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Mar 27, 2019 · 22m · top-founders

1341 Reverse merger on australia stock exhange

Noah Abelson Gertler · 14m spoken Nathan Latka · 5m spoken
0:00 / 0:00

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In this episode, host Nathan Latka interviews ShareRoot founder Noah Abelson Gertler about navigating an unconventional reverse merger on the Australian Securities Exchange (ASX), managing a hybrid SaaS and agency revenue model, and executing a long-term growth strategy centered on consumer data privacy.

How this conversation actually went

Every chapter scored 0–10 on four independent dynamics. Hover any point for the reasoning behind the score. Nathan holds 28% of the talking time here. How this is scored →

Nathan as informed peer 6.3 Guest teaching 4.7 Guest disagreement 3.7 Nathan pushing back 6.0
05100:0010:0020:003:04–7:30 · Nathan as informed peer 4/10 Founding History and Reverse Merger on the ASX Nathan seeks to understand the unusual decision to take an early-stage startup public in Australia via a reverse merger. Noah educates Nathan on the mechanics of taking over dormant mining shells on the ASX and avoiding punitive VC liquidation preferences.7:30–16:52 · Nathan as informed peer 8/10 Financials, Acquisition, and Market Valuation Debate Nathan relentlessly drills down into the company's revenue composition, contrasting standard agency EBITDA multiples (1.5-2x) against SaaS ARR multiples and calling out a $7M valuation on $200k ARR as absurd. Noah defends the valuation by explaining Australian microcap 'blue sky' sentiment and retail market dynamics.16:52–20:30 · Nathan as informed peer 7/10 Founder Incentives and Long-Term Strategic Vision Nathan presses Noah on his personal economics and high opportunity cost, bluntly urging him to abandon the public shell and launch a true SaaS company to get rich. Noah stands firm on his dual-listing strategy and vision of merging agency services with privacy software.3:04–7:30 · Guest teaching 6/10 Founding History and Reverse Merger on the ASX Nathan seeks to understand the unusual decision to take an early-stage startup public in Australia via a reverse merger. Noah educates Nathan on the mechanics of taking over dormant mining shells on the ASX and avoiding punitive VC liquidation preferences.7:30–16:52 · Guest teaching 5/10 Financials, Acquisition, and Market Valuation Debate Nathan relentlessly drills down into the company's revenue composition, contrasting standard agency EBITDA multiples (1.5-2x) against SaaS ARR multiples and calling out a $7M valuation on $200k ARR as absurd. Noah defends the valuation by explaining Australian microcap 'blue sky' sentiment and retail market dynamics.16:52–20:30 · Guest teaching 3/10 Founder Incentives and Long-Term Strategic Vision Nathan presses Noah on his personal economics and high opportunity cost, bluntly urging him to abandon the public shell and launch a true SaaS company to get rich. Noah stands firm on his dual-listing strategy and vision of merging agency services with privacy software.3:04–7:30 · Guest disagreement 2/10 Founding History and Reverse Merger on the ASX Nathan seeks to understand the unusual decision to take an early-stage startup public in Australia via a reverse merger. Noah educates Nathan on the mechanics of taking over dormant mining shells on the ASX and avoiding punitive VC liquidation preferences.7:30–16:52 · Guest disagreement 5/10 Financials, Acquisition, and Market Valuation Debate Nathan relentlessly drills down into the company's revenue composition, contrasting standard agency EBITDA multiples (1.5-2x) against SaaS ARR multiples and calling out a $7M valuation on $200k ARR as absurd. Noah defends the valuation by explaining Australian microcap 'blue sky' sentiment and retail market dynamics.16:52–20:30 · Guest disagreement 4/10 Founder Incentives and Long-Term Strategic Vision Nathan presses Noah on his personal economics and high opportunity cost, bluntly urging him to abandon the public shell and launch a true SaaS company to get rich. Noah stands firm on his dual-listing strategy and vision of merging agency services with privacy software.3:04–7:30 · Nathan pushing back 3/10 Founding History and Reverse Merger on the ASX Nathan seeks to understand the unusual decision to take an early-stage startup public in Australia via a reverse merger. Noah educates Nathan on the mechanics of taking over dormant mining shells on the ASX and avoiding punitive VC liquidation preferences.7:30–16:52 · Nathan pushing back 8/10 Financials, Acquisition, and Market Valuation Debate Nathan relentlessly drills down into the company's revenue composition, contrasting standard agency EBITDA multiples (1.5-2x) against SaaS ARR multiples and calling out a $7M valuation on $200k ARR as absurd. Noah defends the valuation by explaining Australian microcap 'blue sky' sentiment and retail market dynamics.16:52–20:30 · Nathan pushing back 7/10 Founder Incentives and Long-Term Strategic Vision Nathan presses Noah on his personal economics and high opportunity cost, bluntly urging him to abandon the public shell and launch a true SaaS company to get rich. Noah stands firm on his dual-listing strategy and vision of merging agency services with privacy software.

speaking balance: gold is Nathan, purple is the guest (3 minute bins)

0:00 · Nathan 24.6% · guest 75.4%0:00 · Nathan 24.6% · guest 75.4%3:00 · Nathan 9.3% · guest 90.7%3:00 · Nathan 9.3% · guest 90.7%6:00 · Nathan 26.3% · guest 73.7%6:00 · Nathan 26.3% · guest 73.7%9:00 · Nathan 30.4% · guest 69.6%9:00 · Nathan 30.4% · guest 69.6%12:00 · Nathan 28.3% · guest 71.7%12:00 · Nathan 28.3% · guest 71.7%15:00 · Nathan 29.8% · guest 70.2%15:00 · Nathan 29.8% · guest 70.2%18:00 · Nathan 35.9% · guest 64.1%18:00 · Nathan 35.9% · guest 64.1%21:00 · Nathan 55.6% · guest 44.4%21:00 · Nathan 55.6% · guest 44.4%
Sharpest disagreement ▶ 19:01 Noah rejects host's framing and outlines 50M valuation path

Noah pushes back against Nathan's dismissive remarks about his appearance and story-selling, asserting that a 50M market cap and dual US listing are fully achievable.

