10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2022

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-37394

Black Knight, Inc.

______________________________________________________________________________________________________________________________________________________

(Exact name of registrant as specified in its charter)

Delaware	81-5265638
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
601 Riverside Avenue, Jacksonville, Florida	32204
(Address of principal executive offices)	(Zip Code)

(904) 854-5100

___________________________________________________________________

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.0001 par value	BKI	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☑	Accelerated filer	☐	Non-accelerated filer	☐	Smaller reporting company	☐
						Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

There were 156,025,027 shares outstanding of the Registrant’s common stock as of August 3, 2022.

FORM 10-Q

QUARTERLY REPORT

Quarter Ended June 30, 2022

TABLE OF CONTENTS

	Page
Part I: FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements (Unaudited)
A. Condensed Consolidated Balance Sheets (Unaudited) as of June 30, 2022 and December 31, 2021	1
B. Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) for the three and six months ended June 30, 2022 and 2021	2
C. Condensed Consolidated Statements of Equity (Unaudited) for the three and six months ended June 30, 2022 and 2021	3
D. Condensed Consolidated Statements of Cash Flows (Unaudited) for the six months ended June 30, 2022 and 2021	5
E. Notes to Condensed Consolidated Financial Statements (Unaudited)	6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3. Quantitative and Qualitative Disclosure About Market Risk	32
Item 4. Controls and Procedures	33
Part II: OTHER INFORMATION	34
Item 1. Legal Proceedings	34
Item 1A. Risk Factors	34
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 3. Defaults Upon Senior Securities	38
Item 4. Mine Safety Disclosures	38
Item 5. Other Information	38
Item 6. Exhibits	39

i

Part I: FINANCIAL INFORMATION

Item 1.Condensed Consolidated Financial Statements (Unaudited)

BLACK KNIGHT, INC.

Condensed Consolidated Balance Sheets

(In millions)

(Unaudited)

	June 30, 2022			December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	38.0	$	77.1
Trade receivables, net		203.2		191.8
Prepaid expenses and other current assets		97.7		83.0
Receivables from related parties		6.1		0.2
Total current assets		345.0		352.1
Property and equipment, net		146.6		154.5
Software, net		469.6		497.0
Other intangible assets, net		539.6		613.2
Goodwill		3,817.1		3,817.3
Investments in unconsolidated affiliates		171.4		490.5
Deferred contract costs, net		198.0		196.0
Other non-current assets		241.2		230.3
Total assets	$	5,928.5	$	6,350.9
LIABILITIES AND EQUITY
Current liabilities:
Trade accounts payable and other accrued liabilities	$	59.8	$	64.5
Income taxes payable		46.8		11.8
Accrued compensation and benefits		75.4		91.4
Current portion of debt		33.6		32.5
Deferred revenues		68.8		64.6
Total current liabilities		284.4		264.8
Deferred revenues		62.0		81.5
Deferred income taxes		241.3		284.1
Long-term debt, net of current portion		2,736.7		2,362.6
Other non-current liabilities		56.6		78.7
Total liabilities		3,381.0		3,071.7
Commitments and contingencies (Note 10)
Redeemable noncontrolling interests		47.4		1,188.8
Equity:
Common stock; $0.0001 par value; 550,000,000 shares authorized; 160,040,598 shares issued and 156,031,830 shares outstanding as of June 30, 2022, and 160,040,598 shares issued and 155,357,705 shares outstanding as of December 31, 2021		—		—
Preferred stock; $0.0001 par value; 25,000,000 shares authorized; issued and outstanding, none as of June 30, 2022 and December 31, 2021		—		—
Additional paid-in capital		1,367.8		1,410.9
Retained earnings		1,368.2		968.2
Accumulated other comprehensive loss		(5.5)		(17.5)
Treasury stock, at cost, 4,008,768 shares as of June 30, 2022 and 4,682,893 shares as of December 31, 2021		(230.4)		(271.2)
Total shareholders’ equity		2,500.1		2,090.4
Total liabilities, redeemable noncontrolling interests and shareholders’ equity	$	5,928.5	$	6,350.9

See Notes to Condensed Consolidated Financial Statements (Unaudited).

1

BLACK KNIGHT, INC.

Condensed Consolidated Statements of Earnings and Comprehensive Earnings

(In millions, except per share data)

(Unaudited)

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Revenues	$	394.5	$	361.3	$	781.7	$	711.0
Expenses:
Operating expenses		216.8		197.0		424.7		383.2
Depreciation and amortization		92.5		90.4		184.0		178.2
Transition and integration costs		8.2		4.3		15.8		12.2
Total expenses		317.5		291.7		624.5		573.6
Operating income		77.0		69.6		157.2		137.4
Other income and expense:
Interest expense, net		(22.6)		(20.9)		(43.7)		(41.2)
Other expense, net		(2.4)		(1.0)		(3.6)		(4.2)
Total other expense, net		(25.0)		(21.9)		(47.3)		(45.4)
Earnings before income taxes and equity in (losses) earnings of unconsolidated affiliates		52.0		47.7		109.9		92.0
Income tax expense		11.6		10.5		10.5		15.7
Earnings before equity in (losses) earnings of unconsolidated affiliates		40.4		37.2		99.4		76.3
Equity in (losses) earnings of unconsolidated affiliates, net of tax		(0.1)		(5.0)		303.0		1.4
Net earnings		40.3		32.2		402.4		77.7
Net losses attributable to redeemable noncontrolling interests		—		7.5		2.5		16.1
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Other comprehensive earnings (loss):
Unrealized holding gains (losses), net of tax(1)		2.3		(0.2)		6.6		0.3
Reclassification adjustments for losses included in net earnings, net of tax(2)		2.0		4.0		5.2		7.9
Total unrealized gains on interest rate swaps, net of tax		4.3		3.8		11.8		8.2
Foreign currency translation adjustment, net of tax (3)		(0.4)		(0.1)		(0.6)		(0.4)
Unrealized (losses) gains on investments in unconsolidated affiliates, net of tax(4)		(2.4)		1.5		0.8		(1.6)
Other comprehensive earnings		1.5		5.2		12.0		6.2
Comprehensive earnings		41.8		37.4		414.4		83.9
Net losses attributable to redeemable noncontrolling interests		—		7.5		2.5		16.1
Comprehensive earnings attributable to Black Knight	$	41.8	$	44.9	$	416.9	$	100.0
Net earnings per share attributable to Black Knight common shareholders:
Basic	$	0.26	$	0.26	$	2.62	$	0.60
Diluted	$	0.26	$	0.25	$	2.60	$	0.60
Weighted average shares of common stock outstanding (see Note 5):
Basic		154.5		155.4		154.4		155.5
Diluted		155.6		155.7		155.5		155.8

(1) Net of income tax expense of $0.9 million and income tax benefit of $0.1 million for the three months ended June 30, 2022 and 2021, respectively, and income tax expense of $2.3 million and $0.1 million for the six months ended June 30, 2022 and 2021, respectively.

(2) Amounts reclassified to net earnings relate to losses on interest rate swaps and are included in Interest expense, net above. Amounts are net of income tax benefit of $0.7 million and $1.4 million for the three months ended June 30, 2022 and 2021, respectively, and $1.8 million and $2.7 million for the six months ended June 30, 2022 and 2021, respectively.

(3) Net of income tax benefit of $0.2 million for the three and six months ended June 30, 2022 and less than $0.1 million for the three and six months ended June 30, 2021.

(4) Net of income tax benefit of $0.8 million and income tax expense of $0.5 million for the three months ended June 30, 2022 and 2021, respectively, and income tax expense of $0.3 million and income tax benefit $0.5 million for the six months ended June 30, 2022 and 2021, respectively.

See Notes to Condensed Consolidated Financial Statements (Unaudited).

2

BLACK KNIGHT, INC.

Condensed Consolidated Statements of Equity

(In millions)

(Unaudited)

	Three months ended June 30, 2022
								Accumulated
				Additional				other					Total		Redeemable
	Common stock			paid-in		Retained		comprehensive		Treasury stock			shareholders’		noncontrolling
	Shares	$		capital		earnings		loss		Shares	$		equity		interests
Balance, March 31, 2022	160.0	$	—	$	1,364.8	$	1,327.4	$	(7.0)	4.1	$	(234.2)	$	2,451.0	$	40.2
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco, LLC	—		—		(7.2)		—		—	—		—		(7.2)		7.2
Grant of restricted shares of common stock	—		—		(4.2)		—		—	(0.1)		4.2		—		—
Forfeitures of restricted shares of common stock	—		—		0.2		—		—	—		(0.2)		—		—
Tax withholding payments for restricted share vesting	—		—		(0.3)		—		—	—		—		(0.3)		—
Vesting of restricted shares granted from treasury stock	—		—		0.2		—		—	—		(0.2)		—		—
Equity-based compensation expense	—		—		12.9		—		—	—		—		12.9		—
Net earnings	—		—		—		40.3		—	—		—		40.3		—
Equity-based compensation expense of unconsolidated affiliates	—		—		—		0.5		—	—		—		0.5		—
Foreign currency translation adjustment	—		—		—		—		(0.4)	—		—		(0.4)		—
Unrealized gains on interest rate swaps, net	—		—		—		—		4.3	—		—		4.3		—
Other comprehensive loss on investments in unconsolidated affiliates	—		—		—		—		(2.4)	—		—		(2.4)		—
Other	—		—		1.4		—		—	—		—		1.4		—
Balance, June 30, 2022	160.0	$	—	$	1,367.8	$	1,368.2	$	(5.5)	4.0	$	(230.4)	$	2,500.1	$	47.4

	Three months ended June 30, 2021
								Accumulated
				Additional				other						Total	Redeemable
	Common stock			paid-in		Retained		comprehensive		Treasury stock			shareholders’		noncontrolling
	Shares	$		capital		earnings		loss		Shares	$		equity		interests
Balance, March 31, 2021	160.0	$	—	$	2,017.0	$	812.0	$	(37.8)	3.4	$	(176.5)	$	2,614.7	$	578.0
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco, LLC	—		—		(7.5)		—		—	—		—		(7.5)		7.5
Grant of restricted shares of common stock	—		—		(1.3)		—		—	—		1.3		—		—
Forfeitures of restricted shares of common stock	—		—		0.4		—		—	—		(0.4)		—		—
Tax withholding payments for restricted share vesting	—		—		(1.7)		—		—	—		—		(1.7)		—
Vesting of restricted shares granted from treasury stock	—		—		1.0		—		—	—		(1.0)		—		—
Equity-based compensation expense	—		—		13.1		—		—	—		—		13.1		—
Net earnings (losses)	—		—		—		39.7		—	—		—		39.7		(7.5)
Equity-based compensation expense of unconsolidated affiliates	—		—		—		0.7		—	—		—		0.7		—
Foreign currency translation adjustment	—		—		—		—		(0.1)	—		—		(0.1)		—
Unrealized gains on interest rate swaps, net	—		—		—		—		3.8	—		—		3.8		—
Other comprehensive gains on investments in unconsolidated affiliates	—		—		—		—		1.5	—		—		1.5		—
Balance, June 30, 2021	160.0	$	—	$	2,021.0	$	852.4	$	(32.6)	3.4	$	(176.6)	$	2,664.2	$	578.0

See Notes to Condensed Consolidated Financial Statements (Unaudited).

3

BLACK KNIGHT, INC.

Condensed Consolidated Statements of Equity

(In millions)

(Unaudited)

	Six months ended June 30, 2022
								Accumulated
				Additional				other					Total		Redeemable
	Common stock			paid-in		Retained		comprehensive		Treasury stock			shareholders’		noncontrolling
	Shares	$		capital		earnings		loss		Shares	$		equity		interests
Balance, December 31, 2021	160.0	$	—	$	1,410.9	$	968.2	$	(17.5)	4.7	$	(271.2)	$	2,090.4	$	1,188.8
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco, LLC	—		—		(17.1)		—		—	—		—		(17.1)		17.1
Acquisition of remaining redeemable noncontrolling interests in Optimal Blue Holdco, LLC	—		—		—		—		—	—		—		—		(1,156.0)
Grant of restricted shares of common stock	—		—		(50.8)		—		—	(0.9)		50.8		—		—
Forfeitures of restricted shares of common stock	—		—		1.2		—		—	—		(1.2)		—		—
Tax withholding payments for restricted share vesting	—		—		(11.0)		—		—	—		—		(11.0)		—
Vesting of restricted shares granted from treasury stock	—		—		8.8		—		—	0.2		(8.8)		—		—
Equity-based compensation expense	—		—		23.6		—		—	—		—		23.6		—
Net earnings (losses)	—		—		—		404.9		—	—		—		404.9		(2.5)
Equity-based compensation expense of unconsolidated affiliates	—		—		—		(4.9)		—	—		—		(4.9)		—
Foreign currency translation adjustment	—		—		—		—		(0.6)	—		—		(0.6)		—
Unrealized gains on interest rate swaps, net	—		—		—		—		11.8	—		—		11.8		—
Other comprehensive gains on investments in unconsolidated affiliates	—		—		—		—		0.8	—		—		0.8		—
Other	—		—		2.2		—		—	—		—		2.2		—
Balance, June 30, 2022	160.0	$	—	$	1,367.8	$	1,368.2	$	(5.5)	4.0	$	(230.4)	$	2,500.1	$	47.4

	Six months ended June 30, 2021
								Accumulated
				Additional				other						Total	Redeemable
	Common stock			paid-in		Retained		comprehensive		Treasury stock			shareholders’		noncontrolling
	Shares	$		capital		earnings		loss		Shares	$		equity		interests
Balance, December 31, 2020	160.1	$	—	$	2,053.7	$	757.4	$	(38.8)	3.1	$	(144.6)	$	2,627.7	$	578.0
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco, LLC	—		—		(16.1)		—		—	—		—		(16.1)		16.1
Grant of restricted shares of common stock	—		—		(26.6)		—		—	(0.5)		26.6		—		—
Forfeitures of restricted shares of common stock	—		—		0.5		—		—	—		(0.5)		—		—
Tax withholding payments for restricted share vesting	(0.1)		—		(24.4)		—		—	—		—		(24.4)		—
Vesting of restricted shares granted from treasury stock	—		—		11.4		—		—	0.2		(11.4)		—		—
Equity-based compensation expense	—		—		22.5		—		—	—		—		22.5		—
Net earnings (losses)	—		—		—		93.8		—	—		—		93.8		(16.1)
Equity-based compensation expense of unconsolidated affiliates	—		—		—		1.2		—	—		—		1.2		—
Purchases of treasury stock	—		—		—		—		—	0.6		(46.7)		(46.7)		—
Foreign currency translation adjustment	—		—		—		—		(0.4)	—		—		(0.4)		—
Unrealized gains on interest rate swaps, net	—		—		—		—		8.2	—		—		8.2		—
Other comprehensive loss on investments in unconsolidated affiliates	—		—		—		—		(1.6)	—		—		(1.6)		—
Balance, June 30, 2021	160.0	$	—	$	2,021.0	$	852.4	$	(32.6)	3.4	$	(176.6)	$	2,664.2	$	578.0

See Notes to Condensed Consolidated Financial Statements (Unaudited).

4

BLACK KNIGHT, INC.

Condensed Consolidated Statements of Cash Flows

(In millions)

(Unaudited)

	Six months ended June 30,
	2022		2021
Cash flows from operating activities:
Net earnings	$	402.4	$	77.7
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		184.0		178.2
Amortization of debt issuance costs and original issue discount		1.9		2.0
Loss on extinguishment of debt		—		2.5
Deferred income taxes, net		(144.9)		(3.9)
Equity in earnings of unconsolidated affiliates, net of tax		(303.0)		(1.4)
Equity-based compensation		23.6		22.5
Changes in assets and liabilities, net of acquired assets and liabilities:
Trade receivables, including receivables from related parties		(17.4)		(10.7)
Prepaid expenses and other assets		(28.1)		(36.8)
Deferred contract costs		(21.7)		(24.1)
Deferred revenues		(15.3)		6.4
Trade accounts payable and other liabilities		8.3		(13.2)
Net cash provided by operating activities		89.8		199.2
Cash flows from investing activities:
Additions to property and equipment		(11.8)		(11.5)
Additions to software		(43.7)		(45.4)
Business acquisitions, net of cash acquired		—		(48.3)
Asset acquisitions		—		(10.0)
Other investing activities		(4.0)		(1.2)
Net cash used in investing activities		(59.5)		(116.4)
Cash flows from financing activities:
Revolver borrowings		585.8		260.3
Revolver payments		(195.1)		(210.0)
Term loan borrowings		—		1.6
Term loan payments		(14.4)		—
Payments made for redeemable noncontrolling interests		(433.5)		—
Purchases of treasury stock		—		(46.7)
Tax withholding payments for restricted share vesting		(11.0)		(24.4)
Finance lease payments		(0.8)		(2.0)
Debt issuance costs paid		—		(7.6)
Other financing activities		(0.4)		—
Net cash used in financing activities		(69.4)		(28.8)
Net (decrease) increase in cash and cash equivalents		(39.1)		54.0
Cash and cash equivalents, beginning of period		77.1		34.7
Cash and cash equivalents, end of period	$	38.0	$	88.7
Supplemental cash flow information:
Interest paid, net	$	(41.9)	$	(40.0)
Income taxes paid, net	$	(124.3)	$	(42.7)

See Notes to Condensed Consolidated Financial Statements (Unaudited).

5

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1)Basis of Presentation and Overview

The accompanying Condensed Consolidated Financial Statements (Unaudited) of Black Knight, Inc. (“BKI”) and its subsidiaries ("Black Knight," the "Company," "we," "us" or "our") were prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), and all adjustments considered necessary for a fair presentation have been included. All significant intercompany accounts and transactions have been eliminated.

The preparation of these Condensed Consolidated Financial Statements (Unaudited) in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Condensed Consolidated Financial Statements (Unaudited), as well as the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

This Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 25, 2022 and other filings with the SEC.

Description of Business

We are a premier provider of integrated, innovative, mission-critical, high-performance software solutions, data and analytics to the U.S. mortgage and real estate markets. Our mission is to transform the markets we serve by delivering innovative solutions that are integrated across the homeownership lifecycle and that result in realized efficiencies, reduced risk and new opportunities for our clients to help them achieve greater levels of success.

Principles of Consolidation

The Condensed Consolidated Financial Statements (Unaudited) include the accounts of BKI, its wholly-owned subsidiaries and non-wholly owned subsidiaries in which we have a controlling financial interest either through voting rights or means other than voting rights. Intercompany transactions and balances have been eliminated in consolidation. Where our ownership interest in a consolidated subsidiary is less than 100%, the noncontrolling interests’ share of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Balance Sheets (Unaudited) as a separate component of equity or within temporary equity. The noncontrolling interests’ share of the net earnings (loss) of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) as an adjustment to our net earnings to arrive at Net earnings attributable to Black Knight.

Redeemable Noncontrolling Interests

Prior to February 15, 2022, Optimal Blue Holdco, LLC (“Optimal Blue Holdco”) was a non-wholly owned subsidiary and considered a variable interest entity. We were the primary beneficiary of Optimal Blue Holdco through our controlling interest and our rights established in the Second Amended and Restated Limited Liability Company Agreement of Optimal Blue Holdco dated November 24, 2020 (the “OB Holdco LLC Agreement”). As such, we controlled Optimal Blue Holdco and its subsidiaries, and we consolidated its financial position and results of operations. Prior to February 15, 2022, we owned 60% of Optimal Blue Holdco. Redeemable noncontrolling interests primarily represented the collective 40% equity interest in Optimal Blue Holdco owned by Cannae Holdings, LLC ("Cannae") and affiliates of Thomas H. Lee Partners, L.P. ("THL"). As these redeemable noncontrolling interests provided for redemption features not solely within our control, they were presented outside of shareholders' equity.

On February 15, 2022, we entered into a purchase agreement with Cannae and THL and acquired all of their issued and outstanding Class A units of Optimal Blue Holdco through Optimal Blue I, LLC (“Optimal Blue I”), a Delaware limited liability company and our wholly-owned subsidiary, in exchange for aggregate consideration of 36.4 million shares of Dun & Bradstreet Holdings, Inc. (“DNB”) common stock valued at $722.5 million and $433.5 million in cash, included as a financing cash outflow on the Condensed Consolidated Statements of Cash Flows (Unaudited), funded with borrowings under our revolving credit facility. The aggregate consideration of $1.156 billion and number of shares of DNB common stock paid to Cannae and THL was based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. As of February 15, 2022, we own 100% of the Class A units of Optimal Blue Holdco.

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BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

Reporting Segments

We conduct our operations through two reporting segments: (1) Software Solutions and (2) Data and Analytics. See further discussion in Note 13 — Segment Information.

Merger Agreement

On May 4, 2022, we entered into a definitive agreement to be acquired by Intercontinental Exchange, Inc. (“ICE”), a leading global provider of data, technology, and market infrastructure, in a transaction valued at approximately $13.1 billion, or $85 per share, with consideration in the form of a mix of cash (80%) and stock (20%) (the “ICE Transaction”). The aggregate cash consideration in the ICE Transaction consists of approximately $10.5 billion and the aggregate stock consideration is valued at approximately $2.6 billion based on ICE’s 10-day volume weighted average price as of May 2, 2022 of $118.09. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing. The ICE Transaction is expected to close in the first half of 2023, subject to the receipt of regulatory approvals, Black Knight shareholder approval and the satisfaction of customary closing conditions. The ICE Transaction has been approved by the Boards of Directors of Black Knight and ICE.

Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act’) and related rules, the ICE Transaction may not be completed until notifications have been given and information furnished to the Antitrust Division of the United States Department of Justice (the “Antitrust Division”) and the United States Federal Trade Commission, (the “FTC”) and all statutory waiting period requirements have been satisfied. Completion of the ICE Transaction is subject to the expiration or earlier termination of the applicable waiting period under the HSR Act. ICE and Black Knight each filed their respective HSR Act notification forms on May 18, 2022. On June 17, 2022, the parties each received a Request for Additional Information and Documentary Material (the “Second Request”) from the FTC with respect to the ICE Transaction. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order.

(2)Condensed Consolidated Financial Statement Details

Cash and Cash Equivalents

Cash and cash equivalents are unrestricted and include the following (in millions):

	June 30, 2022		December 31, 2021
Cash	$	28.0	$	24.0
Cash equivalents		10.0		53.1
Cash and cash equivalents	$	38.0	$	77.1

Trade Receivables, Net

A summary of Trade receivables, net of allowance for credit losses is as follows (in millions):

	June 30, 2022		December 31, 2021
Trade receivables — billed	$	159.9	$	147.4
Trade receivables — unbilled		47.1		47.1
Trade receivables		207.0		194.5
Allowance for credit losses		(3.8)		(2.7)
Trade receivables, net	$	203.2	$	191.8

7

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in millions):

	June 30, 2022		December 31, 2021
Prepaid expenses	$	51.2	$	44.7
Contract assets, net		25.5		23.0
Income tax receivables		11.7		6.5
Other current assets		9.3		8.8
Prepaid expenses and other current assets	$	97.7	$	83.0

Other Non-Current Assets

Other non-current assets consist of the following (in millions):

	June 30, 2022		December 31, 2021
Contract assets, net	$	98.0	$	80.2
Property records database		60.6		60.6
Right-of-use assets		29.0		32.9
Deferred compensation plan related assets		22.7		25.2
Contract credits		22.9		23.6
Prepaid expenses		5.8		4.5
Other		2.2		3.3
Other non-current assets	$	241.2	$	230.3

Trade Accounts Payable and Other Accrued Liabilities

Trade accounts payable and other accrued liabilities consist of the following (in millions):

	June 30, 2022		December 31, 2021
Accrued interest	$	12.3	$	12.3
Lease liabilities, current		10.4		10.8
Trade accounts payable		10.6		7.9
Other taxes payable and accrued		6.1		4.8
Accrued client liabilities		3.8		3.8
Other		16.6		24.9
Trade accounts payable and accrued liabilities	$	59.8	$	64.5

Deferred Revenues

Revenues recognized related to the amount included in the Deferred revenues balance at the beginning of each year were $20.6 million and $12.1 million during the three months ended June 30, 2022 and 2021, respectively, and $41.5 million and $29.8 million during the six months ended June 30, 2022 and 2021, respectively.

8

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

Depreciation and Amortization

Depreciation and amortization includes the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Other intangible assets	$	36.8	$	39.1	$	73.6	$	77.9
Software		35.6		32.7		71.1		63.3
Property and equipment		9.7		10.0		19.6		20.2
Deferred contract costs		10.4		8.6		19.7		16.8
Total	$	92.5	$	90.4	$	184.0	$	178.2

Other Non-Current Liabilities

Other non-current liabilities consist of the following (in millions):

	June 30, 2022		December 31, 2021
Lease liabilities, non-current	$	21.4	$	26.4
Deferred compensation plan		21.5		24.4
Unrealized losses on interest rate swaps (Note 7)		—		13.9
Other		13.7		14.0
Other non-current liabilities	$	56.6	$	78.7

A

(3)Business Acquisitions

2021 Acquisitions

On March 16, 2021, we completed the acquisition of the technology assets and business of NexSpring Financial, LLC (“NexSpring”), which is reported within our Software Solutions segment, and is expected to broaden our ability to serve mortgage brokers.

On May 17, 2021, we completed the acquisition of 100% of the equity interests in eMBS, Inc. (“eMBS”), a leading data and analytics aggregator for residential mortgage-backed securities, which is reported within our Data & Analytics segment, and is expected to solidify and further expand our market leadership in solutions and data for agency-backed securities.

On July 7, 2021, we completed the acquisition of 100% of the equity interests in TOMN Holdings, Inc. and its subsidiaries (“Top of Mind”), which is reported within our Software Solutions segment. Top of Mind is the developer of Surefire^SM, a leading customer relationship management and marketing automation system for the mortgage industry.

During the three and six months ended June 30, 2022, we recorded a measurement period adjustment of $0.2 million related to our 2021 acquisition of Top of Mind that reduced Goodwill and Deferred income taxes for certain book and tax basis differences as we completed the tax return filings for the pre-acquisition period.  

(4)Investments in Unconsolidated Affiliates

DNB is a leading global provider of business decisioning data and analytics. On January 8, 2021, DNB completed its acquisition of Bisnode Business Information Group AB (the “Bisnode acquisition”). In connection with the Bisnode acquisition, DNB issued 6.2 million shares of common stock, which resulted in a decrease in our ownership interest in DNB from 13.0% to 12.8% at that time.

On February 15, 2022, we exchanged 36.4 million shares of DNB common stock and $433.5 million in cash in connection with the acquisition of the remaining Class A units in Optimal Blue Holdco we acquired from Cannae and THL. The number of shares of DNB common stock was valued at $722.5 million based on the 20-day volume-weighted average trading price of DNB for the period ended on

9

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

February 14, 2022. We recognized a gain of $305.4 million, net of tax of $102.6 million, related to this transaction. As of June 30, 2022, we own 18.5 million shares of DNB common stock for an ownership interest of approximately 4.3% of DNB’s outstanding common stock.

We hold less than 20% of the outstanding common equity of DNB, but we continue to account for our investment under the equity method because we continue to have significant influence over DNB primarily through a combination of an agreement with certain other DNB investors pursuant to which we agreed to collectively vote together on matters related to the election of DNB directors for a period of three years following the initial public offering of DNB and our investment.

As of June 30, 2022, DNB’s closing share price was $15.03, and the fair value of our investment in DNB was $277.7 million before tax.

Summarized consolidated financial information for DNB is presented below (in millions):

	June 30, 2022		December 31, 2021
Current assets	$	748.1	$	718.0
Non-current assets		8,948.5		9,279.2
Total assets	$	9,696.6	$	9,997.2
Current liabilities, including short-term debt	$	948.0	$	1,004.9
Non-current liabilities		5,102.9		5,247.0
Total liabilities		6,050.9		6,251.9
Total equity		3,645.7		3,745.3
Total liabilities and shareholders' equity	$	9,696.6	$	9,997.2

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Revenues	$	537.3	$	520.9	$	1,073.3	$	1,025.4
Loss before provision for income taxes and equity in net income of affiliates		(0.7)		(8.5)		(40.5)		(42.2)
Net loss		—		(50.8)		(29.8)		(74.1)
Net loss attributable to DNB		(1.8)		(51.7)		(33.1)		(76.7)

Equity in (losses) earnings of unconsolidated affiliates, net of tax consists of the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Equity in losses of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	(2.4)	$	(8.5)
Non-cash gain related to DNB's issuance of common stock, net of tax		—		—		—		9.9
Gain related to DNB investment, net of tax		—		—		305.4		—
Equity in (losses) earnings of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	303.0	$	1.4

(5)Earnings Per Share

Diluted net earnings per share includes the effect of unvested restricted stock awards, restricted stock unit awards (“RSUs”) and Optimal Blue Holdco profits interests units (“OB PIUs”). For the three and six months ended June 30, 2021, the OB PIUs were excluded from the

10

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

diluted earnings per share calculation because the effect of their inclusion would have been antidilutive. The following table sets forth the computation of basic and diluted net earnings per share (in millions, except per share amounts):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Basic:
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Shares used for basic net earnings per share:
Weighted average shares of common stock outstanding		154.5		155.4		154.4		155.5
Basic net earnings per share	$	0.26	$	0.26	$	2.62	$	0.60
Diluted:
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Shares used for diluted net earnings per share:
Weighted average shares of common stock outstanding		154.5		155.4		154.4		155.5
Dilutive effect of unvested restricted shares of common stock and OB PIUs		1.1		0.3		1.1		0.3
Weighted average shares of common stock, diluted		155.6		155.7		155.5		155.8
Diluted net earnings per share	$	0.26	$	0.25	$	2.60	$	0.60

(6)Related Party Transactions

Our service arrangements with related parties are priced within the range of prices we offer to third parties. We believe the amounts earned from or charged by us under each of the following arrangements are fair and reasonable. However, the amounts we earned or that were charged under these arrangements were not negotiated at arm's length and may not represent the terms that we might have obtained from an unrelated third party.

DNB

DNB is considered to be a related party primarily due to the combination of our investment in DNB and our Executive Chairman, who is also the Chief Executive Officer of DNB. Refer to Note 4 — Investments in Unconsolidated Affiliates for additional details.

In June 2021, we entered into a five-year agreement with DNB to provide them with certain products and data over the term of the agreement, as well as professional services, for an aggregate fee of approximately $34 million over the term of the agreement. During the same period, we also entered into an agreement with DNB for access to certain of their data assets for an aggregate fee of approximately $24 million over the term of the agreement. In addition, we will jointly market certain solutions and data.

The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Balance Sheets (Unaudited) (in millions):

	June 30, 2022		December 31, 2021
Receivables from related parties	$	6.1	$	0.2
Prepaid expenses and other current assets		—		2.3
Deferred revenues (current)		6.9		6.2
Deferred revenues (non-current)		2.7		1.4

11

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions):

	Three months ended		Six months ended
	June 30, 2022		June 30, 2022
Revenues	$	3.0	$	4.0
Operating expenses		1.2		2.3

The agreements with DNB had no effect on our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) for the three and six months ending June 30, 2021.

Trasimene

Prior to June 16, 2021, Trasimene Capital Management, LLC ("Trasimene") was considered a related party because the former Chairman of our Board of Directors owns a controlling interest in Trasimene. As of June 16, 2021, our former Chairman retired from our Board of Directors and became our Chairman Emeritus, and Trasimene is no longer considered a related party. During the periods April 1, 2021 through June 16, 2021 and January 1, 2021 through June 16, 2021 we recognized $0.2 million and $0.5 million, respectively, in fees paid to Trasimene related to our acquisitions, which are included in Transition and integration costs in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited).

(7)Long-Term Debt

Long-term debt consists of the following (in millions):

	June 30, 2022		December 31, 2021
Term A Loan	$	1,135.6	$	1,150.0
Revolving Credit Facility		646.7		256.0
Senior Notes		1,000.0		1,000.0
Other		5.8		8.9
Total long-term debt principal		2,788.1		2,414.9
Less: current portion of long-term debt		(33.6)		(32.5)
Long-term debt before debt issuance costs and discount		2,754.5		2,382.4
Less: debt issuance costs and discount		(17.8)		(19.8)
Long-term debt, net of current portion	$	2,736.7	$	2,362.6

As of June 30, 2022, principal maturities, including payments related to our finance leases, are as follows (in millions):

2022	$	15.2
2023		33.7
2024		57.5
2025		57.5
2026		1,624.2
Thereafter		1,000.0
Total	$	2,788.1

12

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

2021 Credit Agreement

On March 10, 2021, our indirect subsidiary Black Knight Infoserv, LLC (“BKIS”) entered into a second amended and restated credit and guaranty agreement (the “2021 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent, the guarantors party thereto, the other agents party thereto and the lenders party thereto.

