FOX announced on June 15 that it intended to acquire Roku for approximately $22 billion. FOX operates media businesses including FOX News Media, FOX Entertainment, FOX Television Stations and the free, ad-supported streaming service Tubi. Roku sells connected-TV devices, televisions, streaming players and smart-home devices, operates a platform providing access to streaming applications, and owns the free, ad-supported service The Roku Channel.

The U.S. Department of Justice’s Antitrust Division opened an investigation and issued second requests to both companies. It examined whether the merger could harm competition among free, ad-supported streaming providers and whether FOX could use control of Roku’s platform to disadvantage competing content providers.

The Division concluded that entry by free, ad-supported streaming providers would be timely, likely and sufficient to make a substantial risk of competitive harm unlikely. It also found that Roku depends on a broad range of content to attract users, so disadvantaging FOX’s content rivals could cause the merged company financial and reputational harm. Consumers could also switch to other connected-TV platforms if Roku’s service were degraded. Based on the investigation, the Division determined that the transaction was not likely to harm competition.

FOX committed that Roku would remain an open and neutral content partner after the merger. For at least three years, FOX will continue carrying non-FOX content in line with Roku’s historical practices and maintain existing contractual firewalls protecting competitively sensitive data relating to non-FOX content providers, including click, search, viewing and voice data. FOX also committed not to discriminate against non-FOX content in search results, to let users reconfigure applications on Roku’s home screen, and to continue providing data products to third parties on commercially reasonable terms consistent with Roku’s standard distribution agreement.

The Division closed its investigation but said it would continue monitoring competition in the industry and could take appropriate action if facts or circumstances change.