Kroger’s $24.6 Billion Albertsons Companies Merger Trial Was Set for Oct. 19

A Delaware court scheduled a two-week trial for Oct. 19 over Kroger’s failed $24.6 billion purchase of Albertsons Companies, putting a multibillion-dollar damages dispute before a judge.

The bench trial was set to begin Monday, Oct. 19, at 9:15 a.m. ET (13:15 UTC) before Delaware Vice Chancellor Lori Will. The scheduled start does not establish that proceedings opened.

Albertsons alleges Kroger failed to use its best efforts to obtain regulatory approval for the merger. It says Kroger refused to expand a proposed sale of stores meant to address competition concerns. Kroger denies breaching the agreement and argues that regulators would have required sales beyond the deal’s 650-store cap.

Albertsons’ earlier damages demand could exceed $9 billion. Albertsons puts the lost merger premium at between $5.43 billion and $6.88 billion, a range that includes interest through June 30, 2026. Albertsons also seeks a tax gross-up of between $1.4 billion and $1.7 billion, plus a $600 million termination fee, prejudgment interest of at least $75 million, and fees and costs. Kroger disputes owing the fee or damages.

The companies announced the deal in October 2022. Kroger proposed to buy Albertsons for an estimated $34.10 per share, valuing the transaction at about $24.6 billion.

The Federal Trade Commission (FTC) challenged the merger over its potential effect on grocery competition. An Oregon federal court and a Washington state court blocked the deal on Dec. 10, 2024. Albertsons terminated the merger agreement the following day.

The Delaware trial was allotted two weeks to examine whether Kroger met its obligations under that agreement and whether Albertsons is entitled to payment.