EC conditionally approves Disney’s acquisition of 21st Century Fox

On 6 November 2018 the European Commission conditionally approved Disney’s $71.3bn acquisition of the bulk of 21st Century Fox, including its studios and its cable and international television businesses.

The Commission had raised concerns about horizontal overlaps in the wholesale supply of TV channels, where both parties provide factual channels including History (Disney) and National Geographic (Fox). To address these concerns Disney agreed to divest its factual channel interests in the EEA, controlled through the A+E Television Networks joint venture with Hearst.

The Commission also considered horizontal overlaps in the production and distribution of films for theatrical release and the licensing of TV content. However, due to the presence of other significant competitors the Commission concluded that the transaction did not raise competition concerns in these areas. Potential vertical theories of harm involving pay TV distribution were no longer an issue following Comcast’s acquisition of Sky, in which Fox previously held a 39% stake and had received Commission approval to take full control.

CRA advised Fox in the merger proceedings; the team was led by Cristina Caffarra and included Helen Weeds, Oliver Latham, Mikaël Hervé and Alessandro Kadner-Graziano.