WASHINGTON, Aug 14 (Reuters) - An education group seeking to increase access to college textbooks and research materials on Wednesday asked the U.S. government to block the proposed merger of textbook publishers McGraw-Hill Education Inc and Cengage Learning Holdings II Inc.

The proposed merger "will significantly decrease competition in a market already rife with anti-consumer behavior," the Scholarly Publishing and Academic Resources Coalition (SPARC) said in a filing with the Justice Department's Antitrust division.

SPARC advocates the open sharing of research and educational material. Its members include colleges and universities from around the United States, such as Harvard University, Iowa State University and the Massachusetts Institute of Technology, according to its website.

Student consumers would face "irreparable harm" if the merger moves forward and the "merger must be blocked in its entirety," SPARC said.

A representative for the two companies said Cengage and McGraw-Hill were working closely with the Justice Department and were "confident that the transaction will benefit our customers and create more affordable options for students."

The companies said they expect the deal to close early next year. </s> By Bryan Pietsch

WASHINGTON, Aug 14 (Reuters) - An education group seeking to increase access to college textbooks and research materials on Wednesday asked the U.S. government to block the proposed merger of textbook publishers McGraw-Hill Education Inc and Cengage Learning Holdings II Inc.

The proposed merger "will significantly decrease competition in a market already rife with anti-consumer behavior," the Scholarly Publishing and Academic Resources Coalition (SPARC) said in a filing with the Justice Department's Antitrust division.

The merger announced in May between Cengage and McGraw-Hill, which is owned by Apollo Global Management LLC, would reduce the number of major textbook publishers to three from four. Publishers Pearson and Wiley, hold an estimated 40 percent and 7 percent of the market, respectively, sources close to the companies told Reuters.

SPARC advocates the open sharing of research and educational material. Its members include colleges and universities from around the United States, such as Harvard University, Iowa State University and the Massachusetts Institute of Technology, according to its website.

Student consumers would face "irreparable harm" if the merger moves forward and the "merger must be blocked in its entirety," SPARC said.

A representative for the two companies said Cengage and McGraw-Hill were working closely with the Justice Department and were "confident that the transaction will benefit our customers and create more affordable options for students."

The companies said they expect the deal to close early next year. (Reporting by Bryan Pietsch; editing by Jonathan Oatis) </s> Law360 (August 14, 2019, 6:35 PM EDT) -- The Scholarly Publishing and Academic Resources Coalition became the latest group to urge the U.S. Department of Justice to block the proposed merger between college textbook publishing giants Cengage Learning and McGraw-Hill Education, saying Wednesday it would decrease competition and increase book prices for students. The proposed merger would violate the Clayton Act by creating a combined company that controls 45 percent of the textbook market, according to SPARC. Additionally, as more textbook data moves online, publishers have access to large amounts of students' data and this merger could result in a new platform monopoly in education, SPARC added. "The merger...

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TRY LAW360 FREE FOR SEVEN DAYS </s> US District Judge Richard Leon said the government had failed to meet its burden of proof that the tie-up between the largest US pay-TV operator and the media entertainment giant would harm competition.

The case had been closely watched as setting a benchmark for other big corporate mergers, especially in the media and communications sector.

Leon said the case fell short on all counts and warned the government against seeking to hold up the deal with an appeal, saying that would cause "irreparable" harm to the two companies whose tie-up has been delayed for a year and a half.

"There would be no irreparable harm to the government (with a delay), only to the companies," Leon told the packed courtroom in an unusual session to announce his opinion.

"The government has taken its best shot and lost."

Leon's 172-page ruling was a total victory for the companies. It said the government failed to back up its three theories of harm to consumers from the mega-merger.

He maintained that the government's claim that pay TV costs would rise from the tie-up was based on "speculative" logic and that its study from an expert witness was contradicted by other evidence from the government.

Daniel Petrocelli, who led the legal team for the two companies, told reporters outside the courthouse that the decision marked a "sound and proper" repudiation of the government's case.

"We're disappointed that it has taken 18 months to get here but we're relieved that it's finally behind us," he said.

He said the ruling "stands as a testament to the wisdom of the combination of these two great companies and how it will benefit consumers for generations to come."

AT&T general counsel David McAtee said in a statement he was pleased with the outcome and expected the deal would be closed by June 20.

