Considerations of monopsony in merger analysis: The Penguin Random House case

Abstract

In 2020, Bertelsmann SE & Co., the owner of Penguin Random House (PRH), offered to acquire Simon & Schuster for $2.175 billion. If the merger had been consummated, the newly merged firm would have had a 49 per cent share of the market for publishing rights to anticipated top-selling books. Concerned by the proposed merger, the Department of Justice alleged that a more concentrated sector for publishing would result in lower advances to authors of highly anticipated books. The antitrust concern, therefore, centred on the exercise of monopsony power rather than monopoly power. The District Court was persuaded by the evidence presented at trial and blocked the merger on that ground. Having lost at trial, PRH decided to forgo an appeal. This article provides a brief analysis and critique of the District Court’s ruling.