The 2021 Credit Agreement provides for (i) a $1,150.0 million term loan A facility (the “Term A Loan”) and (ii) a $1,000.0 million revolving credit facility (the “Revolving Credit Facility” and, together with the Term A Loan, collectively, the “Facilities”), the proceeds of which were used to repay in full the indebtedness outstanding under the previous term A facility and revolving credit facility. As a result of the refinancing, we recognized $2.5 million of expense during the six months ended June 30, 2021 in Other expense, net on the Condensed Consolidated Statement of Earnings and Comprehensive Earnings (Unaudited).

As of June 30, 2022, the interest rate for the Facilities was based on the Eurodollar rate plus a margin of 150 basis points and was approximately 3.1%. As of June 30, 2022, we had $353.3 million unused capacity on the Revolving Credit Facility, and the unused commitment fee was 20 basis points.

The Facilities are guaranteed by BKIS’s wholly-owned domestic restricted subsidiaries, as defined by the 2021 Credit Agreement, and Black Knight Financial Services, LLC, and are secured by associated collateral agreements that pledge a lien on the majority of BKIS’s assets and the assets of the guarantors, in each case, subject to customary exceptions.

Senior Notes

On August 26, 2020, BKIS completed the issuance and sale of $1.0 billion aggregate principal amount of 3.625% senior unsecured notes due 2028 (the "Senior Notes"). The Senior Notes have a coupon rate of 3.625% and mature on September 1, 2028. Interest is paid semi-annually in arrears on September 1 and March 1 of each year and commenced on March 1, 2021. The obligations under the Senior Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis by the same guarantors that guarantee the 2021 Credit Agreement (collectively, the “Guarantors”). The Senior Notes are effectively subordinated to any obligations that are secured, including obligations under the 2021 Credit Agreement, to the extent of the value of the assets securing those obligations. The Senior Notes are structurally subordinated to all liabilities of BKIS’ subsidiaries that do not guarantee the Senior Notes.

Other Debt

Other debt includes financing agreements primarily related to certain data processing and maintenance services and finance lease agreements for certain computer equipment. For the six months ended June 30, 2021, non-cash investing and financing activity was $2.5 million related to the unpaid portion of our finance lease agreements. There was no non-cash investing and financing activity for the six months ended June 30, 2022.

Fair Value of Long-Term Debt

The fair values of our Facilities and Senior Notes are based upon established market prices for the securities using Level 2 inputs. The fair value of our Facilities approximates their carrying value as of June 30, 2022. The fair value of our Senior Notes as of June 30, 2022 was $870.0 million compared to its carrying value of $990.4 million, net of original issue discount and debt issuance costs.

Interest Rate Swaps

We enter into interest rate swap agreements to hedge forecasted monthly interest rate payments on our floating rate debt. As of June 30, 2022, we had the following interest rate swap agreements (collectively, the "Swap Agreements") (in millions):

Effective dates	Notional amount		Fixed rates
April 30, 2018 through April 30, 2023	$	250.0	2.61	%
January 31, 2019 through January 31, 2023	$	300.0	2.65	%

13

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

Under the terms of the Swap Agreements, we receive payments based on the 1-month LIBOR (approximately 1.67% as of June 30, 2022).

During the six months ended June 30, 2022, the following interest rate swap agreement expired (in millions):

Effective dates	Notional amount		Fixed rate
March 31, 2017 through March 31, 2022	$	200.0	2.08	%

We entered into the Swap Agreements to convert a portion of the interest rate exposure on our floating rate debt from variable to fixed. We designated these Swap Agreements as cash flow hedges. A portion of the amount included in Accumulated other comprehensive loss is reclassified into Interest expense, net as a yield adjustment as interest is either paid or received on the hedged debt. The fair value of our Swap Agreements is based upon Level 2 inputs. We have considered our own credit risk and the credit risk of the counterparties when determining the fair value of our Swap Agreements.

It is our policy to execute such instruments with creditworthy banks and not to enter into derivative financial instruments for speculative purposes. We believe our interest rate swap counterparties will be able to fulfill their obligations under our agreements, and we believe we will have debt outstanding through the various expiration dates of the swaps such that the occurrence of future cash flow hedges remains probable.

The estimated fair values of our Swap Agreements are as follows (in millions):

	June 30, 2022		December 31, 2021
Other current assets	$	1.0	$	—
Other current liabilities	$	—	$	1.0
Other non-current liabilities	$	—	$	13.9

A cumulative gain of $1.0 million ($0.7 million net of tax) and cumulative loss of $14.9 million ($11.1 million net of tax) is reflected in Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets (Unaudited) as of June 30, 2022 and December 31, 2021, respectively. Below is a summary of the effect of derivative instruments on amounts recognized in Other comprehensive earnings (loss) ("OCE") on the Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions):

	Three months ended June 30,
	2022				2021
			Amount of loss				Amount of loss
	Amount of gain		reclassified from		Amount of loss		reclassified from
	recognized		Accumulated OCE		recognized		Accumulated OCE
	in OCE		into Net earnings		in OCE		into Net earnings
Swap agreements	$	2.3	$	2.0	$	(0.2)	$	4.0

	Six months ended June 30,
	2022				2021
			Amount of loss				Amount of loss
	Amount of gain		reclassified from		Amount of gain		reclassified from
	recognized		Accumulated OCE		recognized		Accumulated OCE
	in OCE		into Net earnings		in OCE		into Net earnings
Swap agreements	$	6.6	$	5.2	$	0.3	$	7.9

As of June 30, 2022, the remaining balance in Accumulated other comprehensive loss is expected to be reclassified into Interest expense, net over the remaining term (less than 1 year).

14

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

(8)Fair Value Measurements

Fair Value of Financial Assets and Liabilities

Fair value represents the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair values of financial assets and liabilities are determined using the following fair value hierarchy:

● Level 1 inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access.

● Level 2 inputs to the valuation methodology include:

o quoted prices for similar assets or liabilities in active markets;

o quoted prices for identical or similar assets or liabilities in inactive markets;

o inputs other than quoted prices that are observable for the asset or liability; and

o inputs that are derived principally from or corroborated by observable market data by correlation or other means.

● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. We believe our valuation methods are appropriate and consistent with other market participants. The use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

The following table presents our fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (in millions):

	June 30, 2022								December 31, 2021
	Carrying		Fair value						Carrying		Fair value
	amount		Level 1		Level 2		Level 3		amount		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents (Note 2)	$	38.0	$	38.0	$	—	$	—	$	77.1	$	77.1	$	—	$	—
Interest rate swaps (Note 7)		1.0		—		1.0		—		—		—		—		—
Liabilities:
Interest rate swaps (Note 7)		—		—		—		—		14.9		—		14.9		—
Contingent consideration		4.0		—		—		4.0		4.9		—		—		4.9
Redeemable noncontrolling interests		47.4		—		—		47.4		1,188.8		—		—		1,188.8

The fair value of Redeemable noncontrolling interests and Contingent consideration was primarily determined based on significant estimates and assumptions, including Level 3 inputs. The estimates and assumptions include the projected timing and amount of future cash flows and discount rates reflecting the rate inherent in the future cash flows. Refer to Note 1 — Basis of Presentation and Overview for additional information.

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BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

The following table presents a summary of the change in fair value of our Level 3 fair value measurements (in millions):

Beginning balance, December 31, 2021	$	1,193.7
Contingent consideration adjustments related to prior year acquisition		(0.9)
Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1)		(1,156.0)
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco		14.6
Ending balance, June 30, 2022	$	51.4

(9)Income Taxes

Our effective tax rate for the three months ended June 30, 2022 and 2021 was 22.3% and 22.0%, respectively. Our effective tax rates for the three months ended June 30, 2022 and 2021 differ from our statutory rate due to the effect of research and experimentation tax credits. Our effective tax rate for the three months ended June 30, 2021 also includes the effect of tax benefits relating to the vesting of restricted shares of common stock.

Our effective tax rate for the six months ended June 30, 2022 and 2021 was 9.6% and 17.1%, respectively. Our effective tax rate for the six months ended June 30, 2022 includes the effect of a $14.1 million discrete income tax benefit related to the establishment of a deferred tax asset as a result of our reorganization of certain wholly-owned subsidiaries within the Optimal Blue partnership investment structure. Our effective tax rate for the six months ended June 30, 2021 differs from our statutory rate primarily due to the effect of excess tax benefits relating to the vesting of restricted shares of our common stock and research and experimentation tax credits.

(10)Commitments and Contingencies

Legal and Regulatory Matters

In the ordinary course of business, we are involved in various pending and threatened litigation and regulatory matters related to our operations, some of which include claims for punitive or exemplary damages. Our ordinary course litigation may include class action lawsuits, which make allegations related to various aspects of our business. From time to time, we also receive requests for information from various state and federal regulatory authorities, some of which take the form of civil investigative demands or subpoenas. Some of these regulatory inquiries may result in the assessment of fines for violations of regulations or settlements with such authorities requiring a variety of remedies. We believe that none of these actions depart from customary litigation or regulatory inquiries incidental to our business.

We review lawsuits and other legal and regulatory matters (collectively "legal proceedings") on an ongoing basis when making accrual and disclosure decisions. When assessing reasonably possible and probable outcomes, management bases its decision on its assessment of the ultimate outcome assuming all appeals have been exhausted. For legal proceedings where it has been determined that a loss is both probable and reasonably estimable, a liability based on known facts and which represents our best estimate has been recorded. Actual losses may materially differ from the amounts recorded, and the ultimate outcome of our pending cases is generally not yet determinable. While some of these matters could be material to our operating results or cash flows for any particular period if an unfavorable outcome results, at present, we do not believe the ultimate resolution of currently pending legal proceedings, either individually or in the aggregate, will have a material adverse effect on our financial condition.

PennyMac Litigation

On November 5, 2019, Black Knight Servicing Technologies, LLC (“BKST”), an indirect, wholly-owned subsidiary of Black Knight, filed a Complaint and Demand for Jury Trial (the “Black Knight Complaint”) against PennyMac Loan Services, LLC (“PennyMac”) in the Circuit Court for the Fourth Judicial Circuit in and for Duval County, Florida. The Black Knight Complaint includes causes of action for breach of contract and misappropriation of MSP^® System trade secrets in order to develop an imitation mortgage processing system intended to replace the MSP^® System. The Black Knight Complaint seeks damages for breach of contract and misappropriation of trade secrets, injunctive relief under the Florida Uniform Trade Secrets Act and declaratory judgment that BKST owns all intellectual property and software developed by or on behalf of PennyMac as a result of its wrongful use of and access to the MSP^® System and related trade secret and confidential information. PennyMac filed a motion to compel arbitration of the action, and the trial court granted the motion on April 6,

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BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

2020. The trial court’s order compelling arbitration was confirmed by the Florida First District Court of Appeal on January 6, 2021. On February 17, 2022, Black Knight filed an amended arbitration demand and PennyMac filed an answering statement on March 2, 2022.

Shortly after the filing of the Black Knight Complaint, on November 6, 2019, PennyMac filed an Antitrust Complaint (the “PennyMac Complaint”) against Black Knight in the United States District Court for the Central District of California. The PennyMac Complaint included causes of action for alleged monopolization and attempted monopolization under Section 2 of the Sherman Antitrust Act, violation of California’s Cartwright Act, violation of California’s Unfair Competition Law and common law unfair competition under California law. The PennyMac Complaint sought equitable remedies, damages and other monetary relief, including treble and punitive damages. Generally, PennyMac alleged that Black Knight relies on various anticompetitive, unfair and discriminatory practices to maintain and to enhance its dominance in the mortgage servicing platform market and in an attempt to monopolize the platform software applications market. Black Knight moved to dismiss the PennyMac Complaint or have the action transferred to Florida based upon a forum selection clause in the agreement with BKST. On February 13, 2020, the judge granted Black Knight's motion to transfer the case to Florida and denied as moot the motion to dismiss. On April 17, 2020, PennyMac filed a notice of dismissal of this action without prejudice and indicated that they intended to bring the claims raised in the dismissed PennyMac Complaint as defenses, third party claims and/or counterclaims in arbitration. On April 23, 2020, the court entered an order dismissing the action without prejudice and directing that the clerk close the case. On April 28, 2020, PennyMac submitted this matter to the American Arbitration Association ("AAA") for arbitration. The arbitrator was confirmed by the AAA on July 21, 2020. On February 17, 2022 PennyMac filed an amended arbitration demand and Black Knight filed an answering statement on March 2, 2022.

The arbitrator set Black Knight's trade secret case for a 10-day final hearing beginning on January 9, 2023 and set PennyMac's antitrust case for a 10-day final hearing beginning on January 23, 2023.

As these cases continue to evolve, it is not possible to reasonably estimate the probability that we will ultimately prevail on our lawsuit or be held liable for the violations alleged in the PennyMac Complaint, nor is it possible to reasonably estimate the ultimate gain or loss, if any, or range of gain or loss that could result from these cases.

ICE Transaction Complaint

On July 5, 2022, a complaint challenging the ICE Transaction was filed on behalf of a purported stockholder of Black Knight against Black Knight and the members of the Black Knight Board of Directors in the U.S. District Court for the Southern District of New York. The complaint is captioned Ryan O’Dell v. Black Knight, Inc., et al., Civil Action No. 22-cv-5715 (S.D.N.Y. 2022). The defendants have not yet been served. The complaint asserts federal securities claims under Sections 14(a) and 20(a) of the Exchange Act, alleging that certain disclosures regarding the ICE Transaction in the preliminary proxy statement/prospectus are materially false and misleading. The complaint seeks an injunction barring the ICE Transaction, rescissory damages in the event the ICE Transaction has been consummated, other unspecified damages and payment of the plaintiff’s costs and disbursements, including attorneys’ fees and expenses. We believe that the claims asserted in this complaint are meritless.

Indemnifications and Warranties

We often agree to indemnify our clients against damages and costs resulting from claims of patent, copyright, trademark infringement or breaches of confidentiality associated with use of our software through software licensing agreements. Historically, we have not made any payments under such indemnifications, but continue to monitor the conditions that are subject to the indemnifications to identify whether a loss has occurred that is both probable and estimable that would require recognition. In addition, we warrant to clients that our software operates substantially in accordance with the software specifications. Historically, no costs have been incurred related to software warranties and none are expected in the future, and as such, no accruals for warranty costs have been made.

Indemnification Agreement

We are party to a cross-indemnity agreement dated December 22, 2014, with ServiceLink Holdings, LLC ("ServiceLink"). Pursuant to this agreement, ServiceLink indemnifies us from liabilities relating to, arising out of or resulting from the conduct of ServiceLink’s business or any action, suit or proceeding in which we or any of our subsidiaries are named by reason of being a successor to the business of Lender

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BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

Processing Services, Inc. and the cause of such action, suit or proceeding relates to the business of ServiceLink. In return, we indemnify ServiceLink for liabilities relating to, arising out of, or resulting from the conduct of our business.

(11)Revenues

Disaggregation of Revenues

The following tables summarize revenues from contracts with clients (in millions):

	Three months ended June 30, 2022
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	203.3		100.4	$	303.7	$	9.7	$	313.4
Professional services		18.4		13.2		31.6		2.1		33.7
Data solutions		—		1.5		1.5		42.6		44.1
Other		—		2.6		2.6		0.7		3.3
Revenues	$	221.7	$	117.7	$	339.4	$	55.1	$	394.5

	Three months ended June 30, 2021
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	187.4		82.6	$	270.0	$	9.3	$	279.3
Professional services		20.4		12.4		32.8		0.1		32.9
Data solutions		—		0.5		0.5		45.9		46.4
Other		—		2.1		2.1		0.6		2.7
Revenues	$	207.8	$	97.6	$	305.4	$	55.9	$	361.3

	Six months ended June 30, 2022
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	407.3	$	192.9	$	600.2	$	19.2	$	619.4
Professional services		37.0		25.5		62.5		2.1		64.6
Data solutions		—		2.0		2.0		89.0		91.0
Other		—		5.4		5.4		1.3		6.7
Revenues	$	444.3	$	225.8	$	670.1	$	111.6	$	781.7

	Six months ended June 30, 2021
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	371.5	$	160.4	$	531.9	$	18.0	$	549.9
Professional services		39.0		24.2		63.2		0.3		63.5
Data solutions		—		1.7		1.7		90.3		92.0
Other		—		4.4		4.4		1.2		5.6
Revenues	$	410.5	$	190.7	$	601.2	$	109.8	$	711.0

Our Software Solutions segment offers leading software and hosting solutions that facilitate and automate many of the mission-critical business processes across the homeownership lifecycle. These solutions primarily consist of processing and workflow management software applications. Our servicing software solutions primarily include our core servicing software solution that automates loan servicing, including

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BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

loan setup and ongoing processing, customer service, accounting, reporting to the secondary mortgage market and investors and web-based workflow information systems. Our origination software solutions primarily include our solutions that automate and facilitate the origination of mortgage loans, offer product, pricing and eligibility capabilities and provide an interconnected network allowing the various parties and systems associated with lending transactions to exchange data quickly and efficiently. Professional services consists of pre-implementation and post-implementation support and services and are primarily billed on a time and materials basis. Professional services may also include dedicated teams provided as part of agreements with software and hosting solutions clients.

Our Data and Analytics segment offers data and analytics solutions to the mortgage, real estate and capital markets verticals. These solutions include property ownership data, lien data, servicing data, automated valuation models, collateral risk scores, behavioral models, a multiple listing service software solution and other data solutions.

Transaction Price Allocated to Future Performance Obligations

Our disclosure of transaction price allocated to future performance obligations excludes the following:

● Volume-based fees in excess of contractual minimums and other usage-based fees to the extent they are part of a single performance obligation and meet certain variable allocation criteria;

● Performance obligations that are part of a contract with an original expected duration of one year or less; and

● Transactional fees based on a fixed fee per transaction when we have the right to invoice once we have completed the performance obligation.

As of June 30, 2022, the aggregate amount of the transaction price that is allocated to our future performance obligations was approximately $2.6 billion and is expected to be recognized as follows: 14% by December 31, 2022, 58% by December 31, 2024, 82% by December 31, 2026 and the rest thereafter.

(12)Equity

Share Repurchase Program

On February 12, 2020, our Board of Directors approved a three-year share repurchase program authorizing us to repurchase up to 10.0 million shares of our outstanding common stock through February 12, 2023, through open market purchases, negotiated transactions or other means, in accordance with applicable securities laws and other restrictions. During the six months ended June 30, 2021, we repurchased 0.6 million shares of our common stock for an aggregate of $46.7 million at an average price per share of $75.19. There were no share repurchases during the three months ended June 30, 2022 and 2021, and the six months ended June 30, 2022. As of June 30, 2022, we have 8.0 million shares remaining under our share repurchase authorization.

Omnibus Incentive Plan

A summary of restricted shares and RSUs granted in 2022 is as follows:

	Number of shares	Grant date fair		Vesting period
Dates	granted	value per share		(in years)	Vesting criteria
March 10, 2022(1)	809,166	$	57.18	3.0	Service and Performance
Various	88,571	$	57.99 - 70.91	1.0 - 4.0	Service

(1) This award is subject to an independent performance target for each of three consecutive 12-month measurement periods. Vesting of each tranche is independent of the satisfaction of the annual performance target for other tranches.

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BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

Activity related to restricted stock and RSUs in 2022 is as follows:

		Weighted average
		grant date
	Shares	fair value
Balance, December 31, 2021	1,269,789	$	70.79
Granted	897,737	$	58.32
Forfeited	(24,149)	$	70.27
Vested	(586,838)	$	65.97
Balance, June 30, 2022	1,556,539	$	65.42

Equity-based compensation expense related to our restricted shares and RSUs was $10.8 million and $10.9 million for the three months ended June 30, 2022 and 2021, respectively, and $19.3 million and $18.1 million for the six months ended June 30, 2022 and 2021, respectively. Equity-based compensation includes accelerated recognition of $2.9 million for the three and six months ended June 30, 2021. These expenses are included in Operating expenses in the Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited). As of June 30, 2022, total unrecognized compensation cost was $84.1 million and is expected to be recognized over a weighted average period of approximately 1.9 years.

Profits Interests Units

The fair value of OB PIUs is measured using the Black-Scholes model. The OB PIUs vest over three years, with cliff vesting after the third year. If no public offering has been consummated as of the third anniversary of the acquisition of Optimal Blue, LLC, holders of the OB PIUs have an option to put their profits interests to us once per quarter for the twelve months that begins six months after the OB PIU holder’s vesting date, and once per year thereafter. In accordance with terms of the third amended and restated limited liability company agreement of Optimal Blue Holdco, a change in control of Black Knight does not accelerate vesting of the OB PIUs, but triggers certain redemption rights and gives each holder of OB PIUs the right to elect that Optimal Blue Holdco redeem all of the holder’s vested and unvested profits interests for a redemption price determined based on an appraisal process.

The units may be settled in cash or Black Knight common stock or a combination of both at our election and will be settled at the current fair value at the time we receive notice of the put election. As the OB PIUs provide for redemption features not solely within our control, we classify the redemption value outside of permanent equity in redeemable noncontrolling interests. The redemption value is equal to the difference in the per unit fair value of the underlying member units and the hurdle amount, based upon the proportionate required service period rendered to date.

Equity-based compensation expense related to the OB PIUs was $2.1 million and $4.3 million for the three and six months ended June 30, 2022, respectively, and $2.2 million and $4.4 million for the three and six months ended June 30, 2021, respectively. As of June 30, 2022, the total unrecognized compensation cost related to non-vested OB PIUs is $12.2 million, which is expected to be recognized over a weighted average period of approximately 1.4 years.

(13)Segment Information

Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting ("ASC 280") establishes standards for reporting information about segments and requires that a public business enterprise reports financial and descriptive information about its segments. Segments are components of an enterprise for which separate financial information is available and are evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. Our chief executive officer is identified as the CODM as defined by ASC 280. To align with the internal management of our business operations based on service offerings, our business is organized into two segments. Refer to Note 11 — Revenues for a description of our Software Solutions and Data and Analytics segments.

Separate discrete financial information is available for these two segments, and the operating results of each segment are regularly evaluated by the CODM in order to assess performance and allocate resources. We use EBITDA as the primary profitability measure for making decisions regarding ongoing operations. EBITDA is earnings before Interest expense, net, Income tax expense and Depreciation and amortization. It also excludes Equity in (losses) earnings of unconsolidated affiliates. We do not allocate Interest expense, net, Other expense,

20

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

net, Income tax expense, equity-based compensation and certain other items, such as purchase accounting adjustments and acquisition-related costs to the segments, since these items are not considered in evaluating the segments’ overall operating performance.

Segment asset information is not included below because we do not use it to evaluate performance or allocate resources. Summarized financial information concerning our segments is shown in the tables below (in millions):

	Three months ended June 30, 2022
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	339.4	$	55.1	$	—		$	394.5
Expenses:
Operating expenses		148.7		37.4		30.7	(1)		216.8
Transition and integration costs		—		—		8.2	(2)		8.2
EBITDA		190.7		17.7		(38.9)			169.5
Depreciation and amortization		35.9		4.0		52.6	(3)		92.5
Operating income (loss)		154.8		13.7		(91.5)			77.0
Interest expense, net									(22.6)
Other expense, net									(2.4)
Earnings before income taxes and equity in losses of unconsolidated affiliates									52.0
Income tax expense									11.6
Earnings before equity in losses of unconsolidated affiliates									40.4
Equity in losses of unconsolidated affiliates, net of tax									(0.1)
Net earnings								$	40.3

	Three months ended June 30, 2021
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	305.4	$	55.9	$	—		$	361.3
Expenses:
Operating expenses		130.6		35.1		31.3	(1)		197.0
Transition and integration costs		—		—		4.3	(2)		4.3
EBITDA		174.8		20.8		(35.6)			160.0
Depreciation and amortization		33.2		3.7		53.5	(3)		90.4
Operating income (loss)		141.6		17.1		(89.1)			69.6
Interest expense, net									(20.9)
Other expense, net									(1.0)
Earnings before income taxes and equity in losses of unconsolidated affiliates									47.7
Income tax expense									10.5
Earnings before equity in losses of unconsolidated affiliates									37.2
Equity in losses of unconsolidated affiliates, net of tax									(5.0)
Net earnings									32.2
Net losses attributable to redeemable noncontrolling interests									7.5
Net earnings attributable to Black Knight								$	39.7

21

BLACK KNIGHT, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) – (Continued)

	Six months ended June 30, 2022
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	670.1	$	111.6	$	—		$	781.7
Expenses:
Operating expenses		291.2		74.9		58.6	(1)		424.7
Transition and integration costs		—		—		15.8	(2)		15.8
EBITDA		378.9		36.7		(74.4)			341.2
Depreciation and amortization		71.0		7.8		105.2	(3)		184.0
Operating income (loss)		307.9		28.9		(179.6)			157.2
Interest expense, net									(43.7)
Other expense, net									(3.6)
Earnings before income taxes and equity in earnings of unconsolidated affiliates									109.9
Income tax expense									10.5
Earnings before equity in earnings of unconsolidated affiliates									99.4
Equity in earnings of unconsolidated affiliates, net of tax									303.0
Net earnings									402.4
Net losses attributable to redeemable noncontrolling interests									2.5
Net earnings attributable to Black Knight								$	404.9

	Six months ended June 30, 2021
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	601.2	$	109.8	$	—		$	711.0
Expenses:
Operating expenses		255.5		69.3		58.4	(1)		383.2
Transition and integration costs		—		—		12.2	(2)		12.2
EBITDA		345.7		40.5		(70.6)			315.6
Depreciation and amortization		64.4		7.5		106.3	(3)		178.2
Operating income (loss)		281.3		33.0		(176.9)			137.4
Interest expense, net									(41.2)
Other expense, net									(4.2)
Earnings before income taxes and equity in earnings of unconsolidated affiliates									92.0
Income tax expense									15.7
Earnings before equity in earnings of unconsolidated affiliates									76.3
Equity in earnings of unconsolidated affiliates, net of tax									1.4
Net earnings									77.7
Net losses attributable to redeemable noncontrolling interests									16.1
Net earnings attributable to Black Knight								$	93.8

(1) Operating expenses for Corporate and Other includes equity-based compensation, including certain related payroll taxes, of $13.0 million and $13.2 million for the three months ended June 30, 2022 and 2021, respectively, and $24.2 million and $23.7 million for the six months ended June 30, 2022 and 2021, respectively.

(2) Transition and integration costs primarily consists of costs associated with acquisitions and costs related to the ICE Transaction.

(3) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The statements contained in this Quarterly Report on Form 10-Q that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including statements regarding expectations, hopes, intentions or strategies regarding the future. Forward-looking statements are based on Black Knight, Inc. and its subsidiaries ("Black Knight," the "Company," "we," "us" or "our") management’s beliefs, as well as assumptions made by, and information currently available to, them. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties that forward-looking statements are subject to include, but are not limited to:

● the occurrence of any event, change, or other circumstance that could give rise to a right in favor of Intercontinental Exchange, Inc. (“ICE”) or us to terminate the definitive merger agreement governing the terms and conditions of the proposed transaction;

● the outcome of any legal proceedings that may be instituted against us or ICE;

● the possibility that the proposed transaction does not close when expected or at all because required regulatory, stockholder, or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect ICE or us or the expected benefits of the proposed transaction);

● the diversion of management’s attention and time from ongoing business operations and opportunities on merger-related matters;

● security breaches against our information systems or breaches involving our third-party vendors;

● our ability to maintain and grow our relationships with our clients;

● our ability to comply with or changes to the laws, rules and regulations that affect our and our clients’ businesses;

● our ability to adapt our solutions to technological changes or evolving industry standards or to achieve our growth strategies;

● our ability to protect our proprietary software and information rights;

● the effect of any potential defects, development delays, installation difficulties or system failures on our business and reputation;

● changes in general economic, business, regulatory and political conditions;

● impacts to our business operations caused by the occurrence of a catastrophe or global crisis;

● the effects of our existing leverage on our ability to make acquisitions and invest in our business;

● risks associated with the recruitment and retention of our skilled workforce;

● risks associated with the availability of data;

● our ability to successfully consummate, integrate and achieve the intended benefits of acquisitions;

● risks associated with our investment in DNB; and

● other risks and uncertainties detailed in the "Statement Regarding Forward-Looking Information," "Risk Factors" and other sections of our Annual Report on Form 10-K for the year ended December 31, 2021 and other filings with the Securities and Exchange Commission ("SEC").

The following discussion should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 25, 2022 and other filings with the SEC.

Overview

Black Knight is a premier provider of integrated, innovative, mission-critical, high-performance software solutions, data and analytics to the U.S. mortgage and real estate markets. Our mission is to transform the markets we serve by delivering innovative solutions that are integrated across the homeownership lifecycle and that result in realized efficiencies, reduced risk and new opportunities for our clients to help them achieve greater levels of success.

We believe businesses leverage our robust, integrated solutions across the entire homeownership lifecycle to help retain existing clients, gain new clients, mitigate risk and operate more efficiently. Our clients rely on our proven, comprehensive, scalable solutions and our unwavering commitment to delivering exceptional client support to achieve their strategic goals and better serve their customers.

We have a focused strategy of continuous innovation across our business supported by strategic acquisitions – and even more importantly, the integration of those innovations and acquisitions into our broader ecosystem. Our scale allows us to continually invest in

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our business, both to meet ever-changing industry requirements and to maintain our position as a leading provider of platforms for the mortgage and real estate markets.

Deep business and regulatory expertise and an unparalleled, holistic view of the markets we serve allow us the privilege of being a trusted advisor to our clients, who range from the nation’s largest lenders and mortgage servicers to institutional portfolio managers and government entities, to individual real estate agents and mortgage brokers. Clients leverage our software ecosystem across a range of real estate and housing finance verticals through multiple digital channels, using our offerings to drive more business, reduce risk and deliver a best-in-class customer experience, all while operating more efficiently and cost-effectively.

The table below summarizes active first and second lien mortgage loans on our mortgage loan servicing software solution and the related market data, reflecting our leadership in the mortgage loan servicing software solutions market (in millions):

	First lien				Second lien				Total first and second lien
	as of June 30,				as of June 30,				as of June 30,
	2022		2021		2022		2021		2022		2021
Active loans	33.1		32.3		3.1		3.3		36.2		35.6
Market size	53.2	(1)	53.1	(1)	12.5	(2)	12.4	(2)	65.7		65.5
Market share	62	%	61	%	25	%	26	%	55	%	54	%

Note: Percentages above may not recalculate due to rounding.

(1) Estimates according to the Black Knight Mortgage Monitor Report as of June 30, 2022 and 2021 for U.S. first lien mortgage loans. These estimates are subject to change.

(2) Estimates according to the July 2022 and 2021 Equifax National Consumer Credit Trends Report as of June 30, 2022 and 2021 for U.S. second lien mortgage loans. These estimates are subject to change.

We have long-standing relationships with our clients – a majority of whom enter into long-term contracts that include multiple, integrated products embedded into mission-critical, client-side workflow and decision processes. This speaks to the confidence our clients, which include some of the largest financial institutions in the world, have in our solutions and our commitment to serve them. The contractual nature of our revenues and stickiness of our client relationships make our revenues both highly visible and recurring in nature. Our scale and integrated ecosystem of solutions drive significant operating leverage and cross-sell opportunities, enabling our clients to continually benefit from new and greater operational efficiencies while simultaneously allowing us to generate strong margins and cash flows.

Our Markets

The Black Knight ecosystem stretches across four core “pillar” verticals: mortgage loan servicing, mortgage origination, capital markets and real estate; with our data and analytics flowing throughout and between the interconnected ecosystem of solutions. As we integrate our innovations and acquired technologies, we are committed to continually improving the end consumer experience, driving further efficiencies for our clients and helping them to win new customers and retain existing customers.

