FTC Antitrust Enforcement Blocks Anticompetitive Coordination in Global Advertising Merger

by Mark Xiao and Lily Holland

On June 25, 2025, the Federal Trade Commission (FTC) approved a merger between two of the largest advertising agencies, Omnicom and Interpublic, contingent upon their compliance with a proposed order. This antitrust enforcement order will “prevent Omnicom from engaging in collusion or coordination to direct advertising away from media publishers based on the publishers’ political or ideological viewpoints” (article).

Omnicom and Interpublic are two out of six major global advertising companies, holding the top third and fourth largest shares in the Media Buying Services market respectively. These companies represent advertisers in media publisher negotiations, such as pricing and ad placement on television shows, websites, radio, and printing services. If the Big Six were to turn into the Big Five, the market they operate in would become more concentrated and naturally encourage anticompetitive conduct.

What specific anticompetitive risks did the FTC identify in this advertising industry merger?

The decrease from six notable competitors to five reduces options for consumers and publishers, as well as provides fewer impediments in placing advertisements and monitoring competition. The FTC also recognizes that large mergers within specific markets can significantly reduce competition by increasing the possibility and ease of coordination between those who hold the most influence, inviting anticompetitive conduct.

While mergers don’t 100% of the time result in increased collusion, those that “create an appreciable danger of collusive practices in the future” are prohibited (Section 7, Clayton Act), as increased coordination can provide large shareholders with the ability to direct advertising away from certain publishers based on ideologies, viewpoints, or political standing. In evaluating the risk of certain mergers, history of collusion is a factor that is often considered.  This specific complaint alleges a history of collaboration between agencies attempting to drive advertisement revenue away from targeted news and media outlets.

The Agreement

The FTC has decided to allow this advertising industry merger under the conditions set forth in a proposed order. This order is aimed at restricting coordination that would target or suppress advertising and spending on publications with unaligned political or ideological beliefs. While this order would be a viable move for any merger in a market with such big players, it is especially significant here as the Big Six are alleged to have a history of collaboration on decisions such as not advertising certain websites or publishers.

Collaboration efforts such as these could have a detrimental effect on boycotted publishers, reducing revenue for advertisements and forcing a cutback on content they are able to offer their audience. This new order will “eliminate Omnicom’s ability to deny advertising dollars to media publishers based on their political or ideological viewpoint, except at the express and individualized direction of Omnicom’s advertiser customers.”

In order to monitor compliance with this proposal, the FTC has required annual compliance reports and cooperation with related investigations.  The public will have 30 days to submit comments on the proposed consent agreement package. Instructions for filing comments appear on the docket. Once processed, they will be posted on Regulations.gov.

How does this case fit into broader U.S. and global antitrust enforcement efforts?

The increased scrutiny of consolidation in the digital marketing and data-driven advertising space reflects broader trends in antitrust enforcement, especially as the majority of advertising makes its transition to purely digital outreach and in-house advertising becomes more common. In a time when political ideologies and discussions are highly polarized, preventing media distortion may become a heavier influencing factor in determining the risk of antitrust moves in different markets.

Antitrust enforcement is a core area where Miller Shah LLP litigates and monitors developments impacting competition and consumer markets. If you have questions, please contact us at millershah.com.