On 27 June 2025, the Dutch Authority for Consumers and Markets (ACM) announced that it had conditionally cleared the acquisition of media company RTL Nederland (RTL) by its Belgium-based competitor DPG Media (DPG) following an in-depth investigation. This case serves as a blueprint for how competition authorities may incorporate media pluralism considerations into their assessment of concentrations in the sector. First up will be the proposed merger of the written French-language press activities of Rossel and IPM in Belgium. Furthermore, the Dutch case reflects significant developments in the remedies that can be imposed in media sector mergers.

Decision of ACM

The transaction was notified to the ACM on 7 February 2024. On 17 May 2024, the ACM reached the conclusion that an in-depth Phase II investigation would be necessary because the ACM anticipated adverse effects on (i) the quantity, quality, and plurality in the supply of online and offline news; (ii) competition for advertising; (iii) DPG’s bargaining position vis-à-vis the ANP news agency; and (iv) DPG’s buying power of the services offered by both employed and free-lance journalists.

During its year-long review, the ACM focused primarily on the supply of news and concluded that the “three-to-two” merger in the segment of free online news within the broader online news market raised significant concerns, specifically because of the effect of the proposed transaction on media plurality and opinion power. The ACM defined media plurality as the ability to access a variety of media services and media content reflecting a diversity of opinions, voices, and analyses. For its part, opinion power was defined as the degree of influence on the forming of a collective opinion.

The ACM found that the reduced competitive pressure between the parties post-merger would likely lead to lower investment in news quality and weaker competition on factors such as speed and depth of reporting, ultimately harming media plurality. In addition, the proposed concentration was expected to increase the risk that the parties could be subjected to political or commercial influence over news content, further undermining quality and plurality. In this regard, the ACM assessed the influence of the parties on public opinion, noting that the possibility of and incentive for such influence depend on the extent of that opinion power. Finally, DPG’s access to RTL’s data raised concerns that a dominant data position would limit the diversity of the news offerings through over-personalised content.

In order to address the ACM’s concerns, the parties proposed a package of structural remedies whose terms are set to remain in place indefinitely, even if DPG itself is acquired in the future. The package has the following features:

• Independent foundations will take stakes in RTL Nieuws and NU.nl, equipped with veto powers over decisions such as hiring and firing of the editor-in-chief and changes to the mission or identity of the two news outlets.
• The Democracy & Media Foundation, an organisation supporting pluriform journalistic media, will have expanded shareholder rights within DPG to prevent the sale or closure of national news brands without the Foundation’s consent.
• RTL Nieuws and NU.nl will remain freely accessible and continue to operate independently, each maintaining its own newsroom with no possibility of content sharing between them.
• DPG will strengthen editorial independence across its news brands through tightened charters and binding procedures for editorial budget disputes.
• DPG will develop a DPG Media Charter requiring all directors, supervisors, and shareholders to commit to upholding editorial independence and media diversity and
• RTL will be subject to oversight by the Dutch Media Authority

Key Takeaways

This decision comes amid an evolving agenda at the European Union and national level to incorporate media plurality considerations into merger control assessments. Tellingly, Article 21 of the Merger Control Regulation, which dates back to 2004, categorises the plurality of the media as a legitimate Member State interest which falls outside the scope of the competition rules and for which Member States can take protective measures even in cases in which the competition review is the exclusive purview of the European Commission.

At the same time, the EU legislators have adopted the European Media Freedom Act, which will fully apply on 8 August 2025 and creates a regulatory framework that allows for evaluating media mergers based on their impact on media pluralism and editorial independence. Furthermore, the European Commission is currently consulting on the revision of its merger guidelines, explicitly questioning whether the effects of transactions on media plurality are given adequate weight during merger reviews. Against this backdrop, the ACM has shown how concepts such as media plurality and opinion power can be made part and parcel of a merger assessment.

Belgium

The proposed merger between the written French-language press activities of Rossel and IPM offer a first test-case for the application of these principles. The transaction is understood to be under review by the Belgian Competition Authority in informal merger prenotification discussions. What until a few years ago would have seemed to be an impossible-to-clear “two-to-one” concentration in specific markets, may now stand a chance of being authorised if the parties are able to implement rules that guarantee media plurality and editorial independence for the remaining journalists. This may be the only way forward to allow the parties to face the onslaught brought about by artificial intelligence, the dominance of online advertising by a limited group of US firms, and the seemingly irreversible shifts in consumption patterns away from traditional media and news offerings.