Recent Developments

Optimal Blue Transaction

On February 15, 2022, we entered into a purchase agreement with Cannae and THL and acquired all of their Class A units of Optimal Blue Holdco, LLC (“Optimal Blue Holdco”) through Optimal Blue I, LLC (“Optimal Blue I”), a Delaware limited liability company and our wholly-owned subsidiary, in exchange for aggregate consideration of 36.4 million shares of DNB common stock valued at $722.5 million and $433.5 million in cash, funded with borrowings under our revolving credit facility. The aggregate consideration of $1.156 billion and number of shares of DNB common stock paid to Cannae and THL was based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. As of February 15, 2022, we own 100% of the Class A units of Optimal Blue Holdco. Refer to Note 1 — Basis of Presentation and Overview for additional information.

Merger Agreement

On May 4, 2022, we entered into a definitive agreement to be acquired by ICE, a leading global provider of data, technology, and market infrastructure, in a transaction valued at approximately $13.1 billion, or $85 per share, with consideration in the form of a mix of cash (80%) and stock (20%) (the “ICE Transaction”). The ICE Transaction is expected to close in the first half of 2023, subject to the receipt of regulatory

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approvals, Black Knight shareholder approval and the satisfaction of customary closing conditions. The ICE Transaction has been approved by the Boards of Directors of Black Knight and ICE. Refer to Note 1 — Basis of Presentation and Overview for additional information.

Business Trends and Conditions

Market Trends

Market trends that have spurred lenders and servicers to seek software, data and analytics solutions are as follows:

Integral role of technology in the U.S. mortgage loan industry. Over the past few years, the homebuyer’s processes have become more digital, and banks and other lenders and servicers have become increasingly focused on automation and workflow management to operate more efficiently and meet their regulatory requirements as well as using technology to enhance the consumer experience during the mortgage loan origination, closing and servicing processes. We believe technology providers must be able to support the complexity and dynamic nature of the market, display extensive industry knowledge and possess the financial resources to make the necessary investments in technology and software to support lenders and servicers. This includes an enhanced digital experience along with the application of artificial intelligence, robotic process automation and adaptive learning.

Heightened demand for enhanced transparency and analytic insight. As U.S. mortgage loan market participants work to minimize the risk in lending, servicing and capital markets, they rely on the integration of data and analytics with solutions that enhance the decision-making process. These industry participants rely on large comprehensive third-party databases coupled with enhanced analytics to achieve these goals. Mortgage loan market participants are eager for timely data and insights to help them plan and react to the changing environment.

Regulatory changes and oversight. Most U.S. mortgage loan market participants are subject to a high level of regulatory oversight and regulatory requirements as federal and state governments have enacted various new laws, rules and regulations. It is our experience that mortgage lenders and servicers have become more focused on minimizing the risk of non-compliance with regulatory requirements and are looking toward solutions that assist them in complying with their regulatory requirements. We expect this trend to continue as additional governmental programs and regulations have been enacted to address the economic concerns resulting from the pandemic, and our clients have had to adapt their systems and processes in record time to the shifting landscape. In addition, our clients and our clients’ regulators have elevated their focus on privacy and data security in light of an increased level of cybersecurity incidents. We expect the industry focus on privacy and data security to continue to increase.

Lenders increasingly focused on core operations. As a result of regulatory scrutiny, a decline in refinance origination volumes due to a rising interest rate environment and the higher cost of doing business, we believe lenders have become more focused on their core operations and customers. We believe lenders are increasingly shifting from in-house solutions to third-party solutions that provide a more comprehensive and efficient solution. Lenders require these providers to deliver best-in-class solutions and deep domain expertise and to assist them in maintaining regulatory compliance.

Our Business Segments

Our business is organized into two segments: Software Solutions and Data and Analytics.

Software Solutions

Our Software Solutions segment offers software solutions that support loan servicing, loan origination and settlement services. Our software solutions revenues were 86% of our consolidated revenues for both the three and six months ended June 30, 2022, and 85% for both the three and six months ended June 30, 2021.

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The following table summarizes our software solutions revenues (in millions):

	Three months ended				% of segment				Six months ended				% of segment
	June 30,				revenues				June 30,				revenues
	2022		2021		2022		2021		2022		2021		2022		2021
Servicing software solutions	$	221.7	$	207.8	65	%	68	%	$	444.3	$	410.5	66	%	68	%
Origination software solutions		117.7		97.6	35	%	32	%		225.8		190.7	34	%	32	%
Software Solutions	$	339.4	$	305.4	100	%	100	%	$	670.1	$	601.2	100	%	100	%

Our servicing software solutions primarily include our core servicing software solution that automates loan servicing, including loan setup and ongoing processing, customer service, accounting, reporting to the secondary mortgage market and investors and web-based workflow information systems. Our servicing software solutions primarily generate revenues based on the number of active loans outstanding on our system, which has been very stable; however, we have some exposure to foreclosure and bankruptcy loan volumes, which can fluctuate based on economic cycles and other factors.

As a result of the effects of the broad-based response to the COVID-19 pandemic, we have seen lower foreclosure-related transactional revenues due to the mortgage loan foreclosure moratorium in the prior year period. We expect higher foreclosure-related transactional revenues in 2022 compared to 2021 as a result of the expiration of the federal foreclosure moratorium. According to corresponding Black Knight Mortgage Monitor reports, foreclosure starts were 64,000 for the three months ended June 30, 2022 compared to 11,900 for the 2021 period.

Our origination software solutions primarily include our solutions that automate and facilitate the origination of mortgage loans and provide an interconnected network allowing the various parties and systems associated with lending transactions to exchange data quickly and efficiently. Our exposure to origination volumes is limited as our loan origination system revenues are based on closed loan volumes subject to minimum base software fees that are contractually obligated, and our secondary marketing technologies’ revenues are primarily subscription-based. Some of our origination software solutions are exposed to variances in origination volumes, primarily related to refinance volumes, due to the nature of the services provided. While we saw elevated refinance origination volumes for a prolonged period of time, we have seen lower origination volumes in 2022 due to record volumes in prior years and a rising interest rate environment. According to the July 2022 Mortgage Bankers Association Mortgage Finance Forecast, mortgage loan originations have declined 37% for the three months ended June 30, 2022 compared to the 2021 period. Our origination software solutions that are more sensitive to origination volumes were approximately 3% of our consolidated revenues for the three months ended June 30, 2022, and revenues related to these origination software solutions declined approximately 32% for the three months ended June 30, 2022 compared to the 2021 period, representing a headwind of approximately $5.6 million.

Data and Analytics

Our Data and Analytics segment offers data and analytics solutions to the mortgage, real estate and capital markets verticals. These solutions include property ownership data, lien data, servicing data, automated valuation models, collateral risk scores, behavioral models, a multiple listing service software solution and other data solutions. Our data and analytics business is primarily based on longer-term strategic data licenses, other data licenses and subscription-based revenues. For both the three and six months ended June 30, 2022, our data and analytics revenues were 14% of our consolidated revenues. For both the three and six months ended June 30, 2021, our data and analytics revenues were 15% of our consolidated revenues. Our data and analytics solutions that are more sensitive to fluctuations in home buying activity and origination volumes primarily relate to services where we provide data necessary for title insurance and other settlement service activities. Revenues from these solutions were approximately 3% of our consolidated revenues for the three months ended June 30, 2022 and declined approximately 23% for the three months ended June 30, 2022 compared to the 2021 period, representing a headwind of approximately $3.1 million.

Results of Operations

Key Performance Metrics

Revenues, EBITDA and EBITDA margin for the Software Solutions and Data and Analytics segments are presented in conformity with Accounting Standards Codification Topic 280, Segment Reporting. These measures are reported to the chief operating decision maker for

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purposes of making decisions about allocating resources to the segments and assessing their performance. For these reasons, these measures are excluded from the definition of non-GAAP financial measures under the SEC’s Regulation G and Item 10(e) of Regulation S-K.

Consolidated Results of Operations

The following table presents certain financial data for the periods indicated (in millions, except per share data):

	Three months ended June 30,						Six months ended June 30,
	2022			2021			2022			2021
Revenues	$	394.5		$	361.3		$	781.7		$	711.0
Expenses:
Operating expenses		216.8			197.0			424.7			383.2
Depreciation and amortization		92.5			90.4			184.0			178.2
Transition and integration costs		8.2			4.3			15.8			12.2
Total expenses		317.5			291.7			624.5			573.6
Operating income		77.0			69.6			157.2			137.4
Operating margin		19.5	%		19.3	%		20.1	%		19.3	%
Interest expense, net		(22.6)			(20.9)			(43.7)			(41.2)
Other expense, net		(2.4)			(1.0)			(3.6)			(4.2)
Earnings before income taxes and equity in (losses) earnings of unconsolidated affiliates		52.0			47.7			109.9			92.0
Income tax expense		11.6			10.5			10.5			15.7
Earnings before equity in (losses) earnings of unconsolidated affiliates		40.4			37.2			99.4			76.3
Equity in (losses) earnings of unconsolidated affiliates, net of tax		(0.1)			(5.0)			303.0			1.4
Net earnings		40.3			32.2			402.4			77.7
Net losses attributable to redeemable noncontrolling interests		—			7.5			2.5			16.1
Net earnings attributable to Black Knight	$	40.3		$	39.7		$	404.9		$	93.8
Net earnings per share attributable to Black Knight common shareholders:
Diluted	$	0.26		$	0.25		$	2.60		$	0.60
Weighted average shares of common stock outstanding:
Diluted		155.6			155.7			155.5			155.8

Segment Financial Results

Revenues

The following table sets forth revenues by segment for the periods presented (in millions):

	Three months ended								Six months ended
	June 30,				Variance				June 30,				Variance
	2022		2021		$		%		2022		2021			$	%
Software Solutions	$	339.4	$	305.4	$	34.0	11	%	$	670.1	$	601.2	$	68.9	11	%
Data and Analytics		55.1		55.9		(0.8)	(1)	%		111.6		109.8		1.8	2	%
Total	$	394.5	$	361.3	$	33.2	9	%	$	781.7	$	711.0	$	70.7	10	%

Software Solutions

Revenues were $339.4 million in the three months ended June 30, 2022 compared to $305.4 million in the 2021 period, an increase of $34.0 million, or 11%. Our servicing software solutions revenues increased 7%, or $13.9 million, primarily driven by an increase of $5.5 million in foreclosure-related revenues due to the expiration of the foreclosure moratorium, revenues from new clients and sales of new innovative solutions. Our origination software solutions revenues increased 21%, or $20.1 million, primarily driven by higher revenues from new clients, revenues of $6.4 million related to acquired businesses, partially offset by the effect of lower refinance volumes on our Exchange and eLending platforms primarily as a result of a decline in refinancing origination volumes and attrition.

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Revenues were $670.1 million in the six months ended June 30, 2022 compared to $601.2 million in the 2021 period, an increase of $68.9 million, or 11%. Our servicing software solutions increased 8%, or $33.8 million, primarily driven by an increase of $13.6 million in foreclosure-related revenues due to the expiration of the foreclosure moratorium, revenues from new clients and sales of new innovative solutions. Our origination software solutions revenues increased 18%, or $35.1 million, primarily driven by higher revenues from new clients, revenues of $13.2 million related to acquired businesses, partially offset by the effect of lower refinance volumes on our Exchange and eLending platforms primarily as a result of a decline in refinancing origination volumes and attrition.

Data and Analytics

Revenues were $55.1 million in the three months ended June 30, 2022 compared to $55.9 million in the 2021 period, a decrease of $0.8 million, or 1%. The decrease was primarily driven by the effect of lower origination volumes, lower revenues related to a reduction in scope for two strategic data deal renewals and client attrition, partially offset by revenues from strong sales execution and new innovation solutions, professional services and $0.7 million related to an acquired business.

Revenues were $111.6 million in the six months ended June 30, 2022 compared to $109.8 million in the 2021 period, an increase of $1.8 million, or 2%. The increase was primarily driven by revenues from strong sales execution and new innovation solutions, partially offset by the effect of lower origination volumes and lower revenues related to a reduction in scope for two strategic data deal renewals.

EBITDA and EBITDA margin

The following tables set forth EBITDA (in millions) and EBITDA margin by segment for the periods presented:

	Three months ended								Six months ended
	June 30,				Variance				June 30,				Variance
	2022		2021		$		%		2022		2021		$		%
Software Solutions	$	190.7	$	174.8	$	15.9	9	%	$	378.9	$	345.7	$	33.2	10	%
Data and Analytics		17.7		20.8		(3.1)	(15)	%		36.7		40.5		(3.8)	(9)	%

	Three months ended					Six months ended
	June 30,				Variance		June 30,				Variance
	2022		2021		Basis points		2022		2021		Basis points
Software Solutions	56.2	%	57.2	%	(100)		56.5	%	57.5	%	(100)
Data and Analytics	32.1	%	37.2	%	(510)		32.9	%	36.9	%	(400)

Software Solutions

EBITDA was $190.7 million in the three months ended June 30, 2022 compared to $174.8 million in the 2021 period, an increase of $15.9 million, or 9%, with an EBITDA margin of 56.2% compared to 57.2% in the 2021 period. The EBITDA margin decrease was primarily driven by revenue mix and increased investments in innovation and client support as well as higher sales and marketing costs as we return to a more normal operating environment following the pandemic.

EBITDA was $378.9 million in the six months ended June 30, 2022 compared to $345.7 million in the 2021 period, an increase of $33.2 million, or 10%, with an EBITDA margin of 56.5% compared to 57.5% in the 2021 period. The EBITDA margin decrease was primarily driven by revenue mix and increased investments in innovation and client support as well as higher sales and marketing costs as we return to a more normal operating environment following the pandemic.

Data and Analytics

EBITDA was $17.7 million in the three months ended June 30, 2022 compared to $20.8 million in the 2021 period, a decrease of $3.1 million, or 15%, with an EBITDA margin of 32.1% compared to 37.2% in the 2021 period. The EBITDA margin decrease was primarily driven by revenue mix and higher sales and marketing and personnel costs.

EBITDA was $36.7 million in the six months ended June 30, 2022 compared to $40.5 million in the 2021 period, a decrease of $3.8 million, or 9%, with an EBITDA margin of 32.9% compared to 36.9% in the 2021 period. The EBITDA margin decrease was primarily driven by revenue mix and higher sales and marketing and personnel costs.

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Consolidated Financial Results

Operating Expenses

The following table sets forth operating expenses by segment for the periods presented (in millions):

	Three months ended								Six months ended
	June 30,				Variance				June 30,				Variance
	2022		2021		$		%		2022		2021		$		%
Software Solutions	$	148.7	$	130.6	$	18.1	14	%	$	291.2	$	255.5	$	35.7	14	%
Data and Analytics		37.4		35.1		2.3	7	%		74.9		69.3		5.6	8	%
Corporate and Other(1)		30.7		31.3		(0.6)	(2)	%		58.6		58.4		0.2	0	%
Total	$	216.8	$	197.0	$	19.8	10	%	$	424.7	$	383.2	$	41.5	11	%

(1) Operating expenses for Corporate and Other include equity-based compensation, including certain related payroll taxes, of $13.0 million and $13.2 million for the three months ended June 30, 2022 and 2021, respectively, and $24.2 million and $23.7 million for the six months ended June 30, 2022 and 2021, respectively.

The increase in Operating expenses in the three months ended June 30, 2022 compared to the 2021 period was primarily driven by higher net personnel expenses, including the effect of wage inflation above our typical annual increases, increases in sales and marketing costs, partially offset by lower lease costs.

The increase in Operating expenses in the six months ended June 30, 2022 compared to the 2021 period was primarily driven by higher net personnel expenses, including the effect of wage inflation above our typical annual increases, increases in sales and marketing costs, partially offset by lower lease costs.

Depreciation and Amortization

The following table sets forth depreciation and amortization by segment for the periods presented (in millions):

	Three months ended								Six months ended
	June 30,				Variance				June 30,				Variance
	2022		2021		$		%		2022		2021		$		%
Software Solutions	$	35.9	$	33.2	$	2.7	8	%	$	71.0	$	64.4	$	6.6	10	%
Data and Analytics		4.0		3.7		0.3	8	%		7.8		7.5		0.3	4	%
Corporate and Other(1)		52.6		53.5		(0.9)	(2)	%		105.2		106.3		(1.1)	(1)	%
Total	$	92.5	$	90.4	$	2.1	2	%	$	184.0	$	178.2	$	5.8	3	%

(1) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP.

The increase in Depreciation and amortization in the three and six months ended June 30, 2022 compared to the respective 2021 periods is primarily related to the amortization of software and deferred contract costs, partially offset by lower amortization of other intangible assets.

Transition and Integration Costs

Transition and integration costs were $8.2 million in the three months ended June 30, 2022 compared to $4.3 million in the 2021 period. Transition and integration costs were $15.8 million in the six months ended June 30, 2022 compared to $12.2 million in the 2021 period. Transition and integration costs for the three months ended June 30, 2022 primarily consisted of costs related to the ICE Transaction. Transition and integration costs in the 2022 and 2021 periods also consisted of costs associated with acquisitions, including costs pursuant to purchase agreements and expense reduction initiatives.

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Interest Expense, Net

Interest expense, net was $22.6 million in the three months ended June 30, 2022 compared to $20.9 million in the 2021 period, an increase of $1.7 million, or 8%. Interest expense, net was $43.7 million in the six months ended June 30, 2022 compared to $41.2 million in the 2021 period, an increase of $2.5 million, or 6%. The increase was primarily driven by our higher average outstanding debt balances and higher interest rates.

Other Expense, Net

Other expense, net was $2.4 million in the three months ended June 30, 2022 compared to $1.0 million in the 2021 period. Other expense, net was $3.6 million in the six months ended June 30, 2022 compared to $4.2 million in the 2021 period. The 2022 amounts are primarily related to legal fees. The 2021 amounts are primarily related to the debt refinancing in March 2021 and legal fees.

Income Tax Expense

Income tax expense was $11.6 million in the three months ended June 30, 2022 compared to $10.5 million in the 2021 period. Our effective tax rate was 22.3% in the 2022 period compared to 22.0% in 2021. Our effective tax rates for the three months ended June 30, 2022 and 2021 includes the effect of research and experimentation tax credits. Our effective tax rate for the three months ended June 30, 2021 also includes the effect of tax benefits relating to the vesting of restricted shares of common stock.

Income tax expense was $10.5 million in the six months ended June 30, 2022 compared to $15.7 million in the 2021 period. Our effective tax rate was 9.6% in the 2022 period compared to 17.1% in the 2021 period. Our effective tax rate for the six months ended June 30, 2022 includes the effect of a $14.1 million discrete income tax benefit related to the establishment of a deferred tax asset as a result of our reorganization of certain wholly-owned subsidiaries within the Optimal Blue partnership investment structure. Our effective tax rate for the six months ended June 30, 2021 differs from our statutory rate primarily due to the effect of excess tax benefits relating to the vesting of restricted shares of our common stock and research and experimentation tax credits.

Equity in (Losses) Earnings of Unconsolidated Affiliates, Net of Tax

Equity in (losses) earnings of unconsolidated affiliates, net of tax consists of the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Equity in losses of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	(2.4)	$	(8.5)
Non-cash gain related to DNB's issuance of common stock, net of tax		—		—		—		9.9
Gain related to DNB investment, net of tax		—		—		305.4		—
Equity in (losses) earnings of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	303.0	$	1.4

Refer to Note 4 — Investments in Unconsolidated Affiliates in Item 1 of Part I of this Quarterly Report on Form 10-Q, which is incorporated by reference into this Part I Item 2 for additional information.

Liquidity and Capital Resources

Our primary sources of liquidity are our existing cash balances, cash flows from operations and borrowings on our revolving credit facility. As of June 30, 2022, we had cash of $38.0 million, debt principal of $2,788.1 million and available capacity of $353.3 million on our revolving credit facility.

As of June 30, 2022, we own 18.5 million shares of DNB common stock for an ownership interest in DNB of approximately 4.3% of DNB’s outstanding common stock. As of June 30, 2022, DNB’s closing share price was $15.03 and the fair value of our investment in DNB was $277.7 million before tax. Assuming a statutory tax rate of 25.3%, the estimated after-tax value of our investment in DNB is $249.4 million. Refer to Note 4 — Investments in Unconsolidated Affiliates in Item 1 of Part I of this Quarterly Report on Form 10-Q for additional information.

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Our primary cash requirements include operating expenses, debt service payments (principal and interest), capital expenditures (including software development, equipment and property related expenditures) and tax-related payments and may include business acquisitions and share repurchases.

We believe that our cash flows from operations and available cash and cash equivalents are sufficient to meet our liquidity needs, including the repayment of our outstanding debt, for at least the next 12 months. We anticipate that to the extent we require additional liquidity, it will be funded through borrowings on our revolving credit facility, the incurrence of other indebtedness, the sale of DNB common stock, equity issuance or a combination thereof. The loss of the largest lender on our revolving credit facility would reduce our borrowing capacity by $90.0 million. Additionally, our liquidity and our ability to meet our obligations and fund our capital requirements are also dependent on our future financial performance, which is subject to general economic, financial and other factors that are beyond our control. Accordingly, we cannot be assured that our business will generate sufficient cash flows from operations or that future borrowings will be available from additional indebtedness or otherwise to meet our liquidity needs. Although we have no specific current plans to do so, if we decide to pursue one or more significant acquisitions, we may incur additional debt or issue additional equity to finance such acquisitions.

As of June 30, 2022, our income tax payable was $46.8 million compared to $11.8 million as of December 31, 2021. The increase is primarily related to the income taxes owed as a result of the shares of DNB common stock that we exchanged as part of the aggregate consideration for acquiring the remaining outstanding Class A Units in Optimal Blue Holdco from Cannae and THL. Refer to Note 1 — Basis of Presentation and Overview for additional information. Additionally, the Tax Cuts and Jobs Act of 2017 amended Internal Revenue Code Section 174 (“Section 174”) to eliminate current-year deductibility of research and experimentation expenditures and software development costs beginning in 2022, and now requires these costs to be capitalized and amortized over a period of time. The effect of the change in timing of deducting certain costs under Section 174 resulted in higher income tax payments in 2022.

The CARES Act allows us to defer payments of our share of social security taxes until December 31, 2022. As of June 30, 2022, we have deferred $7.6 million of payments related to employer social security taxes.

Cash Flows

The following table provides a summary of cash flows from operating, investing and financing activities for the periods presented (in millions):

	Six months ended June 30,
	2022		2021		Variance
Cash flows provided by operating activities	$	89.8	$	199.2	$	(109.4)
Cash flows used in investing activities		(59.5)		(116.4)		56.9
Cash flows used in financing activities		(69.4)		(28.8)		(40.6)
Net (decrease) increase in cash and cash equivalents	$	(39.1)	$	54.0	$	(93.1)

Operating Activities

The $109.4 million decrease in cash provided by operating activities in the six months ended June 30, 2022 compared to the 2021 period is primarily related to an increase in income tax payments of $81.6 million primarily related to the gain on our investment in DNB and the effect of the change in timing of deducting certain costs under Section 174, higher incentive compensation payments and a performance-based payment related to a prior acquisition, partially offset by higher operating income.

Investing Activities

The $56.9 million decrease in cash used in investing activities in the six months ended June 30, 2022 compared to the 2021 period is primarily related to business and asset acquisitions in the prior year period.

Financing Activities

The $40.6 million increase in cash used in financing activities in the six months ended June 30, 2022 compared to the 2021 period is primarily related to the cash paid as part of the aggregate purchase consideration for acquiring the remaining outstanding Class A Units of Optimal Blue Holdco from Cannae and THL, partially offset by higher net borrowings and share repurchases in the prior year period.

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Financing

For a description of our financing arrangements, see Note 7 — Long-Term Debt in Item 1 of Part I of this Quarterly Report on Form 10-Q, which is incorporated by reference into this Part I Item 2.

Contractual Obligations

Our long-term contractual obligations generally include our debt and related interest payments, software subscription, cloud computing and hardware and software maintenance commitments and operating and finance lease payments for our offices, data centers, property and equipment. There were no significant changes to our contractual obligations from those disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021. Our interest rate swaps represent our material off-balance sheet arrangements.

Share Repurchase Program

On February 12, 2020, our Board of Directors approved a three-year share repurchase program authorizing us to repurchase up to 10.0 million shares of our outstanding common stock through February 12, 2023, through open market purchases, negotiated transactions or other means, in accordance with applicable securities laws and other restrictions. Refer to Note 12 — Equity in Item 1 of Part I of this Quarterly Report on Form 10-Q, which is incorporated by reference into this Part I Item 2.

Indemnifications and Warranties

We often agree to indemnify our clients against damages and costs resulting from claims of patent, copyright, trademark infringement or breaches of confidentiality associated with use of our software through software licensing agreements. Historically, we have not made any payments under such indemnifications, but continue to monitor the conditions that are subject to the indemnifications to identify whether a loss has occurred that is both probable and estimable that would require recognition. In addition, we warrant to clients that our software operates substantially in accordance with the software specifications. Historically, no costs have been incurred related to software warranties and none are expected in the future, and as such no accruals for warranty costs have been made.

Critical Accounting Policies

There have been no material changes to our critical accounting policies and estimates described in our Annual Report on Form 10-K for the year ended December 31, 2021.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

Market Risk

We regularly assess market risks and have established policies and business practices designed to protect against the adverse effects of these exposures. We are exposed to market risks primarily from changes in interest rates. We use interest rate swaps to manage interest rate risk. We do not use interest rate swaps for trading purposes, to generate income or to engage in speculative activity.

Interest Rate Risk

In addition to existing cash balances and cash provided by operating activities, we use fixed and variable rate debt to finance our operations.

Our Senior Notes represent our fixed-rate long-term debt. Refer to Note 7 — Long-Term Debt in Item 1 of Part I of this Quarterly Report on Form 10-Q. The carrying value of our Senior Notes was $990.4 million as of June 30, 2022. The fair value of our Senior Notes was approximately $870.0 million as of June 30, 2022. The potential reduction in fair value of the Senior Notes from a hypothetical 10 percent increase in market interest rates would not be material to the overall fair value of the debt.

We enter into interest rate swap agreements to hedge forecasted monthly interest rate payments on our variable rate debt. We are exposed to interest rate risk on our variable rate debt obligations and related interest rate swaps. As of June 30, 2022, we had $1,782.3 million in

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long-term debt principal outstanding from our Facilities, all of which is variable rate debt, as described in Note 7 — Long-Term Debt in Item 1 of Part I of this Quarterly Report on Form 10-Q.

As of June 30, 2022, the Facilities represent our long-term debt obligations exposed to interest rate risk. We performed a sensitivity analysis on the principal amount of debt as of June 30, 2022, as well as the effect of our interest rate swaps. Further, in this sensitivity analysis, the change in interest rates is assumed to be applicable for an entire year. An increase or decrease of 100 basis points in the applicable interest rate would cause an increase or decrease in interest expense of $17.8 million on an annual basis ($14.0 million including the effect of our current interest rate swaps) as the 1-week and 1-month LIBOR were approximately 1.59% and 1.67%, respectively, as of June 30, 2022.

As of June 30, 2022, we have the following interest rate swap agreements (collectively, the "Swap Agreements") (in millions):

Effective dates	Notional amount		Fixed rates
April 30, 2018 through April 30, 2023	$	250.0	2.61	%
January 31, 2019 through January 31, 2023	$	300.0	2.65	%

Under the terms of the Swap Agreements, we receive payments based on the 1-month LIBOR rate (approximately 1.67% as of June 30, 2022).

During six months ended June 30, 2022, the following interest rate swap agreement expired (in millions):

Effective dates	Notional amount		Fixed rate
March 31, 2017 through March 31, 2022	$	200.0	2.08	%

The Swap Agreements were designated as cash flow hedging instruments. A portion of the amount included in Accumulated other comprehensive loss is reclassified into Interest expense, net as a yield adjustment as interest is either paid or received on the hedged debt. The inputs used to determine the estimated fair value of our interest rate swaps are Level 2 inputs. We have considered our own credit risk and the credit risk of the counterparties when determining the fair value of our Swap Agreements.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of June 30, 2022, under the supervision and with the participation of our Chief Executive Officer ("CEO") and President and Chief Financial Officer ("CFO"), management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q.

There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their control objectives.

Based on that evaluation, our CEO and CFO concluded that as of June 30, 2022, our disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by us in the reports we file or submit with the SEC are recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and is accumulated and communicated to our management, including the principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended June 30, 2022 covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II: OTHER INFORMATION

Item 1. Legal Proceedings

See discussion of legal proceedings in Note 10 — Commitments and Contingencies in Item 1 of Part I of this Quarterly Report on Form 10-Q, which is incorporated by reference into this Item 1 of Part II.

Item 1A. Risk Factors

In addition to the significant risks and uncertainties listed under Item 1A- “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021, we identified the following additional risks during the six months ended June 30, 2022. There have been no other material changes in our risk factors since the filing of our Annual Report on Form 10-K for the year ended December 31, 2021.

Risks Related to the Proposed Merger with Intercontinental Exchange, Inc. (“ICE”)

Because the market price of ICE common stock may fluctuate, holders of our common stock cannot be certain of the market value of the consideration they will receive in the Merger.

Pursuant to and subject to the terms of the Agreement and Plan of Merger dated as of May 4, 2022 (the “Merger Agreement”) with ICE, a wholly-owned subsidiary of ICE (“Sub”) will merge with and into Black Knight with Black Knight surviving as a wholly-owned subsidiary of ICE (the “Merger”). At the effective time of the Merger (the “Effective Time”), each share of our common stock issued and outstanding immediately prior to the Effective Time (other than shares of our common stock held by us as treasury stock, any of our subsidiaries (other than with respect to the Black Knight Employee Stock Purchase Plan), by ICE or any of ICE’s subsidiaries (including Sub), or by any holder who has properly exercised and perfected such holder’s demand for appraisal rights under Section 262 of the General Corporation Law of the State of Delaware and not effectively withdrawn or lost such holder’s rights to appraisal (collectively, “Excluded Shares”)) will be converted into the right to receive, at the election of the holder thereof, the following consideration (the “Merger Consideration”):

● (i) an amount in cash equal to the sum, rounded to the nearest one tenth of a cent, of (x) $68.00 plus (y) the product, rounded to the nearest one tenth of a cent, of 0.1440 (the “Share Ratio”) multiplied by the average of the volume weighted averages of the trading prices of ICE common stock on the New York Stock Exchange on each of the ten consecutive trading days ending on (and including) the trading day that is three trading days prior to the date on which the Effective Time occurs (the “Average ICE Stock Price”) (such amount, the “Per Share Cash Consideration”);

● (ii) a number of validly issued, fully paid and nonassessable shares of ICE common stock as is equal to the quotient, rounded to the nearest one ten thousandth, of (x) the Per Share Cash Consideration divided by (y) the Average ICE Stock Price (such number of shares, the “Per Share Stock Consideration”); or

● (iii) if no election is made by such holder, such Per Share Stock Consideration or Per Share Cash Consideration as is determined in accordance with the proration mechanism described below.

The election right for the holders of shares of our common stock will be subject to proration in accordance with the terms of the Merger Agreement such that (a) the total number of shares of our common stock to be converted into the right to receive the Per Share Cash Consideration will be equal to the quotient, rounded down to the nearest whole share, of $10,505,000,000 divided by the Per Share Cash Consideration and (b) all shares of our common stock not receiving the Per Share Cash Consideration (other than Excluded Shares) will be converted into the right to receive the Per Share Stock Consideration.

This Share Ratio is fixed and will not be adjusted for changes in the market price of either ICE common stock or our common stock. Changes in the price of ICE common stock prior to the Merger will affect the value that holders of our common stock will receive in the Merger. We and ICE are not permitted to terminate the Merger Agreement as a result, in and of itself, of any increase or decrease in the market price of ICE common stock or our common stock.

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There will be a time lapse between the date on which our stockholders vote to approve the Merger Agreement at the special meeting and the date on which our stockholders entitled to receive the Merger Consideration actually receive such consideration. The market value of ICE common stock may fluctuate during these periods as a result of a variety of factors, including general market and economic conditions, regulatory considerations, including changes in U.S. monetary policy and its effect on global financial markets and on interest rates, changes in ICE’s or our business, operations and prospects, the global coronavirus pandemic and the related disruption to local, regional and global economic activity and financial markets, and the impact that any of the foregoing may have on ICE, us or the customers or other constituencies of ICE or us, many of which factors are beyond ICE’s or our control. Therefore, at the time our stockholders must decide whether to approve the Merger Agreement at the special meeting, they will not know the market value of the consideration to be received by holders of our common stock at the Effective Time of the Merger.

The Merger will not be completed unless important conditions are satisfied or waived, including approval of the Merger Agreement by our stockholders.

