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Ugro Capital buys Profectus Capital in all-cash deal worth Rs 1,400 crore to boost MSME play
MUMBAI: Ugro Capital has pulled off a serious power play in India’s NBFC sector. The MSME-focused Datatech lender announced it would acquire 100 per cent of Profectus Capital in an all-cash deal worth Rs 1,400 crore. The transaction, funded through UGRO’s recently raised equity proceeds, is expected to add Rs 150 crore in annualised profits and Rs 115 crore in cost savings.
This strategic buyout adds immediate heft to Ugro’s balance sheet with a 29 per cent AUM spike and gives the lender a stronger foothold in high-yield emerging markets and school financing—the latter alone carrying a medium-term potential of Rs 2,000 crore. The deal also diversifies Ugro’s asset mix, leaning further into secured lending with zero incremental origination cost.
As part of the transaction, Ugro signed a share purchase agreement to acquire Profectus Capital Private Limited from its existing shareholders, making the company a wholly owned subsidiary. The acquisition is subject to customary approvals, including clearance from the RBI and shareholders.
“This strategically priced acquisition deploys our equity raise to achieve instant scale and Rs 115 crores cost savings and annualised incremental profitability of Rs 150 Crores thus boosting ROA by 0.6–0.7 per cent. Integrating Profectus’ school finance expertise unlocks Rs 2,000 Crores growth potential and strengthens our secured asset mix – accelerating our journey to become India’s largest MSME lender through enhanced emerging markets and embedded finance capabilities”, said Ugro Capital founder & MD Shachindra Nath.
Profectus Capital currently manages Rs 3,468 crore in assets across a seven-state footprint, supported by a 28-branch network and over 800 employees. Its gross NPA stands at 1.6 per cent, with a net NPA of 1.1 per cent.
Profectus Capital ED & CEO K.V. Srinivasan added, “The coming together of the two organisations would be beneficial owing to the synergies and complementarity of the businesses, which should result in greater operational efficiency and profitability for the business. We at Profectus, thank our investors for their unwavering commitment and support throughout our journey, which has helped us to establish a very strong process-oriented business with an excellent portfolio quality”.
Both companies will retain their existing operations and business strategies during the integration phase.
Incred Capital acted as the exclusive advisor to Ugro Capital, with SNG & Partners serving as legal counsel. Pricewaterhousecoopers Services LLP conducted the financial due diligence, while Legacy Growthpartners handled the tax due diligence.
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UpGrad to acquire Unacademy in share-swap deal, founders confirm
Proposed share-swap could unite two edtech rivals as sector eyes consolidation
MUMBAI: The Indian edtech sector may be inching toward another wave of consolidation, with online learning platform upGrad signing a term sheet to acquire rival Unacademy in an all stock transaction.
If completed, the deal would bring together two of the country’s most prominent education technology companies at a time when the sector is adjusting to slower demand and a sharper focus on profitability after the pandemic driven boom.
UpGrad founder and chairperson Ronnie Screwvala confirmed the development in a post on X, stating that Unacademy co-founder and chief executive Gaurav Munjal would continue to lead the company following the acquisition.
“We at upGrad have signed a term sheet to acquire Unacademy in an all stock deal, with founder and ceo Gaurav Munjal staying on to build Unacademy and focus on what it does best, creating online education products that learners love,” Screwvala wrote.
He added that the agreement includes a break fee provision if the transaction fails to close. Screwvala also said the combined entity could strengthen upGrad’s integrated learning model spanning K12 education, professional training and lifelong learning.
Unacademy confirmed that the proposed transaction will be executed through a 100 per cent share swap, with the valuation to be disclosed only after the deal closes and regulatory filings are completed.
Announcing the development on X, Munjal described the agreement as the beginning of a new chapter for both companies and the wider edtech ecosystem.
He noted that Unacademy had spent the past year reshaping its operations to focus more sharply on online education products. Among the steps taken were consolidating company operated offline centres with franchise partners and launching a Rs 50 crore employee stock ownership plan buyback, in which around 40 per cent of former employees have already participated.
Munjal also highlighted the traction gained by Airlearn, the company’s language learning product, which he said is expanding in markets including the United States, the United Kingdom, Germany and Canada.
“Our cash reserves as of today are more than $100 million,” he said.
The proposed deal also marks a turnaround from earlier talks between the two companies that had stalled over disagreements on valuation and structure. Previous discussions had placed Unacademy’s valuation in the range of $300 million to $400 million, according to media reports.
If the transaction goes through, Munjal will continue as co-founder and chief executive of Unacademy, focusing on building online learning products for students in India and global markets.
For upGrad, the acquisition would broaden its footprint across the education spectrum, from school level learning to professional upskilling and lifelong education.
The move comes as India’s edtech sector enters a more sober phase after years of rapid expansion. Companies across the industry have been trimming costs, restructuring operations and seeking scale to build more sustainable businesses.
Against that backdrop, the potential combination of upGrad and Unacademy could signal that the next phase of edtech growth may be driven less by blitzscaling and more by strategic partnerships and consolidation.
