Albertsons granted expedited review for delayed $4B dividend

Albertsons Cos. could be freed to pay out a $4 billion special dividend to shareholders, announced with its $24.6 billion merger deal with The Kroger Co., later this month.

The State of Washington Supreme Court has set a Jan. 17 hearing to review the temporary restraining order (TRO) that has held up the dividend payment for nearly two months, Albertsons said Monday. The hearing on the dividend, originally due to be paid to Albertsons shareholders on Nov. 7, previously was scheduled for Feb. 9.

Just before the holiday break, the Washington Supreme Court said it will review an appeal made by the Washington State Attorney General’s office to block the special dividend, with the TRO remaining in place pending a further order. But Boise, Idaho-based Albertsons filed a motion to expedite the Feb. 9 review, and the state’s high court granted the request.

The Washington Supreme Court had ordered on Dec. 16 that the dividend payment remain frozen for further review. In a Dec. 9 hearing, Washington’s King County Superior Court rejected the state’s request for a preliminary injunction against the payment but extended the TRO to Dec. 19. The state, though, filed an emergency motion with the state supreme court, and the court upheld the motion to continue the TRO.

Albertsons’ special dividend payment has been suspended under a TRO attained Nov. 3 by Washington Attorney General Bob Ferguson. The state argues that the $4 billion payment, if made, would curtail Albertsons’ ability to operate and compete and could negatively impact consumers and workers. The AG’s office also argues that the payment, as planned, is anticompetitive because it’s connected to a merger deal. Albertsons and Kroger, though, have said the dividend is not part of the merger transaction.

“Albertsons Cos. continues to maintain that the claim brought by the attorney general of the state of Washington, and the similar lawsuit brought by the attorneys general of California, Illinois and the District of Columbia, are meritless and provide no legal basis for preventing the payment of the special dividend. Albertsons’ position has been supported by favorable rulings in both circuit and district courts in the District of Columbia and a Washington State court,” Albertsons said in a statement on Monday.

“Albertsons Cos.’ proposed merger with The Kroger Co. is continuing through required regulatory review, including seeking clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976,” Albertsons added.