1. Executive Summary

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Education M&A in 2024–H1 2025 feels less like a boom cycle and more like a sorting mechanism. Strong platforms are getting stronger. Weaker, sub-scale assets are struggling to clear. Capital is available, but it’s disciplined. Buyers are selective. And everyone is paying closer attention to durable revenue and product depth than they did three years ago.

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Industry overview (macro + sector-specific)

At the macro level, education sits at the intersection of three powerful forces:

1. Budget pressure
   School districts, universities, and corporate learning teams are under cost scrutiny. Inflation, enrollment shifts, and public funding variability are forcing operators to consolidate vendors and demand measurable ROI.
2. Technology integration
   The sector is still digesting the digital acceleration that began in 2020. Many institutions bought point solutions quickly. Now they want integration. That shift is driving platform consolidation.
3. Workforce realignment
   Skills-based hiring and credentialing continue to support demand for career and technical education (CTE), upskilling, and professional learning. Consulting commentary consistently highlights workforce and corporate training as one of the most resilient segments for deal activity.
   Source: L.E.K. 2024 Education M&A Roundup & 2025 Outlook
   https://www.lek.com/insights/edu/us/ar/education-ma-2024-roundup-and-2025-outlook

In short: growth hasn’t disappeared. It’s just more earned than assumed.

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Recent M&A momentum (deal count, value)

After a sharp slowdown in 2023, activity rebounded in 2024. Tyton Partners reports global education deal volume increased approximately 15% in 2024 versus 2023, signaling stabilization and renewed sponsor interest.
Source: Tyton Partners 2024 Education Deal Recap
https://tytonpartners.com/2024-education-sector-deal-recap-increasing-volume-offers-momentum-into-2025/

However, momentum softened again in early 2025:

• H1 2025 global deal count: 291
• H1 2024 global deal count: 429
• Year-over-year decline: approximately 32%

Source: Tyton Partners H1 2025 Deal Activity Summary
https://tytonpartners.com/a-slow-start-amid-high-expectations-2025-education-deal-activity-summary/

That drop isn’t uniform. The mix matters:

• Strategic M&A remained relatively resilient (112 deals in H1 2025, up versus comparable half-year periods).
• PE-driven M&A slowed materially (72 deals in H1 2025, down sharply year-over-year).

This divergence suggests strategics are still executing product and capability roadmaps, while private equity is pausing amid valuation gaps and financing discipline.

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High-level multiples & key trends

Public market valuation dispersion in education remains wide.

According to Raymond James’ Education Technology peer data (as of September 30, 2024):

• TEV/Revenue ranges roughly from ~0.4x to ~16.4x
• TEV/EBITDA ranges roughly from ~0.3x to ~12.8x (excluding non-meaningful outliers)

Source: Raymond James Education Technology Quarterly
https://www.raymondjames.com/-/media/rj/dotcom/files/corporations-and-institutions/investment-banking/industry-insight/education-technology-quarterly.pdf

That spread tells you something important. This isn’t a commodity market. High-retention, software-like platforms with scalable margins trade in a different universe than services-heavy or enrollment-exposed businesses.

In the private market, buyers are triangulating value through:

• Trading comps as guardrails
• Precedent transactions (especially 2024 megadeals)
• DCF cross-checks emphasizing visibility and recurring revenue

Large 2024 anchor transactions helped reset confidence in the sector:

• PowerSchool take-private by Bain Capital — $5.6B
• Instructure take-private by KKR — $4.8B

Sources:
https://www.baincapital.com/news/powerschool-be-acquired-bain-capital-56-billion-transaction https://www.instructure.com/press-release/instructure-to-be-acquired-by-KKR

These deals reinforced a central theme: scaled education software platforms with sticky customers remain highly strategic assets.

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Major players / consolidators

Two categories are shaping consolidation:

1. Strategic platform builders
   Companies like Pearson, Newsela, Echo360, and QS are expanding product breadth, embedding AI-enabled assessment, and strengthening vertical workflows.

Example: Pearson’s acquisition of eDynamic Learning to deepen CTE and early careers exposure.
Source:
https://plc.pearson.com/en-GB/news-and-insights/news/pearson-acquire-career-and-technical-education-leader-edynamic-learning

2. Financial sponsors executing take-privates and platform plays
   Bain Capital and KKR led headline transactions in 2024, signaling renewed conviction in education software at scale.

The implication is clear. Consolidation is not slowing structurally. It is concentrating around quality, integration, and durable revenue models.

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Summary of Key Metrics

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2. Industry M&A Market Overview

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After the 2021 peak and the 2023 reset, 2024 brought stabilization. Not euphoria. Not a frenzy. Just a return to rational dealmaking. H1 2025, however, introduced a pause that feels more like valuation friction than structural weakness.

Let’s break it down.

