Halper Sadeh Investigates Fairness of Udemy's Sale to Coursera
Written by Emily J. Thompson, Senior Investment Analyst
Updated: Dec 17 2025
0mins
Should l Buy COUR?
Source: Businesswire
- Transaction Fairness Investigation: Halper Sadeh LLC is investigating whether Udemy's sale to Coursera for 0.800 shares of Coursera stock per Udemy share is fair to Udemy shareholders, potentially impacting shareholder confidence in the deal.
- Legal Responsibility Review: The investigation focuses on whether Udemy's board violated federal securities laws by failing to secure the best possible terms for shareholders, which could lead to diminished shareholder value.
- Disclosure Deficiencies: Halper Sadeh highlights that Udemy did not adequately disclose all material information necessary for shareholders to properly assess the merger consideration, potentially affecting shareholder decision-making.
- Potential Remedies: Halper Sadeh may seek increased consideration and additional disclosures on behalf of Udemy shareholders, aiming to protect their rights and ensure transparency in the transaction.
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Analyst Views on COUR
Wall Street analysts forecast COUR stock price to rise
13 Analyst Rating
8 Buy
5 Hold
0 Sell
Moderate Buy
Current: 5.790
Low
9.00
Averages
12.10
High
14.00
Current: 5.790
Low
9.00
Averages
12.10
High
14.00
About COUR
Coursera, Inc. provides an online learning platform that connects learners, educators, and institutions by providing affordable and relevant educational content. It offers a range of paid offerings, including standalone courses, multi-course specializations, industry certificate programs, and university degrees. Its segments include Consumer, Enterprise, and Degrees. The Consumer segment targets individual learners seeking to obtain hands-on learning, gain valuable job skills, receive professional-level certifications, and otherwise increase their knowledge to start or advance their careers. The Enterprise segment is focused on serving businesses, government organizations, and academic institutions by providing an online platform with access to job-relevant educational content enabling them to train, upskill, and reskill their employees, citizens, and students. The Degrees segment is engaged in partnering with universities to deliver fully online bachelor’s and master’s degrees.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
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- Merger Transaction Investigation: Halper Sadeh LLC is investigating the merger between Allegiant Travel Company and Sun Country Airlines, which, upon completion, will result in Allegiant shareholders owning approximately 67% of the combined entity, potentially impacting shareholder rights and future returns.
- Cash Acquisition Scrutiny: Eventbrite, Inc. is being sold to Bending Spoons for $4.50 per share in cash, and Halper Sadeh LLC may seek to increase the acquisition price or other compensations to ensure shareholders receive fair transaction terms.
- Shareholder Rights Protection: The merger between Coursera, Inc. and Udemy, Inc. is expected to result in Coursera shareholders owning approximately 59% of the combined company, prompting Halper Sadeh LLC to encourage shareholders to reach out to understand their rights and options to safeguard their interests.
- Legal Service Commitment: Halper Sadeh LLC offers legal services on a contingency fee basis, aiming to protect investors globally and assist them in addressing securities fraud and corporate misconduct, ensuring shareholder rights are upheld in merger transactions.
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Coursera Reports Strong Q4 2025 Earnings and Udemy Merger
- Significant Revenue Growth: Coursera achieved total revenue of $757 million for FY 2025, marking a 9% year-over-year increase, with Q4 revenue reaching $197 million, up 10% from the prior year, indicating strong performance in both consumer and enterprise markets.
- Improved Cash Flow and Profitability: The company reported free cash flow of $78 million, a 32% increase, while Q4 net income was $11 million, reflecting ongoing improvements in profitability and cash management.
- New Platform Fee Policy: The new platform fee, effective January 1, 2026, is expected to gradually enhance gross margins, particularly in the consumer segment in the second half of the year, indicating a strategic decision to invest in AI-native platform capabilities.
- Udemy Merger Strategy: The merger with Udemy is viewed as a crucial step in accelerating the company's strategy, expected to strengthen Coursera's market position and drive future growth, although management remains cautious about growth in the enterprise segment.
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Coursera to Announce Q4 Earnings on February 5th
- Earnings Announcement: Coursera (COUR) is set to release its Q4 2023 earnings on February 5th after market close, with consensus EPS estimates at $0.06, reflecting a 25% year-over-year decline, while revenue is projected at $191.83 million, indicating a 7% year-over-year growth, showcasing the company's stable growth potential in the ed-tech sector.
