The US Federal Communications Commission (FCC) approved Paramount Skydance’s request to allow foreign investors to fund its proposed acquisition of Warner Bros. Discovery, clearing another regulatory hurdle for the USD 110 billion deal, including debt.
The FCC’s Media Bureau said the arrangement would serve the public interest, while restricting foreign investors’ voting rights, governance powers, and access to certain US data. The approval allows foreign equity ownership in Paramount to exceed the 25% threshold normally applied to companies holding US broadcast licenses.
The approved structure allows foreign investors to collectively hold a substantial share of Paramount’s nonvoting equity. The Saudi Arabia Public Investment Fund, Abu Dhabi-based L’Imad Holding and Qatar Investment Authority are among the major foreign investors involved.
Under the current arrangement, foreign investors are expected to hold about 49.5% of Paramount’s nonvoting equity. The three Middle Eastern sovereign wealth funds account for a significant portion of that stake. Meanwhile, the Ellison family and RedBird Capital Partners will retain control of the voting shares.
The FCC also approved provisions allowing certain foreign investors to increase their individual equity stakes within specified limits, subject to the agency’s rules.
The approval comes with conditions intended to prevent foreign investors from controlling Paramount’s operations. According to the FCC decision, the investors will not receive voting rights or governance powers and cannot influence the company’s management or content decisions.
The restrictions also cover access to nonpublic information involving US citizens. Paramount’s arrangement follows a national security review by the Committee for the Assessment of Foreign Participation in the United States Telecommunications Services Sector, commonly known as Team Telecom.
Paramount argued that the additional capital would strengthen its ability to invest in broadcasting, news gathering and content while helping the combined company compete in the global media market.
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Although the FCC decision removes one obstacle, the Paramount-Warner Bros. transaction is not yet complete. The proposed merger still faces legal challenges from a group of US states and other parties.
The US Justice Department already approved the transaction, while regulators in several other jurisdictions have also cleared it. However, litigation remains pending, with a trial expected in March 2027.
The FCC's decision therefore marks another step toward the proposed combination, but the deal's completion still depends on the outcome of the remaining legal proceedings and other closing conditions.