Fox Corporation (“FOX” or the “Company”) has announced the successful completion of its acquisition of Roku, Inc.With this acquisition FOX has entered a new transformational era – creating an innovative scaled media and technology company with superior reach, engagement and monetization capabilities. The combination of FOX’s premium live sports, news and local programming with Roku’s open connected TV platform reaching across more than 100 million households creates new opportunities for the Company to serve its viewers, advertisers and partners.
This transaction accelerates FOX’s digital strategy and expands FOX’s business mix towards high-growth streaming and connected TV verticals, strengthening our long-term growth profile. The Company expects to achieve approximately $400 million of run-rate cost synergies within two years following the transaction close, with additional potential revenue upside, and anticipates that the transaction will be accretive to free cash flow per share by the second full year after closing. Importantly, from an operating standpoint, Roku will continue to play its role as a leading open ecosystem for the broader streaming industry. A key element of Roku’s ubiquity is the choice it offers viewers and the value it provides to content partners. Together, FOX and Roku will preserve and build on these strengths.
“The closing of this acquisition advances the long-term strategy of FOX. Beginning today, our top priority for the combined company is to continue to relentlessly serve audiences and partners, while reinforcing the openness and choice that is the essence of the Roku platform. Our shared entrepreneurial passion and clear conviction toward building the future together with our new Roku colleagues gives us great confidence in the opportunities ahead of us.” Lachlan K. Murdoch, Executive Chair and Chief Executive Officer of Fox Corporation, commented.
Roku founder Anthony Wood will join the FOX board of directors. He will also serve as Co-Chair, FOX Digital Platforms, the newly formed division that includes Roku, Tubi, FOX One, Red Seat Ventures, and other digital products and services across the Company, alongside Paul Cheesbrough, who assumes the role of Co-Chair and CEO, FOX Digital Platforms.
“We started Roku more than two decades ago to give people a better way to watch TV, and that mission doesn’t change today. What does change is our reach and resources. FOX has a deep respect for Roku’s culture and wholly shares our commitment to staying open to every content partner. Our teams will keep building and innovating as they always have, now with the support and capabilities of FOX behind us. I’m proud of what Roku’s employees have built, and I’m excited about what comes next.” Mr. Commented,
Under the terms of the merger agreement, Roku stockholders are entitled to receive $95.30 in cash and 0.9799 shares of FOX Class A common stock for each share of Roku Class A and Roku Class B common stock they owned immediately prior to closing. As a result of the transaction, FOX stockholders own approximately 74% of the outstanding shares of FOX common stock and former Roku stockholders own approximately 26%. With the acquisition complete, Roku shares will cease trading on the Nasdaq as of November 6.