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How Learneo Leveraged M&A to Build a $3.6B EdTech Empire

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The bottom line

Learnio grew by going deep on one narrow problem first, then buying focused brands so each team can stay specific while the group scales. That lets every product keep its craft and still reach a $3.6 billion company.

Key takeaways

  • Starting tiny and specific gave Course Hero a product nobody else had. 5:15
    • It began at Cornell alone, with course-specific content, unlike a general Wikipedia-style page on a topic.
    • Andrew Grauer calls this an "unscalable solution" that only works if you trust that repeating it at more schools will add up.
  • A loop of contributions, traffic and subscriptions made the platform more valuable with every new user. 14:44
    • Students either upload their own materials for free access or pay a Netflix-like subscription.
    • Around 2010 the loop closed, with about 1 million sessions a month, over $1 million in ARR and the first cash-flow-positive stretch.
  • Small focused startups could go deeper than a large platform, so Learnio buys them and lets them stay specific. 28:17
    • Symbolab's two-week sprints went into single calculators, a level of detail Course Hero could not prioritize.
    • Buying brands in math, literature and writing (Symbolab 2020, QuillBot 2021, then Scribbr and LanguageTool) let each go deep without expanding to be generic.
  • QuillBot shows the model works. 38:24
    • ARR grew from about $4 million in 2021 to over $60 million, and monthly users from a few million to over 30 million.
    • Almost nobody searched for paraphrasing tools before QuillBot, and TikTok word of mouth created the market.
  • ChatGPT forced a rethink, and QuillBot is now moving from text into visual and voice creation. 44:35
    • The 2020 to 2022 thesis was about aggregating durable, content-oriented consumer brands, and it changed after ChatGPT launched in December 2022.
    • QuillBot has been mostly text-to-text, and the goal is to help people create images, charts and video alongside their writing.

The idea was work together, acquire, aggregate companies and allow those companies to continue to really focus on going deep and building amazing quality product for a specific audience and not feel like they have to go aggressively expand to be generic.

Andrew Grauer, CEO of Learnio

Chapter summaries

0:00 Introduction

Learneo is a parent company built by Course Hero's cofounder to grow a family of learning and productivity brands.

  • Learneo now owns a group of study and writing brands. 1:18
    • Andrew Grauer cofounded Course Hero in 2006 as a Cornell sophomore and now runs Learneo.
    • The group includes QuillBot, CliffsNotes, LitCharts, LanguageTool, Scribbr and Symbolab.
    • Topics ahead: Course Hero's cost-efficient growth, the restructuring under Learneo, and QuillBot's push into multimodal AI.
    • QuillBot is Andrew's biggest focus lately.

2:07 Why Andrew started Course Hero as a sophomore in college

Course Hero began as a small first step on a problem almost every student shares.

  • Starting is a run of small daily decisions, not a grand plan. 2:28
    • A guest speaker in a Cornell entrepreneurship lecture series said a big, complex business began as small actions repeated for years.
    • His advice was the Nike line: just do it.
    • Andrew chose a problem that was underserved, with no real market yet, and nearly universal.
    • That problem was helping stressed, pressured, anxious students study.

4:51 What differentiated Course Hero early on

A narrow wedge builds credibility, but it only pays off when a second act is possible.

  • A tiny first market made founders and investors doubt the size of the prize. 6:25
    • Andrew had to ask whether the idea was way too small.
    • Investors questioned how big it could be, and nobody yet knew a niche could lead into other things.
    • The context was 2006, when Facebook was just emerging and Airbnb was founded around 2007.
    • Phil ties this to Paul Graham's "dig deep wells": be the best at one small problem, then earn the right to go broad.
  • A narrow first act works best when a second act can follow. 7:17
    • Phil looked for this in venture capital: a small start that could still become a billion-dollar company.
    • Learneo's latest private valuation is $3.6 billion, almost two decades in.

7:55 Cultural principles that have defined Course Hero and Learneo

Determined, high-agency teams building loved products are the thread from Course Hero to Learneo.

