Weil Gotshal & Manges is advising Fox Corporation on its $22bn acquisition of Roku, counselled by Goodwin Procter.
The cash-and-stock deal will create the third-largest player in US television by share of viewing, Fox said, and marks a bet by the broadcaster that the streaming platform will boost its advertising business and online reach for its news and sports content.
Weil's team is led out of New York by Michael Aiello, chairman of the firm's corporate department, and M&A partner Michelle Sargent.
Meanwhile, Goodwin's effort is headed by global M&A chair Joshua Zachariah and M&A partner James Ding in New York alongside Silicon Valley-based Craig Schmitz, co-chair of the firm's technology group.
Under the terms of the agreement, Fox will acquire Roku for $160 per share, consisting of $96 in cash and 0.97 shares of Fox Class A common stock for each outstanding Roku share. That represents a 33.7% premium to Roku's close on Thursday, according to Reuters, a day before reports it was exploring a sale.
The deal is Fox's first major acquisition since CEO and chairman Lachlan Murdoch took over the media empire built by his father, Rupert Murdoch, after a family settlement last year. The company bought audio drama and rom-com podcast platform Meet Cute last November for an undisclosed amount, having acquired podcasting support company Red Seat Ventures earlier in the year.
The Roku acquisition will give Fox access to more than 100 million households using Roku's streaming platform, potentially helping the cable-TV reliant business pivot toward digital.
Fox is no stranger to Roku, having funded its $440m acquisition of Tubi in 2020 by selling a 5% stake in Roku in a deal that saw it turn to Jenner & Block and Kirkland & Ellis for counsel. Tubi was advised by Fenwick & West.
The Roku acquisition is expected to close in the first half of calendar year 2027, subject to customary closing conditions, including shareholder and regulatory approvals.
Allen & Company is the lead financial adviser to Fox, while Qatalyst Partners is serving as exclusive financial adviser to Roku.
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