DOJ second request clouds Fox's $22 billion Roku deal

The U.S. Justice Department is escalating its antitrust review of Fox's $22 billion takeover of Roku, issuing a second request for documents that raises the risk of a delayed or blocked close on the cash-and-stock deal announced in June.

The DOJ plans to seek another round of data and documents through the "second request," Semafor reported Tuesday, citing people familiar with the matter. Reuters could not immediately verify the report, and the DOJ, Fox and Roku did not respond to requests for comment outside business hours.

Roku shares fell about 2 percent in extended trading after the report, a sign investors are pricing in a longer and less certain regulatory path. Fox said in June the acquisition would strengthen its advertising business and expand the online reach of its sports and news content.

The escalation is the first concrete signal that the transaction faces meaningful antitrust headwinds rather than a routine review. A second request typically stretches deal timelines by months as regulators demand more data on market definition and competitive effects, and a formal challenge would put the entire $22 billion purchase at risk.

The probe centers on how the combination would reshape competition in streaming and connected-TV advertising, where Roku holds a leading share of U.S. streaming devices. Fox brings a large library of live sports and news that could give the merged company added leverage over rivals and advertisers, a dynamic antitrust enforcers have examined more closely as media consolidation accelerates.

The review also carries spillover risk for other pending media deals. A drawn-out fight over Fox-Roku would signal that regulators view streaming distribution and advertising as concentrated markets, potentially raising the bar for similar transactions across the sector. Fox's rationale for the purchase — pairing premium content with Roku's reach to sell targeted ads — is the same logic driving several rivals to consolidate, so the outcome could set a precedent for how those deals are judged.

Neither Fox nor Roku has disclosed an expected closing date, and the companies have not said whether they will contest the second request or negotiate remedies. If the DOJ ultimately files a challenge, Fox would face a choice between divesting parts of Roku's business, renegotiating terms, or abandoning the deal. If the review clears, the transaction would still require approval from other regulators, adding further uncertainty to the timeline.

For Fox, the stakes are the $22 billion it committed to a bet that streaming would anchor its advertising growth. For Roku, the deal offered a path to scale under a larger parent. Both now wait on a review whose next step — the scope of the second request — will determine whether the deal closes on schedule, is delayed by months, or collapses entirely.

This article is for informational purposes only and does not constitute investment advice.