Fox Corp said it would buy Roku in a cash-and-stock deal valued at about $22 billion, a move aimed at expanding its digital audience and advertising reach.
The deal announced Friday would give Fox access to more than 100 million households using Roku’s platform. Fox said the acquisition would help it better target ads and reduce reliance on traditional distribution.
Fox shares fell nearly 17% in early trading. Roku traded as much as 12% below the $160-per-share offer price.
Under the agreement, Roku investors will receive $96 in cash and about 0.97 Fox Class A shares for each Roku share, valuing the offer at $160 a share.
Fox shareholders will own about 73% of the combined company after closing, with Roku investors holding the rest. The deal includes about $14.6 billion in cash and stock for the remainder, and will add about $8.3 billion in debt to Fox’s balance sheet.
It is Fox’s first major acquisition since Chief Executive and Chairman Lachlan Murdoch consolidated control of the company after a family settlement last year. “Combining these companies ‘will really help define the future of television in the United States and in many other markets around the world,’” Murdoch said on a call with investors.
Roku founder and Chief Executive Anthony Wood, 60, will continue to have a role in the company and will join Fox’s board. According to three people with direct knowledge of the matter, Roku’s board began a sale process earlier this year and Wood, who controls more than 55% of Roku’s voting rights, agreed to explore a sale. Roku, advised by Qatalyst Partners, contacted several potential buyers, including Fox, two of the sources said.
The combination links a streaming platform that carries apps from companies including Paramount, NBCUniversal and Netflix with a programmer that licenses sports and news content to distributors such as Comcast and YouTube TV. Murdoch said those relationships would continue.