Entertainment

Senators Urge FCC to Block Paramount-WB Merger Closing

Senators urge – Three Democratic senators asked FCC Chair Brendan Carr to stop the $110 billion Paramount-Warner Bros. Discovery deal from closing before the foreign ownership review is finished, arguing the FCC could otherwise place significant equity control in the hands of

For the FCC, the fight is about timing—and what happens if the calendar wins.

Three Democratic senators are urging FCC Chairman Brendan Carr to prevent the $110 billion Paramount–Warner Bros. Discovery merger from closing until its pending foreign ownership review is completed. In a letter sent Friday, Sens. Cory Booker. Adam Schiff and Elizabeth Warren argued the Commission has to answer a basic question about whether placing 49.5% of equity in the parent company behind CBS. CNN and 28 broadcast television stations into the hands of three foreign governments serves the American public.

Paramount has asked the FCC to allow foreign investors “in the aggregate to indirectly hold up to 100 percent of its equity and/or voting interests in light of routine fluctuations in publicly held equity interests and to account for potential future investments.” Paramount also said the “indirect foreign ownership of equity interests” in the combined company would be 49.5% and would not result in a transfer of control.

The senators pointed to what they see as the scale of that number. They said the 49.5% equity figure is nearly double the statutory threshold that prohibits foreign entities from holding more than 25% equity or voting interest in a U.S.-organized entity controlling an FCC-issued license without prior Commission approval. They added that about 38.5% of that investment would be controlled by three Middle Eastern sovereign wealth funds.

“The Commission has an obligation to honestly answer a fundamental question: whether placing 49.5 percent of the equity in the parent company of CBS. CNN. and 28 broadcast television stations into the hands of three foreign governments serves the American public. ” Booker. Schiff and Warren wrote. “We are prepared to pursue every available avenue—legislative, oversight, and legal—to ensure that it does.”.

The review process itself is already underway, and that is at the heart of their demand to halt closing. As part of the FCC foreign ownership review. the transaction is being scrutinized by the Committee for the Assessment of Foreign Participation in the United States Telecommunications Services Sector. a body that evaluates potential national security risks.

In their letter. the senators said the committee began its review of the transaction in April and was required to send tailored questions to Paramount by May 29. They said the initial 120-day review period would begin only once Paramount’s responses are complete. Under that timeline. they said the review would run to late September and would require a second 90-day assessment period if potential national security risks are identified.

The senators argued Paramount’s stated closing plan cannot fit within that legal sequence. “Paramount’s stated intention to close the deal by July is flatly incompatible with a statutorily required national security review that may not yet have begun. ” the letter continues. They urged the FCC to issue a formal notice making clear that the transaction may not close while the proceeding is pending.

Beyond asking for that notice, Booker, Warren and Schiff pressed the FCC on multiple fronts. They asked the FCC to reject Paramount’s request for advance approval of up to 100% foreign ownership. They also requested that the FCC publicly disclose all foreign investment commitment documents. provisions and commercial agreements. and confirm that the national security review is underway while providing a projected timeline for its completion.

They further asked the FCC to confirm whether Attorney General Todd Blanche is serving as the committee’s chair and whether he will recuse himself from the review, pointing to the sovereign wealth funds’ “documented ties to the Trump administration.”

Finally, the senators asked for what they described as a “public-facing finding” when the national security review concludes. They want it to include the FCC’s full public interest analysis. the national security considerations weighed. and the basis for any approval. conditional approval. or denial.

For now, the merger’s fate appears to hinge not on whether review will happen—but on whether the deal moves forward before that review is fully complete.

FCC Brendan Carr Paramount Warner Bros. Discovery merger foreign ownership review national security review Committee for the Assessment of Foreign Participation Cory Booker Adam Schiff Elizabeth Warren Todd Blanche sovereign wealth funds CBS CNN

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