CCS consults on the Proposed Acquisition by Times Publishing Limited of Penguin Random House Pte. Ltd. and Penguin Books Malaysia Sdn. Bhd.

20 January 2017

(View Media Release in PDF)

1.    The Competition Commission of Singapore (“CCS”) is conducting a public consultation from 20 January 2017 to 6 February 2017 to invite feedback on the proposed acquisition by Times Publishing Limited (“TPL”) of the entire issued and paid-up capital of Penguin Random House Pte. Ltd. and Penguin Books Malaysia Sdn. Bhd. (“the Penguin Group Companies”), and the entry into an exclusive distribution agreement by Penguin Group Companies with four publishers^[1] (the “Transaction”).

The Proposed Acquisition

2.    TPL has applied for a decision by CCS on whether the Transaction will infringe the prohibition in the Competition Act against anti-competitive merger if carried into effect.^[2]

3.    TPL is a wholly-owned subsidiary of Fraser and Neave (“F&N”) that provides publishing, printing, distribution and retail services worldwide through its subsidiaries. The Penguin Group Companies are wholly-owned subsidiaries of Penguin Random House Limited (“PRH”) that provide sales and marketing services for the international lists they represent.

4.    According to TPL:

a.    TPL (through Pansing and Pansing Malaysia) and the Penguin Group Companies overlap only in the provision of marketing and distribution of English-language trade books via physical platforms in Singapore and Malaysia.

b.    The relevant market for the Proposed Transaction is the intermediary market for marketing and distribution of English-language only print trade books via physical and online platforms globally;

c.    The relevant market is highly competitive, in view of the multitude of vertically-integrated publishers, independent distributors, online platforms and overseas manufacturers;

d.    Non-coordinated effects will also not arise in the provision of marketing and distribution of English-language trade books via physical platforms in Singapore as a result of the Proposed Transaction; and

e.    The characteristics of the relevant market preclude the possibility of anti-competitive coordinated effects.

Public Consultation

5.    More information on the public consultation can be accessed and downloaded from the CCS website under the section “Public Register and Consultation”. The closing date for submissions is on 6 February 2017. If the submission or correspondence contains confidential information, please also provide CCS with a non-confidential version of the submission or correspondence.

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