The Paramount Global and Skydance merger is one step closer to closing. The merger got a greenlight by the Securities and Exchange Commission (SEC), who made Paramount Global’s S-4, or the form filed to the SEC in M&A cases, effective as of Thursday. “On behalf of the Board of Directors (the “Paramount Board”) of Paramount Global, a Delaware corporation (“Paramount”), we are pleased to enclose the information statement/prospectus relating to the proposed transaction among Paramount, Skydance Media, LLC, a California limited liability company (“Skydance”), and certain affiliates of investors of Skydance,” reads the company’s S-4.
The deal also received the approval of the EU earlier this week, with the European Commission, which acts on behalf of the EU, noting the merger poses no significant competition concerns. The biggest hurdle left in the merger is getting the approval of the U.S. Federal Communications Commission (FCC), whose signoff is needed in the required transfer of broadcast licenses of Paramount’s 28 owned-and-operated local TV stations.
However, getting the FCC’s approval is proving difficult under Donald Trump’s new chairman pick, Brendan Carr, who has scrutinized Paramount-owned CBS by reviving a previously dismissed “news distortion” complaint to the FCC. The complaint from the Center for American Rights centers on a “60 Minutes” interview with former Vice President Kamala Harris, specifically on the editing of Harris’ response to a question on Gaza.
Paramount's executives have been discussing a possible settlement with Trump as the merger between Shari Redstone-controlled Paramount Global and David Ellison’s Skydance hangs in the balance. Billionaire Oracle co-founder and CEO Larry Ellison is a big supporter of Donald Trump. Disney, in December, settled a Trump defamation lawsuit against ABC News. Earlier yesterday, a group of Democratic senators fired off a letter to Carr blasting his “weaponization” of the agency to “punish, censor or intimidate” members of the press based on “political disagreement over editorial choices.” Paramount Global is also involved in a trio of shareholder cases in Delaware Chancery Court.
In addition to the FCC’s pending approval, earlier this week, five New York City pension funds, including the NYCERS, the New York City Fire Department Pension Fund, the New York City Police Pension Fund, the New York City Board of Education Retirement System, and the Teachers’ Retirement System of the City of New York, filed a class-action lawsuit seeking to pause the merger. The suit alleges that controlling shareholder Shari Redstone and members of Paramount’s special committee that evaluated bids breached their fiduciary duty.
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