Trump could be paid to post for his own start-up.

A new regulatory filing by the company in talks to merge with the Trump Media & Technology Group also warned that regulators may not let the deal go through.

This article is part of our Daily Business Briefing

Former President Donald J. Trump’s social media company runs a Twitter-like platform called Truth Social.
Credit...Maddie McGarvey for The New York Times

Former President Donald J. Trump could be paid to post for his own start-up company and it remains unclear if securities regulators would allow its merger with a cash-rich shell corporation to go forward, according to a securities filing on Monday.

The long-anticipated registration statement filed by the Digital World Acquisition Corporation said it anticipated completing the merger with the Trump Media & Technology Group in the second half of the year. But the document, known as an S4, said the Securities and Exchange Commission, which began investigating the proposed merger last year, could “disapprove this transaction and issue a stop order” that would block it.

Digital World said that Mr. Trump could be paid to post streaming videos on Trump Media’s video-on-demand service in certain circumstances. The licensing deal also does not require him to exclusively use Truth Social, Trump Media’s Twitter-like social media platform, and permits him to “post from a personal account related to political messaging, political fund-raising or get-out-the-vote efforts on any social media site at any time.”

If the former president does anything “illegal, immoral, or unethical,” it is not considered a breach of his agreement with the company, according to the filing.

The unusual licensing deal is unlikely to quiet concern that Mr. Trump will return to Twitter if Elon Musk completes his deal to acquire the much bigger social media platform. Mr. Musk, the world’s richest man, has said he would lift Twitter’s ban on Mr. Trump if he acquires the company; Mr. Trump has said he “probably wouldn’t rejoin Twitter if he could.”

Twitter suspended Mr. Trump and kicked him off the platform after the Jan. 6, 2021, storming of Capitol Hill by his supporters and Mr. Trump’s repeated claims that the 2020 presidential election was stolen from him.

Mr. Trump had nearly 90 million followers on Twitter when he was kicked off the platform. He currently has about 2.7 million followers on Truth Social, where he only began to post in earnest this month.

The more imminent concern to Trump Media is whether securities regulators will allow the deal to proceed, which would enable Mr. Trump's company to gain access to up to $1.3 billion in investor cash.

Mr. Trump could own 73 million shares, or just under 50 percent of the voting power over Trump Media common stock, if the merger is completed. Digital World said in the filing that Mr. Trump would have significant influence over the post-merger company and might be able to determine who sits on board and to “block matters requiring stockholder approval.”

If the deal were to be completed at Digital World’s current $44 share price, Mr. Trump’s equity stake would be initially valued at more than $3 billion.

Digital World said the S.E.C. had served it with a subpoena seeking various documents concerning its board meetings, trading procedures and “communications with and the evaluation of potential targets.”

The S.E.C. has been investigating whether Digital World, a special purpose acquisition company, or SPAC, went public in September 2021 as a deal with Trump Media was already under discussion.

Digital World’s filing said that the SPAC had been looking at more than a dozen companies to acquire at the time it went public. But it confirmed previous reporting by The New York Times that another SPAC controlled by Digital World’s chief executive, Patrick Orlando, was in serious merger talks with Trump Media right up until a few days before Digital World’s initial public offering of stock.

SPACs, companies that go public in the hopes of finding a private business to acquire, are not supposed to have an acquisition target lined up at the time of their I.P.O. Digital World did not disclose the talks between Mr. Orlando’s other SPAC, Benessere Capital Acquisition, and Trump Media.

In a filing earlier this year, Benessere said it had “terminated” a letter of intent it signed with an unnamed social media company on Sept. 1 because it “had not yet executed certain key agreements” or made its audits final.

Digital World priced its I.P.O. the next day.

Shares of Digital World rose more than 6 percent in early trading, to about $44.50 a share. Although down 50 percent from early March, the shares are more than four times higher than before the company announced its deal with Trump Media last year.