CMA raises competition concerns over family law information merger
Reed Elsevier’s acquisition of Jordans will be referred for an in-depth investigation unless acceptable undertakings are offered.
The Competition and Markets Authority (CMA) has found that Reed Elsevier (UK) Limited’s (trading as LexisNexis) anticipated acquisition of Jordan Publishing Limited (Jordans) may result in a substantial lessening of competition.
Reed Elsevier and Jordans both publish textbooks, loose-leafs, journals, court references works and news services in print and online for the legal sector.
The CMA’s concerns focus on the supply of legal information in the family law practice area to the legal sector, where the companies were found to be close competitors for publications and resources within specific segments, namely children law, matrimonial property law and family court reports. The CMA found that there were few suppliers in these segments.
The CMA did not find any competition concerns in the supply of legal information in other practice areas, where the companies’ activities do not overlap substantially.
Sheldon Mills, CMA Senior Director of Mergers and decision-maker in this case, said:
The supply of legal information resources and publications is important for legal service providers, such as lawyers, barristers and the courts and judges. Our investigation has found that Jordans and Reed Elsevier supply the pre-eminent legal publications in the area of family law in England and Wales. The loss of competition between these two publishers in this area could lead to higher prices or a reduction in choice and quality in the provision of information in an important area of the law. As such, this merger warrants a detailed investigation unless the parties are able to resolve the concerns we identified at this stage.
Notes for editors
- The CMA is the UK’s primary competition and consumer authority. It is an independent non-ministerial government department with responsibility for carrying out investigations into mergers, markets and the regulated industries and enforcing competition and consumer law.
- Under the Enterprise Act 2002 (the Act) the CMA has a duty to make a merger reference, resulting in an in-depth phase 2 merger investigation, if it believes that it is or may be the case that a ‘relevant merger situation’ has been created, or arrangements are in progress or in contemplation which, if carried into effect, will result in the creation of a relevant merger situation; and that the creation of that situation has resulted, or may be expected to result, in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services.
- Under the Act a ‘relevant merger situation’ is created if 2 or more enterprises have ceased to be distinct enterprises; and the value of the turnover in the United Kingdom of the enterprise being taken over exceeds £70 million (‘the turnover test’) or as a result of the transaction, in relation to the supply of goods or services of any description, a 25% share of supply in the UK (or a substantial part of the UK) is created or enhanced (‘the share of supply test’).
- The CMA considers that it is under a duty to make a phase 2 merger reference in this case under section 33(1) of the Act. However, the duty to refer is not exercised while the CMA is considering whether to accept undertakings in lieu of a reference. Reed Elsevier has until 17 September 2015 to offer an undertaking to the CMA that might be accepted by the CMA. If no undertaking is offered or accepted, then the CMA will by 24 September 2015 refer the merger for a phase 2 merger investigation. Alternatively, if Reed Elsevier were to offer an undertaking by 17 September 2015, the CMA will by 24 September 2015 decide, whether the undertaking or a modified version of it might be accepted.
- All the CMA’s functions in phase 2 merger investigations are performed by inquiry groups chosen from the CMA’s panel members. The appointed inquiry group are the decision-makers on merger investigations. The CMA’s panel members come from a variety of backgrounds, including economics, law, accountancy and/or business; the membership of an inquiry group usually reflects a mix of expertise and experience (including industry experience).
- The text of this decision will be placed on the case page as soon as is reasonably practicable.
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