Pearson Get Merger Clearance with Divestitures

Pearson received clearance from the US Justice department for the completion of their $950million acquisition of Harcourt Assessment which they purchased from Reed Elsevier. The court required that they divest a number of products which on the surface appear inconsequential to the entire deal. From PRnewswire:

"Without the divestitures obtained by the department, purchasers of clinical tests for adaptive behavior, speech and language, and adult abnormal personality likely would have faced higher prices and reduced innovation as a result of this transaction," said Thomas O. Barnett, assistant attorney general for antitrust, in a statement.

Under the terms of the proposed settlement, Pearson and Harcourt must divest: Harcourt's adaptive behavior clinical test, the Adaptive Behavior Assessment System; Harcourt's adult abnormal personality clinical test, the Emotional Assessment System, which is under development; and in the speech and language clinical test market, either Pearson's Comprehensive Assessment of Spoken Language and the Oral and Written Language Scales or Harcourt's Clinical Evaluation of Language Fundamentals. Under the proposed settlement, the Department's Antitrust Division must approve the buyer of each of the divested assets.

Given the breadth of the Harcourt and Pearson assessment offerings this resolution looks inconsequential; the subject areas are fairly narrow and specialized. Also, the release doesn't indicate whether Pearson is precluded from competing in these segments at some point in the future. There is likely to be any number of potential buyers - Reed Elsevier may buy them back, Wolters Kluwer may also be interested given their existing health titles.