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Kroger-Albertsons Trial Begins over Failed Merger
Albertsons says Kroger failed to win antitrust approval and owes shareholders up to $6.88 billion in lost premium, plus fees and tax adjustments.
On Monday, the Delaware Chancery Court trial began between Albertsons and Kroger over their failed $24.6 billion merger, with Albertsons seeking more than $8 billion in damages.
A federal court blocked the merger in December 2024 after the Federal Trade Commission argued combining more than 4,000 stores would create excessive market power, ruling the divestiture plan insufficient.
Albertsons alleges Kroger utilized a "failing lowball strategy" to protect profits; Kroger counters it spent more than $1 billion acting in good faith to close the deal.
Judge Lori Will must determine whether Kroger knowingly breached the agreement, a decision with far-reaching implications. Analysts at Bloomberg Intelligence estimate a 70% chance Kroger pays the $600 million termination fee.
Rulings are expected to take months and remain subject to appeal at the Delaware Supreme Court. This case will test how courts interpret "commercially reasonable efforts" in future merger agreements requiring divestment.