Fox Closes Its $22 Billion Roku Deal Months Ahead of Schedule

Fox Corporation completed its acquisition of Roku on Friday, closing a cash-and-stock deal that ends Roku's run as a public company.

Roku stockholders will receive $95.30 in cash and 0.9799 shares of Fox Class A stock for each share they held just before closing, Fox said on Friday.

Former Roku stockholders now own about 26% of Fox's outstanding shares, and existing Fox stockholders own about 74%.

Roku shares will cease trading on the Nasdaq as of Friday, ending the streaming pioneer's life as a public company.

"The closing of this acquisition advances the long-term strategy of FOX," Executive Chair and Chief Executive Lachlan Murdoch said.

He said the top priority now is serving audiences and partners while reinforcing the openness and choice he called the essence of Roku's platform.

A close that arrived months early

Fox and Roku announced the deal on June 15, valuing Roku at about $22 billion in enterprise value.

The June terms were $160.00 a share: $96.00 in cash plus 0.9693 Fox Class A shares, an equity value of about $25 billion, according to Roku's counsel Goodwin.

The companies then expected to close in the first half of 2027, and expected Roku holders to own about 27% of the combined company.

The mix shifted slightly by closing, to $95.30 in cash and 0.9799 shares, and neither company explained the adjustment in its closing announcement.

The Justice Department issued a second request for information in September, extending its antitrust review of the deal.

Shareholders approved the transaction in October, with Fox Class B holders backing the share issuance by 99.9% of votes cast.

By November 2, Fox said every required shareholder and foreign regulatory approval had been received.

The department then cleared the deal after its second-request review, TheWrap reported.

What Fox bought

Roku's open platform reaches more than 100 million households worldwide, with thousands of apps and channels.

Fox pairs that distribution with its live sports, news and local programming, and calls the result one of the leading streaming businesses in the United States.

Reuters described the acquisition as a bet that Roku will bolster Fox's advertising business and expand the online reach of its sports and news programming.

Together, Tubi and Roku accounted for 4.8% of streaming viewership in August, tying Disney's streaming share and trailing behind Netflix and YouTube, Nielsen data show.

Counting linear television, the combined company held 8.5% of total TV viewership in August, the fourth-largest media distributor, according to TheWrap's reading of Nielsen data.

Tubi, Fox's free ad-supported streamer, reaches 110 million monthly active users.

Roku arrived profitable: third-quarter revenue rose 24% to $1.5 billion, and platform revenue rose 23% to $1.3 billion.

The quarter produced net income of $183 million and adjusted EBITDA of $249 million.

An open platform, now inside Fox

Fox pledged that Roku will keep its role as a leading open ecosystem for the broader streaming industry.

Choice for viewers and value for content partners are, in Fox's telling, the source of Roku's ubiquity, and an asset it says it will preserve and build on.

Roku founder Anthony Wood joins Fox's board and becomes co-chair of FOX Digital Platforms, a new division housing Roku, Tubi, FOX One and Red Seat Ventures.

Paul Cheesbrough will serve alongside Wood as the division's co-chair and chief executive.

"What does change is our reach and resources," Wood said. "Our teams will keep building and innovating as they always have, now with the support and capabilities of FOX behind us."

Promised savings, undisclosed debt

Fox expects about $400 million of run-rate cost synergies within two years of closing, plus potential revenue upside it did not size.

It anticipates the deal will add to free cash flow per share by the second full year after closing. Both are expectations, not results.

Morgan Stanley Senior Funding led the debt financing, but the closing announcement does not disclose the final debt package or its size.

Allen & Company led Fox's financial advisers, with Morgan Stanley and Goldman Sachs also advising. Qatalyst Partners advised Roku.

Shares barely moved at midday

Fox Class A shares traded at $67.70 at about 12:06 p.m. ET on Friday, up 0.04% from Thursday's $67.67 close, according to Finnhub.

Roku shares traded at $161.68 at the same reading, up 0.82% from $160.37 at Thursday's close, their last full session.

At Friday's midday Fox price, the closing consideration was worth about $161.64 a Roku share, a TickerGrove calculation - effectively identical to Roku's own midday print.

The market was still open at that reading, so no closing reaction is printed here.

What remains unknown

Whether the Justice Department's clearance carried conditions is unknown: a consent decree was reported on November 3, but no closing-day source confirms one was imposed.

Where the $400 million of cost synergies will come from - and whether jobs are involved - is not detailed in the closing announcement.

The final debt package, any deleveraging target, and combined-company guidance all remain undisclosed at closing.

How Roku, Tubi and FOX One will share ad sales and product work - and whether marquee sports move onto Roku, as they have onto Tubi - is unstated.

What to watch: the closing filings and pro-forma financials, the first combined earnings report, and any detail on synergies and debt.