- Historical Performance: Over the past two years, Coursera has beaten EPS estimates 100% of the time and revenue estimates 88% of the time, indicating reliability in financial forecasting and market confidence, which could positively impact stock prices.
- Estimate Adjustments: In the last three months, there have been no upward revisions to EPS estimates and one downward revision, with revenue estimates also seeing no upward revisions and one downward revision, reflecting a cautious market sentiment regarding the company's future growth, warranting attention to market reactions post-earnings release.
- Merger Developments: The all-stock merger with Udemy, valued at $2.5 billion, aims to strengthen Coursera's enterprise base, further solidifying its competitive position in the ed-tech market, and is expected to provide new momentum for future business growth.
See More
Google Launches On-Demand SAT Practice Exams in Gemini
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- Immediate Feedback Mechanism: After completing the practice tests, Gemini provides immediate feedback, helping students identify strengths and weaknesses, thereby optimizing their study strategies and improving their chances of passing the exam.
- Impact on Education Stocks: This initiative by Google could impact education stocks such as Coursera, Nerdy, and Duolingo, particularly intensifying competition in the online learning and test preparation sectors.
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See More
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- Shareholder Rights Concern: The terms of the deal have raised concerns regarding shareholder rights, with KSF seeking to confirm if the transaction adequately reflects the company's true value, which could impact shareholder decisions and future earnings.
- Legal Consultation Services: KSF is offering legal consultation services, encouraging shareholders who believe the deal undervalues Udemy to reach out, indicating the firm's commitment to protecting shareholder interests.
- Market Reaction Expectations: This investigation may influence Udemy's market performance, particularly regarding shareholder reactions to the deal terms and potential legal actions, which could lead to stock price volatility.
See More
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- Merger Agreement: On December 17, Coursera announced an all-stock merger agreement with Udemy, aiming to leverage both companies' strengths to address global talent transformation opportunities, despite its stock falling approximately 17% over the past month, with a 52-week low of $5.76.
- Poor Stock Performance: Coursera's shares dropped 10.6% to close at $6.55 on Tuesday, with an RSI value of 19.8 indicating an oversold condition in the consumer discretionary sector, potentially presenting a buying opportunity for investors.
- Udemy Rating Downgrade: Keybanc analyst Devin Au downgraded Udemy from Overweight to Sector Weight, resulting in a 10% decline in its stock over the past five days, with a 52-week low of $4.86 and an RSI value of 28.2.
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See More
Investor Rights Investigation: Multiple Company Mergers
- Merger Transaction Investigation: Halper Sadeh LLC is investigating the merger between Allegiant Travel Company and Sun Country Airlines, which, upon completion, will result in Allegiant shareholders owning approximately 67% of the combined entity, potentially impacting shareholder rights and future returns.
- Cash Acquisition Scrutiny: Eventbrite, Inc. is being sold to Bending Spoons for $4.50 per share in cash, and Halper Sadeh LLC may seek to increase the acquisition price or other compensations to ensure shareholders receive fair transaction terms.
- Shareholder Rights Protection: The merger between Coursera, Inc. and Udemy, Inc. is expected to result in Coursera shareholders owning approximately 59% of the combined company, prompting Halper Sadeh LLC to encourage shareholders to reach out to understand their rights and options to safeguard their interests.
- Legal Service Commitment: Halper Sadeh LLC offers legal services on a contingency fee basis, aiming to protect investors globally and assist them in addressing securities fraud and corporate misconduct, ensuring shareholder rights are upheld in merger transactions.
See More
Coursera Reports Strong Q4 2025 Earnings and Udemy Merger
- Significant Revenue Growth: Coursera achieved total revenue of $757 million for FY 2025, marking a 9% year-over-year increase, with Q4 revenue reaching $197 million, up 10% from the prior year, indicating strong performance in both consumer and enterprise markets.
- Improved Cash Flow and Profitability: The company reported free cash flow of $78 million, a 32% increase, while Q4 net income was $11 million, reflecting ongoing improvements in profitability and cash management.
