20-3 The Association of Independent Commercial Producers, Inc. (“AICP”)

U.S. DEPARTMENT OF JUSTICE
Antitrust Division
MAKAN DELRAHIM
Assistant Attorney General
RFK Main Justice Building
950 Pennsylvania Avenue, N..W.
Washington, D.C. 20530-000 I
(202)514-2401 / (202)616-2645 (Fax)
April 16, 2020
Robert L. Sacks
Kane Kessler, P.C.
666 Third Avenue
New York, NY 10017-4041
Re: The Association of Independent Commercial Producers Business
Review Request
Dear Mr. Sacks:
This letter responds to your request, made on behalf of the Association of
Independent Commercial Producers (“AICP”), for the issuance of a business review letter
pursuant to the Department of Justice’s Business Review Procedure, 28 C.F.R. § 50.6.
Specifically, you have requested a statement of the Department’s present enforcement
intentions with respect to the AICP’s proposal to develop and operate an online platform
that would allow advertisers to submit bid specifications for the purpose of soliciting and
reviewing bids from independent companies that produce and post-produce commercials
on various media platforms. Based on the information and representations you provided,
and for the reasons explained below, the Department does not presently intend to
challenge the operation of the proposed bidding platform.
I. Factual Background
All facts set forth in this section regarding the AICP, AICP Services, Inc. (“ASI”)
and the proposed bidding platform are based on your representations to the Department.
The AICP is a New York not-for-profit corporation. It is a trade association that
represents the interests of companies that produce and post-produce commercials on
various media platforms (e.g., broadcast and cable television, the Internet, and other
platforms) for advertisers and advertising agencies. AICP general members are
production and post-production companies. AICP associate members are companies that

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supply equipment and other services in the production and post-production processes.
ASI is a wholly-owned subsidiary of AICP. ASI is a Delaware for-profit corporation.
II. The Proposed Bidding Platform
ASI is developing and plans to operate a bidding platform that would allow
subscribers (primarily advertisers and advertising agencies) to solicit and receive bids
from production and post-production companies for commercial advertisements. The
AICP through ASI would own all of the equity interests in the proposed platform.
You have represented that the proposed bidding platform would work as follows:
a subscriber to the platform would initiate the bidding process by uploading to the
platform comprehensive bid specifications on which all bidders would base their bid
estimates. Each subscriber independently would set the terms for its bid specifications.
The bid specifications would include an outline of the various phases of production
comprising the commercial job, and, at the subscriber’s option, specific budget
parameters for the production. The subscriber independently would identify the bidders
to be invited to participate in the bidding process for the job. Once invited, the subscriber
would have the option to disclose to the approved bidders the identities of the other
bidders.
Each approved bidder would only be able to access the specifications relevant to
its proposed bid and each responsive bid would remain private to the bidder and the
subscriber. No bidder would be able to access another bidder’s submission and data.
Bidders’ submissions and data would not be aggregated, except for the sole purpose of
the subscriber’s review of the bid submissions. Once the bid process is completed, the
platform would allow the subscriber to compare and assess bids in a uniform format.
That would allow subscribers to award bids in an efficient manner. After the subscriber
has awarded a bid
, the subscriber retains access to only the winning bid’s data for analysis
and review. The bidding platform would not retain, collect, or aggregate any bidding
data. The bidder’s data only would be available to each specific bidder.
You represent that participation in the proposed bidding platform would be
voluntary and nonexclusive. The platform would be available on a nondiscriminatory
basis to AICP members and nonmembers. All subscribers and participating production
and post-production companies would be free to use other bidding platforms or to
compete with the proposed bidding platform either individually, or through other entities.

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III. Analysis of the Proposed Bidding Platform
The aggregation and exchange of price and other competitive information can
facilitate anticompetitive coordination among competitors. In this case, however, there
does not appear to be a substantial risk of that result because the proposed platform
would not be used to compile, communicate, or disseminate pricing, transactional, bid, or
other competitive information among subscribers, bidders, or third parties. ASI will
institute and maintain firewalls that would prevent participating subscribers, bidders, and
third parties from accessing nonpublic competitive information.
First, you have represented that any nonpublic information or bid specifications
that a subscriber uploads to the bidding platform would only be shared with or made
available to those entities that the subscriber has invited to participate in the bidding
process. The platform would not be used to facilitate communications among subscribers
or among bidders. The uploaded data would not be shared with other subscribers, other
bidders, AICP members, or any other third parties. Second, you have represented that
any bids submitted in response to a subscriber’s bid specification, including prices, data,
or other competitive information, would not be shared with other subscribers, other
bidders, AICP members, or any other third parties. Third, you have represented that
bidders would only be able to access or see their own bids. Finally, the ASI employees
who work with the proposed platform will be held to a strict standard of confidentiality.
Neither ASI nor the AICP will access, compile, aggregate, or use any subscriber
specification data or information or any bidding information or data submitted to the
platform.
You have also represented that for subscribers and bidders, participation in the
service will be nonexclusive. There will be no restrictions on the ability of a subscriber
or bidder to join or participate in competing services.
IV. Conclusion
Based on your representations and the documents and information submitted in
support of your request, the Department has no present intention to challenge the
operation of the AICP’s online bidding platform.
This letter expresses the Department’s current enforcement intention and is
predicated on the accuracy of the information that you have presented to us, as well as
any additional qualifications set forth in this letter.
This statement is made in accordance with the Department’s Business Review
Procedure, 28 C.F.R. § 50.6, and subject to the limitations and reservations of rights
therein. Pursuant to its terms, your business review request and this letter will be made
publicly available immediately, and any supporting data you submitted will be made
publicly available within thirty (30) days of the date of this letter, unless you request that

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part of the material be withheld in accordance with Paragraph 10(c) of the Business
Review Procedure.
Sincerely,
/s/ Makan Delrahim
Makan Delrahim
Assistant Attorney General