Core Insights - Coursera and Udemy are merging to create a significant player in online education, focusing on AI skills training for the global workforce [3][6] - The merger is valued at $2.5 billion and is expected to generate $1.5 billion in annual revenue while eliminating approximately $115 million in costs [6] Company Strategies - Both companies emphasized the importance of AI in their merger rationale, aiming to enhance investment in AI-driven platform innovation and product development [3][6] - Coursera's CEO highlighted the need to leverage AI to improve learner experiences and capabilities across the platform, mentioning the introduction of an AI tutor called Coursera Coach [4] Market Demand - Generative AI has been identified as the most in-demand skill in Coursera's history, with an average of 14 users enrolling in generative AI courses every minute [5] - Udemy's CEO noted that companies are heavily investing in AI transformation but face challenges in demonstrating ROI due to a lack of core workforce capabilities [6]

Core Viewpoint - Coursera has announced a combination with Udemy, indicating a strategic move to enhance its market position in the online education sector [1]. Group 1: Transaction Details - The conference call is led by Cam Carey, Vice President of Investor Relations, with participation from key executives including Greg Hart, CEO of Coursera, and Hugo Sarrazin, CEO of Udemy [2]. - The call is structured to provide details about the transaction, followed by a Q&A session, allowing stakeholders to gain insights into the merger [2]. Group 2: Financial Measures - The presentation includes both GAAP and non-GAAP financial measures, with a reconciliation available in the appendix, highlighting the financial implications of the merger [3]. - Forward-looking statements regarding the transaction's expected timing, benefits, and financial impact are included, emphasizing the potential for significant changes in the companies' financial landscapes [3].

​Coursera and Udemy announced on Wednesday a landmark merger agreement valued at approximately $2.5 billion, bringing together two of the biggest names in online learning.Coursera will acquire Udemy in an all-stock transaction, marking a pivotal moment in online education. The companies said the merger will be finalized in the second half of next year, pending regulatory review and shareholder approval. ​This agreement comes at a challenging time for both Udemy and Coursera, as each faces market headwinds. ...

Core Viewpoint - The Ademi Firm is investigating Udemy for potential breaches of fiduciary duty and other legal violations related to its transaction with Coursera, which is valued at approximately $2.5 billion [1][2]. Group 1: Transaction Details - Udemy shareholders will receive $0.800 shares of Coursera common stock for each Udemy share in an all-stock transaction [2]. - The transaction is valued at approximately $2.5 billion based on closing prices from December 16, 2025 [2]. Group 2: Board Conduct and Shareholder Rights - The transaction agreement imposes significant penalties on Udemy for accepting competing bids, which may limit competing transactions [3]. - The investigation focuses on whether the Udemy board of directors is fulfilling their fiduciary duties to all shareholders [3].

Core Viewpoint - The online education platforms Coursera and Udemy have announced a final merger agreement, creating a larger integrated online learning platform with an implied equity value of approximately $2.5 billion [1][2]. Group 1: Merger Details - The merger will occur through an all-stock transaction where Udemy shareholders will exchange each share of Udemy for 0.8 shares of Coursera common stock, representing a 26% premium over Udemy's average closing price over the past 30 trading days [1]. - The combined company is expected to have an annual revenue exceeding $1.5 billion post-merger and anticipates achieving approximately $115 million in annual run-rate cost synergies within 24 months after the transaction closes [1]. Group 2: Strategic Implications - The unified platform aims to accelerate an AI-driven product roadmap, enhance global reach through stronger market expansion capabilities, and unlock significant revenue and operational synergies to strengthen long-term financial performance [2]. - The merger has received unanimous approval from the boards of both Coursera and Udemy, with the transaction expected to close in the second half of 2026 [2].

