Back in May 2024, when then-Attorney General Merrick Garland announced that the U.S. Department of Justice had filed a sweeping antitrust lawsuit against Live Nation, he didn’t exactly mince words: “It is time to break it up.”
And now two years later, after a coalition of states decisively won that case, they’re asking the judge for exactly what Garland promised: A court order forcing Live Nation to sell Ticketmaster. They say it’s the only way to end the company’s harmful monopoly over live music.
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But such a ruling would be extraordinary, in the truest sense of the word. Breakup orders (known as “structural remedies” in antitrust law parlance) on the scale of Live Nation and Ticketmaster have been granted only a few times over the last century. Experts tell Billboard they can be effective, but that judges view them as a drastic, last-ditch option.
“There’s often been anxiety on the part of judges about restructuring industries,” says William E. Kovacic, a law professor at George Washington University and a former chairman of the Federal Trade Commission. “The power is there. Judges have the capacity to put a bold structural remedy in place. But they’re looking for assurances that it’s going to do more good than harm.”
A federal judge famously ordered John D. Rockefeller’s Standard Oil be broken up into dozens of companies in 1911 — a landmark ruling of the trustbusting era that eventually spawned today’s oil giants ExxonMobil, Chevron and ConocoPhillips. Then in 1982, AT&T agreed to a settlement in a federal antitrust case that saw the massive national telephone monopoly broken up into “Baby Bells” across different regions of the country.
Microsoft almost got broken up. After a judge ruled it had violated antitrust law by crushing competition for computer software, he ordered the tech giant split in two — with one firm to own Windows, the other owning apps like Word and Internet Explorer. But that ruling was overturned on appeal a year later, and Microsoft later signed a settlement that restricted its conduct instead of carving it up.
Courts are wary of breakup orders for a few reasons. Federal district judges are single individuals, with the power to decide only specific disputes based on facts that are presented to them. They lack the broad investigative powers and administrative resources available to legislators and executive agencies to tackle complex policy problems.
And breaking up a modern company is certainly complex. It’s hard for a judge to figure out how to cleanly split up units that have long been intertwined, or divide intangible assets like shared data and intellectual property. It’s harder yet for them to know with any kind of certainty that doing so will yield the pro-competitive economic effects that are the goal of antitrust law.
Though a judge ruled in 2024 that Google had illegally monopolized the market for online search, he later flatly refused demands to break the company up. In doing so, he offered a candid glimpse into how judges view such scenarios: “The court is asked to gaze into a crystal ball and look to the future. Not exactly a judge’s forte.”
More common than breakups are “behavioral remedies,” which allow a monopolist to remain whole but require it to abide by rules aimed at restoring fair competition. In Live Nation’s case, they would likely include restrictions on forcing venues to exclusively use Ticketmaster, and a ban on retaliating against those that use rival ticketing services, as well as compliance and monitoring provisions.
Such restrictions are seen as a far less severe option than permanently splitting a company in half, and legal precedents say judges should only consider breakups if those more measured injunctions won’t restore competition. Behavioral remedies are what came from the Microsoft and Google cases, and they’re what Live Nation agreed to when it signed a surprise settlement with the DOJ in March.
A coalition of state attorneys general said those terms were too weak and pushed ahead with the case with the explicit goal of seeking a breakup, resulting in last month’s verdict. But Live Nation says that option is not even legally on the table.
“The jury verdict in this case cannot support a request for divesting Ticketmaster from Live Nation,” the company’s executive vp of corporate & regulatory affairs, Dan Wall, said last week. “The states’ request for a breakup is performative and political.”
That claim is supported by the weight of history. But experts say Live Nation’s own history could still change the calculus. Unlike earlier cases involving companies that grew naturally into behemoths, Live Nation and Ticketmaster were separate firms for many years, and were only combined in 2010 via merger. The states will likely argue that this makes it far easier for the judge to split them back up.
“I think that will be a decided plus factor for the states,” says Kovacic. “These were discrete business operations that were self-contained. That’s different from an enterprise that grew organically where the assets in question are deeply intertwined.”
That argument goes both ways, of course. Just 16 years ago, Live Nation got the explicit blessing of federal regulators to buy Ticketmaster after an extensive investigation into the deal and the economic impact it would have. Shouldn’t that count for something? But critics say that’s actually just more evidence that a breakup is the only option left.
The feds only approved the Live Nation-Ticketmaster merger after the company signed a consent decree — binding restrictions designed to allay fears that the newly-created company would hurt competition. In the years after, Live Nation was found to have repeatedly violated those terms, so much so that the DOJ extended the decree for another five years in 2019. And now, of course, a jury has found that the company operated as an illegal monopoly anyway.
If the judge must consider whether more limited behavioral remedies will fix the problem before he even considers structural remedies, the states could very well argue that such regulatory restrictions have already been tried — and that they clearly didn’t work.
“They had these conditions in the consent decree, and Live Nation violated them anyway,” says Matthew L. Cantor, a veteran antitrust litigator who represented StubHub in a 2015 lawsuit against Ticketmaster. “They tried that. Been there, done that. So what’s on the table now? Divestiture is on the table.”
Following April’s verdict, Live Nation and the states will now spend months arguing over the appropriate remedies the company should face. The judge has said a ruling on these issues likely won’t happen until at least early next year.
If he follows the historical trends and opts against a breakup, that ruling will be met with widespread disappointment from Live Nation’s critics, many of whom blame the company’s dominance for the broader issue of skyrocketing concert ticket prices. Live Nation & Ticketmaster Face New Restrictions isn’t exactly the headline they’re looking for.
But Kovacic says that a more limited outcome could still prove effective at restoring competition to the live music industry if implemented correctly and, crucially, enforced rigorously. He says that many people were upset when Microsoft was left intact in 2002, but that the restrictions imposed on the company look much better two decades later.
“It had an important inhibiting effect on Microsoft, and it gave breathing room to upstart companies like Google and Facebook to come into the market to get a foothold and to prosper,” Kovacic says. “Cases like Microsoft might give the court confidence here that behavioral solutions can work, and with good reason.”
