June 25, 2026 | Media | North America | Active
On 15-Jun-26, Fox announced a bet on live sports and news streaming by agreeing to acquire Roku for $22bn. Fox will pay $96.00 in cash plus 0.9693 Class A shares for each Roku share, worth $160 per share at announcement and representing a 33.7% premium to Roku’s undisturbed price on 11-Jun-26. Roku doesn’t pay dividends and, through completion, Fox is permitted to distribute “normal semi-annual cash dividends… consistent with past practice.” Fox shareholders will own 73% of the new entity, with Roku shareholders owning the remaining 27%. Both boards approve the deal, and Fox plans to fund the cash portion with cash and debt, supported by $12bn of fully committed bridge financing from Morgan Stanley. Fox’s pro forma net leverage is expected to be 2.8x at closing, including a 50% credit for run-rate cost synergies. Roku’s founder and CEO Anthony Wood will retain “an ongoing role” and join Fox’s board. Conditions include approvals from both sets of shareholders: 50% of Roku Class A and Class B shares, voting together as a single class, and 50% of Fox Class B votes. Wood and related entities (“Sellside VSA Stockholders”), which hold 55% of the Roku votes, have signed a voting agreement; Wood owns 98.7% of Roku’s higher-vote Class B shares (10 votes per share) and 2.0% of Class A shares (one vote per share). On the acquirer side, LGC Holdco (“Buyside VSA Stockholder”) has also signed a voting agreement that covers ...
Contents
Please contact us to request access to this report.