Fox-Roku merger

Fox Corporation completes Roku acquisition with cash and stock

Former Roku stockholders receive $95.30 in cash and 0.9799 shares of Fox Class A common stock per share, giving them about 26% of the combined company.

By Sam Okafor, Markets and money correspondent2 min read
Skyscraper at 1211 Avenue of the Americas in New York City, Fox Corporation headquarters
The 1211 Avenue of the Americas skyscraper in New York City, home to Fox Corporation's headquarters. Photograph: Coolcaesar at English Wikipedia/Wikimedia Commons (CC BY-SA 3.0)

Fox Corporation closed its previously announced acquisition of Roku Inc. on November 6, 2026, the company said in a filing with the Securities and Exchange Commission.

The merger agreement gave each holder of Roku Class A or Class B common stock the right to $95.30 in cash and 0.9799 shares of Fox Class A common stock, with an adjustment if the holder sought appraisal rights.

Fox said it will issue about 144.5 million shares of its Class A common stock and pay roughly $14.1 billion in cash to former Roku stockholders. That figure excludes payments related to Roku equity awards that are vested or converted and to shares held by dissenting stockholders.

The deal gives former Roku stockholders roughly 26% of Fox common stock outstanding, while existing Fox stockholders keep about 74%, the press release said.

Roku shares ceased trading on Nasdaq on November 6, 2026.

Roku became a wholly owned subsidiary of Fox through a two-step merger, and the surviving entity was renamed Roku, LLC.

Fox said Roku's open platform will keep reaching more than 100 million households globally and will retain access to thousands of apps and channels for streaming TV.

Fox funded the cash portion partly with new debt. On November 5, 2026, Fox amended its term loan agreement to increase commitments from $1.0 billion to $2.0 billion and borrowed the full $2.0 billion on the closing date.

The company also borrowed $8.4 billion under a 364-day senior unsecured bridge facility.

Proceeds from the term loans and bridge loans were used to pay cash consideration and other amounts payable in the merger.

Fox also set up an unsecured revolving credit facility of $1.5 billion for five years, with an option to raise it to $2.25 billion.

As of the filing date, Fox had not borrowed under the revolving facility, but about $29 million of letters of credit had been issued under it.

Fox projects about $400 million in annual run-rate cost synergies within two years of closing, the announcement said.

Fox also expects the deal to add to free cash flow per share by the second full year after closing.

Both the bridge credit facility and the revolving credit facility include a covenant that Fox maintain an operating income leverage ratio of 4.5 to 1.0. That ratio can rise for four quarters after a material acquisition.

Anthony Wood, Roku's founder, joined the Fox board and will be Co-Chair of Fox Digital Platforms. That new division contains Roku, Tubi, FOX One, Red Seat Ventures and other digital offerings.

Paul Cheesbrough becomes Co-Chair and CEO Fox Digital Platforms.

Wood said in the announcement: "We started Roku more than two decades ago to give people a better way to watch TV, and that mission doesn't change today."

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

Sources

  1. 8-K, Fox Corp (SEC filing)

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Sam Okafor covers capital markets, public listings and corporate finance for Venturist. He writes from filings, earnings releases and published reporting.

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