The Federal Trade Commission proposed conditions on October 19 for Publicis Groupe's $2.2 billion acquisition of LiveRamp. The FTC said its proposal addresses the risk of reduced competition in U.S. advertising services. The agreement is open for public comment and has not become a final consent order.
Publicis plans to buy all of LiveRamp. Publicis operates media agencies and offers audience-data services through its Epsilon subsidiary. LiveRamp provides systems that move data used in digital advertising.
The FTC alleges that the combination would violate federal merger law. Its complaint says Publicis could restrict rivals' access to LiveRamp or use sensitive information about other agencies' clients to pressure those clients to move their business to Publicis.
Under the FTC's proposal, conditions would last five years and cover LiveRamp products and services sold separately. Publicis and LiveRamp would have to provide access and support on fair and reasonable terms without discriminating among customers. They could not weaken or delay that access.
The proposal also requires information barriers to prevent Publicis from accessing or using customer data and confidential business information obtained through those services. An independent auditor would check compliance at six-month intervals for two years after the acquisition closes, then annually over the following three years.
Customers could request audits of the data-protection, privacy and security obligations that apply to them. The proposed order prohibits retaliation against customers who raise compliance concerns with the FTC. It also provides for outside mediation of contractual disputes left unresolved for 30 days.
The commission voted 2-0 to issue its complaint and accept the agreement for public comment. The public has 30 days to respond, with filing instructions available on the FTC's docket.