In an expected development, shareholders for both Fox Corp. and Roku voted to approve Fox’s $22 billion acquisition of the streaming-video platform company.
At separate special meetings of shareholders Wednesday to vote on the deal, the majority of shares owned by Fox Corp. and Roku investors were in favor the deal.
The proposed Roku deal was overwhelmingly approved by Fox shareholders: 99.9% of the votes cast by holders of outstanding Class B common stock entitled to vote were in favor of the agreement, according to an SEC filing by Fox. Of the shares voted, 197.4 million were for; 71,891 were against; and 45,001 abstained. The official vote tallies from Roku’s meeting are expected to be filed with the SEC soon as well.
In June, Fox announced an agreement to buy Roku for $160/share in a combination of about $14.2 billion in cash and the remainder in Fox Class A common stock.
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Fox currently expects the Roku acquisition to be completed in the first half of calendar year 2027, subject to clearance by the Justice Department and other regulators.
Last month, Fox disclosed that the DOJ had requested additional documents related to the proposed Roku acquisition, which Fox said was expected. The DOJ’s second request for documents extended the waiting period under the Hart-Scott-Rodino antitrust act for 30 days (during which time the parties are barred from closing the deal) after Fox and Roku have “substantially replied” to the information request.
The deal would dramatically enhance Fox’s streaming footprint, and give it the opportunity to increase scale in the free, ad-supported streaming space through Fox’s Tubi and the Roku Channel. By buying Roku, the TV-centric company would become a much bigger player in digital video advertising as well as major player in premium subscription VOD distribution.
The Roku acquisition “will transform the scope of our company into high-growth verticals and yield a step change in our overall growth profile,” Fox Corp. CEO Lachlan Murdoch said in announcing the agreement in June.
Fox said it is “committed to continuing to operate Roku as an open, partner-friendly platform.” Roku founder and CEO Anthony Wood will have an ongoing role at the combined company.