Khaitan & Co advised upGrad Education Private Limited in relation to acquisition of 53.73% share capital of INSOFE Education Private Limited

Khaitan & Co advised upGrad Education Private Limited in relation to acquisition of 53.73% share capital of INSOFE Education Private Limited.

NO HEADINGS DETAILS
1. Sector  Education Services
2. Announcement Date 02-May-2022
3. Completion Date  
4. Name of Client Upgrad Education Pvt Ltd
5. Acquirer Details UpGrad Education Private Limited. | India
6. Target and Seller Details INSOFE Education Private Limited. | India
The promoters of INSOFE Education Private Limited | India
Kaizen Private Equity II Pte. Ltd. | Singapore
7. Type B Deal Participant Descriptions  
8. Deal Description Advised upGrad Education Private Limited in relation to: (a) acquisition of 53.73% share capital of INSOFE Education Private Limited, through secondary sale by existing shareholders, party by way of cash consideration and partly by way of a share swap; and (b) terms and conditions for the subsequent merger of INSOFE Education Private Limited with upGrad Education Private Limited.
9. Total Consideration USD 33.4 million
10. Team Members The core team comprised of Monika Srivastava (Partner), Sanchit Agarwal (Partner) and Sushmita Sarin (Principal Associate) with assistance from the following:

Due Diligence: Sushmita Sarin (Principal Associate), Jubin Jay (Associate), Prerna Kapur (Associate) and Manikya Manaswini (Associate)

Competition: Pranjal Prateek (Partner), Armaan Gupta  (Associate)

Intellectual Property: Shailendra Bhandare (Partner), Sourav Dan (Principal Associate) and Rhea Ghanshani (Associate)

Employment: Abhinav Rastogi (Counsel), Abhisek Choudhury (Senior Associate) and Shreya Sukhtankar (Associate)

11. Role of Firm The scope of work included advising on transaction structure, conducting a detailed legal due diligence, drafting, negotiation and finalization of transaction documents, including term sheet, share purchase, share swap and merger implementation agreement, employment agreements, etc and assisting with signing and closing of the transaction.
12. Financial Advisors Ernst & Young (for upGrad Education Private Limited)
13. Other legal advisors if any with names of Lead Lawyers INSOFE Education Private Limited and the promoters of INSOFE Education Private Limited were represented by A K Mylsamy & Associates LLP (AKM Law)
Kaizen Private Equity II Pte. Ltd. was represented by Samvad Partners

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