Houghton Mifflin Harcourt (HMHC) 10-Q 9 May 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	May 06, 2019
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Entity Registrant Name	Houghton Mifflin Harcourt Co
Entity Central Index Key	0001580156
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Trading Symbol	HMHC
Entity Common Stock, Shares Outstanding		124,110,547
Entity Emerging Growth Company	false
Entity Small Business	false

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 74,185	$ 253,365
Short-term investments	9,999	49,833
Accounts receivable, net of allowances for bad debts and book returns of $18.7 million and $20.7 million, respectively	183,125	203,574
Inventories	261,924	184,209
Prepaid expenses and other assets	20,953	15,297
Total current assets	550,186	706,278
Property, plant, and equipment, net	116,095	125,925
Pre-publication costs, net	321,837	323,641
Royalty advances to authors, net	47,544	47,993
Goodwill	716,845	716,073
Other intangible assets, net	511,963	520,892
Operating lease assets	144,695
Deferred income taxes	3,259	3,259
Deferred commissions	21,861	22,635
Other assets	27,180	28,428
Total assets	2,461,465	2,495,124
Current liabilities
Current portion of long-term debt	8,000	8,000
Accounts payable	115,762	76,313
Royalties payable	42,085	66,893
Salaries, wages, and commissions payable	17,120	50,225
Deferred revenue	234,014	251,944
Interest payable	377	136
Severance and other charges	1,717	6,020
Accrued postretirement benefits	1,512	1,512
Operating lease liabilities	14,326
Other liabilities	22,018	26,649
Total current liabilities	456,931	487,692
Long-term debt, net of discount and issuance costs	754,513	755,649
Operating lease liabilities	142,441
Long-term deferred revenue	373,749	395,500
Accrued pension benefits	29,140	29,320
Accrued postretirement benefits	13,268	14,300
Deferred income taxes	32,972	27,075
Other liabilities	5,780	17,118
Total liabilities	1,808,794	1,726,654
Commitments and contingencies (Note 15)
Stockholders' equity
Preferred stock, $0.01 par value: 20,000,000 shares authorized; no shares issued and outstanding at March 31, 2019 and December 31, 2018
Common stock, $0.01 par value: 380,000,000 shares authorized; 148,687,581 and 148,164,854 shares issued at March 31, 2019 and December 31, 2018, respectively; 124,110,547 and 123,587,820 shares outstanding at March 31, 2019 and December 31, 2018, respectively	1,487	1,481
Treasury stock, 24,577,034 shares as of March 31, 2019 and December 31, 2018, respectively, at cost	(518,030)	(518,030)
Capital in excess of par value	4,895,556	4,893,174
Accumulated deficit	(3,679,608)	(3,562,971)
Accumulated other comprehensive loss	(46,734)	(45,184)
Total stockholders' equity	652,671	768,470
Total liabilities and stockholders' equity	$ 2,461,465	$ 2,495,124

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Accounts receivable, allowances for bad debts and book returns	$ 18.7	$ 20.7
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	380,000,000	380,000,000
Common stock, shares issued	148,687,581	148,164,854
Common stock, shares outstanding	124,110,547	123,587,820
Treasury stock, shares	24,577,034	24,577,034

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Statement [Abstract]
Net sales	$ 194,635	$ 199,759
Costs and expenses
Cost of sales, excluding publishing rights and pre-publication amortization	96,055	99,733
Publishing rights amortization	7,605	10,090
Pre-publication amortization	33,082	25,621
Cost of sales	136,742	135,444
Selling and administrative	151,983	145,527
Other intangible asset amortization	6,524	6,866
Severance and other charges	1,221	3,943
Loss on sale of assets		884
Operating loss	(101,835)	(92,905)
Other income (expense)
Retirement benefits non-service income	42	320
Interest expense	(11,582)	(10,936)
Interest income	1,092	506
Change in fair value of derivative instruments	(450)	372
Income from transition services agreement	1,826
Loss from continuing operations before taxes	(110,907)	(102,643)
Income tax expense for continuing operations	6,455	3,243
Loss from continuing operations	(117,362)	(105,886)
Income from discontinued operations, net of tax		4,575
Net loss	$ (117,362)	$ (101,311)
Net loss per share attributable to common stockholders Basic and diluted:
Continuing operations	$ (0.95)	$ (0.86)
Discontinued operations		0.04
Net loss	$ (0.95)	$ (0.82)
Weighted average shares outstanding
Basic	123,798,641	123,222,353
Diluted	123,798,641	123,222,353

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Statement of Comprehensive Income [Abstract]
Net loss	$ (117,362)	$ (101,311)
Other comprehensive (loss) income, net of taxes:
Foreign currency translation adjustments, net of tax	(232)	227
Unrealized gain on short-term investments, net of tax	9	18
Net change in unrealized (loss) gain on derivative financial instruments, net of tax	(1,327)	3,476
Other comprehensive (loss) income, net of taxes	(1,550)	3,721
Comprehensive loss	$ (118,912)	$ (97,590)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Cash flows from operating activities
Net loss	$ (117,362)	$ (101,311)
Adjustments to reconcile net loss to net cash used in operating activities
Income from discontinued operations, net of tax		(4,575)
Loss on sale of assets		884
Depreciation and amortization expense	68,402	61,022
Amortization of debt discount and deferred financing costs	1,046	1,046
Deferred income taxes	5,897	4,230
Stock-based compensation expense	3,551	2,893
Change in fair value of derivative instruments	450	(372)
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable	20,482	34,679
Inventories	(77,715)	(51,978)
Other assets	(2,771)	1,991
Accounts payable and accrued expenses	787	3,433
Royalties payable and author advances, net	(24,359)	(18,218)
Deferred revenue	(39,870)	(34,715)
Interest payable	241	19
Severance and other charges	(59)	3
Accrued pension and postretirement benefits	(1,212)	(1,311)
Other liabilities	(13,571)	2,791
Net cash used in operating activities – continuing operations	(176,063)	(99,489)
Net cash provided by operating activities – discontinued operations		2,803
Net cash used in operating activities	(176,063)	(96,686)
Cash flows from investing activities
Proceeds from sales and maturities of short-term investments	40,000	86,539
Additions to pre-publication costs	(25,898)	(24,317)
Additions to property, plant, and equipment	(10,375)	(11,483)
Acquisition of business, net of cash acquired	(5,447)
Net cash (used in) provided by investing activities – continuing operations	(1,720)	50,739
Net cash used in investing activities—discontinued operations		(1,976)
Net cash (used in) provided by investing activities	(1,720)	48,763
Cash flows from financing activities
Payments of long-term debt	(2,000)	(2,000)
Tax withholding payments related to net share settlements of restricted stock units and awards	(1,756)	(1,073)
Issuance of common stock under employee stock purchase plan	505	681
Net collections (remittances) under transition services agreement	1,854
Net cash used in financing activities – continuing operations	(1,397)	(2,392)
Net decrease in cash and cash equivalents	(179,180)	(50,315)
Cash and cash equivalents at the beginning of the period	253,365	148,979
Cash and cash equivalents at the end of the period	74,185	98,664
Supplemental disclosure of cash flow information
Interest paid	10,715	9,842
Income taxes paid (refunded)	13	(228)
Non-cash investing activities
Property, plant, and equipment acquired under capital leases	442
Pre-publication Costs [Member]
Non-cash investing activities
Costs included in accounts payable and accruals	18,988	29,420
Property, Plant, and Equipment [Member]
Non-cash investing activities
Costs included in accounts payable and accruals	$ 2,448	$ 15,122

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock [Member]	Treasury Stock [Member]	Capital in Excess of Par Value [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]
Beginning balance at Dec. 31, 2017	$ 795,193	$ 1,479	$ (518,030)	$ 4,879,793	$ (3,521,527)	$ (46,522)
Beginning balance, shares at Dec. 31, 2017		147,911,466
Net loss	(101,311)				(101,311)
Other comprehensive loss, net of tax	3,721					3,721
Effects of adoption of accounting standard	52,711				52,711
Issuance of common stock for employee purchase plan	865	$ 1		864
Issuance of common stock for employee purchase plan, shares		85,542
Issuance of common stock for vesting of restricted stock units		$ 2		(2)
Issuance of common stock for vesting of restricted stock units, shares		245,572
Stock withheld to cover tax withholdings requirements upon vesting of restricted stock units and awards	(1,073)			(1,073)
Restricted stock forfeitures and cancellations		$ (3)		3
Restricted stock forfeitures and cancellations, shares		(268,295)
Stock-based compensation expense	2,873			2,873
Ending balance at Mar. 31, 2018	752,979	$ 1,479	(518,030)	4,882,458	(3,570,127)	(42,801)
Ending balance, shares at Mar. 31, 2018		147,974,285
Beginning balance at Dec. 31, 2018	768,470	$ 1,481	(518,030)	4,893,174	(3,562,971)	(45,184)
Beginning balance, shares at Dec. 31, 2018		148,164,854
Net loss	(117,362)				(117,362)
Other comprehensive loss, net of tax	(1,550)					(1,550)
Effects of adoption of accounting standard | Accounting Standards Update 2016-02 [Member]	725				725
Issuance of common stock for employee purchase plan	702	$ 1		701
Issuance of common stock for employee purchase plan, shares		78,105
Issuance of common stock for vesting of restricted stock units		$ 5		(5)
Issuance of common stock for vesting of restricted stock units, shares		444,622
Stock withheld to cover tax withholdings requirements upon vesting of restricted stock units and awards	(1,756)			(1,756)
Stock-based compensation expense	3,442			3,442
Ending balance at Mar. 31, 2019	$ 652,671	$ 1,487	$ (518,030)	$ 4,895,556	$ (3,679,608)	$ (46,734)
Ending balance, shares at Mar. 31, 2019		148,687,581