Deal Activity Trends (Y/Y and Q/Q)

Year-over-year view

Tyton Partners reports that global education M&A volume increased approximately 15% in 2024 versus 2023. That marked a meaningful rebound from 2023’s slowdown, when rising rates and valuation mismatches stalled processes.
Source: Tyton Partners – 2024 Education Deal Recap
https://tytonpartners.com/2024-education-sector-deal-recap-increasing-volume-offers-momentum-into-2025/

However, H1 2025 reversed some of that momentum:

• H1 2024 global deal count: 429
• H1 2025 global deal count: 291
• Year-over-year decline: ~32%

Source: Tyton Partners – H1 2025 Deal Activity Summary
https://tytonpartners.com/a-slow-start-amid-high-expectations-2025-education-deal-activity-summary/

That drop is material. But context matters.

Quarter-over-quarter view

Tyton also highlights a sequential slowdown in 2025:

• Q2 2025 global deals: 134
• Q2 2025 US deals: 51

This signals that deal activity did not meaningfully re-accelerate as many market participants expected entering the year.
Source: Tyton Partners – H1 2025 Deal Activity Summary

In practical terms, buyers are active, but fewer processes are clearing at acceptable prices.

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Notable Megadeals

Even in a measured environment, large transactions are happening. In fact, 2024 was anchored by two significant take-privates:

1. PowerSchool – Acquired by Bain Capital
   Transaction value: $5.6B
   Announced: June 7, 2024
   Source:
   https://www.baincapital.com/news/powerschool-be-acquired-bain-capital-56-billion-transaction
2. Instructure – Acquired by KKR
   Transaction value: $4.8B
   Announced: July 25, 2024
   Source:
   https://www.instructure.com/press-release/instructure-to-be-acquired-by-KKR

These deals are important not just because of size, but because of what they signal:

• Scaled education software platforms remain highly strategic
• Private equity conviction exists for durable, recurring-revenue assets
• Platform consolidation continues, especially in K-12 infrastructure and learning ecosystems

Oppenheimer’s 2024 EdTech update also points to continued consolidation from point solutions toward integrated platforms, with AI capability acting as an accelerant.
Source:
https://info.oppenheimer.com/rs/627-CPK-162/images/Oppenheimer%20EdTech%20Market%20Update%20%28August%202024%29_v20.pdf

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Private Equity vs. Strategic Acquirer Share

This is where the story gets interesting.

In 2024, consulting commentary suggests private equity regained momentum and played a leading role in deal value, especially through platform and take-private transactions.
Source: L.E.K. 2024 Education M&A Roundup
https://www.lek.com/insights/edu/us/ar/education-ma-2024-roundup-and-2025-outlook

But in H1 2025, the mix shifted:

• Strategic M&A (global): 112 deals
• PE-driven M&A (global): 72 deals
• PE-driven deals declined ~55% vs. H1 2024

Source: Tyton Partners – H1 2025 Deal Activity Summary

In plain language:

Strategics are still buying to fill product gaps and strengthen workflows.
Private equity is more cautious, especially where growth durability or pricing expectations are unclear.

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Capital Availability

Capital is not the bottleneck. Discipline is.

Raymond James reports 196 US education technology transactions in Q3 2024 alone, with the majority being minority investments. Roughly 76%+ of deals were minority stakes, and approximately 97% of disclosed deal value came from minority PE deals during that quarter.
Source: Raymond James – Education Technology Quarterly
https://www.raymondjames.com/-/media/rj/dotcom/files/corporations-and-institutions/investment-banking/industry-insight/education-technology-quarterly.pdf

What that tells us:

• Growth capital remains available
• Sponsors prefer structured, lower-risk entries
• Control buyouts require stronger conviction

This pattern aligns with what many bankers are seeing: minority rounds clear more easily than full exits when valuation expectations diverge.

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M&A Volume/Value by Year

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3. Valuation Multiples & Comps

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Education is one of those sectors where people love to ask for “the multiple,” and the honest answer is: it depends more than most.

Two businesses can both call themselves EdTech and trade at wildly different valuations because the market is really pricing a bundle of risk factors: retention, budget exposure, implementation burden, and whether the product is truly embedded in daily workflows or just “nice to have.”

Below is a clean way to think about it, plus real, source-backed multiple ranges.

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Median EV/Revenue, EV/EBITDA by sub-sector (how the market tends to price it)

You can think of education assets in three broad buckets. Each has a different “valuation personality.”

A) Education technology platforms (SIS, LMS, assessment, workflow software)
Typical traits:

• Recurring revenue or subscription-like behavior
• High retention when embedded into the operating system of a district or institution
• Scalable gross margins when software-led

Valuation behavior:

• Can trade like vertical SaaS when retention and margins are solid
• Valuation drops fast when implementation is heavy, churn is visible, or gross margin is low

Raymond James’ Education Technology peer set (as of Sep 30, 2024) shows extremely wide dispersion:

• TEV/Revenue ranges roughly ~0.4x to ~16.4x
• TEV/EBITDA ranges roughly ~0.3x to ~12.8x (excluding not-meaningful outliers)
  Source: Raymond James Education Technology Quarterly
  https://www.raymondjames.com/-/media/rj/dotcom/files/corporations-and-institutions/investment-banking/industry-insight/education-technology-quarterly.pdf

That spread is not noise. It’s the market screaming: quality matters.

