The merger between Paramount Global and Skydance Media has taken a significant step forward as the Securities and Exchange Commission (SEC) approved Paramount’s S-4 filing, a crucial regulatory milestone in mergers and acquisitions. However, despite clearing hurdles with both the SEC and the European Commission, the deal still faces major challenges, including regulatory scrutiny from the Federal Communications Commission (FCC) and a growing number of legal battles.
The European Commission recently approved the merger, stating that it does not pose any significant competition concerns within the EU due to the limited market share of the combined company. However, the FCC’s approval remains the biggest regulatory obstacle, as the agency must sign off on the transfer of broadcast licenses for Paramount’s 28 owned-and-operated local TV stations.
The FCC’s review has grown contentious under Commissioner Brendan Carr, a Trump appointee, who has revived a “news distortion” complaint against CBS News. The complaint, originally dismissed, stems from an edited “60 Minutes” interview with former Vice President Kamala Harris, raising concerns about political interference in the regulatory process. The controversy is unfolding alongside Trump’s ongoing lawsuit against CBS News, adding further complexity to the approval process.
In addition to regulatory scrutiny, the merger faces multiple shareholder lawsuits, raising concerns about fairness in the deal structure. Five New York City pension funds have filed a class-action lawsuit seeking to block the merger, alleging that Shari Redstone, the controlling shareholder, and Paramount’s Special Committee breached their fiduciary duty by favoring Skydance over potentially more lucrative offers. A separate lawsuit in Delaware Chancery Court accuses Redstone of steering the deal to benefit National Amusements Inc. (NAI)—her family’s holding company—at the expense of other shareholders. Gabelli Funds, a major Paramount shareholder, has requested more transparency into the deal, questioning whether Redstone is receiving better compensation for her shares than other investors. Another lawsuit seeks to halt the merger over claims that Paramount ignored a last-minute offer from Project Rise Partners after the company’s “go-shop” period had ended.
With growing legal and regulatory pressures, Paramount executives have reportedly considered settling Trump’s lawsuit to smooth the path for the merger. Meanwhile, the deal has drawn political criticism, with Democratic senators accusing FCC Commissioner Brendan Carr of “weaponizing” the agency for political purposes, warning against using regulatory power to intimidate news organizations.
Adding another layer of complexity, billionaire Larry Ellison, co-founder of Oracle and a Trump supporter, is backing Skydance CEO David Ellison, his son, in this acquisition. The relationship between Ellison, Skydance, and Trump’s allies raises questions about potential political motivations behind the regulatory delays.
Despite clearing major regulatory hurdles with the SEC and European Commission, the merger still requires FCC approval before it can proceed. Additionally, Paramount must navigate ongoing shareholder lawsuits, which could delay or even derail the deal if courts find evidence of misconduct. The outcome of this merger will not only shape the future of Paramount Global and Skydance Media but could also set
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