Brussels, 12 Februar 2004
Commission opens in-depth investigation into Sony/Bertelsmann recorded music venture
The European Commission has decided to open a full investigation into the proposed merger of the global recorded music businesses of Germany’s Bertelsmann AG and Japan’s Sony Corp. After a routine, one-month review, the Commission is concerned that the transaction might create or strengthen a collective dominant position of the major record companies in the markets for recorded music. In the course of the investigation, the Commission will also investigate further competition concerns related to the vertical integration of the parent companies in other markets (television, for example, for Bertelsmann, and music downloading services/portable music players, for Sony).
On 09 January, Sony and Bertelsmann sought clearance under the European Union’s Merger Regulation for plans to combine their respective global recorded music businesses in a joint venture to be called SonyBMG. The companies’ music publishing, manufacturing and distribution of records will remain separate.
After a routine, one-month review, the Commission has decided to investigate whether the deal might create or strengthen a collective dominant position between the remaining four major record companies -- Universal, SonyBMG, Warner and EMI -- in the recording market. The recording market consists of the signing of artists, the actual recording of the songs, the marketing of the artists and their works and the sales of CDs.
The remaining four major players would hold approximately 80% of the recording market both on a European level and in most national markets in the European Economic Area. The rest of the market is characterised by a large number of mostly smaller players active on a national level. SonyBMG and Universal alone would account for approximately half of the recorded music market.
The opening of a second-stage merger investigation does not prejudge the Commission’s conclusions and final decision, which must be reached in a maximum of four months, i.e. until June 22.
In the course of the investigation, the Commission will also examine, among other things, the extent to which the vertically-integrated structure of both Sony and Bertelsmann could raise competition concerns.
Bertelsmann has a leading position in television and radio broadcasting in Europe through its RTL subsidiaries and the concern expressed by third parties is that it could give preferential access to SonyBMG music, foreclosing competing record companies from equal access to the TV/radio markets in some countries.
Sony, on the other hand, announced the launch, this spring, of a music downloading service called “Sony Connect” and it has an extensive range of consumer electronic devices that play digital music, in particular portable digital music players. Here too, some third parties have expressed concern that Sony, on the basis of its proprietary technology for music downloading, could foreclose competitors in the markets for music downloading services and portable digital music players from access to SonyBMG’s music library.
Bertelsmann is an international media company active in music recording and publishing, television, radio, book publishing, magazines and newspapers, as well as book and music clubs. Bertelsmann is active in recorded music through its wholly owned subsidiary Bertelsmann Music Group (BMG) and owns the Arista, Jive, Zomba and RCA labels.
Sony is active globally in music recording and publishing, industrial and consumer electronics, and entertainment. In recorded music it acts through Sony Music Entertainment. Sony’s labels include Columbia Records Group, Epic Records Group and Sony Classical.