- New Platform Fee Policy: The new platform fee, effective January 1, 2026, is expected to gradually enhance gross margins, particularly in the consumer segment in the second half of the year, indicating a strategic decision to invest in AI-native platform capabilities.
- Udemy Merger Strategy: The merger with Udemy is viewed as a crucial step in accelerating the company's strategy, expected to strengthen Coursera's market position and drive future growth, although management remains cautious about growth in the enterprise segment.
See More
Coursera to Announce Q4 Earnings on February 5th
- Earnings Announcement: Coursera (COUR) is set to release its Q4 2023 earnings on February 5th after market close, with consensus EPS estimates at $0.06, reflecting a 25% year-over-year decline, while revenue is projected at $191.83 million, indicating a 7% year-over-year growth, showcasing the company's stable growth potential in the ed-tech sector.
- Historical Performance: Over the past two years, Coursera has beaten EPS estimates 100% of the time and revenue estimates 88% of the time, indicating reliability in financial forecasting and market confidence, which could positively impact stock prices.
- Estimate Adjustments: In the last three months, there have been no upward revisions to EPS estimates and one downward revision, with revenue estimates also seeing no upward revisions and one downward revision, reflecting a cautious market sentiment regarding the company's future growth, warranting attention to market reactions post-earnings release.
- Merger Developments: The all-stock merger with Udemy, valued at $2.5 billion, aims to strengthen Coursera's enterprise base, further solidifying its competitive position in the ed-tech market, and is expected to provide new momentum for future business growth.
See More
Google Launches On-Demand SAT Practice Exams in Gemini
- Launch of Practice Exams: Google is introducing free SAT practice exams within the Gemini app, utilizing rigorously vetted content developed in partnership with The Princeton Review, aimed at enhancing users' exam preparation efficiency.
- Immediate Feedback Mechanism: After completing the practice tests, Gemini provides immediate feedback, helping students identify strengths and weaknesses, thereby optimizing their study strategies and improving their chances of passing the exam.
- Impact on Education Stocks: This initiative by Google could impact education stocks such as Coursera, Nerdy, and Duolingo, particularly intensifying competition in the online learning and test preparation sectors.
- Positive Market Reaction: Alphabet's stock has gained positive traction, rising 1.59% due to the launch of this new feature, indicating market recognition and anticipation of its educational technology strategy.
See More
Udemy (UDMY) Investigated for Proposed Sale to Coursera (COUR) at 0.8 Shares per Share
- Transaction Investigation: Former Louisiana Attorney General Charles C. Foti and Kahn Swick & Foti are investigating Udemy's proposed sale to Coursera at 0.8 shares per Udemy share, aiming to assess the adequacy of the deal and whether it undervalues Udemy.
- Shareholder Rights Concern: The terms of the deal have raised concerns regarding shareholder rights, with KSF seeking to confirm if the transaction adequately reflects the company's true value, which could impact shareholder decisions and future earnings.
- Legal Consultation Services: KSF is offering legal consultation services, encouraging shareholders who believe the deal undervalues Udemy to reach out, indicating the firm's commitment to protecting shareholder interests.
- Market Reaction Expectations: This investigation may influence Udemy's market performance, particularly regarding shareholder reactions to the deal terms and potential legal actions, which could lead to stock price volatility.
See More
Coursera (COUR) Merges with Udemy (UDMY) Amid Stock Declines
- Merger Agreement: On December 17, Coursera announced an all-stock merger agreement with Udemy, aiming to leverage both companies' strengths to address global talent transformation opportunities, despite its stock falling approximately 17% over the past month, with a 52-week low of $5.76.
- Poor Stock Performance: Coursera's shares dropped 10.6% to close at $6.55 on Tuesday, with an RSI value of 19.8 indicating an oversold condition in the consumer discretionary sector, potentially presenting a buying opportunity for investors.
- Udemy Rating Downgrade: Keybanc analyst Devin Au downgraded Udemy from Overweight to Sector Weight, resulting in a 10% decline in its stock over the past five days, with a 52-week low of $4.86 and an RSI value of 28.2.
- ThredUp Rating Maintained: Telsey Advisory Group analyst Dana Telsey maintained an Outperform rating on ThredUp with a $12 price target, even as its stock fell about 25% over the past month, currently at a 52-week low of $1.66 and an RSI value of 29.8.
See More
