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EX-5.1 - EXHIBIT 5.1 - Black Knight, Inc.exhibit51-51817.htm



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):
May 18, 2017
BLACK KNIGHT FINANCIAL SERVICES, INC.
(Exact name of Registrant as Specified in its Charter)

1-37394
(Commission File Number)
Delaware
(State or Other Jurisdiction of 
Incorporation or Organization)
 
36-4798491
(IRS Employer Identification Number)

601 Riverside Avenue
Jacksonville, Florida 32204
(Addresses of Principal Executive Offices)

(904) 854-5100
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.








Item 8.01    Other Events
On May 18, 2017, the selling shareholders named in that certain underwriting agreement, dated as of May 8, 2017 (the “Underwriting Agreement”), by and among Black Knight Financial Services, Inc. (the “Company”), J.P. Morgan Securities LLC , as underwriter (the “Underwriter”), and the selling shareholders named therein (the “Selling Shareholders”), completed the sale of 750,000 shares of the Company’s Class A common stock, par value $0.0001 per share, to the Underwriter (the “Sale”) pursuant to the full exercise of the over-allotment option granted to the Underwriter under the terms of the Underwriting Agreement. The Sale closed on May 18, 2017. The Company did not sell any shares in the Sale and did not receive any proceeds from the Sale. The legal opinion of Weil, Gotshal & Manges LLP relating to the shares of Class A common stock sold in the Sale is filed as Exhibit 5.1 hereto.


Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits. The following exhibits are filed with this Form 8-K:
Exhibit No.
Description of Exhibits
5.1
Opinion of Weil, Gotshal & Manges LLP.
23.1
Consent of Weil, Gotshal & Manges LLP (included in Exhibit 5.1).






SIGNATURE
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 hereunto duly authorized.

 
 
 
 
 
 
 
 
Black Knight Financial Services, Inc.
 
Date:
May 18, 2017
By:  
/s/ Michael L. Gravelle
 
 
 
 
Name:  
Michael L. Gravelle
 
 
 
 
Title:  
Executive Vice President, General Counsel and Corporate Secretary
 






EXHIBIT INDEX
Exhibit No.
Description of Exhibits
5.1
Opinion of Weil, Gotshal & Manges LLP.
23.1
Consent of Weil, Gotshal & Manges LLP (included in Exhibit 5.1).