Rep. Sam Liccardo (D-CA) formally requested the Federal Communications Commission deny Paramount's application to permit Middle Eastern sovereign wealth funds and other foreign investors to hold approximately 49.5 percent equity in the combined entity created by its proposed $24 billion acquisition of Warner Bros. Discovery. The intervention arrived two weeks after Paramount filed its foreign ownership petition with the FCC, a procedural requirement for broadcast license transfers when non-U.S. capital exceeds 25 percent of total equity.
The application disclosed that while the Ellison family and RedBird Capital Partners will retain voting control through a dual-class share structure, indirect foreign ownership approaches the statutory 50 percent threshold requiring enhanced regulatory scrutiny. Three Gulf sovereign wealth funds—Abu Dhabi's Mubadala, Qatar Investment Authority, and Saudi Arabia's Public Investment Fund—are expected to contribute roughly $18 billion of the transaction's equity financing, according to regulatory filings reviewed by multiple outlets. The European Commission opened a parallel antitrust review on January 14, citing concerns over capital provenance and strategic influence in Western media distribution infrastructure.
Liccardo's letter marks the first congressional attempt to derail a major media transaction on national security grounds since the 2018 Sinclair-Tribune collapse, when the FCC withdrew approval amid similar foreign ownership questions. The timing matters because the FCC's International Bureau typically processes broadcast license transfers within 90 to 120 days of filing, placing preliminary clearance decisions in late March. A congressional objection does not carry statutory weight but historically triggers extended public comment periods and additional demands for operational firewalls between foreign passive investors and editorial decision-making. The FCC has approved similar structures in telecommunications deals but never in a broadcast consolidation of this scale—Paramount and Warner Bros. Discovery together control 22 percent of U.S. primetime viewership and operate 47 owned-and-operated television stations requiring individual license renewals.
Allocators and agency strategists should watch three pressure points. First, whether the FCC extends its comment period beyond the standard 30 days, which would signal elevated scrutiny and push final approval past Q2. Second, if Paramount restructures the financing to reduce foreign equity below 40 percent, likely requiring additional U.S. institutional capital or increased leverage—either move would alter the pro forma debt-to-EBITDA ratio currently modeled at 4.2x. Third, the European Commission's Phase II investigation deadline of April 8 will establish whether Brussels demands operational divestitures that could cascade into FCC conditions. The EU typically coordinates with U.S. regulators on cross-border media transactions exceeding $10 billion in enterprise value.
The Warner Bros. Discovery acquisition would create the second-largest traditional media company by revenue after Disney, with combined 2024 sales estimated at $52 billion and streaming subscribers approaching 180 million globally. RedBird Capital, which owns 15 percent of Paramount following its involvement in the Skydance merger, has not publicly responded to Liccardo's request. The FCC's next open meeting is scheduled for February 6, though foreign ownership petitions are typically decided through circulation among commissioners rather than public vote.