Paramount, Skydance Ask FCC to Dismiss ‘Unwarranted’ and ‘Meritless’ Objections to $8 Billion Merger

Skydance Media, Paramount Global and National Amusements are pushing back against critics of their pending $8 billion merger who have filed petitions with the Federal Communications Commission, which is reviewing the deal due to a required transfer of broadcast licenses.

In a petition filed last month, The Center for American Rights said that an investment in Skydance from Tencent Holdings raises “troubling questions about undue foreign influence from China.” It also claims that CBS News has “exhibited improper ideological bias” and that CBS Television has “apparently engaged in illegal racial quotas for its hiring.” CAR has said approval of the merger should be conditioned upon Paramount’s commitment that it will avoid foreign influence and promote viewpoint diversity.

Additionally, LiveVideoAI.Corp, which wanted to bid for Paramount, has called the sale process for the company flawed and rigged, while Fuse Media said the restructured transaction and intention to use the technology, resources and expertise of Oracle to achieve post-transaction synergies is “likely to exacerbate Paramount’s current anticompetitive treatment of independent programming services to the detriment of competition and viewpoint diversity.”

In its response filed with the FCC, Skydance, Paramount and NAI said the petitions are “meritless,” “unwarranted,” “procedurally defective” and would seek relief that raise constitutional concerns. They have called for the CAR and LiveVideoAI petitions to be dismissed, arguing that “neither party identifies any transaction-related harm that could merit denying the Applications or imposing conditions.”

The trio argued that LiveVideoAI’s objections are “meritless,” noting that its complaints about the sale process are “not cognizable in this proceeding” and its “vague allegations of misconduct are unfounded and insufficient to warrant denial of the Applications.”

As for CAR, the group said that its viewpoint neutrality condition would “improperly encroach on broadcasters’ editorial discretion” and violate the First Amendment. It also said that the allegations of Chinese influence and racial discrimination have “no factual foundation and are legally unavailing.” Skydance noted that Tencent’s “entirely passive, non-attributable, minority interests present no basis for concern about undue influence.”

Additionally, the group said that Fuse’s claim that Paramount will benefit from a special relationship with Oracle that would “foreclose competition in online streaming content services” is “pure conjecture” and “non-sensical.”

Paramount, Skydance and NAI requested that the FCC dismiss LiveVideoAI and CAR’s petitions, deny the requested relief and approve its application without conditions.

The latest defense from Paramount, Skydance and NAI comes after incoming FCC chairman Brendan Carr told Fox News that a “news distortion” complaint filed by CAR against CBS over its “60 Minutes” interview with Vice President Kamala Harris is “something that is likely to arise in the context” of the agency’s review of the transaction.

All petitions to deny the Skydance deal were due Dec. 16 and oppositions were due Jan. 2. Replies are due Jan. 13.

The Paramount-Skydance deal is on track to close in the first half of 2025. If the consummation of the transaction does not occur before April 7, subject to two automatic 90-day extensions, or if a regulator blocks the merger, both Paramount and Skydance can terminate the deal, per the deal’s S4 prospectus filed with the U.S. Securities and Exchange Commission. Exercising that option would leave Paramount on the hook to pay Skydance a $400 million breakup fee. 

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