Ronnie Screwvala-led higher education platform Upgrad has withdrawn from acquisition discussions with SoftBank-backed test-prep company Unacademy after the two sides failed to agree on valuation, ending months of negotiations. 

Confirming the development to Financial Express, Screwvala said, “Yes, we are not proceeding due to valuation differences. While we cannot comment on specific numbers, it is fair to say that we were unable to arrive at a mutually agreeable valuation.”

Valuation Discrepancies and Market Correction

The talks, which had been underway for several months, were intended to be structured as an all-stock transaction that would have valued Unacademy at approximately $300 million, a markdown of over 90% from its peak valuation of $3.4 billion during the 2021 funding boom, according to people familiar with the matter.

Unacademy did not immediately respond to queries at the time of going to the press. 

The collapsed deal marks the latest chapter in the ongoing consolidation across India’s edtech sector, which has seen several companies recalibrate growth expectations amid a prolonged funding slowdown.

Internal Restructuring at Unacademy

For Unacademy, the discussions came amid significant internal restructuring. Earlier this year, co-founders Gaurav Munjal and Roman Saini stepped back from operational roles as part of a leadership transition, with co-founder Sumit Jain taking over as chief executive of the core test-prep business. The duo had also intended to spin off Airlearn, the firm’s language learning app, into an independent entity.

The company has been narrowimt its focus to its core test preparation offerings, while implementing several rounds of workforce reductions since 2022, in an effort to bring down cash burn.  Unacademy currently holds approximately Rs 1,100 crore in cash on its balance sheet, according to sources. The company is expected to evaluate its strategic options in the coming days, sources added.

Upgrad’s Expansion Strategy and Financial Performance

Founded in 2015, Unacademy has raised over $800 million from investors including SoftBank, General Atlantic, and Tiger Global. Upgrad, which operates across higher education, upskilling, and overseas education segments, has previously pursued selective acquisitions to expand its portfolio. In November last year, Upgrad filed an Expression of Interest (EOI) to bid for Think & Learn Pvt Ltd, the bankrupt parent company of Byju’s, joining the Manipal Group in the race for the distressed edtech firm’s assets. 

Upgrad reported revenue of Rs 1,650 crore in FY25, up 7% from Rs 1,547 crore in FY24, according to data from Tracxn. The company has been narrowing its losses, with net loss declining to Rs 274 crore in FY25 from Rs 560 crore in FY24 and a peak of Rs 1,142 crore in FY23.