Delrahim

The top antitrust regulator in the United States partly blames CNN for helping AT&T and Time Warner outmaneuver the Justice Department and win approval of their merger, despite antitrust objections.

“We have some of the best and most dedicated public servants who tried this case, but we don’t have the same resources available to us,” Makan Delrahim, assistant attorney general of the United States and chief of the Justice Department’s Antitrust Division told Marketplace Morning Report. “We don’t have a 24-hour dedicated news channel to go out and spin your case to the American public and judges and others as some merging parties might.”

CNN is owned by Turner Broadcasting System, Inc., a division of Time Warner, Inc.

Delrahim admitted the government “is often the underdog in a lot of these cases, and we’re still considering our next steps and whether or not the government will appeal.”

AT&T and Time Warner clearly do not believe the government will further pursue the case, treating the merger as a done deal as the two companies move forward on combining their assets.

Delrahim complained about the judge handling the case, whose ruling excoriated the government’s case and strongly urged the Justice Department to not contemplate an appeal. In Delrahim’s view, the judge gave favorable weight to evidence from the two companies and dismissed much of the evidence the government presented.

“I think eight out of 10 judges may have treated this case differently,” he concluded.

Delrahim expressed his general frustration with government antitrust regulators attempting to impose various deal conditions and limitations designed to mitigate a transaction’s anti-competitive harm in the marketplace.

“If there’s a substantial lessening of competition, that’s the legal test, then the transaction is illegal,” Delrahim said. Instead of that simple test, the antitrust division often tries to rescue troublesome transactions with deal conditions he calls “microengineering an industry which is dynamic,” and in his view, is contrary to the role Congress assigned to the Antitrust Division. “I think the role is you go in, if there’s problematic aspect of a transaction, you divest and you let the market decide what the prices are now.”

“So the idea is: the greater the competitive process, the better the price ultimately will be, or the better the products will be for the consumer. And that’s where you have fair competition in the marketplace,” he added. “Our job is to police that. It isn’t to keep companies from getting too big. If they’re better at what they do, if customers like what they do, more power to them. The free market system encourages that. And we shouldn’t punish them once they have reached a certain level of success. If they are too big though, they also got to be careful. They can’t take anti-competitive practices that harms competition, which ultimately harms consumers.”

Stephenson

AT&T’s top executive has found himself uncomfortably caught in a political fracas pitting Trump loyalists who want to punish CNN, career staffers that claim they are genuinely concerned about the media concentration that would result from AT&T’s multi-billion dollar acquisition of Time Warner, Inc., and Trump critics rushing to defend whatever they perceive the administration is against.

A frustrated Randall Stephenson, AT&T chairman and CEO, appeared at The New York Times Dealbook Conference in New York Thursday to talk about his astonishment that the company’s merger has become a public political hot potato that theorizes on President Donald Trump’s active dislike of CNN and opponents of the president who suspect the Trump Administration is attempting to punish the news media for its negative coverage of the president.

“I have never been told that the price of getting the deal done was selling CNN, period. And likewise I have never offered to sell CNN,” Stephenson said, refuting rumors that emerged in a Financial Times piece on Wednesday that claimed AT&T would have to dump CNN to get its merger deal approved. “There is absolutely no intention that we would ever sell CNN.”

While repeatedly stressing his conversations with the Department of Justice were strictly confidential, Stephenson was willing to publicly deny that CNN was ever discussed as part of the merger review. Stephenson was not so willing to comment on rumors the DoJ was seeking a divestiture of DirecTV, which AT&T acquired for $48.5 billion in 2014.

Stephenson declared it “makes no sense” to sell CNN or Turner Broadcasting, the Time Warner-owned division that runs TBS, CNN, Headline News, TNT and other cable channels.

“There is a lot of information and data that we think can be used to stand up a new advertising business,” Stephenson said. “Pairing that with the Turner advertising inventory is a really powerful thing, we believe. That is what we aspire to do. Selling CNN makes no sense in that context.”

