Intercontinental Exchange and Black Knight Announce Entry into Agreement Containing Consent Orders with FTC’s Bureau of Competition

Intercontinental Exchange, Inc. (NYSE: ICE) and Black Knight, Inc. (NYSE: BKI) today announced that they have entered into an Agreement Containing Consent Orders (the “ACCO”) with the Bureau of Competition of the Federal Trade Commission (the “FTC”) regarding ICE’s pending acquisition of Black Knight. The ACCO contains an agreed form of consent order that will be submitted to the FTC for acceptance and approval.

Pursuant to the previously announced Timing Agreement entered into among ICE, Black Knight and the FTC on August 6, 2023, ICE is permitted to complete its acquisition of Black Knight following 11:59 p.m. Eastern Time on the tenth calendar day after the entry into the ACCO. Accordingly, the parties expect to close the acquisition on September 5, 2023 and to complete the previously announced divestitures of Black Knight’s Empower and Optimal Blue businesses to subsidiaries of Constellation Software Inc. within 20 days thereafter.

ICE and Black Knight also announced today that the deadline for Black Knight stockholders to elect the form of merger consideration they wish to receive in the acquisition has been set for 5:00 p.m. Eastern Time, September 1, 2023 (the “Election Deadline”).

The Election Form and Letter of Transmittal (the “Election Form”) necessary for Black Knight stockholders to make an election as to the form of consideration they wish to receive was mailed (along with other election materials) beginning on March 31, 2023 to holders of record of Black Knight common stock as of March 24, 2023.

As further described in the election materials and in the proxy statement/prospectus dated March 31, 2023, Black Knight stockholders wishing to make an election must deliver to Computershare Trust Company, N.A. (the “Exchange Agent”) by the Election Deadline a properly completed and signed Election Form, together with a completed and signed Internal Revenue Service Form W-9 or appropriate Form W-8, as applicable, and if they cannot complete the procedures for book-entry transfer of their shares of Black Knight common stock into the Exchange Agent’s account prior to the Election Deadline, the Black Knight stock certificate(s) to which their Election Forms relate or a properly completed Notice of Guaranteed Delivery. Black Knight stockholders of record that hold their shares of Black Knight common stock in electronic, book-entry form may also make their election by submitting election instructions online prior to the Election Deadline by logging on to the election website at www.ComputershareCAS.com/Blackknight or https://blackknight.computersharecas.com. Black Knight stockholders who hold shares through a bank, broker or other nominee may be subject to an earlier election deadline and should carefully review any materials they received from their bank, broker or other nominee regarding how to make an election as to the form of merger consideration they wish to receive. Black Knight stockholders should carefully read all of the election materials provided to them before making their election.