MERGER
not proved that the telecom company’s acquisition of Time Warner would lead to fewer choices for consumers and higher prices for television and internet services.
The merger would create a media and telecommunications powerhouse, reshaping the landscape of those industries. The combined company would have a library that includes HBO’s hit “Game of Thrones” and channels like CNN, along with vast distribution reach through wireless and satellite television services across the country.
Media executives increasingly say content creation and distribution must be married to survive against technology companies like Amazon and Netflix. Those companies started producing
their own shows in just the past several years. But they now spend billions of dollars a year on original programming, and users can stream the video on apps in homes and on mobile devices, putting pressure on traditional media businesses.
Executives and investors of other companies had watched the six-week trial closely for signs about how it might affect their ambitions.
“If there ever were an antitrust case where the parties had a dramatically different assessment of the current state of the relevant market and a fundamentally different vision of its future development, this is the one,” Leon wrote in his opinion.
The ruling is a major setback for the Justice Department and its antitrust chief, Makan Delrahim, whose decision to sue to block the merger broke with convention. Deals such as this one, in which the two
companies are in related industries but do not produce competing products, are usually approved by federal regulators.
Delrahim had insisted that the two companies sell some major parts before getting government approval, a demand that the executives rejected. That led to the Justice Department filing its lawsuit in November. Leon’s decision essentially confirmed the conventional thinking about antitrust law.
Delrahim said he was disappointed after the decision and would review the 172page opinion before deciding whether the government would ask a higher court to issue a stay of the ruling. The Justice Department could appeal the decision even if it did not get an injunction.
Leon took the unusual step of warning the government not to try to seek a stay, saying it would hurt the defendants, which had already gone through an
18-month regulatory and legal battle for their review. The deadline to close the deal is June 21.
The deal was hatched in August 2016 when Randall Stephenson, the chief executive of AT&T, called Jeff Bewkes, his counterpart at Time Warner. Bewkes’ company, with its popular HBO shows, live NBA and NCAA sports broadcasting rights and CNN, has been a takeover target for years.
The two then had lunch in the Time Warner dining room in New York and agreed that their industries were under siege. The purchase of Time Warner would give AT&T the premium television content it needed to make its bundle of wireless, television and broadband services more attractive to customers.
The deal would put AT&T in charge of Time Warner’s vast portfolio, which includes HBO and CNN, rights to major sports leagues and valuable film franchises such as Harry Potter. John Stankey, an AT&T executive, would oversee the integration of these units into AT&T and eventually lead the Time Warner business.
Presidential politics clouded the merger early. President Donald Trump, while still a candidate, said he would block the deal “because it’s too much concentration of power in the hands of too few.”
Those comments and his repeated criticism of CNN, which is owned by Time Warner’s Turner Broadcasting unit, raised speculation that Trump had pushed Delrahim and the Justice Department to block the deal.
But Delrahim swore to the court that he was not influenced by the White House, and Leon stopped the companies from introducing evidence about possible political interference.