B) Education services (test prep, training providers, student support services)
Typical traits:

• More labor and delivery intensity
• Margins depend heavily on utilization and staffing efficiency
• Revenue can be cyclical with enrollment or hiring cycles

Valuation behavior:

• Tends to compress into narrower ranges vs. platform software
• Buyers focus more on cash flow durability and operational levers than “growth story”

In the same Raymond James report, education services TEV/Revenue clustering appears tighter (in the low single digits range for many peers shown).
Source: Raymond James Education Technology Quarterly
https://www.raymondjames.com/-/media/rj/dotcom/files/corporations-and-institutions/investment-banking/industry-insight/education-technology-quarterly.pdf

C) Publishers and content-heavy models (curriculum, digital content, blended)
Typical traits:

• Can be sticky, but often tied to procurement cycles and adoption swings
• Margins depend on content development cost and distribution efficiency
• Growth can be steady but not always “software-fast”

Valuation behavior:

• Often prices closer to services than SaaS unless distribution is highly scalable and recurring

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Historical multiple ranges (3–5 year view, what changed and why)

Rather than pretending we can pin down a single “median” without a dedicated dataset, the most defensible takeaway is the direction of travel:

• 2020–2021: multiples expanded sharply as digital adoption surged and growth got rewarded.
• 2022–2023: reset and compression as rates rose and investors punished unprofitable growth.
• 2024: stabilization and selective re-rating, helped by large take-privates of scaled platforms that signaled conviction in durable, workflow-embedded assets.

You can see the “platform conviction” clearly in headline take-privates:

• PowerSchool take-private by Bain Capital: $5.6B (announced June 7, 2024)
  https://www.baincapital.com/news/powerschool-be-acquired-bain-capital-56-billion-transaction
• Instructure acquisition by KKR: $4.8B (announced July 25, 2024)
  https://www.instructure.com/press-release/instructure-to-be-acquired-by-KKR

And you see the strategic logic behind these moves in sector commentary emphasizing consolidation from point solutions to integrated platforms, often accelerated by AI capability needs.
Source: Oppenheimer EdTech Market Update (Aug 2024)
https://info.oppenheimer.com/rs/627-CPK-162/images/Oppenheimer%20EdTech%20Market%20Update%20%28August%202024%29_v20.pdf

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Comparison to S&P 500 and related industries (how education “rhymes” with the market)

EdTech often trades like vertical SaaS when it looks like vertical SaaS:

• Recurring revenue
• High NRR or renewal discipline
• Strong gross margins
• Low churn, low customer concentration risk

But education has unique drag factors that can keep valuation below broad software comps:

• Procurement friction and long sales cycles (especially K-12)
• Funding and policy sensitivity
• Implementation and services load (a hidden margin killer)
• Outcomes and trust scrutiny (privacy, safety, and reputational risk)

Consulting commentary continues to describe the market as selective, with stronger assets getting done and weaker ones stuck in pricing limbo.
Source: L.E.K. Education M&A 2024 Roundup and 2025 Outlook
https://www.lek.com/insights/edu/us/ar/education-ma-2024-roundup-and-2025-outlook

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Historical Valuation Multiples

Peer Multiples & Financials

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4. Top Strategic Acquirers & Investors

If you’re trying to understand who’s really shaping education M&A right now, don’t start with the loudest headlines. Start with buyer intent.

The most active acquirers in the last 12–24 months fall into two buckets:

1. Platform builders (strategics) buying product depth, workflow coverage, and data leverage
   
   
2. Sponsors (PE and long-hold capital) buying durable cash flows, fragmented niches, and platform roll-up potential
   
   

And a third bucket is showing up more often than people admit: special situations. Restructurings, lender takeovers, and divestitures that quietly reset whole corners of the market. (Anthology is the obvious recent example.) (The Wall Street Journal)

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Top strategic acquirers (recent activity and why they’re buying)

Here’s a list of active or headline strategic acquirers in education over the last 12–24 months, with their deal logic in plain English.

A) Pearson
What they’re doing: expanding into career-connected learning and CTE content with tuck-ins that strengthen “early careers.”
Example deal: Pearson agreed to acquire eDynamic Learning (June 13, 2025). (Pearson plc)
Why it makes sense: Pearson keeps shifting toward outcomes-linked offerings (credentials, pathways, employability). CTE fits that story cleanly.

B) Coursera
What they’re doing: consolidating online learning at scale.
Example deal: Coursera announced a combination with Udemy (Dec 17, 2025) in an all-stock transaction with implied equity value around $2.5B based on Dec 16, 2025 closing prices. (Business Wire, TechCrunch)
Why it makes sense: enterprise learning and skills demand is still strong, but customer acquisition is expensive. Consolidation is a rational way to build scale, reduce duplicative spend, and broaden catalogs.

C) Newsela
What they’re doing: building a broader K-12 content and engagement platform.
Example deal: Newsela acquired Generation Genius (Feb 5, 2025). (Mergr, Edtech)
Why it makes sense: STEM video content is highly adoptable in classrooms, and it plugs into Newsela’s existing district distribution.

