IPO / M&AMortgageRegulatory

FTC wants a temporary pause on ICE’s acquisition of Black Knight 

Without a TRO and PI order, the ICE-Black Knight deal could close on April 28

The Federal Trade Commission (FTC) has opened a new front in the fight against Intercontinental Exchange‘s (ICE’s) planned acquisition of Black Knight

The agency petitioned a California federal court to issue a temporary restraining order (TRO) and preliminary injunction (PI) that prevents ICE from going forward with the deal to buy Black Knight. The goal is to give the commission time to pursue in-house litigation against the merger, according to a complaint filed in the U.S. District Court in San Francisco on Tuesday. 

Unless the temporarily restrained and preliminary injunction are issued by the court, ICE and Black Knight plan to close the acquisition immediately after a vote of Black Knights shareholders, which is scheduled for April 28, the lawsuit states. 

The FTC’s administrative hearing on the deal is scheduled for July 12.

“Preliminary relief is warranted and necessary,” the FTC said in the complaint. “Should the Commission rule, after the full administrative proceeding, that the Acquisition is unlawful, reestablishing the status quo would be difficult, if not impossible, if the Acquisition has already occurred in the absence of preliminary relief.”

The FTC sued ICE to block the transaction in March on the premise that merging the country’s two largest providers of home mortgage loan origination systems and other key lender software tools will drive up costs, reduce innovation and reduce lenders’ options for the tools used to generate and service mortgages. 

“ICE is fully confident in our position and look forward to presenting it in court,” the company said following the FTC’s suit against ICE. The company affirmed its plans to complete the acquisition in the third or fourth quarter of 2023.

In an effort to quell antitrust concerns regarding the merger, ICE and Black Knight amended the terms of their proposed deal to reduce Black Knight’s valuation to $11.8 billion — about 11% lower than its valuation when the agreement was announced last year

Black Knight sold its loan origination system, Empower, to a subsidiary of Canada’s Constellation Software Inc. in March, prior to the FTC’s suit against ICE. The deal included its Exchange, LendingSpace and AIVA solutions.

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