28 Mar 2023 Cases

Houghton Mifflin Harcourt’s Acquisition of NWEA Clears Department of Justice Review Without a Second Request

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The Department of Justice (“DOJ”) closed its investigation of the acquisition of NWEA by Veritas Capital’s portfolio company, Houghton Mifflin Harcourt (“HMH”), without issuing a second request. NWEA is a non-profit educational assessment company and HMH is an educational technology company that provides curriculum resources to school districts and teachers. Compass Lexecon advised Veritas Capital throughout regulatory review proceedings.

In response to questions from the DOJ regarding horizontal and vertical concerns, Compass Lexecon expert Dr. Mark Israel provided analyses that showed that there was no significant competitive overlap between the parties and that the acquisition of NWEA (a student assessment provider) by HMH (an instructional content provider) did not create any vertical competitive concerns. Dr. Israel also highlighted the pro-competitive benefits of the transaction, including the integration of HMH’s curriculum content with NWEA’s assessment tools, which provides a new option for educators to assess student achievement and address individual student needs with targeted instructional content.

Dr. Israel was supported by a Compass Lexecon team that included Cathy Barron, Prerana Nanda, Holly Bourque, and Rebecca Felix.

Compass Lexecon worked closely with Fiona Schaeffer and Daniel Rosenthal of Milbank LLP who represented Veritas Capital and HMH, and with Logan Breed, Ashley Howlett, and John Hamilton of Hogan Lovells who represented NWEA.

A new version of Compass Lexecon is available.