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FCC Waives Foreign-Ownership Cap for Paramount–Warner Bros. Deal

A Team Telecom security review led to limits on foreign data access and a ban on foreign voting rights, with the merger still blocked by litigation set for trial in March 2027.

Overview

  • The FCC media bureau granted declaratory relief on Sept. 17 that allows indirect foreign equity in the proposed Paramount–Warner Bros. combined company to exceed the statutory 25% benchmark.
  • Paramount disclosed that foreign investors would hold about 49.5% of the combined company, including roughly 38.5% from Saudi, Qatari and Abu Dhabi sovereign funds, while the FCC capped individual foreign stakes and barred any foreign voting stock.
  • The approval followed a Team Telecom national-security review that required enforceable commitments to block foreign access to non-public U.S. consumer data and to prevent investor influence over content or management decisions.
  • Democratic FCC Commissioner Anna Gomez and other critics said the staff-level clearance lacked sufficient public accountability and called for a full Commission vote on the novel foreign-ownership decision.
  • The deal cannot close while a coalition of 12 state attorneys general and the Writers Guild pursues antitrust litigation with a trial in March 2027, and Paramount has agreed to delay closing while facing ongoing ticking fees and a potential $7 billion termination payment.