Specified conditions set forth in the Merger Agreement must be satisfied or waived to complete the Merger. If the conditions are not satisfied or, to the extent permitted by law, waived, the Merger will not occur or will be delayed, and we and ICE may lose some or all of the intended benefits of the Merger. The following conditions must be satisfied or, to the extent permitted by law, waived before we and ICE are obligated to complete the Merger: (i) the adoption of the Merger Agreement by the affirmative vote of holders of a majority of the outstanding shares of our common stock entitled to vote thereon at the special meeting, (ii) the expiration or early termination of the waiting period applicable to the consummation of the Merger under the HSR Act, (iii) the absence of any Restraint that is in effect and restrains, enjoins or otherwise prohibits the consummation of the Merger, (iv) the effectiveness of the registration statement on Form S-4 filed by ICE to register the shares of ICE common stock to be issued in the Merger, (v) approval for listing on the NYSE of the shares of ICE common stock to be issued in the Merger, (vi) compliance by ICE and us in all material respects with their respective obligations under the Merger Agreement that are required to be performed or complied with by the time of the closing and (vii) subject in most cases to exceptions that do not rise to the level of a Material Adverse Effect or a Parent Material Adverse Effect (each as defined in the Merger Agreement), the accuracy of representations and warranties made by us, respectively, in the Merger Agreement. The respective obligations of ICE and us to consummate the Merger are also subject to there not having occurred since the date of the Merger Agreement an event that has had or would reasonably be expected to have, individually or in the aggregate, a Parent Material Adverse Effect or a Material Adverse Effect, respectively.

If the Merger is not completed, each of ICE’s and our ongoing businesses, financial condition, financial results and stock price may be materially and adversely affected and, without realizing any of the benefits of having completed the Merger, ICE and we will be subject to a number of risks, including the following:

● the market price of our common stock or ICE common stock could decline to the extent the current market price reflects an assumption that the Merger will be completed;

● ICE or we could owe a termination fee to the other party under certain circumstances;

● if our Board of Directors seeks another business combination, our stockholders cannot be certain that we will be able to find a party willing to enter into a transaction on terms equivalent to or more attractive than the terms that ICE has agreed to in the Merger Agreement;

● time and financial and other resources committed by ours and ICE’s management to matters relating to the Merger could otherwise have been devoted to pursing other beneficial opportunities;

● ICE or we may experience negative reactions from the financial markets or from their customers, suppliers or employees;

● ICE or our current and prospective employees may experience uncertainty about their roles following the completion of the Merger, which may have an adverse effect on ICE’s or our ability to attract or retain key management and other key personnel;

● ICE and we will be required to pay costs relating to the Merger, such as legal, accounting, financial advisory, financing (including the redemption by ICE of $5 billion of its bonds at 101% of par value) and printing fees, whether or not the Merger is completed; and

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● ICE or we could be subject to litigation related to any failure to complete the Merger or related to any enforcement proceeding commenced against ICE or us to perform our respective obligations under the Merger Agreement.

Regulatory approvals may not be received, may take longer than expected or may impose conditions that are not presently anticipated, that could have an adverse effect on ICE following the Merger or that are otherwise unacceptable to ICE.

Completion of the Merger is conditioned on, among other things, the expiration or early termination of the waiting period applicable to the consummation of the Merger under the HSR Act. There can be no assurance that this condition to the completion of the Merger will be satisfied on a timely basis or at all and there can be no assurance that, if regulatory approvals are granted, they will not result in the imposition of conditions, limitations, obligations or restrictions that have the effect of preventing the completion of any of the transactions contemplated by the Merger Agreement, imposing additional material costs on or materially limiting the revenues of ICE following the Merger or otherwise reducing the anticipated benefits of the Merger, or result in the delay or abandonment of the Merger.

Under the Merger Agreement, ICE and we have agreed to use our respective reasonable best efforts to cause the transactions contemplated by the Merger Agreement to be consummated as soon as practicable and to obtain all approvals from any governmental entity or third party that are necessary, proper or advisable to consummate the Merger. In particular, each party has agreed to use its reasonable best efforts to take promptly any and all steps necessary to avoid, eliminate or resolve each and every impediment and obtain all clearances, consents, approvals and waivers under U.S. antitrust laws so as to enable the parties to close the Merger as soon as practicable.

The Merger Agreement limits our ability to pursue alternatives to the Merger and may discourage other companies from trying to acquire us.

The Merger Agreement contains covenants that restrict our ability to, directly or indirectly, solicit, initiate, knowingly facilitate, knowingly encourage or knowingly induce any acquisition proposal, engage in any discussions or negotiations with any person relating to any takeover proposal, or provide any confidential or nonpublic information or data to any person relating to any takeover proposal, subject to certain exceptions. In addition, subject to certain exceptions, our Board of Directors is required to recommend that our stockholders adopt the Merger Agreement.

If the Merger Agreement is terminated under certain circumstances, we may be required to pay a termination fee of $398 million to ICE or we may be required to reimburse ICE for its reasonable and documented out-of-pocket costs and expenses incurred in connection with the Merger Agreement and the Merger in an amount not to exceed $40 million.

These provisions could discourage a potential third-party acquiror or Merger partner that might have an interest in acquiring all or a significant portion of us or pursuing an alternative transaction from considering or proposing such a transaction

If the Merger Agreement is terminated and we determine to seek another business combination, we may not be able to negotiate a transaction with another party on terms comparable to, or better than, the terms of the Merger Agreement.

The Merger Agreement may be terminated in accordance with its terms and the Merger may not be completed, which could negatively affect us.

The Merger Agreement is subject to a number of conditions which must be satisfied or waived in order to complete the Merger. These conditions to the closing of the Merger may not be satisfied in a timely manner or at all, and, accordingly, the Merger may be delayed or may not be completed. In addition, if the Merger is not completed by the outside date, either ICE or we may choose not to proceed with the Merger, and the parties can mutually decide to terminate the Merger Agreement at any time, before or after receipt of our stockholder approval. In addition, ICE or we may elect to terminate the Merger Agreement in certain other circumstances as set forth in the Merger Agreement.

If the Merger Agreement is terminated, there may be various consequences. For example, our business may have been impacted adversely by the failure to pursue other beneficial opportunities due to the focus of management on the Merger, without realizing any of the anticipated benefits of completing the Merger. Additionally, if the Merger Agreement is terminated, the market price of our common stock could decline to the extent that the current market prices reflect a market assumption that the Merger will be completed. If the Merger Agreement is terminated under certain circumstances, we may be required to pay a termination fee of $398 million to ICE. In

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addition, if the Merger Agreement is terminated because our stockholders fail to approve the Merger proposal at a duly convened meeting of our stockholders held for that purpose, we will be required to reimburse ICE for its reasonable and documented out-of-pocket costs and expenses incurred in connection with the Merger Agreement and the Merger in an amount not to exceed $40 million.

We are subject to business uncertainties and contractual restrictions while the Merger is pending, which could adversely affect our business and operations.

In connection with the pendency of the Merger, it is possible that some customers, suppliers and other persons with whom we and/or ICE have a business relationship may delay or defer certain business decisions or decide to seek to terminate, change or renegotiate their relationships with ICE or us, as the case may be, as a result of the pending Merger or otherwise, which could negatively affect ICE’s or our respective revenues, earnings and/or cash flows, as well as the market price of ICE’s or our common stock, regardless of whether the Merger is completed.

Under the terms of the Merger Agreement, we are subject to certain restrictions on the conduct of our business prior to completing the Merger which may adversely affect our ability to execute certain of our business strategies, including the ability in certain cases to enter into or amend contracts, acquire or dispose of assets, incur indebtedness or incur capital expenditures. Such limitations could adversely affect our business and operations prior to the completion of the Merger.

Each of the risks described above may be exacerbated by delays or other adverse developments with respect to the completion of the Merger.

In addition, subject to certain exceptions, we have agreed to use reasonable best efforts to carry on our business in the ordinary course and, to the extent consistent therewith, to use reasonable best efforts to preserve substantially intact our current business organizations, to keep available the services of our current officers and employees and to preserve our relationships with significant customers, suppliers, licensors, licensees, distributors, lessors and others having significant business dealings with us, in each case, during the period between the date of the Merger Agreement and the closing of the Merger.

Uncertainties associated with the Merger may cause a loss of our management personnel and other key employees, which could adversely affect our business and operations.

ICE and we are dependent on the experience and industry knowledge of our officers and other key employees to execute our business plans. Prior to completion of the Merger, current and prospective employees of our and ICE may experience uncertainty about their roles within ICE following the completion of the Merger, which may have an adverse effect on ICE’s and our ability to attract or retain key management and other key personnel and could adversely affect our business and operations.

Litigation related to the Merger could prevent or delay completion of the Merger or otherwise negatively affect ICE’s and our businesses and operations.

ICE and we may incur costs in connection with the defense or settlement of any stockholder or other lawsuits filed in connection with the Merger. Such litigation could have an adverse effect on ICE’s and our financial condition and results of operations and could prevent or delay the completion of the Merger.

ICE and we are expected to incur significant costs related to the Merger and integration.

ICE and we have incurred and expect to incur substantial expenses in connection with the completion of the Merger. The substantial majority of these costs will be non-recurring expenses related to the Merger, including investment banking fees, legal fees and costs associated with financing the Merger, accounting, accounting, consulting and other advisory fees, severance/employee benefit-related costs, and other regulatory fees. ICE and we will also incur transaction fees and costs related to formulating integration plans for our combined mortgage services businesses. Some of these costs are payable regardless of whether the Merger is completed.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

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Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

(a) Exhibits

Exhibit
No.	Description
2.1	Agreement and Plan of Merger, dated as of May 4, 2022, among Intercontinental Exchange, Inc., Sand Merger Sub Corporation and Black Knight, Inc. (incorporated by reference to Exhibit 2.1 to the Form 8-K filed by Black Knight, Inc. on May 5, 2022 (No. 001-37394))*
10.1	Form of Notice of Restricted Stock and Restricted Stock Award Agreement (May 2022) under Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan(1)
10.2	Form of Notice of Restricted Stock and Restricted Stock Award Agreement (Directors) under Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan(1)
10.3	Form of Notice of Restricted Stock Unit and Restricted Stock Unit Award Agreement (Directors) under Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan(1)
10.4	First Amendment to Employment Agreement of Anthony M. Jabbour dated May 16, 2022 (incorporated by reference to Exhibit 10.1 to the Form 8-K filed by Black Knight, Inc. on May 18, 2022 (No. 001-37394))(1)
10.5	First Amendment to Employment Agreement of Joseph M. Nackashi dated May 16, 2022 (incorporated by reference to Exhibit 10.2 to the Form 8-K filed by Black Knight, Inc. on May 18, 2022 (No. 001-37394))(1)
10.6	Third Amendment to Employment Agreement of Kirk T. Larsen dated May 16, 2022 (incorporated by reference to Exhibit 10.3 to the Form 8-K filed by Black Knight, Inc. on May 18, 2022 (No. 001-37394))(1)
10.7	Third Amendment to Employment Agreement of Michael L. Gravelle dated May 16, 2022 (incorporated by reference to Exhibit 10.4 to the Form 8-K filed by Black Knight, Inc. on May 18, 2022 (No. 001-37394))(1)
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification by Chief Executive Officer of Periodic Financial Reports pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
32.2	Certification by Chief Financial Officer of Periodic Financial Reports pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
101.INS	Inline XBRL Instance Document**
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
104	Cover Page Interactive Data File formatted in Inline XBRL and contained in Exhibit 101

(1) A management or compensatory plan or arrangement required to be filed as an exhibit to this report pursuant to Item 601(b)(10)(ii) of Regulation S-K.

* Schedules omitted pursuant to Item 601(a)(5) of Regulation S-K. We agree to furnish supplementally a copy of any omitted schedule to the SEC upon request; provided, however, that we may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules or exhibits so furnished.

** The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	BLACK KNIGHT, INC.
	(registrant)
Date: August 4, 2022	By:	/s/ Kirk T. Larsen
		Kirk T. Larsen
		President and Chief Financial Officer
		(Principal Financial and Accounting Officer)

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EX-10.1

Exhibit 10.1

Black Knight, Inc.

Amended and Restated

2015 Omnibus Incentive Plan

Notice of Restricted Stock Grant

You (the “Grantee”) have been granted the following award of restricted Shares of common stock (the “Restricted Stock”), par value $0.0001 per share (the “Shares”), by Black Knight, Inc. (the “Company”), pursuant to the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”) and the terms set forth in the attached Restricted Stock Award Agreement:

Name of Grantee:	Participant Name
Number of Shares of Restricted Stock Granted:	Number of Awards Granted
Effective Date of Grant:	Grant Date
Vesting and Period of Restriction:	Subject to the terms of the Plan and the Restricted Stock Award Agreement attached hereto, the Period of Restriction shall lapse, and the Shares shall vest and become free of the forfeiture provisions contained in the Restricted Stock Award Agreement, with respect to one-third of the shares on each of the first three anniversaries of the Effective Date of Grant as set forth on Exhibit A of the Restricted Stock Award Agreement, attached hereto.

By your electronic acceptance/signature below, you agree and acknowledge that the Restricted Stock is granted under and governed by the terms and conditions of the Plan and the attached Restricted Stock Award Agreement, which are incorporated herein by reference, and that you have been provided with a copy of the Plan and Restricted Stock Award Agreement. If you have not accepted or declined this Restricted Stock Grant, including the terms of this Notice and Restricted Stock Award Agreement, prior to the first vesting date of the Effective Date of Grant, you are hereby advised and acknowledge that you shall be deemed to have accepted the terms of this Notice and Restricted Stock Award Agreement on such first vesting date of the Effective Date of Grant.

Electronic SignatureElectronic Signature

Acceptance DateAcceptance Date

Black Knight, Inc.

Amended and Restated 2015 Omnibus Incentive Plan

Restricted Stock Award Agreement

(Subject to Time-Based Restriction)

Section 1. GRANT OF RESTRICTED STOCK

(a) Restricted Stock.  On the terms and conditions set forth in the Notice of Restricted Stock Grant (the “Notice”) and this Restricted Stock Award Agreement (the “Agreement”), the Company grants to the Grantee on the Effective Date of Grant the Shares of Restricted Stock (the “Restricted Stock”) set forth in the Notice.

(b) Plan and Defined Terms.  The Restricted Stock is granted pursuant to the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”).  All terms, provisions, and conditions applicable to the Restricted Stock set forth in the Plan and not set forth herein are hereby incorporated by reference herein.  To the extent any provision hereof is inconsistent with a provision of the Plan, the provisions of the Plan will govern.  All capitalized terms that are used in the Notice or this Agreement and not otherwise defined therein or herein shall have the meanings ascribed to them in the Plan.

Section 2. FORFEITURE AND TRANSFER RESTRICTIONS

(a) Forfeiture.  Except as otherwise provided in Section 2(e) or in the Grantee’s employment, director services or similar agreement in effect at the time of the termination:

(i)If the Grantee’s employment or service as a Director or Consultant is terminated for any reason other than death or Disability (as defined below), the Grantee shall, for no consideration, forfeit to the Company the Shares of Restricted Stock to the extent such Shares are subject to a Period of Restriction at the time of such termination.

(ii)If the Grantee’s employment or service as a Director or Consultant is terminated due to the Grantee’s death or Disability, a portion of the Shares which on the date of termination remain subject to a Period of Restriction shall vest and become free of the forfeiture and transfer restrictions contained in the Agreement (except as otherwise provided in Section 2(c) of this Agreement).   The portion which shall vest shall be determined by the following formula (rounded to the nearest whole Share):

(A x B) – C, where

A = the total number of Shares granted under this Agreement,

B = the number of completed months to the date of termination since the Effective Date of Grant divided by 36, and

C = the number of Shares granted under this Agreement which vested on or prior to the date of termination.

All Shares that are subject to a Period of Restriction on the date of termination of employment or service as a Director or Consultant and which will not be vested pursuant to Section 2(a)(ii) above, shall be forfeited to the Company, for no consideration.  

(iii)The term “Disability” shall have the meaning ascribed to such term in the Grantee’s employment, director services or similar agreement with the Company.  If the Grantee’s employment, director services or similar agreement does not define the term “Disability,” or if the Grantee has not entered into an employment, director services or similar agreement with the Company or any Subsidiary, the term “Disability” shall mean the Grantee is (or, if the Grantee were a participant, would be) entitled to long-term disability benefits pursuant to the long-term disability plan maintained by the Company or in which the Company’s employees participate.

(b) Transfer Restrictions.  During the Period of Restriction, the Restricted Stock may not be sold, assigned, pledged, exchanged, hypothecated or otherwise transferred, encumbered or disposed of, to the extent such Shares are subject to a Period of Restriction.  

(c) Holding Period.  If and when (i) the Grantee is an Officer (as defined in Rule 16a-1(f) of the Exchange Act), and (ii) the Grantee does not hold Shares with a value sufficient to satisfy the applicable stock ownership guidelines of the Company in place at that time, then the Grantee must retain 50% of the Shares acquired by the Grantee as a result of the lapse of a Period of Restriction (excluding from the calculation any Shares withheld for purposes of satisfying the Grantee’s tax obligations in connection with such lapse of a Period of Restriction) until such time as the value of the Shares remaining in the Grantee’s possession following any sale, assignment, pledge, exchange, gift or other transfer of the Shares shall be sufficient to meet any applicable stock ownership guidelines of the Company in place at that time.  For the avoidance of doubt, at any time when the Grantee holds, in the aggregate, Shares with a value sufficient to satisfy the applicable stock ownership guidelines of the Company in place at that time, the Grantee may enter into a transaction with respect to any Shares acquired by the Grantee as a result of the lapse of a Period of Restriction without regard to the holding period requirement contained in this Section 2(c) so long as the Grantee shall continue to satisfy such stock ownership guidelines following such transaction.

(d) Lapse of Restrictions.  The Period of Restriction shall lapse as to the Restricted Stock in accordance with the Notice and the terms of this Agreement.  Subject to the terms of the Plan and Section 6(a) hereof, upon lapse of the Period of Restriction, the Grantee shall own the Shares that are subject to this Agreement free of all restrictions, other than the holding period restriction described in Section 2(c) above, if applicable.

(e) Change in Control.  Notwithstanding anything to the contrary in the Plan or any employment, director services or similar agreement in effect at the time of the termination, the Restricted Stock will not vest solely due to a Change in Control; provided, however, that any Time-Based Restriction or other restriction imposed on the Restricted Stock that has not previously lapsed, including the holding period described in Section 2(c) above, shall immediately lapse upon the earlier of: (a) the end of the original Period of Restriction, or (b) a termination by the Company (or an affiliate thereof) of the Grantee’s employment or service as a Director or Consultant without Cause or by the Grantee for Good Reason at any time within the six months immediately preceding the Change in Control, or at any time following the Change in Control that is prior to the end of the Period of Restriction.  

(i)For purposes of this Agreement, the term “Cause” shall have the meaning ascribed to such term in any employment, director services or similar agreement to which the Grantee is a party at the time of the termination, or in the absence of such an agreement that defines Cause, the Grantee’s (i) persistent failure to perform duties consistent with a commercially reasonable standard of care (other than due to a physical or mental impairment); (ii) willful neglect of duties (other than due to a physical or mental impairment); (iii) conviction of, or pleading nolo contendere to, criminal or other illegal activities involving dishonesty or moral turpitude; (iv) material breach of this Agreement; (v) material breach of the Company’s or an affiliate’s business policies, accounting practices or standards of ethics; (vi) material breach of any applicable non-competition, non-solicitation, trade secrets, confidentiality or similar restrictive covenant, or (vii) failure to materially cooperate with or impeding an investigation authorized by the Board; provided, however, that the Grantee shall have been given a thirty (30) day period to cure any act or omission that constitutes Cause, if capable of cure, prior to termination.

(ii)For purposes of this Agreement, the term “Good Reason” shall have the meaning ascribed to such term in any employment, director services or similar agreement to which the Grantee is a party at the time of the termination, or in the absence of such an agreement that defines Good Reason, “Good Reason” shall mean, in the absence of the Grantee’s written consent: (a) a material reduction in the Grantee’s base salary in effect immediately prior to a Change in Control, (b) a transfer of the Grantee’s primary work site to a new primary work site that is more than thirty-five (35) miles (measured along a straight line) from the Grantee’s then current primary work site unless such new primary work site is closer (measured along a straight line) to the Grantee’s primary residence than the Grantee’s then current primary work site, or (c) there is a material breach by the Company (or any successor thereto) of any agreement to which the Grantee is party with the Company, provided, however, that no such event described above shall constitute Good Reason unless (i) the Grantee gives notice that the Grantee intends to terminate the Grantee’s employment or service and specifying the condition or event relied upon for such termination within ninety (90) days of the initial existence of such event, (ii) the Company fails to cure the condition or event constituting Good Reason within thirty (30) days following receipt of such notice, and (iii) the Grantee terminates employment or service within ninety (90) days following the expiration of such thirty (30) day cure period.

Section 3. STOCK CERTIFICATES

As soon as practicable following the grant of Restricted Stock, the Shares of Restricted Stock shall be registered in the Grantee’s name in certificate or book-entry form.  If a certificate is issued, it shall bear an appropriate legend referring to the restrictions and it shall be held by the Company, or its agent, on behalf of the Grantee until the Period of Restriction has lapsed.  If the Shares are registered in book-entry form, the restrictions shall be placed on the book-entry registration.  The Grantee may be required to execute and return to the Company a blank stock power for each Restricted Stock certificate (or instruction letter, with respect to Shares registered in book-entry form), which will permit transfer to the Company, without further action, of all or any portion of the Restricted Stock that is forfeited in accordance with this Agreement.

Section 4. SHAREHOLDER RIGHTS

Except for the transfer and dividend restrictions, and subject to such other restrictions, if any, as determined by the Committee, the Grantee shall have all other rights of a holder of Shares, including the right to vote (or to execute proxies for voting) such Shares.  Unless otherwise determined by the Committee, if all or part of a dividend in respect of the Restricted Stock is paid in Shares or any other security issued by the Company, such Shares or other securities shall be held by the Company subject to the same restrictions as the Restricted Stock in respect of which the dividend was paid.

Section 5. DIVIDENDS

(a) Any dividends paid with respect to Shares which remain subject to a Period of Restriction shall not be paid to the Grantee but shall be held by the Company.

(b) Such held dividends shall be subject to the same Period of Restriction as the Shares to which they relate.

(c) Any dividends held pursuant to this Section 5 which are attributable to Shares which vest pursuant to this Agreement shall be paid to the Grantee within 30 days of the applicable vesting date.

(d) Dividends attributable to Shares forfeited pursuant to Section 2 of this Agreement shall be forfeited to the Company on the date such Shares are forfeited.

Section 6. MISCELLANEOUS PROVISIONS

(a) Tax Withholding.  Pursuant to Article 20 of the Plan, the Committee shall have the power and right to deduct or withhold, or require the Grantee to remit to the Company, an amount sufficient to satisfy any federal, state and local taxes (including the Grantee’s FICA obligations) required by law to be withheld with respect to this Award.  The Committee may condition the delivery of Shares upon the Grantee’s satisfaction of such withholding obligations.  The Grantee may elect to satisfy all or part of such withholding requirement by tendering previously-owned Shares or by having the Company withhold Shares having a Fair Market Value equal to the minimum statutory withholding (based on minimum statutory withholding rates for federal, state and local tax purposes, as applicable, including payroll taxes) that could be imposed on the transaction, and, to the extent the Committee so permits, amounts in excess of the minimum statutory withholding to the extent it would not result in additional accounting expense.  Such election shall be irrevocable, made in writing, signed by the Grantee, and shall be subject to any restrictions or limitations that the Committee, in its sole discretion, deems appropriate.

(b) Confidential Information.  The Grantee will occupy a position of trust and confidence and will have access to and learn substantial information about the Company and its affiliates and their respective operations that is confidential or not generally known in the industry including, without limitation, information that relates to purchasing, sales, customers, marketing, and the financial positions and financing arrangements of the Company and its affiliates.  The Grantee agrees that all such information is proprietary or confidential, or constitutes trade secrets and is the sole property of the Company and/or its affiliates, as the case may be.  The Grantee will keep confidential and, outside the scope of the Grantee’s duties and responsibilities with the Company and its affiliates, will not reproduce, copy or disclose to any other person or firm, any such information

or any documents or information relating to the Company’s or its affiliates’ methods, processes, customers, accounts, analyses, systems, charts, programs, procedures, correspondence or records, or any other documents used or owned by the Company or any of its affiliates, nor will the Grantee advise, discuss with or in any way assist any other person, firm or entity in obtaining or learning about any of the items described in this section.  Accordingly, during such time as the Grantee is employed by or provides services as a Director or Consultant to the Company or an affiliate thereof (the “Term of Service”) and at all times thereafter the Grantee will not disclose, or permit or encourage anyone else to disclose, any such information, nor will the Grantee utilize any such information, either alone or with others, outside the scope of the Grantee’s duties and responsibilities with the Company and its affiliates.

(c) Non-Competition.

(i)During Term of Service.  During the Term of Service, the Grantee will devote such business time, attention and energies reasonably necessary to the diligent and faithful performance of the services to the Company and its affiliates, and will not engage in any way whatsoever, directly or indirectly, in any business that is a competitor with the Company’s or its affiliates’ principal business, that is a reasonably anticipated extension of their principal business, or that is engaged in the research or development of a product that will compete with the Company’s or its affiliates’ principal business, nor solicit customers, suppliers or employees of the Company or its affiliates on behalf of, or in any other manner work for or assist any business which is a direct competitor with the Company’s or its affiliates’ principal business.  In addition, during the Term of Service, the Grantee will undertake no planning for or organization of any business activity competitive with the work performed as an employee, Director or Consultant of the Company, and the Grantee will not combine or conspire with any other employee of the Company or any other person for the purpose of organizing any such competitive business activity.

(ii)After Term of Service.  The parties acknowledge that the Grantee will acquire substantial knowledge and information concerning the business of the Company and its affiliates as a result of employment or services as a Director or Consultant.  The parties further acknowledge that the scope of business in which the Company and its affiliates are engaged is national and very competitive and one in which few companies can successfully compete.  Competition by the Grantee in that business after the Term of Service would severely injure the Company and its affiliates.  Accordingly, for a period of one (1) year after the Grantee’s employment or service as a Director or Consultant of the Company or an affiliate thereof terminates for any reason whatsoever, the Grantee agrees: (1) not to engage in any way whatsoever, directly or indirectly, including, as an employee, consultant, advisor, principal, partner or substantial shareholder with any firm or business that competes with the Company or its affiliates in their principal products and markets, that is a reasonably anticipated extension of the Company or its affiliates in their principal products and markets, or that is engaged in the research or development of a product that will compete with the Company or its affiliates in their principal products and markets; and (2), on behalf of any such competitive firm or business, not to solicit any person or business that was at the time of such termination and remains a customer or prospective customer, a supplier or prospective supplier, or an employee of the Company or its affiliates.

(d) Improvements and Inventions.  Any and all improvements or inventions that the Grantee may make or participate in during the Term of Service, unless wholly unrelated to the business of the Company and its affiliates and not produced within the scope of the Grantee’s employment or service as a Director or Consultant, shall be the sole and exclusive property of the Company.  The Grantee shall, whenever requested by the Company, execute and deliver any and all documents that the Company deems appropriate in order to apply for and obtain patents or copyrights in improvements or inventions or in order to assign and/or convey to the Company the sole and exclusive right, title and interest in and to such improvements, inventions, patents, copyrights or applications.

(e) Ratification of Actions.  By accepting this Agreement, the Grantee and each person claiming under or through the Grantee shall be conclusively deemed to have indicated the Grantee’s acceptance and ratification of, and consent to, any action taken under the Plan or this Agreement and Notice by the Company, the Board or the Committee.

(f) Notice.  Any notice required by the terms of this Agreement shall be given in writing and shall be deemed effective upon personal delivery or upon deposit with the United States Postal Service, by registered or certified

mail, with postage and fees prepaid.  Notice shall be addressed to the Company at its principal executive office and to the Grantee at the address that he or she most recently provided in writing to the Company.

(g) Choice of Law.  This Agreement and the Notice shall be governed by, and construed in accordance with, the laws of Florida, without regard to any conflicts of law or choice of law rule or principle that might otherwise cause the Plan, this Agreement or the Notice to be governed by or construed in accordance with the substantive law of another jurisdiction.

(h) Arbitration.  Subject to, and in accordance with the provisions of Article 3 of the Plan, any dispute or claim arising out of or relating to the Plan, this Agreement or the Notice shall be settled by binding arbitration before a single arbitrator in Jacksonville, Florida and in accordance with the Commercial Arbitration Rules of the American Arbitration Association.  The arbitrator shall decide any issues submitted in accordance with the provisions and commercial purposes of the Plan, this Agreement and the Notice, provided that all substantive questions of law shall be determined in accordance with the state and federal laws applicable in Florida, without regard to internal principles relating to conflict of laws.

(i) Modification or Amendment.  This Agreement may only be modified or amended by written agreement executed by the parties hereto; provided, however, that the adjustments permitted pursuant to Section 4.3 of the Plan may be made without such written agreement.

(j) Severability.  In the event any provision of this Agreement shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions of this Agreement, and this Agreement shall be construed and enforced as if such illegal or invalid provision had not been included.

(k) References to Plan.  All references to the Plan shall be deemed references to the Plan as may be amended from time to time.

(l) Section 409A Compliance.  To the extent applicable, it is intended that the Plan and this Agreement comply with the requirements of Code Section 409A and any related regulations or other guidance promulgated with respect to such Section by the U.S.  Department of the Treasury or the Internal Revenue Service and the Plan and the Award Agreement shall be interpreted accordingly.

EXHIBIT A

Vesting and Restrictions

This grant is subject to Time-Based Restrictions, as described below. The period between the Effective Date of Grant and the applicable Vesting Date of a Share of Restricted Stock is the “Period of Restriction” for such Share of Restricted Stock.

Time-Based Restrictions

In order for the Restricted Stock to vest on any Vesting Date, unless otherwise provided in the Agreement, the Grantee must satisfy the continued service conditions set forth in Section 2 of the Agreement (the “Time-Based Restrictions”) as of the applicable Vesting Date.

Vesting Date	% of Restricted Stock
First (1st) anniversary of the Effective Date of Grant	33.34%
Second (2nd) anniversary of the Effective Date of Grant	33.33%
Third (3rd) anniversary of the Effective Date of Grant	33.33%

Vesting

If the applicable Time-Based Restriction has been achieved as of a Vesting Date, the percentage of the Restricted Stock indicated on the row for such Vesting Date in the table above shall vest.

EX-10.2

Exhibit 10.2

Black Knight, Inc.

Amended and Restated 2015 Omnibus Incentive Plan

Notice of Restricted Stock Grant

You (the “Grantee”) have been granted the following award of restricted Shares of common stock (the “Restricted Stock”), par value $0.0001 per share (the “Shares”), by Black Knight, Inc. (the “Company”), pursuant to the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”) and the terms set forth in the attached Restricted Stock Award Agreement:

Name of Grantee:	Participant Name
Number of Shares of Restricted Stock Granted:	Number of Awards Granted
Effective Date of Grant:	Grant Date
Vesting and Period of Restriction:	Subject to the terms of the Plan and the Restricted Stock Award Agreement attached hereto, the Period of Restriction shall lapse, and the Shares shall vest and become free of the forfeiture provisions contained in the Restricted Stock Award Agreement, with respect to 100% of the shares on the earliest to occur of (i) the first anniversary of the Effective Date of Grant, (ii) the date of the Company’s 2023 Annual Meeting of Shareholders and (iii) a Change in Control (such earliest date, the “Vesting Date”).

By your electronic acceptance/signature below, you agree and acknowledge that the Restricted Stock is granted under and governed by the terms and conditions of the Plan and the attached Restricted Stock Award Agreement, which are incorporated herein by reference, and that you have been provided with a copy of the Plan and Restricted Stock Award Agreement. If you have not accepted or declined this Restricted Stock Grant, including the terms of this Notice and Restricted Stock Award Agreement, prior to the Vesting Date, you are hereby advised and acknowledge that you shall be deemed to have accepted the terms of this Notice and Restricted Stock Award Agreement on such Vesting Date.

Electronic SignatureElectronic Signature

Acceptance DateAcceptance Date

Black Knight, Inc.

