CELEX: 31996M0810
Language: en
Date: 1996-09-16 00:00:00
Title: Commission Decision of 16/09/1996 declaring a concentration to be compatible with the common market (Case No IV/M.810 - n-tv) according to Council Regulation (EEC) No 4064/89 (Only the English text is authentic)

Avis juridique important

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31996M0810

Commission Decision of 16/09/1996 declaring a concentration to be compatible with the common market (Case No IV/M.810 - n-tv) according to Council Regulation (EEC) No 4064/89 (Only the English text is authentic)  

Official Journal C 366 , 05/12/1996 P. 0010

  COMMISSION DECISION of 16/09/1996 declaring a concentration to be  compatible with the common market (Case No IV/M.810 - n-tv) according to  Council Regulation (EEC) No 4064/89   (Only the English text is authentic)  The paper version of the decision is available through the sales offices  of the Office of Official Publications of the European Communities.  PUBLIC VERSION  MERGER PROCEDURE  ARTICLE 6(1)(b) DECISION  Registered with advice of delivery:  To the notifying parties  Dear Sirs,  Subject:<ind> Case N  IV/M.810  ntv  <ind> <ind> Notification of  a concentration pursuant to Article 4 of  Council Regulation N  4064/89  1.<ind> On 12 August 1996, the Commission received a notification of a  proposed concentration pursuant to Article 4 of Council Regulation (EC) No  4064/89 [OJ No L 395 of 30.12.1989; Corrigendum OJ No L 257 of 21.09.1990,  p.13.] by which the undertaking GWF Gesellschaft fuer Wirtschaftsfernsehen  mbH & Co. KG (GWF) belonging to the publishing group von Holtzbrink  (Holtzbrinck) acquires within the meaning of Article 3 (1) b of the  Council Regulation joint control of ntv Nachrichtenfernsehen GmbH & Co. KG  and ntv Nachrichtenfernsehen Beteiligungs GmbH (ntv). As a result of the  operation, GWF, Time Warner Entertainment Germany GmbH belonging to the  group Time Warner (Time Warner) and CNN Germany Inc. belonging to the  group Turner Broadcasting System Inc. (Turner Broadcasting) will jointly  control ntv.  2.<ind> After examination of the notification, the Commission has  concluded that the notified operation falls within the scope of Council  Regulation No 4064/89 and does not raise serious doubts as to its  compatibility with the common market and with the functioning of the EEA  Agreement.  I.<ind> THE PARTIES  3.<ind> Holtzbrinck is a large German publishing group. Through  Verlagsgruppe Handelblatt GmbH (to which GWF also belongs) the group is  active in business news. GWF is a company established to produce and  broadcast programs and program segments concentrating on economic and  business contents for radio, television, video and other electronic media,  as well as holding interests in enterprises which do business in this  area.  4.<ind> Time Warner is a large sized media group, with Time Warner  Entertainment Germany GmbH distributing movies and film entertainment, as  well as holding participations in filmcompanies and television companies.  5.<ind> Turner Broadcasting is also a major media group. CNN Germany Inc.  is a holding company set up to hold the participation in ntv  Nachrichtenfernsehen GmbH & Co. KG and ntv  NachrichtengfernsehenBeteiligungs GmbH.  6.<ind> ntv is a German television company which is broadcasting a German  language news television program, distributed via satellite and cable. In  1995, ntv´s turnover amounted to [Deleted; business secret: less than ECU  50 million.].  II.<ind> CONCENTRATION  7.<ind> GWF will increase ntv´s capital and thereby acquire 25,00361% of  the shares of ntv, after which the joint venture will be jointly  controlled by GWF, CNN Germany and Time Warner. GWF, CNN Germany and Time  Warner will have veto rights concerning major strategic decisions in ntv,  e.g. the approval of program principles, the approval of substantial  investments, the appointment or removal of the General manager and the  approval of the annual budget if it deviates more than [...] from the last  annual budget plan. Furthermore, ntv will continue to perform on a lasting  basis all the functions of an autonomous economic entity. Moreover, the  operation will not give rise to coordination of the competitive behaviour  of the parties amongst themselves or between them and ntv. According to  information provided by the parties, none of them solely or jointly  controls another German television station. Holtzbrinck has only a  minority share (15%) in one German station, and Time Warner has minority  shares in three German television stations. CNN International Germany does  not operate in the German language, nor does it broadcast only on a  Germanywide basis. CNN generally operates Europeanwide in the English  language.  