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Acquisition · Education & Skilling

upGrad acquires Unacademy via share swap

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Date
Company
upGrad
What it does
Online education platform
Kind
Acquisition
Sector
Education & Skilling

What they do

UpGrad is an online education company offering courses and learning tools

What happened

It signed a term sheet to acquire all of Unacademy through a share swap deal

Why it matters

The combined entity will have revenues near the market leader Physics Wallah

The details

  • upGrad signed a term sheet to acquire 100% stake in Unacademy.
  • The transaction uses a share swap method where no cash changes hands initially.
  • Earlier merger talks collapsed in January due to a valuation mismatch between the parties.
  • Unacademy co-founder Gaurav Munjal will stay on as CEO after the acquisition closes.
  • upGrad co-founder Ronnie Screwvala confirmed the acquisition agreement with Unacademy.
  • The deal includes a break fee clause if the transaction does not close successfully.
  • This marks upGrad's second acquisition in one month following its purchase of Internshala.
  • upGrad has completed more than seven acquisitions since 2022 to expand its portfolio.

The bigger picture

  • The combined entity will generate approximately ₹2,400 Cr in operating revenues for FY25.
  • Munjal acknowledged that Unacademy's realistic valuation is closer to $500 Mn despite past highs.
  • Unacademy previously held a $3.5 Bn valuation during an external funding round.
  • The move consolidates the online education sector amid intense competition and financial stress.

About the business

  • Unacademy operates an AI-driven learning platform called Airlearn gaining global traction.
  • The company consolidated its company-operated centres with franchise partners to focus on online products.
  • Unacademy reported FY25 revenue of Rs 826.3 Cr which was down 16% year-on-year.
  • The company reduced its EBITDA loss by 38% to Rs 305 Cr in FY25.
  • Unacademy's net loss decreased by 31% to Rs 436 Cr in the same period.
  • The firm maintains strong cash reserves exceeding $100 Mn to support operations.
  • Unacademy completed a Rs 50 crore ESOP buyback involving nearly 40% of former employees.
  • Investors like Tiger Global and SoftBank backed Unacademy with over $830 Mn raised total.

What happens next

  • The transaction requires closing under the terms of the signed share swap agreement.
  • upGrad continues to pursue stressed assets like those of BYJU'S under insolvency.

The deal

Type
acquisition

Investors

  • Tiger Global (investor) — Global investment firm that backed Unacademy.
  • Peak XV Partners (investor) — Venture capital firm involved in Unacademy's funding rounds.
  • SoftBank (investor) — Technology investment fund that participated in Unacademy financing.
  • WaterBridge Venture (investor) — Investment vehicle supporting Unacademy's growth.
  • Meta (investor) — Technology giant that invested in Unacademy.

Founders

  • Gaurav Munjal, co-founder/CEO
  • Ronnie Screwvala, co-founder

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