David Ellison’s Paramount Skydance on Tuesday confirmed that it has brought on the sovereign wealth funds of Saudi Arabia, Qatar and Abu Dhabi as investors in connection with its Warner Bros. Discovery takeover bid.
In an SEC filing, Paramount said that it “believes the successful Equity Syndication” agreement with the trio of Middle Eastern funds — as well as LionTree — marks “an important milestone in the WBD transaction process, and that the resulting diversification of its shareholder base, the potential for strategic and commercial opportunities with the various Equity Syndication Parties, and the value of the Warrants described below, enhance long-term shareholder value.”
Paramount did not elaborate on what the “strategic and commercial opportunities” could be with the Saudi, Abu Dhabi, Qatar or LionTree funds.
Paramount’s pending $111 billion deal for WBD would bring together Paramount assets including CBS, CBS News, Paramount Pictures and Paramount+ with WBD’s HBO and HBO Max, Warner Bros. Pictures, CNN, TNT, TBS, HGTV and more. It still requires Warner Bros. Discovery shareholder approval as well as regulatory clearances.
The Paramount 8-K filing with the SEC does not disclose how much each party is investing in Paramount Skydance. Variety previously confirmed that in aggregate, the three Middle Eastern funds are investing close to $24 billion, with Saudi Arabia’s Public Investment Fund taking a roughly $10 billion stake.
Per the Paramount 8-K filing, the equity syndication parties are composed of affiliates of the Ellison family (David Ellison and his father, Larry Ellison) and RedBird Capital Partners as well as the following institutional investors: Saudi Arabia’s Public Investment Fund; L’Imad 1st SPV 2 Exempt RSC (an investment vehicle of L’imad Holding, an Abu Dhabi sovereign wealth fund); QIA TMT Holding (an investment vehicle of the Qatar Investment Authority); and LionTree Investment Fund.
In Tuesday’s filing, Paramount Skydance also said it believes the warrants to purchase PSKY stock that are being issued to the syndication investors “support its longer-term objective of a wider and deeper public float.”
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Paramount Skydance said the PSKY shares to be issued in the equity syndication investors “are non-voting” and that “the Ellison family and RedBird together will continue to hold the largest equity stake in PSKY and will continue to be the sole owners of PSKY Class A Common Stock, representing 100% of the voting shares of PSKY.” Furthermore, according to the company, the agreements to offer the shares to the syndication investors “are structured to comply with all applicable U.S. regulatory requirements (including FCC requirements), and will not impact the timing or likelihood of closing under the [Warner Bros. Discovery] Merger Agreement.”
The Ellisons and RedBird are offering the private placement investment in Paramount Skydance’s Class B Common Stock at $16.02 per share.
Paramount and WBD expect their merger to close in the third quarter of 2026. If Paramount’s WBD takeover has not closed by Sept. 30, 2026, Paramount has agreed to pay WBD shareholders a 25-cent-per-share “ticking fee” for each quarter (measured daily) until closing. That would add another roughly $650 million to the deal’s price tag on a quarterly basis.
Despite Paramount’s assurances that the foreign investment funds will be passive investors — without board representation — and do not rise to the level of requiring review by the FCC vis-a-vis foreign ownership rules or the U.S. government’s Committee on Foreign Investment in the United States (CFIUS) for potential national security risks, several Democratic lawmakers have issued calls for the Trump administration to do so.
Last month, Democratic Sens. Elizabeth Warren (D-Mass.) and Richard Blumenthal (D-Conn.) urged the Trump administration’s Treasury Department to initiate a CFIUS national security review of Paramount Skydance‘s WBD deal.
Subsequently, 12 Democratic members of the House also urged the U.S. Treasury to scrutinize the foreign investment implications of the Paramount-WBD proposal. “This is a bad deal for consumers, and for the freedom of the press in America. It reduces competition and hands foreign-backed investors greater control over major American news networks,” Rep. Sam Liccardo (D-Calif.), who led the effort among the House Democrats, said in a March 12 statement.
From Variety US