Full Breakdown
Paramount Seeks FCC Approval for Near-Half Foreign Ownership After Warner Bros. Discovery Merger
4/29/2026, 11:53:27 AM
FCC Petition for Near-Half Foreign Ownership in Paramount-Warner Bros. Discovery Merger
Paramount Global petitioned the FCC to let foreign investors exceed the 25% equity cap and own over 5% of its Class B non-voting shares after completing its $111 billion acquisition of Warner Bros. Discovery. The combined company would be 49.5% foreign-owned, with 38.5% held by three Middle Eastern sovereign wealth funds, while the Ellison family retains all voting shares.
Background and Context
The merger, cleared by shareholders and the FCC, needs $24 billion of financing. U.S. law limits direct foreign ownership of broadcast licenses to 25%, but the FCC may permit higher indirect stakes if it serves the public interest. Paramount seeks this capital to fund the deal and address an estimated $80 billion post-merger debt.
Key Figures and Groups
Key parties are Paramount Global (CEO David Ellison, co-owner Larry Ellison, RedBird Capital), Warner Bros. Discovery (CEO David Zaslav), and the three sovereign investors: Saudi Arabia’s Public Investment Fund (15.1% equity), Abu Dhabi’s L’Imad (12.8%), and Qatar Investment Authority (10.6%). The FCC reviews the petition.
Data and Statistics
Foreign equity will be 49.5% of the merged firm, with 38.5% from the Middle East funds. The investors will provide $24 billion, supporting a $111 billion transaction and an $80 billion debt load. The Ellison family holds 100% of voting Class A shares.
Official Statements and Responses
Paramount says the foreign capital will be issued as non-voting Class B shares, will strengthen broadcast technology, and will not change voting control, which stays with the Ellison family. The FCC has not yet ruled.
Criticism and Opposition
An open letter signed by many Hollywood figures opposes the merger, warning that overseas ownership could cut jobs, limit releases and reduce competition, even though the foreign stakes are non-voting. Critics say the capital infusion does not address market-concentration worries.
Conflicting Reports & Gaps
The filing says foreign investors will hold “slightly less than 50%” of equity after the deal, yet the petition also seeks approval for “up to 100%” indirect ownership, creating a range rather than a precise figure. Voting rights for the Class B shares are not disclosed.
Verbatim Quotes
- “Paramount has filed a customary petition for a declaratory ruling with the FCC relating to the indirect foreign investment in Paramount’s broadcast television stations as a result of the recent equity syndication,” — Paramount spokesperson, The Hollywood Reporter
- “greater access to capital,” — Paramount statement
- “compete more effectively in the provision of television broadcast services and in the broader video programming marketplace.” — Paramount statement
- “Notably, the Proposed Investment will not result in a transfer of control of Paramount.” — Paramount filing
What’s Next
The FCC must rule on the petition before the merger can close, which Paramount expects by the end of the third quarter, with a September 30 deadline to avoid a contractual “ticking fee.” State attorneys general may pursue legal challenges, and further scrutiny of the foreign-ownership structure is likely.