  • Mindset and craft carry across every brand. 8:10
    • Andrew names determination and agency, and likes teammates who share them.
    • The brands are product-led, mostly consumer or "prosumer", with a SaaS model.
    • He wants to be a craftsman, not just a low-cost provider.
    • Quality is a differentiator before a brand scales.
  • A platform of brands lets each team go deep without fear of missing out. 10:04
    • The brands share an overlapping audience.
    • Phil notes a QuillBot manager gets Learneo's resources without tracking the other companies.
    • Few B2C companies get big enough to run several companies under one umbrella. Alphabet is one example.

11:47 The organic loops that drove Course Hero's growth

Cheap channels and early testing sped up a contribution loop that grew value with each user.

  • Low-cost organic channels accelerated the loop. 12:57
    • Course Hero used local campus marketing and search engine optimization.
    • It added A/B and multivariate testing when that was still unusual.
    • Google Website Optimizer was just coming out, and few expected everyone to test.
    • Almost nobody sold digital subscriptions in the US then. Mostly there was e-commerce.
  • Each contribution made the product better for the next user. 13:59
    • Andrew compares it to Airbnb: the marketplace gained value with every new contribution.
    • User number 1,000 got more value than user one, with no extra product work.
    • Phil says the two organic engines, word of mouth and SEO, fed each other, so 1 plus 1 equals 3.
    • Quizlet grew in a very similar way.

16:35 How Course Hero found product/market fit

Product/market fit arrived as a gradual convergence of signals, not a single moment.

  • No one moment announced product/market fit. 16:49
    • Grauer jokes that a sign saying "you've unlocked product market fit" would have been "incredibly gamelike."
    • If forced to pick, he points to the first half of 2010, when traffic, revenue and contributions fed each other.
    • Traffic, revenue and the content loop all arrived together, and that combination "felt something like product market fit."
    • A $1 million run rate is the usual venture marker for raising a Series A, which fits the timing.

18:53 The importance of building a product that students loved

Building for themselves gave the founders a fast quality test, and going deep on single questions was the way to scale it.

  • Being students gave the team empathy that research could not. 19:06
    • Studying was effectively their full-time job, so building something that would be valuable to us was a built-in test.
    • It never felt good enough, so they iterated hard on quality problems that bugged them.
    • The unit of the business became the question, answer and explanation, tied to specific problem sets, courses and schools.
    • The dream was a complete map of great answers for every assessment in a course, major and department.
  • Course Hero borrowed from marketplaces that go deep in one place while staying open everywhere. 21:51
    • The models were Airbnb, Glassdoor, Shutterstock and YouTube.
    • One school or one subscriber is worth little, so depth had to be balanced against a larger market.
    • Airbnb built strong listings in LA, San Francisco, Denver and New York, yet let anyone list a place with a Google Maps address.
    • The team compounded quality at the question-answer-explanation level, not at the level of broad topics.

24:13 The decision to form Learneo and grow through M&A

Learneo came from seeing that deep, narrow products win users and that aggregation could keep them narrow.

  • Between 2015 and 2019, many learning startups reached scale by owning one subject. 25:03
    • In the early 2010s there were few education startups, but more then reached product/market fit in math, reading, writing, science and medicine.
    • Course Hero went wide across disciplines while these teams went vertical and overlapped it.
    • A broad player like Quizlet would struggle to justify that level of detail on its roadmap.
    • Grauer saw teams building amazing products by going deep, and wondered what happens at the limit.
  • Aggregating brands lets each team stay specific. 27:38
    • Course Hero already studied how marketplaces grow and how aggregation theory works.
    • Users often have their blinders on and want one brand for one use case.
    • The idea was to acquire, aggregate companies without forcing them to aggressively expand to be generic.
    • The team started acting on it in early 2019 and formed the parent company, Learneo, in 2022.

30:54 Why most acquisitions fail and how Learneo overcame this

Acquisitions work when they are run like product development, with people who learn and adapt.

  • M&A works like product development: form a hypothesis, act, ship, learn. 31:11
    • Some bets are riskier with asymmetric upside. Others are singles and doubles that make the group stronger.
    • People matter most, so authentic relationships with founders are critical.
    • QuillBot first looked like a writing niche for students already on Course Hero, Symbolab and LitCharts.
    • Building together showed that writing matters to professionals too, not only students.
    • It passes the "toothbrush test": a pain that comes up often and lasts through life.
    • After AI changed the field, the rule became to go where focus can win 100x or 1000x, like a VC. Then build on what works or cut losses and double down.

