AT&T gets to buy Time Warner in legal win over Justice Department – CNET


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AT&T gets to buy Time Warner in legal win over Justice Department

The mega-media merger is happening.

Daenerys Targaryen, Superman and Harry Potter are all headed to AT&T after all.

AT&T won the right to complete its $85 billion takeover of Time Warner, which includes various media properties such as DC Entertainment and HBO, after US District Judge Richard Leon on Tuesday declined the Justice Department’s request to block the d

AT&T CEO Randall Stephenson Discusses Justice Dept. Lawsuit Over Company's Time Warner Merger

AT&T Chairman and CEO Randall Stephenson argued the company’s proposed $85.4 billion takeover of Time Warner is necessary to compete against companies like Amazon, Facebook, and Google.

Amir Levy / Getty Images

The merger, which combines one of the largest communications network providers with a major player in the entertainment market, is poised to shake up the media world. It may immediately trigger another deal between Comcast and Fox, which already has an agreement to sell its entertainment assets to Walt Disney. The deals come at a time when traditional media and internet service providers see online giants like Google and Facebook as the key competitive threat.

For AT&T, the ruling marks a huge win in its bid to transform itself into a media powerhouse. It’s already purchased satellite TV provider DirecTV for nearly $49 billion. 

AT&T applauded the court’s decision. And the company said it plans to close the merger, which was announced a year and a half ago, on or before June 20.

“We are pleased that, after conducting a full and fair trial on the merits, the Court has categorically rejected the government’s lawsuit to block our merger with Time Warner,” David McAtee, AT&T’s general counsel said in a statement. 

The ruling is also a major blow to Donald Trump’s Justice Department.  Assistant Attorney General Makan Delrahim, who heads up the antitrust division, said in a statement that he was disappointed in the court’s decision and he reiterated the government’s belief that the merger will harm consumers.

“We continue to believe that the pay-TV market will be less competitive and less innovative as a result of the proposed merger between AT&T and Time Warner,” he said in the statement.  “We will closely review the court’s opinion and consider next steps in light of our commitment to preserving competition for the benefit of American consumers.”

Ripple effects

The trial was closely watched as the fate of the deal could have had ripple effects on future deals and everyone from media giants to streaming service providers. A loss for AT&T and Time Warner could have signaled a new era of government scrutiny over so-called “vertical mergers” and could have halted attempts by companies like Disney, Fox and Comcast to announce their own megadeals. This decision could put more pressure on companies like Amazon, Netflix and Google’s YouTube, which have been competing with traditional media companies for eyeballs.

AT&T, which has invested heavily in a streaming video service called DirecTV Now, is free to bulk up its original programming with Time Warner content.

The government argued during the trial that if AT&T were to own Time Warner, it could violate antitrust law by using its market power to get higher prices from TV distributors. It could also threaten to withhold content from Time Warner channels, such as CNN, HBO or TNT, from rival services in order to gain a competitive advantage for AT&T’s TV services. Ultimately, the government argued this would harm competition and innovation as well as raise prices for consumers.

AT&T and Time Warner dismissed the government’s concerns. Instead, they argued the media industry is going through a massive change as fewer people subscribe to paid TV service and instead stream content via the internet. Online companies like Amazon, Google and Netflix have emerged as alternatives to the cable industry both distributing and creating their own content. In order for them to compete against these giants, Time Warner needs AT&T’s distribution network of broadband and wireless customers.

Amid the shifting media sands is a backdrop of intense competition in the wireless business. AT&T, the nation’s second-largest wireless service provider by subscribers, is looking for a new area of growth. All of this competition among network providers and content creators has been great for consumers, but it’s hurting AT&T’s bottom line. And in order to stay competitive, AT&T’s CEO Randall Stephenson said during the trial that it needed a big deal to survive.

He said during the trial that the merger with Time Warner is a “significant shift in strategy” for AT&T, explaining the company knew that smaller acquisitions for content wouldn’t work. He said the company needed to take a giant leap into the content business.

“We knew we had to have scale,” he said, according to Variety.

Politics

Some critics of President Trump have questioned whether the case was brought as political payback against Time Warner’s CNN for unfavorable coverage of President Trump, who often called the cable news channel “fake news.”

As a candidate for president, Trump vowed to block the merger, stating it would concentrate too much power in one company.

Democrats on Capitol Hill have raised questions about the Justice Department’s motivations and the White House’s influence in deciding to take the case to court.  In February, Rep. Elijah E. Cummings, the ranking member of the House Committee on Oversight and Government Reform, and Rep. Gerald E. Connolly, the ranking member of the Subcommittee on Government Operations, sent a letter to Attorney General Jeff Sessions asking for documents and emails between the Justice Department and the White House about the decision to sue AT&T and Time Warner. Sessions did not comply with the request.

The Justice Department had repeatedly suggested the judge consider forcing AT&T to divest some of Time Warner’s cable channels.

But AT&T rejected that idea, stating in a court filing that, “Divestitures here would destroy the very consumer value this merger is designed to unlock.” 

Updated 2:18 pm PT: This story was updated with comments from AT&T and the Justice Department.

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