On 23 June, the European Commission (“Commission”), following a Phase II investigation, unconditionally approved the acquisition by Liberty Media Corporation (“Liberty Media”) of Dorna Sports, S.L. (“Dorna”) (Case M.11539, Liberty Media/Dorna Sports).1 The acquisition brings together Liberty Media’s Formula 1 business with Dorna’s motorcycle racing business, MotoGP, a combination which was abandoned back in 2006 in light of the Commission’s concerns at the time that it would lead to market power and reduction of competition including in a narrow market for the licensing of broadcasting rights to motorsports. Yesterday’s decision (“Decision”) demonstrates the Commission’s willingness to depart from precedent if there is convincing evidence that the markets have evolved, and reflects a more nuanced approach to defining the relevant market for assessment of a transaction’s likely impact on competition.
The Decision also constitutes a rare occurrence of the Commission granting unconditional approval following a Phase II merger control review. In the last decade,2 the Commission received 3,760 notifications and initiated 77 in-depth, Phase II investigations. Over the same period, only nine transactions were cleared unconditionally following Phase II.3
In reaching its decision, the Commission departed from the narrow product market definition in its 2006 decision Case M.4066 (CVC/SLEC), involving the same combination of businesses. In that case, the Commission’s Phase I approval for CVC’s acquisition of Formula 1 was conditioned on the divestment of MotoGP, given concerns that the Parties faced insufficient competition from other sports in the licensing of rights to broadcasters. While the Commission is not bound by past decisions,4 precedent nonetheless plays a crucial role in its decisional practice (as well as that of EU national competition authorities) and will generally be the starting point for the Commission’s assessment. The Decision, in line with some more recent cases involving the licensing of broadcasting rights to sports content, acknowledges that the relevant product market is broader than motorsports, and that Formula 1 and MotoGP compete with a broad array of sports content.
This outcome reflects the principles embedded in the Commission’s 2024 Revised Market Definition Notice5 including the guidance on the assessment of market definition and market power in differentiated markets. Critically, Liberty Media (and the feedback from the Commission’s market outreach) have demonstrated that, far from being close competitors, Formula 1 and MotoGP compete with a variety of sports. On this basis, the Commission has been able to confirm the absence of competition concerns in relation to the transaction.
This case highlights the continued importance of market definition as a starting point in EU merger control practice, as well as the need for businesses to factor in lengthy review periods—in particular when clearance hinges on a departure from the regulator’s prior decisional practice.
1 https://ec.europa.eu/commission/presscorner/detail/en/ip_25_1581
2 Between January 2015 and December 2024.
3 European Commission, Competition Policy: Statistics on Mergers cases (updated 2 June 2025), available at: https://competition-policy.ec.europa.eu/mergers/statistics_en.
4 Communication from the Commission – Commission Notice on the definition of the relevant market for the purposes of Union competition law, OJ C 2024/1645, 22 February 2024 (“Revised Market Definition Notice”), para. 14.
5 Including Liberty/Ziggo COMP M.7000, 4 April 2018