III.<ind> COMMUNITY DIMENSION  8.<ind> The present operation has a Community dimension within the meaning  of Article 1(2) of the Merger Regulation. The aggregate worldwide turnover  of all the undertakings concerned amounted, in 1995, to more than ECU 5  billion (Time Warner about ECU [...], Turner Broadcasting about ECU [...]  and Holtzbrinck about ECU [...]) and two of the undertakings achieved a  Communitywide turnover of more than ECU 250 million (Time Warner about ECU  [...] and Holtzbrinck about [...]). Only Holtzbrinck achieves more than  twothirds of its respective Communitywide turnover within a single Member  State, specifically Germany.  IV.<ind> ASSESSMENT UNDER ARTICLE 2 OF THE MERGER REGULATION  A.<ind> Relevant product market  9.<ind> ntv is a free commercial television company that is active in the  television advertising market. The viewer shares of television programs  affect the market position of a television company in the television  advertising market. Normally, the more successful a company is with  respect to viewer shares, the more successful it is in the television  advertising market. It can be left open whether the viewer market  constitutes a distinct relevant product market in the strict economic  sense of the notion, since the viewer share will be taken into account in  any event in the assessment of the company´s position in the advertising  market.  B.<ind> Relevant geographic market  10.<ind> ntv is active throughout Germany with a German news program. In  view of ntv´s specialized focus in terms of language, distribution and  customers, the relevant geographic market for the television advertising  market appears to be national, i.e. Germany. If there were a viewers´  market, it would also be regarded as a national market. However, as ntv´s  German program can also be viewed in Austria via satellite and cable and  as Autria is also a German speaking country, one could regard ntv as also  being active in Austria. However, ntv is not primarily directed to  Austrian viewers.  C.<ind> Competitive Assessment  11.<ind> According to the information provided by parties, ntv´s share in  the German television advertising market is about 0.5%. Even if one  regards CNN as active in the same geographic market, the additional market  share would be very low. As Holtzbrinck does not control any German  television station, the acquisition by Holtzbrinck will not lead to any  addition of market shares. Furthermore, according to the information  provided by parties, the viewer ratings of ntv are not higher than 35.000  households. One cannot regard these ratings as a potential which gives ntv  market power. Holtzbrinck also can not be regarded as a potential  competitor of ntv in the television markets. Moreover, although ntv is the  only German language news channel, its modest number of viewers indicate  that German customers currently do not demand a special news program for  their information needs but use mostly thetraditional news magazines of  other television stations that do not have specialized programs. This  feature of German audiences would also limit any market power of ntv.  12.<ind> In view of the market position of ntv in Germany and the absence  of actual or potential competition by Holtzbrinck in the markets in which  ntv is active, it appears that the notified operation will have no impact  on competition in the relevant markets. tv´s activities in Austra can be  regarded as de minimis, as they only reflect the availability of German  television programs also in Austria. Consequently, the proposed  concentration does not create a dominant position as a result of which  effective competition would be significantly impeded in the EEA or any  substantial part of that area.  V.<ind> CONCLUSION  13.<ind> For the above reasons, the Commission has decided not to oppose  the notified operation and to declare it compatible with the common market  and with the functioning of the EEA Agreement. This decision is adopted in  application of Article 6(1)(b) of Council Regulation N  4064/89.  For the Commission