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation	1. Basis of Presentation Houghton Mifflin Harcourt Company (“HMH,” “Houghton Mifflin Harcourt,” “we,” “us,” “our,” or the “Company”) is a global learning company, committed to delivering integrated solutions that engage learners, empower educators and improve student outcomes. As a leading provider of Kindergarten through 12 th The K-12 market is our primary market, and in the United States, we are a leading provider of educational content by market share. Some of our core educational offerings include HMH Science Dimensions , Collections , GO Math! , Read 180 Universal, and Journeys . We believe our long-standing reputation and trusted brand enable us to capitalize on trends in the education market through our existing and developing channels. Furthermore, for nearly two centuries, we have published renowned and awarded adult and children’s, fiction, nonfiction, culinary and reference titles enjoyed by readers throughout the world. Our distinguished author list includes ten Nobel Prize winners, forty-eight Pulitzer Prize winners, and fifteen National Book Award winners. We are home to popular characters and titles such as Curious George, Carmen Sandiego, The Lord of the Rings, The Whole30, The Best American Series, the Peterson Field Guides, CliffsNotes, and The Polar Express, and published distinguished authors such as Philip Roth, Temple Grandin, Tim O’Brien, Amos Oz, Kwame Alexander, Lois Lowry, and Chris Van Allsburg. We sell our products and services across multiple media and distribution channels. Leveraging our portfolio of content, including some of our best-known children’s brands and titles, such as Carmen Sandiego and Curious George, we have created interactive digital content, mobile applications and educational games that can be used by families at home or on the go. Our digital products portfolio, combined with our content development or distribution agreements with recognized technology leaders such as Apple, Google, Intel and Microsoft, enable us to bring our next-generation educational solutions and content to learners across virtually all platforms and devices. Additionally, we believe our technology and development capabilities allow us to enhance content engagement and effectiveness with embedded assessment, interactivity and personalized adaptable content as well as increased accessibility. The consolidated financial statements of HMH include the accounts of all of our wholly-owned subsidiaries for all periods presented. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Certain information and footnote disclosures normally included in our annual financial statements prepared in accordance with GAAP have been condensed or omitted consistent with Article 10 of Regulation S-X. In the opinion of management, our unaudited consolidated financial statements and accompanying notes include all adjustments (consisting of normal recurring adjustments) considered necessary by management to fairly state the results of operations, financial position and cash flows for the interim periods presented. Interim results of operations are not necessarily indicative of the results for the full year or for any future period. These financial statements should be read in conjunction with the annual financial statements and the notes thereto also included We expect our net cash provided by operations combined with our cash and cash equivalents and borrowing availability under our revolving credit facility to provide sufficient liquidity to fund our current obligations, capital spending, debt service requirements and working capital requirements over at least the next twelve months. The ability of the Company to fund planned operations is based on assumptions which involve significant judgment and estimates of future revenues, capital spend and other operating costs. If necessary, management will take steps intended to improve the Company’s financial position and liquidity. Seasonality and Comparability Our net sales, operating profit or loss and net cash provided by or used in operations are impacted by the inherent seasonality of the academic calendar, which results in a cash flow usage in the first half of the year and a cash flow generation in the second half of the year. Consequently, the performance of our businesses may not be comparable quarter to consecutive quarter and should be considered on the basis of results for the whole year or by comparing results in a quarter with results in the same quarter for the previous year. Approximately 85% of our net sales for the year ended December 31, 2018 were derived from our Education segment, which is a markedly seasonal business. Schools conduct the majority of their purchases in the second and third quarters of the calendar year in preparation for the beginning of the school year. Thus, for the years ended December 31, 2018, 2017 and 2016, approximately 67% of our consolidated net sales were realized in the second and third quarters. Sales of K-12 instructional materials and customized testing products are also cyclical, with some years offering more sales opportunities than others in light of the state adoption calendar. The amount of funding available at the state level for educational materials also has a significant effect on year-to-year net sales. Although the loss of a single customer would not have a material adverse effect on our business, schedules of school adoptions and market acceptance of our products can materially affect year-to-year net sales performance.

Significant Accounting Policies

Significant Accounting Policies and Estimates	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Significant Accounting Policies and Estimates	2. Significant Accounting Policies and Estimates Our financial results are affected by the selection and application of accounting policies and methods. Except for the adoption of the new lease accounting standard discussed below, there were no material changes during the three months ended March 31, 2019 to the application of significant accounting policies and estimates as described in our audited consolidated financial statements, which were included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018. Adoption of New Lease Accounting Standard On January 1, 2019, we adopted the new lease accounting standard using the modified retrospective method. We applied the guidance to each lease as of January 1, 2019 with a cumulative effect adjustment to the opening balance of accumulated deficit as of that date. The standard requires lessees to recognize a lease liability and a right of use asset on the balance sheet for operating leases. Right of use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Right of use assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. Accounting for finance leases is substantially unchanged. Prior comparative periods were not adjusted under this method. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed us to not reassess whether any expired or existing contracts are or contain leases, carry forward the historical lease classification and to not reassess initial direct costs for any existing leases. We did not elect the hindsight practical expedient to determine the lease term for existing leases. Upon implementation of the new guidance, we have elected the practical expedients to combine lease and non-lease components, and to not recognize right of use assets and lease liabilities for short-term leases.

Recent Accounting Standards

Recent Accounting Standards	3 Months Ended
	Mar. 31, 2019
Accounting Changes and Error Corrections [Abstract]
Recent Accounting Standards	3. Recent Accounting Standards Recent accounting pronouncements not included below, are not expected to have a material impact on our consolidated financial position or results of operations. Recently Issued Accounting Standards In January 2017, the Financial Accounting Standards Board (“FASB”) issued updated guidance to simplify the test for goodwill impairment by the elimination of Step 2 in the determination on whether goodwill should be considered impaired. The annual assessments are still required to be completed. The guidance will be effective in 2020, with early adoption permitted. We do not expect that the adoption of this guidance will have a material impact on our consolidated financial statements. Recently Adopted Accounting Standards In February 2016, the FASB issued guidance that primarily requires lessees to recognize most leases on their balance sheets but record expenses on their income statements in a manner similar to current accounting. We adopted the guidance on January 1, 2019 using the modified retrospective method, and did not adjust comparative periods or modify disclosures in those comparative periods. We recognized right of use assets and lease liabilities on January 1, 2019. The new guidance provides a number of optional practical expedients in transition. We elected the package of practical expedients, which among other things, allowed the carryforward of the historical lease classification. Further, we elected the practical expedients to combine lease and non-lease components, and to not recognize right of use assets and lease liabilities for short-term leases. We have identified appropriate changes to our accounting policies, information technology systems, business processes, and related internal controls to support recognition and disclosure requirements under the new guidance. The adoption of this guidance impacted our consolidated balance sheets due to the recognition of the lease rights and obligations related to our office space, automobile fleet and office equipment leases as assets and liabilities of approximately $148.0 million and $161.0 million, In May 2014, the FASB issued new guidance related to revenue recognition. This new accounting standard replaced most current U.S. GAAP guidance on this topic and eliminated most industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Entities had the choice of adopting the new standard either retrospectively to all periods presented in the financial statements (the full retrospective method) or as a cumulative-effect adjustment as of the date of adoption (modified retrospective method) in the year of adoption without applying to comparative periods financial statements. We adopted the guidance on January 1, 2018 applying the modified retrospective method. In March 2017, the FASB issued guidance to improve the presentation of net periodic pension cost and net periodic post-retirement benefit cost. The changes to the guidance required employers to report the service cost component in the same line item as other compensation costs arising from services rendered by employees during the reporting period. The other components of net benefit costs have been presented in the income statement separately from the service cost and outside of a subtotal of income from operations. The guidance became effective January 1, 2018 and the adoption of the guidance did not have a material impact on our consolidated financial statements. In November 2016, the FASB issued guidance on restricted cash, which required amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. The guidance became effective January 1, 2018 using a retrospective transition method to each period presented. The adoption of the guidance did not have a material impact on our consolidated financial statements. In August 2016, the FASB issued a guidance update to classifications of certain cash receipts and cash payments on the Statement of Cash Flows with the objective of reducing the existing diversity in practice. This updated guidance addresses the following eight specific cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and separately identifiable cash flows and application of the predominance principle. The guidance became effective January 1, 2018 and the adoption of the guidance did not have a material impact on our consolidated financial statements.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2019
Business Combinations [Abstract]
Acquisitions	4. Acquisitions On January 14, 2019, we completed the acquisition of certain assets of PV Waggle LLC, which comprised a web-based adaptive learning solution providing Math and ELA instruction for students in grades 2-8 for a total purchase price of approximately $5.4 million. The transaction was accounted for under the acquisition method of accounting. and other liabilities recorded as part of the acquisition totaled approximately $0.7 million, $5.2 million and $0.5 million, respectively.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Mar. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	5. Discontinued Operations On October 1, 2018, we completed the previously announced sale of all the assets, including intellectual property, used primarily in our Riverside clinical and standardized testing business (“Riverside Business”) for cash consideration received of $140.0 million and the purchaser’s assumption of all liabilities relating to the Riverside Business subject to specified exceptions. Net proceeds from the sale after the payment of transaction costs were approximately $135.0 million with a post-tax book gain on sale of approximately $30.5 million. The gain was recorded in the fourth quarter of 2018 as the transaction closed on October 1, 2018. The tax gain on the sale was offset by 2018 losses. The results of the Riverside Business were previously reported in our Education segment. In connection with the sale of the Riverside Business, we entered into a Transition Services Agreement (TSA) with the purchaser whereby we will perform certain support functions for a period of up to 18 months subsequent to October 1, 2018. Upon the signing of the asset purchase agreement on September 12, 2018, the Riverside Business qualified as a discontinued operation, and goodwill originally included in the Education reportable segment was transferred to the Riverside Business. The amount of transferred goodwill was $67.0 million and was determined using the relative fair value method. The relative fair value was determined based on the purchase price of the Riverside Business compared to the Education reportable segment fair value. The Education reportable segment fair value was based primarily on the market value of the overall Company at the date that the Riverside Business qualified as a discontinued operation. The allocation also required the assessment for impairment for each of the Riverside Business and Education reportable segment’s goodwill and indefinite-lived intangible assets carrying values. No impairment was deemed to exist. Selected financial information of the Riverside Business included in income from discontinued operations is as follows: Three Months Ended March 31, 2018 Net sales $ 20,009 Costs 12,503 Amortization 1,470 Income from discontinued operations before taxes $ 6,036 Income tax expense 1,461 Income from discontinued operations, net of tax $ 4,575

Inventories

Inventories	3 Months Ended
	Mar. 31, 2019
Inventory Disclosure [Abstract]
Inventories	6. Inventories Inventories consisted of the following: March 31, 2019 December 31, 2018 Finished goods $ 250,056 $ 162,890 Raw materials 11,868 21,319 Inventories $ 261,924 $ 184,209