AT&T CEO Randall Stephenson: ‘I have never been told that the price of getting a deal done was selling CNN’ from CNBC. (2:19)

The political backlash that has since emerged may actually help AT&T’s PR effort to win approval of the deal as Trump critics now rush to defend AT&T as a victim of presidential authoritarianism.

Bloomberg News published an editorial this afternoon calling for the merger to be approved just to stick it to the Trump Administration:

You don’t have to be a fan of the merger to realize that there is something seriously wrong here. As others have noted, the merger appears to be in trouble for a worrisome reason: President Donald Trump hates CNN and wants to inflict some punishment.

That Trump has long opposed the merger is hardly a secret. During his campaign, he said that if AT&T and Time Warner were allowed to combine it would “destroy democracy.” He put out a campaign statement vowing to “break up the new media conglomerate oligopolies” that “are attempting to unduly influence America’s political process.”

As for his antipathy towards CNN, it’s been a running subplot ever since he decided to run for president. He bashed the station all through the campaign and hasn’t let up as president, accusing it of being one of the media outlets that trafficks in “fake news.” A few months ago, he shockingly tweeted an image of a train running over a CNN reporter.

Trump has every right to oppose the deal and to criticize CNN; as they say, it’s a free country. But he doesn’t have the right to bend the Justice Department to his will. Yet that appears to be what is happening. That antitrust expert who said last year that the deal didn’t pose any problems? Makan Delrahim is now the head of the Justice Department’s antitrust division. And wouldn’t you know it: He’s suddenly had a change of heart about the antitrust implications of the deal.

[…] It is appalling that the Justice Department’s antitrust department appears poised to do Trump’s bidding. The good news is that AT&T has vowed to go to court if the government tries to block the merger. So far, the judiciary has been the branch of government that has stood up to the president’s authoritarian impulses. I never thought I would be rooting for two very big companies to combine into one giant company, but I am. If the AT&T-Time Warner merger goes through, it will mean that the rule of law has won. At least for now.

AT&T couldn’t be luckier if the deal becomes a referendum on whether the Trump Administration is opposing the deal as part of a personal political dispute. Suggesting it is “good news” for AT&T to go to court to win its merger may make AT&T feel better, but ordinary consumers and ratepayers are once again forgotten in the debate over media consolidation.

AT&T CEO Randal Stephenson: Sale of CNN never came up with Department of Justice from CNBC. (5:45)

WASHINGTON (Reuters) – U.S. antitrust regulators believe that AT&T Inc’s proposed acquisition of Time Warner Inc would raise costs for rival entertainment distributors and stifle innovation, a Department of Justice official told Reuters on Thursday.

Allaying those concerns is the rationale for the Justice Department’s demand that AT&T sell assets in order for the deal to be approved, said the official, speaking on condition of anonymity.

The Justice Department wants AT&T to sell its DirecTV unit or sell Time Warner’s Turner Broadcasting unit, which includes news company CNN, sources told Reuters on Wednesday.

AT&T has signaled it would not agree to sell DirecTV, which it acquired for $49 billion in 2015, leaving CNN and other cable TV assets as the main sticking point in negotiations between the Justice Department and AT&T.

The antitrust regulator is worried the combined company could make it harder for rivals to deliver content to consumers using new technologies, the official said. AT&T has said it wants to disrupt “entrenched pay TV models.”

The Justice Department’s desire for asset sales has raised concerns about political influence on the $85.4 billion deal, given U.S. President Donald Trump’s frequent criticism of CNN. As a candidate, Trump vowed to block the deal shortly after it was announced in October 2016, but has not addressed the issue publicly as president.

The head of the Justice Department’s antitrust division, Makan Delrahim, said in a statement late on Thursday that he has “never been instructed by the White House” on the AT&T deal.

Raj Shah, a White House spokesman, said in a separate statement that Trump “did not speak with the Attorney General about this matter, and no White House official was authorized speak with the Department of Justice on this matter.”

AT&T chief executive Randall Stephenson defended the merger at a New York City media conference on Thursday, and said he did not want to sell CNN.