The deal brings together AT&T's wireless and broadband networks and its DirecTV subscription service with the media assets of Time Warner, which include CNN and other Turner cable channels, Cartoon Network, premium channel HBO and the Warner Bros studios.

Makan Delrahim, head of the Justice Department's Antitrust Division, said the government was considering its next steps.

"We are disappointed with the court's decision today," he said.

"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."

John Bergmayer of the consumer group Public Knowledge said he expected the government would appeal.

"In the meantime, not only may consumers be harmed directly by the anticompetitive harms that this merger will cause, such as higher bills and fewer choices of programming and provider, but also by the many other mergers it will encourage," Bergmayer said.

Some analysts say the court approval offers an effective green light to other major deals, including the Walt Disney offer to buy key film and television assets of 21st Century Fox and the T-Mobile/Sprint agreement in wireless.

"Due to AT&T already owning Direct TV and having U-verse, it has been using a lot of Time Warner content for some time. Thus, I don't think the integration will be as difficult as it first appears," said Morningstar analyst Allan Nichols.

But Rebecca Lieb of Kaleido Insights warned that mergers like these are usually "very difficult" to implement.

"Merging content distribution with creation is easier said than done, particularly on a scale that encompasses all media," she added.

AT&T and Time Warner argue they need more scale to compete with online rivals like Netflix and Amazon and with Silicon Valley giants like Google, Facebook and Apple, which are expanding in the rapidly evolving sector.

Independent media analyst Alan Wolk said the clear approval opens the door to AT&T offering new kinds of services and packages that can tie into 5G, or fifth-generation wireless networks.

"Imagine AT&T giving free CNN and free HBO to every AT&T wireless subscriber," Wolk said.

Time Warner gets better viewership data to more effectively compete against online platforms like Netflix, which "will make it easier for them to better target ads," Wolk added.

President Donald Trump had previously denounced the AT&T deal, vowing that his administration would block it because it would concentrate corporate power unacceptably.

This fueled speculation that Trump could be retaliating due to critical coverage of his administration from news broadcaster CNN, a Time Warner property.

"Trump's meddling in law enforcement actions, his attacks upon particular companies, and his utter unpredictability have created the kind of legal uncertainty common in 'banana republics,'" said Berin Szoka of the think tank Tech Freedom.

"At least in antitrust law, the courts, not Trump officials, will have the final say on what the law really is. Every business in America is safer today from being strong-armed by a would-be strongman."

Explore further: Fate of massive AT&T-Time Warner merger in US judge's hands </s> AT&T announced Thursday evening that it has completed the acquisition of Time Warner. The announcement comes two days after a judge ruled that the deal does not violate antitrust laws.

"The content and creative talent at Warner Bros., HBO and Turner are first-rate. Combine all that with AT&T's strengths in direct-to-consumer distribution, and we offer customers a differentiated, high-quality, mobile-first entertainment experience," Randall Stephenson, chairman and CEO of AT&T, said in a statement. "We're going to bring a fresh approach to how the media and entertainment industry works for consumers, content creators, distributors and advertisers."

Time Warner head Jeff Bewkes is now officially the former chairman and CEO of the company; he will be a senior advisor during a transition period, AT&T said. Bewkes' direct reports will now report to John Stankey, who is the CEO of AT&T's media business.

Earlier Thursday, the Justice Department said in a court filing that it would not ask for a stay to stop the merger, and the companies and the Justice Department together said that the deal could be closed immediately.

On Tuesday, Judge Richard Leon had approved AT&T's $85 billion acquisition of Time Warner, rejecting the government's antitrust objections.

The Justice Department may still appeal the judge's ruling in the case.

"This does not mean we have made a decision about an appeal," a Justice Department spokesperson said. "We are still evaluating options."

Related: Judge approves $85 billion AT&T-Time Warner deal

AT&T and Time Warner had previously agreed not to close until six days after a ruling, to give the government time to consider asking for a stay.

The deal will unite Time Warner's TV shows and movies with AT&T's enormous distribution system, including cell phone and satellite networks.

Leon took apart the government's case in his opinion. In an unusual move, he warned the government against asking him for a stay. He said a stay would be "manifestly unjust" because it would effectively kill the acquisition.

AT&T argued the deal was critical to its survival in an industry increasingly dominated by Netflix, Facebook and other newcomers. The Justice Department said a combination would harm competition and raise prices for consumers.

Related: Which media companies are still up for grabs?

