Reuters reports that Universal Music Group is set to receive conditional approval from the European Commission for its proposed $775 million acquisition of Downtown Music Holdings.
The report on Tuesday (January 20) follows UMG’s December offer to divest Downtown’s Curve royalty accounting business to address the EC’s competition concerns about the transaction.
The news agency, citing people with ‘direct knowledge’ of the matter, reported that the EU antitrust watchdog has not demanded further concessions.
UMG declined to comment on today’s Reuters report.
The European Commission has until February 27, 2026, to reach a final decision on the proposed acquisition.
UMG’s Virgin Music Group announced the Downtown acquisition in December 2024.
The deal would see Universal acquire Downtown’s subsidiaries, including FUGA music distribution, CD Baby, and Songtrust publishing administration, while selling off Curve as a standalone business to an independent buyer.
The European Commission opened an in-depth Phase II investigation into the proposed acquisition in July 2025, following an initial 25-day Phase I review.
The regulator cited preliminary concerns that the transaction could allow UMG to reduce competition in the wholesale distribution market for recorded music in the European Economic Area by acquiring commercially sensitive data from rival record labels.
In November, the EC issued a Statement of Objections to UMG, formally escalating its investigation.
The Commission said it was concerned that UMG could gain access to commercially sensitive data stored and processed by Downtown’s Curve platform, and that such an information advantage would hamper rival labels’ ability to compete with Universal.
UMG submitted formal commitments to the EC on December 11, outlining a plan to sell Curve Royalty Systems as a standalone business to an independent buyer approved by the Commission.
A document outlining the remedies package, seen by MBW, committed UMG to divesting the entire Curve business, including all employees (except two retained engineers), customer contracts, and the Curve Platform software and related assets.
The divestiture aimed to address the EC’s primary competition concern about the transaction. In November, when the Commission issued its Statement of Objections, it said it was “concerned that UMG may have the ability and incentive to gain access to commercially sensitive data that is stored and processed by Downtown’s Curve.”
UMG told MBW in a statement last month that it had submitted “a robust remedy” to the EC to address its “only remaining concern”.
“Following constructive conversations with the European Commission, we have submitted a robust remedy that comprehensively addresses the Commission’s only remaining concern,” the company added.
“This deal is about offering independent music entrepreneurs access to world-class tools and support to help them succeed. We are confident that the Commission will recognize the benefits of the transaction for artists, labels, independent music, and fans in Europe, and clear the transaction swiftly.”
At the conclusion of a Phase II investigation, the Commission can clear the merger with or without conditions, or prohibit it entirely if competition concerns cannot be adequately addressed.
The deal has attracted fierce opposition from independent music organizations.
In July, over 200 people signed a letter objecting to the acquisition, including 20 employees from Beggars Group and Secretly Group companies, while a “100 Voices” campaign launched in October featuring testimonies from indie reps urged the EC to block the deal.
In December, IMPALA issued a statement in response to the news on Friday that the EC had extended the deadline to February 27, following UMG’s remedy proposal. IMPALA said that it is “repeating its calls on the regulator to prohibit the deal outright”Music Business Worldwide
