Starting Monday, Bell Media appears before the Canadian Radio-television and Telecommunications Commission in a second attempt to convince it to approve its acquisition of Astral Media Inc.
The burden is on the applicant to convince the commission that this change of ownership is good for the broadcasting system. And since the CRTC has already rejected this acquisition once, it's even more pressing for Bell to present a solid case this time.
So with that in mind, here are (in my opinion) the greatest challenges Bell will have to face to get this new deal through:
1. Stay humble: Nothing says "this company is too big" more than a supreme sense of arrogance. Many times during the first hearing last fall, Bell gave the impression not only that it knew better than its competitors, but even that it knew better than the commission. Whether real or not, that impression doesn't sit well and perpetuates the idea that Bell getting any bigger is a very bad idea. Bell needs to come to the table believing that its proposal does more to benefit everyone than it does to benefit Bell, and not hesitate to answer the commission's questions fully and honestly.
2. Explain its dealings with competing cable companies: Bell's acquisition has come under a lot of opposition from just about everyone who provides cable TV service in Canada, with the exception of Shaw. Videotron, Rogers, Cogeco, Eastlink, Telus, the Canadian Cable Systems Alliance and small independent cable companies have remarkably similar stories about how Bell is already using its power over programming rights to strong-arm them into abusive contracts over carriage and deny them mobile and other non-linear rights. Bell's answer to this last time was that (a) its competitors are trying to re-argue a case that was arbitrated by the CRTC and has since been dealt with, that (b) the CRTC's vertical integration rules and arbitration process already protect against abuses in these kinds of deals, and if Bell was truly being abusive the CRTC would step in under those rules, and that (c) it's in Bell's interests to distribute its content as widely as possible and get deals done with competitors.
The first two points are valid, and it's true that this issue isn't directly relevant here. The third point is contradicted by the simple fact that Bell doesn't have content deals for mobile and other platforms with its major competitors. Bell's explanation for this, that its competitors have decided to conspire against it in order to make Bell look bad in front of the CRTC so they can gain a competitive advantage, sounds too far-fetched to make sense.
Even though they might not be directly relevant to this case, Bell's troubled dealings with major competitors contributes to the impression that they're already too big. Bell needs to reassure the CRTC that its relationships with its competitors are not one-sided, even if it means re-arguing these disputes.
3. Articulate a solid plan for programming: Bell was criticized the first time around for not having much solid to offer Canadians on the air, besides its tangible benefits package. This time around, there are some improvements, but Bell needs to sell them more. There's the new Investigation channel it's proposed, but cable channels are money-makers. There's its plan to reserve space on pop stations for emerging artists, but rather than reserving 25% of its total airtime, it's reserving 25% of its CanCon songs (or 25% of French-language songs on French stations). On TV, it's promised to keep money-losing CTV Two stations running until 2016. That's not an insignificant pledge, but 2016 is only three years away. Bell needs to present a long-term plan that not only makes obvious improvements to the broadcasting system, but does so in a way that requires Astral as well.
4. Focus on the intangibles: Last year, after facing strong opposition from competitors and the public, Bell came to the CRTC with an updated proposal that significantly increased its tangible benefits package. Setting aside that the benefits package was still very self-serving, the throw-money-at-the-problem approach didn't impress the commission, and might have done more harm than good, reinforcing the impression that Bell thinks it can buy approval. Bell needs to show what it's done to improve the existing CTV assets, and explain how it can apply that to Astral's to make them better too (and better, of course, does not just mean more profitable).
5. Explain its radio divestment plan: The CRTC found that Bell's original plan for radio assets, to sell 10 radio stations that put Bell over the maximum limit in large markets, and to have those stations be a mix of those currently owned by Astral and those owned by Bell, looked like Bell was trying to trade up. When I looked at the stations, I came to a similar conclusion, with some exceptions. But Bell isn't changing its plan, and selling the same 10 radio stations. Bell has reassured me that its divestment plan is more complex than selling the lower-rated stations, but it will need to do a better job of selling this to the commission as the best plan for all stations involved, and for the competitiveness of their markets, if it expects approval. (It may have already done this — part of their plan was submitted confidentially to the CRTC — but it needs to sell this to the public too somehow.)