D) Echo360 (portfolio-backed strategic operator)
What they’re doing: adding assessment and skills-feedback capability through AI-enabled video workflows.
Example deal: Echo360 acquired GoReact (May 8, 2025). (PR Newswire)
Why it makes sense: video assessment and feedback is one of the most “sticky” learning workflows in skills-based education (teacher training, nursing, allied health, professional programs). Once it’s in the rubric, it’s hard to rip out.

E) Jamf
What they’re doing: strengthening education identity and access control in device-heavy environments.
Example deal: Jamf acquired Identity Automation (deal listed in Berkery Noyes FY2025 education trends, value shown as $215M). (Cloudfront)
Why it makes sense: identity is now a frontline security control in schools. Jamf’s Apple device management footprint pairs naturally with identity and access.

F) TAL Education Group
What they’re doing: adding digital learning assets and content libraries.
Example deal: TAL acquired Epic! (deal listed in Berkery Noyes FY2025 education trends, value shown as $95M). (Cloudfront)
Why it makes sense: consumer learning and kids content platforms live or die on catalog breadth and engagement loops.

G) Serco Group plc
What they’re doing: acquiring training and mission support capability.
Example deal: Serco acquisition of MT&S Business from Northrop Grumman (listed in Berkery Noyes FY2025 education trends, value shown as $327M). (Cloudfront)
Why it makes sense: education-adjacent training and workforce support sits inside broader government and institutional outsourcing budgets.

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Top financial sponsors and investors (and what their playbooks look like)

A) Leeds Equity Partners
Signal: Berkery Noyes flags Leeds Equity as one of the most active acquirers in 2025 with six transactions, including All About Learning Press, Core Anesthesia, PulsedIn, OnlineMedEd, The Cedarhouse School, and Learnosity. (Cloudfront)
Playbook: classic education-focused platform building, often in professional training and content where fragmented supply supports add-ons.

B) Cinven
Signal: Berkery Noyes cites the largest 2025 deal as Cinven’s announced acquisition of Universidad Alfonso X el Sabio (Spain) for $2.3B. ((Cloudfront, Cinco Dias)
Playbook: scaled private higher ed and premium institutions can produce strong cash flows if brand and enrollment are resilient.

C) Nautic Partners
Signal: Berkery Noyes lists Nautic Investment as buyer of TIME Education (value shown as $63M). (Cloudfront)
Playbook: test prep and credentialing remain attractive when delivery is scalable and outcomes are defensible.

D) Swiss Life Asset Managers
Signal: Berkery Noyes lists Swiss Life Asset Managers as buyer of Grupo Educare (value shown as $234M). (Cloudfront)
Playbook: long-duration capital tends to like education for its stability and predictable demand, especially in scaled operator models.

E) Oaktree Capital Management and Nexus Capital Management (special situation investors)
Signal: Anthology (Blackboard owner) filed Chapter 11 with a plan for lenders led by Nexus and Oaktree to take over key operations. (The Wall Street Journal)
Why it matters: even when “M&A” slows, ownership change does not. Restructuring-driven transfers can create forced asset sales and consolidation opportunities.

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Logo Grid: Active Acquirers

Deals by Acquirer, Value, Rationale

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5. Transaction Case Studies

Below are four deals that nicely capture what’s happening in education M&A right now: platform take-privates, strategic capability buys, and infrastructure consolidation. Each snapshot is built so you can drop it into a deck as-is.

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Case study 1: PowerSchool take-private (Bain Capital)

Deal snapshot

• Announcement date: June 7, 2024 (Bain Capital)
  
  
• Buyer: Bain Capital (Bain Capital)
  
  
• Target: PowerSchool (K-12 cloud software) (Bain Capital)
  
  
• Deal size: $5.6B enterprise value (Bain Capital)
  
  
• Consideration: $22.80 per share, all cash (Bain Capital)
  
  
• Control premium: 37% over unaffected price ($16.64 as of May 7, 2024) (Bain Capital)
  
  

Strategic rationale (why this deal exists)
PowerSchool is infrastructure. It sits in workflows that districts can’t just casually swap out: student information, school operations, and increasingly the broader K-12 data plumbing. Taking it private gives Bain room to make longer-term product and operating bets without living quarter-to-quarter.

Multiple paid (what we can and cannot say)

• EV/Revenue and EV/EBITDA were not disclosed in the announcement. (Bain Capital)
  
  
• What is disclosed is price per share and premium, which is still useful for precedent framing (especially for other public-to-private education software scenarios). (Bain Capital)
  
  

Expected synergies (practical view)

• Not classic cost synergies (this isn’t Coke buying Pepsi).
  