Contract Assets, Contract Liabi

Contract Assets, Contract Liabilities and Deferred Commissions	3 Months Ended
	Mar. 31, 2019
Text Block [Abstract]
Contract Assets, Contract Liabilities and Deferred Commissions	7. Contract Assets, Contract Liabilities and Deferred Commissions Contract assets consist of unbilled amounts at the reporting date and are transferred to accounts receivable when the rights become unconditional. Contract assets are included in prepaid expenses and other assets on our consolidated balance sheets. Contract liabilities consist of deferred revenue (current and long-term). The following table presents changes in contract assets and contract liabilities during the three months ended March 31, 2019: March 31, 2019 December 31, 2018 $ Change % Change Contract assets $ 298 $ 74 $ 224 NM Contract liabilities (deferred revenue) $ 607,763 $ 647,444 $ (39,681 ) (6.1 )% NM = not meaningful The $39.5 million decrease in our net contract liabilities from December 31, 2018 to March 31, 2019 was primarily due to the satisfaction of performance obligations related to physical and digital products during the period and lower net sales being deferred in the period attributed to the seasonal nature of our business. During the three months ended March 31, 2019 and 2018, we recognized the following net sales as a result of changes in the contract asset and contract liabilities balances: Three Months Ended Three Months Ended Net sales recognized in the period from: Amounts included in contract liabilities at the beginning of the period $ 48,529 $ 47,074 As of March 31, 2019, the aggregate amount of the transaction price allocated to the remaining performance obligations was $653.5 million, and we will recognize approximately 80% to net sales over the next 1 to 3 years. Prior to the adoption of the new revenue standard, we expensed incremental commissions paid to sales representatives for obtaining product sales as well as service contracts. We expect that the costs are recoverable, and under the new standard, we capitalize these incremental costs of obtaining customer contracts unless the capitalization and amortization of such costs are not expected to have a material impact on the financial statements. Applying the practical expedient, we recognize sales commission expense when incurred if the amortization period of the assets that we otherwise would have recognized is one year or less. We had deferred commissions in the amount of $21.9 million at March 31, 2019 and amortized $1.3 million and $1.1 million during the three months ended March 31, 2019 and 2018, respectively. The amortization is included in selling and administrative expenses.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	3 Months Ended
	Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangible Assets	8. Goodwill and Other Intangible Assets Goodwill and other intangible assets consisted of the following: March 31, 2019 December 31, 2018 Cost Accumulated Amortization Total Cost Accumulated Amortization Total Goodwill $ 716,845 $ — $ 716,845 $ 716,073 $ — $ 716,073 Trademarks and tradenames: indefinite-lived $ 161,000 $ — $ 161,000 $ 161,000 $ — $ 161,000 Trademarks and tradenames: definite-lived 164,130 (30,804 ) 133,326 164,130 (28,087 ) 136,043 Publishing rights 1,180,000 (1,120,474 ) 59,526 1,180,000 (1,112,869 ) 67,131 Customer related and other 449,840 (291,729 ) 158,111 444,640 (287,922 ) 156,718 Other intangible assets, net $ 1,954,970 (1,443,007 ) $ 511,963 $ 1,949,770 (1,428,878 ) $ 520,892 The change in the carrying amount of goodwill for the three months ended March 31, 2019 is as follows: Balance at December 31, 2018 $ 716,073 Acquisitions 772 Balance at March 31, 2019 $ 716,845 Amortization expense for definite-lived trademarks and tradenames, publishing rights and customer related and other intangibles were $14.1 million and $17.0 million for the three months ended March 31, 2019 and 2018, respectively.

Debt

Debt	3 Months Ended
	Mar. 31, 2019
Debt Disclosure [Abstract]
Debt	9. Debt Our debt consisted of the following: March 31, 2019 December 31, 2018 $800,000 term loan due May 29, 2021, interest payable quarterly (net of discount and issuance costs) $ 762,513 $ 763,649 Less: Current portion of long-term debt 8,000 8,000 Total long-term debt, net of discount and issuance costs $ 754,513 $ 755,649 Revolving credit facility $ — $ — Term Loan Facility On May 29, 2015, we entered into an amended and restated $800.0 million term loan credit facility (the “term loan facility”). The term loan facility matures on May 29, 2021 and the interest rate is based on LIBOR plus 3.0% or an alternative base rate plus applicable margins. LIBOR is subject to a floor of 1.0% with the length of the LIBOR contracts ranging up to six months at the option of the Company. The term loan facility is required to be repaid in quarterly installments of $2.0 million, and may be prepaid, in whole or in part, at any time, without premium. The term loan facility was issued at a discount equal to 0.5% of the outstanding borrowing commitment. As of March 31, 2019, the interest rate of the term loan facility was 5.5%. The term loan facility does not require us to comply with financial maintenance covenants. We are currently required to meet certain incurrence based financial covenants as defined under our term loan facility. The term loan facility is subject to customary conditions, representations, warranties and covenants, including restrictions on additional indebtedness, liens, investments, mergers, acquisitions, asset dispositions, dividends to stockholders, repurchase or redemption of our stock, transactions with affiliates and other matters. The term loan facility is subject to customary events of default. If an event of default occurs and is continuing, the administrative agent may, or at the request of certain required lenders shall, accelerate the obligations outstanding under the term loan facility. We are subject to an annual excess cash flow provision under our term loan facility which is predicated upon our leverage ratio and cash flow. There was no payment required under the excess cash flow provision in 2019 and 2018. Interest Rate Hedging On August 17, 2015, we entered into interest rate derivative contracts with various financial institutions having an aggregate notional amount of $400.0 million to convert floating rate debt into fixed rate debt and had $400.0 million outstanding as of March 31, 2019. We assessed at inception, and re-assess on an ongoing basis, whether the interest rate derivative contracts are highly effective in offsetting changes in the fair value of the hedged variable rate debt. These interest rate swaps were designated as cash flow hedges and qualify for hedge accounting under the accounting guidance related to derivatives and hedging. Accordingly, we recorded an unrealized loss of $1.3 million and an unrealized gain of $3.5 million in our statements of comprehensive loss to account for the changes in fair value of these derivatives during the three months ended March 31, 2019 and 2018, respectively. The corresponding $1.1 million and $2.4 million hedge assets are included within long-term other assets in our consolidated balance sheet as of March 31, 2019 and December 31, 2018, respectively. The interest rate derivative contracts mature on July 22, 2020. Revolving Credit Facility On July 22, 2015, we entered into an amended and restated revolving credit facility (the “revolving credit facility”). The revolving credit facility provides borrowing availability in an amount equal to the lesser of either $250.0 million or a borrowing base that is computed monthly or weekly and comprised of the Borrowers’ and the Guarantors’ (as such terms are defined below) eligible inventory and receivables. The revolving credit facility includes a letter of credit subfacility of $50.0 million, a swingline subfacility of $20.0 million and the option to expand the facility by up to $100.0 million in the aggregate under certain specified conditions. The revolving credit facility may be prepaid, in whole or in part, at any time, without premium. The revolving credit facility requires the Company to maintain a minimum fixed charge coverage ratio of 1.0 to 1.0 on a trailing four-quarter basis only during certain periods commencing when excess availability under the revolving credit facility is less than certain limits prescribed by the terms of the revolving credit facility. The revolving credit facility is subject to usual and customary conditions, representations, warranties and covenants, including restrictions on additional indebtedness, liens, investments, mergers, acquisitions, asset dispositions, dividends to stockholders, repurchase or redemption of our stock, transactions with affiliates and other matters. The revolving credit facility is subject to customary events of default. As of March 31, 2019, no amounts are outstanding on the revolving credit facility. As of March 31, 2019, the minimum fixed charge coverage ratio covenant under our revolving credit facility was not applicable, due to our level of borrowing availability. The minimum fixed charge coverage ratio, which is only tested in limited situations, is 1.0 to 1.0 through the end of the facility. Guarantees Under both the revolving credit facility and the term loan facility, Houghton Mifflin Harcourt Publishers Inc., HMH Publishers LLC and Houghton Mifflin Harcourt Publishing Company are the borrowers (collectively, the “Borrowers”), and Citibank, N.A. acts as both the administrative agent and the collateral agent. The obligations under the revolving credit facility and the term loan facility are guaranteed by the Company and each of its direct and indirect for-profit domestic subsidiaries (other than the Borrowers) (collectively, the “Guarantors”) and are secured by all capital stock and other equity interests of the Borrowers and the Guarantors and substantially all of the other tangible and intangible assets of the Borrowers and the Guarantors, including, without limitation, receivables, inventory, equipment, contract rights, securities, patents, trademarks, other intellectual property, cash, bank accounts and securities accounts and owned real estate. The revolving credit facility is secured by first priority liens on receivables, inventory, deposit accounts, securities accounts, instruments, chattel paper and other assets related to the foregoing (the “Revolving First Lien Collateral”), and second priority liens on the collateral which secures the term loan facility on a first priority basis. The term loan facility is secured by first priority liens on the capital stock and other equity interests of the Borrowers and the Guarantors, equipment, owned real estate, trademarks and other intellectual property, general intangibles that are not Revolving First Lien Collateral and other assets related to the foregoing, and second priority liens on the Revolving First Lien Collateral.

Leases

Leases	3 Months Ended
	Mar. 31, 2019
Leases [Abstract]
Leases	10. Leases We lease property and equipment under finance and operating leases. We have operating leases for various office space and facilities, warehouse equipment, automobile fleet and office equipment that expire at various dates through 2023 and thereafter. For leases with terms greater than 12 months, we record the related asset and obligation at the present value of lease payments over the lease term. Many of our leases include rental escalation clauses, renewal options and/or termination options that are factored into our determination of lease payments when appropriate. For leases beginning in 2019 and later, we account for lease components (e.g., fixed payments including rent, real estate taxes and insurance costs) as combined with the non-lease When available, we use the rate implicit in the lease to discount lease payments to present value; however, most of our leases do not provide a readily determinable implicit rate. Therefore, we must estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement. We give consideration to our recent debt issuances as well as publicly available data for instruments with similar characteristics when calculating our incremental borrowing rates. Lease Position as of March 31, 2019 The table below presents the lease assets and liabilities recorded on the balance sheet. Leases Classification March 31, 2019 Assets Operating lease assets Operating lease assets $ 144,695 Total leased assets $ 144,695 Liabilities Current Operating Operating lease liabilities $ 14,326 Noncurrent Operating Operating lease liabilities 142,441 Total lease liabilities $ 156,767 Weighted average remaining lease term Operating leases 9.4 Years Weighted average discount rate Operating leases (1) 12.23 % (1) Upon adoption of the new lease standard, discount rates used for existing leases were established at January 1, 2019. Lease costs Operating lease cost and sublease income totaled $9.6 million and $0.7 million, respectively, for the three months ended March 31, 2019. The net lease cost of $8.9 million is included in the selling and administrative line item in our consolidated statements of operations. Operating lease cost includes short term leases and variable lease costs, which are not material. Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet. Maturity of Lease Liabilities Operating 2019 $ 24,801 2020 26,916 2021 25,710 2022 23,304 2023 25,226 Thereafter 161,774 Total lease payments $ 287,731 Less: interest 130,964 Present value of lease liabilities $ 156,767 Other Information The table below presents supplemental cash flow information related to leases during the three months ended March 31, 2019. Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 9,025 Additional Lease Information Related to the Application of the Previous Lease Accounting Standard As previously disclosed in our 2018 Annual Report on Form 10-K and under the previous lease accounting standard, the future payments under operating lease agreements as of December 31, 2018 are as follows: Operating Leases 2019 $ 32,694 2020 26,889 2021 26,118 2022 24,549 2023 27,469 Thereafter 171,203 Total lease payments $ 308,922

