UMG Proposes Curve Divestiture to Secure EU Sign-Off on Downtown Deal

According to Music Business Worldwide (MBW), Universal Music Group (UMG) is proposing to sell off Downtown’s Curve royalty accounting business to alleviate the European Commission’s competition concerns around its $775 million acquisition of Downtown Music Holdings.

In a nutshell:

• As per MBW, UMG would “divest the entire Curve business, including all employees (except two retained engineers), customer contracts, and the Curve Platform software and related assets” to an independent party approved by the Commission.

• UMG has proposed it would “retain a duplicate copy” of the Curve platform software, albeit a “sanitized” version that contains “no data from Curve’s standalone customers or shared customers who choose to remain with Curve under its new owner.”

• There would be no reciprocal access to data or customer information between the two versions, and each would remain segregated from the other.

• Existing customers who use Curve alongside Downtown’s distribution, publishing or neighboring rights services would be informed that they will automatically “transition to receiving their royalty-accounting services from Curve under the Purchaser’s ownership,” unless they opt to use Downtown’s new service instead.

• UMG’s proposal also includes safeguards ensuring Curve’s viability during the sale process, as per MBW.

IMPALA’s response:

• In a statement the industry body said: “The EC must take a permanent structural approach, such as blocking outright, or divestments of all the businesses whose acquisition would cause concerns (anything less like behavioural remedies or partial divestments, would not eliminate the concerns).”

Deadline:

• The European Commission has until February 27, 2026, to make its final decision on the proposed acquisition.

What they said:

• A UMG spokesperson: “Following constructive conversations with the European Commission, we have submitted a robust remedy that comprehensively addresses the Commission’s only remaining concern. 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.”

• Helen Smith, IMPALA's Executive Chair: “We look to the Commission to apply logic in its assessment of both its findings and any proposed remedies and extend where required. There is no presumption in favor of the merging parties and there is time to assess these issues properly. We are continuing our discussions with the European Commission as an interested third party to ensure that we reach a sound conclusion in the interests of the whole market and which stands up to scrutiny.”