Omnicom is one step closer to closing its $13.5 billion acquisition of Interpublic Group, after the Federal Trade Commission (FTC) approved a consent decree on Monday that bars the combined entity from engaging in politically motivated ad boycotts.
The FTC approved the proposed consent order in a bid to “prevent potential anticompetitive coordination by Omnicom … in negotiations with media publishers over conditions such as pricing, ad placement, and sponsorships, as well as helping execute advertisers’ ad campaigns,” according to a press release.
The restriction bars Omnicom from withholding ad dollars from publishers—such as social or news platforms—based on their political views, unless by explicit client request. The order does not restrict individual advertisers from choosing where their ads appear, but prohibits Omnicom from steering spend based on a publisher’s political or ideological stance.
“Websites and other publications that rely on advertising are critical to the flow of our nation’s commerce and communication,” said Daniel Guarnera, director of the FTC’s Bureau of Competition, in a statement. “Coordination among advertising agencies to suppress advertising spending on publications with disfavored political or ideological viewpoints threatens to distort not only competition between ad agencies, but also public discussion and debate. The FTC’s action today prevents unlawful coordination that targets specific political or ideological viewpoints while preserving individual advertisers’ ability to choose where their ads are placed.”
In a joint statement from Omnicom and IPG, CEO John Wren said the companies were “delighted” the deal had cleared “this significant regulatory hurdle,” calling it an important step toward “creating a new era” of marketing solutions.
IPG CEO Philippe Krakowsky added that the merger would combine “deep pools of talent, complementary capabilities, and geographic strengths” to “meet the evolving needs of clients in a consumer and media landscape being transformed by technology and data.”
The consent order follows a months-long investigation by the FTC, including a rare second request for information in March, which typically signals deeper antitrust scrutiny. According to the FTC’s own data, three-quarters of mergers subject to a second request are either abandoned or restructured. At the time, Omnicom characterized the request as “a standard part of the regulatory process.”