Restructuring, Severance and Ot

Restructuring, Severance and Other Charges	3 Months Ended
	Mar. 31, 2019
Restructuring and Related Activities [Abstract]
Restructuring, Severance and Other Charges	11. Restructuring, Severance and Other Charges 2017 Restructuring Plan On an ongoing basis, we assess opportunities for improved operational effectiveness and efficiency and better alignment of expenses with net sales, while preserving our ability to make the investments in content and our people that we believe are important to our long-term success. As a result of these assessments, we undertook a restructuring initiative in order to enhance our growth potential and better position us for long-term success. This initiative is described below. Beginning at the end of 2016, we worked with a third party consultant to review our operating model and organizational design in order to improve our operational efficiency, better focus on the needs of our customers and right-size our cost structure to create long-term shareholder value. In March 2017, we committed to certain operational efficiency and cost-reduction actions in order to accomplish these objectives (“2017 Restructuring Plan”). These actions included making organizational design changes across layers of the Company below the executive team and other right-sizing initiatives expected to result in reductions in force, consolidating and/or subletting certain office space under real estate leases as well as other potential operational efficiency and cost-reduction initiatives. We completed the organizational design change actions in 2017 and the remaining actions in 2018. Our restructuring liabilities are primarily comprised of accruals for severance and termination benefits and office space consolidation ($0.4 million and $6.4 million, respectively, as of December 31, 2018). In connection with the adoption of the new leasing standard on January 1, 2019, the restructuring liabilities related to office space consolidation were reclassed on the balance sheet Severance and Other Charges 2019 Exclusive of the 2017 Restructuring Plan, during the three months ended March 31, 2019, $1.0 million of severance payments were made to employees whose employment ended in 2019 and prior years. Further, we recorded an expense in the amount of $1.2 million to reflect costs for severance, which we expect to be paid over the next twelve months. 2018 Exclusive of the 2017 Restructuring Plan, during the three months ended March 31, 2018, $0.8 million of severance payments were made to employees whose employment ended in 2018 and prior years and $0.2 million of net payments were made for office space no longer utilized by the Company as a result of prior savings initiatives. Further, we recorded an expense in the amount of $3.9 million to reflect costs for severance, which have been fully paid. A summary of the significant components of the severance/restructuring and other charges, which are not allocated to our segments and included in Corporate and Other, is as follows: 2019 Severance/ other accruals at December 31, 2018 Severance/ other expense Cash payments Severance/ other accruals at March 31, 2019 Severance costs $1,420 $ 1,221 $ (1,044 ) $ 1,597 Other accruals 270 (1) — — — $1,690 $ 1,221 $ (1,044 ) $ 1,597 2018 Severance/ other accruals at December 31, 2017 Severance/ other expense Cash payments Severance/ other accruals at March 31, 2018 Severance costs $341 $ 3,943 $ (794 ) $ 3,490 Other accruals 1,299 — (173 ) 1,126 $1,640 $ 3,943 $ (967 ) $ 4,616 (1) In connection with the adoption of the new leasing standard on January 1, 2019, the restructuring liabilities related to office space consolidation were reclassed on the balance sheet The current portion of the severance and other charges was $1.7 million and $6.9 million (inclusive of the 2017 Restructuring Plan) as of March 31, 2019 and December 31, 2018, respectively.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income Taxes	12. Income Taxes The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment, including, but not limited to, the expected operating income for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is acquired, additional information is obtained or as the tax environment changes. At the end of each interim period, we estimate the annual effective tax rate and apply that rate to our ordinary quarterly earnings. The amount of interim tax benefit recorded for the year-to-date ordinary loss is limited to the amount that is expected to be realized during the year or recognizable as a deferred tax asset at year end. The tax expense or benefit related to significant, unusual or extraordinary items that will be separately reported or reported net of their related tax effect, are individually computed, and are recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws or rates or tax status is recognized in the interim period in which the change occurs. For the three months ended March 31, 2019 and 2018, we recorded income tax expense of approximately $6.5 million and $3.2 million, respectively. For all periods, the income tax expense was impacted by certain discrete tax items, including the accrual of potential interest and penalties on uncertain tax positions. Including the tax effects of these discrete tax items, the effective rate was (5.8)% and (3.2)% for the three months ended March 31, 2019 and 2018, respectively. Reserves for unrecognized tax benefits, excluding accrued interest and penalties, were $15.7 million at both March 31, 2019 and December 31, 2018.

Retirement and Postretirement B

Retirement and Postretirement Benefit Plans	3 Months Ended
	Mar. 31, 2019
Retirement Benefits [Abstract]
Retirement and Postretirement Benefit Plans	13. Retirement and Postretirement Benefit Plans We have a noncontributory, qualified defined benefit pension plan (the “Retirement Plan”), which covers certain employees. The Retirement Plan is a cash balance plan, which accrues benefits based on pay, length of service, and interest. The funding policy is to contribute amounts subject to minimum funding standards set forth by the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code. The Retirement Plan’s assets consist principally of common stocks, fixed income securities, investments in registered investment companies, and cash and cash equivalents. We also have a nonqualified defined benefit plan, or nonqualified plan, that previously covered employees who earned over the qualified pay limit as determined by the Internal Revenue Service. The nonqualified plan accrues benefits for the participants based on the cash balance plan calculation. The nonqualified plan is not funded. We use a December 31 date to measure the pension and postretirement liabilities. In 2007, both the qualified and nonqualified pension plans eliminated participation in the plans for new employees hired after October 31, 2007. We recognize the funded status of defined benefit pension and other postretirement plans as an asset or liability in the balance sheet and recognize actuarial gains and losses and prior service costs and credits in other comprehensive income (loss) and subsequently amortize those items in the statement of operations. Net periodic benefit (credit) cost for our pension and other postretirement benefit plans consisted of the following: Pension Plans Three Months Ended March 31, 2019 2018 Interest cost $ 1,511 $ 1,325 Expected return on plan assets (1,918 ) (1,995 ) Amortization of net loss 251 354 Net periodic benefit (credit) cost $ (156 ) $ (316 ) Other Post Retirement Plans Three Months Ended March 31, 2019 2018 Service cost $ 15 $ 32 Interest cost 145 168 Amortization of prior service cost 10 (172 ) Amortization of net loss (41 ) — Net periodic benefit (credit) $ 129 $ 28 There were no contributions to the pension plans for the three months ended March 31, 2019 and 2018, and we do not expect to make a contribution to the pension plans during 2019.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	14. Fair Value Measurements The accounting standard for fair value measurements, among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. The accounting standard establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 Observable input such as quoted prices in active markets for identical assets or liabilities; Level 2 Observable inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3 Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and liabilities measured at fair value are based on one or more of three valuation techniques identified in the tables below. Where more than one technique is noted, individual assets or liabilities were valued using one or more of the noted techniques. The valuation techniques are as follows: (a) Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; (b) Cost approach: Amount that would be currently required to replace the service capacity of an asset (current replacement cost); and (c) Income approach: Valuation techniques to convert future amounts to a single present amount based on market expectations (including present value techniques). On a recurring basis, we measure certain financial assets and liabilities at fair value, including our money market funds, short-term investments which consist of U.S. treasury securities and U.S. agency securities, foreign exchange forward contracts, and interest rate derivatives contracts. The accounting standard for fair value measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as consider counterparty and its credit risk in its assessment of fair value. Financial Assets and Liabilities The following tables present our financial assets and liabilities measured at fair value on a recurring basis: March 31, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 51,094 $ 51,094 $ — (a) U.S. agency securities 9,999 — 9,999 (a) Interest rate derivatives 1,071 — 1,071 (a) $ 62,164 $ 51,094 $ 11,070 Financial liabilities Foreign exchange derivatives $ 602 $ — $ 602 (a) $ 602 $ — $ 602 (a) December 31, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 228,587 $ 228,587 $ — (a) U.S. treasury securities 24,939 24,939 — (a) U.S. agency securities 24,894 — 24,894 (a) Interest rate derivatives 2,382 — 2,382 (a) $ 280,802 $ 253,526 $ 27,276 Financial liabilities Foreign exchange derivatives $ 534 $ — $ 534 (a) $ 534 $ — $ 534 Our money market funds and U.S. treasury securities are classified within Level 1 of the fair value hierarchy because they are valued using quoted prices in active markets for identical instruments. Our U.S. agency securities are classified within Level 2 of the fair value hierarchy because they are valued using other than quoted prices in active markets. In addition to $51.1 million and $228.6 million invested in money market funds as of March 31, 2019 and December 31, 2018, respectively, we had $23.1 million and $24.8 million of cash invested in bank accounts as of March 31, 2019 and December 31, 2018, respectively. Our foreign exchange derivatives consist of forward contracts and are classified within Level 2 of the fair value hierarchy because they are valued based on observable inputs and are available for substantially the full term of our derivative instruments. We use foreign exchange forward contracts to fix the functional currency value of forecasted commitments, payments and receipts. The aggregate notional amount of the outstanding foreign exchange forward contracts was $15.2 million and $15.7 million at March 31, 2019 and December 31, 2018, respectively. Our foreign exchange forward contracts contain netting provisions to mitigate credit risk in the event of counterparty default, including payment default and cross default. At March 31, 2019 and December 31, 2018, the fair value of our counterparty default exposure was less than $1.0 million and spread across several highly rated counterparties. Our interest rate derivatives are classified within Level 2 of the fair value hierarchy because they are valued based on observable inputs and are available for substantially the full term of our derivative instruments. Our interest rate risk relates primarily to U.S. dollar borrowings, partially offset by U.S. dollar cash investments. We have historically used interest rate derivative instruments to manage our earnings and cash flow exposure to changes in interest rates by converting floating-rate debt into fixed-rate debt. The aggregate notional amount of the outstanding interest rate derivative instruments was $400.0 million as of March 31, 2019. We designate these derivative instruments either as fair value or cash flow hedges under the accounting guidance related to derivatives and hedging. We record changes in the value of fair value hedges in interest expense, which is generally offset by changes in the fair value of the hedged debt obligation. Interest payments made or received related to our interest rate derivative instruments are included in interest expense. We record the effective portion of any change in the fair value of derivative instruments designated as cash flow hedges as unrealized gains or losses in other comprehensive income (loss), net of tax, until the hedged cash flow occurs, at which point the effective portion of any gain or loss is reclassified to earnings. In the event the hedged cash flow does not occur, or it becomes no longer probable that it will occur, we reclassify the amount of any gain or loss on the related cash flow hedge to interest expense at that time. We believe we do not have significant concentrations of credit risk arising from our interest rate derivative instruments, whether from an individual counterparty or a related group of counterparties. We manage the concentration of counterparty credit risk on our interest rate derivatives instruments by limiting acceptable counterparties to a diversified group of major financial institutions with investment grade credit ratings, limiting the amount of credit exposure to each counterparty, and actively monitoring their credit ratings and outstanding fair values on an ongoing basis. Furthermore, none of our derivative transactions contain provisions that are dependent on our credit ratings from any credit rating agency. We also employ master netting arrangements that reduce our counterparty payment settlement risk on any given maturity date to the net amount of any receipts or payments due between us and the counterparty financial institution. Thus, the maximum loss due to counterparty credit risk is limited to the unrealized gains in such contracts net of any unrealized losses should any of these counterparties fail to perform as contracted. Although these protections do not eliminate concentrations of credit risk, as a result of the above considerations, we do not consider the risk of counterparty default to be significant. Non-Financial Assets and Liabilities Our non-financial assets, which include goodwill, other intangible assets, property, plant, and equipment, and pre-publication costs, are not required to be measured at fair value on a recurring basis. However, if certain trigger events occur, or if an annual impairment test is required, we evaluate the non-financial assets for impairment. If an impairment did occur, the asset is required to be recorded at the estimated fair value. An impairment analysis was not performed for the preparation of this report, as there were no triggering events for the three months ended March 31, 2019. There were no non-financial liabilities that were required to be measured at fair value on a nonrecurring basis during the three months ended March 31, 2019 and 2018. Fair Value of Debt The following table presents the carrying amounts and estimated fair market values of our debt at March 31, 2019 and December 31, 2018. The fair value of debt is deemed to be the amount at which the instrument could be exchanged in an orderly transaction between market participants at the measurement date. March 31, 2019 December 31, 2018 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Debt Term Loan $ 762,513 $ 722,481 $ 763,649 $ 691,102 The fair market values of our debt were estimated based on quoted market prices on a private exchange for those instruments that are traded and are classified as Level 2 within the fair value hierarchy at March 31, 2019 and December 31, 2018. The fair market values require varying degrees of management judgment. The factors used to estimate these values may not be valid on any subsequent date. Accordingly, the fair market values of the debt presented may not be indicative of their future values.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	15. Commitments and Contingencies There were no material changes in our commitments under contractual obligations, as disclosed in our audited consolidated financial statements, which were included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018. While we may incur a loss associated with certain pending or threatened litigation, we are not able to estimate such amount, if any, but we do not expect any of these matters to have a material adverse effect on our results of operations, financial position or cash flows. We have insurance over such amounts and with coverage and deductibles as management believes is reasonable. There can be no assurance that our liability insurance will cover all events or that the limits of coverage will be sufficient to fully cover all liabilities. In April 2019, we were notified of an unasserted claim by the Commonwealth of Puerto Rico with regards to payments in the amount of approximately $33.0 million that we received in the normal course of business in the four year period prior to the May 3, 2017 bankruptcy petition of the Commonwealth public instrumentalities. Management believes, based on discussions with its legal counsel, that we have meritorious defenses against such unasserted claim. The Company will vigorously defend this matter if such claim is asserted. In connection with an agreement with a development content provider, we agreed to act as guarantor to that party’s loan to finance such development. Such guarantee is expected to remain until 2020. Under the guarantee, we believe the maximum future payments to approximate $15.0 million. In the unlikely event that we are required to make payments on behalf of the development content provider, we would have recourse against the development content provider. We were contingently liable for $4.4 million of performance-related surety bonds for our operating activities as of both March 31, 2019 and December 31, 2018. An aggregate of $24.3 million of letters of credit existed as of both March 31, 2019 and December 31, 2018, of which $0.1 million backed the aforementioned performance-related surety bonds as of both March 31, 2019 and December 31, 2018. We routinely enter into standard indemnification provisions as part of license agreements involving use of our intellectual property. These provisions typically require us to indemnify and hold harmless licensees in connection with any infringement claim by a third party relating to the intellectual property covered by the license agreement. Although the term of these provisions and the maximum potential amounts of future payments we could be required to make is not limited, we have never incurred any costs to defend or settle claims related to these types of indemnification provisions. We therefore believe the estimated fair value of these provisions is inconsequential, and have no liabilities recorded for them as of March 31, 2019 or December 31, 2018.