Amended and Restated 2015 Omnibus Incentive Plan

Restricted Stock Award Agreement

(Directors)

Section 1. GRANT OF RESTRICTED STOCK

(a) Restricted Stock.  On the terms and conditions set forth in the Notice of Restricted Stock Grant (the “Notice”) and this Restricted Stock Award Agreement (the “Agreement”), the Company grants to the Grantee on the Effective Date of Grant the Shares of Restricted Stock (the “Restricted Stock”) set forth in the Notice.

(b) Plan and Defined Terms.  The Restricted Stock is granted pursuant to the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”).  All terms, provisions, and conditions applicable to the Restricted Stock set forth in the Plan and not set forth herein are hereby incorporated by reference herein.  To the extent any provision hereof is inconsistent with a provision of the Plan, the provisions of the Plan will govern.  All capitalized terms that are used in the Notice or this Agreement and not otherwise defined therein or herein shall have the meanings ascribed to them in the Plan.

Section 2. FORFEITURE AND TRANSFER RESTRICTIONS

(a) Forfeiture.  Except as otherwise provided Section 2(d) or in the Grantee’s employment, director services or similar agreement in effect at the time of the termination:

(i)If the Grantee’s employment or service as a Director or Consultant is terminated for any reason other than death, or Disability (as defined below), the Grantee shall, for no consideration, forfeit to the Company the Shares of Restricted Stock to the extent such Shares are subject to a Period of Restriction at the time of such termination.

(ii)If the Grantee’s employment or service as a Director or Consultant is terminated due to the Grantee’s death or Disability, a portion of the Shares which on the date of termination remain subject to a Period of Restriction shall vest and become free of the forfeiture and transfer restrictions contained in the Agreement.   The portion which shall vest shall be determined by the following formula (rounded to the nearest whole Share):

(A x B) – C, where

A = the total number of Shares granted under this Agreement,

B = the number of completed months to the date of termination since the Effective Date of Grant divided by 12, and

C = the number of Shares granted under this Agreement which vested on or prior to the date of termination.

All Shares that are subject to a Period of Restriction on the date of termination of employment or service as a Director or Consultant and which will not be vested pursuant to Section 2(a)(ii) above, shall be forfeited to the Company, for no consideration.  

(iii)The term “Disability” shall have the meaning ascribed to such term in the Grantee’s employment, director services or similar agreement with the Company. If the Grantee’s employment, director services or similar agreement does not define the term “Disability,” or if the Grantee has not entered into an employment, director services or similar agreement with the Company or any Subsidiary, the term “Disability” shall mean the Grantee is (or, if the Grantee were a participant, would be) entitled to long-term disability benefits pursuant to the long-term disability plan maintained by the Company or in which the Company’s employees participate.

(b) Transfer Restrictions.  During the Period of Restriction, the Restricted Stock may not be sold, assigned, pledged, exchanged, hypothecated or otherwise transferred, encumbered or disposed of, to the extent such Shares are subject to a Period of Restriction.  

(c) Lapse of Restrictions.  The Period of Restriction shall lapse as to the Restricted Stock in accordance with the Notice and the terms of this Agreement.  Subject to the terms of the Plan and Section 6(a) hereof, upon lapse of the Period of Restriction, the Grantee shall own the Shares that are subject to this Agreement free of all restrictions.

Section 3. STOCK CERTIFICATES

As soon as practicable following the grant of Restricted Stock, the Shares of Restricted Stock shall be registered in the Grantee’s name in certificate or book-entry form.  If a certificate is issued, it shall bear an appropriate legend referring to the restrictions and it shall be held by the Company, or its agent, on behalf of the Grantee until the Period of Restriction has lapsed.  If the Shares are registered in book-entry form, the restrictions shall be placed on the book-entry registration.  The Grantee may be required to execute and return to the Company a blank stock power for each Restricted Stock certificate (or instruction letter, with respect to Shares registered in book-entry form), which will permit transfer to the Company, without further action, of all or any portion of the Restricted Stock that is forfeited in accordance with this Agreement.

Section 4. SHAREHOLDER RIGHTS

Except for the transfer and dividend restrictions, and subject to such other restrictions, if any, as determined by the Committee, the Grantee shall have all other rights of a holder of Shares, including the right to vote (or to execute proxies for voting) such Shares.  Unless otherwise determined by the Committee, if all or part of a dividend in respect of the Restricted Stock is paid in Shares or any other security issued by the Company, such Shares or other securities shall be held by the Company subject to the same restrictions as the Restricted Stock in respect of which the dividend was paid.

Section 5. DIVIDENDS

(a) Any dividends paid with respect to Shares which remain subject to a Period of Restriction shall not be paid to the Grantee but shall be held by the Company.

(b) Such held dividends shall be subject to the same Period of Restriction as the Shares to which they relate.

(c) Any dividends held pursuant to this Section 5 which are attributable to Shares which vest pursuant to this Agreement shall be paid to the Grantee within 30 days of the applicable vesting date.

(d) Dividends attributable to Shares forfeited pursuant to Section 2 of this Agreement shall be forfeited to the Company on the date such Shares are forfeited.

Section 6. MISCELLANEOUS PROVISIONS

(a) Tax Withholding.  Pursuant to Article 20 of the Plan, the Committee shall have the power and right to deduct or withhold, or require the Grantee to remit to the Company, an amount sufficient to satisfy any federal, state and local taxes (including the Grantee’s FICA obligations) required by law to be withheld with respect to this Award.  The Committee may condition the delivery of Shares upon the Grantee’s satisfaction of such withholding obligations.  The Grantee may elect to satisfy all or part of such withholding requirement by tendering previously-owned Shares or by having the Company withhold Shares having a Fair Market Value equal to the minimum statutory withholding (based on minimum statutory withholding rates for federal, state and local tax purposes, as applicable, including payroll taxes) that could be imposed on the transaction, and, to the extent the Committee so permits, amounts in excess of the minimum statutory withholding to the extent it would not result in additional accounting expense.  Such election shall be irrevocable, made in writing, signed by the Grantee, and shall be subject to any restrictions or limitations that the Committee, in its sole discretion, deems appropriate.

(b) Confidential Information.  Grantee will occupy a position of trust and confidence and will have access to and learn substantial information about the Company and its affiliates and their respective operations that is confidential or not generally known in the industry including, without limitation, information that relates to purchasing, sales, customers, marketing, and the financial positions and financing arrangements of the Company

and its affiliates.  Grantee agrees that all such information is proprietary or confidential, or constitutes trade secrets and is the sole property of the Company and/or its affiliates, as the case may be.  Grantee will keep confidential and, outside the scope of Grantee’s duties and responsibilities with the Company and its affiliates, will not reproduce, copy or disclose to any other person or firm, any such information or any documents or information relating to the Company’s or its affiliates’ methods, processes, customers, accounts, analyses, systems, charts, programs, procedures, correspondence or records, or any other documents used or owned by the Company or any of its affiliates, nor will Grantee advise, discuss with or in any way assist any other person, firm or entity in obtaining or learning about any of the items described in this section.  Accordingly, during such time as Grantee is employed by or provides services as a Director or Consultant to the Company and at all times thereafter Grantee will not disclose, or permit or encourage anyone else to disclose, any such information, nor will Grantee utilize any such information, either alone or with others, outside the scope of Grantee’s duties and responsibilities with the Company and its affiliates.

(c) Ratification of Actions.  By accepting this Agreement, the Grantee and each person claiming under or through the Grantee shall be conclusively deemed to have indicated the Grantee’s acceptance and ratification of, and consent to, any action taken under the Plan or this Agreement and Notice by the Company, the Board or the Committee.

(d) Notice.  Any notice required by the terms of this Agreement shall be given in writing and shall be deemed effective upon personal delivery or upon deposit with the United States Postal Service, by registered or certified mail, with postage and fees prepaid.  Notice shall be addressed to the Company at its principal executive office and to the Grantee at the address that he or she most recently provided in writing to the Company.

(e) Choice of Law.  This Agreement and the Notice shall be governed by, and construed in accordance with, the laws of Florida, without regard to any conflicts of law or choice of law rule or principle that might otherwise cause the Plan, this Agreement or the Notice to be governed by or construed in accordance with the substantive law of another jurisdiction.

(f) Arbitration.  Subject to, and in accordance with the provisions of Article 3 of the Plan, any dispute or claim arising out of or relating to the Plan, this Agreement or the Notice shall be settled by binding arbitration before a single arbitrator in Jacksonville, Florida and in accordance with the Commercial Arbitration Rules of the American Arbitration Association.  The arbitrator shall decide any issues submitted in accordance with the provisions and commercial purposes of the Plan, this Agreement and the Notice, provided that all substantive questions of law shall be determined in accordance with the state and federal laws applicable in Florida, without regard to internal principles relating to conflict of laws.

(g) Modification or Amendment.  This Agreement may only be modified or amended by written agreement executed by the parties hereto; provided, however, that the adjustments permitted pursuant to Section 4.3 of the Plan may be made without such written agreement.

(h) Severability.  In the event any provision of this Agreement shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions of this Agreement, and this Agreement shall be construed and enforced as if such illegal or invalid provision had not been included.

(i) References to Plan.  All references to the Plan shall be deemed references to the Plan as may be amended from time to time.

(j) Section 409A Compliance.  To the extent applicable, it is intended that the Plan and this Agreement comply with the requirements of Code Section 409A and any related regulations or other guidance promulgated with respect to such Section by the U.S.  Department of the Treasury or the Internal Revenue Service and the Plan and the Award Agreement shall be interpreted accordingly.

EX-10.3

Exhibit 10.3

Black Knight, Inc.

Amended and Restated 2015 Omnibus Incentive Plan

Notice of Restricted Stock Unit Grant

(Subject to Time-Based Restrictions)

You (the “Grantee”) have been granted the following restricted stock units (“Restricted Stock Units” or “RSUs”), by Black Knight, Inc. (the “Company”), pursuant to the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”).  Each RSU represents the right to receive, in accordance with the attached Restricted Stock Unit Award Agreement, one share of common stock of the Company, having a par value of $0.0001 per share (a “Share”).

Name of Grantee:	Participant Name
Total Number of RSUs:	Number of Awards Granted
Effective Date of Grant:	Grant Date
Period of Restriction and Vesting:	Subject to the terms of the Plan and the attached Restricted Stock Unit Award Agreement, the Period of Restriction shall lapse, and the RSUs shall vest on the earliest to occur of (i) the first anniversary of the Effective Date of Grant, (ii) the date of the Company’s 2023 Annual Meeting of Shareholders and (iii) a Change in Control (such earliest date, the “Vesting Date”).
RSU Settlement Date	Subject to the terms of the Plan and the attached Restricted Stock Unit Award Agreement, as soon as practicable (and in all events within 30 days) after the Grantee’s Separation from Service (as that term is defined in the attached Restricted Stock Unit Award Agreement), one Share will be issued for each Restricted Stock Unit Award that vests.

By your electronic acceptance/signature, you agree and acknowledge that the Restricted Stock Units are granted under and governed by the terms and conditions of the Plan and the attached Restricted Stock Unit Award Agreement, which are incorporated herein by reference, and that you have been provided with a copy of the Plan and the Restricted Stock Unit Award Agreement and the Appendices to the Restricted Stock Unit Award Agreement.  If you have not accepted or declined this Restricted Stock Unit Award, including the terms of this Notice and Restricted Stock Award Agreement, prior to the Vesting Date, you are hereby advised and acknowledge that you shall be deemed to have accepted the terms of this Notice and Restricted Stock Award Agreement on such Vesting Date.

Electronic SignatureElectronic Signature

Acceptance DateAcceptance Date

Black Knight, Inc.

Amended and Restated 2015 Omnibus Incentive Plan

Restricted Stock Unit Award Agreement

(Subject to Time-Based Restrictions)

Section 1. GRANT OF RESTRICTED STOCK UNITS

(a) Restricted Stock Units.  On the terms and conditions set forth in the attached Notice of Restricted Stock Unit Grant (the “Notice”), which is incorporated by reference, and this Restricted Stock Unit Award Agreement (this “Agreement”), the Company grants to the Grantee on the Effective Date of Grant the number of Restricted Stock Units set forth in the Notice.

(b) Unsecured Obligation.  Unless and until the Restricted Stock Units have vested in the manner set forth in Sections 2(a) and 2(b) of this Agreement, the Grantee will have no right to receive Shares under any such Restricted Stock Units. Prior to actual payment of any vested Restricted Stock Units, such Restricted Stock Units will represent an unsecured obligation of the Company, payable (if at all) only from the general assets of the Company. This Agreement creates only a contractual obligation on the part of the Company as to amounts payable and shall not be construed as creating a trust.  

(c) Plan and Defined Terms.  The Restricted Stock Units are granted pursuant to the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”).  All terms, provisions, and conditions applicable to the Restricted Stock Units set forth in the Plan and not set forth herein are hereby incorporated by reference herein.  To the extent any provision hereof is inconsistent with a provision of the Plan, the provisions of the Plan will govern.  All capitalized terms that are used in the Notice or this Agreement and not otherwise defined therein or herein shall have the meanings ascribed to them in the Plan.

Section 2. VESTING, FORFEITURE AND TRANSFER RESTRICTIONS

(a) Vesting.  Subject to Section 2(b) below, the Period of Restriction shall lapse as to the applicable Restricted Stock Units in accordance with the Notice.  

(b) Forfeiture.  Except as otherwise provided in Grantee’s employment, director services or similar agreement in effect at the time of the termination:

(i)If the Grantee experiences a “separation from service” (as that term is used in Section 409A (as defined below), a “Separation from Service”) for any reason other than death or Disability (as defined below), the Grantee shall, for no consideration, forfeit the Restricted Stock Units to the extent such Restricted Stock Units are unvested at the time of such Separation from Service.

(ii)If the Grantee experiences a Separation from Service due to the Grantee’s death or Disability, a portion of the Restricted Stock Units which on the date of such Separation from Service is unvested shall vest and become free of the forfeiture restrictions contained in this Agreement. The portion which shall vest shall be determined by the following formula (rounded up to the nearest whole Share):

(A x B) – C, where

A = the total number of Restricted Stock Units granted under this Agreement,

B = the number of completed months to the date of termination since the Effective Date of Grant divided by 12, and

C = the number of Restricted Stock Units granted under this Agreement which vested on or prior to the date of termination.

All Restricted Stock Units that are unvested on the date of the Grantee’s Separation from Service and which do not become vested pursuant to Section 2(b)(ii) above, shall be forfeited for no consideration.  

The term “Disability” shall have the meaning ascribed to such term in the Grantee’s employment, director services or similar agreement with the Company. If the Grantee’s employment, director services or similar

agreement does not define the term “Disability,” or if the Grantee has not entered into an employment, director services or similar agreement with the Company or any Subsidiary, the term “Disability” shall mean the Grantee is (or, if the Grantee were a participant, would be) entitled to long-term disability benefits pursuant to the long-term disability plan maintained by the Company or in which the Company’s employees participate.

Section 3. TRANSFERABILITY OF RESTRICTED STOCK UNITS.  The Restricted Stock Units shall not be transferable by the Grantee other than by will or the laws of descent and distribution.  

Section 4. ISSUANCE OF SHARES  

If the Restricted Stock Units vest as provided under Section 2(a) and/or 2(b) of this Agreement, then as soon as administratively practicable following the Grantee’s Separation from Service, but in no event later than 30 days after such Separation from Service, the Company shall deliver to the Grantee a number of Shares equal to the number of vested Restricted Stock Units as determined by Sections 2(a) and/or 2(b) above.

Section 5. MISCELLANEOUS PROVISIONS

(a) Acknowledgements.  The Grantee hereby acknowledges that he or she has read and understands the terms of the Plan and this Agreement, and agrees to be bound by their respective terms and conditions.  The Grantee acknowledges that there may be tax consequences upon the grant, vesting or settlement of the Restricted Stock Units and that the Grantee should consult an independent tax advisor with respect to such grant.

(b) Taxes.  Pursuant to Article 20 of the Plan, if the Grantee is an employee, the Committee shall have the power and right to deduct or withhold, or require the Grantee to remit to the Company, an amount sufficient to satisfy any federal, state and local taxes required by law to be withheld with respect to this Award.  The Grantee may elect to satisfy all or part of such withholding requirement by tendering previously-owned Shares or by having the Company withhold Shares having a Fair Market Value equal to the minimum statutory withholding (based on minimum statutory withholding rates for federal, state and local tax purposes, as applicable, including payroll taxes) that could be imposed on the transaction, and, to the extent the Committee so permits, amounts in excess of the minimum statutory withholding to the extent it would not result in additional accounting expense. Such election shall be irrevocable, made in writing, signed by the Grantee, and shall be subject to any restrictions or limitations that the Committee, in its sole discretion, deems appropriate. Notwithstanding the foregoing, if the Grantee is an employee who is subject to Section 16 of the Exchange Act, the Company will withhold in Shares otherwise issuable to the Grantee upon settlement of the Restricted Stock Units, unless the use of such withholding method is prevented by applicable laws or has materially adverse accounting or tax consequences, in which case the withholding obligation may be satisfied by one or a combination of the methods set forth above.

The Company may refuse to issue or deliver the Shares or the proceeds of the sale of Shares if the Grantee fails to comply with his or her obligations in connection with the tax withholding contemplated above.

The Restricted Stock Units are intended to comply with Section 409A of the Code (together with any U.S. Department of Treasury regulations and other interpretive guidance issued thereunder, including without limitation any such regulations or other guidance that may be issued after the date hereof, “Section 409A”) and the terms of the Plan, the Notice and this Agreement shall be interpreted and construed consistent with such intent. Notwithstanding any other provision of the Plan, the Notice or this Agreement, the Committee shall have the right in its sole discretion (without any obligation to do so or to indemnify the Grantee or any other person for failure to do so) to adopt such amendments to the Plan, the Notice or this Agreement, or adopt other policies and procedures (including amendments, policies and procedures with retroactive effect), or take any other actions, as the Committee determines are necessary or appropriate for this Award to comply with the requirements of Section 409A or to mitigate any liability under Section 409A if compliance is not feasible.  Notwithstanding anything to the contrary in the Notice or this Agreement, if the Grantee is a “specified employee” (as defined in Treasury Regulation Section 1.409A-1(i)), any Share issuance or payments pursuant to the Notice or this Agreement due to the Grantee’s Separation from Service shall be delayed until the first business day following the expiration of the six month period following the Grantee’s Separation from Service (or until the Grantee’s death, if earlier) to

the extent required to avoid incurring accelerated taxation or penalties under Section 409A.  The Company will have no liability to the Grantee or any other party if the Restricted Stock Units do not comply with Section 409A or for any action taken by the Committee with respect thereto.

(c) Confidential Information.  Grantee will occupy a position of trust and confidence and will have access to and learn substantial information about the Company and its affiliates and their respective operations that is confidential or not generally known in the industry including, without limitation, information that relates to purchasing, sales, customers, marketing, and the financial positions and financing arrangements of the Company and its affiliates.  Grantee agrees that all such information is proprietary or confidential, or constitutes trade secrets and is the sole property of the Company and/or its affiliates, as the case may be.  Grantee will keep confidential and, outside the scope of Grantee’s duties and responsibilities with the Company and its affiliates, will not reproduce, copy or disclose to any other person or firm, any such information or any documents or information relating to the Company’s or its affiliates’ methods, processes, customers, accounts, analyses, systems, charts, programs, procedures, correspondence or records, or any other documents used or owned by the Company or any of its affiliates, nor will Grantee advise, discuss with or in any way assist any other person, firm or entity in obtaining or learning about any of the items described in this section.  Accordingly, during such time as Grantee is employed by or provides services as a Director or Consultant to the Company and at all times thereafter Grantee will not disclose, or permit or encourage anyone else to disclose, any such information, nor will Grantee utilize any such information, either alone or with others, outside the scope of Grantee’s duties and responsibilities with the Company and its affiliates.

(d) Dividend Equivalents.  The Grantee shall also be entitled to Dividend Equivalents with respect to the Restricted Stock Units.  If the Company declares a normal dividend on its Shares and the record date of such dividend is prior to the earlier of the date the Restricted Stock Units (i) are converted into Shares or (ii) terminate, the Participant shall receive a Dividend Equivalent equal to such normal dividend for each outstanding Restricted Stock Unit.  Any such Dividend Equivalents shall be accumulated (without interest) and shall be subject to the same terms and conditions as are applicable to the Restricted Stock Units to which the Dividend Equivalents relate, including, without limitation, the restrictions on transfer, forfeiture, vesting and payment provisions contained in this Agreement.  Any earned Dividend Equivalents, if any, shall be paid either in cash or by issuance of a number of Shares having a value equal to the amount of cash that would be paid if the Dividend Equivalent were settled in cash, rounding down to the nearest whole share, as determined by the Board or the Committee in its sole discretion, with such payment or issuance of Shares occurring on the date Shares are issued in respect of the Restricted Stock Units to which the Dividend Equivalents relate.

(e) Rights as a Stockholder. Neither the Grantee nor any person claiming under or through the Grantee will have any of the rights or privileges of a stockholder of the Company in respect of any Shares deliverable hereunder, unless and until such Shares have been recorded on the records of the Company, or its transfer agents or registrars, and delivered to the Grantee.  After such recordation and delivery, the Grantee will have all the rights of a stockholder of the Company with respect to voting such Shares and receipt of dividends and distributions on such Shares.

(f) Ratification of Actions.  By accepting this Agreement, the Grantee and each person claiming under or through the Grantee shall be conclusively deemed to have indicated the Grantee’s acceptance and ratification of, and consent to, any action taken under the Plan or this Agreement and Notice by the Company, the Board or the Committee.

(g) Notice.  Any notice required by the terms of this Agreement shall be given in writing and shall be deemed to have been duly given and delivered if personally delivered or if sent by an internationally recognized overnight courier, by facsimile, by email, or by registered or certified mail, return receipt requested and postage prepaid. Notices shall be addressed to the Company at its principal executive office and to the Grantee at the address that he or she most recently provided in writing to the Company.

(h) Choice of Law.  This Agreement and the Notice shall be governed by, and construed in accordance with, the laws of Delaware, without regard to any conflicts of law or choice of law rule or principle that might otherwise cause the Plan, this Agreement or the Notice to be governed by or construed in accordance with the substantive law of another jurisdiction.

(i) Arbitration.  Subject to Section 3 of the Plan, any dispute or claim arising out of or relating to the Plan, this Agreement or the Notice shall be settled by binding arbitration before a single arbitrator in Jacksonville, Florida and in accordance with the Commercial Arbitration Rules of the American Arbitration Association.  The arbitrator shall decide any issues submitted in accordance with the provisions and commercial purposes of the Plan, this Agreement and the Notice, provided that all substantive questions of law shall be determined in accordance with the state and federal laws applicable in Delaware, without regard to internal principles relating to conflict of laws.  

(j) Modification or Amendment.  This Agreement may only be modified or amended by written agreement executed by the parties hereto; provided, however, that the adjustments permitted pursuant to Section 4.3 of the Plan may be made without such written agreement.

(k) Severability.  In the event any provision of this Agreement shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions of this Agreement, and this Agreement shall be construed and enforced as if such illegal or invalid provision had not been included.

(l) References to Plan.  All references to the Plan (or to a Section or Article of the Plan) shall be deemed references to the Plan (or the Section or Article) as may be amended from time to time.

(m) No Advice Regarding Grant. The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding participation in the Plan, or the Grantee’s acquisition or sale of the underlying Shares.  The Grantee acknowledges that he or she should consult with his or her own personal tax, legal and financial advisors regarding participation in the Plan and grant of Restricted Stock Units.

(n) Electronic Delivery and Participation. The Company may, in its sole discretion, decide to deliver any documents related to the Restricted Stock Units or the Plan by electronic means or request the Grantee’s consent to participate in the Plan by electronic means.  The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through any on-line or electronic system established and maintained by the Company or a third party designated by the Company.

(o) Imposition of Other Requirements.  The Company reserves the right to impose other requirements on the Grantee’s participation in the Plan, on the Restricted Stock Units and on any Shares acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require the Grantee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

(p) Waiver. The Grantee acknowledges that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by the Grantee or any other Grantee.

(q) Agreement.  The Grantee’s acceptance of the Restricted Stock Units by accepting the Restricted Stock Units following such procedures as established by the Company (including an online acceptance process) constitute the Grantee’s agreement to be bound by the terms and conditions of this Agreement and the Plan.

(r) Adjustments Upon Specified Events. The Committee may accelerate the vesting of the Restricted Stock Units in such circumstances as it, in its sole discretion, may determine. The Grantee acknowledges that the Restricted Stock Units are subject to adjustment, modification and termination in certain events as provided in Section 4.3 of the Plan.

(s) Limitations Applicable to Section 16 Persons. Notwithstanding any other provision of the Plan or this Agreement, if the Grantee is subject to Section 16 of the Exchange Act, then the Plan, the Restricted Stock Units and this Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3 of the Exchange Act) that are requirements for the application of such exemptive rule. To the extent permitted by Applicable Law, this Agreement shall be deemed amended to the extent necessary to conform to such applicable exemptive rule.

(t) Successors and Assigns. The Company may assign any of its rights under this Agreement to single or multiple assignees, and this Agreement shall inure to the benefit of the successors and assigns of the Company. This Agreement shall be binding upon the Grantee and his or her heirs, executors, administrators, successors and assigns, as applicable.

(u) Captions. Captions are provided herein for convenience only and are not to serve as a basis for interpretation or construction of this Agreement.

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Joseph M. Nackashi, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Black Knight, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 4, 2022

By:	/s/ Joseph M. Nackashi
	Joseph M. Nackashi
	Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Kirk T. Larsen, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Black Knight, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 4, 2022

By:	/s/ Kirk T. Larsen
	Kirk T. Larsen
	President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF PERIODIC FINANCIAL REPORTS PURSUANT TO 18 U.S.C. §1350

The undersigned hereby certifies that he is the duly appointed and acting Chief Executive Officer of Black Knight, Inc., a Delaware corporation (the “Company”), and hereby further certifies as follows.

1. The periodic report containing financial statements to which this certificate is an exhibit fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.

2. The information contained in the periodic report to which this certificate is an exhibit fairly presents, in all material respects, the financial condition and results of operations of the Company.

In witness whereof, the undersigned has executed and delivered this certificate as of the date set forth opposite his signature below.

Date: August 4, 2022

By:	/s/ Joseph M. Nackashi
	Joseph M. Nackashi
	Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION OF PERIODIC FINANCIAL REPORTS PURSUANT TO 18 U.S.C. §1350

The undersigned hereby certifies that he is the duly appointed and acting President and Chief Financial Officer of Black Knight, Inc., a Delaware corporation (the “Company”), and hereby further certifies as follows.

1. The periodic report containing financial statements to which this certificate is an exhibit fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.

2. The information contained in the periodic report to which this certificate is an exhibit fairly presents, in all material respects, the financial condition and results of operations of the Company.

In witness whereof, the undersigned has executed and delivered this certificate as of the date set forth opposite his signature below.

Date: August 4, 2022

By:	/s/ Kirk T. Larsen
	Kirk T. Larsen
	President and Chief Financial Officer

XML

Cover Page - shares	6 Months Ended
	Jun. 30, 2022	Aug. 03, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-37394
Entity Registrant Name	Black Knight, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-5265638
Entity Address, Address Line One	601 Riverside Avenue
Entity Address, City or Town	Jacksonville
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32204
City Area Code	904
Local Phone Number	854-5100
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	BKI
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		156,025,027
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001627014

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 38.0	$ 77.1
Trade receivables, net	203.2	191.8
Prepaid expenses and other current assets	97.7	83.0
Receivables from related parties	6.1	0.2
Total current assets	345.0	352.1
Property and equipment, net	146.6	154.5
Software, net	469.6	497.0
Other intangible assets, net	539.6	613.2
Goodwill	3,817.1	3,817.3
Investments in unconsolidated affiliates	171.4	490.5
Deferred contract costs, net	198.0	196.0
Other non-current assets	241.2	230.3
Total assets	5,928.5	6,350.9
Current liabilities:
Trade accounts payable and other accrued liabilities	59.8	64.5
Income taxes payable	46.8	11.8
Accrued compensation and benefits	75.4	91.4
Current portion of debt	33.6	32.5
Deferred revenues	68.8	64.6
Total current liabilities	284.4	264.8
Deferred revenues	62.0	81.5
Deferred income taxes	241.3	284.1
Long-term debt, net of current portion	2,736.7	2,362.6
Other non-current liabilities	56.6	78.7
Total liabilities	3,381.0	3,071.7
Commitments and contingencies (Note 10)
Redeemable noncontrolling interests	47.4	1,188.8
Equity:
Common stock; $0.0001 par value; 550,000,000 shares authorized; 160,040,598 shares issued and 156,031,830 shares outstanding as of June 30, 2022, and 160,040,598 shares issued and 155,357,705 shares outstanding as of December 31, 2021	0.0	0.0
Preferred stock; $0.0001 par value; 25,000,000 shares authorized; issued and outstanding, none as of June 30, 2022 and December 31, 2021	0.0	0.0
Additional paid-in capital	1,367.8	1,410.9
Retained earnings	1,368.2	968.2
Accumulated other comprehensive loss	(5.5)	(17.5)
Treasury stock, at cost, 4,008,768 shares as of June 30, 2022 and 4,682,893 shares as of December 31, 2021	(230.4)	(271.2)
Total shareholders' equity	2,500.1	2,090.4
Total liabilities, redeemable noncontrolling interests and shareholders' equity	$ 5,928.5	$ 6,350.9

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	550,000,000	550,000,000
Common stock, shares issued (in shares)	160,040,598	160,040,598
Common stock, shares outstanding (in shares)	156,031,830	155,357,705
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	25,000,000	25,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in share)	0	0
Treasury stock (in shares)	4,008,768	4,682,893

XML

Condensed Consolidated Statements of Earnings and Comprehensive Earnings - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Statement [Abstract]
Revenues	$ 394.5	$ 361.3	$ 781.7	$ 711.0
Expenses:
Operating expenses	216.8	197.0	424.7	383.2
Depreciation and amortization	92.5	90.4	184.0	178.2
Transition and integration costs	8.2	4.3	15.8	12.2
Total expenses	317.5	291.7	624.5	573.6
Operating income	77.0	69.6	157.2	137.4
Other income and expense:
Interest expense, net	(22.6)	(20.9)	(43.7)	(41.2)
Other expense, net	(2.4)	(1.0)	(3.6)	(4.2)
Total other expense, net	(25.0)	(21.9)	(47.3)	(45.4)
Earnings before income taxes and equity in (losses) earnings of unconsolidated affiliates	52.0	47.7	109.9	92.0
Income tax expense	11.6	10.5	10.5	15.7
Earnings before equity in (losses) earnings of unconsolidated affiliates	40.4	37.2	99.4	76.3
Equity in (losses) earnings of unconsolidated affiliates, net of tax	(0.1)	(5.0)	303.0	1.4
Net earnings	40.3	32.2	402.4	77.7
Net losses attributable to redeemable noncontrolling interests		7.5	2.5	16.1
Net earnings attributable to Black Knight	40.3	39.7	404.9	93.8
Other comprehensive earnings (loss):
Unrealized holding gains (losses), net of tax(1)	2.3	(0.2)	6.6	0.3
Reclassification adjustments for losses included in net earnings, net of tax(2)	2.0	4.0	5.2	7.9
Total unrealized gains on interest rate swaps, net of tax	4.3	3.8	11.8	8.2
Foreign currency translation adjustment, net of tax (3)	(0.4)	(0.1)	(0.6)	(0.4)
Unrealized gains (losses) on investments in unconsolidated affiliates, net of tax(4)	(2.4)	1.5	0.8	(1.6)
Other comprehensive earnings	1.5	5.2	12.0	6.2
Comprehensive earnings	41.8	37.4	414.4	83.9
Net losses attributable to redeemable noncontrolling interests		7.5	2.5	16.1
Comprehensive earnings attributable to Black Knight	$ 41.8	$ 44.9	$ 416.9	$ 100.0
Net earnings per share attributable to Black Knight common shareholders:
Basic	$ 0.26	$ 0.26	$ 2.62	$ 0.60
Diluted	$ 0.26	$ 0.25	$ 2.60	$ 0.60
Weighted average shares of common stock outstanding (see Note 5):
Basic	154.5	155.4	154.4	155.5
Diluted	155.6	155.7	155.5	155.8