 Hardest push from Nathan ▶ 15:41 Nathan challenges investor sanity on low SaaS revenue

Nathan refuses to accept Noah's narrative, bluntly arguing that anyone funding an entity with negligible recurring revenue at an agency multiple is an idiot.

 Biggest teaching moment ▶ 4:42 Noah educates Nathan on Australian shell companies

Noah provides an informative breakdown of how defunct Australian mining entities retain shell value to facilitate reverse listings for foreign tech firms.

 Nathan holds their own ▶ 9:33 Nathan dissects agency vs SaaS valuation multiples

Nathan displays sharp financial expertise by calculating the effective 35x SaaS multiple on 200k ARR and comparing it against standard agency EBITDA multiples.
the scores for every segment, with the reasoning behind each
ChapterTopicNathan as informed peerGuest teachingGuest disagreementNathan pushing backWhy
Founding History and Reverse Merger on the ASX 4623 Nathan seeks to understand the unusual decision to take an early-stage startup public in Australia via a reverse merger. Noah educates Nathan on the mechanics of taking over dormant mining shells on the ASX and avoiding punitive VC liquidation preferences.
Financials, Acquisition, and Market Valuation Debate 8558 Nathan relentlessly drills down into the company's revenue composition, contrasting standard agency EBITDA multiples (1.5-2x) against SaaS ARR multiples and calling out a $7M valuation on $200k ARR as absurd. Noah defends the valuation by explaining Australian microcap 'blue sky' sentiment and retail market dynamics.
Founder Incentives and Long-Term Strategic Vision 7347 Nathan presses Noah on his personal economics and high opportunity cost, bluntly urging him to abandon the public shell and launch a true SaaS company to get rich. Noah stands firm on his dual-listing strategy and vision of merging agency services with privacy software.

Statements from this episode (11)

Opinion
Latka: Blockchain is easiest way for users to own content
“I just think blockchain is going to be the easiest way to do that, right? With encrypted codes for each of this content you'd create.”
Nathan Latka Mar 27, 2019 ▶ 1:25
Disclosure
Gertler: ShareRoot is exploring crypto to incentivize data sharing
“Crypto as a related side of that industry is something that we're also looking at because consumers are going to need to be motivated and incentivized to share their data, right?”
Noah Abelson Gertler Mar 27, 2019 ▶ 2:19
Disclosure
Gertler: ShareRoot raised $10M total, including $600K before ASX listing
“We've raised about ten million to date, and we raised about 600,000 before going public on the Australian Stock Exchange.”
Noah Abelson Gertler Mar 27, 2019 ▶ 3:46
Opinion
Gertler: Reverse mergers are respected in Australia, but 'garbage' in US
“Even though we did a reverse merger, which is a respect thing out there. Whereas in the U S if you do a reverse merger, it's just garbage.”
Noah Abelson Gertler Mar 27, 2019 ▶ 4:34
Disclosure
Gertler: ShareRoot reverse-merged into Australian tin mining shell company Monto Minerals
“So we merged into drum roll. A company called Monto Minerals, which is in the tin mining space.”
Noah Abelson Gertler Mar 27, 2019 ▶ 5:26
Opinion
Gertler: VC liquidation preferences pushing founders to bottom of payout is 'ridiculous'
“As VCs invest, they get the next, they get the top priority of share class. And as you go down that ladder of Priority with VCs, you find that the founders are the second to the bottom, and the team members are at the bottom, and that's ridiculous to me.”
Noah Abelson Gertler Mar 27, 2019 ▶ 7:15
Assertion Contradicted
Gertler: ShareRoot closed ~$700K in quarterly revenue with ~$80K SaaS
“So we, in the previous quarter, we closed about, In US dollars, we closed about 700 K in revenue majority on agency side of the business, whereas SAS revenue was up at about 80 K on the quarter, something like that.”
Noah Abelson Gertler Mar 27, 2019 ▶ 7:42
Assertion Contradicted
Gertler: ShareRoot market cap is around $7M USD on ASX
“Our market cap right now is about seven million US.”
Noah Abelson Gertler Mar 27, 2019 ▶ 9:06
Assertion Contradicted
Gertler: ShareRoot slashed agency acquisition price to $130K after uncovering debt
“We paid about a 130 K U S with additional performance on top. It was supposed to be about 350 K, but there was some debt that was discovered over time.”
Noah Abelson Gertler Mar 27, 2019 ▶ 12:54
Assertion Supported
Gertler: ShareRoot IPO'd at $10.5M USD valuation on $700 MRR
“We went public in the early days of January of 2016, so two and a half years ago. What was our MRR at the time? MRR was at about 700 dollars when we went public. Market cap at the time was thirteen million Australian. Let's just, for simplicity purposes, call …”
Noah Abelson Gertler Mar 27, 2019 ▶ 15:12
Assertion Not checkable as stated
Gertler: No successful public company bridges marketing services and tech
“If you look around at the public markets, there isn't a successful company that bridges a marketing company, both services and tech.”
Noah Abelson Gertler Mar 27, 2019 ▶ 19:38
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