周三，截至发稿，Udemy(UDMY.US)涨超26%，报6.8美元；Coursera(COUR.US)涨超6%，报8.45美元。 消息面上，在线教育平台Coursera与Udemy此前宣布，双方已达成最终合并协议，Coursera将通过一项 全股票交易与Udemy合并，打造一家规模更大的综合在线学习平台。 根据两家公司12月16日的收盘价计算，合并后公司的隐含股权价值约为25亿美元。按照交易条款， Udemy股东将以每股Udemy股票兑换0.8股Coursera普通股，该对价较Udemy过去30个交易日的平均收盘 价溢价约26%。 Coursera表示，交易完成后，合并后的公司计划实施规模可观的股票回购计划，以进一步优化资本结构 并回馈股东。 从财务层面看，此次合并将显著增强公司的整体实力。按合并后口径计算，新公司的年化收入将超过15 亿美元，并预计在交易完成后的24个月内实现约1.15亿美元的年度运行率成本协同效应。 Udemy首席执行官Hugo Sarrazin在声明中表示，作为一个统一的平台，公司将加快以人工智能驱动的产 品路线图，借助更强的市场拓展能力扩大全球覆盖范围，并释放可观的收入和运营协同效应 ...

Group 1: Toro Co Performance - Toro Co reported quarterly earnings of 91 cents per share, exceeding the analyst consensus estimate of 87 cents per share [1] - The company achieved quarterly sales of $1.066 billion, surpassing the analyst consensus estimate of $1.048 billion [1] - Following the earnings report, Toro's shares rose by 7% to $77.82 [1] Group 2: Other Notable Stock Movements - DBV Technologies SA shares increased by 35.5% to $24.36 after meeting primary endpoints in the Phase 3 VITESSE trial [3] - Udemy Inc gained 26.5% to $6.79 due to an all-stock merger agreement with Coursera [3] - Kodiak Sciences Inc jumped 16.7% to $28.16 after announcing a public offering of common stock [3] - Hut 8 Corp rose 16.3% to $42.88 following a partnership to accelerate AI infrastructure deployment and a $7.0 billion lease agreement [3] - Canopy Growth Corp increased by 16.2% to $2.13 amid reports of potential reclassification of marijuana [3] - Recursion Pharmaceuticals Inc gained 13.2% to $4.76 after an upgrade from JP Morgan [3] - Two Harbors Investment Corp surged 13.2% to $11.21 due to an acquisition announcement [3] - Quantumscape Corp gained 7.7% to $11.66 after signing a joint development agreement with a top-10 global automaker [3] - Jabil Inc reported better-than-expected earnings, leading to a 7% increase in shares to $227.50 [3]

Core Insights - The online education market is experiencing a structural reset driven by shifts in learner behavior towards flexible, outcome-oriented skill development and the influence of generative AI on knowledge consumption [1] - Chegg, Inc. (CHGG) and Udemy, Inc. (UDMY) represent two distinct approaches to monetizing digital learning platforms, each adapting to similar industry pressures from different starting points [1][2] Chegg (CHGG) Overview - Chegg is undergoing a structural reset, separating its legacy academic services from growth-oriented skilling operations to align resources with long-term demand trends in workforce education [4] - In Q3 2025, Chegg's non-GAAP operating expenses decreased by 46% year-over-year, with adjusted EBITDA exceeding expectations due to aggressive cost actions [5] - Total revenues for Chegg fell by 42% year-over-year in Q3 2025, primarily due to reduced traffic in legacy academic services and advertising revenue pressure [6] - The Chegg Skilling unit is projected to achieve 14% year-over-year revenue growth in Q4 2025, with expectations for sustained double-digit growth beyond 2025 [7] Udemy (UDMY) Overview - Udemy is shifting towards a subscription-led business model, focusing on professional skill development and enterprise learning, which allows for improved revenue quality and visibility [8][9] - In Q3 2025, Udemy's total revenues reached $196 million, slightly up year-over-year, with subscription revenues increasing by 8% and accounting for 74% of total revenues [10] - Despite improvements, Udemy faces challenges with a net dollar retention rate of 93% in its business segment and constrained growth in the consumer segment due to a strategic deemphasis on transactional course sales [11] Stock Performance & Valuation - Chegg's share price performance has lagged behind Udemy's and the broader industry over the past six months [13] - Udemy currently trades at a higher forward 12-month price-to-sales (P/S) ratio compared to Chegg [15] - Chegg's earnings estimates for 2026 have trended upward, indicating a projected year-over-year growth of 228.6% [17] - In contrast, Udemy's 2026 EPS estimates have trended downward, indicating only 0.8% growth [19] Investment Outlook - Chegg is emerging from a significant restructuring with a leaner cost structure and improving earnings visibility, positioning it for potential upside heading into 2026 [21] - Udemy benefits from its transition to a subscription model and expanding enterprise presence, but faces execution risks and a more measured growth outlook [21][22] - Chegg currently holds a Zacks Rank 1 (Strong Buy), while Udemy has a Zacks Rank 3 (Hold), appealing more to investors seeking stability [22]

