Murdoch’s Time Warner plan puts merger-wary regulators on notice

Rupert Murdoch, already a polarizing media baron, is picking a new fight, this time in Washington.

Murdoch’s $75 billion proposal to acquire Time Warner Inc. would give his 21st Century Fox Inc. control over a vast swath of what consumers see on TV, from HBO’s bloody “Game of Thrones” to America’s top-rated comedy, “The Big Bang Theory.” Fox-owned networks would account for 20 percent of the $85-a-month average U.S. cable bill, about double the current amount, according to Bloomberg Industries estimates.

The unsolicited bid is certain to fuel concern among antitrust regulators and lawmakers already grappling with rapid consolidation in TV, with Comcast’s planned acquisition of Time Warner Cable and AT&T’s $48.5 billion offer for DirecTV. Fox could gain more clout to extract price increases for films and TV shows, pressuring other programmers to merge. For consumers, the result may be fewer choices and higher bills.

“Presumably, Fox wants to do this deal to gain greater negotiating leverage with cable operators, and that’s exactly what antitrust regulators would be worried about,” said Claudia Higgins, an antitrust lawyer at Kaye Scholer in Washington. “That can lead to higher prices for consumers.”

Fox and its advisers would tell regulators that a deal for New York-based Time Warner should be allowed to go through, given the mergers in the cable industry, a person familiar with the matter said Wednesday. Fox, also based in New York, would sell CNN to appease antitrust regulators who may be concerned about overlap with Fox News, the person said.

That may not be enough. Ownership of two leading film studios may also become a focus of antitrust regulators, said Amanda Wait, a lawyer at Hunton & Williams in Washington.

Fox and Warner Bros. are ranked No. 1 and No. 2 this year, with a combined 37 percent of the U.S. and Canadian box office, according to researcher Box Office Mojo. Armed with a larger share of ticket sales, Murdoch would have more muscle than competitors in negotiating with theater owners over matters such as revenue splits.

In talks with cable and satellite-TV providers, Fox would gain leverage to sell more bundles of programming, forcing consumers to pay for channels they don’t want. Murdoch would have control of the most-watched cable-news channel, Fox News, and the leading premium channel, HBO, along with FX.

“If you have a large media conglomerate you’d see a lot more bundling and a lot less ability for consumers to choose the exact programming they feel like paying for,” said John Bergmayer, senior staff attorney at Public Knowledge.

Nathaniel Brown, a spokesman for Fox, declined to comment.

Owning Time Warner would also take a competitor for sports rights out of the ballgame. Time Warner’s Turner Broadcasting, which operates TNT and TBS, bids for live sports in competition with the recently launched Fox Sports 1.

Regulators can seek conditions on deals to protect consumers. The Justice Department won concessions in Comcast’s acquisition of NBCUniversal in 2011, requiring that NBC shows be available on fair terms to pay-TV rivals such as Dish Network Corp. and DirecTV.

The Federal Trade Commission restructured Time Warner’s acquisition of Turner Broadcasting in 1996 after it said the deal would raise cable prices for consumers and reduce programming choices.

Based on Wednesday’s closing prices, the two companies have a combined market value of $148.3 billion. By comparison, Walt Disney Co. is valued at $147.8 billion, and Philadelphia-based Comcast, owner of NBC and the largest U.S. cable system, is worth $143 billion and is seeking to buy Time Warner Cable for $45.2 billion.

A merger between Time Warner and 21st Century Fox would create a “very powerful” company and raise antitrust concerns, Senate Commerce Committee Chairman Jay Rockefeller, a Democrat from West Virginia, said Wednesday in an interview.

“In every subject on this committee – railroads, aviation, you name it – consolidation has generally meant less choice, less opportunity, higher prices and a whole nest of bad problems,” Rockefeller said. The deal “would be a gargantuan, monolithic item” to review.

McCracken reported from New York. Contributors: Anousha Sakoui in London and Chris Strohm in Washington.