Investors react cautiously, as Fox shares slide sharply on the announcement while Roku’s stock barely moves.
The agreement values Roku at USD160 per share, made up of USD96 in cash plus 0.9693 Fox Class A shares for each Roku share.
On completion, existing Fox investors are set to control about 73% of the newly combined group. Roku shareholders will own roughly 27%.
The companies say the merged business will rank as the third largest US television player by share of viewing, driven by Roku’s distribution muscle and Fox’s content catalogue. Completion is targeted for the first half of 2027, subject to customary approvals.
To fund the transaction, Fox has lined up USD12 billion in fully committed bridge financing from Morgan Stanley Senior Funding, underpinning the cash element of the offer.
Allen & Company leads the advisory bench for Fox, joined by Morgan Stanley and Goldman Sachs on the financial side and Weil, Gotshal & Manges on legal matters.
Roku turns to Qatalyst Partners for financial advice, with Goodwin Procter providing legal counsel. Roku’s founder chief executive is set to remain in place after closing and will take a seat on the Fox board, signalling continuity for Roku’s platform strategy.
Fox’s leadership pitches the deal as a way to push deeper into higher growth streaming verticals and accelerate the company’s overall expansion profile. The combination is designed to strengthen Fox’s position in ad supported streaming, where Tubi and Roku already compete for brand budgets chasing cord cutters.
Market reaction is mixed, with the steep fall in Fox’s share price suggesting concern over deal size, integration risk or leverage, even as Roku’s modest decline hints at expectations the offer may hold. The market’s final judgment on the merger will hinge on whether the combined audience scale converts into faster revenue and profit growth once the deal closes.
