Shareholders of Roku and Fox Corporation approved Fox's acquisition of the San Jose-based streaming platform at separate special meetings on 14 October, clearing the shareholder conditions of a deal valued at about $22bn including debt.
Why Fox Corporation is buying Roku, Inc.
Fox said the deal combines its NFL, MLB, FOX News and Tubi content with Roku's connected-TV platform, The Roku Channel and its direct relationships with more than 100 million streaming households. On a pro forma basis the group would become the third-largest player in US television by share of viewing.
“This is a defining moment for FOX, and a natural extension of the deliberate and focused strategy we have been executing for nearly a decade.”
Deal terms and financing
Roku holders receive $96.00 in cash and 0.9693 Fox Class A shares for each share, the stock leg priced off a $66.03 ten-day average. Fox will fund the cash with new debt and cash on hand and expects pro forma net leverage of about 2.8x. Anthony Wood will join the Fox board and keep a role at the combined company.
Regulatory approvals and timing
Roku stockholders cast 241.0m votes for adopting the merger agreement and 0.5m against, equal to 81.5% of outstanding voting power; founder Anthony Wood had signed a support agreement. Fox Class B holders approved the share issuance with 99.9% of votes cast. The deal still needs US antitrust clearance and certain non-US approvals: on 8 September 2026 Roku and Fox each received a second request from the Justice Department, extending the HSR waiting period, and completion is expected in the first half of 2027.
Market context
Reuters had reported on 12 June that Roku was exploring options including a sale, according to Hoodline. Fox acquired Tubi in 2020 and says it has become one of the most successful businesses in streaming.