Net Loss Per Share

Net Loss Per Share	3 Months Ended
	Mar. 31, 2019
Earnings Per Share [Abstract]
Net Loss Per Share	16. Net Loss Per Share The following table sets forth the computation of basic and diluted earnings per share (“EPS”): Three Months Ended March 31, 2019 2018 Numerator Loss from continuing operations $ (117,362 ) $ (105,886 ) Income from discontinued operations, net of tax — 4,575 Net loss attributable to common stockholders $ (117,362 ) $ (101,311 ) Denominator Weighted average shares outstanding Basic 123,798,641 123,222,353 Diluted 123,798,641 123,222,353 Net loss per share attributable to common stockholders Basic and diluted: Continuing operations $ (0.95 ) $ (0.86 ) Discontinued operations — 0.04 Net loss $ (0.95 ) $ (0.82 ) As we incurred a net loss in the three month periods ended March 31, 2019 and 2018, presented above, all outstanding stock options and restricted stock units for those periods have an anti-dilutive effect and therefore are excluded from the computation of diluted weighted average shares outstanding. Accordingly, basic and diluted weighted average shares outstanding are equal for such periods. The following table summarizes our weighted average outstanding common stock equivalents that were anti-dilutive attributable to common stockholders during the periods, and therefore excluded from the computation of diluted EPS: Three Months Ended March 31, 2019 2018 Stock options 3,488,212 3,465,749 Restricted stock units 2,993,508 2,128,620

Segment Reporting

Segment Reporting	3 Months Ended
	Mar. 31, 2019
Segment Reporting [Abstract]
Segment Reporting	17. Segment Reporting As of March 31, 2019, we had two reportable segments, Education and HMH Books & Media (formerly referred to as Trade Publishing, the composition of this segment has not changed). Our Education segment provides educational products, technology platforms and services to meet the diverse needs of today’s classrooms. These products and services include print and digital content in the form of textbooks, digital courseware, instructional aids, educational assessment and intervention solutions, which are aimed at improving achievement and supporting learning for students who are not keeping pace with peers, professional development and school reform services. Our HMH Books & Media segment primarily develops, markets and sells consumer books in print and digital formats, licenses book rights to other publishers and electronic businesses in the United States and abroad, and licenses brands across media platforms. The principal distribution channels for HMH Books & Media products are retail stores, both physical and online, and wholesalers. We measure and evaluate our reportable segments based on net sales and segment Adjusted EBITDA from continuing operations. We exclude from our segments certain corporate-related expenses, as our corporate functions do not meet the definition of a segment, as defined in the accounting guidance relating to segment reporting. In addition, certain transactions or adjustments that our Chief Operating Decision Maker considers to be non-operational, such as amounts related to goodwill and other intangible asset impairment charges, derivative instruments charges, acquisition/disposition-related activity, restructuring/integration costs, severance, separation costs and facility closures, equity compensation charges, legal settlement charges, gains or losses from divestitures, amortization and depreciation expenses, as well as interest and taxes, are excluded from segment Adjusted EBITDA from continuing operations. Although we exclude these amounts from segment Adjusted EBITDA from continuing operations, they are included in reported consolidated net loss and are included in the reconciliation below. As a result of the sale of the Riverside Business, the results of the Riverside Business are no longer presented within continuing operations. Accordingly, the segment disclosures for the Education reportable segment has been recast for all periods to exclude the results of the Riverside Business. These changes had no impact on the previously reported financial results for the reportable segment. Three Months Ended March 31, (in thousands) Education HMH Books & Media Corporate/ Other 2019 Net sales $ 153,844 $ 40,791 $ — Segment Adjusted EBITDA (20,965 ) 4,169 (9,710 ) 2018 Net sales $ 163,023 $ 36,736 $ — Segment Adjusted EBITDA (11,702 ) (837 ) (11,122 ) The following table disaggregates our net sales by major source: Three Months Ended March 31, 2019 (in thousands) Education HMH Books & Media Consolidated Core solutions (1) $ 51,994 $ — $ 51,994 Extensions (2) 101,850 — 101,850 HMH Books & Media products — 40,791 40,791 Net sales $ 153,844 $ 40,791 $ 194,635 Three Months Ended March 31, 2018 (in thousands) Education HMH Books & Media Consolidated Core solutions (1) $ 61,230 $ — $ 61,230 Extensions (2) 101,793 — 101,793 HMH Books & Media products — 36,736 36,736 Net sales $ 163,023 $ 36,736 $ 199,759 (1) Comprehensive solutions primarily for reading, math, science and social studies programs. (2) Primarily consists of our Heinemann brand, intervention, supplemental, and formative assessment products as well as professional services. Reconciliation of Adjusted EBITDA to the consolidated statements of operations is as follows: Three Months Ended March 31, (in thousands) 2019 2018 Total Adjusted EBITDA $ (26,506) $ (23,661 ) Interest expense (11,582) (10,936 ) Interest income 1,092 506 Depreciation expense (16,179) (18,445 ) Amortization expense – film asset (5,012) — Amortization expense (47,211) (42,577 ) Non-cash charges – stock-compensation (3,551) (2,893 ) Non-cash charges – (loss) gain on derivative instruments (450) 372 Fees, expenses or charges for equity offerings, debt or acquisitions/dispositions (287) (182 ) Severance, separation costs and facility closures (1,221) (3,943 ) Loss on sale of assets — (884 ) Loss before taxes (110,907) (102,643 ) Provision for income taxes 6,455 3,243 Loss from continuing operations $ (117,362) $ (105,886 )

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Recent Accounting Standards	Recent Accounting Standards Recent accounting pronouncements not included below, are not expected to have a material impact on our consolidated financial position or results of operations. Recently Issued Accounting Standards In January 2017, the Financial Accounting Standards Board (“FASB”) issued updated guidance to simplify the test for goodwill impairment by the elimination of Step 2 in the determination on whether goodwill should be considered impaired. The annual assessments are still required to be completed. The guidance will be effective in 2020, with early adoption permitted. We do not expect that the adoption of this guidance will have a material impact on our consolidated financial statements. Recently Adopted Accounting Standards In February 2016, the FASB issued guidance that primarily requires lessees to recognize most leases on their balance sheets but record expenses on their income statements in a manner similar to current accounting. We adopted the guidance on January 1, 2019 using the modified retrospective method, and did not adjust comparative periods or modify disclosures in those comparative periods. We recognized right of use assets and lease liabilities on January 1, 2019. The new guidance provides a number of optional practical expedients in transition. We elected the package of practical expedients, which among other things, allowed the carryforward of the historical lease classification. Further, we elected the practical expedients to combine lease and non-lease components, and to not recognize right of use assets and lease liabilities for short-term leases. We have identified appropriate changes to our accounting policies, information technology systems, business processes, and related internal controls to support recognition and disclosure requirements under the new guidance. The adoptio n of this guidance impacted our consolidated balance sheets due to the recognition of the lease rights and obligations related to our office space, automobile fleet and office equipment leases as assets and liabilities of approximately $148.0 million and $161.0 million, respectively. The adjustment to accumulated deficit of approximately $0.7 million related to a previously recorded deferred gain on the sale leaseback of a warehouse. The impact on our results of operations and cash flows was not material. In May 2014, the FASB issued new guidance related to revenue recognition. This new accounting standard replaced most current U.S. GAAP guidance on this topic and eliminated most industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Entities had the choice of adopting the new standard either retrospectively to all periods presented in the financial statements (the full retrospective method) or as a cumulative-effect adjustment as of the date of adoption (modified retrospective method) in the year of adoption without applying to comparative periods financial statements. We adopted the guidance on January 1, 2018 applying the modified retrospective method. In March 2017, the FASB issued guidance to improve the presentation of net periodic pension cost and net periodic post-retirement benefit cost. The changes to the guidance required employers to report the service cost component in the same line item as other compensation costs arising from services rendered by employees during the reporting period. The other components of net benefit costs have been presented in the income statement separately from the service cost and outside of a subtotal of income from operations. The guidance became effective January 1, 2018 and the adoption of the guidance did not have a material impact on our consolidated financial statements. In November 2016, the FASB issued guidance on restricted cash, which required amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. The guidance became effective January 1, 2018 using a retrospective transition method to each period presented. The adoption of the guidance did not have a material impact on our consolidated financial statements. In August 2016, the FASB issued a guidance update to classifications of certain cash receipts and cash payments on the Statement of Cash Flows with the objective of reducing the existing diversity in practice. This updated guidance addresses the following eight specific cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and separately identifiable cash flows and application of the predominance principle. The guidance became effective January 1, 2018 and the adoption of the guidance did not have a material impact on our consolidated financial statements.
Adoption of New Lease Accounting Standard	Adoption of New Lease Accounting Standard On January 1, 2019, we adopted the new lease accounting standard using the modified retrospective method. We applied the guidance to each lease as of January 1, 2019 with a cumulative effect adjustment to the opening balance of accumulated deficit as of that date. The standard requires lessees to recognize a lease liability and a right of use asset on the balance sheet for operating leases. Right of use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Right of use assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. Accounting for finance leases is substantially unchanged. Prior comparative periods were not adjusted under this method. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed us to not reassess whether any expired or existing contracts are or contain leases, carry forward the historical lease classification and to not reassess initial direct costs for any existing leases. We did not elect the hindsight practical expedient to determine the lease term for existing leases. Upon implementation of the new guidance, we have elected the practical expedients to combine lease and non-lease components, and to not recognize right of use assets and lease liabilities for short-term leases.

