The FCC Media Bureau released a declaratory ruling granting Paramount Global’s request for its foreign investors to indirectly own more than 25 percent of the company in aggregate through non-voting shares. This approval specifically allows the investors to exceed 5 percent equity stakes each via newly issued Class B stock and provides advance clearance for them to reach up to 20 percent individually in the future. The bureau stopped short of approving any foreign voting interests above 25 percent in aggregate since the structure involves no voting rights for the overseas parties.
According to the ruling, the foreign ownership will total 49.5 percent upon closing of the Warner Bros Discovery transaction, including 38.5 percent from three Middle Eastern sovereign wealth funds. Saudi Arabia’s Public Investment Fund is set to hold 15.1 percent, United Arab Emirates-linked entities approximately 12.8 percent each across related vehicles, and the Qatar Investment Authority 10.6 percent. The FCC determined that the arrangement serves the public interest because it supplies Paramount with essential capital to strengthen local and national news gathering at its 28 television stations without resulting in any transfer of control.
The Ellison family and RedBird Capital Partners will retain 100 percent of the voting shares in the combined entity along with full governance authority, the ruling noted. Paramount had informed the commission that the foreign funds would exercise no influence over content decisions, company management or access to non-public information about U.S. citizens. A Paramount spokesperson said in a statement that at a time when the media industry faces unprecedented competitive pressure from dominant big tech companies, a combined Paramount-WBD will have the scale and resources necessary to compete, invest, innovate, and deliver premium content to audiences worldwide.
Some U.S. senators had raised national security concerns about the involvement of Gulf state funds, yet the FCC Media Bureau dismissed those objections as unpersuasive given the complete absence of voting rights or board representation for the investors. The decision builds on the commission’s long-standing view that foreign investment in U.S. broadcast networks promotes technical innovation, job creation and economic growth when safeguards protect against foreign control. Paramount’s broadcast licenses triggered the review under Section 310(b)(4) of the Communications Act, which sets a 25 percent foreign ownership benchmark unless the FCC finds otherwise.
The approval arrives weeks after the FCC eliminated its 39 percent national audience reach cap for television broadcasters in a 2-1 vote on August 6, 2026. FCC Chairman Brendan Carr stated at the time that repealing the national cap would provide essential relief for local broadcasters by restoring a healthy counterbalance to the growing leverage of national programmers and digital platforms such as YouTube. That change shifted merger reviews to a case-by-case basis, potentially easing the path for larger consolidations across the industry.
The Paramount ruling also grants flexibility for foreign equity to reach as high as 100 percent in the future if additional investment is required, provided any voting component above 25 percent receives separate approval. This reflects the commission’s assessment that the media sector requires greater access to global capital to address ongoing challenges in linear television and to compete effectively in a streaming-dominated environment. The transaction itself values the Warner Bros Discovery acquisition at $110 billion including debt, with $24 billion in equity contributed by the foreign partners.
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