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Subsequent Events | 9 Months Ended
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Sep. 30, 2025
Subsequent Events [Abstract] |
Subsequent Events | Subsequent Events Conversion to Delaware Corporation On the Closing Date, immediately prior to the consummation of the Business Combination, the Company effected the Conversion by filing a certificate of conversion with the Secretary of State of the State of Delaware and articles of conversion with the Florida Department of State, Division of Corporations. The Business Combination, including the Conversion, was previously approved by the Company’s shareholders on September 30, 2025. In connection with the Conversion, all of the issued and outstanding shares of common stock as of the Closing Date (the "Prior Fubo Common Stock") were automatically converted into the same number of issued and outstanding shares of Class A common stock of the Company, $0.0001 par value per share (the “Class A Common Stock”), and a new class of shares of Class B common stock of the Company, $0.0001 par value per share (the “Class B Common Stock”), was created. In connection with the Conversion, the Company changed its name from fuboTV Inc. to FuboTV Inc. Business Combination On the Closing Date, pursuant to the Business Combination Agreement: (i) Hulu (x) contributed certain assets (the “HL Business Assets”) related to the business of negotiating and administering carriage agreements and similar contracts relating to and for the purpose of the retransmission, distribution, carriage, display or broadcast of any programming service, channel or network on the HL DMVPD Service (as defined below) (the “HL Business”) to Hulu Live LLC (“HL”), (y) caused HL to assume only the HL Business Liabilities (as defined in the Business Combination Agreement) and (z) contributed the HL Business and the HL Business Assets to a newly formed entity, Fubo Operations LLC (“Newco”), by transferring all of its right, title and interest in, to and under 100% of the equity interests of HL to Newco, (ii) the Company underwent an umbrella partnership C corporation reorganization (the “Up-C Reorganization”) and contributed 100% of the equity interests in a newly formed, wholly-owned subsidiary, Fubo Services LLC (“Fubo OpCo”), to which the Company had previously contributed the Company's business prior to the Closing Date, to Newco in exchange for units in Newco (“Newco Units”), resulting in Hulu holding a number of Newco Units representing, in the aggregate, a 70% economic interest (calculated on a fully-diluted basis) in Newco and the Company holding a number of Newco Units representing, in the aggregate, a 30% economic interest (calculated on a fully-diluted basis) in Newco, and (iii) the Company issued to Hulu shares of Class B Common Stock representing, in the aggregate, a 70% voting interest in the Company (calculated on a fully-diluted basis) (the transactions contemplated by the Business Combination Agreement, the “Business Combination”). The HL Business Assets include certain carriage agreements, rights under joint subscription agreements and related data and information about its subscribers, advertising or sponsorship agreements exclusively related to Hulu’s linear multi-channel subscription video programming distribution service component of the offering known as “Hulu + Live TV” as of the date of the Business Combination Agreement and operated by Hulu (such service, the “HL DMVPD Service”), all other assets (including intellectual property) exclusively related to the HL DMVPD Service and all intellectual property constituting the “Live TV” brand. On the Closing Date, following the effectiveness of the Business Combination, the Company, and Hulu, as the members of Newco, and Newco adopted an amended and restated limited liability company agreement of Newco. In addition, Hulu, HL, Fubo OpCo and Newco, as applicable, entered into certain commercial agreements, effective as of the Closing, including a commercial services agreement and brand license agreement. The Company will account for the acquisition contemplated by the Business Combination Agreement as a reverse acquisition using the acquisition method of accounting in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). As a result, commencing with the Company's quarterly report on Form 10-Q for the quarter ended December 31, 2025, the historical financial statements of the Company will become those of the historical financial statements of the HL Business (the accounting acquirer) and will reflect the HL Business's acquisition of the historical FuboTV business as of the Closing Date which will require the recognition of the acquired FuboTV business' identifiable assets and liabilities at fair value with the residual recorded as goodwill. Given the timing of the close of the transaction it is not practical at this time to provide information about the purchase price allocation. The consummation of the Business Combination constitutes a Merger Event under each of the indenture governing the 2026 Convertible Notes (the “2026 Notes Indenture”) and the indenture governing the 2029 Convertible Notes (the “2029 Notes Indenture”). As a result of the consummation of the Business Combination and the 2029 Notes Indenture, following the Closing Date, the right of holders of 2029 Convertible Notes to convert each $1,000 principal amount of 2029 Convertible Notes to a specified number of shares Prior Fubo Common Stock was changed into a right to convert such principal amount of 2029 Convertible Notes to a specified number of shares of Class A Common Stock. On the Closing Date, the Company irrevocably elected that all conversions of the 2026 Convertible Notes on and after November 15, 2025 will be settled pursuant to cash settlement (the “Cash Settlement Election”). As a result of the Cash Settlement Election, on and after November 15, 2025, holders of 2026 Convertible Notes no longer have the right to convert any principal amount of 2026 Convertible Notes into Prior Fubo Common Stock or Class A Common Stock. The consummation of the Business Combination also constitutes a Fundamental Change and Make-Whole Fundamental Change (each as defined in the 2026 Notes Indenture and 2029 Notes Indenture). The effective date of this Fundamental Change and Make-Whole Fundamental Change in respect of the 2026 Convertible Notes and the 2029 Convertible Notes is October 29, 2025, which is the Closing Date. As a result of the Fundamental Change, each holder of 2026 Convertible Notes and 2029 Convertible Notes will have the right to require the Company to repurchase its Notes, as applicable, pursuant to the terms and procedures set forth in the applicable indenture for a cash repurchase price equal to the applicable Fundamental Change Repurchase Price (as defined in each of the 2026 Notes Indenture and 2029 Notes Indenture) on dates in respect of each of the 2026 Notes and 2029 Notes to be determined. Change in Fiscal Year On October 29, 2025, the Board approved a change in the Company’s fiscal year end from December 31 to September 30, effective immediately upon the completion of the Business Combination.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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