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Mar. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]
Summary of Amounts Included in Discontinued Operations	Selected financial information of the Riverside Business included in income from discontinued operations is as follows: Three Months Ended March 31, 2018 Net sales $ 20,009 Costs 12,503 Amortization 1,470 Income from discontinued operations before taxes $ 6,036 Income tax expense 1,461 Income from discontinued operations, net of tax $ 4,575

Inventories (Tables)

Inventories (Tables)	3 Months Ended
	Mar. 31, 2019
Inventory Disclosure [Abstract]
Schedule of Inventories	Inventories consisted of the following: March 31, 2019 December 31, 2018 Finished goods $ 250,056 $ 162,890 Raw materials 11,868 21,319 Inventories $ 261,924 $ 184,209

Contract Assets, Contract Lia_2

Contract Assets, Contract Liabilities and Deferred Commissions (Tables)	3 Months Ended
	Mar. 31, 2019
Text Block [Abstract]
Contract with Customer, Asset and Liability [Table Text Block]	The following table presents changes in contract assets and contract liabilities during the three months ended March 31, 2019: March 31, 2019 December 31, 2018 $ Change % Change Contract assets $ 298 $ 74 $ 224 NM Contract liabilities (deferred revenue) $ 607,763 $ 647,444 $ (39,681 ) (6.1 )%
Summary of Net Sales Recognised from Changes in Contract Asset and Contract Liabilities	During the three months ended March 31, 2019 and 2018, we recognized the following net sales as a result of changes in the contract asset and contract liabilities balances: Three Months Ended Three Months Ended Net sales recognized in the period from: Amounts included in contract liabilities at the beginning of the period $ 48,529 $ 47,074

Goodwill and Other Intangible_2

Goodwill and Other Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill and Other Intangible Assets	Goodwill and other intangible assets consisted of the following: March 31, 2019 December 31, 2018 Cost Accumulated Amortization Total Cost Accumulated Amortization Total Goodwill $ 716,845 $ — $ 716,845 $ 716,073 $ — $ 716,073 Trademarks and tradenames: indefinite-lived $ 161,000 $ — $ 161,000 $ 161,000 $ — $ 161,000 Trademarks and tradenames: definite-lived 164,130 (30,804 ) 133,326 164,130 (28,087 ) 136,043 Publishing rights 1,180,000 (1,120,474 ) 59,526 1,180,000 (1,112,869 ) 67,131 Customer related and other 449,840 (291,729 ) 158,111 444,640 (287,922 ) 156,718 Other intangible assets, net $ 1,954,970 (1,443,007 ) $ 511,963 $ 1,949,770 (1,428,878 ) $ 520,892
Schedule of Goodwill	The change in the carrying amount of goodwill for the three months ended March 31, 2019 is as follows: Balance at December 31, 2018 $ 716,073 Acquisitions 772 Balance at March 31, 2019 $ 716,845

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2019
Debt Disclosure [Abstract]
Long-Term Debt	Our debt consisted of the following: March 31, 2019 December 31, 2018 $800,000 term loan due May 29, 2021, interest payable quarterly (net of discount and issuance costs) $ 762,513 $ 763,649 Less: Current portion of long-term debt 8,000 8,000 Total long-term debt, net of discount and issuance costs $ 754,513 $ 755,649 Revolving credit facility $ — $ —

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2019
Leases [Abstract]
Schedule of Lease Assets and Liabilities [Table Text Block]	The table below presents the lease assets and liabilities recorded on the balance sheet. Leases Classification March 31, 2019 Assets Operating lease assets Operating lease assets $ 144,695 Total leased assets $ 144,695 Liabilities Current Operating Operating lease liabilities $ 14,326 Noncurrent Operating Operating lease liabilities 142,441 Total lease liabilities $ 156,767 Weighted average remaining lease term Operating leases 9.4 Years Weighted average discount rate Operating leases (1) 12.23 % (1) Upon adoption of the new lease standard, discount rates used for existing leases were established at January 1, 2019.
Lessee, Operating Lease, Liability, Maturity [Table Text Block]	The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet. Maturity of Lease Liabilities Operating 2019 $ 24,801 2020 26,916 2021 25,710 2022 23,304 2023 25,226 Thereafter 161,774 Total lease payments $ 287,731 Less: interest 130,964 Present value of lease liabilities $ 156,767 As previously disclosed in our 2018 Annual Report on Form 10-K and under the previous lease accounting standard, the future payments under operating lease agreements as of December 31, 2018 are as follows: Operating Leases 2019 $ 32,694 2020 26,889 2021 26,118 2022 24,549 2023 27,469 Thereafter 171,203 Total lease payments $ 308,922
Schedule of Supplemental Cash Flow Information Related to Leases [Table Text Block]	The table below presents supplemental cash flow information related to leases during the three months ended March 31, 2019. Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 9,025

Restructuring, Severance and _2

Restructuring, Severance and Other Charges (Tables)	3 Months Ended
	Mar. 31, 2019
Components of Severance/Restructuring and Other Charges	A summary of the significant components of the severance/restructuring and other charges, which are not allocated to our segments and included in Corporate and Other, is as follows: 2019 Severance/ other accruals at December 31, 2018 Severance/ other expense Cash payments Severance/ other accruals at March 31, 2019 Severance costs $1,420 $ 1,221 $ (1,044 ) $ 1,597 Other accruals 270 (1) — — — $1,690 $ 1,221 $ (1,044 ) $ 1,597 2018 Severance/ other accruals at December 31, 2017 Severance/ other expense Cash payments Severance/ other accruals at March 31, 2018 Severance costs $341 $ 3,943 $ (794 ) $ 3,490 Other accruals 1,299 — (173 ) 1,126 $1,640 $ 3,943 $ (967 ) $ 4,616

Retirement and Postretirement_2

Retirement and Postretirement Benefit Plans (Tables)	3 Months Ended
	Mar. 31, 2019
Net Periodic Benefit Cost Components	Net periodic benefit (credit) cost for our pension and other postretirement benefit plans consisted of the following: Pension Plans Three Months Ended March 31, 2019 2018 Interest cost $ 1,511 $ 1,325 Expected return on plan assets (1,918 ) (1,995 ) Amortization of net loss 251 354 Net periodic benefit (credit) cost $ (156 ) $ (316 ) Other Post Retirement Plans Three Months Ended March 31, 2019 2018 Service cost $ 15 $ 32 Interest cost 145 168 Amortization of prior service cost 10 (172 ) Amortization of net loss (41 ) — Net periodic benefit (credit) $ 129 $ 28

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2019
Fair Value Disclosures [Abstract]
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis	The following tables present our financial assets and liabilities measured at fair value on a recurring basis: March 31, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 51,094 $ 51,094 $ — (a) U.S. agency securities 9,999 — 9,999 (a) Interest rate derivatives 1,071 — 1,071 (a) $ 62,164 $ 51,094 $ 11,070 Financial liabilities Foreign exchange derivatives $ 602 $ — $ 602 (a) $ 602 $ — $ 602 (a) December 31, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 228,587 $ 228,587 $ — (a) U.S. treasury securities 24,939 24,939 — (a) U.S. agency securities 24,894 — 24,894 (a) Interest rate derivatives 2,382 — 2,382 (a) $ 280,802 $ 253,526 $ 27,276 Financial liabilities Foreign exchange derivatives $ 534 $ — $ 534 (a) $ 534 $ — $ 534
Summary of Carrying Amounts and Estimated Fair Market Values of Debt	The following table presents the carrying amounts and estimated fair market values of our debt at March 31, 2019 and December 31, 2018. The fair value of debt is deemed to be the amount at which the instrument could be exchanged in an orderly transaction between market participants at the measurement date. March 31, 2019 December 31, 2018 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Debt Term Loan $ 762,513 $ 722,481 $ 763,649 $ 691,102

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2019
Earnings Per Share [Abstract]
Computation of Basic and Diluted Earnings per Share	The following table sets forth the computation of basic and diluted earnings per share (“EPS”): Three Months Ended March 31, 2019 2018 Numerator Loss from continuing operations $ (117,362 ) $ (105,886 ) Income from discontinued operations, net of tax — 4,575 Net loss attributable to common stockholders $ (117,362 ) $ (101,311 ) Denominator Weighted average shares outstanding Basic 123,798,641 123,222,353 Diluted 123,798,641 123,222,353 Net loss per share attributable to common stockholders Basic and diluted: Continuing operations $ (0.95 ) $ (0.86 ) Discontinued operations — 0.04 Net loss $ (0.95 ) $ (0.82 )
Summary of Anti-Dilutive Securities Excluded from Computation of Diluted EPS	The following table summarizes our weighted average outstanding common stock equivalents that were anti-dilutive attributable to common stockholders during the periods, and therefore excluded from the computation of diluted EPS: Three Months Ended March 31, 2019 2018 Stock options 3,488,212 3,465,749 Restricted stock units 2,993,508 2,128,620

Segment Reporting (Tables)

