Online higher-education company upGrad signed a term sheet on March 15, 2026, to acquire Unacademy, the Bengaluru test-preparation platform backed by SoftBank, Temasek and General Atlantic. upGrad co-founder Ronnie Screwvala announced the agreement on X and called it an all-stock deal. Unacademy co-founder and CEO Gaurav Munjal described it as a 100% share swap.
Neither company disclosed a valuation at the time. Munjal said the figure would stay private until the deal closed and the papers were filed. The term sheet includes a break fee payable if the transaction does not go through, according to Entrackr.
Munjal said he would stay on as co-founder and CEO of Unacademy. The deal covers the Unacademy group, including the language-learning app Airlearn.
A second attempt after talks broke down
The two companies had tried before. upGrad had offered $300-400 million in November 2025, according to a Mint report cited by Storyboard18, but the talks collapsed in January 2026 over the gap between the two sides on valuation. The discussions later resumed and produced the March term sheet.
Storyboard18, citing Mint, reported later in March that the deal valued Unacademy at ₹2,055 crore (about $218 million), more than 90% below its 2021 valuation, and that Unacademy shareholders would receive about 0.12 upGrad shares for each Unacademy share. The same report put upGrad's own valuation at about ₹17,000 crore (about $1.8 billion). Inc42 reported in May that upGrad had filed with the Competition Commission of India for approval at the same ₹2,055 crore figure.
The Pie News reported that the competition regulator cleared the deal in July and that Munjal confirmed completion in a post on X dated September 1, 2026. At completion Screwvala put the value at ₹1,955 crore (about $206 million), roughly 94% below the company's peak.
“Neither side will disclose the valuation until closing, when the papers are filed, and the transaction becomes public.”
What Unacademy built
Unacademy was founded in 2015 and grew into one of India's largest online learning platforms, focused on students preparing for competitive and entrance exams. It offered live and recorded classes and practice tests. Its growth accelerated during the pandemic and slowed afterwards as demand eased and competition increased, Business Today reported.
Over the year before the deal, the company folded its company-run offline centres into franchise partners to concentrate on online products. It also completed an employee stock buyback worth ₹50 crore (about $5.7 million), in which nearly 40% of former employees took part. Munjal said Unacademy held more than $100 million in cash.
Its finances had been shrinking. According to figures first reported by Entrackr, revenue for the 2025 financial year fell 16% to ₹826.3 crore (about $94 million) from ₹988 crore, while the net loss narrowed 31% to ₹436 crore (about $50 million) and the EBITDA loss narrowed 38% to ₹305 crore (about $35 million).
The founders and the funding
Unacademy raised about $880 million across 13 rounds, according to Tracxn data cited by The Pie News. Its largest round came in August 2021, when it raised $440 million in a Series H led by Temasek at a valuation of $3.44 billion. SoftBank Vision Fund 2, General Atlantic, Tiger Global and Mirae Asset took part, along with Zomato chief Deepinder Goyal and Oyo founder Ritesh Agarwal, Global Venturing reported.
Earlier rounds included a $110 million Series E led by General Atlantic in early 2020 and a $150 million Series F with SoftBank's Vision Fund that valued the company at $1.45 billion. Facebook, Sequoia Capital India, Steadview Capital, Nexus Venture Partners and Blume Ventures were also among its backers.
Munjal was candid about the outcome when the deal closed. He told reporters that the company had raised money at a peak and sold at a fraction of that price, and said nobody had forced the sale.
Why upGrad is buying
upGrad runs online higher-education and upskilling programmes. In its filing with the competition regulator, the company said the acquisition would take it into online test preparation, a segment where it had no presence, Inc42 reported. The structure mirrors upGrad's earlier share-swap purchase of the internship platform Internshala.
Screwvala said Unacademy had disrupted the sector once and planned to do so again with AI. Munjal, in his announcement, wrote that AI would reshape education and that edtech could be one of its biggest beneficiaries.
After completion the Unacademy brand was kept and Munjal continued to run the online businesses and Airlearn. The Pie News reported that the two founders expected to decide within about six months whether to keep developing Airlearn inside upGrad or seek outside investment for it.
A shrinking market for edtech
The deal came as India's edtech sector contracted after its pandemic boom. Inc42 data put edtech funding in India at $249 million in 2025, an eight-year low and 56% below the 2024 total. Unacademy had earlier held talks with K-12 Techno Services and PhysicsWallah that did not lead to a deal, according to Inc42.
Storyboard18 reported that upGrad was also looking at other acquisitions, including some Byju's assets, and was preparing for a possible stock market listing by 2027.
