The European Commission approved the acquisition of Scripps Network Interactive by Discovery Communications, subject to certain behavioural commitments undertaken in relation to Poland.
The two US-based media companies both provide basic pay-tv channels to TV distributors in the EEA, with Scripps being particularly focused on the UK market, where it works together with BBC to operate UKTV, and the Polish market, where it acquired TVN, a local company, in 2015.
Even though the Commission found that there is limited overlap in the companies’ activities in the UK, it was concerned that Discovery’s bargaining power towards TV distributors in Poland would increase because of the indirect acquisition of TVN. In particular, the Commission was concerned that, following the transaction, Discovery could be in a position to increase licensing fees as regards its entire portfolio; in particular because the Polish news channel TVN24 (part of the TVN group) was identified as crucial to retail TV offerings.
As a consequence of the above, Discovery offered and the Commission accepted certain behavioural commitments. More precisely, Discovery must, for a period of seven years, offer external distributors and platforms the possibility to distribute the news channels TVN24 and TVN24 BiS, without imposing any exclusivity or bundling conditions.
It is worth noting that the Commission rejected a request from Poland to refer the merger to the Polish Competition Authority, as it found that it was better placed to handle the merger, due to its vast experience in assessing similar transactions in the mass media sector, as well as the need to maintain consistency across Europe in this respect.
Following the clearance by the US and European authorities, the merger was completed on 6 March 2018.