36:14 Why Learneo decided to acquire QuillBot

QuillBot was a young team with real technical innovation and a product people already loved.

  • A self-taught team had built a paraphraser with clear product/market fit by 2021. 36:37
    • The founders came out of the University of Illinois Urbana-Champaign.
    • They started around 2017, when the "Attention Is All You Need" paper came out, and taught themselves transformer models.
    • By the second half of 2021 the paraphraser and a couple of other tools had strong fit.
    • They learned partly from Stanford YouTube videos and felt imposter syndrome along the way.
    • Anyone could use the tools with no sign-in.
    • Grammarly was the model: deeper grammar, spelling and editing could make it very large.

39:19 QuillBot’s growth strategy and key growth loops

QuillBot grew from product-led word of mouth, and marketing channels were added afterward.

  • Technical innovation came first, and the growth strategy followed from it. 39:49
    • The growth was not reverse-engineered. The team saw an innovation, bet on it, built it and went to market.
    • A full-stack approach came later: SEO, virality, influencers and paid marketing.
    • These channels were layered on top of the core.
    • Rachel Hepworth, ex-CMO of Notion, described a similar pattern at Notion.
    • Notion's evangelists made templates and explained a novel product, first at launch and again with Notion AI.
    • Once such a flywheel starts in a new category, it speeds up fast.

42:46 Andrew’s vision for QuillBot’s future

A finished writing suite on every platform is the base for the next 6 to 12 months of change.

  • QuillBot has completed its writing suite and now builds on it. 43:13
    • The suite covers grammar, paraphrasing, spellchecking, proofreading, AI detection and AI humanization.
    • In a few years it went from zero apps and extensions to an assistant across browsers, desktop and mobile.
    • Generative and multimodal advances in 2023 to 2025 opened up what to build next.
    • Font and bullet recommendations sit at the plain-text end of a long spectrum.
    • Thinking, writing and communicating are related, and each is driven by wanting to create something.
    • The mission is an explosion in the number of things QuillBot can help people create.

46:53 Lightning round

Good teams, determination, portfolio bets and a deliberate focus on growth hold up a company over many years.

  • The best part of the work is the teammates. 47:10
    • Their energy lets the company build, ship and go to market from zero to one faster than ever.
    • The downside is distance. The team is remote across the US, India and Europe, so there is little time in person.
    • Starting Course Hero at Cornell felt like an unlock, an entrepreneurial inner voice. It was also a nightmare for his schoolwork.
  • Determination is the value that lasts. 49:51
    • Grauer describes it as being a persistent and optimistic problem solver.
    • The most important thing he can do is role model it in his own thinking and actions.
    • He loves working with people like that.
  • Acquisitions with asymmetric upside are worth doubling down on. 50:32
    • In Bezos's baseball image, a home run caps at four runs, but on the internet a bet can return 100x or 1000x.
    • Get clear on what the upside looks like, then make the bet.
    • Set up several bets, so the company does not depend on one bet that has to work.
  • AI could let learning follow interest instead of credentials. 52:21
    • Accessible Socratic tutoring and simulation learning let people learn visually and through experience.
    • With less need to optimize for certification, people can go deeper where they have passion. He sees this over 10 to 15 years, maybe starting in 3 to 5.
    • He prefers learning by doing over reading, listening, watching and then quizzing.
  • A startup must design everything for growth. 54:14
    • Build something you care about and people love, and tie each month's, quarter's and year's work to growth.
    • Growth is not sexy or natural to think about, and it atrophies if ignored.
    • He treats it like a workout: a muscle to build, even for features users love.

In the growth library

Andrew Grauer (hosted by Phil Carter), CEO of Learneo and cofounder of Course Hero. Course Hero grew through a contribute-or-subscribe content loop built school by school, then Learneo aggregated focused edtech brands like QuillBot, Symbolab and CliffsNotes instead of forcing one product to go generic. QuillBot grew from about $4 million ARR in 2021 to over $60 million ARR and over 30 million monthly active users.