  
• More likely levers:
  
  
  
  • Operating efficiency (procurement, G&A, hosting, support processes)
    
    
  • Tighter product packaging and pricing architecture
    
    
  • Tuck-in acquisitions that add functionality (assessment, analytics, communications) to increase platform stickiness
    
    

One-page snapshot

• What the buyer really bought: K-12 workflow control + large installed base
  
  
• The “why now” trigger: valuation reset made scale assets affordable again
  
  
• The diligence swing factors: retention, implementation cost, and district budget risk
  
  

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Case study 2: Instructure take-private (KKR, with Dragoneer participation)

Deal snapshot

• Announcement date: July 25, 2024 (instructure.com)
  
  
• Buyer: KKR (with participation from Dragoneer Investment Group) (instructure.com)
  
  
• Target: Instructure (Canvas and learning ecosystem) (instructure.com)
  
  
• Deal size: approximately $4.8B enterprise value (instructure.com)
  
  
• Consideration: $23.60 per share, all cash (instructure.com, Kirkland & Ellis LLP)
  
  
• Control premium: 16% over unaffected price ($20.27 as of May 17, 2024) (instructure.com)
  
  

Strategic rationale
Instructure is the learning layer many institutions already live in. LMS platforms become “gravity wells”: once the ecosystem is built around them (content, assessments, integrations, faculty workflows), switching becomes painful. Private ownership often signals a playbook of product reinvestment, go-to-market tuning, and bolt-ons that strengthen suite breadth.

Multiple paid

• EV/Revenue and EV/EBITDA were not disclosed in the press materials. (instructure.com)
  
  
• The disclosed premium and EV are still helpful for precedent comps in education platform assets. (instructure.com)
  
  

Expected synergies

• Platform expansion synergies (cross-sell across higher ed + corporate learning adjacency)
  
  
• Product integration synergies (bundling tools around the LMS core)
  
  
• Operating synergies (vendor consolidation, internal efficiency) are typically secondary to growth and retention levers
  
  

One-page snapshot

• What the buyer really bought: LMS ecosystem position and embedded workflows
  
  
• The “why now” trigger: public-market valuation reset plus renewed sponsor appetite (Yahoo Finance)
  
  
• The diligence swing factors: retention, net revenue retention trends, AI roadmap credibility
  
  

Case study 3: Jamf acquisition of Identity Automation (education IT infrastructure)

Deal snapshot

• Announcement/completion: completed April 1, 2025 (Jamf)
  
  
• Buyer: Jamf (Jamf)
  
  
• Target: Identity Automation (identity and access management) (Jamf)
  
  
• Deal value: approximately $215M cash (widely reported; also referenced in multiple outlets) (IT Pro, Biometric Update)
  
  

Strategic rationale
This is a clean “stack convergence” deal: device management + identity. Schools and universities are device-heavy, role-heavy, and constantly changing access needs (students, teachers, substitutes, contractors). Identity Automation is built for frequent role changes, which is basically the education IT job description. (Jamf)

Multiple paid

• No official EV/Revenue or EV/EBITDA multiple was disclosed in the public materials we reviewed. (Jamf, IT Pro)
  
  
• For modeling, this typically gets framed as a capability acquisition and a revenue synergy story rather than a “cheap multiple” story.
  
  

Expected synergies

• Revenue synergies: sell IAM into Jamf’s installed base in education and healthcare, bundle identity + device security in one contract
  
  
• Product synergies: unified access control (who can access what) tied to device posture (is the device secure)
  
  
• Cost synergies: some back-office integration, but the real win is a simpler product story that sells faster
  
  

One-page snapshot

• What the buyer really bought: a missing layer in the education security stack
  
  
• The “why now” trigger: identity is now a frontline control, not an IT nice-to-have
  
  
• The diligence swing factors: integration complexity and cross-sell conversion rates
  
  

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Case study 4: Echo360 acquisition of GoReact (skills assessment workflow)

Deal snapshot

• Announcement date: May 8, 2025 (GoReact)
  
  
• Buyer: Echo360 (GoReact)
  
  
• Target: GoReact (AI-powered video assessment and feedback) (GoReact)
  
  
• Deal size: not disclosed in the announcement (GoReact)
  
  

Strategic rationale
This one is about owning the feedback loop. Video-based skills assessment is sticky in programs where performance matters (teacher training, nursing, allied health, professional education). Once faculty build rubrics, workflows, and evaluation norms around a tool, replacement becomes a headache. GoReact adds assessment depth and AI-enabled feedback into Echo360’s broader learning transformation platform story. (GoReact)

Multiple paid

• Not disclosed publicly. (GoReact)
  
  
• In practice, buyers underwrite these deals on:
  
  
  
  • Attach rate into the installed base
    
    
  • Retention lift from deeper workflow coverage
    
    
  • Product-led expansion opportunities
    
    

Expected synergies

• Cross-sell: Echo360 distribution + GoReact assessment use cases
  
  
• Product: integrated content capture + assessment + feedback in one environment
  
  
• Customer value: tighter evidence of outcomes (which helps renewals and procurement approvals)
  
  

One-page snapshot

• What the buyer really bought: the assessment and feedback layer (high stickiness)
  
  
• The “why now” trigger: AI-assisted feedback and skills validation are becoming table stakes
  
  
• The diligence swing factors: efficacy proof points, AI reliability, and compliance/privacy posture

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One-Page Snapshot per Deal Template

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6. Valuation Framework & Modeling

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This is where deals either make sense… or quietly fall apart in the model.

Education M&A pricing in 2024–2025 is not being driven by hype. It’s being driven by durability. Recurring revenue. Retention. Cash conversion. Implementation risk. Exposure to budgets that may or may not grow.

Let’s break down how transactions are actually underwritten.

