Fox Corporation announced that it has entered into a definitive agreement to acquire Roku, Inc. for approximately $22 billion in enterprise value. The all-cash and stock deal values Roku at $160 per share and is expected to close in the first half of 2027, pending shareholder and regulatory approvals.
The transaction combines Fox’s portfolio of live sports, news, and entertainment content, including the Tubi streaming service, with Roku’s leading connected TV platform, The Roku Channel, first-party data capabilities, and direct relationships with more than 100 million global streaming households.
Terms of The Deal
Under the agreement, Fox will pay $96.00 in cash and 0.9693 shares of Fox Class A common stock for each outstanding share of Roku Class A and Class B common stock. The stock portion is based on a reference price of $66.03 per Fox share.
- Post-closing ownership: Fox shareholders are expected to own approximately 73% of the combined company; Roku shareholders will own about 27%.
- Financing: The cash component will be funded through new debt (including a $12 billion bridge facility) and cash on hand. Pro forma net leverage at closing is targeted at approximately 2.8x, including credit for cost synergies.
- Roku will continue to operate as an open, standalone platform with ubiquitous distribution of Fox content. Anthony Wood, Roku’s founder, chairman, and CEO, will join the Fox Board of Directors and have an ongoing role
Fox Strategic Plan
Fox described the deal as a “defining moment” and a natural extension of its strategy centered on live news and sports, accelerated by the 2020 acquisition of Tubi. The combination is intended to create a scaled media and technology company positioned at the intersection of premium live content and streaming distribution.
The companies highlighted several expected benefits:
- Significant scale in connected TV and advertising.
- Improved content discovery and viewer engagement.
- A shift toward higher-growth streaming and CTV verticals while maintaining a balanced business mix.
- Approximately $400 million in annual run-rate cost synergies, with additional revenue upside potential.
- The deal is projected to be accretive to free cash flow per share by the second full year after closing.
Roku’s board conducted a strategic review process before unanimously approving the transaction, citing a meaningful premium for shareholders and the opportunity to accelerate growth and innovation through the combined entity.
Next Steps
The deal requires approval by Fox and Roku shareholders, as well as regulatory clearances. A joint investor conference call was held earlier today. The companies expect to file a registration statement on Form S-4 with the SEC containing a joint proxy statement/prospectus.
Fox stated it will maintain its investment-grade balance sheet and continue its shareholder return program (dividends and share buybacks) without interruption.
Overall Outlook
This transaction represents one of the largest media-tech deals in recent years. It underscores the strategic importance of owning both premium content and distribution infrastructure in the evolving television ecosystem. While the combination offers clear scale advantages and cost synergies on paper, successful integration, regulatory approval, and execution on the promised growth opportunities will determine its long-term success.