Lessons that draw on this:

More from Subversive · The whole library, and ask it anything

Transcript1334 lines
Introduction 0:00
0:00

We did take the approach of going school by school. So just starting literally with Cornell, making sure that we actually were able to get something that was school specific, course specific, that specificity was so critical. But we had this complete basic loop that then could be optimized upon which was content contributions lead to distribution. some number of people that would be then coming to the website would then either subscribe by paying and that would generate revenue and some percentage of people would contribute making the platform more valuable. So the idea was work together, acquire, aggregate companies and allow those companies to continue to really focus on going deep and building amazing quality product for a specific audience and not feel like they have to go aggressively expand to be generic. Because actually the way we could do that is by aggregating additional brands and

0:58

products. Welcome to Subversive, a podcast dedicated to sharing stories from the best consumer subscription apps in the world. We'll bring you lessons for how to grow your consumer subscription business, including insights and inflection points that led to exponential growth from leaders at category defining companies and innovative startups. Let's get into the show. My guest today is Andrew Grower, who co-founded Course Hero in 2006 as a sophomore at Cornell University and who is now CEO of Course Hero's parent company called Learnio. In this episode, I talked to Andrew about the keys to Course Hero's costefficient growth. About how restructuring Course Hero under Lertio and acquiring additional learning and productivity businesses like Quillbot, Cliffnotes, Lit Charts, Language tools, Scriber, and Symbolab has helped to accelerate the company's expansion. And about his recent focus transforming Quillbot into

1:48

a multimodal generative AI platform for students and professionals. All right, welcome Andrew to the Subversive podcast. I'm really excited to have you on today to talk about Learnio and before that Course Hero and now the multiple portfolio of companies that sit under Learnio and including Quillbot which I know is is your biggest focus of late. Um but let's just start with a

Why Andrew started Course Hero as a sophomore in college 2:07
2:08

little bit on your background and what inspired you to start Course Hero back in 2006 when I think you were a sophomore in college. >> Yeah, thanks for having me Phil. This will be a fun conversation to have. Yeah, I feel like back then my my my inner entrepreneurial voice was was was reaching out to me and calling say you've got to do something. And uh I actually like still remember um I attended this entrepreneurship lecture series class uh and there was this this this successful entrepreneur who came and spoke and he said the business now might look like big and complex but it was so nice that he simplified it and said you know when we started it was literally so simple and it was just a of a bunch of small decisions and actions every day, every week, every month for a long time that led to that complexity and compounding growth. And to be able to hear that and him just say uh I think he was just

3:13

channeling his best Nike. He was like uh uh best Nike slogan applied to uh entrepreneurship. He just said just do it and um get started, get going, don't stop. And I I think for me like I I still remember that um as I was getting started and you know lucky enough uh you know having very little experience and in getting started that the idea that ultimately I acted on ended up being something where it was a really underserved problem.

3:48

>> Uh there wasn't really a a real market uh for it. uh and and it ended up being a relatively universal problem. You know, in the case of course here, as you know, is like helping overly stressed, pressurized, anxious students study. And that's that's how I'm currently uh thinking about back 19 years ago. >> Yeah. Well, I mean, I think we're about the same age and I was in college from 2005 to 2008. And so you would have been incubating this at Cornell right around the time I was stressing out at Williams uh doing economics problem sets or whatever the case might have been. And so I'm glad you built it. Um, for all the other students out there who are making their way through uh, high school and college right now, uh, one of the things you said there that really resonates with me is consumer products in particular almost by definition have to be simple when they get started because you don't yet have enough of a

4:37

brand or a reputation to get more than a minute or two of somebody's time and which means the product needs to speak for itself and it needs to be very intuitive to the user why they should spend their their time and eventually their money uh, on it. So what was that

What differentiated Course Hero early on 4:51
4:51

for Core Hero in the early days? like what was the kernel of course hero's offering that was so unique back in 2006 2007 that got you that first set of early adopters and got the flywheel going >> I mean we had to start super small you know 2006 this is like when um the Facebook uh was coming out um Airbnb I think was founded around 2007 and we did take the approach of going school by school so just starting literally with Cornell um in in and making sure that we actually were able to get something that was school specific course specific that was so different than something that would be a general Wikipedia like page um to help me on a particular topic that specificity was so critical but we wouldn't be able to have that for you know hundreds or thousands of colleges or high schools in the US or let alone globally so you know being willing to start super small and make sure that we could have something that was useful and

5:58

specific um for a very small audience. That was a necessary I think like unscalable solution and you'd have to use the power of induction in your brain to be like okay if we did this over and over and over at more courses and more departments and more schools at different levels and different geographies eventually that could come. But you you you we would not have something that was like differentiated if we started out by saying we need something for everybody everywhere.