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How deals are priced

In education, three core valuation approaches dominate:

1. Public comps (trading multiples)
2. Precedent transactions
3. Discounted cash flow (DCF)

Sponsors and strategics use all three. But they weight them differently.

Public comps
Public trading multiples anchor the conversation, especially for software and tech-enabled assets. Recent public EdTech ranges (as of Q3 2024) show wide dispersion:

• TEV / Revenue: ~0.4x to ~16.4x
• TEV / EBITDA: ~0.3x to ~12.8x

Source: Raymond James Education Technology Quarterly (Sep 30, 2024)
https://www.raymondjames.com/-/media/rj/dotcom/files/corporations-and-institutions/investment-banking/industry-insight/education-technology-quarterly.pdf

That range tells you something important: quality and growth matter more than sector labels. High-growth, profitable platforms command dramatically different multiples than subscale, negative-growth peers.

Precedent transactions
Take-private transactions in 2024 provide fresh reference points:

PowerSchool (Bain Capital)

• $5.6B transaction value
• 37% premium to unaffected share price
  https://www.baincapital.com/news/powerschool-be-acquired-bain-capital-56-billion-transaction

Instructure (KKR)

• ~$4.8B enterprise value
• 16% premium to unaffected price
  https://www.instructure.com/press-release/instructure-to-be-acquired-by-KKR

Even without disclosed EV/EBITDA, control premiums matter. They reflect buyer conviction in cash flow durability and upside under private ownership.

DCF (Discounted Cash Flow)
For scaled education platforms, especially sponsor-backed transactions, DCF is often the real decision engine.

Why? Because education assets typically feature:

• High retention
• Contracted revenue
• Predictable renewal cycles
• Moderate but steady growth

That makes them modelable. And modelable cash flows are sponsor-friendly.

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Typical control premiums

Recent public-to-private education software transactions show:

• 15%–40% premiums over unaffected prices

Premium size depends on:

• Competitive process intensity
• Shareholder base pressure
• Activist involvement
• Growth trajectory

Higher growth + strong retention = tighter premium dispersion
Slowing growth or public market pressure = wider premium required

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Key model drivers in education deals

In practice, four variables swing valuation more than anything else:

1. Revenue growth rate
   Even small changes matter. A shift from 6% to 9% CAGR over five years can materially change terminal value.
2. EBITDA margin expansion
   Most education software deals assume operational leverage through:

• Reduced implementation cost
• Improved hosting economics
• Rationalized sales & marketing
• G&A efficiency

3. Net revenue retention (NRR)
   For SaaS-style EdTech, NRR above 100% materially supports higher EV/Revenue multiples.
4. Terminal growth and exit multiple
   In sponsor models, terminal assumptions can drive 40%–60% of total equity value.

Small changes here = big changes in IRR.

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Sample DCF Input Summary

Sensitivity Analysis Table

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7. Trends & Strategic Themes

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Education M&A right now feels less like a land grab and more like a sorting hat. The market is rewarding platforms that sit in daily workflows, have clean renewal dynamics, and can prove impact without hand-waving. Everything else gets priced like a “maybe.”

Below are the themes showing up across deal rationales, diligence questions, and how buyers talk when they think no one’s recording.

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The big shift: AI moved from “feature” to “operating model”

The AI story in education is maturing fast. Buyers are no longer paying for a chatbot bolted onto an LMS. They’re paying for AI that changes the cost curve or improves outcomes in a measurable way.

What acquirers actually want:

• Workflow automation that reduces labor (grading support, content tagging, knowledge retrieval, advising triage)
• Embedded intelligence that improves adoption (nudges, personalization, teacher support)
• Governance and controls that keep institutions comfortable (audit trails, data access rules, privacy-by-design)

A good signal: Tyton’s 2025 deal recap points to a pivot toward AI-driven operating strategy and cites transactions like Workday’s acquisition of Sana as an example of where buyers see productivity upside. https://tytonpartners.com/2025-education-sector-deal-recap-a-year-of-reset-and-disruption/ Workday’s own announcement frames Sana as bringing knowledge, data, action, and learning together as one experience. https://newsroom.workday.com/2025-09-16-Workday-Signs-Definitive-Agreement-to-Acquire-Sana

What this means in diligence:

• “What’s your AI roadmap?” is now table stakes.
• The real question is “Can you deploy it safely at scale and do customers keep paying?”

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Suite consolidation beats point solutions (again)

This is one of those “it’s back” cycles.

Budgets are tighter, procurement is slower, and IT teams are exhausted. Buyers and customers both prefer fewer vendors that cover more of the workflow.

You can see this logic in:

• Platform take-privates (own the system of record, then expand around it)
• Capability tuck-ins (identity, assessment, analytics, content) that plug gaps in a core platform
• Vendor rationalization as a selling point, not just an internal efficiency move

Tyton’s deal activity summaries emphasize the uneven pace of activity and the pressure on markets exposed to political and funding uncertainty, which tends to favor consolidation and “safer” platform moves over experimental point tools. https://tytonpartners.com/a-slow-start-amid-high-expectations-2025-education-deal-activity-summary/

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Workforce and “early careers” keep pulling capital

If you want the shortest explanation for why certain education subsectors keep getting bought, it’s this: ROI is easier to defend when the customer is an employer or the outcome is a job.

