Downtown CEO responds to UMG takeover concerns

The Commission announced in April that it was preparing to examine the deal, and in July it confirmed that an in-depth Phase II inquiry had begun. A final decision is expected by 26 November. The regulator can approve the merger with or without conditions, or block it if competition concerns remain unresolved.

In his letter, van Rijn criticised what he described as “whispering campaigns of misinformation that we have seen pervade the public debate” surrounding the deal. He argued that “certain corners of the independent industry, most notably some of the very bodies entrusted to guide it, chose to overlook the clear benefits for their members that this merger offers”.

He continued: “As members of these industry bodies ourselves, we respect their position and mission, but the debate must be honest. It must be about facts, not agendas.”

Van Rijn said Downtown had received interest from other companies in the past but believed Virgin Music Group was the only partner aligned with its mission. “For the first time, we were presented with a partner who wanted to invest in Downtown, our team, and our clients,” he wrote. “For Virgin, it was about building on our offering, not just synergising it with their own.”

Van Rijn, who became CEO in 2024 after a decade leading Downtown subsidiary FUGA, also addressed concerns about data protection in the proposed merger. He said clients could expect “the same, if not expanded, industry-leading data protection and security they are used to now”.

He further emphasised that the independent sector is “a very broad and very global community” and argued that “it is impossible to speak on behalf of it in its entirety,” while defending Downtown’s record of supporting its artists and clients.

The European Commission stressed that the opening of its in-depth inquiry “does not prejudge the outcome of the investigation.”

Read the full letter below:

I first joined the music industry as an artist and songwriter. I signed my own record deal in 2004, straight out of University, during perhaps our industry’s most testing time. Then, like many of you, I watched vinyl sales fall and the digital revolution shake the sector. Since that time, we’ve all seen the needs of artists and the music industry change, perhaps more radically with every year that passes.

Music’s ability to transcend borders, genres, and time has grown while new revenue streams appear and others fade away. Like the Downtown team, many of you have tirelessly worked to protect and promote the rights of independent artists and songwriters as new challenges – and opportunities – appear on the horizon.

I’ve had the great fortune and privilege of leading two teams with independence deeply embedded in their DNA. When I joined FUGA in 2014, the label services and distribution space had already begun its ascent into the deeply competitive landscape that exists now. From our roots in Amsterdam, we’ve always looked outwards, and whether through my role as CEO at FUGA or my tenure on Merlin’s board, I’ve had the opportunity to work with or alongside many, many global partners to build a sustainable, equitable, and impactful environment for independent artists, songwriters, and music companies.

When FUGA was approached by Downtown, we saw a partner with the same vision of the future: one based on a shared philosophy of empowerment and flexibility. The Downtown team had always marched to the beat of its own drum, and in seeing a future based around services, we sought to create a full-service offering that was driven by the needs of our clients.

In an industry that often professes the need for customer-centric thinking but doesn’t always deliver it, we made it our mission statement. In 2024, I was honoured to be asked by Justin and Andrew to take on the role of CEO of Downtown Music, and since then, we’ve built on those foundations with a clear goal in mind.

I say all this not to reminisce about what we’ve created, but simply to underline the fact that everything we’ve done thus far has been deeply rooted in our vision; everyone at Downtown believes that all artists, creators, labels, and content owners should have access to high-quality standards of global music services that allow them to achieve their ambitions.

This belief has never changed, nor will it.

Since announcing the planned acquisition of Downtown by Virgin Music Group in December 2024, much of the conversation across the independent industry has centered on the acquirer. Yet, what often goes unrecognised is that Downtown has, time and again, been approached by companies interested in acquiring us. Each proposal had its merits. But none truly aligned with, or empowered, the mission that has always driven us forward as much as Virgin Music Group did.

When we started discussions with Virgin, we immediately saw a business that aligned with our own, not only in its philosophy but also in the complementary services that we offered. For the first time, we were presented with a partner who wanted to invest in Downtown, our team, and our clients. For Virgin, it was about building on our offering, not just synergising it with their own. It was about scaling up, not down, and offering more, not less, to our clients. As we have said since day one, together with Virgin, Downtown clients would be able to tap into a broader range of services, with more reach than ever before.

When we embarked on this journey with Virgin, we expected our potential partnership to be reviewed thoroughly, both by those who guide the industry and those who comment on it. We expected interest, curiosity, and possibly even concern from our clients about what the future held. But in almost all cases, they recognised the vast opportunity ahead of us all. It has been gratifying to see the trust and belief that our clients have in our team, in our offering, and in our proposal for the future.

The independent industry is a very broad and very global community. Despite many claims to do so, it is impossible to speak on behalf of it in its entirety. While independent artists, creators, and businesses offer audiences an unparalleled diversity of thought and creativity, they need partners who can open doors and unlock the potential of their music, who can facilitate their growth and provide daily opportunities to improve their impact. In Downtown, that partner is available to them, but through our collaboration with Virgin, we know we can offer even more. More resources, greater support, more innovative technology, all while not only maintaining, but actually building on, the great service levels, platforms, and the flexibility of our current offering.

While we recognise that questions around data protection and security are natural in the context of a transaction like this, it is worth underlining that Virgin, like Downtown, operates in a culture built on trust. And therefore, our clients can expect the same, if not expanded, industry-leading data protection and security they are used to now.

Certain corners of the independent industry, most notably some of the very bodies entrusted to guide it, chose to overlook the clear benefits for their members that this merger offers. As members of these industry bodies ourselves, we respect their position and mission, but the debate must be honest. It must be about facts, not agendas. The whispering campaigns of misinformation that we have seen pervade the public debate, and which seem aimed at undermining our longstanding and trusted client relationships, only serve to undermine the quality and integrity of the discussion. It’s disappointing to see how quickly some parts of our industry closed the door to rooms we – and others – helped build. Unfortunately, this approach has continued into the campaign that we see today, based on rumour rather than reality.

Not a day goes by that we don’t fight as hard as we have always done for the continuing trust our clients have placed in us. Nor do we ever take it for granted. And in the end, I look forward to a future that proves the opportunity ahead of Downtown, Virgin, our teams, and our respective clients to be as empowering as I know it will be.

Pieter van Rijn

CEO

Downtown Music