6:23

>> Totally. Yeah. It goes back to the whole Paul Graham, you know, dig deep wells, right? Focus in a very narrow area where you can be truly the best in the world at one very small narrowly defined problem and then you earn the right over time to go broad. But in the early days, you don't have the resources or the credibility to be able to do that. Maybe that's like more well known now like to have the wedge and do that and then be able to expand from there or you know back in the day that definitely was not known well. So there was even for us the psychology of like hey is this just way too small and and overinking and even investors thinking like how how big is Clash notes uh and and that just seems small uh and and not knowing that you could use that to go into other things. Um, that was definitely something that you had to process when you were thinking versus doing.

7:15

>> Yeah. Yeah. I love that. Well, and I spent a few years in venture capital and what I would always look for was or what I was trained to look for was companies that can have a second act. You actually want the first act to be small and narrow and targeted where they can be the best of the best at one very specific thing. But then there should be an act two if you ultimately want it to be a billion dollar plus company, which Learnio now is. 20 years later, I think your latest private market valuation had you at $3.6 billion. It's been almost two decades and at this point, Lernio is a parent company that owns multiple portfolio companies including Cliffnotes and Quillbot in addition to Course Hero.

7:51

So I guess one question I wanted to ask before we jump into the core of the discussion today is you know what is the

Cultural principles that have defined Course Hero and Learneo 7:55
7:55

through line that you see or the through lines in terms of the culture or the principles that made course hero successful that now almost 20 years later you are trying to breathe into learn and into your work at Quobon. I mean there's different ways to to tackle this question but I think you know first principally you know when you think about building for a decade or multiple decades I think even mindset is still incredibly important. So I I think determination I believe agency I think these are principles that really resonate with me >> um deeply and I mean just connecting to what we were saying like just do it and just keep going and do it with the best of intentions, the best of effort regardless of of outcome. And I I I love building with determined high agency aligned teammates. Um and I I think that translates then into specifically clearly there's a through line of um productled growth. These are largely uh

8:56

first consumer proumer um brands products applications. The business model tends to be SAS. Um you got to build a product that people love. you know, just figuring out like actually what do people want? Uh like who are we building for? Understanding that um what do they really demand? Um and I think building product um that is highly accessible um and at the same time not just an affordability approach, a lowcost provider approach, but having this belief of like I'm going to be a craftsman >> uh and I'm going to care about building this quality. I I think that starting from these brands like if you do that it just like is is a differentiation it like is is is almost like a critical importance to building an iconic brand um and uh before you scale up. Um I think seeing these sort of qualities um across different brands is super important. I think when we were moving to kind of this this platform of of of

10:07

brands, I think there's an overlap in audience um that we really looked at, but we believed that you could go deeper if you had amazing teams focusing on your bi-weekly sprints on something very specific for a very clustered set of needs. But then as a group, as a full company, you don't have that FOMO of, oh shoot, I'm missing out on the bigger opportunity. >> Yeah, I think that was like a really key insight into the hypothesis. I love how you said that and there aren't many companies that get large enough, especially in B TOC versus B2B, to earn the right to create a platform and to have multiple companies under an umbrella. Uh obviously Alphabet is one good example and there are others but it does feel like that's what Learnio is now trying to do in the edte space and one of the nice things about that organizational structure is you get the benefit of scale and in certain cases shared resources but then to use your

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words if I'm a product manager or a marketer or a GM at Quillbot I get the advantage of all of the resources that come with being part of Learnio but then I don't have to worry about all of the other companies and what they're doing. I can stay very narrowly focused on my product, my target customer, and my use case. And I do think that's really powerful. So, in that spirit, let's let's go back in time and start with Course Hero because that was the beginning of all of this. And you wouldn't be learning today without the initial success that Course Hero had.

11:40

And so, looking all the way back to those early days of course hero, let's call it 2006 to maybe 2016, the first decade of the company's growth. What

The organic loops that drove Course Hero’s growth 11:47
11:47

were the growth loops and particularly the organic growth loops that really fueled that company's expansion? >> The growth loops probably came together um largely by sometime in like 2010 uh and it was a combination of eventually figuring out uh this this we were early in the subscription economy. uh there really like was only like e-commerce uh at that time. Very few people were actually doing um subscriptions uh to digital goods uh in the US in particular and coming up with a model first and foremost where you could either contribute your own resources and get access to the platform uh for free or you could pay the Netflix like subscription fee. Mhm.

