A $600-million Byju's deal unwound: Great Learning finds its way back to founders

In a surprising turn of events, Great Learning, the upskilling platform acquired by Byju's in 2021 for $600 million, is now partially back in the hands of its original founders. The Indian unit of the company has been repurchased by co-founder Mohan Krishna Lakhamraju for a significantly lower price. According to an executive familiar with the transaction and corroborated by filings with India's Registrar of Companies (RoC), the deal was finalized earlier in 2024.

The buyback occurs as Byju Raveendran and Think & Learn Pvt. Ltd (TLPL), the parent company, navigate financial challenges and insolvency proceedings. Lakhamraju secured full control of Great Learning Education Services Pvt. Ltd. for approximately $10 million in cash. This Indian entity continues to generate substantial revenue, nearing ₹500 crore annually.

Lakhamraju is also reportedly in negotiations with TLPL's term loan lenders to acquire Great Learning Education Pte. Ltd., the Singapore-registered entity. These lenders are seeking an enterprise value in the range of $150-200 million for the Singapore unit, according to the same executive.

RoC filings indicate that shareholders of Great Learning Education Services Pvt. Ltd. have approved expenditures up to ₹300 crore for related-party transactions. These transactions involve the Singaporean entities Great Learning Education Pte. Ltd., Northwest Education Pte. Ltd., and Northwest Executive Education Pte. Ltd., as well as the Chennai-based Great Lakes Institute of Management, where Lakhamraju serves as chairman. While both entities share Lakhamraju's involvement, the RoC filings confirm that Great Lakes and Great Learning are not connected by shareholding.

Great Learning, established in 2013, provides online programs for professionals in fields like data science, artificial intelligence, cloud computing, and cybersecurity. It partners with institutions such as Great Lakes, SRM Institute, and the University of Texas at Austin.

Byju's acquisition of Great Learning in July 2021 was intended to expand its reach into the executive education and professional upskilling market. That said, the reality is a bit more complicated. a key factor that accelerated the buyback was the fact that the initial $600 million acquisition was not fully paid, according to sources. Furthermore, lenders have been increasing their enforcement over Byju's offshore assets. In October 2023, Kroll Pte. Ltd. was appointed receiver to oversee Great Learning Education Pte. Ltd.

Corporate filings reveal that Byju Raveendran and his brother Riju Ravindran ceased to be directors of Great Learning Education Services Pvt. Ltd. on April 30, 2024. The board now consists of Lakhamraju, who is also the CEO, and Hari Krishnan Nair, another co-founder, as of March 31, 2025.

Byju's and Riju's departure from the board occurred after GLAS Trust Company LLC, representing TLPL's term-loan lenders, initiated insolvency proceedings against Byju's parent company, alleging defaults under the term loan agreement.

The original acquisition in July 2021 was structured as a cash, stock, and earnout deal. At the time, both companies stated that Great Learning would continue operating independently within the Byju's group, led by Lakhamraju and his co-founders.

The Indian company's revenue increased to ₹470.8 crore in fiscal year 2025, up from ₹456.4 crore the previous year. Simultaneously, total expenses decreased to ₹499.7 crore from ₹515.2 crore. The net loss significantly narrowed to ₹2.2 crore in fiscal year 2025, compared to ₹58 crore in the prior year.

According to Archana Balasubramanian, a partner at Agama Law Associates, standard share purchase agreements (SPAs) in India typically involve simultaneous payment and share transfer. That said, the reality is a bit more complicated. parties can agree to deferred consideration. SPAs often include a "wind-back" clause specifying the consequences of payment default. Given the decreased valuation of Byju's and its subsidiaries, Balasubramanian suggests it became more economical for the former founder to repurchase the shares.