The company has opposed divesting assets and has told the government it is willing to fight in court to win approval, sources said on Wednesday.

The deal is opposed by an array of rivals and consumer groups worried that it would give the combined company too much power. Opponents are pushing for conditions that would limit AT&T’s ability to charge media rivals higher prices to carry Time Warner content.

Shares of Time Warner were down slightly in afternoon trading at $88.35. AT&T shares rose 2 percent to $34.09.

From this…

What used to be known as CNN Headline News will soon become a network devoted to following popular websites and blogs to cover the latest viral social media stories to attract a younger audience.

HLN is dropping much of its news format, considered too stuffy to attract the under-34 crowd, and will instead focus on the most-Tweeted stories, the ‘coolest viral videos,’ and other trending topics making the rounds around the web.

“Taking a cue from today’s connected and wildly social generation, HLN will curate the news from across all platforms,” trumpets the HLN press release. “Headlines will be ripped from the most ‘plugged-in’ sites and blogs, and HLN will make it its mission to share the trending news, viral events and stories that have viewers most obsessed, plus discover emerging social stars.”

…to more of this.

In a nod to the growing trend of the self-obsessed and the “15-minutes of fame” crowd, new HLN head Albie Hecht told Buzzfeed’s Peter Lauria he was toying with a new tagline for HLN: “We’re not the news, you are.”

The new format is designed to chase off HLN’s older audience in favor of “millennial-minded viewers.” Advertisers consider the 18-34 demographic the sweet spot, and are not particularly interested in reaching anyone 50 or older (unless they are selling mobility products, life insurance, reverse mortgages, and home medical supplies.) That is what Me-TV is for.

The first new show to appear on HLN’s new format is “RightThisMinute,” featuring the stories behind viral Internet videos. Audience members will be encouraged to take part through social media like Twitter and Facebook.

Those annoyed with Nancy Grace and HLN’s other personality-driven programming are out of luck. HLN will retool prime time programs like “Nancy Grace” and “Dr. Drew on Call” to incorporate more social media interaction, but the programming will remain a major part of HLN’s new format.

Cable ONE customers nationwide lost eight Turner Networks channels yesterday, despite the fact the cable company has a signed contract with Turner to pay for some of the networks that have gone dark.

“In an extraordinary act of retaliation and bullying, Turner Networks removed TBS, TNT and Cartoon Network from all Cable ONE systems without warning, when our prior Turner contract expired on October 1,” said Cable ONE CEO Tom Might. “This happened despite the fact that Cable ONE had signed new contracts and already agreed to pay an enormous nearly 50% rate increase for these three networks.”

Cable ONE was under pressure to carry all eight Turner-owned networks (in turn owned by Time Warner Entertainment) during contract renewal negotiations that included substantial fee increases. The cable company independently decided to boot five “less popular” networks from lineups nationwide: Boomerang, TruTV, TCM, CNN and CNN Headline News. It agreed to keep buying TBS, TNT, and Cartoon.

“We signed contracts for TBS, TNT and the Cartoon Network through the National Cable Television Cooperative (NCTC), which allows for the purchase of individual channels rather than the entire bundle of eight,” said Might. “In a disgraceful punitive reaction, Turner Networks refused to recognize the NCTC contracts and immediately de-authorized all Cable ONE systems in order to ‘teach’ Cable ONE a lesson about the power of cable programmers to tie and bundle channels together and force carriage of unwanted bundles.  They refuse to give cable operators or their customers any choice about what they can or cannot buy.”

Turner Networks claims Cable ONE has no authority to buy a slimmed-down package of channels through the NCTC and must negotiate with Turner directly.

Cable ONE will automatically credit its customers for the missing channels. The cable company is a subsidiary of The Washington Post Company and serves 730,000 customers in 19 states.

Cable ONE explains to its customers why eight Turner Network-owned channels are now missing from the channel lineup. (2 minutes)
You must remain on this page to hear the clip, or you can download the clip and listen later.