Corporate learning, professional training, credentialing, and skills verification have stayed attractive because:

• The buyer can justify spend through productivity and retention
• Pricing power is often better than in K-12
• Distribution can scale if the product fits enterprise workflows

This aligns with the same “productivity wins” narrative Tyton points to for 2026. https://tytonpartners.com/2025-education-sector-deal-recap-a-year-of-reset-and-disruption/

It also shows up in higher ed digital innovation themes highlighted in Tyton’s Time for Class 2025 release. https://finance.yahoo.com/news/tyton-partners-releases-2025-time-100000562.html 

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Data privacy and safety are now deal terms, not footnotes

Education has always been privacy-sensitive. What changed is that privacy expectations are becoming more enforceable and more operational.

In the US:

• The Department of Education’s Student Privacy Policy Office (SPPO) remains a central reference point for federal student privacy guidance and enforcement posture. https://www.ed.gov/about/ed-offices/opepd/student-privacy-policy-office

For kids’ data specifically:

• The FTC finalized changes to the COPPA Rule limiting the ability to monetize kids’ data and strengthening opt-in expectations for targeted advertising practices. https://www.ftc.gov/news-events/news/press-releases/2025/01/ftc-finalizes-changes-childrens-privacy-rule-limiting-companies-ability-monetize-kids-data
• Compliance timelines and implementation details matter for edtech operators working with schools and parents; law firms tracking the rule note an effective date and a longer runway for compliance with many provisions. https://www.dwt.com/blogs/privacy--security-law-blog/2025/05/coppa-rule-ftc-amended-childrens-privacy

In Europe:

• The EU AI Act (adopted in 2024) is pushing AI in education from “best practice” into more formal compliance thinking, especially around high-risk use cases, transparency, and governance. A research synthesis on the Act’s implications for education frames this shift as moving from ethical principles to enforceable requirements. https://link.springer.com/chapter/10.1007/978-3-031-93979-2_3
• Implementation will evolve (and politics will keep tugging the rules toward stricter or looser), but the direction is clear: governance is becoming product. https://apnews.com/article/a3df6a1a8789eea7fcd17bffc750e291 

What this means for M&A:

• Privacy posture and security maturity can swing valuation, especially in K-12.
• Buyers increasingly treat compliance as an integration risk item, not a legal checkbox.

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Higher ed consolidation is becoming less optional

This is separate from “edtech M&A,” but it’s part of the same ecosystem, and it affects demand, procurement cycles, and vendor exposure.

Nonprofit institutions face demographic pressure, rising costs, and competition from nontraditional paths. Legal and advisory commentary points to these forces as drivers of mergers, acquisitions, and structural partnerships in higher education. https://www.loeb.com/en/insights/publications/2025/06/how-mergers-and-acquisitions-are-reshaping-higher-education

More recent guidance for institutions reflects what 2025 taught them: partnerships and combinations are moving from taboo to toolkit. https://www.forvismazars.us/forsights/2026/02/what-2025-taught-us-about-college-mergers

Why this matters for deal underwriting:

• Vendors with heavy exposure to financially stressed institutions can see slower renewals or elongated sales cycles.
• On the flip side, consolidation can create multi-campus opportunities for scaled deployments if vendors are positioned well.

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Antitrust and regulatory scrutiny: fewer surprises, more process

Education is not the most heavily targeted sector for antitrust, but the broader environment still affects deal certainty, timing, and how lawyers structure risk.

Two practical takeaways:

• Merger review remains active across the economy, and reporting shows a meaningful volume of transactions notified under the HSR Act in FY2024, with a material share over $1B. https://www.ftc.gov/news-events/news/press-releases/2025/09/ftc-doj-issue-fiscal-year-2024-hart-scott-rodino-annual-report
• The enforcement approach can shift with administrations, and deal teams are watching whether agencies lean more toward litigation or toward remedies and settlements in live cases. (This matters for timing and conditionality even if your deal is not “headline antitrust.”) https://www.mwe.com/insights/ftc-and-doj-permit-structural-remedies-for-two-major-tech-mergers/

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Expert POV: what I’d underline if this were my deck

• The winners are building gravity. They sit in core workflows and expand outward through capability buys.
  
  
• AI is not lifting all boats. It’s widening the gap between platforms that can deploy safely at scale and products that just look good in a webinar.
  
  
• Regulatory complexity is quietly turning into competitive advantage for operators who invest early. When the procurement committee asks hard questions, “we’re ready” wins deals.

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Timeline of Trend Emergence

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8. 2025–26 Market Outlook

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If 2024 was the reset and 2025 was the sorting year, 2026 looks like the year of selective acceleration.

Capital is available. But it’s disciplined. Buyers are moving, but not recklessly. The question isn’t “Will deals happen?” It’s “Which assets clear the bar?”

Let’s break it down.

