FCC Approves Foreign Investment in $110B Paramount-Warner Bros. Deal

The Federal Communications Commission has approved Paramount Skydance’s request to accept foreign investment for its proposed $110 billion acquisition of Warner Bros. Discovery, while imposing strict limits designed to prevent overseas investors from influencing the combined media company.

The FCC’s media bureau waived the existing 25% cap on foreign equity ownership, allowing individual foreign investors to hold up to 20% of the company’s equity. However, those investors will be prohibited from owning voting shares.

Under the approval, foreign investors cannot influence Paramount’s content, management decisions or corporate direction. They will also be barred from accessing non-public information involving U.S. citizens.

The restrictions follow concerns raised by Democratic senators over potential investments by Middle Eastern sovereign wealth funds. Paramount said the transaction underwent a national security review by “Team Telecom,” a U.S. government committee that examines foreign investment involving communications companies.

Paramount welcomed the FCC decision, arguing that a combined Paramount-Warner Bros. Discovery would have greater resources and scale to compete globally, invest in new projects and deliver premium entertainment.

Despite the regulatory clearance, the acquisition still faces a legal hurdle. A U.S. judge has temporarily blocked the transaction pending a March trial stemming from a challenge filed by 12 states. The Justice Department and FCC had previously approved the merger.

After closing, the family of Oracle co-founder Larry Ellison and RedBird Capital Partners are expected to collectively hold the largest equity position and control 100% of voting shares. Other equity investors would receive no governance rights.

The FCC said Middle Eastern investors could account for roughly 85% of Paramount’s equity following the transaction, including a 15.1% stake held by Saudi Arabia’s Public Investment Fund. Paramount, however, said sovereign wealth funds would collectively own 38.5%.

Democratic FCC Commissioner Anna Gomez criticized the decision, arguing that such large investments could create influence over a major U.S. media company despite the voting restrictions.