XML

Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Statement [Abstract]
Derivatives qualifying as hedges, tax expense (benefit)	$ 0.9	$ 0.1	$ 2.3	$ 0.1
Reclassification adjustment from AOCI on derivatives, tax expense (benefit)	0.7	1.4	1.8	2.7
Foreign currency translation adjustment, tax	0.2	0.1	0.2	0.1
Unrealized gains (losses) on investments in unconsolidated affiliates, tax	$ 0.8	$ (0.5)	$ (0.3)	$ 0.5

XML

Condensed Consolidated Statements of Equity - USD ($) $ in Millions	Common stock	Additional paid-in capital	Retained earnings	Accumulated other comprehensive loss	Treasury stock	Redeemable noncontrolling interests	Total
Beginning balance at Dec. 31, 2020		$ 2,053.7	$ 757.4	$ (38.8)	$ (144.6)	$ 578.0	$ 2,627.7
Beginning balance (shares) at Dec. 31, 2020	160,100,000				3,100,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Fair value adjustment to redeemable noncontrolling interests		(16.1)				16.1	(16.1)
Grant of restricted shares of common stock		(26.6)			$ 26.6
Grant of restricted shares of common stock (in shares)					(500,000)
Forfeitures of restricted shares of common stock		0.5			$ (0.5)
Tax withholding payments for restricted share vesting		(24.4)					(24.4)
Tax withholding payments for restricted share vesting (shares)	(100,000)
Vesting of restricted shares granted from treasury stock		11.4			$ (11.4)
Vesting of restricted shares granted from treasury stock (in shares)					200,000
Equity based compensation expense		22.5					22.5
Net earnings (losses)			93.8			(16.1)	93.8
Equity-based compensation expense of unconsolidated affiliates			1.2				1.2
Purchases of treasury stock					$ (46.7)		$ (46.7)
Purchases of treasury stock (in shares)					600,000		(600,000)
Foreign currency translation adjustment				(0.4)			$ (0.4)
Unrealized gains on interest rate swaps, net				8.2			8.2
Other comprehensive gains (loss) on investments in unconsolidated affiliates				(1.6)			(1.6)
Ending balance at Jun. 30, 2021		2,021.0	852.4	(32.6)	$ (176.6)	578.0	2,664.2
Ending balance (shares) at Jun. 30, 2021	160,000,000.0				3,400,000
Beginning balance at Dec. 31, 2020		2,053.7	757.4	(38.8)	$ (144.6)	578.0	2,627.7
Beginning balance (shares) at Dec. 31, 2020	160,100,000				3,100,000
Ending balance at Dec. 31, 2021		1,410.9	968.2	(17.5)	$ (271.2)	1,188.8	2,090.4
Ending balance (shares) at Dec. 31, 2021	160,000,000.0				4,700,000
Beginning balance at Mar. 31, 2021		2,017.0	812.0	(37.8)	$ (176.5)	578.0	2,614.7
Beginning balance (shares) at Mar. 31, 2021	160,000,000.0				3,400,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Fair value adjustment to redeemable noncontrolling interests		(7.5)				7.5	(7.5)
Grant of restricted shares of common stock		(1.3)			$ 1.3
Forfeitures of restricted shares of common stock		0.4			(0.4)
Tax withholding payments for restricted share vesting		(1.7)					(1.7)
Vesting of restricted shares granted from treasury stock		1.0			(1.0)
Equity based compensation expense		13.1					13.1
Net earnings (losses)			39.7			(7.5)	39.7
Equity-based compensation expense of unconsolidated affiliates			0.7				$ 0.7
Purchases of treasury stock (in shares)							0
Foreign currency translation adjustment				(0.1)			$ (0.1)
Unrealized gains on interest rate swaps, net				3.8			3.8
Other comprehensive gains (loss) on investments in unconsolidated affiliates				1.5			1.5
Ending balance at Jun. 30, 2021		2,021.0	852.4	(32.6)	$ (176.6)	578.0	2,664.2
Ending balance (shares) at Jun. 30, 2021	160,000,000.0				3,400,000
Beginning balance at Dec. 31, 2021		1,410.9	968.2	(17.5)	$ (271.2)	1,188.8	2,090.4
Beginning balance (shares) at Dec. 31, 2021	160,000,000.0				4,700,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Fair value adjustment to redeemable noncontrolling interests		(17.1)				17.1	(17.1)
Acquisition of remaining redeemable noncontrolling interests in Optimal Blue Holdco, LLC						(1,156.0)
Grant of restricted shares of common stock		(50.8)			$ 50.8
Grant of restricted shares of common stock (in shares)					(900,000)
Forfeitures of restricted shares of common stock		1.2			$ (1.2)
Tax withholding payments for restricted share vesting		(11.0)					(11.0)
Vesting of restricted shares granted from treasury stock		8.8			$ (8.8)
Vesting of restricted shares granted from treasury stock (in shares)					200,000
Equity based compensation expense		23.6					23.6
Net earnings (losses)			404.9			(2.5)	404.9
Equity-based compensation expense of unconsolidated affiliates			(4.9)				$ (4.9)
Purchases of treasury stock (in shares)							0
Foreign currency translation adjustment				(0.6)			$ (0.6)
Unrealized gains on interest rate swaps, net				11.8			11.8
Other comprehensive gains (loss) on investments in unconsolidated affiliates				0.8			0.8
Other		2.2					2.2
Ending balance at Jun. 30, 2022		1,367.8	1,368.2	(5.5)	$ (230.4)	47.4	2,500.1
Ending balance (shares) at Jun. 30, 2022	160,000,000.0				4,000,000.0
Beginning balance at Mar. 31, 2022		1,364.8	1,327.4	(7.0)	$ (234.2)	40.2	2,451.0
Beginning balance (shares) at Mar. 31, 2022	160,000,000.0				4,100,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Fair value adjustment to redeemable noncontrolling interests		(7.2)				7.2	(7.2)
Grant of restricted shares of common stock		(4.2)			$ 4.2
Grant of restricted shares of common stock (in shares)					(100,000)
Forfeitures of restricted shares of common stock		0.2			$ (0.2)
Tax withholding payments for restricted share vesting		(0.3)					(0.3)
Vesting of restricted shares granted from treasury stock		0.2			(0.2)
Equity based compensation expense		12.9					12.9
Net earnings (losses)			40.3				40.3
Equity-based compensation expense of unconsolidated affiliates			0.5				$ 0.5
Purchases of treasury stock (in shares)							0
Foreign currency translation adjustment				(0.4)			$ (0.4)
Unrealized gains on interest rate swaps, net				4.3			4.3
Other comprehensive gains (loss) on investments in unconsolidated affiliates				(2.4)			(2.4)
Other		1.4					1.4
Ending balance at Jun. 30, 2022		$ 1,367.8	$ 1,368.2	$ (5.5)	$ (230.4)	$ 47.4	$ 2,500.1
Ending balance (shares) at Jun. 30, 2022	160,000,000.0				4,000,000.0

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities:
Net earnings	$ 402.4	$ 77.7
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	184.0	178.2
Amortization of debt issuance costs and original issue discount	1.9	2.0
Loss on extinguishment of debt	0.0	2.5
Deferred income taxes, net	(144.9)	(3.9)
Equity in earnings of unconsolidated affiliates, net of tax	(303.0)	(1.4)
Equity-based compensation	23.6	22.5
Changes in assets and liabilities, net of acquired assets and liabilities:
Trade receivables, including receivables from related parties	(17.4)	(10.7)
Prepaid expenses and other assets	(28.1)	(36.8)
Deferred contract costs	(21.7)	(24.1)
Deferred revenues	(15.3)	6.4
Trade accounts payable and other liabilities	8.3	(13.2)
Net cash provided by operating activities	89.8	199.2
Cash flows from investing activities:
Additions to property and equipment	(11.8)	(11.5)
Additions to software	(43.7)	(45.4)
Business acquisitions, net of cash acquired	0.0	(48.3)
Asset acquisitions	0.0	(10.0)
Other investing activities	(4.0)	(1.2)
Net cash used in investing activities	(59.5)	(116.4)
Cash flows from financing activities:
Revolver borrowings	585.8	260.3
Revolver payments	(195.1)	(210.0)
Term loan borrowings	0.0	1.6
Term loan payments	(14.4)
Payments made for redeemable noncontrolling interests	(433.5)
Purchases of treasury stock	0.0	(46.7)
Tax withholding payments for restricted share vesting	(11.0)	(24.4)
Finance lease payments	(0.8)	(2.0)
Debt issuance costs paid	0.0	(7.6)
Other financing activities	(0.4)
Net cash used in financing activities	(69.4)	(28.8)
Net (decrease) increase in cash and cash equivalents	(39.1)	54.0
Cash and cash equivalents, beginning of period	77.1	34.7
Cash and cash equivalents, end of period	$ 38.0	$ 88.7

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Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Supplemental cash flow information:
Interest paid, net	$ (41.9)	$ (40.0)
Income taxes paid, net	$ (124.3)	$ (42.7)

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Basis of Presentation and Overview

6 Months Ended

Jun. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Overview

(1)Basis of Presentation and Overview

The accompanying Condensed Consolidated Financial Statements (Unaudited) of Black Knight, Inc. (“BKI”) and its subsidiaries ("Black Knight," the "Company," "we," "us" or "our") were prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), and all adjustments considered necessary for a fair presentation have been included. All significant intercompany accounts and transactions have been eliminated.

The preparation of these Condensed Consolidated Financial Statements (Unaudited) in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Condensed Consolidated Financial Statements (Unaudited), as well as the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

This Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 25, 2022 and other filings with the SEC.

Description of Business

We are a premier provider of integrated, innovative, mission-critical, high-performance software solutions, data and analytics to the U.S. mortgage and real estate markets. Our mission is to transform the markets we serve by delivering innovative solutions that are integrated across the homeownership lifecycle and that result in realized efficiencies, reduced risk and new opportunities for our clients to help them achieve greater levels of success.

Principles of Consolidation

The Condensed Consolidated Financial Statements (Unaudited) include the accounts of BKI, its wholly-owned subsidiaries and non-wholly owned subsidiaries in which we have a controlling financial interest either through voting rights or means other than voting rights. Intercompany transactions and balances have been eliminated in consolidation. Where our ownership interest in a consolidated subsidiary is less than 100%, the noncontrolling interests’ share of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Balance Sheets (Unaudited) as a separate component of equity or within temporary equity. The noncontrolling interests’ share of the net earnings (loss) of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) as an adjustment to our net earnings to arrive at Net earnings attributable to Black Knight.

Redeemable Noncontrolling Interests

Prior to February 15, 2022, Optimal Blue Holdco, LLC (“Optimal Blue Holdco”) was a non-wholly owned subsidiary and considered a variable interest entity. We were the primary beneficiary of Optimal Blue Holdco through our controlling interest and our rights established in the Second Amended and Restated Limited Liability Company Agreement of Optimal Blue Holdco dated November 24, 2020 (the “OB Holdco LLC Agreement”). As such, we controlled Optimal Blue Holdco and its subsidiaries, and we consolidated its financial position and results of operations. Prior to February 15, 2022, we owned 60% of Optimal Blue Holdco. Redeemable noncontrolling interests primarily represented the collective 40% equity interest in Optimal Blue Holdco owned by Cannae Holdings, LLC ("Cannae") and affiliates of Thomas H. Lee Partners, L.P. ("THL"). As these redeemable noncontrolling interests provided for redemption features not solely within our control, they were presented outside of shareholders' equity.

On February 15, 2022, we entered into a purchase agreement with Cannae and THL and acquired all of their issued and outstanding Class A units of Optimal Blue Holdco through Optimal Blue I, LLC (“Optimal Blue I”), a Delaware limited liability company and our wholly-owned subsidiary, in exchange for aggregate consideration of 36.4 million shares of Dun & Bradstreet Holdings, Inc. (“DNB”) common stock valued at $722.5 million and $433.5 million in cash, included as a financing cash outflow on the Condensed Consolidated Statements of Cash Flows (Unaudited), funded with borrowings under our revolving credit facility. The aggregate consideration of $1.156 billion and number of shares of DNB common stock paid to Cannae and THL was based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. As of February 15, 2022, we own 100% of the Class A units of Optimal Blue Holdco.

Reporting Segments

We conduct our operations through two reporting segments: (1) Software Solutions and (2) Data and Analytics. See further discussion in Note 13 — Segment Information.

Merger Agreement

On May 4, 2022, we entered into a definitive agreement to be acquired by Intercontinental Exchange, Inc. (“ICE”), a leading global provider of data, technology, and market infrastructure, in a transaction valued at approximately $13.1 billion, or $85 per share, with consideration in the form of a mix of cash (80%) and stock (20%) (the “ICE Transaction”). The aggregate cash consideration in the ICE Transaction consists of approximately $10.5 billion and the aggregate stock consideration is valued at approximately $2.6 billion based on ICE’s 10-day volume weighted average price as of May 2, 2022 of $118.09. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing. The ICE Transaction is expected to close in the first half of 2023, subject to the receipt of regulatory approvals, Black Knight shareholder approval and the satisfaction of customary closing conditions. The ICE Transaction has been approved by the Boards of Directors of Black Knight and ICE.

Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act’) and related rules, the ICE Transaction may not be completed until notifications have been given and information furnished to the Antitrust Division of the United States Department of Justice (the “Antitrust Division”) and the United States Federal Trade Commission, (the “FTC”) and all statutory waiting period requirements have been satisfied. Completion of the ICE Transaction is subject to the expiration or earlier termination of the applicable waiting period under the HSR Act. ICE and Black Knight each filed their respective HSR Act notification forms on May 18, 2022. On June 17, 2022, the parties each received a Request for Additional Information and Documentary Material (the “Second Request”) from the FTC with respect to the ICE Transaction. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order.

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Condensed Consolidated Financial Statement Details

6 Months Ended

Jun. 30, 2022

Condensed Consolidated Financial Statement Details

Condensed Consolidated Financial Statement Details

(2)Condensed Consolidated Financial Statement Details

Cash and Cash Equivalents

Cash and cash equivalents are unrestricted and include the following (in millions):

	June 30, 2022		December 31, 2021
Cash	$	28.0	$	24.0
Cash equivalents		10.0		53.1
Cash and cash equivalents	$	38.0	$	77.1

Trade Receivables, Net

A summary of Trade receivables, net of allowance for credit losses is as follows (in millions):

	June 30, 2022		December 31, 2021
Trade receivables — billed	$	159.9	$	147.4
Trade receivables — unbilled		47.1		47.1
Trade receivables		207.0		194.5
Allowance for credit losses		(3.8)		(2.7)
Trade receivables, net	$	203.2	$	191.8

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in millions):

	June 30, 2022		December 31, 2021
Prepaid expenses	$	51.2	$	44.7
Contract assets, net		25.5		23.0
Income tax receivables		11.7		6.5
Other current assets		9.3		8.8
Prepaid expenses and other current assets	$	97.7	$	83.0

Other Non-Current Assets

Other non-current assets consist of the following (in millions):

	June 30, 2022		December 31, 2021
Contract assets, net	$	98.0	$	80.2
Property records database		60.6		60.6
Right-of-use assets		29.0		32.9
Deferred compensation plan related assets		22.7		25.2
Contract credits		22.9		23.6
Prepaid expenses		5.8		4.5
Other		2.2		3.3
Other non-current assets	$	241.2	$	230.3

Trade Accounts Payable and Other Accrued Liabilities

Trade accounts payable and other accrued liabilities consist of the following (in millions):

	June 30, 2022		December 31, 2021
Accrued interest	$	12.3	$	12.3
Lease liabilities, current		10.4		10.8
Trade accounts payable		10.6		7.9
Other taxes payable and accrued		6.1		4.8
Accrued client liabilities		3.8		3.8
Other		16.6		24.9
Trade accounts payable and accrued liabilities	$	59.8	$	64.5

Deferred Revenues

Revenues recognized related to the amount included in the Deferred revenues balance at the beginning of each year were $20.6 million and $12.1 million during the three months ended June 30, 2022 and 2021, respectively, and $41.5 million and $29.8 million during the six months ended June 30, 2022 and 2021, respectively.

Depreciation and Amortization

Depreciation and amortization includes the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Other intangible assets	$	36.8	$	39.1	$	73.6	$	77.9
Software		35.6		32.7		71.1		63.3
Property and equipment		9.7		10.0		19.6		20.2
Deferred contract costs		10.4		8.6		19.7		16.8
Total	$	92.5	$	90.4	$	184.0	$	178.2

Other Non-Current Liabilities

Other non-current liabilities consist of the following (in millions):

	June 30, 2022		December 31, 2021
Lease liabilities, non-current	$	21.4	$	26.4
Deferred compensation plan		21.5		24.4
Unrealized losses on interest rate swaps (Note 7)		—		13.9
Other		13.7		14.0
Other non-current liabilities	$	56.6	$	78.7

A

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Business Acquisitions

6 Months Ended

Jun. 30, 2022

Business Combinations [Abstract]

Business Acquisitions

(3)Business Acquisitions

2021 Acquisitions

On March 16, 2021, we completed the acquisition of the technology assets and business of NexSpring Financial, LLC (“NexSpring”), which is reported within our Software Solutions segment, and is expected to broaden our ability to serve mortgage brokers.

On May 17, 2021, we completed the acquisition of 100% of the equity interests in eMBS, Inc. (“eMBS”), a leading data and analytics aggregator for residential mortgage-backed securities, which is reported within our Data & Analytics segment, and is expected to solidify and further expand our market leadership in solutions and data for agency-backed securities.

On July 7, 2021, we completed the acquisition of 100% of the equity interests in TOMN Holdings, Inc. and its subsidiaries (“Top of Mind”), which is reported within our Software Solutions segment. Top of Mind is the developer of Surefire^SM, a leading customer relationship management and marketing automation system for the mortgage industry.

During the three and six months ended June 30, 2022, we recorded a measurement period adjustment of $0.2 million related to our 2021 acquisition of Top of Mind that reduced Goodwill and Deferred income taxes for certain book and tax basis differences as we completed the tax return filings for the pre-acquisition period.  

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Investments in Unconsolidated Affiliates

6 Months Ended

Jun. 30, 2022

Equity Method Investments and Joint Ventures [Abstract]

Investments in Unconsolidated Affiliates

(4)Investments in Unconsolidated Affiliates

DNB is a leading global provider of business decisioning data and analytics. On January 8, 2021, DNB completed its acquisition of Bisnode Business Information Group AB (the “Bisnode acquisition”). In connection with the Bisnode acquisition, DNB issued 6.2 million shares of common stock, which resulted in a decrease in our ownership interest in DNB from 13.0% to 12.8% at that time.

On February 15, 2022, we exchanged 36.4 million shares of DNB common stock and $433.5 million in cash in connection with the acquisition of the remaining Class A units in Optimal Blue Holdco we acquired from Cannae and THL. The number of shares of DNB common stock was valued at $722.5 million based on the 20-day volume-weighted average trading price of DNB for the period ended on

February 14, 2022. We recognized a gain of $305.4 million, net of tax of $102.6 million, related to this transaction. As of June 30, 2022, we own 18.5 million shares of DNB common stock for an ownership interest of approximately 4.3% of DNB’s outstanding common stock.

We hold less than 20% of the outstanding common equity of DNB, but we continue to account for our investment under the equity method because we continue to have significant influence over DNB primarily through a combination of an agreement with certain other DNB investors pursuant to which we agreed to collectively vote together on matters related to the election of DNB directors for a period of three years following the initial public offering of DNB and our investment.

As of June 30, 2022, DNB’s closing share price was $15.03, and the fair value of our investment in DNB was $277.7 million before tax.

Summarized consolidated financial information for DNB is presented below (in millions):

	June 30, 2022		December 31, 2021
Current assets	$	748.1	$	718.0
Non-current assets		8,948.5		9,279.2
Total assets	$	9,696.6	$	9,997.2
Current liabilities, including short-term debt	$	948.0	$	1,004.9
Non-current liabilities		5,102.9		5,247.0
Total liabilities		6,050.9		6,251.9
Total equity		3,645.7		3,745.3
Total liabilities and shareholders' equity	$	9,696.6	$	9,997.2

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Revenues	$	537.3	$	520.9	$	1,073.3	$	1,025.4
Loss before provision for income taxes and equity in net income of affiliates		(0.7)		(8.5)		(40.5)		(42.2)
Net loss		—		(50.8)		(29.8)		(74.1)
Net loss attributable to DNB		(1.8)		(51.7)		(33.1)		(76.7)

Equity in (losses) earnings of unconsolidated affiliates, net of tax consists of the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Equity in losses of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	(2.4)	$	(8.5)
Non-cash gain related to DNB's issuance of common stock, net of tax		—		—		—		9.9
Gain related to DNB investment, net of tax		—		—		305.4		—
Equity in (losses) earnings of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	303.0	$	1.4

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Earnings Per Share

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Earnings Per Share

(5)Earnings Per Share

Diluted net earnings per share includes the effect of unvested restricted stock awards, restricted stock unit awards (“RSUs”) and Optimal Blue Holdco profits interests units (“OB PIUs”). For the three and six months ended June 30, 2021, the OB PIUs were excluded from the

diluted earnings per share calculation because the effect of their inclusion would have been antidilutive. The following table sets forth the computation of basic and diluted net earnings per share (in millions, except per share amounts):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Basic:
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Shares used for basic net earnings per share:
Weighted average shares of common stock outstanding		154.5		155.4		154.4		155.5
Basic net earnings per share	$	0.26	$	0.26	$	2.62	$	0.60
Diluted:
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Shares used for diluted net earnings per share:
Weighted average shares of common stock outstanding		154.5		155.4		154.4		155.5
Dilutive effect of unvested restricted shares of common stock and OB PIUs		1.1		0.3		1.1		0.3
Weighted average shares of common stock, diluted		155.6		155.7		155.5		155.8
Diluted net earnings per share	$	0.26	$	0.25	$	2.60	$	0.60

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Related Party Transactions

6 Months Ended

Jun. 30, 2022

Related Party Transactions [Abstract]

Related Party Transactions

(6)Related Party Transactions

Our service arrangements with related parties are priced within the range of prices we offer to third parties. We believe the amounts earned from or charged by us under each of the following arrangements are fair and reasonable. However, the amounts we earned or that were charged under these arrangements were not negotiated at arm's length and may not represent the terms that we might have obtained from an unrelated third party.

DNB

DNB is considered to be a related party primarily due to the combination of our investment in DNB and our Executive Chairman, who is also the Chief Executive Officer of DNB. Refer to Note 4 — Investments in Unconsolidated Affiliates for additional details.

In June 2021, we entered into a five-year agreement with DNB to provide them with certain products and data over the term of the agreement, as well as professional services, for an aggregate fee of approximately $34 million over the term of the agreement. During the same period, we also entered into an agreement with DNB for access to certain of their data assets for an aggregate fee of approximately $24 million over the term of the agreement. In addition, we will jointly market certain solutions and data.

The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Balance Sheets (Unaudited) (in millions):

	June 30, 2022		December 31, 2021
Receivables from related parties	$	6.1	$	0.2
Prepaid expenses and other current assets		—		2.3
Deferred revenues (current)		6.9		6.2
Deferred revenues (non-current)		2.7		1.4

The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions):

	Three months ended		Six months ended
	June 30, 2022		June 30, 2022
Revenues	$	3.0	$	4.0
Operating expenses		1.2		2.3

The agreements with DNB had no effect on our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) for the three and six months ending June 30, 2021.

Trasimene

Prior to June 16, 2021, Trasimene Capital Management, LLC ("Trasimene") was considered a related party because the former Chairman of our Board of Directors owns a controlling interest in Trasimene. As of June 16, 2021, our former Chairman retired from our Board of Directors and became our Chairman Emeritus, and Trasimene is no longer considered a related party. During the periods April 1, 2021 through June 16, 2021 and January 1, 2021 through June 16, 2021 we recognized $0.2 million and $0.5 million, respectively, in fees paid to Trasimene related to our acquisitions, which are included in Transition and integration costs in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited).

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Long-Term Debt

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Long-Term Debt

(7)Long-Term Debt

Long-term debt consists of the following (in millions):

	June 30, 2022		December 31, 2021
Term A Loan	$	1,135.6	$	1,150.0
Revolving Credit Facility		646.7		256.0
Senior Notes		1,000.0		1,000.0
Other		5.8		8.9
Total long-term debt principal		2,788.1		2,414.9
Less: current portion of long-term debt		(33.6)		(32.5)
Long-term debt before debt issuance costs and discount		2,754.5		2,382.4
Less: debt issuance costs and discount		(17.8)		(19.8)
Long-term debt, net of current portion	$	2,736.7	$	2,362.6

As of June 30, 2022, principal maturities, including payments related to our finance leases, are as follows (in millions):

2022	$	15.2
2023		33.7
2024		57.5
2025		57.5
2026		1,624.2
Thereafter		1,000.0
Total	$	2,788.1

2021 Credit Agreement

On March 10, 2021, our indirect subsidiary Black Knight Infoserv, LLC (“BKIS”) entered into a second amended and restated credit and guaranty agreement (the “2021 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent, the guarantors party thereto, the other agents party thereto and the lenders party thereto.

The 2021 Credit Agreement provides for (i) a $1,150.0 million term loan A facility (the “Term A Loan”) and (ii) a $1,000.0 million revolving credit facility (the “Revolving Credit Facility” and, together with the Term A Loan, collectively, the “Facilities”), the proceeds of which were used to repay in full the indebtedness outstanding under the previous term A facility and revolving credit facility. As a result of the refinancing, we recognized $2.5 million of expense during the six months ended June 30, 2021 in Other expense, net on the Condensed Consolidated Statement of Earnings and Comprehensive Earnings (Unaudited).

As of June 30, 2022, the interest rate for the Facilities was based on the Eurodollar rate plus a margin of 150 basis points and was approximately 3.1%. As of June 30, 2022, we had $353.3 million unused capacity on the Revolving Credit Facility, and the unused commitment fee was 20 basis points.

The Facilities are guaranteed by BKIS’s wholly-owned domestic restricted subsidiaries, as defined by the 2021 Credit Agreement, and Black Knight Financial Services, LLC, and are secured by associated collateral agreements that pledge a lien on the majority of BKIS’s assets and the assets of the guarantors, in each case, subject to customary exceptions.

Senior Notes

On August 26, 2020, BKIS completed the issuance and sale of $1.0 billion aggregate principal amount of 3.625% senior unsecured notes due 2028 (the "Senior Notes"). The Senior Notes have a coupon rate of 3.625% and mature on September 1, 2028. Interest is paid semi-annually in arrears on September 1 and March 1 of each year and commenced on March 1, 2021. The obligations under the Senior Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis by the same guarantors that guarantee the 2021 Credit Agreement (collectively, the “Guarantors”). The Senior Notes are effectively subordinated to any obligations that are secured, including obligations under the 2021 Credit Agreement, to the extent of the value of the assets securing those obligations. The Senior Notes are structurally subordinated to all liabilities of BKIS’ subsidiaries that do not guarantee the Senior Notes.

Other Debt

Other debt includes financing agreements primarily related to certain data processing and maintenance services and finance lease agreements for certain computer equipment. For the six months ended June 30, 2021, non-cash investing and financing activity was $2.5 million related to the unpaid portion of our finance lease agreements. There was no non-cash investing and financing activity for the six months ended June 30, 2022.

Fair Value of Long-Term Debt

The fair values of our Facilities and Senior Notes are based upon established market prices for the securities using Level 2 inputs. The fair value of our Facilities approximates their carrying value as of June 30, 2022. The fair value of our Senior Notes as of June 30, 2022 was $870.0 million compared to its carrying value of $990.4 million, net of original issue discount and debt issuance costs.

Interest Rate Swaps

We enter into interest rate swap agreements to hedge forecasted monthly interest rate payments on our floating rate debt. As of June 30, 2022, we had the following interest rate swap agreements (collectively, the "Swap Agreements") (in millions):

Effective dates	Notional amount		Fixed rates
April 30, 2018 through April 30, 2023	$	250.0	2.61	%
January 31, 2019 through January 31, 2023	$	300.0	2.65	%

Under the terms of the Swap Agreements, we receive payments based on the 1-month LIBOR (approximately 1.67% as of June 30, 2022).

During the six months ended June 30, 2022, the following interest rate swap agreement expired (in millions):

Effective dates	Notional amount		Fixed rate
March 31, 2017 through March 31, 2022	$	200.0	2.08	%

We entered into the Swap Agreements to convert a portion of the interest rate exposure on our floating rate debt from variable to fixed. We designated these Swap Agreements as cash flow hedges. A portion of the amount included in Accumulated other comprehensive loss is reclassified into Interest expense, net as a yield adjustment as interest is either paid or received on the hedged debt. The fair value of our Swap Agreements is based upon Level 2 inputs. We have considered our own credit risk and the credit risk of the counterparties when determining the fair value of our Swap Agreements.

It is our policy to execute such instruments with creditworthy banks and not to enter into derivative financial instruments for speculative purposes. We believe our interest rate swap counterparties will be able to fulfill their obligations under our agreements, and we believe we will have debt outstanding through the various expiration dates of the swaps such that the occurrence of future cash flow hedges remains probable.

The estimated fair values of our Swap Agreements are as follows (in millions):

	June 30, 2022		December 31, 2021
Other current assets	$	1.0	$	—
Other current liabilities	$	—	$	1.0
Other non-current liabilities	$	—	$	13.9

A cumulative gain of $1.0 million ($0.7 million net of tax) and cumulative loss of $14.9 million ($11.1 million net of tax) is reflected in Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets (Unaudited) as of June 30, 2022 and December 31, 2021, respectively. Below is a summary of the effect of derivative instruments on amounts recognized in Other comprehensive earnings (loss) ("OCE") on the Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions):

	Three months ended June 30,
	2022				2021
			Amount of loss				Amount of loss
	Amount of gain		reclassified from		Amount of loss		reclassified from
	recognized		Accumulated OCE		recognized		Accumulated OCE
	in OCE		into Net earnings		in OCE		into Net earnings
Swap agreements	$	2.3	$	2.0	$	(0.2)	$	4.0

	Six months ended June 30,
	2022				2021
			Amount of loss				Amount of loss
	Amount of gain		reclassified from		Amount of gain		reclassified from
	recognized		Accumulated OCE		recognized		Accumulated OCE
	in OCE		into Net earnings		in OCE		into Net earnings
Swap agreements	$	6.6	$	5.2	$	0.3	$	7.9

As of June 30, 2022, the remaining balance in Accumulated other comprehensive loss is expected to be reclassified into Interest expense, net over the remaining term (less than 1 year).

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Fair Value Measurements

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

(8)Fair Value Measurements

Fair Value of Financial Assets and Liabilities

Fair value represents the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair values of financial assets and liabilities are determined using the following fair value hierarchy:

● Level 1 inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access.

● Level 2 inputs to the valuation methodology include:

o quoted prices for similar assets or liabilities in active markets;

o quoted prices for identical or similar assets or liabilities in inactive markets;

o inputs other than quoted prices that are observable for the asset or liability; and

o inputs that are derived principally from or corroborated by observable market data by correlation or other means.

● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. We believe our valuation methods are appropriate and consistent with other market participants. The use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

The following table presents our fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (in millions):

	June 30, 2022								December 31, 2021
	Carrying		Fair value						Carrying		Fair value
	amount		Level 1		Level 2		Level 3		amount		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents (Note 2)	$	38.0	$	38.0	$	—	$	—	$	77.1	$	77.1	$	—	$	—
Interest rate swaps (Note 7)		1.0		—		1.0		—		—		—		—		—
Liabilities:
Interest rate swaps (Note 7)		—		—		—		—		14.9		—		14.9		—
Contingent consideration		4.0		—		—		4.0		4.9		—		—		4.9
Redeemable noncontrolling interests		47.4		—		—		47.4		1,188.8		—		—		1,188.8

The fair value of Redeemable noncontrolling interests and Contingent consideration was primarily determined based on significant estimates and assumptions, including Level 3 inputs. The estimates and assumptions include the projected timing and amount of future cash flows and discount rates reflecting the rate inherent in the future cash flows. Refer to Note 1 — Basis of Presentation and Overview for additional information.

The following table presents a summary of the change in fair value of our Level 3 fair value measurements (in millions):

Beginning balance, December 31, 2021	$	1,193.7
Contingent consideration adjustments related to prior year acquisition		(0.9)
Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1)		(1,156.0)
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco		14.6
Ending balance, June 30, 2022	$	51.4

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Income Taxes

6 Months Ended

Jun. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

(9)Income Taxes

Our effective tax rate for the three months ended June 30, 2022 and 2021 was 22.3% and 22.0%, respectively. Our effective tax rates for the three months ended June 30, 2022 and 2021 differ from our statutory rate due to the effect of research and experimentation tax credits. Our effective tax rate for the three months ended June 30, 2021 also includes the effect of tax benefits relating to the vesting of restricted shares of common stock.

