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FCC Waiver Allows Near-Half Foreign Equity in Paramount-Warner Merger

By Drooid · · How we work

Core Event

On September 17, 2026, the Federal Communications Commission’s Media Bureau issued a declaratory ruling that waives the statutory 25 percent cap on foreign equity ownership for Paramount Skydance Corp. (Paramount). The waiver permits sovereign-wealth funds from Saudi Arabia, Qatar and the United Arab Emirates to hold up to 49.5 percent of Paramount’s non-voting Class B shares once the proposed acquisition of Warner Bros. Discovery closes. The FCC limited each foreign investor to a maximum of 20 percent of the equity and barred any voting rights, governance authority, editorial influence, or access to non-public U.S. data.

Background & Context

Paramount owns 28 U.S. broadcast-station licenses, triggering the foreign-ownership restriction in the Communications Act. The company’s $110-$111 billion bid for Warner Bros. Discovery would bring together CBS, CNN, HBO, Paramount+, and a slate of major film studios. The merger is stalled by an antitrust lawsuit filed by California and eleven other states; a trial is slated for next March. A separate challenge from the Writers Guild of America also remains pending.

Data & Statistics

  • Foreign equity: 49.5 percent of non-voting Class B shares (up to 20 percent per investor).
  • Investment amount: Approximately $24 billion from the three sovereign funds.
  • Deal value: Roughly $110 billion (including debt).
  • Broadcast assets: Paramount controls 28 TV stations, CBS, and related news operations.
  • Legal timeline: Antitrust suit filed July 2026; trial scheduled for March 2027.
  • Equity split after deal (as reported): Ellison family and RedBird Capital Partners retain 100 percent of voting shares and the largest equity stake; foreign investors hold the remainder of non-voting equity.

Official Statements & Responses

The bureau also required Paramount to seek additional FCC approval before any change to voting or governance rights.

FCC Chairman Brendan Carr, a Trump-appointed commissioner, has publicly supported the merger, noting that the foreign capital will bolster news-gathering capabilities without compromising control.

Conflicting Reports & Gaps

Sources differ on the proportion of the combined company that foreign investors will ultimately own. Variety and several FCC filings cite 49.5 percent of non-voting Class B shares, while other outlets (e.g., Commondreams) describe the foreign stake as 38.5 percent of total equity after the merger. Both figures refer to the same set of sovereign-wealth funds but reflect different accounting bases (Class B versus overall equity). No source provides a definitive breakdown of post-merger voting versus economic interest beyond the statements above.

Verbatim Quotes

  • “The FCC has never approved a significant ownership stake of an American broadcaster by a sovereign wealth fund — that is, an investment entity controlled by a foreign government,” — Sen. Maria Cantwell — Sen. Maria Cantwell