Sen. Elizabeth Warren (D-MA) and three other Democratic lawmakers again are pressing Treasury Secretary Scott Bessent to conduct a foreign ownership review of Paramount‘s proposed merger with Warner Bros. Discovery.

Such a review — via the Committee on Foreign Investment in the United States, which Bessent chairs — would add an additional regulatory hurdle for the transaction.

Paramount has disclosed that total foreign ownership of the combined company would be 49.5%, including 38.5% from investment funds from Saudi Arabia, Qatar and Abu Dhabi. Paramount has petitioned the FCC to sign off on the foreign investment, as any foreign ownership stake above 25% requires agency approval. 

“If this deal goes through, this funding structure could provide foreign entities with access to the sensitive personal data of millions of Americans and significant influence over what would be one of the nation’s largest media and entertainment conglomerates,” Warren wrote in the letter, along with Sen. Adam Schiff (D-CA), Sen. Richard Blumenthal (D-CT) and Rep. Sam Liccardo (D-CA).

Paramount has argued that the transaction does not require a CFIUS review, noting that the three sovereign wealth funds will not have governance rights and board representation. The company also has noted that the FCC petition involves a review by “Team Telecom,” comprised of the Justice Department, the Department of Homeland Security and the Department of Defense, tasked with reviewing FCC applications where foreign ownership of broadcast stations is involved.

“When the transaction and equity syndication close, the Ellison family and RedBird will collectively hold the largest equity stake in the combined company, and the Ellison family will continue to control the company and all of its voting shares,” a Paramount spokesperson said last month.

The Democrats’ letter pointed to a 2018 law that they contend expands the range of investments for CFIUS review beyond those that result in control of an entity by foreign sources. One provision of the law expands jurisdiction to include investment by a foreign person that “collects sensitive personal data of United States citizens that may be exploited in a manner that threatens national security,” the lawmakers noted.

“The WBD acquisition clearly meets this standard,” they wrote. They also noted that FCC Chairman Brendan Carr had said that it was his understanding that “there is a role for CFIUS.”

“There are multiple ways this deal could pose a national security threat. Even as passive investors without a controlling interest in the company, these foreign entities could be in position to gain sensitive information on Americans’ financial and other personal information, and their viewing habits, as well as the ability to influence the content produced by and provided on a massive media conglomerate,” the lawmakers wrote. They also called on Bessent to conduct a review in a “non-biased and non-politicized fashion.”

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