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BUSINESS COMBINATION
 6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
BUSINESS COMBINATION BUSINESS COMBINATION
On May 11, 2026, we completed the Merger with Udemy. Under the terms of the Merger Agreement, each issued and outstanding share of Udemy common stock was converted into the right to receive 0.800 shares of our common stock, and Udemy became a wholly owned subsidiary of Coursera. Former Udemy stockholders received cash in lieu of any fractional share of Coursera common stock to which they otherwise would have been entitled. We believe that the Merger enables us to build a more comprehensive skills platform, through acquired developed technology and content creator relationships, as well as unite a global ecosystem through acquired customer relationships.
We accounted for the Merger as a business combination, and the financial results of Udemy are included in our Condensed Consolidated Financial Statements (Unaudited) prospectively from the Closing Date of May 11, 2026.

The acquisition date fair value of the Merger consideration was $673.6 million, which was comprised of the following:

Shares of Coursera common stock issued as share consideration(1)
116.6 
Price per share of Coursera common stock
$5.66 
Fair value of Coursera common stock issued to holders of Udemy common stock$660.1 
Fair value of Coursera common stock issued to holders of Udemy stock options
0.7 
Fair value of Coursera common stock issued to holders of Udemy board of director restricted stock units
1.4 
Fair value of replacement equity awards attributable to pre-combination services
11.4 
Total Merger consideration$673.6 
(1) Excludes 0.7 million shares of Coursera common stock issued as restricted stock awards subject to future service conditions, for which unrecognized stock-based compensation expense was immaterial, and 0.3 million shares of Coursera common stock issued in exchange for then outstanding Udemy stock options and restricted stock units held by then members of Udemy’s board of directors.
The allocation of the Merger consideration to tangible and intangible assets acquired and liabilities assumed on the Closing Date is based on estimated fair values and is as follows:

Assets Acquired
Cash and cash equivalents$212.5 
Marketable securities109.8 
Accounts receivable97.4 
Deferred costs
0.6 
Prepaid expenses and other current assets31.0 
Property, equipment, and software6.1 
Intangible assets417.1 
Other assets20.9 
Total assets acquired895.4 
Liabilities Assumed
Content liabilities20.2 
Other accounts payable and accrued expenses24.7 
Accrued compensation and benefits23.4 
Other current liabilities17.2 
Deferred revenue314.4 
Other liabilities4.6 
Total liabilities assumed404.5 
Net assets acquired490.9 
Goodwill$182.7 
Total Merger consideration
$673.6 
The excess of Merger consideration over the estimated fair value of the underlying net assets acquired was recorded as goodwill. The goodwill arising from the Merger is primarily attributable to the expected operational synergies between Coursera and Udemy and intangible assets that do not qualify for separate recognition.
The transaction is considered a non-taxable business combination, and goodwill is not deductible for tax purposes.
The allocation of the Merger consideration is preliminary and subject to revision as additional information about fair value of assets and liabilities becomes available. Additional information that existed as of the Closing Date but is currently unknown to us may become known during the remainder of the measurement period, a period not to exceed 12 months from the Closing Date. For discussion pertaining to goodwill assignment by segment resulting from the Merger, refer to Note 6.
The valuation of the intangible assets acquired along with their estimated useful lives, is as follows:
Estimated Fair ValueEstimated Useful Lives (in years)
Trade name$15.0 4
Developed technology102.2 3
Customer relationships(1)
164.5 
3 - 6
Content creator relationships135.4 4
Estimated fair values of acquired intangible assets$417.1 4
(1) Customer relationships is comprised of two components: (1) an Enterprise customer relationship asset with a valuation of $155.3 million and an estimated useful life of 6 years, and (2) a Consumer customer relationship asset with a valuation of $9.2 million and an estimated useful life of 3 years.
The fair values of all acquired intangible assets were estimated using the income approach. Under the income approach, an intangible asset’s fair value is equal to the present value of future economic benefits to be derived from ownership of the asset. Customer relationships were valued under the multi-period excess earnings method, which assumes that the value of intangible assets is equal to the present value of the incremental after-tax cash flows attributable specifically to customer relationships. Developed technology and trade names were valued under the relief from royalty method, which assumes value to the extent that the acquired company is relieved of the obligation to pay royalties for the benefits received from them. Content creator relationships were valued using the with-and-without method which values the asset by comparing the cash flows of the business with and without the existing content creator relationships.
During the three and six months ended June 30, 2026, we incurred transaction costs of $25.5 million and $31.7 million, respectively, retention bonuses of $18.2 million for both periods presented, and change in control expenses of $24.0 million for both periods presented, in connection with the Merger. These transaction costs are recorded within Merger, integration, and restructuring related costs in the Condensed Consolidated Statements of Operations.
The amount of revenue and net loss of Udemy included in our Condensed Consolidated Statements of Operations and Comprehensive Loss from the Closing Date to June 30, 2026 were $103.8 million and $31.2 million, respectively.
Supplemental Pro Forma Financial Information (Unaudited)
The following unaudited pro forma financial information presents our combined results of operations for the periods presented, as if the Merger had occurred on January 1, 2025:
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Revenue$381.4 $387.0 $768.6 $766.6 
Net loss$(26.7)$(20.8)$(71.1)$(173.5)
The unaudited supplemental pro forma financial information is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the Merger were completed at the beginning of fiscal year 2025 and are not indicative of the future operating results of the combined company.
The unaudited supplemental pro forma financial information includes the combined historical operating results of the Company and Udemy, with adjustments to give effect to the Merger. Pro forma adjustments have been made to reflect incremental intangible asset amortization to be incurred based on the fair values and useful lives of each identifiable intangible asset, incremental transaction costs related to the Merger, and the elimination of historical asset amortization for internally developed software by Udemy.
The unaudited supplemental pro forma financial information does not give effect to the potential impact of current financial conditions, or any anticipated revenue enhancements, cost savings, or operational synergies that may result from the Merger.