Summary of Conference Call on Coursera and Udemy Combination Industry and Companies Involved - **Industry**: Online Education and Learning Platforms - **Companies**: Coursera and Udemy Core Points and Arguments 1. **Strategic Combination**: Coursera has entered into a definitive agreement to combine with Udemy, aiming to create a leading technology platform for skills development and mastery for learners and organizations at scale [2][4] 2. **Market Needs**: The World Economic Forum estimates that 39% of key skills will change in the next five years, with 86% of learners using Coursera to transform their careers, highlighting the need for agile platforms that adapt to the evolving labor market [5] 3. **Core Pillars of the Combination**: - Greater value, impact, and choice for learners and organizations - Leading platform capabilities - Accelerated AI-native innovation - Enhanced global reach and market opportunities - Stronger long-term financial profile [5][6] 4. **Combined Strengths**: The merger unites Coursera's verified learning ecosystem with Udemy's dynamic marketplace, allowing for a comprehensive approach to skills development across various learning needs [6][8] 5. **Innovation Acceleration**: The combination is expected to speed up product innovation by sharing resources and eliminating duplicative technology, enhancing the ability to deliver AI-powered learning experiences [9][10] 6. **Global Reach**: Coursera added 7.7 million new registered learners in Q3, bringing the total to 191 million, while Udemy has over 17,000 enterprise customers and generates more than 60% of its revenue outside North America, providing significant global diversification [11][12] 7. **Financial Profile**: The combined entity is projected to have an annual revenue run rate exceeding $1.5 billion, with identified cost synergies of $115 million expected to be realized within 24 months of closing [12][19] 8. **Transaction Structure**: The deal is an all-stock transaction where Udemy shareholders will receive 0.8 shares of Coursera stock for each share of Udemy stock, with Coursera shareholders owning approximately 59% of the combined company [20] 9. **Regulatory Perspective**: The companies believe the combination will deliver better value across the education value chain, although they will need to navigate regulatory approvals [41][42] Other Important Content 1. **Instructor Opportunities**: The merger is expected to provide instructors from both platforms access to a larger learner base, enhancing their ability to monetize their expertise [32][34] 2. **Content Strategy**: Both companies will maintain their distinct content strategies while exploring synergies, focusing on skill-based and outcome-focused learning experiences [42][43] 3. **Geographic Expansion**: The combination presents opportunities to leverage Udemy's international presence to enhance Coursera's offerings outside North America [46][48] 4. **Future Outlook**: The combined entity aims to ensure that human potential keeps pace with technological advancements, creating a platform that delivers more value to learners and greater impact for customers [22][23]

Core Perspective - The combination of Coursera and Udemy aims to address the growing need for upskilling and reskilling in the workforce, with the World Economic Forum predicting that 39% of skills will need to change by 2030 [2] Company Synergies - The merger will create a comprehensive ecosystem by uniting Coursera's consumer business with Udemy's enterprise strengths, resulting in over 270 million learners and nearly 20,000 enterprise customers [3] - The combined company anticipates annual run rate cost synergies of $115 million within 24 months of closing, focusing on efficiencies in sales, marketing, and general administrative expenses [4][5] Brand Strategy - Both brands will be integrated under the Coursera brand, with a thoughtful approach to leveraging Udemy's strengths in enterprise and instructor marketplace [6][7] Technology and Innovation - The merger is expected to enhance the technology platform, allowing for better service delivery to learners and enterprise customers, particularly through the use of AI [7][8] - Udemy's enterprise customers will gain access to Coursera's extensive content catalog, enhancing the value proposition for enterprises looking to upskill their workforce [9] Investment and Integration - The integration will involve one-time costs, but the consolidation into a single platform is expected to lead to greater efficiency and investment opportunities across a larger customer base [11][12]