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`UNITED STATES DISTRICT COURT
`FOR THE DISTRICT OF COLUMBIA
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`Civil Action No. 21-2886-FYP
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`UNITED STATES OF AMERICA,
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`Plaintiff,
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`v.
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`BERTELSMANN SE & CO. KGaA,
`PENGUIN RANDOM HOUSE, LLC,
`VIACOMCBS, INC., and
`SIMON & SCHUSTER, INC.,
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`Defendants.
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`ORDER
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`This matter comes before the Court after a trial on the merits in the United States’ suit to
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`enjoin the merger of Penguin Random House, LLC, and Simon & Schuster, Inc., under Section 7
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`of the Clayton Act. See 15 U.S.C. § 18. Upon review of the extensive record and careful
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`consideration of the parties’ arguments, the Court finds that the United States has shown that
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`“the effect of [the proposed merger] may be substantially to lessen competition” in the market
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`for the U.S. publishing rights to anticipated top-selling books. See id. Accordingly, judgment
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`shall be entered in favor of the Plaintiff and the merger shall be enjoined.
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`The Court’s reasoning is set forth in the accompanying Memorandum Opinion, which is
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`issued under seal because it contains “confidential information” and/or “highly confidential
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`information,” as defined in the Stipulated Protective Order, see ECF No. 38. The parties shall
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`meet and confer and will jointly file proposed redactions to the Memorandum Opinion by
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`Case 1:21-cv-02886-FYP Document 191 Filed 10/31/22 Page 2 of 2
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`November 4, 2022. After considering the proposed redactions, the Court will issue a public
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`version of the Memorandum Opinion.
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`Accordingly, it is hereby ordered that:
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`1. Defendants are hereby enjoined and restrained from consummating the proposed merger,
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`or otherwise effecting a combination of Penguin Random House, LLC, and Simon &
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`Schuster, Inc.; and it is further ordered that
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`2. Defendants shall take any and all necessary steps to prevent any of their officers,
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`directors, domestic or foreign agents, divisions, subsidiaries, affiliates, partnerships, or
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`joint ventures from consummating, directly or indirectly, any such merger, or otherwise
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`effecting any combination of Penguin Random House, LLC, and Simon & Schuster, Inc.
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`3. On or before November 4, 2022, the parties shall meet and confer and jointly file
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`proposed redactions of “confidential information” and “highly confidential information”
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`as defined in the Stipulated Protective Order.
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`______________________________
`FLORENCE Y. PAN
`United States Circuit Judge
`(Sitting by designation in the United States
`District Court for the District of Columbia)
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`SO ORDERED.
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`Dated: October 31, 2022
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`2
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