Our effective tax rate for the six months ended June 30, 2022 and 2021 was 9.6% and 17.1%, respectively. Our effective tax rate for the six months ended June 30, 2022 includes the effect of a $14.1 million discrete income tax benefit related to the establishment of a deferred tax asset as a result of our reorganization of certain wholly-owned subsidiaries within the Optimal Blue partnership investment structure. Our effective tax rate for the six months ended June 30, 2021 differs from our statutory rate primarily due to the effect of excess tax benefits relating to the vesting of restricted shares of our common stock and research and experimentation tax credits.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(10)Commitments and Contingencies

Legal and Regulatory Matters

In the ordinary course of business, we are involved in various pending and threatened litigation and regulatory matters related to our operations, some of which include claims for punitive or exemplary damages. Our ordinary course litigation may include class action lawsuits, which make allegations related to various aspects of our business. From time to time, we also receive requests for information from various state and federal regulatory authorities, some of which take the form of civil investigative demands or subpoenas. Some of these regulatory inquiries may result in the assessment of fines for violations of regulations or settlements with such authorities requiring a variety of remedies. We believe that none of these actions depart from customary litigation or regulatory inquiries incidental to our business.

We review lawsuits and other legal and regulatory matters (collectively "legal proceedings") on an ongoing basis when making accrual and disclosure decisions. When assessing reasonably possible and probable outcomes, management bases its decision on its assessment of the ultimate outcome assuming all appeals have been exhausted. For legal proceedings where it has been determined that a loss is both probable and reasonably estimable, a liability based on known facts and which represents our best estimate has been recorded. Actual losses may materially differ from the amounts recorded, and the ultimate outcome of our pending cases is generally not yet determinable. While some of these matters could be material to our operating results or cash flows for any particular period if an unfavorable outcome results, at present, we do not believe the ultimate resolution of currently pending legal proceedings, either individually or in the aggregate, will have a material adverse effect on our financial condition.

PennyMac Litigation

On November 5, 2019, Black Knight Servicing Technologies, LLC (“BKST”), an indirect, wholly-owned subsidiary of Black Knight, filed a Complaint and Demand for Jury Trial (the “Black Knight Complaint”) against PennyMac Loan Services, LLC (“PennyMac”) in the Circuit Court for the Fourth Judicial Circuit in and for Duval County, Florida. The Black Knight Complaint includes causes of action for breach of contract and misappropriation of MSP^® System trade secrets in order to develop an imitation mortgage processing system intended to replace the MSP^® System. The Black Knight Complaint seeks damages for breach of contract and misappropriation of trade secrets, injunctive relief under the Florida Uniform Trade Secrets Act and declaratory judgment that BKST owns all intellectual property and software developed by or on behalf of PennyMac as a result of its wrongful use of and access to the MSP^® System and related trade secret and confidential information. PennyMac filed a motion to compel arbitration of the action, and the trial court granted the motion on April 6,

2020. The trial court’s order compelling arbitration was confirmed by the Florida First District Court of Appeal on January 6, 2021. On February 17, 2022, Black Knight filed an amended arbitration demand and PennyMac filed an answering statement on March 2, 2022.

Shortly after the filing of the Black Knight Complaint, on November 6, 2019, PennyMac filed an Antitrust Complaint (the “PennyMac Complaint”) against Black Knight in the United States District Court for the Central District of California. The PennyMac Complaint included causes of action for alleged monopolization and attempted monopolization under Section 2 of the Sherman Antitrust Act, violation of California’s Cartwright Act, violation of California’s Unfair Competition Law and common law unfair competition under California law. The PennyMac Complaint sought equitable remedies, damages and other monetary relief, including treble and punitive damages. Generally, PennyMac alleged that Black Knight relies on various anticompetitive, unfair and discriminatory practices to maintain and to enhance its dominance in the mortgage servicing platform market and in an attempt to monopolize the platform software applications market. Black Knight moved to dismiss the PennyMac Complaint or have the action transferred to Florida based upon a forum selection clause in the agreement with BKST. On February 13, 2020, the judge granted Black Knight's motion to transfer the case to Florida and denied as moot the motion to dismiss. On April 17, 2020, PennyMac filed a notice of dismissal of this action without prejudice and indicated that they intended to bring the claims raised in the dismissed PennyMac Complaint as defenses, third party claims and/or counterclaims in arbitration. On April 23, 2020, the court entered an order dismissing the action without prejudice and directing that the clerk close the case. On April 28, 2020, PennyMac submitted this matter to the American Arbitration Association ("AAA") for arbitration. The arbitrator was confirmed by the AAA on July 21, 2020. On February 17, 2022 PennyMac filed an amended arbitration demand and Black Knight filed an answering statement on March 2, 2022.

The arbitrator set Black Knight's trade secret case for a 10-day final hearing beginning on January 9, 2023 and set PennyMac's antitrust case for a 10-day final hearing beginning on January 23, 2023.

As these cases continue to evolve, it is not possible to reasonably estimate the probability that we will ultimately prevail on our lawsuit or be held liable for the violations alleged in the PennyMac Complaint, nor is it possible to reasonably estimate the ultimate gain or loss, if any, or range of gain or loss that could result from these cases.

ICE Transaction Complaint

On July 5, 2022, a complaint challenging the ICE Transaction was filed on behalf of a purported stockholder of Black Knight against Black Knight and the members of the Black Knight Board of Directors in the U.S. District Court for the Southern District of New York. The complaint is captioned Ryan O’Dell v. Black Knight, Inc., et al., Civil Action No. 22-cv-5715 (S.D.N.Y. 2022). The defendants have not yet been served. The complaint asserts federal securities claims under Sections 14(a) and 20(a) of the Exchange Act, alleging that certain disclosures regarding the ICE Transaction in the preliminary proxy statement/prospectus are materially false and misleading. The complaint seeks an injunction barring the ICE Transaction, rescissory damages in the event the ICE Transaction has been consummated, other unspecified damages and payment of the plaintiff’s costs and disbursements, including attorneys’ fees and expenses. We believe that the claims asserted in this complaint are meritless.

Indemnifications and Warranties

We often agree to indemnify our clients against damages and costs resulting from claims of patent, copyright, trademark infringement or breaches of confidentiality associated with use of our software through software licensing agreements. Historically, we have not made any payments under such indemnifications, but continue to monitor the conditions that are subject to the indemnifications to identify whether a loss has occurred that is both probable and estimable that would require recognition. In addition, we warrant to clients that our software operates substantially in accordance with the software specifications. Historically, no costs have been incurred related to software warranties and none are expected in the future, and as such, no accruals for warranty costs have been made.

Indemnification Agreement

We are party to a cross-indemnity agreement dated December 22, 2014, with ServiceLink Holdings, LLC ("ServiceLink"). Pursuant to this agreement, ServiceLink indemnifies us from liabilities relating to, arising out of or resulting from the conduct of ServiceLink’s business or any action, suit or proceeding in which we or any of our subsidiaries are named by reason of being a successor to the business of Lender

Processing Services, Inc. and the cause of such action, suit or proceeding relates to the business of ServiceLink. In return, we indemnify ServiceLink for liabilities relating to, arising out of, or resulting from the conduct of our business.

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Revenues

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenues

(11)Revenues

Disaggregation of Revenues

The following tables summarize revenues from contracts with clients (in millions):

	Three months ended June 30, 2022
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	203.3		100.4	$	303.7	$	9.7	$	313.4
Professional services		18.4		13.2		31.6		2.1		33.7
Data solutions		—		1.5		1.5		42.6		44.1
Other		—		2.6		2.6		0.7		3.3
Revenues	$	221.7	$	117.7	$	339.4	$	55.1	$	394.5

	Three months ended June 30, 2021
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	187.4		82.6	$	270.0	$	9.3	$	279.3
Professional services		20.4		12.4		32.8		0.1		32.9
Data solutions		—		0.5		0.5		45.9		46.4
Other		—		2.1		2.1		0.6		2.7
Revenues	$	207.8	$	97.6	$	305.4	$	55.9	$	361.3

	Six months ended June 30, 2022
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	407.3	$	192.9	$	600.2	$	19.2	$	619.4
Professional services		37.0		25.5		62.5		2.1		64.6
Data solutions		—		2.0		2.0		89.0		91.0
Other		—		5.4		5.4		1.3		6.7
Revenues	$	444.3	$	225.8	$	670.1	$	111.6	$	781.7

	Six months ended June 30, 2021
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	371.5	$	160.4	$	531.9	$	18.0	$	549.9
Professional services		39.0		24.2		63.2		0.3		63.5
Data solutions		—		1.7		1.7		90.3		92.0
Other		—		4.4		4.4		1.2		5.6
Revenues	$	410.5	$	190.7	$	601.2	$	109.8	$	711.0

Our Software Solutions segment offers leading software and hosting solutions that facilitate and automate many of the mission-critical business processes across the homeownership lifecycle. These solutions primarily consist of processing and workflow management software applications. Our servicing software solutions primarily include our core servicing software solution that automates loan servicing, including

loan setup and ongoing processing, customer service, accounting, reporting to the secondary mortgage market and investors and web-based workflow information systems. Our origination software solutions primarily include our solutions that automate and facilitate the origination of mortgage loans, offer product, pricing and eligibility capabilities and provide an interconnected network allowing the various parties and systems associated with lending transactions to exchange data quickly and efficiently. Professional services consists of pre-implementation and post-implementation support and services and are primarily billed on a time and materials basis. Professional services may also include dedicated teams provided as part of agreements with software and hosting solutions clients.

Our Data and Analytics segment offers data and analytics solutions to the mortgage, real estate and capital markets verticals. These solutions include property ownership data, lien data, servicing data, automated valuation models, collateral risk scores, behavioral models, a multiple listing service software solution and other data solutions.

Transaction Price Allocated to Future Performance Obligations

Our disclosure of transaction price allocated to future performance obligations excludes the following:

● Volume-based fees in excess of contractual minimums and other usage-based fees to the extent they are part of a single performance obligation and meet certain variable allocation criteria;

● Performance obligations that are part of a contract with an original expected duration of one year or less; and

● Transactional fees based on a fixed fee per transaction when we have the right to invoice once we have completed the performance obligation.

As of June 30, 2022, the aggregate amount of the transaction price that is allocated to our future performance obligations was approximately $2.6 billion and is expected to be recognized as follows: 14% by December 31, 2022, 58% by December 31, 2024, 82% by December 31, 2026 and the rest thereafter.

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Equity

6 Months Ended

Jun. 30, 2022

Equity [Abstract]

Equity

(12)Equity

Share Repurchase Program

On February 12, 2020, our Board of Directors approved a three-year share repurchase program authorizing us to repurchase up to 10.0 million shares of our outstanding common stock through February 12, 2023, through open market purchases, negotiated transactions or other means, in accordance with applicable securities laws and other restrictions. During the six months ended June 30, 2021, we repurchased 0.6 million shares of our common stock for an aggregate of $46.7 million at an average price per share of $75.19. There were no share repurchases during the three months ended June 30, 2022 and 2021, and the six months ended June 30, 2022. As of June 30, 2022, we have 8.0 million shares remaining under our share repurchase authorization.

Omnibus Incentive Plan

A summary of restricted shares and RSUs granted in 2022 is as follows:

	Number of shares	Grant date fair		Vesting period
Dates	granted	value per share		(in years)	Vesting criteria
March 10, 2022(1)	809,166	$	57.18	3.0	Service and Performance
Various	88,571	$	57.99 - 70.91	1.0 - 4.0	Service

(1) This award is subject to an independent performance target for each of three consecutive 12-month measurement periods. Vesting of each tranche is independent of the satisfaction of the annual performance target for other tranches.

Activity related to restricted stock and RSUs in 2022 is as follows:

		Weighted average
		grant date
	Shares	fair value
Balance, December 31, 2021	1,269,789	$	70.79
Granted	897,737	$	58.32
Forfeited	(24,149)	$	70.27
Vested	(586,838)	$	65.97
Balance, June 30, 2022	1,556,539	$	65.42

Equity-based compensation expense related to our restricted shares and RSUs was $10.8 million and $10.9 million for the three months ended June 30, 2022 and 2021, respectively, and $19.3 million and $18.1 million for the six months ended June 30, 2022 and 2021, respectively. Equity-based compensation includes accelerated recognition of $2.9 million for the three and six months ended June 30, 2021. These expenses are included in Operating expenses in the Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited). As of June 30, 2022, total unrecognized compensation cost was $84.1 million and is expected to be recognized over a weighted average period of approximately 1.9 years.

Profits Interests Units

The fair value of OB PIUs is measured using the Black-Scholes model. The OB PIUs vest over three years, with cliff vesting after the third year. If no public offering has been consummated as of the third anniversary of the acquisition of Optimal Blue, LLC, holders of the OB PIUs have an option to put their profits interests to us once per quarter for the twelve months that begins six months after the OB PIU holder’s vesting date, and once per year thereafter. In accordance with terms of the third amended and restated limited liability company agreement of Optimal Blue Holdco, a change in control of Black Knight does not accelerate vesting of the OB PIUs, but triggers certain redemption rights and gives each holder of OB PIUs the right to elect that Optimal Blue Holdco redeem all of the holder’s vested and unvested profits interests for a redemption price determined based on an appraisal process.

The units may be settled in cash or Black Knight common stock or a combination of both at our election and will be settled at the current fair value at the time we receive notice of the put election. As the OB PIUs provide for redemption features not solely within our control, we classify the redemption value outside of permanent equity in redeemable noncontrolling interests. The redemption value is equal to the difference in the per unit fair value of the underlying member units and the hurdle amount, based upon the proportionate required service period rendered to date.

Equity-based compensation expense related to the OB PIUs was $2.1 million and $4.3 million for the three and six months ended June 30, 2022, respectively, and $2.2 million and $4.4 million for the three and six months ended June 30, 2021, respectively. As of June 30, 2022, the total unrecognized compensation cost related to non-vested OB PIUs is $12.2 million, which is expected to be recognized over a weighted average period of approximately 1.4 years.

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Segment Information

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Segment Information

(13)Segment Information

Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting ("ASC 280") establishes standards for reporting information about segments and requires that a public business enterprise reports financial and descriptive information about its segments. Segments are components of an enterprise for which separate financial information is available and are evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. Our chief executive officer is identified as the CODM as defined by ASC 280. To align with the internal management of our business operations based on service offerings, our business is organized into two segments. Refer to Note 11 — Revenues for a description of our Software Solutions and Data and Analytics segments.

Separate discrete financial information is available for these two segments, and the operating results of each segment are regularly evaluated by the CODM in order to assess performance and allocate resources. We use EBITDA as the primary profitability measure for making decisions regarding ongoing operations. EBITDA is earnings before Interest expense, net, Income tax expense and Depreciation and amortization. It also excludes Equity in (losses) earnings of unconsolidated affiliates. We do not allocate Interest expense, net, Other expense,

net, Income tax expense, equity-based compensation and certain other items, such as purchase accounting adjustments and acquisition-related costs to the segments, since these items are not considered in evaluating the segments’ overall operating performance.

Segment asset information is not included below because we do not use it to evaluate performance or allocate resources. Summarized financial information concerning our segments is shown in the tables below (in millions):

	Three months ended June 30, 2022
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	339.4	$	55.1	$	—		$	394.5
Expenses:
Operating expenses		148.7		37.4		30.7	(1)		216.8
Transition and integration costs		—		—		8.2	(2)		8.2
EBITDA		190.7		17.7		(38.9)			169.5
Depreciation and amortization		35.9		4.0		52.6	(3)		92.5
Operating income (loss)		154.8		13.7		(91.5)			77.0
Interest expense, net									(22.6)
Other expense, net									(2.4)
Earnings before income taxes and equity in losses of unconsolidated affiliates									52.0
Income tax expense									11.6
Earnings before equity in losses of unconsolidated affiliates									40.4
Equity in losses of unconsolidated affiliates, net of tax									(0.1)
Net earnings								$	40.3

	Three months ended June 30, 2021
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	305.4	$	55.9	$	—		$	361.3
Expenses:
Operating expenses		130.6		35.1		31.3	(1)		197.0
Transition and integration costs		—		—		4.3	(2)		4.3
EBITDA		174.8		20.8		(35.6)			160.0
Depreciation and amortization		33.2		3.7		53.5	(3)		90.4
Operating income (loss)		141.6		17.1		(89.1)			69.6
Interest expense, net									(20.9)
Other expense, net									(1.0)
Earnings before income taxes and equity in losses of unconsolidated affiliates									47.7
Income tax expense									10.5
Earnings before equity in losses of unconsolidated affiliates									37.2
Equity in losses of unconsolidated affiliates, net of tax									(5.0)
Net earnings									32.2
Net losses attributable to redeemable noncontrolling interests									7.5
Net earnings attributable to Black Knight								$	39.7

	Six months ended June 30, 2022
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	670.1	$	111.6	$	—		$	781.7
Expenses:
Operating expenses		291.2		74.9		58.6	(1)		424.7
Transition and integration costs		—		—		15.8	(2)		15.8
EBITDA		378.9		36.7		(74.4)			341.2
Depreciation and amortization		71.0		7.8		105.2	(3)		184.0
Operating income (loss)		307.9		28.9		(179.6)			157.2
Interest expense, net									(43.7)
Other expense, net									(3.6)
Earnings before income taxes and equity in earnings of unconsolidated affiliates									109.9
Income tax expense									10.5
Earnings before equity in earnings of unconsolidated affiliates									99.4
Equity in earnings of unconsolidated affiliates, net of tax									303.0
Net earnings									402.4
Net losses attributable to redeemable noncontrolling interests									2.5
Net earnings attributable to Black Knight								$	404.9

	Six months ended June 30, 2021
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	601.2	$	109.8	$	—		$	711.0
Expenses:
Operating expenses		255.5		69.3		58.4	(1)		383.2
Transition and integration costs		—		—		12.2	(2)		12.2
EBITDA		345.7		40.5		(70.6)			315.6
Depreciation and amortization		64.4		7.5		106.3	(3)		178.2
Operating income (loss)		281.3		33.0		(176.9)			137.4
Interest expense, net									(41.2)
Other expense, net									(4.2)
Earnings before income taxes and equity in earnings of unconsolidated affiliates									92.0
Income tax expense									15.7
Earnings before equity in earnings of unconsolidated affiliates									76.3
Equity in earnings of unconsolidated affiliates, net of tax									1.4
Net earnings									77.7
Net losses attributable to redeemable noncontrolling interests									16.1
Net earnings attributable to Black Knight								$	93.8

(1) Operating expenses for Corporate and Other includes equity-based compensation, including certain related payroll taxes, of $13.0 million and $13.2 million for the three months ended June 30, 2022 and 2021, respectively, and $24.2 million and $23.7 million for the six months ended June 30, 2022 and 2021, respectively.

(2) Transition and integration costs primarily consists of costs associated with acquisitions and costs related to the ICE Transaction.

(3) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP.

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Basis of Presentation and Overview (Policies)

6 Months Ended

Jun. 30, 2022

Accounting Policies [Abstract]

Basis of Presentation and Overview

The accompanying Condensed Consolidated Financial Statements (Unaudited) of Black Knight, Inc. (“BKI”) and its subsidiaries ("Black Knight," the "Company," "we," "us" or "our") were prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), and all adjustments considered necessary for a fair presentation have been included. All significant intercompany accounts and transactions have been eliminated.

The preparation of these Condensed Consolidated Financial Statements (Unaudited) in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Condensed Consolidated Financial Statements (Unaudited), as well as the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

This Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 25, 2022 and other filings with the SEC.

Principles of Consolidation

Principles of Consolidation

The Condensed Consolidated Financial Statements (Unaudited) include the accounts of BKI, its wholly-owned subsidiaries and non-wholly owned subsidiaries in which we have a controlling financial interest either through voting rights or means other than voting rights. Intercompany transactions and balances have been eliminated in consolidation. Where our ownership interest in a consolidated subsidiary is less than 100%, the noncontrolling interests’ share of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Balance Sheets (Unaudited) as a separate component of equity or within temporary equity. The noncontrolling interests’ share of the net earnings (loss) of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) as an adjustment to our net earnings to arrive at Net earnings attributable to Black Knight.

Redeemable Noncontrolling Interests

Redeemable Noncontrolling Interests

Prior to February 15, 2022, Optimal Blue Holdco, LLC (“Optimal Blue Holdco”) was a non-wholly owned subsidiary and considered a variable interest entity. We were the primary beneficiary of Optimal Blue Holdco through our controlling interest and our rights established in the Second Amended and Restated Limited Liability Company Agreement of Optimal Blue Holdco dated November 24, 2020 (the “OB Holdco LLC Agreement”). As such, we controlled Optimal Blue Holdco and its subsidiaries, and we consolidated its financial position and results of operations. Prior to February 15, 2022, we owned 60% of Optimal Blue Holdco. Redeemable noncontrolling interests primarily represented the collective 40% equity interest in Optimal Blue Holdco owned by Cannae Holdings, LLC ("Cannae") and affiliates of Thomas H. Lee Partners, L.P. ("THL"). As these redeemable noncontrolling interests provided for redemption features not solely within our control, they were presented outside of shareholders' equity.

On February 15, 2022, we entered into a purchase agreement with Cannae and THL and acquired all of their issued and outstanding Class A units of Optimal Blue Holdco through Optimal Blue I, LLC (“Optimal Blue I”), a Delaware limited liability company and our wholly-owned subsidiary, in exchange for aggregate consideration of 36.4 million shares of Dun & Bradstreet Holdings, Inc. (“DNB”) common stock valued at $722.5 million and $433.5 million in cash, included as a financing cash outflow on the Condensed Consolidated Statements of Cash Flows (Unaudited), funded with borrowings under our revolving credit facility. The aggregate consideration of $1.156 billion and number of shares of DNB common stock paid to Cannae and THL was based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. As of February 15, 2022, we own 100% of the Class A units of Optimal Blue Holdco.

Reporting Segments

Reporting Segments

We conduct our operations through two reporting segments: (1) Software Solutions and (2) Data and Analytics. See further discussion in Note 13 — Segment Information.

Merger Agreement

Merger Agreement

On May 4, 2022, we entered into a definitive agreement to be acquired by Intercontinental Exchange, Inc. (“ICE”), a leading global provider of data, technology, and market infrastructure, in a transaction valued at approximately $13.1 billion, or $85 per share, with consideration in the form of a mix of cash (80%) and stock (20%) (the “ICE Transaction”). The aggregate cash consideration in the ICE Transaction consists of approximately $10.5 billion and the aggregate stock consideration is valued at approximately $2.6 billion based on ICE’s 10-day volume weighted average price as of May 2, 2022 of $118.09. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing. The ICE Transaction is expected to close in the first half of 2023, subject to the receipt of regulatory approvals, Black Knight shareholder approval and the satisfaction of customary closing conditions. The ICE Transaction has been approved by the Boards of Directors of Black Knight and ICE.

Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act’) and related rules, the ICE Transaction may not be completed until notifications have been given and information furnished to the Antitrust Division of the United States Department of Justice (the “Antitrust Division”) and the United States Federal Trade Commission, (the “FTC”) and all statutory waiting period requirements have been satisfied. Completion of the ICE Transaction is subject to the expiration or earlier termination of the applicable waiting period under the HSR Act. ICE and Black Knight each filed their respective HSR Act notification forms on May 18, 2022. On June 17, 2022, the parties each received a Request for Additional Information and Documentary Material (the “Second Request”) from the FTC with respect to the ICE Transaction. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order.

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Condensed Consolidated Financial Statement Details (Tables)

6 Months Ended

Jun. 30, 2022

Accounting Policies [Abstract]

Schedule of Cash and Cash Equivalents

Cash and cash equivalents are unrestricted and include the following (in millions):

	June 30, 2022		December 31, 2021
Cash	$	28.0	$	24.0
Cash equivalents		10.0		53.1
Cash and cash equivalents	$	38.0	$	77.1

Schedule of Trade Receivables, Net

A summary of Trade receivables, net of allowance for credit losses is as follows (in millions):

	June 30, 2022		December 31, 2021
Trade receivables — billed	$	159.9	$	147.4
Trade receivables — unbilled		47.1		47.1
Trade receivables		207.0		194.5
Allowance for credit losses		(3.8)		(2.7)
Trade receivables, net	$	203.2	$	191.8

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in millions):

	June 30, 2022		December 31, 2021
Prepaid expenses	$	51.2	$	44.7
Contract assets, net		25.5		23.0
Income tax receivables		11.7		6.5
Other current assets		9.3		8.8
Prepaid expenses and other current assets	$	97.7	$	83.0

Other Non-Current Assets

Other non-current assets consist of the following (in millions):

	June 30, 2022		December 31, 2021
Contract assets, net	$	98.0	$	80.2
Property records database		60.6		60.6
Right-of-use assets		29.0		32.9
Deferred compensation plan related assets		22.7		25.2
Contract credits		22.9		23.6
Prepaid expenses		5.8		4.5
Other		2.2		3.3
Other non-current assets	$	241.2	$	230.3

Trade Accounts Payable and Other Accrued Liabilities

Trade accounts payable and other accrued liabilities consist of the following (in millions):

	June 30, 2022		December 31, 2021
Accrued interest	$	12.3	$	12.3
Lease liabilities, current		10.4		10.8
Trade accounts payable		10.6		7.9
Other taxes payable and accrued		6.1		4.8
Accrued client liabilities		3.8		3.8
Other		16.6		24.9
Trade accounts payable and accrued liabilities	$	59.8	$	64.5

Schedule of Depreciation and Amortization

Depreciation and amortization includes the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Other intangible assets	$	36.8	$	39.1	$	73.6	$	77.9
Software		35.6		32.7		71.1		63.3
Property and equipment		9.7		10.0		19.6		20.2
Deferred contract costs		10.4		8.6		19.7		16.8
Total	$	92.5	$	90.4	$	184.0	$	178.2

Schedule of other non-current liabilities

Other non-current liabilities consist of the following (in millions):

	June 30, 2022		December 31, 2021
Lease liabilities, non-current	$	21.4	$	26.4
Deferred compensation plan		21.5		24.4
Unrealized losses on interest rate swaps (Note 7)		—		13.9
Other		13.7		14.0
Other non-current liabilities	$	56.6	$	78.7

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Investments in Unconsolidated Affiliates (Tables)

6 Months Ended

Jun. 30, 2021

Equity Method Investments and Joint Ventures [Abstract]

Unconsolidated VIEs

Summarized consolidated financial information for DNB is presented below (in millions):

	June 30, 2022		December 31, 2021
Current assets	$	748.1	$	718.0
Non-current assets		8,948.5		9,279.2
Total assets	$	9,696.6	$	9,997.2
Current liabilities, including short-term debt	$	948.0	$	1,004.9
Non-current liabilities		5,102.9		5,247.0
Total liabilities		6,050.9		6,251.9
Total equity		3,645.7		3,745.3
Total liabilities and shareholders' equity	$	9,696.6	$	9,997.2

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Revenues	$	537.3	$	520.9	$	1,073.3	$	1,025.4
Loss before provision for income taxes and equity in net income of affiliates		(0.7)		(8.5)		(40.5)		(42.2)
Net loss		—		(50.8)		(29.8)		(74.1)
Net loss attributable to DNB		(1.8)		(51.7)		(33.1)		(76.7)

Equity in (losses) earnings of unconsolidated affiliates

Equity in (losses) earnings of unconsolidated affiliates, net of tax consists of the following (in millions):

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Equity in losses of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	(2.4)	$	(8.5)
Non-cash gain related to DNB's issuance of common stock, net of tax		—		—		—		9.9
Gain related to DNB investment, net of tax		—		—		305.4		—
Equity in (losses) earnings of unconsolidated affiliates, net of tax	$	(0.1)	$	(5.0)	$	303.0	$	1.4

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Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Earnings Per Share

	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Basic:
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Shares used for basic net earnings per share:
Weighted average shares of common stock outstanding		154.5		155.4		154.4		155.5
Basic net earnings per share	$	0.26	$	0.26	$	2.62	$	0.60
Diluted:
Net earnings attributable to Black Knight	$	40.3	$	39.7	$	404.9	$	93.8
Shares used for diluted net earnings per share:
Weighted average shares of common stock outstanding		154.5		155.4		154.4		155.5
Dilutive effect of unvested restricted shares of common stock and OB PIUs		1.1		0.3		1.1		0.3
Weighted average shares of common stock, diluted		155.6		155.7		155.5		155.8
Diluted net earnings per share	$	0.26	$	0.25	$	2.60	$	0.60

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Related Party Transactions (Tables)

6 Months Ended

Jun. 30, 2022

Related Party Transactions [Abstract]

Summary of balances, revenues and expenses related to the agreements

The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Balance Sheets (Unaudited) (in millions):

	June 30, 2022		December 31, 2021
Receivables from related parties	$	6.1	$	0.2
Prepaid expenses and other current assets		—		2.3
Deferred revenues (current)		6.9		6.2
Deferred revenues (non-current)		2.7		1.4

The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions):

	Three months ended		Six months ended
	June 30, 2022		June 30, 2022
Revenues	$	3.0	$	4.0
Operating expenses		1.2		2.3

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Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consists of the following (in millions):

	June 30, 2022		December 31, 2021
Term A Loan	$	1,135.6	$	1,150.0
Revolving Credit Facility		646.7		256.0
Senior Notes		1,000.0		1,000.0
Other		5.8		8.9
Total long-term debt principal		2,788.1		2,414.9
Less: current portion of long-term debt		(33.6)		(32.5)
Long-term debt before debt issuance costs and discount		2,754.5		2,382.4
Less: debt issuance costs and discount		(17.8)		(19.8)
Long-term debt, net of current portion	$	2,736.7	$	2,362.6

Schedule of Maturities of Long-term Debt

As of June 30, 2022, principal maturities, including payments related to our finance leases, are as follows (in millions):

2022	$	15.2
2023		33.7
2024		57.5
2025		57.5
2026		1,624.2
Thereafter		1,000.0
Total	$	2,788.1

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

We enter into interest rate swap agreements to hedge forecasted monthly interest rate payments on our floating rate debt. As of June 30, 2022, we had the following interest rate swap agreements (collectively, the "Swap Agreements") (in millions):

Effective dates	Notional amount		Fixed rates
April 30, 2018 through April 30, 2023	$	250.0	2.61	%
January 31, 2019 through January 31, 2023	$	300.0	2.65	%

Effective dates	Notional amount		Fixed rate
March 31, 2017 through March 31, 2022	$	200.0	2.08	%

The estimated fair values of our Swap Agreements are as follows (in millions):

	June 30, 2022		December 31, 2021
Other current assets	$	1.0	$	—
Other current liabilities	$	—	$	1.0
Other non-current liabilities	$	—	$	13.9

Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss)

	Three months ended June 30,
	2022				2021
			Amount of loss				Amount of loss
	Amount of gain		reclassified from		Amount of loss		reclassified from
	recognized		Accumulated OCE		recognized		Accumulated OCE
	in OCE		into Net earnings		in OCE		into Net earnings
Swap agreements	$	2.3	$	2.0	$	(0.2)	$	4.0

	Six months ended June 30,
	2022				2021
			Amount of loss				Amount of loss
	Amount of gain		reclassified from		Amount of gain		reclassified from
	recognized		Accumulated OCE		recognized		Accumulated OCE
	in OCE		into Net earnings		in OCE		into Net earnings
Swap agreements	$	6.6	$	5.2	$	0.3	$	7.9

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The following table presents our fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (in millions):

	June 30, 2022								December 31, 2021
	Carrying		Fair value						Carrying		Fair value
	amount		Level 1		Level 2		Level 3		amount		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents (Note 2)	$	38.0	$	38.0	$	—	$	—	$	77.1	$	77.1	$	—	$	—
Interest rate swaps (Note 7)		1.0		—		1.0		—		—		—		—		—
Liabilities:
Interest rate swaps (Note 7)		—		—		—		—		14.9		—		14.9		—
Contingent consideration		4.0		—		—		4.0		4.9		—		—		4.9
Redeemable noncontrolling interests		47.4		—		—		47.4		1,188.8		—		—		1,188.8

Change in Fair Value of Contingent Consideration

The following table presents a summary of the change in fair value of our Level 3 fair value measurements (in millions):

Beginning balance, December 31, 2021	$	1,193.7
Contingent consideration adjustments related to prior year acquisition		(0.9)
Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1)		(1,156.0)
Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco		14.6
Ending balance, June 30, 2022	$	51.4

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Revenues (Tables)

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following tables summarize revenues from contracts with clients (in millions):

	Three months ended June 30, 2022
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	203.3		100.4	$	303.7	$	9.7	$	313.4
Professional services		18.4		13.2		31.6		2.1		33.7
Data solutions		—		1.5		1.5		42.6		44.1
Other		—		2.6		2.6		0.7		3.3
Revenues	$	221.7	$	117.7	$	339.4	$	55.1	$	394.5

	Three months ended June 30, 2021
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	187.4		82.6	$	270.0	$	9.3	$	279.3
Professional services		20.4		12.4		32.8		0.1		32.9
Data solutions		—		0.5		0.5		45.9		46.4
Other		—		2.1		2.1		0.6		2.7
Revenues	$	207.8	$	97.6	$	305.4	$	55.9	$	361.3

	Six months ended June 30, 2022
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	407.3	$	192.9	$	600.2	$	19.2	$	619.4
Professional services		37.0		25.5		62.5		2.1		64.6
Data solutions		—		2.0		2.0		89.0		91.0
Other		—		5.4		5.4		1.3		6.7
Revenues	$	444.3	$	225.8	$	670.1	$	111.6	$	781.7

	Six months ended June 30, 2021
	Servicing		Origination		Software		Data and
	Software		Software		Solutions		Analytics		Total
Software solutions	$	371.5	$	160.4	$	531.9	$	18.0	$	549.9
Professional services		39.0		24.2		63.2		0.3		63.5
Data solutions		—		1.7		1.7		90.3		92.0
Other		—		4.4		4.4		1.2		5.6
Revenues	$	410.5	$	190.7	$	601.2	$	109.8	$	711.0

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Equity (Tables)

6 Months Ended

Jun. 30, 2022

Equity [Abstract]

Schedule of Restricted Stock Activity

A summary of restricted shares and RSUs granted in 2022 is as follows:

	Number of shares	Grant date fair		Vesting period
Dates	granted	value per share		(in years)	Vesting criteria
March 10, 2022(1)	809,166	$	57.18	3.0	Service and Performance
Various	88,571	$	57.99 - 70.91	1.0 - 4.0	Service

(1) This award is subject to an independent performance target for each of three consecutive 12-month measurement periods. Vesting of each tranche is independent of the satisfaction of the annual performance target for other tranches.

