A licence, a hiring spree, and no merger filing

The US Justice Department is investigating whether Nvidia structured its licensing agreement with the AI chip startup Groq to avoid antitrust review, the New York Times reported on 9 September. Reuters relayed the report and said it could not immediately verify it. Neither Nvidia, Groq nor the department had commented publicly as of publication.

Bloomberg reported that the department opened its inquiry shortly after the deal was announced and has since sent Nvidia a formal request for information. A request for information is a demand for documents, not a finding: nothing in it establishes that a law has been broken.

What Nvidia actually bought

Nvidia announced the transaction just before Christmas 2025. It paid roughly $20 billion for a non-exclusive licence to Groq’s language processing unit technology, the inference silicon the startup had spent years designing as an alternative to GPUs. Groq’s founder and chief executive Jonathan Ross moved to Nvidia along with president Sunny Madra and a group of senior engineers. Groq itself carried on as a nominally independent company, with Simon Edwards taking over as chief executive and the GroqCloud inference service still running.

Rows of legal books on the shelves of a law library
An acquisition would have required a merger filing; a licence plus a hiring round does not. Stock image. Elements Interactive · pexels · Pexels License

That structure is the whole question. Under the Hart-Scott-Rodino Act, the parties to a large acquisition must notify the antitrust agencies and wait out a review period before closing. A non-exclusive licence combined with a mass hire is not an acquisition, so no filing is required and no waiting period applies — even when the practical result looks close to one company absorbing another. Antitrust lawyers have a name for the pattern: a reverse acquihire.

Congress got there first

The deal drew political attention months before the investigation surfaced. On 20 March, Senators Elizabeth Warren and Richard Blumenthal wrote to Nvidia asking whether the $20 billion arrangement was an attempt to sidestep antitrust law, and putting the reverse-acquihire label on it in the title of their own press release.

A technician inspecting a semiconductor wafer in a cleanroom
Groq designed inference silicon as an alternative to GPUs. Stock image; it does not show Groq's hardware. Eric Lozaga · pexels · Pexels License

The wider stake is inference. Nvidia’s dominance is strongest in training silicon, and Groq’s LPU design was one of the few credible independent bets on the hardware that runs models rather than the hardware that builds them. A licence that also removes the founder and the senior engineering bench leaves the competitive landscape looking different from the one the paperwork describes.

What to watch

A request for information can end quietly. What would change the picture is a second request or a court challenge to the deal’s structure, either of which would put the reverse-acquihire model itself in front of a judge — and there are now several deals across the industry built the same way.