The U.S. Department of Justice is investigating whether Nvidia Corp. structured its 2025 deal with Groq to avoid antitrust review, according to reporting by the New York Times and Bloomberg.com1,3.
The DOJ sent Nvidia Corp. a formal document demand over the Groq transaction, which dates to last December2. Nvidia Corp. paid between $17 billion and $20 billion for a non-exclusive license to Groq's chips and hired Jonathan Ross along with most of Groq's senior engineers. Groq itself was not acquired, and no premerger filing was made. Groq has described the arrangement as a "nonexclusive licensing agreement".
The structural question
The deal's architecture is central to the DOJ's inquiry. By licensing Groq's technology and absorbing its engineering talent rather than buying the company outright, Nvidia Corp. avoided the Hart-Scott-Rodino premerger notification process that would have triggered automatic regulatory review. The Justice Department is examining whether Nvidia Corp. sought to sidestep antitrust scrutiny through this structure.
Groq raised a subsequent round in August at a $3.5 billion valuation, roughly half of what the company was worth the prior September. Nvidia Corp. was among the investors in that August round.
ANALYSIS Nvidia Corp.'s participation in Groq's follow-on fundraise, after already paying billions for a license and hiring most of the senior team, complicates any argument that the December transaction was a routine licensing deal at arm's length.
A repeated pattern
The Groq arrangement is not the only deal of its kind. Nvidia Corp. executed a similar structure with Poolside in August, combining a license agreement with offers to 109 engineers.
ANALYSIS Two structurally parallel transactions in under a year — license plus mass hiring, no acquisition filing — give the DOJ a pattern to examine rather than a single anomaly.
The probe adds a regulatory front to Nvidia Corp.'s expanding footprint across the AI stack. Nvidia Corp. recently partnered with CrowdStrike to build domain-specific cybersecurity AI on its Nemotron architecture[1], illustrating the breadth of its platform reach beyond chip supply.
The DOJ's document demand is a formal investigative step but does not constitute a lawsuit or enforcement action. Whether the inquiry escalates will depend on the agency's assessment of the deal's competitive effects and whether the license-and-hire structure functionally constitutes an acquisition under antitrust law.