Officials in the Justice Department's antitrust division were "disappointed but not surprised" because the judge seemed to cast doubt on their arguments during trial, a source with knowledge of the department's thinking said.

Leon also told Justice Department lawyers in court that he did not believe the government was likely to win an appeal on the merits.

In a letter to the Justice Department, AT&T and Time Warner's lead lawyer, Daniel Petrocelli, laid out AT&T's plans for managing the Turner networks, which include CNN, HLN, TNT and TBS.

Turner will be managed as a "separate business unit," and AT&T will have no role in setting Turner's prices with distributors, the letter said. The number of Turner employees, pay levels and benefits "will remain largely unchanged," it said.

If a federal appeals court agrees to hear the case, it will probably go to a three-judge panel. A successful Justice Department appeal could undo the merger. If the government loses its appeal, it could still take the matter to the Supreme Court.

AT&T's acquisition of Time Warner is known as a vertical merger because the two companies do not directly compete with each other.

The Supreme Court has not heard a vertical merger case since the 1970s, and antitrust lawyers are eager for the high court to clarify modern standards on antitrust economics and law. </s> Shares of AT&T sank about more than 4.8% in overnight trading into Wednesday morning following a judge's ruling that the telecom giant could proceed with its $85.4 billion takeover of Time Warner Cable after twenty months of of uncertainty.

Time Warner were up about 3.6% in early trading Wednesday following the news.

The deal is widely considered to be a harbinger of future media mergers that could radically shift how Americans consume television and movies going forward. Most notably, Disney's ongoing offer to buy 21st Century Fox for $52.4 billion, which Comcast is expected to compete against.

The Department of Justice, as well as President Donald Trump, had originally opposed the merger. The deal could "greatly harm American consumers" through "higher monthly bills and fewer of the new, emerging innovative options that consumers are beginning to enjoy," Makan Delrahim, head of the Justice Department's antitrust division, said when announcing the suit last year.

AT&T rebuffed those claims made by the Justice Department and Trump, saying similar mergers are "routinely approved because they benefit consumers without removing any competitor from the market."

The merger is considered "vertical" because it would combine Time Warner, which makes programming, with AT&T, a distributor of that content, which would then have access to more Time Warner brands like HBO, TNT, TBS, and CNN. </s> A federal judge Monday blocked the proposed merger of health insurers Aetna Inc. and Humana Inc. on antitrust grounds, a potentially fatal legal blow to the $34 billion deal.

U.S. District Judge John D. Bates ruled the Justice Department had proven its case that the merger would unlawfully threaten competition.

The judge said the transaction could mean higher prices and reduced services for seniors who purchase the private Medicare plans known as Medicare Advantage. He also said the merger would harm competition on public insurance exchanges in parts of Florida.

Aetna and Humana didn't immediately respond to requests for comment. Shares of the companies fell 2.2% and 2.4%, respectively, in midday trading.

Aetna and Humana announced their planned merger in July 2015, saying the deal would allow them to offer more cost-effective products by combining their strengths and becoming more efficient. Justice Department antitrust enforcers filed a lawsuit challenging the transaction a year later. A trial took place last month.

The Aetna-Humana deal is one of two major health insurance mergers being challenged by the Justice Department. The department simultaneously sued to block the proposed combination of Anthem Inc. and Cigna Corp. A trial in that case took place in the same courthouse and a different judge, Amy Berman Jackson, is expected to rule soon.

The lawsuits were among the last major law enforcement actions taken by Obama administration antitrust officials. </s> T-Mobile’s planned merger with Sprint has been in limbo over the last several weeks, with a report suggesting that DOJ officials are unlikely to approve the deal in its current form. Now, Sprint and T-Mobile have agreed to extend the deadline for their merger.

The two carriers announced today that they have extended the deadline for their deal until July 29th. This means that Sprint and T-Mobile now have until then to convince both the Federal Communications Commission and the Department of Justice that a merger is good for consumers.

In an interview on CNBC (via Reuters), U.S. Justice Department Antitrust Division chief Makan Delrahim said that he has not made a decision regarding the T-Mobile and Sprint merger and is awaiting more data from the two companies:

“I have not made up my mind,” he told CNBC. “The investigation continues. We’ve requested some data from the companies that will be forthcoming. We don’t have a set number of meetings or a time line.” “If the case is there for us to challenge a transaction or suggest changes, we will do that,” he said. The division is reviewing the argument that the deal would allow the combined company to produce a better, faster 5G, the next generation of wireless, he added.