Segment Reporting (Tables)	3 Months Ended
	Mar. 31, 2019
Segment Reporting [Abstract]
Consolidated Net Income (Loss)	Although we exclude these amounts from segment Adjusted EBITDA from continuing operations, they are included in reported consolidated net loss and are included in the reconciliation below. As a result of the sale of the Riverside Business, the results of the Riverside Business are no longer presented within continuing operations. Accordingly, the segment disclosures for the Education reportable segment has been recast for all periods to exclude the results of the Riverside Business. These changes had no impact on the previously reported financial results for the reportable segment. Three Months Ended March 31, (in thousands) Education HMH Books & Media Corporate/ Other 2019 Net sales $ 153,844 $ 40,791 $ — Segment Adjusted EBITDA (20,965 ) 4,169 (9,710 ) 2018 Net sales $ 163,023 $ 36,736 $ — Segment Adjusted EBITDA (11,702 ) (837 ) (11,122 )
Summary of Net Sales	The following table disaggregates our net sales by major source: Three Months Ended March 31, 2019 (in thousands) Education HMH Books & Media Consolidated Core solutions (1) $ 51,994 $ — $ 51,994 Extensions (2) 101,850 — 101,850 HMH Books & Media products — 40,791 40,791 Net sales $ 153,844 $ 40,791 $ 194,635 Three Months Ended March 31, 2018 (in thousands) Education HMH Books & Media Consolidated Core solutions (1) $ 61,230 $ — $ 61,230 Extensions (2) 101,793 — 101,793 HMH Books & Media products — 36,736 36,736 Net sales $ 163,023 $ 36,736 $ 199,759 (1) Comprehensive solutions primarily for reading, math, science and social studies programs. (2) Primarily consists of our Heinemann brand, intervention, supplemental, and formative assessment products as well as professional services.
Consolidated Statements of Operations	Reconciliation of Adjusted EBITDA to the consolidated statements of operations is as follows: Three Months Ended March 31, (in thousands) 2019 2018 Total Adjusted EBITDA $ (26,506) $ (23,661 ) Interest expense (11,582) (10,936 ) Interest income 1,092 506 Depreciation expense (16,179) (18,445 ) Amortization expense – film asset (5,012) — Amortization expense (47,211) (42,577 ) Non-cash charges – stock-compensation (3,551) (2,893 ) Non-cash charges – (loss) gain on derivative instruments (450) 372 Fees, expenses or charges for equity offerings, debt or acquisitions/dispositions (287) (182 ) Severance, separation costs and facility closures (1,221) (3,943 ) Loss on sale of assets — (884 ) Loss before taxes (110,907) (102,643 ) Provision for income taxes 6,455 3,243 Loss from continuing operations $ (117,362) $ (105,886 )

Basis of Presentation - Additio

Basis of Presentation - Additional Information (Detail) Student in Millions, Educators in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2019StudentCountryEducators	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Services provided, number of students | Student	50
Services provided, number of countries | Country	150
Services provided, number of educators | Educators	3
Seasonal Concentration Risk [Member] | Consolidated Net Sales [Member]
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Consolidated net sales, realized percentage		67.00%	67.00%	67.00%
Seasonal Concentration Risk [Member] | Consolidated Net Sales [Member] | Education [Member]
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Consolidated net sales, realized percentage		85.00%

Recent Accounting Standards - A

Recent Accounting Standards - Additional Information (Detail) $ in Thousands	Mar. 31, 2019USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, right-of-use asset	$ 144,695
Lease obligations	156,767
Deferred gain on sale leaseback included accumulated deficit	700
Accounting Standards Update 2016-02 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, right-of-use asset	148,000
Lease obligations	$ 161,000

Acquisitions - Additional Infor

Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands	Jan. 14, 2019	Mar. 31, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Goodwill		$ 716,845	$ 716,073
Waggle LLC [Member]
Business Acquisition [Line Items]
Business acquisition, purchase price	$ 5,400
Other liabilities	500
Other intangible assets	5,200
Goodwill	$ 700

Discontinued Operations - Addit

Discontinued Operations - Additional Information (Detail) - Riverside Business [Member] - USD ($)	Oct. 02, 2018	Sep. 12, 2018	Dec. 31, 2018	Oct. 01, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash consideration received				$ 140,000,000
Proceeds from sale of business	$ 135,000,000
Gain on sale of business			$ 30,500,000
Goodwill		$ 67,000,000
Goodwill impairment, discontinued operation		$ 0

Discontinued Operations - Summa

Discontinued Operations - Summary of Amounts Included in Discontinued Operations (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Income from discontinued operations, net of tax		$ 4,575
Riverside Business [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net sales	20,009
Costs	12,503
Amortization	1,470
Income from discontinued operations, net of tax	6,036
Income tax expense	1,461
Income from discontinued operations, net of tax	$ 4,575

Inventories - Schedule of Inven

Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Finished goods	$ 250,056	$ 162,890
Raw materials	11,868	21,319
Inventories	$ 261,924	$ 184,209

Balance Sheet Information - Add

Balance Sheet Information - Additional Information (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)
Balance Sheet Details [Line Items]
Aggregate amount of transaction price allocated to remaining performance obligations	$ 653.5
Percentage of transaction recognized	80.00%

Contract Assets, Contract Lia_3

Contract Assets, Contract Liabilities and Deferred Commissions - Summary of Changes in Contract Assets and Contract Liabilities (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Dec. 31, 2018
Change in Contract with Customer, Asset and Liability [Abstract]
Contract with customer assets	$ 298	$ 74
Contract with customer assets change	$ 224
Contract with customer assets percentage change	0.00%
Contract with customer liabilities	$ 607,763	$ 647,444
Contract with customer liabilities change	$ (39,681)
Contract with customer liabilities percentage change	(6.10%)

Contract Assets, Contract Lia_4

Contract Assets, Contract Liabilities and Deferred Commissions - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Capitalized Contract Cost [Line Items]
Increase in net contract liabilities from increase in contract liabilities	$ 39.5
Aggregate amount of transaction price allocated to remaining performance obligations	$ 653.5
Percentage of transaction recognized	80.00%
Deferred commissions	$ 21.9
Amortization of deferred commissions	$ 1.3	$ 1.1
Maximum [Member]
Capitalized Contract Cost [Line Items]
Period of duration for recognition of transaction	3 years
Minimum [Member]
Capitalized Contract Cost [Line Items]
Period of duration for recognition of transaction	1 year

Contract Assets, Contract Lia_5

Contract Assets, Contract Liabilities and Deferred Commissions - Summary of Net Sales Recognised from Changes in Contract Asset and Contract Liabilities (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Revenues [Abstract]
Amounts included in contract liabilities at the beginning of the period	$ 48,529	$ 47,074

Goodwill and Other Intangible_3

Goodwill and Other Intangible Assets - Schedule of Goodwill and Other Intangible Assets (Detail) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 716,845	$ 716,073
Cost	1,954,970	1,949,770
Accumulated Amortization	(1,443,007)	(1,428,878)
Total	511,963	520,892
Trademarks and Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Trademarks and tradenames indefinite-lived	161,000	161,000
Cost	164,130	164,130
Accumulated Amortization	(30,804)	(28,087)
Total	133,326	136,043
Publishing Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	1,180,000	1,180,000
Accumulated Amortization	(1,120,474)	(1,112,869)
Total	59,526	67,131
Customer Related and Other [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	449,840	444,640
Accumulated Amortization	(291,729)	(287,922)
Total	$ 158,111	$ 156,718

Goodwill and Other Intangible_4

Goodwill and Other Intangible Assets - Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
Finite-Lived Intangible Assets [Line Items]
Balance at December 31, 2018	$ 716,073
Acquisitions	772
Balance at March 31, 2019	$ 716,845

Goodwill and Other Intangible_5

Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 7,605	$ 10,090
Other Intangible Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 14,100	$ 17,000

Debt - Long-Term Debt (Detail)

Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Less: Current portion of long-term debt	$ 8,000	$ 8,000
Total long-term debt, net of discount and issuance costs	754,513	755,649
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Revolving credit facility	0	0
Term Loan Due May 29, 2021 [Member] | Term Loan [Member]
Debt Instrument [Line Items]
Long term debt	$ 762,513	$ 763,649

Debt - Long-Term Debt (Parenthe

Debt - Long-Term Debt (Parenthetical) (Detail) - Term Loan Due May 29, 2021 [Member] - Term Loan [Member] - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Term loan, face amount	$ 800,000	$ 800,000
Term loan, due date	May 29, 2021

Debt - Additional Information (

Debt - Additional Information (Detail)	1 Months Ended		3 Months Ended
	Jul. 22, 2015USD ($)	May 29, 2015	Mar. 31, 2019USD ($)	Mar. 31, 2018USD ($)	Dec. 31, 2018USD ($)	Aug. 17, 2015USD ($)
Debt Instrument [Line Items]
Net change in unrealized gain (loss) on derivative financial instruments			$ (1,327,000)	$ 3,476,000
Term Loan [Member] | Term Loan Due May 29, 2021 [Member]
Debt Instrument [Line Items]
Term loan, face amount			$ 800,000,000		$ 800,000,000
Term loan, due date			May 29, 2021
Amount to be repaid quarterly			$ 2,000,000
Repayment frequency			Quarterly
Repayment terms			The term loan facility is required to be repaid in quarterly installments of $2.0 million, and may be prepaid, in whole or in part, at any time, without premium.
Percentage of outstanding borrowing commitment issued as discount			0.50%
Debt instrument effective rate			5.50%
Interest Rate Hedging [Member]
Debt Instrument [Line Items]
Aggregate notional amount of derivative instruments						$ 400,000,000
Aggregate notional amount outstanding interest rate			$ 400,000,000
Net change in unrealized gain (loss) on derivative financial instruments			1,300,000	$ 3,500,000
Total hedge asset included within long-term other assets			$ 1,100,000		$ 2,400,000
London Interbank Offered Rate (LIBOR) [Member] | Term Loan [Member] | Term Loan Due May 29, 2021 [Member]
Debt Instrument [Line Items]
Debt instrument basis spread		3.00%
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Term Loan [Member] | Term Loan Due May 29, 2021 [Member]
Debt Instrument [Line Items]
Debt instrument basis spread		1.00%
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Revolving Credit Facility, maximum borrowing capacity	$ 250,000,000
Financial covenants, description			As of March 31, 2019, the minimum fixed charge coverage ratio covenant under our revolving credit facility was not applicable, due to our level of borrowing availability. The minimum fixed charge coverage ratio, which is only tested in limited situations, is 1.0 to 1.0 through the end of the facility.
Revolving Credit Facility [Member] | Minimum [Member]
Debt Instrument [Line Items]
Fixed charge coverage ratio	1		1
Revolving Credit Facility [Member] | Letter Of Credit Subfacility [Member]
Debt Instrument [Line Items]
Revolving Credit Facility, current capacity	$ 50,000,000
Revolving Credit Facility [Member] | Swingline [Member]
Debt Instrument [Line Items]
Revolving Credit Facility, current capacity	20,000,000
Revolving Credit Facility [Member] | Subfacility [Member]
Debt Instrument [Line Items]
Revolving Credit Facility, maximum borrowing capacity	$ 100,000,000

Leases - Schedule of lease asse

Leases - Schedule of lease assets and liabilities (Detail) $ in Thousands	Mar. 31, 2019USD ($)
Leases Assets
Operating lease assets	$ 144,695
Total leased assets	144,695
Current
Operating lease liabilities	14,326
Noncurrent
Operating lease liabilities	142,441
Total lease liabilities	$ 156,767
Weighted average remaining lease term
Operating leases	9 years 4 months 24 days
Weighted average discount rate
Operating leases	12.23%	[1]
[1]	Upon adoption of the new lease standard, discount rates used for existing leases were established at January 1, 2019.

