Udemy, Inc. · NASDAQ:UDMY
Udemy — Merger or Acquisition (December 2025)
16 slides from Udemy's merger presentation, Dec 17, 2025
Slide 1: Empowering the Global Workforce with Skills for the AI Era
Exhibit 99.2 + Empowering the Global Workforce with Skills for the AI Era December 17, 2025
Slide 2: Cautionary Note Regarding Forward-Looking Statements
Cautionary Note Regarding Forward-Looking Statements This communication relates to a proposed business combination transaction (t he “busin ess combination”) b etween Ud emy, Inc. (“ Udemy”) an d Coursera, Inc. (“Coursera”). This communication con tains forward-lookin g statements that in volve subs
Slide 3: No Offer or Solicitation
No Offer or Solicitation This communication is not int end ed to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securit ies, or a solicitation of any vot e or approval, nor shall there b e any sale of securities in any jurisdiction in which such o
Slide 4: Transaction overview
Transaction overview Transaction terms Each Udemy share will be exchanged for 0.800 Coursera shares Tax-free, stock-for-stock transaction Consideration Approximately 59% Coursera shareholders / 41% Udemy shareholders Pro-forma ownership Coursera, Inc. (NYSE: COUR) Company name Mountain View, Califor
Slide 5: Highly compelling strategic and financial rationale
Highly compelling strategic and financial rationale Greater value, impact, L e ading platform Accelerated AI-native Enhanced global reach Stronger long-term and choice capabilities innovation and market opportunities financial profile Combines complementary Brings together a Leverages shared product
Slide 6: Compatible segment strengths will deliver more value and greater impact
Compatible segment strengths will deliver more value and greater impact for learners, customers, expert instructors, and our business $488M $520M Strength and scale in Consumer Strength and scale in Enterprise Compatible + revenue segments $252M $276M Enterprise Consumer Managed marketplace Open mar
Slide 7: Comprehensive platform positioned to address global skilling and talent transformation opportunity
Comprehensive platform positioned to address fast-evolving global skilling and talent transformation opportunity Comprehensive product offerings to deliver Skills development & verification Verified skills Agile skills Expansive global reach to Learners & customers AI-Powered Platform capabilities 1
Slide 8: A leading skills development platform for upskilling and reskilling in an AI-driven world
A leading skills development platform for upskilling and reskilling in an AI-driven world Career advancement Verified skills mastery Workforce transformation Outcomes Upskill continuously as Earn job-relevant credentials from leading Reskill the workforce at scale AI reshapes tasks and job roles ins
Slide 9: Unlocks differentiated AI capabilities for learning at scale
Unlocks differentiated AI capabilities for learning at scale Immersive AI-native experiences Measurable skills progression AI-powered content creation Skills as a system-of-record + Learning in the flow of work Rapid product innovation 9 +
Slide 10: Complementary strengths will improve our ability to attract and retain learners
Complementary strengths will improve our ability to attract and retain consumer and enterprise learners worldwide 1 1 Segment Revenue Mix Geographical Revenue Mix Enterprise North 34% 39% 2 America United 51% 2 States Enterprise 65% Consumer Rest of 66% 61% world Rest of 49% world Consumer 35% 10 1.
Slide 11: Combination will unlock meaningful scale, synergies, and margin expansion
Combination will unlock meaningful scale, synergies, and margin expansion with strengthened financial profile 1 1 2 Combined LTM $115M Anticipated annual run-rate cost synergies within Consumer revenue $488 $276 $764 24 months of closing, primarily from optimized GTM motions and streamlined G&A expe
Slide 12: Highly compelling strategic and financial rationale
Highly compelling strategic and financial rationale Greater value, impact and choice Combines complementary Consumer and Enterprise segment strengths in skills, training, and career advancement to deliver great er value to millions of learners and thousands of enterprise, university, and government
Slide 13: Q&A
Q&A
Slide 14: Reconciliation of non-GAAP financial measures: Coursera
Reconciliation of non-GAAP financial measures Unaudited Coursera ($ in millions) 4Q24 1Q25 2Q25 3Q25 Gross profit $ 95.5 $ 97.9 $ 102.7 $ 106.0 Stock-based comp ensation expense 0.7 0.7 0.6 0.6 Amortization of stock-based comp ensation cap italized as internal-use software costs 1.3 1.5 1.4 1.4 Non-
Slide 15: Reconciliation of non-GAAP financial measures: Udemy
Reconciliation of non-GAAP financial measures Unaudited Udemy ($ in millions) 4Q24 1Q25 2Q25 3Q25 Gross profit $ 127.2 $ 129.4 $ 132.0 $ 128.9 Stoc k-based comp ensation expense 1.6 1.6 1.8 1.8 Non-GAAP gross p rofit $ 128.8 $ 131.0 $ 133.8 $ 130.7 Gross margin 64% 65% 66% 66% Non-GAAP gross margin
Slide 16: Coursera
coursera + G