Executives from Qoria (ASX:QOR) and US-based digital safety company Aura used an investor call to outline the strategic and financial case for their proposed merger, describing the transaction as a mission-aligned combination aimed at building a scaled “trust platform” for digital protection across home, school, and the workplace.
Transaction overview and timeline
Qoria Managing Director Tim Levy said the deal is structured as a reverse listing that will result in Aura becoming listed on the ASX under the ticker AXQ around the middle of June, subject to shareholder approval. Through a scheme of arrangement, Aura will acquire Qoria.
Levy also told investors Qoria plans a sequence of market engagements ahead of completion, including company days, presentations, and management meetings.
Scale, growth, and financial profile
Levy said the combined business had $316 million of ARR as of 31 December, with figures discussed largely in US dollars given Aura’s US base. He said the combined group grew close to 30% last year and is targeting growth “beyond 20%” for the current calendar year. Levy and the team also stated an expectation that the group will be profitable and free cash flow generating at the time of combination.
Ben Jenkins, who will be CFO of the combined group, said the company expects to close in a net cash position of roughly zero to $5 million of net debt, and that after the $75 million capital raise and transaction costs, closing cash should be around $65 million to $70 million. He highlighted three debt facilities across the two businesses, including Qoria’s Ashgrove facility, Aura’s undrawn $50 million facility with Banc of California, and a General Catalyst facility described as a working-capital support tool. Jenkins said the company would look to consolidate the facilities within roughly six months of closing.
Jenkins said the cash projections through calendar 2026 are to be cash flow positive, and that Aura’s cash flow profile is less seasonal than Qoria’s, which management expects will reduce overall seasonality as the businesses grow.
Aura CFO Brian DeCenzo said Aura ended 2025 with $216 million of ARR, representing 30% year-over-year growth and a 35% CAGR since 2021. DeCenzo said that as of December 31, 2025, Aura had over 1.1 million paying subscribers and 95% net dollar retention across its direct-to-consumer and employee benefits businesses. He added that the employee benefits segment—distributed through partners, predominantly employer benefits—includes an exclusive arrangement with MetLife, and that Aura had partnered with over 1,700 employers by year-end 2025.
How the businesses fit together
Levy and Aura executives emphasized that the two companies operate in adjacent areas with limited product overlap but important connection points, particularly around family and adolescent safety.
- Aura was described as a consumer security business with an integrated product suite spanning credit monitoring, identity theft protection, privacy and personal data removal, scam protection across channels, VPN, antivirus, and password management.
- Qoria contributes K-12 school safety and its family safety platform Qustodio, with Levy citing a footprint of 32,000 schools and 9 million parents on the Qustodio platform.
Levy said the combined company will have 1.6 million paid subscribers and generate about 85% of revenue in the United States, with revenue split roughly evenly between direct channels and enterprise or enterprise-like SaaS motions.
Aura’s product strategy and AI emphasis
Ravichandran said Aura was founded in 2017 and built an integrated family-centric platform intended to protect individuals across contexts—home, school, and work—rather than “vertically sliced” point solutions. He said Aura’s “Aura Parents” product applies a behavioral health approach for adolescents, using AI to identify patterns such as device use and potential risks including suicidality and self-harm indicators, with models trained by clinicians and supported by a team of six or seven clinicians.
Ravichandran also described Aura’s approach to scam protection, including technology that can answer incoming calls, assess potential scam intent, and route suspected scam calls for transcription, with AI agents operating in the background.
Management highlighted AI as a tailwind rather than a threat to the combined company. Tyle said Aura and Qoria view AI-driven threats as increasing demand for trusted digital safety providers, and argued that the combined business has invested heavily in AI capabilities. Levy said integrating Aura’s AI-first “anomaly detection” and intelligence capabilities into Qoria’s school monitoring platform is a key part of the industrial logic for the deal.
Go-to-market channels and rationale for the merger
Executives repeatedly pointed to differentiated distribution channels as a core advantage. DeCenzo detailed Aura’s direct-to-consumer internet marketing model and its employee benefits channel via MetLife, describing the benefits business as more enterprise-like with 109% net dollar retention. He said the channel has a predictable annual rhythm tied to enrollment cycles, with payments commencing in January.
Ravichandran also described “Aura for Business,” aimed at small businesses through managed service providers (MSPs), with a focus on protecting workplaces from compromised personal devices without employers deploying mobile device management software on employee phones.
In response to questions, Ravichandran said breaking into the US school market is difficult due to fragmentation and budget dynamics, and he characterized Qoria’s K-12 footprint as a meaningful moat. He said Aura had concluded it was “too late” to build a school channel organically and would need to acquire or partner to gain that position.
DeCenzo acknowledged Aura’s historical cash burn, saying the company invested heavily to reach scale and to build a world-class platform, with a stated goal of turning free cash flow positive from closing through the end of 2026. He said the company is now taking steps to reduce burn after surpassing a $200 million ARR threshold, while maintaining discipline around unit economics.
In closing remarks, Tyle said he had been pleased with management integration over the prior six months and described the merger process as smooth, citing mutual respect between teams. Qoria representatives said they expect continued investor engagement leading up to the proposed mid-June completion.
About Qoria (ASX:QOR)
Qoria Limited markets, distributes, and sells cyber safety products and services. It offers Family Zone platform that delivers cyber safety settings, advice, and support to parents and schools across various networks and devices to keep children safe at home and school, as well as permits telecommunication service providers and device manufacturers to embed cyber safety practices into their offerings. The company also provides classroom management solutions. It offers hot spotting, VPN, and mobile solutions for families and schools, IT companies, educators, residential managers, and pastoral care organizations.
