PRESS RELEASE

Antitrust: green light for joint venture between Feltrinelli and Messaggerie
in the book distribution market
with measures to protect small and medium-sized publishers

The Italian Competition Authority (AGCM) has decided to authorise the establishment of a joint venture jointly controlled by the Messaggerie and Feltrinelli groups in the book distribution market, while subjecting it to measures to strip it of any anti-competitive effects with regard to small and medium-sized publishers. The operation concerns the two main operators at the national level in the book distribution market on behalf of third-party publishers. Consequently, the agreement will eliminate the competitive pressure which the two parties exert reciprocally upon each other.

At the conclusion of its investigation, the AGCM ascertained that the future joint venture will hold a dominant position in the “non-academic” book distribution market on behalf of third-party publishers and that the notified operation would have been liable to produce unilateral effects on small and medium-sized independent publishers, who would have had significantly less bargaining power with the new entity and, in the absence of measures decided by the Authority, would have been exposed to the risk of termination of existing contracts, of indiscriminate refusals to bargain or a worsening of economic and contractual conditions applied.

For these reasons, the Board has decided to make the operation conditional upon the implementation of effective, proportionate corrective measures in order to resolve critical aspects regarding competition which emerged by guaranteeing the following measures until 31 December 2015: for small and medium-sized publishers already distributed by Messaggerie Libri or PDE, the continuation of existing contractual relations and the stability of economic and contractual terms and conditions agreed, and for small and medium-sized publishers not currently distributed by the two operators the possibility of establishing a contractual relationship at equivalent conditions to those applied to publishers with comparable characteristics.

Specifically, the joint venture will not be able to terminate, or will be obliged to extend, the contracts which Messaggerie Libri and PDE have with small and medium-sized publishers – identified with reference to a maximum turnover threshold – until 31 December 2016 and will not be able to modify in peius contractual conditions currently applied. With regard to medium-sized and small independent publishers not distributed by the Messaggerie and Feltrinelli groups, the new entity will be obliged to offer, if requested, a distribution contract at conditions equivalent   to those applied to customers of Messaggerie Libri with the most similar characteristics to the requesting publishers. Compliance with the requirements imposed will be closely monitored by the Competition Authority.

Rome, 05 December 2014