The Competition Commission of India (CCI) has approved upGrad’s proposed acquisition of Unacademy, removing a key regulatory hurdle for one of the sector’s largest merger deals in recent years.
CCI approved the transaction under Section 31(1) of the Competition Act, 2002, covering upGrad’s acquisition of a stake in Sorting Hat Technologies Private Limited, Unacademy’s parent company, and the subsequent merger of Sorting Hat into upGrad Education. A detailed order from the regulator is expected to follow.
The acquisition was first announced in April and later submitted for CCI approval in May. Structured as an all-share transaction, the deal is expected to value Unacademy at around ₹2,055 crore (approximately $218 million), a sharp correction from the company’s $3.4 billion valuation in 2021, when India’s edtech sector was at its pandemic-era peak.
A Strategic Expansion for upGrad
The acquisition significantly broadens upGrad’s presence beyond higher education, university partnerships and study-abroad services into the K-12 and competitive examination preparation segments, where Unacademy built one of India’s largest learner communities.
The deal also continues upGrad’s acquisition-led growth strategy. Over the past few years, the company has expanded its portfolio through multiple acquisitions, including Internshala, as it strengthens its position across different education categories.
Financially, upGrad has entered the transaction from a position of improving profitability. The company recently reported a provisional profit after tax (PAT) of ₹38 crore on revenue of ₹1,532 crore during the first eleven months of FY26 and expects to close the fiscal year with revenue of around ₹1,972 crore and PAT exceeding ₹60 crore. The company has previously indicated that Unacademy could contribute approximately ₹500 crore to its consolidated revenue after integration.
The Valuation Reset Reflects a Changing Market
Founded in 2015 by Gaurav Munjal, Roman Saini and Hemesh Singh, Unacademy emerged as one of India’s fastest-growing edtech companies during the pandemic, when demand for online learning surged. Backed by investors including Peak XV Partners, Blume Ventures and Elevation Capital, the company raised nearly $830 million and expanded into adjacent categories through acquisitions such as PrepLadder and Graphy.
However, the operating environment changed significantly after classrooms reopened. Slower funding, rising customer acquisition costs, and increasing pressure from investors to improve profitability forced several edtech companies to rethink their expansion strategies.
Like many peers, Unacademy responded by restructuring its business. The company exited parts of its offline operations, bought back ₹50 crore worth of employee stock options (ESOPs) and shifted its focus towards a more capital-efficient operating model.
The acquisition also follows leadership changes within the company. Earlier this year, Sumit Jain stepped down from his full-time role as CEO of Unacademy, while co-founder Gaurav Munjal resumed direct operational oversight.
Trend of Consolidation
The CCI approval comes amid continued consolidation across India’s edtech sector, where companies are increasingly pursuing mergers and acquisitions to expand offerings, improve operational efficiencies and achieve sustainable growth.
The industry has undergone a significant transformation since the pandemic. The focus has shifted from rapid user acquisition and high valuations to profitability, operational discipline and diversified revenue streams. Companies are also investing more in AI-enabled learning experiences while balancing online education with offline learning centres.
The upGrad-Unacademy transaction represents more than a change in ownership. It signals how India’s edtech leaders are repositioning themselves for a more mature market, where scale alone is no longer enough, and long-term financial sustainability has become equally important.
With regulatory approval now secured, the acquisition moves closer to completion, marking another milestone in the ongoing reshaping of India’s education technology landscape.
