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Democrats Warn They Could Seek To Block Or Unwind Any Paramount–WBD Deal

Democrats Warn They Could Seek To Block Or Unwind Any Paramount–WBD Deal

Two Democratic representatives warned that their party could try to block or even unwind a Paramount acquisition of Warner Bros. Discovery if Democrats regain power, citing national-security and regulatory risks tied to Gulf sovereign-wealth backers. They urged a CFIUS review and said failing to seek one could be a fiduciary lapse. Lawmakers across the political spectrum have raised antitrust and security concerns about rival bids, while Paramount argues its governance plan limits foreign control. The dispute raises the prospect of lengthy regulatory scrutiny and possible future action even after a deal closes.

As the takeover fight for Warner Bros. Discovery (WBD) intensifies, two Democratic members of Congress have warned that their party could move to block or even unwind a Paramount acquisition if Democrats regain power. In a letter shared with Semafor and addressed to the WBD board and Treasury Secretary Scott Bessent, Representatives Sam Liccardo (D-Calif.) and Ayanna Pressley (D-Mass.) flagged national-security and regulatory risks tied to foreign investment backing Paramount’s hostile, all-cash bid.

Lawmakers Cite National Security And Fiduciary Concerns

Liccardo and Pressley urged the WBD board to consider the potential liabilities posed by Gulf sovereign-wealth backers in Paramount’s offer — naming funds from Saudi Arabia, Qatar and Abu Dhabi — and warned that failing to seek appropriate review could expose the company to major regulatory and reputational harm.

“Future Congresses … will review many of the decisions of the current Administration, and may recommend that regulators push for divestitures, which would undermine the strategic logic of this merger,” the representatives wrote. They urged the board to weigh national-security and regulatory liabilities when evaluating any transaction.

The lawmakers, both members of the House Financial Services Committee, argued that foreign investors could, by virtue of financial position or contractual rights, exert direct or indirect influence over editorial independence, content moderation, distribution priorities, or the handling of Americans’ private data. They said such influence can pose national-security risks if foreign state-linked entities hold strategic interests at odds with those of the United States.

CFIUS And Governance Structure

Liccardo and Pressley specifically urged a review by the interagency Committee on Foreign Investment in the United States (CFIUS), calling the absence of such a review a potential “serious lapse in fiduciary judgment.” Paramount has sought to limit scrutiny by proposing a governance structure that grants its foreign backers no voting rights — a tactic intended to avoid CFIUS review — but the company’s argument has yet to be tested with federal regulators.

Bipartisan Scrutiny And Political Dynamics

The proposed merger—one of the biggest media deals in years—has drawn scrutiny from across the political spectrum. Some Republican senators, including Senate Majority Leader John Thune, have expressed antitrust concerns and urged the Department of Justice to take a close look. Republican Sen. Mike Lee has voiced reservations about rival bids. On the left, Sens. Chris Murphy and Elizabeth Warren have said competing offers from Paramount and Netflix raise antitrust issues and may merit rejection.

While Democrats currently lack formal oversight power and are unlikely to control a chamber of Congress before 2027, the letter signals that the party could pursue regulatory remedies — including post-closing scrutiny or divestiture recommendations — if and when it returns to power. That prospect is a reputational and strategic consideration for WBD directors and shareholders.

Implications For Shareholders And Next Steps

For many current WBD shareholders, the possibility of a future unwind is a longer-term risk: even if a future administration sought to break up a transaction, many investors may have moved on by the time regulators act. Paramount chief Larry Ellison has taken his case directly to WBD shareholders, underscoring how heated the dispute has become as lobbying and regulatory pressure ramp up.

Bottom line: The letter from Liccardo and Pressley elevates national-security and fiduciary concerns into the public debate over the Paramount–WBD bids, increasing the likelihood of prolonged regulatory scrutiny and potential political intervention if control of Congress or the White House changes hands.

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