12:41

>> This was a critical component of of the entire company's growth loop. Uh and we accelerated it with an organic lowcost model of going to market with local campus marketing, search engine optimization and accelerators like this. Um we accelerated it further with um a bunch of um AB testing, multivariat testing that was also really early. This is like when Google website optimizer was just coming out. Um and it was not clear that everybody was going to be doing this sort of testing. It was not normal. Um, and I I think those were some of the main components that ultimately led to something that could compound and have a network effect because we we'd have um and and you probably know this really well from your experience at Quizlet, uh, doing something quite similar in the consumer studying and learning space. Um but we'd have people students people studying coming in contributing resources

13:50

assuming people are contributing helpful resources to a specific course at a specific school and a specific geography. It was kind of growing like Airbnb um where the platform itself the marketplace itself became more valuable every time there were x new contributions. So if if I contributed resources, you contributed your resources, uh uh 998 more people contributed their resources, there's that like n plus 1,000 contributions. Um for that, one user who comes in the platform without any additional product development was more valuable to that person than to uh user number one. Um and so therefore we had this complete basic loop that then could be optimized upon uh which was content contributions lead to distribution some number of people that would be uh then coming to the website uh would then either uh subscribe by paying and that would generate revenue and some percentage of people would contribute making the

15:04

platform more valuable and then rinse repeat and and compound and grow over time. You know, when you step back and you let your brain process that, it's like it's a beautiful moment to think about in in the days and weeks and months and years. It never feels that simple and it's much messier uh than it, but conceptually we always reminded ourselves about that. Yeah, that's a great way of saying it. And I mean it one of the privileges I get as a podcast host talking to people like you who've built these companies is you get the benefit of looking back and seeing it through a lens that is much simpler than it was when you were living and breathing it in the moment. But looking back and you're right that we did experience this very similarly at Quizlet that the two companies and the two business models and growth strategies are quite similar. When you when you really boil it down, there are

15:50

fundamentally two ways that most tech companies grow organically if they're going to rely on organic growth outside of sales or paid marketing. And those are word of mouth or SEO. And in the case of course hero, you had both. And it was sort of 1 plus 1 equals 3 because as more and more people used the product and contributed to it by uploading their course notes or other academic materials to use your words the value of the product became exponentially more valuable to the next incre the next marginal user. And for that reason that next marginal user was then more likely to share it with their classmates or their their friends or their family members. And so the two loops start to feed off of each other and compound on one another. And that's really powerful.

16:32

and Quizlet had a very similar story.

How Course Hero found product/market fit 16:35
16:35

Um, what was the moment early on at Course Hero when you knew you had product market fit? Like what did that look like? And was there a particular feature or was it a tipping point that was driven by a certain amount of content on the platform? And how did you know once you'd hit that point? >> There was never a moment where you know somebody put put up the sign and said, "Uhhuh." Yeah, congratulations, you've unlocked product market fit. Uh, I I wish there was that would have been like incredibly gamelike. Uh and uh yeah, that would have been amazing. But yeah, no, that that didn't happen. Um I I feel like if I was forced to answer that question, I I I do think, you know, in the first half of 2010, the period I just described where we completed kind of the full basic content drives traffic drives revenue drives more content contributions loop. I think that was a meaningful moment. I we had achieved for the first time around a

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million sessions that we were serving per month. We were achieving over a million dollar ARR uh sales run rate. Um we had become cash flow positive for the first time. Uh I I think those things coming together felt something like product market fit. That makes sense. So sort of this confluence of a critical mass of content on the platform, a critical mass of user activity, and then the sort of $1 million AR is often held up as like the first of many revenue milestones. It's what VCs like to say is like, okay, 1 million AR, that's the point you can go race your series A around. And so that confluence of events all happened around 2010 for course hero. And so nobody put up the product market fit sign, but you kind of knew you were on to something. I guess last question before we move on to the transition to learno many years later which is where I want to take the conversation next is just obviously both

18:39

word of mouth and userenerated content are a function of people really loving a product and finding it to be unique and differentiated from anything else out there that they could find. And so why

The importance of building a product that students loved 18:53
18:53

was it so important to start with building a product that students really loved and and what were some of the ways that you and that early team tried to really make sure you were always making that your highest priority? >> It was powerful that we could do this through empathy that we were sealing being students as effectively our full-time job. Uh, and so you wouldn't have to just abstractly process user research to understand what's really going on. Um, I think therefore building something that would be valuable to us or that we would have found valuable was a really nice litmitness test. And then it pushed us to just iterate intensely to improve because it never felt good enough.

