Fox’s $22B Roku Deal Advances as DOJ Issued Second Request, Delays First-Half 2027 Closing

Fox Corporation’s acquisition of Roku has entered a critical regulatory stage following a recent filing: on September 8, 2026, the U.S. Department of Justice issued a Second Request for additional information under the Hart‑Scott‑Rodino Act, extending the review timeline for the $22 billion merger

The filing, included in Roku’s recent SEC submission, confirms that both companies received the DOJ request and that the waiting period will remain open until 30 days after both parties substantially comply—unless shortened by DOJ or a mutual agreement. Importantly, there were no changes to the merger’s structure or terms announced alongside this development

The deal, originally announced on June 15, 2026, is a cash-and-stock agreement valuing Roku at approximately $160 per share—composed of $96 in cash plus 0.9693 shares of Fox Class A common stock per Roku share. Once completed, former Roku shareholders are expected to own about 27% of the combined entity, based on terms outlined in the Form S‑4 registration statement filed in August

Regulatory Process Enters Key Phase

The DOJ’s Second Request signals heightened scrutiny and is a standard regulatory hurdle in large M&A transactions. While such a request often delays closing, it does not indicate opposition; the review period now depends on both firms meeting the DOJ’s documentation and informational requirements. Should they comply, the merger could still close in the first half of 2027 as planned

Implications for Shareholders and Timeline

The acquisition timeline is now unlikely to change materially, although the added review period injects uncertainty. Meanwhile, the terms of the merger remain intact, including the defined share exchange, cash component, and agreed-upon equity split. Shareholders should focus on looming milestones, like the DOJ’s approval and the required votes from both companies’ shareholders

What’s Next?

• Fox and Roku will work to satisfy the DOJ’s information request promptly.
• The 30-day waiting period starts after substantial compliance—closing still expected by mid‑2027.
• Shareholder votes and possible conditions or behavior remedies may surface as the process continues.

This development underscores that while the merger remains intact, its completion timeline is now driven by regulatory pace—not corporate delays. Investors tracking FOXA should note the change in timing but can expect the deal structure and strategic rationale to hold as previously disclosed.