Fubo Hulu Live Merger 2025: Deal, Ownership & Terms
See how Fubo combined with Disney’s Hulu + Live TV (Oct 29, 2025): 70% voting control, subscriber scale, wholesale fees, ads, and strategy highlights.
## Summary (EX-99.1 to FuboTV Inc. 8-K/A filed Dec. 23, 2025)
### 1) What happened / transaction context
- The document describes a business combination that closed on **October 29, 2025**, in which **Fubo’s existing business was combined with Disney’s Hulu + Live TV business** (the “Hulu Live Business”). ["On October 29, 2025"](0001493152-25-029112|2) ["combined our existing Fubo business with Disney’s Hulu + Live TV business"](0001493152-25-029112|2)
- After closing, **Hulu/Disney collectively own and control ~70% of Fubo’s voting interest**. ["collectively owns and controls approximately 70% of the voting interest"](0001493152-25-029112|2)
### 2) Company description and scale
- Fubo positions itself as a **consumer-first live TV streaming company** focused on **sports, news and entertainment** delivered via OTT streaming. ["consumer-first live TV streaming company"](0001493152-25-029112|2) ["sports, news and entertainment"](0001493152-25-029112|2) ["over-the-top (“OTT”) streaming platforms"](0001493152-25-029112|2)
- The company states that, upon closing, it became the **“sixth largest Pay TV company” in the U.S. with nearly six million paid subscribers** (as of the closing date; cited to UBS estimates). ["sixth largest Pay TV company"](0001493152-25-029112|2) ["nearly six million paid subscribers"](0001493152-25-029112|2) ["UBS Estimates"](0001493152-25-029112|2)
### 3) Offerings (U.S. + international)
- In the U.S., the company offers programming through **both Fubo-branded and Hulu Live-branded services**, live and on-demand. ["Fubo-branded and Hulu Live-branded services"](0001493152-25-029112|2)
- Internationally, it operates live TV streaming services in **Canada, France and Spain**, including **Molotov** in France. ["Canada, France and Spain"](0001493152-25-029112|2) ["we own and operate Molotov"](0001493152-25-029112|2)
- The **Fubo Service** is described as “sports-first,” with add-on **“Attachments”** (additional content/functionality), and mentions features like **MultiView** for certain Apple TV and Roku users. ["sports-first"](0001493152-25-029112|2) ["Attachments"](0001493152-25-029112|2) ["MultiView"](0001493152-25-029112|2)
- The **Hulu Live Service** is described as offering **90+ channels** and includes the major broadcast networks **ABC, CBS, FOX and NBC**. ["90+ sports, news, entertainment and kids’ channels"](0001493152-25-029112|2) ["ABC, CBS, FOX and NBC"](0001493152-25-029112|2)
### 4) Commercial arrangements with Hulu (economics & responsibilities)
- Under the commercial services and brand licensing arrangements, Hulu distributes Hulu Live via the Hulu platform on a wholesale basis and pays fees **initially equal to 95% of carriage fee expenses in 2025–2026**, stepping up to **97.5% in 2027** and **99% in 2028 and thereafter**. ["fees initially equal to 95%"](0001493152-25-029112|2) ["escalating to 97.5%"](0001493152-25-029112|2) ["99% in calendar year 2028 and thereafter"](0001493152-25-029112|2)
- Hulu (or affiliates) **owns/operates the Hulu and Disney platforms**, **sells/administers subscriptions**, and **retains subscription revenue** for Hulu Live. ["retain subscription revenue"](0001493152-25-029112|2)
- Fubo agrees to **bear certain marketing expenses per an agreed budget**, while Hulu is responsible for marketing execution (in consultation with Fubo). ["bear the cost of marketing expenses"](0001493152-25-029112|2) ["Hulu is responsible for all marketing execution"](0001493152-25-029112|2)
- Disney affiliates will **sell ads on behalf of Fubo** for the Fubo Service and Hulu Live Service for a share of ad revenue. ["sell ads on behalf of us"](0001493152-25-029112|2) ["portion of ad sale revenue"](0001493152-25-029112|2)
- The commercial services agreement term is **five years**, renewable for another five years by mutual agreement. ["initial term of five years"](0001493152-25-029112|2) ["renewable for an additional five-year term"](0001493152-25-029112|2)
### 5) Strategy, seasonality, and operations
- The document lays out three core strategies: **grow paid subscribers**, **improve unit economics/retention**, and **drive monetization via subscription pricing, attachments, advertising, and the Hulu wholesale-fee arrangement**. ["Grow our paid subscriber base"](0001493152-25-029112|2) ["improve unit economics"](0001493152-25-029112|2) ["Drive monetization"](0001493152-25-029112|2)
- It describes seasonality: stronger revenue and subscriber adds in the **fourth and first fiscal quarters (July–September and October–December)**, driven largely by **NFL/college football and fall TV season**, and notes subscribers often **peak in the first quarter (Oct–Dec)**. ["fourth (July - September) and first (October - December) quarters"](0001493152-25-029112|2) ["National Football League and college football seasons"](0001493152-25-029112|2) ["subscribers… peak in the first quarter"](0001493152-25-029112|2)
### 6) Corporate structure highlights from the closing
- The company states it **converted from a Florida corporation to a Delaware corporation** at closing and created **Class A and Class B common stock**, with Class B tied to the voting structure issued to Hulu. ["converted from a Florida corporation to a Delaware corporation"](0001493152-25-029112|2) ["Class A common stock"](0001493152-25-029112|2) ["Class B common stock"](0001493152-25-029112|2)
- It describes an **“Up-C” reorganization** and that Hulu holds a **70% economic interest** in “Newco” (Fubo Operations LLC) with the Company holding **30%** (fully diluted), alongside the 70% voting interest via Class B shares. ["“up-C” reorganization"](0001493152-25-029112|2) ["70% economic interest"](0001493152-25-029112|2) ["30% economic interest"](0001493152-25-029112|2) ["70% voting interest"](0001493152-25-029112|2)
If you want, I can also extract a one-page “investor-style” snapshot (business model, key economics in the Hulu agreement, and key risks explicitly referenced) from this exhibit.
