upGrad is set to acquire Unacademy in a $218 million deal, reflecting consolidation and changing dynamics in India’s online education and startup ecosystem. Post-acquisition, Unacademy CEO Gaurav Munjal is expected to continue leading operations, with multiple brands retained and a focus on leveraging Unacademy’s strength in test preparation.
upGrad is set to acquire Unacademy in an all-stock deal valued at 20.6 billion rupees (US$218 million), with signing and regulatory filing to the Competition Commission of India expected soon. The deal marks one of the largest edtech consolidation moves in India as the sector adjusts to slower growth after the pandemic boom.
upGrad is negotiating a 3.8 billion rupees (US$39.5 million) internal funding round with Temasek and founder Ronnie Screwvala, with Temasek already holding stakes in both companies.
Earlier, Unacademy was in talks with Kota-based Allen Career Institute for a potential acquisition. However, talks collapsed over the valuation contention.
At closing, Unacademy is expected to hold 9-9.5 billion rupees (US$94.8-100 million) in cash, despite its valuation falling more than 90% from its 2021 peak of US$3.4 billion. Unacademy was founded by Gaurav Munjal, Hemesh Singh and Roman Saini in 2015. It began as a YouTube channel. The company is targeting revenue of around Rs 400 crore for calendar year 2026, people aware of the matter said, marking a further decline after years of consistent pressure on its topline. The company reported Rs 702 crore in operating revenue for FY25, a 16% year-on-year drop.
The two companies began discussions on a deal in November last year, but hit a roadblock over a valuation mismatch in January. Then, in March 2026, Screwvala and Munjal announced on social media that they had signed a term sheet for UpGrad to acquire Unacademy in a 100% share-swap deal.
"We at upGrad have signed a term sheet to acquire Unacademy in an all-stock deal, with Founder and CEO Gaurav Munjal staying on to build Unacademy and focus on what it does best, creating online education products that learners love. We have also agreed to a break fee were we not close," Screwvala said.
"They disrupted the sector once, and now with AI they plan to do it again. We are already seeing Airlearn gain global traction. If this closes. upGrad’s integrated model with an expanded focus from K12 to forever learning will be on a strong trajectory," he added.
"Unacademy and upGrad have signed a term sheet for upGrad to acquire Unacademy in a 100% share swap deal. I will be staying back as Co-Founder and CEO Unacademy - with the Goal to build Great Online Products for Learners in India and Globally," Munjal posted on X.
"I have long admired what @RonnieScrewvala and the upGrad team have built. They have quietly but relentlessly established themselves in the upskilling, lifelong learning and higher education space. If & when we do come together, we share upGrad's belief that 'The Whole is bigger than the Sum of Parts’ and altogether we will impact students, learners and working professionals & build great Products from K12 to Forever Learning," he added.
Also Read: AI in Online Learning and EdTech Platforms
upGrad enters the deal from a position of strength, having turned EBITDA positive in FY25 and reported a 150 million rupee profit, reversing a 2.9 billion rupee loss a year earlier. Unacademy has undergone restructuring, including shifting company-run offline centers to franchise partners after earlier sale talks with Allen Career Institute stalled and previous negotiations with upGrad failed over valuation gaps.
Despite its decline, Unacademy brings strategic assets, including over US$100 million in cash reserves and Airlearn, an AI-powered language learning product. The acquisition follows upGrad’s recent stock-swap purchase of Internshala and its expression of interest in assets of insolvent rival Byju's.
The rise of generative AI has put the nail in the coffin of ed-tech companies, causing a massive drop in their valuations.
upGrad is expected to file for approval with the Competition Commission of India (CCI) this week, the ET report added. The agreement is expected to be signed over the next few days, and the application for CCI approval.