Universal Music Submits ‘Robust Remedy,’ Addressing the European Commission’s ‘Only Remaining Concern,’ Amid Downtown Acquisition Review

universal music s acquisition proposal

Several major developments have unfolded in Universal Music Group‘s quest to acquire Downtown, as the music giant recently proposed selling its Curve platform to address competition concerns raised by European regulators. The divestment offer, submitted in mid-December 2025, aims to preserve third-party access to royalty services amid fears that the combined firm could control critical royalty-processing infrastructure essential to the music industry ecosystem.

UMG offers to divest Curve platform to ease regulatory concerns in Downtown acquisition, safeguarding access to critical royalty infrastructure.

The European Commission, which launched an in-depth investigation on July 22, 2025, had previously issued a Statement of Objections highlighting potential competition risks in markets for music rights acquisition and related services. Regulators expressed particular concern that the transaction could enable foreclosure of rivals and eliminate an important competitor, potentially harming cultural diversity and market participants throughout the digital music value chain.

UMG’s proposed remedy strategically targets what the company characterized as the Commission’s “only remaining concern” – potential vertical overlaps between UMG/Virgin Music Group and Downtown’s rights-management capabilities. The structural divestiture of Curve, a royalty accounting and payments platform used by rights-holders and distributors, was chosen over behavioral commitments to provide long-term competitive assurance in the marketplace.

Independent labels and various industry stakeholders had urged regulators to block the deal outright, citing risks to competition and diversity in the music sector. The proposed $775 million acquisition has faced significant opposition from these independent labels who fear market imbalance.

In response to the remedy proposal, the Commission has invited feedback from rivals, distributors, and customers to evaluate whether the Curve divestment adequately addresses both vertical and horizontal competition concerns. The acquisition raises questions about how collecting societies would interact with the merged entity given their crucial role in rights management and royalty distribution for creators. Independent artists also worry about potential impacts on their ability to claim and manage artist profiles across streaming platforms, a critical component of music promotion and analytics in the digital landscape.

A final decision from the European Commission is expected by February 27, 2026, following thorough assessment of market reactions to the proposed remedy. The regulator’s evaluation will determine whether selling the Curve platform sufficiently mitigates competition risks by ensuring downstream competitors retain viable access to essential royalty-management infrastructure, or if additional remedies might be required to secure regulatory approval for UMG’s acquisition of Downtown.

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