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What will drive M&A in 2025–2026

1. Stabilized valuations

After the 2022–2023 multiple compression, 2024 reintroduced floor pricing for quality assets. Public trading multiples in education tech have stabilized relative to their troughs (Raymond James Education Technology Quarterly, Sep 30, 2024).
https://www.raymondjames.com/-/media/rj/dotcom/files/corporations-and-institutions/investment-banking/industry-insight/education-technology-quarterly.pdf

This stabilization reduces the bid-ask spread between sellers anchored to 2021 expectations and buyers anchored to 2023 reality.

2. AI-led productivity justification

AI is now underwriting narrative and numbers. Buyers are increasingly comfortable modeling cost take-out or margin expansion if the product demonstrably reduces manual workload.

Tyton’s 2025 deal recap frames 2026 as a year where productivity and platform convergence continue to shape transactions.
https://tytonpartners.com/2025-education-sector-deal-recap-a-year-of-reset-and-disruption/

Translation: deals get financed when AI reduces cost or increases measurable outcomes.

3. Roll-up momentum in fragmented sub-sectors

Professional training, credentialing, compliance education, and niche B2B learning remain highly fragmented. Sponsors see:

• Durable demand
• Recurring revenue
• Acquisition targets at reasonable scale
• Cross-sell potential

This supports platform + tuck-in strategies through 2026.

4. Higher education structural pressure

Advisory commentary continues to note demographic and financial strain across nonprofit institutions, increasing openness to mergers and partnerships.
https://www.loeb.com/en/insights/publications/2025/06/how-mergers-and-acquisitions-are-reshaping-higher-education

For vendors, that means:

• Risk: slower procurement cycles
• Opportunity: multi-campus standardization and consolidation wins

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Headwinds to watch

1. Procurement friction

Even good products face longer sales cycles when public funding visibility is uncertain. Tyton’s early 2025 deal activity summary highlights uneven momentum across segments.
https://tytonpartners.com/a-slow-start-amid-high-expectations-2025-education-deal-activity-summary/

2. Regulatory tightening

Privacy enforcement and AI governance are moving from guidelines toward structured oversight. FTC updates to children’s privacy rules reinforce compliance costs in K-12–exposed assets.
https://www.ftc.gov/news-events/news/press-releases/2025/01/ftc-finalizes-changes-childrens-privacy-rule-limiting-companies-ability-monetize-kids-data

Compliance maturity will influence valuation and diligence depth.

3. Exit multiple uncertainty

Sponsors remain cautious about assuming exit multiple expansion. Most underwriting assumes flat or slightly conservative exit multiples versus entry.

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Buy-side vs. sell-side positioning

Buy-side (Strategics + Sponsors)

What they want in 2026:

• Net revenue retention above 100% (for SaaS models)
• Clean churn story
• Documented AI deployment plan
• Clear margin expansion path
• Low regulatory exposure or strong compliance controls

Buyers will pay up for:

• Workflow control
• Installed base leverage
• Enterprise distribution

But they won’t pay 2021 prices without 2026 fundamentals.

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Sell-side (Founders + PE Exits)

What wins processes in 2026:

• Tight financial reporting
• Clean cohort and retention data
• Documented pricing power
• Integration-ready tech stack
• Security certifications and privacy posture clearly documented

In short: transparency compresses diligence risk and supports valuation.

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Funnel of Deal Types by Strategic Priority

Outlook Grid: Short / Mid / Long Term

9. Appendices & Citations

Deal tables

Data sources with hyperlinks (what was used and why)

Public comps and trading multiples (EdTech + Education Services comps)

• Raymond James, Education Technology Insight Q3 2024 (public comps and TEV/Revenue, TEV/EBITDA ranges as of Sep 30, 2024). (Raymond James)
  
  

Deal activity, disclosed values, and FY2025 education deal table

• Berkery Noyes, Full Year 2025 Education Industry Trends landing page (high-level highlights). (Berkery, Noyes & Co. LLC., Berkery, Noyes & Co. LLC.)
  
  
• Berkery Noyes, EducationTrendReportFY2025 v1.3 PDF (deal table with disclosed values). (CloudFront)
  
  

Primary deal announcements (terms, EV, premiums)

• Bain Capital announcement for PowerSchool take-private (EV and per-share terms). (Bain Capital)
  
  
• Instructure press release and KKR release (EV and per-share terms, premium reference point). (Instructure, KKR Media)
  
  

Strategic capability acquisition example (identity / security infrastructure)

• Jamf press release (context for Identity Automation acquisition). (Jamf)
  
  

Methodology (how numbers and ranges should be interpreted)

How I treated “deal activity”

• Disclosed-value deal tables are shown as reported by the cited sources. If a value is not disclosed, I did not “back into” one. That’s intentional: implied values can be useful internally, but they’re easy to get wrong in a published research post without full filings.
  
  

How I treated valuation multiples

• Public-market comps are point-in-time snapshots. They move with rates, sentiment, and earnings revisions. The Raymond James tables explicitly note “not meaningful” cutoffs for extreme or unavailable multiples. (Raymond James)
  
  
• When a deal multiple is not disclosed, I treat pricing through what is disclosed (enterprise value, per-share consideration, premium) rather than inventing an EV/Revenue or EV/EBITDA.
  
  

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