John Legere has promised that “New T-Mobile” prices will be the same or better as current Sprint and T-Mobile prices. The two have also touted that a merger would create a more powerful 5G network for consumers.

The Wall Street Journal last month reported that antitrust officials are skeptical of the arguments presented by T-Mobile and Sprint. Legere, however, called the report “simply untrue.” It’s likely that the extension announced today will give the two carriers more time to address those concerns.

What do you think of T-Mobile’s proposed merger with Sprint? Let us know down in the comments.

Subscribe to 9to5Mac on YouTube for more Apple news: </s> WASHINGTON — A federal judge approved the $85 billion mega-merger of AT&T and Time Warner on Tuesday, potentially ushering in a wave of media consolidation while shaping how much consumers pay for streaming TV and movies.

U.S. District Judge Richard Leon green-lit the merger without imposing major conditions as some experts had expected. The Trump Justice Department had sued to block the $85 billion merger, arguing that it would hurt competition in cable and satellite TV and jack up costs to consumers for streaming TV and movies.

Now, the phone and pay-TV giant AT&T will be allowed to absorb the owner of CNN, HBO, the Warner Bros. movie studio, “Game of Thrones,” coveted sports programming and other “must-see” shows. The Justice Department could appeal the ruling, although it said only that it is considering its options.

The ruling could open the floodgates to deal making in the fast-changing worlds of entertainment production and distribution. Major cable, satellite and phone companies are bulking up with purchases of entertainment conglomerates to compete against rivals born on the internet such as Amazon and Google.

Waiting in the wings are potential big-billions deals involving 21st Century Fox and Disney, Verizon and CBS, T-Mobile and Sprint. Comcast and Verizon are also jockeying for position in the new landscape.

A combined AT&T-Time Warner could also get a boost from Monday’s official end of net neutrality —the Obama-era rules that barred broadband and wireless companies from favoring their own services to the detriment of rivals like Netflix. AT&T and Verizon now can give priority on their networks to their own movies and TV shows, while hurting rivals such as Amazon, YouTube and future startups.

“The impact from this decision will have wide reaching ramifications across the telecommunications, media, and tech industry for decades to come,” said GBH Insights analyst Dan Ives.

The merger would combine a company that produces news and entertainment with one that funnels that programming to consumers. AT&T cast it as a necessary step at a time when people spend more time watching video on phones and tablets and less time on traditional live TV on a big screen.

Leon said the government failed to prove that the merger would lead to higher prices and other harm to consumers. Despite Justice Department lawyers taking their “best shot,” he said, their evidence was “too thin a reed for this court to rely on.”

Leon added that he wouldn’t temporarily block the merger for a possible appeal by the government. The “drop dead” deadline for completing the merger is June 21. If it’s not wrapped up by then, either company could walk away, and AT&T would have to pay a $500 million breakup fee.

The ruling was a stinging defeat for the Justice Department. Opposing the merger forced federal antitrust lawyers to argue against standing legal doctrine that favors mergers among companies that don’t compete directly with each other.

Another wild card: When first announced in October 2016 , the deal drew fire from then-candidate Donald Trump, who promised to kill it “because it’s too much concentration of power in the hands of too few.” Trump has also publicly feuded with Time Warner’s CNN, calling it “failing” and a purveyor of “fake news.” The president’s statements didn’t come up during the trial.

John Bergmayer, senior counsel at the consumer group Public Knowledge, said the decision could have long-lasting negative effects thanks to “the many other mergers it will encourage.” In a statement, Bergmayer called for “reinvigorated regulatory oversight of the video marketplace.”

Dallas-based AT&T is a wireless, broadband and satellite behemoth that became the country’s biggest pay-TV provider with its purchase of DirecTV. It claims about 25 million of the 90 million or so U.S. households that are pay-TV customers.

AT&T general counsel David McAtee said the company plans to close the deal on or before June 20.

Copyright 2018 The Associated Press. All rights reserved. This material may not be published, broadcast, rewritten or redistributed.
The Scholarly Publishing and Academic Resources Coalition, a U.S.-based organization that aims to keep educational materials broadly accessible, has asked the Antitrust Division of the Justice Department to halt a planned merger between two large textbook companies, McGraw-Hill and Cengage, a merger it claims will cause students "irreparable harm".