upGrad Files Merger Application with CCI for Unacademy Acquisition

upGrad Files Merger Application with CCI for Unacademy Acquisition
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The Ronnie Screwvala-led edtech firm said the proposed transaction will help it enter the online test-preparation segment, marking the first formal regulatory step in the deal process after months of negotiations.

Ronnie Screwvala-led upGrad has filed a merger application with the Competition Commission of India (CCI) for its proposed acquisition of Unacademy, according to a regulatory filing reviewed by Moneycontrol.

The filing, submitted on May 7, names “upGrad Education Private Limited” as the acquirer and “Sorting Hat Technologies Private Limited” as the target entity, the legal entity that operates Unacademy.

“The proposed combination relates to an acquisition of shareholding in the Target and its merger with and into the Acquirer,” 

the filing said.

Moneycontrol was the first to report in November 2025 that upGrad was in talks to acquire Unacademy in a deal valued at $300-400 million, a steep markdown from Unacademy’s peak valuation of $3.44 billion.

The latest filing marks the first formal regulatory confirmation of the transaction after months of negotiations between the two companies.

Test-prep push

The filing also outlines the strategic rationale behind the proposed transaction.

“The Proposed Combination will enable the Acquirer to enter the online test preparation segment, in which it does not currently have a presence,” 

it said.

Unacademy’s online test-prep business, including segments such as UPSC, JEE, NEET and GATE preparation, is expected to form a key part of the proposed acquisition.

In March this year, Moneycontrol reported that upGrad had signed a term sheet to acquire Unacademy in an all-stock transaction, with Unacademy cofounder and chief executive Gaurav Munjal expected to continue in a leadership role after the merger.

Talks between the two companies had been on and off for several months, with discussions briefly stalling earlier this year over valuation differences before negotiations resumed.

The CCI filing suggests the transaction has now progressed into a formal merger structure rather than a strategic investment or minority stake acquisition.

The filing was made under Form I, the standard route generally used for combinations unlikely to raise significant competition concerns.

Sector consolidation

While the filing does not disclose financial details, stake size or the final transaction value, it notes that the combination involves a “horizontal overlap” in the broader “market for non-formal education in India.”

The proposed acquisition comes amid continued consolidation in India’s edtech sector following a sharp correction in funding, valuations and consumer demand after the pandemic boom.

For upGrad, the transaction would significantly expand its presence beyond higher education, study-abroad offerings and professional upskilling into the large online competitive test-prep market.

Unacademy, once among India’s most valuable startups, has undergone multiple restructuring exercises over the past two years, including layoffs, business shutdowns and a renewed focus on its core test-prep operations.

Moneycontrol had earlier reported that Unacademy’s language learning app AirLearn was expected to be carved out separately from the proposed transaction.

The deal would also mark one of the sharpest valuation resets among Indian unicorns, with the previously discussed $300-400 million range representing a nearly 90 percent drop from Unacademy’s peak valuation.

Source: Moneycontrol

digital markets  India 

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