Leases - Summary of undiscounte

Leases - Summary of undiscounted cash flows (Detail) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
2019	$ 24,801	$ 32,694
2020	26,916	26,889
2021	25,710	26,118
2022	23,304	24,549
2023	25,226	27,469
Thereafter	161,774	171,203
Total lease payments	287,731	$ 308,922
Less: interest	130,964
Present value of lease liabilities	$ 156,767

Leases - Supplemental cash flow

Leases - Supplemental cash flow information related to leases (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases	$ 9,025

Leases - Additional Information

Leases - Additional Information (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)
Operating Lease, Cost	$ 9.6
Sublease Income	0.7
Selling, General and Administrative Expenses [Member]
Lease, Cost	$ 8.9

Restructuring, Severance and _3

Restructuring, Severance and Other Charges - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018		Dec. 31, 2017
Restructuring Cost and Reserve [Line Items]
Payments for severance cost and office space no longer utilized	$ 1,044	$ 967
Severance and other charges	1,717		$ 6,020
Restructuring Reserve	1,597	4,616	1,690		$ 1,640
Severance and Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve			400
Severance Costs [Member]
Restructuring Cost and Reserve [Line Items]
Payments for severance cost and office space no longer utilized	1,044	794
Restructuring Reserve	1,597	3,490	1,420		341
Severance Costs [Member] | 2017 Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Payments for severance cost and office space no longer utilized	1,000	800
Severance/restructuring expense	$ 1,200	3,900
Other Accruals [Member]
Restructuring Cost and Reserve [Line Items]
Payments for severance cost and office space no longer utilized		173
Restructuring Reserve		1,126	270	[1]	$ 1,299
Other Accruals [Member] | 2017 Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Payments for severance cost and office space no longer utilized		$ 200
Facility Closing [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve			$ 6,400
[1]	In connection with the adoption of the new leasing standard on January 1, 2019, the restructuring liabilities related to office space consolidation were reclassed on the balance sheet as a reduction of right of use assets.

Restructuring, Severance and _4

Restructuring, Severance and Other Charges - Components of Severance/Restructuring and Other Charges (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019		Mar. 31, 2018
Restructuring Cost and Reserve [Line Items]
Severance/restructuring and other accruals, Beginning balance	$ 1,690		$ 1,640
Severance/other expense	1,221		3,943
Cash payments	(1,044)		(967)
Severance/restructuring and other accruals, Ending balance	1,597		4,616
Severance Costs [Member]
Restructuring Cost and Reserve [Line Items]
Severance/restructuring and other accruals, Beginning balance	1,420		341
Severance/other expense	1,221		3,943
Cash payments	(1,044)		(794)
Severance/restructuring and other accruals, Ending balance	1,597		3,490
Other Accruals [Member]
Restructuring Cost and Reserve [Line Items]
Severance/restructuring and other accruals, Beginning balance	$ 270	[1]	1,299
Cash payments			(173)
Severance/restructuring and other accruals, Ending balance			$ 1,126
[1]	In connection with the adoption of the new leasing standard on January 1, 2019, the restructuring liabilities related to office space consolidation were reclassed on the balance sheet as a reduction of right of use assets.

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Income Taxes [Line Items]
Unrecognized tax benefits (excluding interest and penalties)	$ 15,700		$ 15,700
Income Tax Expense (Benefit)	$ 6,455	$ 3,243
Effective tax rate	(5.80%)	(3.20%)

Retirement and Postretirement_3

Retirement and Postretirement Benefit Plans - Net Periodic Benefit Cost Components (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Pension Plans [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Interest cost	$ 1,511	$ 1,325
Expected return on plan assets	(1,918)	(1,995)
Amortization of net loss	251	354
Net pension (income) expense recognized for the period	(156)	(316)
Other Post Retirement Plans [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service cost	15	32
Interest cost	145	168
Amortization of unrecognized prior service cost	10	(172)
Amortization of net loss	(41)
Net periodic benefit cost (credit)	$ 129	$ 28

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Financial assets
Financial assets	$ 62,164	$ 280,802
Financial liabilities
Financial liabilities	602	534
Interest Rate Derivatives [Member]
Financial assets
Financial assets	1,071	2,382
Money Market Funds [Member]
Financial assets
Financial assets	51,094	228,587
U.S. Treasury Securities [Member]
Financial assets
Financial assets	9,999	24,939
U.S. Government and Agency Securities [Member]
Financial assets
Financial assets		24,894
Foreign Exchange Derivatives [Member]
Financial liabilities
Financial liabilities	602
Foreign Exchange Derivatives [Member]
Financial liabilities
Financial liabilities		534
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Financial assets
Financial assets	51,094	253,526
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member]
Financial assets
Financial assets	51,094	228,587
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | U.S. Treasury Securities [Member]
Financial assets
Financial assets		24,939
Significant Other Observable Inputs (Level 2) [Member]
Financial assets
Financial assets	11,070	27,276
Financial liabilities
Financial liabilities	602	534
Significant Other Observable Inputs (Level 2) [Member] | Interest Rate Derivatives [Member]
Financial assets
Financial assets	1,071	2,382
Significant Other Observable Inputs (Level 2) [Member] | U.S. Government and Agency Securities [Member]
Financial assets
Financial assets	9,999	24,894
Significant Other Observable Inputs (Level 2) [Member] | Foreign Exchange Derivatives [Member]
Financial liabilities
Financial liabilities	$ 602	$ 534

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	$ 62,164	$ 280,802
Interest Rate Derivatives [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	1,071	2,382
Aggregate notional amount of derivative instruments	400,000
Foreign Exchange Forward Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate notional amount of derivative instruments	15,200	15,700
Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of counterparty default exposure	1,000	1,000
Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	51,094	228,587
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	51,094	253,526
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	51,094	228,587
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	11,070	27,276
Significant Other Observable Inputs (Level 2) [Member] | Interest Rate Derivatives [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	1,071	2,382
Significant Other Observable Inputs (Level 2) [Member] | Bank Time Deposits [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial assets	$ 23,100	$ 24,800

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Carrying Amounts and Estimated Fair Market Values of Debt (Detail) - Term Loan [Member] - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments [Line Items]
Debt, carrying value	$ 762,513	$ 763,649
Debt, estimated fair value	$ 722,481	$ 691,102

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	1 Months Ended	3 Months Ended
	Apr. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Guarantee expiration period		2020
Guarantee future payments		$ 15,000,000
Performance related surety bonds for which the Company is contingently liable		4,400,000	$ 4,400,000
Aggregate letter of credit		24,300,000	24,300,000
Letter of credit backed by performance related surety bonds		100,000	100,000
Indemnification liabilities		$ 0	$ 0
Subsequent Event [Member] | Unasserted Claim [Member]
Unasserted claim, payments in the amount	$ 33,000,000

Net Loss Per Share - Computatio

Net Loss Per Share - Computation of Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Numerator
Loss from continuing operations	$ (117,362)	$ (105,886)
Income from discontinued operations, net of tax		4,575
Income from discontinued operations, net of tax		4,575
Net loss attributable to common stockholders	$ (117,362)	$ (101,311)
Denominator
Weighted average shares outstanding Basic	123,798,641	123,222,353
Weighted average shares outstanding Diluted	123,798,641	123,222,353
Net loss per share attributable to common stockholders Basic and diluted:
Continuing operations	$ (0.95)	$ (0.86)
Discontinued operations		0.04
Net loss	$ (0.95)	$ (0.82)

Net Loss Per Share - Summary of

Net Loss Per Share - Summary of Anti-Dilutive Securities Excluded from Computation of Diluted EPS (Detail) - shares	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of diluted EPS	3,488,212	3,465,749
Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of diluted EPS	2,993,508	2,128,620

Segment Reporting - Consolidate

Segment Reporting - Consolidated Net Income (Loss) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Reporting Information [Line Items]
Net sales	$ 194,635	$ 199,759
Segment Adjusted EBITDA	(26,506)	(23,661)
Operating Segments [Member]
Segment Reporting Information [Line Items]
Net sales	194,635	199,759
Operating Segments [Member] | Education [Member]
Segment Reporting Information [Line Items]
Net sales	153,844	163,023
Segment Adjusted EBITDA	(20,965)	(11,702)
Operating Segments [Member] | HMH Books Media [Member]
Segment Reporting Information [Line Items]
Net sales	40,791	36,736
Segment Adjusted EBITDA	4,169	(837)
Corporate/Other [Member]
Segment Reporting Information [Line Items]
Segment Adjusted EBITDA	$ (9,710)	$ (11,122)

Segment Reporting - Summary of

Segment Reporting - Summary of Net Sales (Detail) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2019	Mar. 31, 2018
Net sales		$ 194,635	$ 199,759
Operating Segments [Member]
Net sales		194,635	199,759
Operating Segments [Member] | Educational Services [Member]
Net sales		153,844	163,023
Operating Segments [Member] | HMH Books Media [Member]
Net sales		40,791	36,736
Operating Segments [Member] | Core Solutions [Member]
Net sales	[1]	51,994	61,230
Operating Segments [Member] | Core Solutions [Member] | Educational Services [Member]
Net sales	[1]	51,994	61,230
Operating Segments [Member] | Extension [Member]
Net sales	[2]	101,850	101,793
Operating Segments [Member] | Extension [Member] | Educational Services [Member]
Net sales	[2]	101,850	101,793
Operating Segments [Member] | HMH Books Media products [Member]
Net sales		40,791	36,736
Operating Segments [Member] | HMH Books Media products [Member] | HMH Books Media [Member]
Net sales		$ 40,791	$ 36,736
[1]	Comprehensive solutions primarily for reading, math, science and social studies programs.
[2]	Primarily consists of our Heinemann brand, intervention, supplemental, and formative assessment products as well as professional services.

Segment Reporting - Consolida_2

Segment Reporting - Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Reporting [Abstract]
Total Adjusted EBITDA	$ (26,506)	$ (23,661)
Interest expense	(11,582)	(10,936)
Interest income	1,092	506
Depreciation expense	(16,179)	(18,445)
Amortization expense – film asset	(5,012)
Amortization expense	(47,211)	(42,577)
Non-cash charges – stock-compensation	(3,551)	(2,893)
Non-cash charges – (loss) gain on derivative instruments	(450)	372
Fees, expenses or charges for equity offerings, debt or acquisitions/dispositions	(287)	(182)
Severance, separation costs and facility closures	(1,221)	(3,943)
Loss on sale of assets		(884)
Loss from continuing operations before taxes	(110,907)	(102,643)
Provision for income taxes	6,455	3,243
Loss from continuing operations	$ (117,362)	$ (105,886)