OTTAWA, May 2, 2012 — This statement summarizes the conclusions reached by the Competition Bureau (Bureau) in its review of the acquisition by BCE Inc. (Bell) and Rogers Communications Inc. (Rogers) of a majority interest in Maple Leaf Sports & Entertainment Ltd., Toronto Maple Leafs Network Ltd., and Toronto Raptors Network Ltd. (together, MLSE).
In its review of the proposed transaction, the Bureau analyzed information provided by the parties and third parties, and interviewed multiple industry participants, including programming undertakings, broadcast distribution undertakings (BDU), and sports leagues.
Earlier today, following a thorough review, the Bureau issued a No Action Letter to Bell and Rogers indicating that the Commissioner of Competition (Commissioner) does not, at this time, intend to make an application under section 92 of the Competition Act (Act) in respect of the proposed acquisition of MLSE. It is important to note that section 97 of the Act provides for a one-year period following completion of the proposed transaction during which the Commissioner may bring the matter before the Competition Tribunal as a challenged transaction.
Notwithstanding the foregoing in respect of the review under the merger provisions of the Act, the Bureau has heard a number of serious concerns from market participants about the effect that incremental increasing concentration and vertical integration in the broadcasting industry is said to be having on consumers, as well as on non-vertically integrated broadcasting distribution and programming undertakings. The Commissioner is actively reviewing these concerns and will not hesitate to take action should she determine that there has been a violation of the Act.
Bell is a vertically-integrated media and communications company that provides telecommunications services, internet access, television distribution services, and television, radio and digital media. Bell, as a BDU, is a provider of satellite broadcast services and Internet protocol television. Bell, through Bell Media Inc. and CTV Specialty Television Inc., is a conventional and specialty television and radio broadcaster, whose assets include the TSN and RDS family of stations. Bell is also a minority owner of the Montreal Canadiens franchise and the Bell Centre in Montreal.
Rogers is a vertically-integrated media and communications company that provides telecommunications services, internet access, television distribution services, and television, radio, print, and digital media. Rogers, as a BDU, is a provider of cable television. Rogers, through Rogers Media Inc., is a conventional and specialty television and radio broadcaster, whose assets include the Sportsnet family of stations. Rogers' assets also include the Toronto Blue Jays franchise and the Rogers Centre.
MLSE's assets include sports franchises, broadcast and entertainment assets, the Air Canada Centre and other facilities in Toronto. These assets include the Toronto Maple Leafs, the Toronto Raptors, the Toronto FC and the Toronto Marlies franchises, and three English-language digital specialty television services: Leafs TV, GolTV, and NBA TV Canada.
The Competition Bureau, as an independent law enforcement agency, ensures that Canadian businesses and consumers prosper in a competitive and innovative marketplace.
This publication is not a legal document. The Bureau’s findings, as reflected in this Position Statement, are not findings of fact or law that have been tested before a tribunal or court. Further, the contents of this Position Statement do not indicate findings of unlawful conduct by any party.
However, in an effort to further enhance its communication and transparency with stakeholders, the Bureau may publicly communicate the results of certain investigations, inquiries and merger reviews by way of a Position Statement. In the case of a merger review, Position Statements briefly describe the Bureau's analysis of a particular proposed transaction and summarize its main findings. The Bureau also publishes Position Statements summarizing the results of certain investigations, inquiries and reviews conducted under the Competition Act. Readers should exercise caution in interpreting the Bureau’s assessment. Enforcement decisions are made on a case-by-case basis and the conclusions discussed in the Position Statement are specific to the present matter and are not binding on the Commissioner of Competition.
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