Commission approves the acquisition of Dorna by Liberty Media without conditions

This article is brought to you in association with the European Commission.

The European Commission has unconditionally approved the proposed acquisition of Dorna Sports S.L. (‘Dorna’) by Liberty Media Corporation (‘Liberty Media‘) under the EU Merger Regulation. The Commission concluded that the merger would not raise competition concerns in the European Economic Area (‘EEA’).

Today’s decision follows an in-depth investigation of the proposed transaction. Liberty Media and Dorna are both international media companies. Liberty Media owns interests in a broad range of media, sports and entertainment businesses, including the motorcar competition Formula 1. Dorna is the organiser and holder of the commercial rights for the motorcycle competition FIM World Championship Grand Prix (‘MotoGP’). According to Liberty Media, the transaction will allow it to use its experience in media, sports and entertainment, including with Formula 1, to grow the reach and appeal of MotoGP.

The Commission’s investigation

In the context of its in-depth investigation, the Commission assessed whether the transaction would reduce competition in the licensing of broadcasting rights for sports content.  More specifically, the Commission found that:

• Formula 1 and MotoGP face competitive constraints from several other types of sports content. Based on its market investigation, the Commission found that, in terms of the product scope, it was appropriate to consider a broad definition of the market for the licensing of broadcasting rights of sports content that included all kind of sports content.
• However, the Commission also identified two criteria that could indicate a narrower market. First, broadcasters often distinguish between regular sports (i.e., sport events scheduled on a seasonal basis, such as football leagues) and irregular sports (i.e., sport events that only occur occasionally, such as the Olympics and the FIFA World Cup).
• Second, because a very small number of sport events are significantly more popular, and their license fees significantly more expensive than all other sports, another distinction could be made between premium and non-premium sports. The sports belonging to a potential premium segment would differ between each country. The Commission found that, in most countries, a potential premium sports market would include the national football league and the UEFA Champions League. Assuming such distinction, Formula 1 and MotoGP would thus be part of a regular, non-premium sports market.
• The geographic scope of the market for the licensing of broadcasting rights of sports content is national. While leaving the exact product market definition open, the Commission therefore assessed the effects of the transaction on the narrowest plausible market, that is the national market for the licensing of broadcasting rights for all regular non-premium sports content in Czechia, Germany, Italy, Malta, the Netherlands and Spain.
• Based on the evidence gathered, the Commission found that on such markets the companies are not close competitors for the licensing of broadcasting rights for sports content. It also found that, following the transaction, broadcasters would continue to be able to license a range of other sports attracting larger or similarly large audiences. Therefore, the transaction will not remove important competitive constraints between Formula 1 and MotoGP.
• There is also insufficient evidence that Mr. John Malone, Liberty Media’s largest shareholder, could exercise decisive influence over Liberty Global. In particular, the Commission assessed whether Mr. John Malone controls both Liberty Media and Liberty Global and, if that were to be the case, whether the transaction would raise competition concerns because of the activities of Liberty Global as a broadcaster in Belgium, Ireland and the Netherlands. However, the Commission concluded that Mr. John Malone does not exercise decisive influence over Liberty Global and that, even if that were to be the case, the link between MotoGP and the activities of Liberty Global created by the merger would not significantly impede effective competition.

The Commission therefore concluded that the proposed acquisition would not raise competition concerns in the EEA and cleared it unconditionally.

Companies and products

Liberty Media, headquartered in the US, owns interests in a broad range of media, sports and entertainment businesses, including Formula 1. Formula 1 holds the exclusive commercial rights to the FIA Formula One World Championship, a motorcar race-based competition.

Dorna, headquartered in Spain, is an international sports management, media and marketing company that holds the commercial rights for MotoGP as well as for other motorcycle racing championships.

Merger control rules and procedure

The transaction was notified to the Commission on 14 November 2024. On 19 December 2024, the Commission launched an in-depth investigation.

The Commission has the duty to assess mergers and acquisitions involving companies with a turnover above certain thresholds (see Article 1 of the EU Merger Regulation) and to prevent concentrations that would significantly impede effective competition in the European Economic Area or any substantial part of it.

The vast majority of notified mergers do not pose competition problems and are cleared after a routine review. From the moment a transaction is notified, the Commission generally has 25 working days to decide whether to grant approval (Phase I) or to start an in-depth investigation (Phase II).

More information will be available on the Commission’s competition website, in the public case register under the case number M.11539.