Event Driven Takeaways
- Cecilio Madero Villarejo, the European Commission's deputy director general responsible for antitrust, told Event Driven that the agency is speaking frequently with the DOJ about the transaction between Disney and 21st Century Fox.
- The EC is “actively looking into the deal,” Madero said, but he could not comment on when the enforcer will complete its review. The EC set an Oct. 19 deadline for its decision on Disney’s purchase of Fox’s entertainment assets.
- Paula Farani de Azevedo Silveira, Administrative Council for Brazil’s antitrust enforcer, CADE, told Event Driven that the deal is still being reviewed by the Superintendence General. That group usually takes about 120 days to review a merger, she said.
The European Commission is speaking frequently with the DOJ about the Fox/Disney transaction, according to Cecilio Madero, Deputy Director-General for Antitrust at the EC's Competition Directorate-General. The EC is “actively looking into the deal,” Madero told Event Driven, but he could not comment on when the enforcer will complete its review.
Speaking to Event Driven on Sept. 25 at Georgetown University Law Center’s Global Antitrust Enforcement Symposium, Madero said he thinks that the EC’s questions about the competition effects of Fox/Disney “are very similar to the U.S.’s” given that the DOJ and European antitrust agency “are talking very much to each other.” He added that “it’s really rare to have a real divergence.”
Europe’s antitrust enforcer set an Oct. 19 deadline for their decision on Disney’s purchase of Fox’s entertainment assets. By that date, the commission is expected to decide whether it will clear the deal with or without remedies, or if it will open a “Phase II” investigation, in which the commission has 90 working days to review any serious concerns about the transaction. The length of the Phase II investigation can be extended. Disney initially filed for European approval on Sept. 14, according to the commission’s website.
In June, the DOJ
conditionally approved the Fox/Disney deal, requiring the companies to divest 22 regional sports networks, or RSNs, to assuage antitrust concerns. The assets Disney is acquiring through the $71.3 billion deal include 20th Century Fox film and TV studios and Fox Networks Group, or FNG, Fox's primary operating unit for television distribution. FNG produces and distributes entertainment, sports, factual and movie channels in 45 languages across Latin America, Europe, Asia and Africa,
according to the company.
Several international antitrust enforcers still need to clear the Fox/Disney transaction, including Brazil’s Administrative Council for Economic Defense, or CADE. Paula Farani de Azevedo Silveira, Administrative Council for CADE, told Event Driven that the deal is still being reviewed by the Superintendence General. That group usually takes about 120 days to review a merger, she said.
21st Century Fox and Disney’s notification to CADE was filed on July 20, therefore CADE’s 240-day statutory review runs through March 20, 2019. The statutory review can be extended by 60 days if requested by the companies or by 90 days based on a reasonable decision of CADE’s Administrative Tribunal.
The Superintendence General reviews all notified transactions and decides whether they should be approved or submitted to the Administrative Tribunal if remedies may be necessary or if the merger should be blocked. “When it comes up to the commission, that’s when we would get involved,” Farani said.
Event Driven’s previous coverage of this transaction is
HERE.
--Alexandra Wilts