Albertsons (ACI) to pay $4 billion to shareholders as a special dividend were developed before the company started talking about a potential merger with Kroger (KR), according to a letter from the grocery-store chain to a group of state attorneys general that raised concerns about the payout.

November 1, 2022: According to Reuters, Washington State Attorney General Bob Ferguson filed a lawsuit on Tuesday to block grocery chain Albertsons (ACI) from paying dividends to shareholders before the closure of its proposed merger with Kroger (KR).

November 3, 2022: According to Reuters, a state court in Washington has temporarily blocked Albertsons Companies (ACI) from paying a $4 billion dividend to shareholders before the grocery chain closes its proposed deal with rival Kroger (KR).

November 4, 2022: Albertsons Companies (ACI) announced that the Attorney General of the State of Washington has been granted a temporary restraining order, that restrains the company from paying the previously announced $6.85 per common share special dividend, originally scheduled to be paid on November 7, 2022. Albertsons intends to seek to overturn the restraint as quickly as possible because the temporary order was based on the incorrect assertion that payment of the special dividend would impair its ability to compete while its proposed merger with The Kroger Co. (KR) is under antitrust review. A hearing on the State of Washington’s request for a preliminary injunction is scheduled for November 10, 2022.

November 8, 2022: Albertsons Companies (ACI) announced that the U.S. District Court for the District of Columbia has denied the request by the California, Illinois, and District of Columbia Attorneys General for a temporary restraining order against the company’s previously announced $6.85 per common share Special Dividend, originally scheduled to be paid on November 7, 2022.

November 8, 2022: According to Reuters, A U.S. federal court denied requests to temporarily block Albertsons Companies' (ACI) $4 billion dividend payment to shareholders before the closing of the proposed merger with Kroger (KR), but the payout remained blocked due to another court order.

November 10, 2022: Albertsons Companies (ACI) announced that the Washington State Court has postponed the date of the hearing regarding the temporary restraining order granted to the State of Washington. The TRO restrains the company from paying the previously announced $6.85 per share Special Dividend to stockholders of record as of the close of business on October 24, 2022. The hearing is scheduled to take place on November 16 and November 17, and the TRO remains in effect.

November 16, 2022: According to Reuters, Albertsons Companies (ACI) said that its $4 billion dividend payment to shareholders will continue to remain on hold as a Washington state court postponed a scheduled case hearing to December 9, 2022.

November 28, 2022: Reuters reported that Senator Amy Klobuchar's office has said in a statement that Kroger (KR) CEO Rodney McMullen and Albertsons' (ACI) top executive, Vivek Sankaran, will face questions this week on plans for the two companies to merge.

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