BRG of Georgia: The Rival Still Got a Share of Tuition

BRG of Georgia’s course price rose from $150 to over $400 immediately after its bar-review course market allocation agreement with HBJ, the national Bar/Bri provider. BRG kept the Georgia market, and HBJ agreed to stay out in exchange for promises protecting its business elsewhere and a share of course revenue. The Supreme Court held their agreement unlawful. For someone working in course licensing, enrollment or finance, the revealing detail is the payment: a provider could stop competing for students and still earn money when they enrolled.

The License That Ended the Competition

BRG and Harcourt Brace Jovanovich Legal and Professional Publications were the main bar-review providers in Georgia. The Supreme Court’s account describes direct, often intense competition between them from 1977 through 1979. HBJ sold bar-review materials and lecture services, and the Court described it as the country’s largest provider at the time.

Their 1980 agreement gave BRG an exclusive license to market HBJ’s materials in Georgia and use its Bar/Bri trade name. Alongside those rights came reciprocal promises: HBJ would stop competing with BRG in Georgia, and BRG would stay out of the states where HBJ operated elsewhere. The company supplying the materials was also the rival withdrawing from the market.

The contract reached beyond permission to use course content. Its “Covenant Not to Compete” restricted HBJ’s direct and indirect involvement in Georgia bar preparation, including the roles quoted in the Supreme Court’s opinion:

The “Other Ventures” clause restricted BRG from competing in states where HBJ operated outside Georgia. For a licensing employee, the revealing connection is between the right to sell the course and the promises about where the providers would stop selling against each other.

Students who contracted for BRG’s course in preparation for the 1985 Georgia bar examination brought a claim over the inflated price they paid. Lower courts had upheld the arrangement, but the Supreme Court reversed that result on November 26, 1990. It held the original agreement unlawful under the Sherman Act.

The Revenue Share Made the Rival’s Sale Pay

HBJ’s return came from BRG’s enrollment and revenue. Under the agreement, it received $100 per student enrolled by BRG and 40% of all revenues over $350. The Court considered the revenue-sharing formula together with the immediate course-price increase and concluded that the agreement had the purpose and effect of raising the course price.

The rival that had been competing for Georgia students now had a financial interest in BRG’s sales. We see the bargain clearly: one kept the students, the other kept a claim on the money, and the students faced the higher price.

The same payment logic appears in Kemp & Associates‘ heir-location business. Its criminal indictment alleged that competing firms allocated unsigned heirs when their solicitations overlapped and shared eventual contingency fees. Kemp later pleaded guilty to the customer-allocation charge. In both arrangements, the useful connection for an insider is between a competitive opportunity surrendered and revenue shared with the former rival.

Georgia for One Provider, Other Markets for the Other

The Supreme Court also rejected the idea that unlawful allocation required the companies to subdivide a market where both had already competed. The agreement gave BRG Georgia and reserved other territory for HBJ. The Court explained that reserving separate markets for separate competitors could suppress competition just as dividing an existing shared market could.

That matters to someone who hears a territorial promise described only as a limit on expansion. An agreement about where a provider will stay out can protect the other provider’s customers as effectively as an agreement assigning existing students. Here, the Georgia withdrawal and the promise about markets elsewhere were reciprocal parts of the bargain.

For an employee explaining an analogous arrangement, the history before the license matters. Which company had offered the course, where it had competed, and which opportunities it agreed to leave alone help explain what the territory clause changed.

What a Course-Provider Insider Could See

A course-provider insider could connect the territorial agreement to the enrollment decisions, payments and prices that implemented it. In a current arrangement resembling this one, we would examine licensing terms alongside the records showing how the agreement reached the business. The point is to understand who stopped competing, for which students, and what the company received in return.

A licensing employee may know how permission to use a brand became tied to a promise to leave a territory alone. An enrollment or sales employee may know why a course was no longer offered in a location or why an inquiry went to another provider. A finance employee may understand the calculation linking enrollment to payments owed to a company that previously competed for those students.

In reviewing such a case, we would compare the agreement and its revisions with enrollment records, revenue-share statements and price approvals. Referral records or instructions about where to sell could help explain how the boundary operated. After a contract revision, we would examine whether the providers resumed competing for the same students, whether territorial instructions changed, and what happened to the revenue arrangement. The person who handled a payment or an enrollment decision can explain the instruction behind it.

A 2018 review in the Proceedings of the Creative Construction Conference, Review of Collusion and Bid Rigging Detection Methods in the Construction Industry, explains why employee knowledge matters in detecting collusion. It singles out what an insider can contribute:

Applied to a course provider, that directs our attention from the published price to the license, the revenue calculation and the decision to withdraw. Price and territory patterns show what changed, while an insider may explain the promise that caused the change. We work with the person who understands those connections to build an account of the agreement and its implementation.

How We Assess a Similar Arrangement Today

For a comparable arrangement today, our whistleblower experts would assess your information under the antitrust whistleblower reward program. The Justice Department and Postal Service’s May 2025 agreement sets conditions we work through with you.

Where an analogous arrangement also involves false claims for government money, we examine the False Claims Act connection. A whistleblower case under the False Claims Act can pay 15% to 30% of what the government recovers. We assess the actual payments and representations with you and antitrust whistleblower lawyers who understand government purchasing.

You Know Why the Course Disappeared

If you handled the territory promise, the enrollment instructions or the payments between providers, tell our whistleblower experts what changed. We build the case strategy around your knowledge, bring in antitrust whistleblower lawyers who understand territorial agreements, and stay beside you through the case. Speak to one of our Whistleblower Experts about building your strongest antitrust whistleblower case.