Merger of Chess Merger Sub, Inc. with and into Udemy, Inc.

COMPETITION COMMISSION OF INDIA (Combination Registration No. C-2026/01/1378)

25th March 2026

Notice under Section 6(2) of the Competition Act, 2002 filed by Coursera Inc., Chess Merger Sub Inc., and Udemy Inc.

CORAM:

Ms. Ravneet Kaur Chairperson

Mr. Anil Agrawal Member

Ms. Sweta Kakkad Member

Mr. Deepak Anurag Member

Order under Section 31(1) of the Competition Act, 2002

1. On 30th January 2026, the Competition Commission of India (Commission) received a notice (Notice), under Section 6(2) of the Competition Act, 2002 (Act), filed by Coursera, Inc. (Coursera), Chess Merger Sub, Inc. (Chess Merger Sub), and Udemy, Inc. (Udemy) (hereinafter referred to as “Parties”). The Notice was filed pursuant to inter alia execution of the Agreement and Plan of Merger entered into among Udemy, Coursera, and Chess Merger Sub dated 17th December 2025 (Merger Agreement).

2. The Proposed Combination relates to the merger of Chess Merger Sub, a newly incorporated, wholly owned subsidiary of Coursera with and into Udemy. Upon consummation of the merger, Chess Merger Sub will cease to exist and Udemy will continue as the surviving corporation as a wholly-owned subsidiary of Coursera (Combined Company). As per the Notice, upon closing of the Proposed Combination, existing Coursera and Udemy stockholders are expected to own approximately 59% and 41% of the Combined Company, respectively, on a fully diluted basis.

3. In terms of Regulation 14 of the Competition Commission of India (Combinations) Regulations, 2024 (Combination Regulations), vide letters dated 12th February 2026 and 24th February 2026 certain information(s)/clarification(s) relevant for the purpose of assessment of the Proposed Combination were sought from the Parties. The responses to the same were received on 19th February 2026 and 03rd March 2026, respectively.

4. Coursera, a Delaware Public Benefit Corporation, headquartered in California, United States of America (USA), operates an online learning platform, comprising standalone courses, multi-course specializations, and professional and academic credentials. Coursera provides services in India through cross-border digital delivery. The Chess Merger Sub is wholly-owned subsidiary of Coursera, formed solely to effectuate the Proposed Combination, does not have any other business operations globally or in India.

5. Udemy, a Delaware Corporation, headquartered in USA, offers an online learning and skills acceleration platform that provides free and paid courses on a range of topics including technology, business and soft skills, and personal development. Udemy is active in India through its subsidiary, Udemy India LLP (Udemy India) and provides services in India through cross-border digital delivery.

6. The Commission considered the activities of the Coursera and Udemy and their respective affiliates for competition assessment of the Proposed Combination. Based on the submissions, it is noted that both Coursera and Udemy are active in the provision of education. However, they exhibit horizontal overlaps in the Non-Formal Educational Services in India (Broad Market) which can be further segmented into: (a) Segment for Test Preparatory Coaching Services in India; and (b) Segment for “Other” Non-formal Educational Services in India. Further, the Commission notes that the aforesaid segments can be further narrowed down on the basis of subject-matter categorisation in Technology, Management, Healthcare, and Other [hereinafter, Broad Market and its segments are collectively referred to as “Horizontal Markets”].

7. As per submissions, the Commission observes that there are no vertical or complementary linkages among the activities of the Parties.

8. The Commission decides to leave the exact delineation of the relevant market open, as it was observed that the Proposed Combination is not likely to cause appreciable adverse effect on competition (AAEC) in any of the plausible horizontal and vertical relevant market(s) in India.

9. Based on the submissions, the Commission notes that the combined market shares of the Parties are in the range of [0-5] % in the Horizontal Markets. Further, the aforesaid markets are characterised by presence of several other players and Parties have low individual and incremental market shares.

10. Considering the material on record including the details provided in the Notice and the assessment of the Proposed Combination based on the factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have AAEC in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act.

11. This order shall stand revoked if, at any time, the information provided by the Parties is found to be incorrect.

12. The information provided by the Parties shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act.

13. The Secretary is directed to communicate to the Parties accordingly.