GCI/NEWM: EC Likely to Approve Merger Within 25 Working Days
Tue 10/01/2019 12:18 PM
Takeaways
The European Commission’s Phase I review of New Media Investment Group Inc.’s purchase of Gannett Co. will likely take no longer than 25 working days given that the proposed combination does not appear to pose serious competition issues.
New Media and Gannett filed their merger notification with the EC yesterday, Sept. 30. The authority’s provisional deadline to complete its review is Nov. 5.
According to commission rules, the EC has an initial period of 25 working days to formally investigate a transaction. If the proposed deal does not raise serious doubts about potential harms to competition, the authority is required to clear it.
The pending combination does not appear to pose competition issues because of the lack of overlap in the companies' operations. Gannett generated foreign revenue totaling $391.3 million from United Kingdom and Reachlocal international operations in 2018. Comparatively, New Media reported $1.526 billion in revenue, which was primarily generated in three regions in the United States: the Northeast, the Midwest and the Southeast.
In the companies’ description of their concentration, Gannett and New Media state that their business activities do not overlap in the European Economic Area, or EEA. Additionally, New Media in its 2018 annual report makes minimal references to owning assets based in the European Union.
Gannett operates in the EEA through its subsidiary Newsquest Media Group Ltd., which manages a portfolio of 150 news brands and more than 150 magazines published in print and digitally in the U.K. In its 2018 annual report, Gannett disclosed that Newsquest reaches a “substantial portion of the U.K. population” with more than 8 million print media readers and more than 25 million users of digital content.
EC clearance is the last regulatory approval Gannett and New Media require to close their transaction. As Reorg M&A previously reported, the companies disclosed last week that the HSR waiting period in connection with their deal expired on Sept. 25.
The companies reiterated Monday in filings that they expect to consummate their merger by the end of 2019. Gannett and New Media shareholders will vote to approve the transaction at separate special meetings on Nov. 14.
Reorg M&A’s previous coverage of this transaction can be found HERE.
--Alex Wilts and Hannah Deichman
- The European Commission will likely take no longer than 25 working days to review New Media Investment Group Inc.’s acquisition of Gannett Co. given that the proposed combination does not appear to pose serious competition issues.
- New Media and Gannett filed their merger notification with the EC yesterday, Sept. 30. The authority’s provisional deadline to complete its review is Nov. 5.
- The companies previously stated that they expect to close their transaction by the end of the year.
The European Commission’s Phase I review of New Media Investment Group Inc.’s purchase of Gannett Co. will likely take no longer than 25 working days given that the proposed combination does not appear to pose serious competition issues.
New Media and Gannett filed their merger notification with the EC yesterday, Sept. 30. The authority’s provisional deadline to complete its review is Nov. 5.
According to commission rules, the EC has an initial period of 25 working days to formally investigate a transaction. If the proposed deal does not raise serious doubts about potential harms to competition, the authority is required to clear it.
The pending combination does not appear to pose competition issues because of the lack of overlap in the companies' operations. Gannett generated foreign revenue totaling $391.3 million from United Kingdom and Reachlocal international operations in 2018. Comparatively, New Media reported $1.526 billion in revenue, which was primarily generated in three regions in the United States: the Northeast, the Midwest and the Southeast.
In the companies’ description of their concentration, Gannett and New Media state that their business activities do not overlap in the European Economic Area, or EEA. Additionally, New Media in its 2018 annual report makes minimal references to owning assets based in the European Union.
Gannett operates in the EEA through its subsidiary Newsquest Media Group Ltd., which manages a portfolio of 150 news brands and more than 150 magazines published in print and digitally in the U.K. In its 2018 annual report, Gannett disclosed that Newsquest reaches a “substantial portion of the U.K. population” with more than 8 million print media readers and more than 25 million users of digital content.
EC clearance is the last regulatory approval Gannett and New Media require to close their transaction. As Reorg M&A previously reported, the companies disclosed last week that the HSR waiting period in connection with their deal expired on Sept. 25.
The companies reiterated Monday in filings that they expect to consummate their merger by the end of 2019. Gannett and New Media shareholders will vote to approve the transaction at separate special meetings on Nov. 14.
Reorg M&A’s previous coverage of this transaction can be found HERE.
--Alex Wilts and Hannah Deichman
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