Activity related to restricted stock and RSUs in 2022 is as follows:

		Weighted average
		grant date
	Shares	fair value
Balance, December 31, 2021	1,269,789	$	70.79
Granted	897,737	$	58.32
Forfeited	(24,149)	$	70.27
Vested	(586,838)	$	65.97
Balance, June 30, 2022	1,556,539	$	65.42

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Schedule of Summarized Segment Financial Information

Summarized financial information concerning our segments is shown in the tables below (in millions):

	Three months ended June 30, 2022
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	339.4	$	55.1	$	—		$	394.5
Expenses:
Operating expenses		148.7		37.4		30.7	(1)		216.8
Transition and integration costs		—		—		8.2	(2)		8.2
EBITDA		190.7		17.7		(38.9)			169.5
Depreciation and amortization		35.9		4.0		52.6	(3)		92.5
Operating income (loss)		154.8		13.7		(91.5)			77.0
Interest expense, net									(22.6)
Other expense, net									(2.4)
Earnings before income taxes and equity in losses of unconsolidated affiliates									52.0
Income tax expense									11.6
Earnings before equity in losses of unconsolidated affiliates									40.4
Equity in losses of unconsolidated affiliates, net of tax									(0.1)
Net earnings								$	40.3

	Three months ended June 30, 2021
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	305.4	$	55.9	$	—		$	361.3
Expenses:
Operating expenses		130.6		35.1		31.3	(1)		197.0
Transition and integration costs		—		—		4.3	(2)		4.3
EBITDA		174.8		20.8		(35.6)			160.0
Depreciation and amortization		33.2		3.7		53.5	(3)		90.4
Operating income (loss)		141.6		17.1		(89.1)			69.6
Interest expense, net									(20.9)
Other expense, net									(1.0)
Earnings before income taxes and equity in losses of unconsolidated affiliates									47.7
Income tax expense									10.5
Earnings before equity in losses of unconsolidated affiliates									37.2
Equity in losses of unconsolidated affiliates, net of tax									(5.0)
Net earnings									32.2
Net losses attributable to redeemable noncontrolling interests									7.5
Net earnings attributable to Black Knight								$	39.7

	Six months ended June 30, 2022
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	670.1	$	111.6	$	—		$	781.7
Expenses:
Operating expenses		291.2		74.9		58.6	(1)		424.7
Transition and integration costs		—		—		15.8	(2)		15.8
EBITDA		378.9		36.7		(74.4)			341.2
Depreciation and amortization		71.0		7.8		105.2	(3)		184.0
Operating income (loss)		307.9		28.9		(179.6)			157.2
Interest expense, net									(43.7)
Other expense, net									(3.6)
Earnings before income taxes and equity in earnings of unconsolidated affiliates									109.9
Income tax expense									10.5
Earnings before equity in earnings of unconsolidated affiliates									99.4
Equity in earnings of unconsolidated affiliates, net of tax									303.0
Net earnings									402.4
Net losses attributable to redeemable noncontrolling interests									2.5
Net earnings attributable to Black Knight								$	404.9

	Six months ended June 30, 2021
	Software		Data and		Corporate and
	Solutions		Analytics		Other			Total
Revenues	$	601.2	$	109.8	$	—		$	711.0
Expenses:
Operating expenses		255.5		69.3		58.4	(1)		383.2
Transition and integration costs		—		—		12.2	(2)		12.2
EBITDA		345.7		40.5		(70.6)			315.6
Depreciation and amortization		64.4		7.5		106.3	(3)		178.2
Operating income (loss)		281.3		33.0		(176.9)			137.4
Interest expense, net									(41.2)
Other expense, net									(4.2)
Earnings before income taxes and equity in earnings of unconsolidated affiliates									92.0
Income tax expense									15.7
Earnings before equity in earnings of unconsolidated affiliates									76.3
Equity in earnings of unconsolidated affiliates, net of tax									1.4
Net earnings									77.7
Net losses attributable to redeemable noncontrolling interests									16.1
Net earnings attributable to Black Knight								$	93.8

(1) Operating expenses for Corporate and Other includes equity-based compensation, including certain related payroll taxes, of $13.0 million and $13.2 million for the three months ended June 30, 2022 and 2021, respectively, and $24.2 million and $23.7 million for the six months ended June 30, 2022 and 2021, respectively.

(2) Transition and integration costs primarily consists of costs associated with acquisitions and costs related to the ICE Transaction.

(3) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP.

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Basis of Presentation and Overview - Redeemable Noncontrolling Interests (Details) - USD ($) shares in Millions, $ in Millions	Feb. 15, 2022	Jun. 30, 2022	Feb. 14, 2022
Optimal Blue Holdco, LLC
Noncontrolling Interest [Line Items]
Noncontrolling ownership interest in consolidated subsidiary (as a percent)		60.00%
Equity Method Investments, Number of Shares Sold	36.4
Equity Method Investments, Fair Value Disclosure			$ 722.5
Optimal Blue Holdco, LLC
Noncontrolling Interest [Line Items]
Equity Method Investments, Number of Shares Sold	36.4
Equity Method Investments, Fair Value Disclosure	$ 722.5
Total purchase price consideration	1,156.0
Cash paid	$ 433.5
Equity interest owned (as a percent)	100.00%
Cannae Holdings, LLC and Thomas H. Lee Partners, LP | Optimal Blue Holdco, LLC
Noncontrolling Interest [Line Items]
Noncontrolling ownership interest in consolidated subsidiary (as a percent)		40.00%

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Basis of Presentation and Overview (Details)	6 Months Ended
	Jun. 30, 2022 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of segments	2

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Basis of Presentation and Overview - Merger Agreement (Details) - Intercontinental Exchange Inc [Member] - Black Knight Inc [Member] $ / shares in Units, $ in Billions	May 04, 2022 USD ($) $ / shares
Business Acquisition [Line Items]
Total purchase price consideration	$ 13.1
Share price (in USD per share) | $ / shares	$ 85
Percent of transaction consisting of cash	80.00%
Percent of transaction consisting of stock	20.00%
Cash paid	$ 10.5
Value of stock consideration	$ 2.6
10-day volume weighted average share price | $ / shares	$ 118.09

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Condensed Consolidated Financial Statement Details - Cash and Cash Equivalents (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Cash	$ 28.0	$ 24.0
Cash equivalents	10.0	53.1
Cash and cash equivalents	$ 38.0	$ 77.1

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Condensed Consolidated Financial Statement Details - Trade Receivables, Net (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade receivables	$ 207.0	$ 194.5
Allowance for credit losses	(3.8)	(2.7)
Trade receivables, net	203.2	191.8
Trade receivables - billed
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade receivables	159.9	147.4
Trade receivables - unbilled
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade receivables	$ 47.1	$ 47.1

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Condensed Consolidated Financial Statement Details - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Prepaid expenses	$ 51.2	$ 44.7
Contract assets, net	25.5	23.0
Income tax receivables	11.7	6.5
Other current assets	9.3	8.8
Prepaid expenses and other current assets	$ 97.7	$ 83.0

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Condensed Consolidated Financial Statement Details - Other Non-Current Assets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Contract assets, net	$ 98.0	$ 80.2
Property records database	60.6	60.6
Right-of-use assets	29.0	32.9
Deferred compensation plan related assets	22.7	25.2
Contract credits	22.9	23.6
Prepaid expenses	5.8	4.5
Other	2.2	3.3
Other non-current assets	$ 241.2	$ 230.3

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Condensed Consolidated Financial Statement Details - Trade Accounts Payable and Other Accrued Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Accrued interest	$ 12.3	$ 12.3
Lease liabilities, current	10.4	10.8
Trade accounts payable	10.6	7.9
Other taxes payable and accrued	6.1	4.8
Accrued client liabilities	3.8	3.8
Other	16.6	24.9
Trade accounts payable and accrued liabilities	$ 59.8	$ 64.5

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Condensed Consolidated Financial Statement Details - Deferred Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Accounting Policies [Abstract]
Deferred revenue, amount recognized	$ 20.6	$ 12.1	$ 41.5	$ 29.8

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Condensed Consolidated Financial Statement Details - Depreciation and Amortization (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Schedule of Depreciation and Amortization Expense [Line Items]
Deferred contract costs	$ 10.4	$ 8.6	$ 19.7	$ 16.8
Depreciation and amortization	92.5	90.4	184.0	178.2
Other Intangible Assets
Schedule of Depreciation and Amortization Expense [Line Items]
Depreciation and amortization	36.8	39.1	73.6	77.9
Computer software
Schedule of Depreciation and Amortization Expense [Line Items]
Depreciation and amortization	35.6	32.7	71.1	63.3
Property and equipment
Schedule of Depreciation and Amortization Expense [Line Items]
Depreciation and amortization	$ 9.7	$ 10.0	$ 19.6	$ 20.2

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Condensed Consolidated Financial Statement Details - Other Non-Current Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Lease liabilities, non-current	$ 21.4	$ 26.4
Deferred compensation plan	21.5	24.4
Unrealized losses on interest rate swaps (Note 7)		13.9
Other	13.7	14.0
Other non-current liabilities	$ 56.6	$ 78.7

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Business Acquisitions - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Jul. 07, 2021	May 17, 2021
Business Acquisition [Line Items]
Measurement period adjustment	$ 0.2	$ 0.2
eMBS
Business Acquisition [Line Items]
Equity interest acquired (percent)				100.00%
Top of Mind
Business Acquisition [Line Items]
Equity interest acquired (percent)			100.00%

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Investments in Unconsolidated Affiliates - Narrative (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions				6 Months Ended
	Feb. 15, 2022	Feb. 14, 2022	Jan. 08, 2021	Jun. 30, 2022	Jan. 07, 2021
Optimal Blue Holdco, LLC
Schedule of Equity Method Investments [Line Items]
Payments to acquire interest in affiliate		$ 433.5
Fair value of investment		$ 722.5
Equity Method Investments, Number of Shares Sold	36.4
D&B Investment
Schedule of Equity Method Investments [Line Items]
Shares owned				18.5
Equity Method Investment, Realized Gain (Loss) on Disposal, Tax	$ 102.6
D&B Investment
Schedule of Equity Method Investments [Line Items]
Ownership interest (percent)				4.30%
Share price (in USD per share)				$ 15.03
Fair value of investment				$ 277.7
Equity Method Investment, Realized Gain (Loss) on Disposal	$ 305.4			$ 305.4
D&B Investment | Maximum
Schedule of Equity Method Investments [Line Items]
Ownership interest (percent)				20.00%
D&B Investment | Bisnode Business Information Group AB
Schedule of Equity Method Investments [Line Items]
Issuance of common stock (in shares)			6.2
Ownership interest (percent)			12.80%		13.00%

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Investments in Unconsolidated Affiliates - Summarized Financial Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020
Variable Interest Entity [Line Items]
Current assets	$ 345.0		$ 345.0			$ 352.1
Total assets	5,928.5		5,928.5			6,350.9
Current liabilities, including short-term debt	284.4		284.4			264.8
Total liabilities	3,381.0		3,381.0			3,071.7
Total shareholders' equity	2,500.1	$ 2,664.2	2,500.1	$ 2,664.2	$ 2,451.0	2,090.4	$ 2,614.7	$ 2,627.7
Total liabilities, redeemable noncontrolling interests and shareholders' equity	5,928.5		5,928.5			6,350.9
Revenues	394.5	361.3	781.7	711.0
Loss before provision for income taxes and equity in net income of affiliates	52.0	47.7	109.9	92.0
Net loss	40.3	32.2	402.4	77.7
Net loss attributable to DNB	40.3	39.7	404.9	93.8
Variable Interest Entity, Not Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Current assets	748.1		748.1			718.0
Non-current assets	8,948.5		8,948.5			9,279.2
Total assets	9,696.6		9,696.6			9,997.2
Current liabilities, including short-term debt	948.0		948.0			1,004.9
Non-current liabilities	5,102.9		5,102.9			5,247.0
Total liabilities	6,050.9		6,050.9			6,251.9
Total shareholders' equity	3,645.7		3,645.7			3,745.3
Total liabilities, redeemable noncontrolling interests and shareholders' equity	9,696.6		9,696.6			$ 9,997.2
Revenues	537.3	520.9	1,073.3	1,025.4
Loss before provision for income taxes and equity in net income of affiliates	(0.7)	(8.5)	(40.5)	(42.2)
Net loss		(50.8)	(29.8)	(74.1)
Net loss attributable to DNB	$ (1.8)	$ (51.7)	$ (33.1)	$ (76.7)

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Investments in Unconsolidated Affiliates - Earnings of Unconsolidated Entities (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
	Feb. 15, 2022	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Schedule of Equity Method Investments [Line Items]
Non-cash gain related to DNB's issuance of common stock, net of tax					$ 9.9
Equity in (losses) earnings of unconsolidated affiliates, net of tax		$ (0.1)	$ (5.0)	$ 303.0	1.4
D&B Investment
Schedule of Equity Method Investments [Line Items]
Gain related to DNB investment, net of tax	$ 305.4			305.4
Equity in (losses) earnings of unconsolidated affiliates, net of tax		(0.1)	(5.0)	303.0	1.4
D&B Investment | Prior to change in accounting policy
Schedule of Equity Method Investments [Line Items]
Equity in (losses) earnings of unconsolidated affiliates, net of tax		$ (0.1)	$ (5.0)	$ (2.4)	$ (8.5)

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Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Basic:
Net earnings attributable to Black Knight	$ 40.3	$ 39.7	$ 404.9	$ 93.8
Shares used for basic net earnings per share:
Weighted average shares of common stock outstanding	154.5	155.4	154.4	155.5
Basic net earnings per share (in dollars per share)	$ 0.26	$ 0.26	$ 2.62	$ 0.60
Diluted:
Net earnings attributable to Black Knight	$ 40.3	$ 39.7	$ 404.9	$ 93.8
Shares used for diluted net earnings per share:
Weighted average shares of common stock outstanding	154.5	155.4	154.4	155.5
Dilutive effect of unvested restricted shares of common stock and OB PIUs	1.1	0.3	1.1	0.3
Weighted average shares of common stock, diluted	155.6	155.7	155.5	155.8
Diluted net earnings per share (in dollars per share)	$ 0.26	$ 0.25	$ 2.60	$ 0.60

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Related Party Transactions - DNB (Details) - DNB $ in Millions	Jun. 30, 2021 USD ($)
Related Party Transaction [Line Items]
Agreement term	5 years
Products And Data [Member]
Related Party Transaction [Line Items]
Amount of agreement	$ 34
Access to Certain Data Assets [Member]
Related Party Transaction [Line Items]
Amount of agreement	$ 24

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Related Party Transactions - Summary of Balances Related to Agreements (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Related Party Transaction [Line Items]
Prepaid expenses and other current assets	$ 97.7	$ 83.0
Deferred revenues (current)	68.8	64.6
Deferred revenues (non-current)	62.0	81.5
DNB
Related Party Transaction [Line Items]
Receivables from related parties	6.1	0.2
Prepaid expenses and other current assets		2.3
Deferred revenues (current)	6.9	6.2
Deferred revenues (non-current)	$ 2.7	$ 1.4

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Related Party Transactions - Summary of Revenues and Expenses Related to Agreements (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Related Party Transaction [Line Items]
Operating expenses	$ 317.5	$ 291.7	$ 624.5	$ 573.6
DNB
Related Party Transaction [Line Items]
Revenues	3.0		4.0
Operating expenses	$ 1.2		$ 2.3

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Related Party Transactions - Trasimene (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Trasimene Capital Management, LLC
Related Party Transaction [Line Items]
Acquisition-related transaction costs	$ 0.2	$ 0.5

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Long-Term Debt - Long-term Debt Components (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Total long-term debt principal	$ 2,788.1	$ 2,414.9
Less: current portion of long-term debt	(33.6)	(32.5)
Long-term debt before debt issuance costs and discount	2,754.5	2,382.4
Less: debt issuance costs and discount	(17.8)	(19.8)
Long-term debt, net of current portion	2,736.7	2,362.6
Other Debt
Debt Instrument [Line Items]
Total long-term debt principal	5.8	8.9
Term Loan | Term A Loan
Debt Instrument [Line Items]
Total long-term debt principal	1,135.6	1,150.0
Line of Credit | Revolving Credit Facility
Debt Instrument [Line Items]
Total long-term debt principal	646.7	256.0
Senior Notes
Debt Instrument [Line Items]
Total long-term debt principal	$ 1,000.0	$ 1,000.0

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Long-Term Debt - Principal Maturities of Debt (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Maturities of Long-term Debt [Abstract]
2022	$ 15.2
2023	33.7
2024	57.5
2025	57.5
2026	1,624.2
Thereafter	1,000.0
Total	$ 2,788.1	$ 2,414.9

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Long-Term Debt - Credit Agreement Additional Information (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Mar. 10, 2021
Debt Instrument [Line Items]
Debt Refinancing Costs	$ 2.5
Revolving Credit Facility
Debt Instrument [Line Items]
Amount unused on the Revolving Credit Facility	$ 353.3
Amended and Restated Credit Agreement | Term A Loan
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 1,150.0
Amended and Restated Credit Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 1,000.0
Term Loan and Revolving Credit Facility [Member] | Amended and Restated Credit Agreement
Debt Instrument [Line Items]
Unused capacity, commitment fee (as a percent)	0.20%
Term Loan and Revolving Credit Facility [Member] | Amended and Restated Credit Agreement | Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.50%
Term Loan | Amended and Restated Credit Agreement
Debt Instrument [Line Items]
Term loans, interest rate at period end (as a percent)	3.10%

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Long-Term Debt - Senior Notes (Details) - Senior Notes $ in Billions	Aug. 26, 2020 USD ($)
Debt Instrument [Line Items]
Principal amount of debt	$ 1.0
Stated interest rate	3.625%

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Long-Term Debt - Other Debt and FV (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Debt Instrument [Line Items]
Non-cash financing and investing activity related to unpaid portion of finance lease agreements	$ 0.0	$ 2.5
Senior Notes
Debt Instrument [Line Items]
Long-term Debt, Fair Value	870.0
Long-term debt	$ 990.4

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Long-Term Debt - Interest Rate Swaps Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021	Jan. 31, 2019	Apr. 30, 2018	Mar. 31, 2017
Derivative [Line Items]
Derivative, Gain (Loss) on Derivative, Net	$ 4.3	$ 3.8	$ 11.8	$ 8.2
Unrealized holding losses, net of tax(1)	$ 2.3	$ (0.2)	6.6	$ 0.3
Interest Rate Swap
Derivative [Line Items]
Derivative, Gain (Loss) on Derivative, Net			1.0		$ 14.9
Unrealized holding losses, net of tax(1)			$ 0.7		$ 11.1
London Interbank Offered Rate (LIBOR) [Member] | Interest Rate Swap
Derivative [Line Items]
Derivative, Notional Amount Per Derivative Instrument						$ 300.0	$ 250.0	$ 200.0
Derivative, Fixed Interest Rate						2.65%	2.61%	2.08%
Derivative, Basis Spread on Variable Rate	1.67%		1.67%

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Long-Term Debt - Swap Agreements in the Consolidated Balance Sheets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Derivatives, Fair Value [Line Items]
Other current assets	$ 1.0
Interest Rate Swap | Designated as Hedging Instrument | Other Current Assets
Derivatives, Fair Value [Line Items]
Other current assets	$ 1.0
Interest Rate Swap | Designated as Hedging Instrument | Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liability, fair value		$ 1.0
Interest Rate Swap | Designated as Hedging Instrument | Other non-current liabilities
Derivatives, Fair Value [Line Items]
Derivative liability, fair value		$ 13.9

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Long-Term Debt - Effect of Derivative Instruments on Amounts Recognized in Other Comprehensive Earnings (Details) - Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] - Interest Rate Swap - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments, Loss Recognized in Other Comprehensive Income (Loss), Effective Portion	$ 2.3	$ (0.2)	$ 6.6	$ 0.3
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	$ 2.0	$ 4.0	$ 5.2	$ 7.9

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Fair Value Measurements - Summary of Fair Value Measurements (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Assets:
Cash and cash equivalents	$ 38.0	$ 77.1
Interest rate swaps	1.0
Liabilities:
Interest rate swaps		14.9
Contingent consideration	4.0	4.9
Redeemable noncontrolling interests	47.4	1,188.8
Level 1
Assets:
Cash and cash equivalents	38.0	77.1
Level 2
Assets:
Interest rate swaps	1.0
Liabilities:
Interest rate swaps		14.9
Level 3
Liabilities:
Contingent consideration	4.0	4.9
Redeemable noncontrolling interests	$ 47.4	$ 1,188.8

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Fair Value Measurements - Summary of Change In Fair Value Of Contingent Consideration (Details) - Level 3 $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($)
Business Acquisition [Line Items]
Beginning balance, December 31, 2021	$ 1,193.7
Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1)	(1,156.0)
Ending balance, June 30, 2022	51.4
Compass Analytics
Business Acquisition [Line Items]
Business combination, contingent consideration arrangements, change in amount of contingent consideration, liability	(0.9)
Optimal Blue Holdco, LLC
Business Acquisition [Line Items]
Business combination, contingent consideration arrangements, change in amount of contingent consideration, liability	$ 14.6

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Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Effective tax rate	22.30%	22.00%	9.60%	17.10%
Discrete income tax benefit			$ 14.1

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Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 394.5	$ 361.3	$ 781.7	$ 711.0
Software solutions
Disaggregation of Revenue [Line Items]
Revenues	313.4	279.3	619.4	549.9
Professional services
Disaggregation of Revenue [Line Items]
Revenues	33.7	32.9	64.6	63.5
Data solutions
Disaggregation of Revenue [Line Items]
Revenues	44.1	46.4	91.0	92.0
Other
Disaggregation of Revenue [Line Items]
Revenues	3.3	2.7	6.7	5.6
Operating Segments | Software Solutions
Disaggregation of Revenue [Line Items]
Revenues	339.4	305.4	670.1	601.2
Operating Segments | Software Solutions | Software solutions
Disaggregation of Revenue [Line Items]
Revenues	303.7	270.0	600.2	531.9
Operating Segments | Software Solutions | Professional services
Disaggregation of Revenue [Line Items]
Revenues	31.6	32.8	62.5	63.2
Operating Segments | Software Solutions | Data solutions
Disaggregation of Revenue [Line Items]
Revenues	1.5	0.5	2.0	1.7
Operating Segments | Software Solutions | Other
Disaggregation of Revenue [Line Items]
Revenues	2.6	2.1	5.4	4.4
Operating Segments | Data and Analytics
Disaggregation of Revenue [Line Items]
Revenues	55.1	55.9	111.6	109.8
Operating Segments | Data and Analytics | Software solutions
Disaggregation of Revenue [Line Items]
Revenues	9.7	9.3	19.2	18.0
Operating Segments | Data and Analytics | Professional services
Disaggregation of Revenue [Line Items]
Revenues	2.1	0.1	2.1	0.3
Operating Segments | Data and Analytics | Data solutions
Disaggregation of Revenue [Line Items]
Revenues	42.6	45.9	89.0	90.3
Operating Segments | Data and Analytics | Other
Disaggregation of Revenue [Line Items]
Revenues	0.7	0.6	1.3	1.2
Reportable Legal Entities | Servicing Software
Disaggregation of Revenue [Line Items]
Revenues	221.7	207.8	444.3	410.5
Reportable Legal Entities | Servicing Software | Software solutions
Disaggregation of Revenue [Line Items]
Revenues	203.3	187.4	407.3	371.5
Reportable Legal Entities | Servicing Software | Professional services
Disaggregation of Revenue [Line Items]
Revenues	18.4	20.4	37.0	39.0
Reportable Legal Entities | Origination Software
Disaggregation of Revenue [Line Items]
Revenues	117.7	97.6	225.8	190.7
Reportable Legal Entities | Origination Software | Software solutions
Disaggregation of Revenue [Line Items]
Revenues	100.4	82.6	192.9	160.4
Reportable Legal Entities | Origination Software | Professional services
Disaggregation of Revenue [Line Items]
Revenues	13.2	12.4	25.5	24.2
Reportable Legal Entities | Origination Software | Data solutions
Disaggregation of Revenue [Line Items]
Revenues	1.5	0.5	2.0	1.7
Reportable Legal Entities | Origination Software | Other
Disaggregation of Revenue [Line Items]
Revenues	$ 2.6	$ 2.1	$ 5.4	$ 4.4

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Revenues - Narrative (Details) $ in Billions	Jun. 30, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 2.6
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percent	14.00%
Remaining performance obligation, period	6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percent	58.00%
Remaining performance obligation, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percent	82.00%
Remaining performance obligation, period	2 years

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Equity - Share Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Millions		3 Months Ended		6 Months Ended
	Feb. 12, 2020	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Equity [Abstract]
Period in force	3 years
Authorized amount (shares)	$ 10.0
Number of shares repurchased (in shares)		0	0	0	600,000
Average cost per share					$ 75.19
Remaining authorized shares for repurchase (shares)		8,000,000.0		8,000,000.0
Stock Repurchased During Period, Value					$ 46.7

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Equity - Equity-Based Compensation Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share-based compensation expense	$ 10.8	$ 10.9	$ 19.3	$ 18.1
Accelerated share-based compensation		2.9		2.9
Compensation cost not yet recognized	84.1		$ 84.1
Compensation cost not yet recognized, period for recognition			1 year 10 months 24 days
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)			1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)			4 years
Profit Interests Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share-based compensation expense	2.1	$ 2.2	$ 4.3	$ 4.4
Compensation cost not yet recognized	$ 12.2		$ 12.2
Compensation cost not yet recognized, period for recognition			1 year 4 months 24 days
Vesting period (in years)			3 years

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Equity - Restricted Stock Grant (Details)		6 Months Ended
	Mar. 10, 2022 period $ / shares shares	Jun. 30, 2022 $ / shares shares
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grants in period, weighted average grant date fair value (in dollars per share)		$ 57.99
Vesting period (in years)		1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grants in period, weighted average grant date fair value (in dollars per share)		$ 70.91
Vesting period (in years)		4 years
Restricted Shares and Restricted Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) | shares		897,737
Grants in period, weighted average grant date fair value (in dollars per share)		$ 58.32
Number of measurement periods | period	3
Measurement period	12 months
Restricted Shares and Restricted Share Units | Tranche one
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) | shares	809,166
Grants in period, weighted average grant date fair value (in dollars per share)	$ 57.18
Vesting period (in years)	3 years
Restricted Shares and Restricted Share Units | Tranche two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) | shares		88,571

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Equity - Restricted Stock and Profit Interest Units (Details) - Restricted Shares and Restricted Share Units	6 Months Ended
	Jun. 30, 2022 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Outstanding shares, Balance Beginning (in shares) | shares	1,269,789
Granted (in shares) | shares	897,737
Forfeited (in shares) | shares	(24,149)
Vested (in shares) | shares	(586,838)
Outstanding shares, Balance Ending (in shares) | shares	1,556,539
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Beginning balance (in dollars per share) | $ / shares	$ 70.79
Grants in period, weighted average grant date fair value (in dollars per share) | $ / shares	58.32
Forfeitures, weighted average grant date fair value (in dollars per share) | $ / shares	70.27
Vested in period, weighted average grant date fair value (in dollars per share) | $ / shares	65.97
Ending balance (in dollars per share) | $ / shares	$ 65.42

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Segment Information - Additional Disclosures (Details)	6 Months Ended
	Jun. 30, 2022 segment
Segment Reporting [Abstract]
Number of segments	2

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Segment Information - Summarized Financial Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Revenues	$ 394.5	$ 361.3	$ 781.7	$ 711.0
Operating expenses	216.8	197.0	424.7	383.2
Transition and integration costs	8.2	4.3	15.8	12.2
EBITDA	169.5	160.0	341.2	315.6
Depreciation and amortization	92.5	90.4	184.0	178.2
Operating income	77.0	69.6	157.2	137.4
Interest expense, net	(22.6)	(20.9)	(43.7)	(41.2)
Other expense, net	(2.4)	(1.0)	(3.6)	(4.2)
Earnings before income taxes and equity in (losses) earnings of unconsolidated affiliates	52.0	47.7	109.9	92.0
Income tax expense	11.6	10.5	10.5	15.7
Earnings before equity in (losses) earnings of unconsolidated affiliates	40.4	37.2	99.4	76.3
Equity in earnings (losses) of unconsolidated affiliates, net of tax	(0.1)	(5.0)	303.0	1.4
Net earnings	40.3	32.2	402.4	77.7
Net losses attributable to redeemable noncontrolling interests		7.5	2.5	16.1
Net earnings attributable to Black Knight	40.3	39.7	404.9	93.8
Allocated share-based compensation expense	10.8	10.9	19.3	18.1
Operating Segments | Software Solutions
Segment Reporting Information [Line Items]
Revenues	339.4	305.4		601.2
Operating expenses	148.7	130.6		255.5
EBITDA	190.7	174.8		345.7
Depreciation and amortization	35.9	33.2		64.4
Operating income	154.8	141.6		281.3
Operating Segments | Data and Analytics
Segment Reporting Information [Line Items]
Revenues	55.1	55.9		109.8
Operating expenses	37.4	35.1		69.3
EBITDA	17.7	20.8		40.5
Depreciation and amortization	4.0	3.7		7.5
Operating income	13.7	17.1		33.0
Corporate and Other
Segment Reporting Information [Line Items]
Operating expenses	30.7	31.3	58.6	58.4
Transition and integration costs	8.2	4.3	15.8	12.2
EBITDA	(38.9)	(35.6)	(74.4)	(70.6)
Depreciation and amortization	52.6	53.5	105.2	106.3
Operating income	(91.5)	(89.1)	(179.6)	(176.9)
Allocated share-based compensation expense	$ 13.0	$ 13.2	24.2	$ 23.7
Corporate and Other | Software Solutions
Segment Reporting Information [Line Items]
Revenues			670.1
Operating expenses			291.2
EBITDA			378.9
Depreciation and amortization			71.0
Operating income			307.9
Corporate and Other | Data and Analytics
Segment Reporting Information [Line Items]
Revenues			111.6
Operating expenses			74.9
EBITDA			36.7
Depreciation and amortization			7.8
Operating income			$ 28.9