DOJ Second Request Casts Shadow Over Fox's $22B Roku Acquisition

Investor uncertainty is growing around Fox Corp.'s planned $22 billion acquisition of Roku Inc. after the U.S. Department of Justice issued a formal request for more information, intensifying the deal's antitrust review and causing a divergence in the two companies' stock performances.

DOJ Extends Antitrust Scrutiny

The Department of Justice issued a "Second Request" on September 8, 2026, a move that formally extends its investigation into the competitive implications of the merger. According to Fox, this pushes the expected closing timeline for the transaction into the first half of calendar 2027, contingent on regulatory approvals.

This development introduces significant hurdles for the deal. A Second Request signals that regulators have initial concerns that require a deeper analysis, increasing the risk of potential challenges or required concessions. According to the source material, this raises several concerns for investors:

• Timing Risk: The path to closing the deal is now longer and less certain.
• Regulatory Risk: The probability of the DOJ demanding remedies or blocking the deal has increased.
• Financing Risk: Fox's capital structure remains committed to the massive transaction for a longer period.

Market Prices in a Widening Gap

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The market's reaction highlights a clear split in sentiment between the two companies. While Roku's stock has largely retained its value from the acquisition offer, Fox's shares have struggled to recover.

Fox Corp.'s Class A stock (FOXA) closed at $63.89 on September 9, which is still 3.0% below its $65.85 price on June 12, before the deal was announced. In contrast, Roku (ROKU) shares traded at $152.99, near the proposed $160 acquisition price, and are up 26.5% over the last three months.

Investor Outlook

The performance gap suggests that while investors still see value in Roku as an acquisition target, they are increasingly wary of the regulatory and financial risks facing Fox. The lag in Fox's stock indicates that the potential strategic benefits of acquiring Roku are being outweighed by concerns over integration challenges, leverage, and the now-prolonged regulatory battle.

The heightened scrutiny from the DOJ is likely to cap investor enthusiasm for Fox's shares until there is greater clarity on the path to approval for the landmark media deal.