FTC Approves $13.5 Billion Ad Merger with Conditions on Political Bias

The all-Republican Federal Trade Commission (FTC) has approved a $13.5 billion merger in the advertising sector, contingent upon a ban that prevents steering ad dollars away from platforms or publishers based on political or ideological viewpoints. This order, which was reported by The New York Times earlier this month, aims to restrict ad giant Omnicom from avoiding platforms like X based on their political stances without explicit direction from its advertiser clients. This decision follows controversies surrounding X, which faced backlash after placing ads next to pro-Nazi content.

On Monday, the FTC announced terms that it claims would “resolve antitrust concerns” regarding Omnicom’s acquisition of Interpublic Group, identified as the third and fourth largest media buying advertising agencies in the United States. Under the proposed terms, the newly merged entity would be prohibited from directing or denying advertisers’ spending on any platform based on the political or ideological views of that website or the content alongside which the ads may appear. However, advertisers collaborating with Omnicom can still request that the media buying agency avoid specific publishers based on political viewpoints.

The FTC typically imposes conditions on companies seeking to merge through consent orders to mitigate anticompetitive effects. However, this particular provision addresses specific complaints raised by congressional Republicans and former Twitter CEO Elon Musk. Musk’s company, X, alleged that advertisers engaged in an “illegal boycott” by withdrawing ads from the platform following reports on far-right content and Musk’s own promotion of of antisemitic conspiracies. The FTC is currently investigating the news outlet Media Matters for encouraging advertisers to withdraw from X; Media Matters sued in response today.

One of Musk’s primary targets has been the Global Alliance for Responsible Media (GARM), a voluntary initiative organized by the World Federation of Advertisers aimed at helping companies avoid advertising against illegal or otherwise harmful non-“brand safe” content. GARM disbanded due to limited resources following the antitrust suit initiated by X.

The FTC mentions GARM in its complaint against the Omnicom merger, indicating that allowing two major companies to merge could have a similar detrimental impact. The complaint states, “With one fewer major competitor in the Media Buying Services industry as a result of the Acquisition, the remaining competitors have fewer impediments to coordinating the placement of advertisements, monitoring one another, and punishing one another for taking actions that harm them collectively.”

The Supreme Court has previously protected the right to boycott. In a statement, Republican Chair Andrew Ferguson asserted that the provision would not infringe upon advertisers’ First Amendment rights. Ferguson stated, “The decree goes to great lengths to avoid interfering with the free, regular course of business between marketing firms and their customers. Omnicom-IPG may choose with whom it does business and follow any lawful instruction from its customers as to where and how to advertise. No one will be forced to have their brand or their ads appear in venues and among content they do not wish.”

However, the order stipulates that Omnicom cannot maintain any policy that “declines to deal with Advertisers based on political or ideological viewpoints” or “directs Advertisers’ advertising spend based on the Media Publisher’s political or ideological viewpoints.”

The proposed order received approval from Ferguson and Commissioner Melissa Holyoak, while Commissioner Mark Meador recused himself from the matter. Former President Donald Trump previously attempted to fire the agency’s two Democratic commissioners and has not yet nominated new commissioners, leaving the typically bipartisan five-member agency under the control of three Republicans.