The Federal Trade Commission reported earlier this month that it will review Barnes &Noble's planned purchase of the Ingram Book Group as well as B&N's sale of a 50% stake in barnesandnoble.com to Bertelsmann. While the review of the Ingram acquisition was expected, the FTC's announcement that it will also examine the Bertelsmann deal came as a surprise, especially given the fact that the transaction already has been completed.
An attorney familiar with the approval process for mergers and acquisitions said it is somewhat unusual for the FTC to review a deal that has already closed. He speculated that the government decided to take a look at the barnesandnoble.com deal once B&N's purchase of Ingram brought the issue of vertical integration to the fore. According to the attorney, "The FTC will be looking to see if the deals result in injury to competition."
Commenting on the FTC review of the B&N.com/Bertelsmann joint venture, a spokesperson for B&N said the commission "has the right to review any transaction it wants, but we are confident we are on solid ground."American Booksellers Association chief operating officer Oren Teicher told PW the organization was "hopeful and optimistic" that the B&N/Ingram deal "will receive a thorough review."