Online higher education platform upGrad has signed a term sheet to acquire Unacademy in an all-stock transaction, marking a major consolidation move in India’s edtech sector. The companies said the valuation will be disclosed only after the deal is completed and formally filed.
The agreement comes months after earlier negotiations collapsed in January due to valuation disagreements.
Share Swap Structure with Break Fee
According to Ronnie Screwvala, the deal will be structured as a share swap transaction and includes a break fee clause in case the acquisition does not close.
Importantly, Unacademy co-founder and CEO Gaurav Munjal will continue to lead the company and focus on strengthening its online learning products.
Screwvala said the combined entity could benefit from Unacademy’s strong product capabilities and upGrad’s broader learning ecosystem, which spans K-12 education to lifelong learning programs.
Unacademy’s Recent Restructuring
Munjal confirmed that the acquisition will be executed through a 100% share swap.
Over the past year, Unacademy has undertaken significant business restructuring, including consolidating company-operated centres with franchise partners to sharpen its focus on online education products.
The company also completed a ₹50 crore ESOP buyback, with nearly 40% of former employees participating. Munjal added that Unacademy currently holds over $100 million in cash reserves.
Financial Performance
Financially, Unacademy has been working to improve profitability.
- FY25 revenue: ₹826.3 crore (down 16% YoY from ₹988 crore in FY24)
- EBITDA loss: Reduced 38% to ₹305 crore
- Net loss: Reduced 31% to ₹436 crore
The company is backed by investors including SoftBank Group.
Edtech Consolidation
The proposed acquisition reflects growing consolidation in India’s edtech sector, as companies look to combine platforms, cut costs, and build sustainable learning ecosystems.
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