Nielsen agreed to divest and license assets and intellectual property...

companies, developing such services to let audiences be measured on TV and online, would have eliminated future competition and likely caused advertisers, ad agencies and programmers to pay more for such measurement, said an agency news release (http://1.usa.gov/18lll9N). A settlement was approved by FTC Chairwoman Edith Ramirez and Commissioner Julie Brill, and opposed by Commissioner Joshua Wright. Commissioner Maureen Ohlhausen was recused. The order required the companies to divest the link meter technology to an acquirer approved by the commission and to license to that buyer “on a non-exclusive basis” all “know-how related” to the technology. Encoding and some other technology must be licensed by the combining companies for eight years to whichever firm buys such measurement technology, said the order (http://1.usa.gov/19tG5wf). In dissenting against the conditions, Wright said there’s insufficient evidence to show the deal would have substantially cut competition for cross-platform audience measurement services (http://1.usa.gov/1bBINoa). No conditions were called for in a deal challenged by the agency “based upon what must be acknowledged as a novel theory” that it “will substantially lessen competition in a market that does not today exist,” wrote Wright. “Although there is no commercially available national syndicated cross-platform audience measurement service today, demand for such a service by advertisers and media companies is increasing,” said the FTC complaint (http://1.usa.gov/19tIPK6). It said “Nielsen and Arbitron are the best-positioned firms to develop (or partner with others to develop)” such a service, because only those companies “maintain large, representative panels capable of measuring television with the required individual-level demographics, the data source preferred by advertisers and media companies.” The deal was disclosed Dec. 17 for Nielsen to pay $1.3 billion for Arbitron, and the agreement with the FTC “is intended to preserve the competitive landscape in place” before the deal was unveiled, said the acquirer in a news release (http://bit.ly/1dDWHEo). It said the order doesn’t affect Nielsen assets nor the benefits to the company from the acquisition, and “effectively enables the continuation of a cross-platform project measuring TV, radio, PC, mobile and tablet engagement which was announced by Arbitron in concert with ESPN and comScore, Inc. in September 2012.” The transaction “will enable broader measurement of what consumers are watching and listening to” and expand radio ad effectiveness, Nielsen said. The deal is expected to be completed Sept. 30.