T-Mobile/Sprint critics seek fines after the carriers closed the deal without California Public Utilities Commission approval. Fine applicants for violating Section 854 of PUC code, which gives the commission authority over transfers, said The Utility Reform Network and Greenlining Institute. Don’t let closing early “stand without consequence,” and don’t remove proposed conditions, they said. Intervenors’ efforts to add 40 conditions ignore CPUC “jurisdictional limitations over wireless transfers,” the companies replied: They're "generally infeasible, unsupported by the record, anti-competitive, unfair, unduly onerous, and inappropriate to the extent they go beyond the voluntary commitments.” The California commission isn’t preempted by the FCC to review the wireless deal, said the CPUC Public Advocates Office. The CPUC has “full discretion and authority to approve or deny a wireless merger,” and lawfully may impose jobs conditions, Communications Workers of America replied. CWA protested Sprint’s advice letter relinquishing its wireline certificate, saying it should file a formal application. PAO earlier sought the same (see 2004080029). Parties held phone calls with CPUC President Marybel Batjer's office before the commissioners’ vote scheduled this Thursday, disclosed CWA, Greenlining, PAO and others. Commissioner Liane Randolph’s office called the combining companies April 2, her office said.

Sony America will pay $400 million for 5% of Bilibili, the Chinese online entertainment platform, said Sony’s Japanese parent Thursday. Bilibili built a “strong user following” among Chinese Gen Z consumers 30 and younger who are “driving consumption of online entertainment,” said Sony. The buy is in keeping with Sony’s strategy of emphasizing China as “a key strategic region in the entertainment business,” it said. They agreed to “pursue collaboration opportunities” in animation content and mobile game apps. Bilibili CEO Rui Chen said the agreements come as "we increase our domestic stronghold in animation and mobile games." Bilibili, based in Shanghai, reported $288.4 million in 2019 revenue, a 74% increase.

Antitrust head Makan Delrahim said DOJ is considering next steps after U.S. District Judge Leonard Stark of Wilmington, Delaware, rejected its complaint that Sabre's purchase of online airfare booking services firm Farelogix would violate the Clayton Act. In the opinion entered Wednesday (docket 19-cv-01548), Stark said the deal wouldn't increase pricing or deter innovation, and DOJ failed to define a proper relevant market. He said he found the department's economic expert unpersuasive, seemingly not knowing much about the airline booking industry, and said the DOJ didn't prove it was entitled to a presumption of competitive harm. Delrahim said the agency is "disappointed."

T-Mobile and Sprint will wait to combine California operations until the California Public Utilities Commission finalizes a proposed OK at its April 16 meeting, company officials told the agency. CEO Mike Sievert and other T-Mobile officials teleconferenced Thursday with Commissioner Cliff Rechtschaffen, who's assigned to the deal review, T-Mobile said in a Wednesday filing in docket A.18-07-011. Last Thursday and Friday, Sprint and T-Mobile officials not including Sievert called aides to Commissioners Liane Randolph, Martha Guzman Aceves and Genevieve Shiroma. The carriers said "just a few key conditions needed to change," including ones on back-up power, CalSpeed testing, extending buildout requirements to 2030, maintaining the LTE network through decommissioning and in-home broadband. The carriers are committed to state LifeLine and Boost Mobile low-income pilot. The deal will support broadband that the COVID-19 pandemic showed is critically important, the California Emerging Technology Fund told aides to Randolph in a Tuesday call, CETF disclosed Wednesday. California public advocates protested Sprint's trying to give up its wireline certificate by advice letter, one of two legal moves that laid the foundation for T-Mobile to close its Sprint buy without CPUC approval (see 2004010069). Sprint must file a formal application; and the requested relief is “unjust, unreasonable, and/or discriminatory,” the CPUC Public Advocates Office wrote. The acquiree didn't address the status of its California customers “and how the technology transition was noticed, the fact that Sprint’s legal interpretation ignores the current status of state law regarding VoIP service,” and implications for T-Mobile/Sprint. Sprint didn't comment now.

ViacomCBS bought a 49% stake in Miramax, with beIN Media Group retaining its 51% stake, it said Friday. The price was $150 million at closing plus a $225 million commitment over the next five years toward new film and TV production and working capital, it said. The acquirer's Paramount Pictures gets an exclusive distribution agreement for Miramax's film library and first-look agreement to develop, produce, finance and distribute film and TV projects based on Miramax intellectual property.

FuboTV and FaceBank Group closed on their deal (see 2003230065), with the combined company led as planned by fuboTV CEO David Gandler and doing business as fuboTV, they said Thursday.

Litigation may be next for T-Mobile and the California Public Utilities Commission, after the carrier closed on buying Sprint without OK (see 2004010069). Assigned Commissioner Cliff Rechtschaffen ruled Wednesday that T-Mobile and Sprint may not combine California operations until after the PUC issues a final decision. Both carriers “have California subsidiaries that are public utility telephone corporations under state law, and subject to the jurisdiction of this agency,” so merging California operations needs commission OK, the commissioner wrote in docket A.18-07-011. T-Mobile didn’t comment Thursday. Litigation is certain, blogged Tellus Venture Associates President Steve Blum, predicting the carriers will ignore the order. “T-Mobile says its mobile business isn’t governed by California law. Rechtschaffen says it is, and it’s a good bet his fellow commissioners agree.” The agency “could sue to enforce its claimed jurisdiction over wireless mergers,” American Enterprise Institute Daniel Lyons blogged Thursday. “Even if it won, it would be difficult to unwind the merger.” Stakes “may be higher than simply California’s ability to attach conditions to the deal,” he said. “Other states may be satisfied with the law’s present ambiguity and have reason to fear a court battle that might limit state authority further.” Communications Workers of America slammed closing early, commenting to seek conditions to preserve jobs, current pay levels and employee rights. The California Emerging Technology Fund mostly supported the CPUC’s proposed conditional OK, asking the commission make the carriers' commitments to CETF enforceable and scale back some new proposed conditions. Proposed conditions aren’t enforceable and don’t mitigate anti-competitive effects, commented CPUC’s Public Advocates Office. They don’t protect universal service, said The Utility Reform Network. The deal would harm communities of color, said the Greenlining Institute.

Antitrust agencies won't challenge what Comcast told us is a joint venture with AT&T's Warner Brothers. The FTC released early termination notices Tuesday for purchase of NewCo (see here and here). AT&T early this year announced the JV of its Warner Brothers Home Entertainment with Comcast's Universal Pictures Home Entertainment to distribute DVDs in North America for new releases, library titles and TV content.

Sprint majority owner SoftBank may sell part of its stake in T-Mobile to raise $41 billion to repurchase shares, but doing so would be a mistake, New Street’s Jonathan Chaplin wrote investors Friday. The agreement between SoftBank and Deutsche Telekom limits the Japanese company’s ability to sell the stake for four years, without DT approval, but DT would likely be a willing buyer, the analyst said. SoftBank "would be making a mistake if they sell any of their new T-Mobile stake now,” Chaplin said: “We believe the asset will triple in value over the next five years, becoming one of the most valuable communications infrastructure assets on the planet.” SoftBank didn't comment.

The FTC and DOJ will resume processing antitrust early termination notices Monday, the commission said Friday. The agencies suspended Hart-Scott-Rodino Act early termination processing March 13 due to COVID-19 (see 2003180013). The processing will resume “as time and resources allow,” the FTC said.