Fox-Roku: Strategic Fit at a Strategic Price

Research evidence excerpt

Fox-Roku: Strategic Fit at a Strategic Price

15 June 2026

US Media & Telecom

Valuation aside, we have little doubt that ROKU is an attractive—interesting at minimum Laurent Yoon

+1 917 344 8502 —strategic asset for many players in Media. It offers a growing FAST platform,

laurent.yoon@bernsteinsg.com meaningful adtech capabilities, and, most importantly, significant distribution reach with 1st

party data. This combination pushes media companies in transition to consider whether a

Martin Boruchowicz

+1 917 344 8564 tie-up could accelerate, or at least support, their shift toward a streaming future.

martin.boruchowicz@bernsteinsg.com

Strategic assets are never cheap. In fact, “strategic” often translates to “expensive.” While

Andrew Chung we agree with Fox’s strategic rationale (there it is again), we question whether Fox needs to

+1 917 344 8302 own ROKU to achieve similar outcomes—a commercial partnership could potentially deliver

andrew.chung@bernsteinsg.com

comparable benefits. That said, we believe the acquisition helps clarify FOXA’s long-

term intent. While it may create near-term pressure, it effectively buys time for FOXA to

demonstrate its transition to streaming—one where TGR is no longer a negative value.

Five key takeaways for us:

Deal structure, leverage, and EPS. FOXA plans to acquire ROKU in a 60/40 cash-and-

stock transaction, resulting in a still-healthy 2.9x net leverage at close. We expect EPS

dilution of ~10% in 2028, pre-synergies.

Valuation. The $22B price tag implies ~30x NTM EBITDA and ~60x NTM EPS (based on

street consensus, which may prove conservative relative to buyside expectations). While

richly valued, strategic assets rarely come cheap—and ROKU is a unique asset for FOXA.

Regulatory process.