FCC clears 49.5% foreign non-voting stake in Paramount Skydance's $110B Warner Bros. bid

SentiSense · Published Sep 17, 2026, 8:20 PM ET · Updated Sep 28, 2026, 2:45 AM ET

The FCC issued a declaratory ruling allowing foreign investors to hold up to 49.5% of Paramount Skydance in non-voting equity, above the standard 25% benchmark, clearing a financing obstacle to its $110 billion acquisition of Warner Bros. Discovery. Saudi Arabia's Public Investment Fund holds 15.1%, the UAE's L'imad Holding Company 12.8% and the Qatar Investment Authority 10.6%, none with voting rights or influence over content. This is not approval of the merger itself: shareholders signed off in April 2026, but a court has blocked closing pending a state antitrust trial set for March 2027. Both stocks fell on the day, with WBD down 1.6% and PSKY down 3.9%.

The Federal Communications Commission granted a declaratory ruling on September 17 permitting foreign investors to hold non-voting equity in Paramount Skydance above the 25% benchmark that normally applies, up to 20% for any single foreign investor and 49.5% in aggregate. The ruling removes a financing obstacle to the company's $110 billion acquisition of Warner Bros. Discovery.

The precise scope matters more than the headline suggests. This is a foreign-ownership waiver covering the acquirer's capital structure, not approval of the merger and not a broadcast license transfer. The FCC attached conditions: the foreign stakes carry no voting rights, and the investors will have no influence over content decisions, company management, or access to non-public data on U.S. citizens. Voting control stays entirely with the Ellison family and RedBird Capital, who together hold 100% of the Class A shares. The approved foreign block breaks down as Saudi Arabia's Public Investment Fund at 15.1%, the UAE's L'imad Holding Company at 12.8%, the Qatar Investment Authority at 10.6%, RedBird's foreign limited partners at 5.8% and other foreign Class B holders at 5.2%.

What still stands between the parties and a closing is litigation rather than review. WBD shareholders approved the transaction back on April 23, 2026, and the Department of Justice and European regulators have both cleared it. A federal court has nonetheless blocked the takeover pending an antitrust trial brought by a group of state attorneys general, scheduled for March 2027, with closing deferred until five days after that outcome or June 1, 2027, whichever comes first. A settlement conference is set for October 14 and 15, and a hearing on a proposed $1.9 billion bond is scheduled for September 24.

The delay carries a running cost. Paramount Skydance owes a ticking fee of $650 million per quarter starting October 1 if the deal has not closed, and a $7 billion termination fee if it collapses outright. The market did not treat the FCC news as a catalyst: PSKY fell 3.9% to $10.21 on volume 2.2 times its average, and WBD slipped 1.6% to $27.80 while short interest in the name rose 22% to 68.82 million shares. Traders may want to watch the September 24 bond hearing and the October settlement conference for any sign the antitrust track resolves sooner than the March trial date implies.