Opening Statement of Sen. Herb Kohl (D-WI).
Re: Senate Antitrust Subcommittee hearing on S 467 IS, the Antitrust Merger Review Act.
Date: April 13, 1999.
Source: Senate Judiciary Committee.

Statement of Senator Herb Kohl
Hearing on the Antitrust Merger Review Act
Tuesday, April 13, 1999 at 10 a.m.

Thank you, Mr. Chairman. I’m glad to be here today with you and our witnesses as we talk about how to speed up -- and bring more certainty to -- the merger review process at the FCC.

Our bill -- the “Antitrust Merger Review Act” -- is simple, effective and straightforward. It sets reasonable time limits for the FCC to follow when it is reviewing license transfers. In other words, our bill says to the FCC: Approve the deal, reject the deal, or apply conditions. But do it quickly, and don’t sit on it.

Let me explain why this measure is necessary. Companies, their employees, and their customers have all too often been at the mercy of a time-consuming merger review process in which the two lead agencies -- the DOJ and FCC -- act in sequence, not in tandem.

That just doesn’t make sense. Instead, we ought to place reasonable time limits on reviewing these deals. Because companies need to get on with their business, and employees and consumers need to get on with their lives.

Applying a date certain for FCC action is hardly unreasonable. The DOJ and the FTC both have deadlines under the Hart-Scott-Rodino laws -- and the Federal Energy Regulatory Commission, which reviews complicated utility company mergers, imposes its own 150-day deadline on most deals -- so there’s no compelling reason that the FCC should not have a deadline as well.

In fact, there are some very good reasons why we should place a “shot clock” on the Commission. They take too long to review these mergers, just as they often take too much time to review other matters.

For example, it took the FCC 16 months to rule on Bell Atlantic/NYNEX. And as we will learn from one of our witnesses today, on the smaller deals -- those without major competitive problems -- the FCC also sometimes drags its feet. Take, for example, the attempts of Cumulus Media to acquire a handful of radio stations in Florence, South Carolina. It took more than one year -- one year -- to complete that deal, even though the value of the acquisition was well below the $15 million Hart-Scott-Rodino threshold and nobody opposed it. That is not only wrong, it’s unacceptable.

Now, two weeks ago the FCC proposed a “collaboration” with SBC and Ameritech, presumably to establish conditions for approving this merger. That’s fine, and we agree with the issues the Commission has identified. But the Commission waited until 10 months after this merger was announced to take this step – hardly a self-imposed attempt to act expeditiously.

To be sure, unlike many in Congress, we do not seek to substantively change the FCC’s ability to review mergers with a “public interest” test. And I believe that, from both a public interest and antitrust perspective, some proposed mergers ought to be rejected, and the huge wave of telecom and Internet mergers creates some concern.

But one thing is perfectly clear: There is across-the-board support for bringing more speed and certainty to this process, and we look forward to working with our witnesses, including my friend Richard Weening of Milwaukee, Wisconsin, to do just that -- and move toward our common goal of streamlining the merger review process.

Mr. Chairman, let me make a few additional points. Clearly, it is not our intention to slow down the review of smaller mergers that don’t meet the so-called “filing thresholds” under Hart-Scott-Rodino by applying a timeline only to the larger ones that do. So my inclination is to amend our bill when we mark it up in Subcommittee later this month to ensure that it applies to all FCC mergers, big and small.

Second, it’s no secret that Congress is in the process of rethinking the Hart-Scott-Rodino filing thresholds, which have not been changed in more than 20 years since the measure was enacted. We have to do it “right,” of course, but some updating clearly is in order. Senator DeWine and I are committed to giving this the attention it deserves and working with other interested members, like Chairman Hatch, but we haven’t yet decided whether to make our measure the vehicle for doing so when we mark it up later this month.

Finally, let me thank our witnesses in advance for their valuable testimony today and tell you how much I look forward to working with them to improve the merger review process at the FCC.