19:49

And you know there was always product quality problems that bugged us. Uh and I think the only most effective way to break the problem down was to the unit level. And I think really focusing on individual schools and even subject areas to see if we could get density of helpful practice problems, answers, and explanations. We ultimately realized the unit of the business um was questions, answers, and explanations. And that's an amazing thing to kind of think about about like by the way all these answer engines today in AI of just how we just like fed super intelligence and I love the contribution that we effectively make to that as it's it's it feeding that intelligence but that was the the the unit was am I going to get like an amazing answer and explanation to a question and you were saying you know your problem sets that you were working on around that time for these questions and you know every assessment

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uh of all of the assessments within a given course within a given major, minor, department, school like completing that map on the supply side was like kind of the aspirational dream. Like what would it look like if I had this string of amazing answers and explanations to all of these relevant questions in the right order in the right graph um that could be called and over time think about it in different even formats um to help me consume and download and and and grock a lot of the like philosophy that we would think about um and we try to grow and then we we tried to look at different analogies out there that were working and and and it wasn't in education. It was in other markets, you know, it it was the likes of of an Airbnb, of a glass door, of a shutter stock, um these sort of UGC models of a YouTube where, let's use Airbnb as an example, you know, how do they go deep into LA, San Francisco, Denver, New York, and

22:19

build a great set of listings there, but then also facilitate people being able to uh put a place up for rent with um an address that's recognizable by the Google Maps API anywhere in the world um and starting to see other places. I think there was this tension between how do you facilitate that sort of growth because when you're working so deeply on say like a given school which is in itself not very valuable uh and and and and one subscriber and one class and one school is just in aggregate not even that valuable.

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There's this tension between horizontal growth, increasing TAM, facilitating and thinking about how to go after that while obsessing about setting up the quality on which you're compounding to be like as good as you can make it um and seeding it as good as you can make it. Um and that largely we were doing that as much as possible down at the QAE level. the the question, the answer, the explanation bubble. Um, and and tied not just to broad topics, but to specific problem sets and courses in schools.

23:41

Yeah, that last point you made resonates with me so much, which is as a company gets larger, the tension between making the topline numbers continue to grow as fast as possible, but then the necessary amount of focus and attention to detail to continue to delight your customers in very specific areas that ultimately fuel that topline growth. That tension just gets more and more acute. And I think this will be really relevant when we come back to Quillbot towards the end of the episode today. In the meantime, let's let's transition to

The decision to form Learneo and grow through M&A 24:13
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Learnio. So, we're now 15 years later, right? It's around 2020 and Course Hero, I imagine in part because of the pandemic and all of the remote learning opportunities that that created in edtech. Course hero goes on this acquisition spree and you acquire symbol lab, lit charts, cliffnotes, quillbot, scriber, language tool over all over the course of a few years is my understanding and then ultimately that leads to this decision in 2022 to create this parent company called Learnio.

24:46

Let's just start with what was the rationale behind those acquisitions as the CEO of the company? How are you and your board thinking about this growth through M&A strategy and and what what made that the right moment in time to go acquire some of these other companies? We'd have to rewind to the de developing and growing sort of pattern recognition that we started to have um and conviction we started to have on an opportunity between I'd say 2015 to 16 to 17 to 18 to 19 that Cors Hero was growing itself as a as a brand and a business to a to a significant scale. Uh and in the early 2010s and obviously before that there just weren't that many learning, studying, education related businesses or startups. Um but what started to happen is there started to proliferate more that were getting to product market fit, getting to a meaningful scale. Um and it was really great uh for the web.

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It also led to like people focusing on certain areas, math, reading, writing, economics, um science, uh um medicine, uh trades, all these sorts of areas. And that was that was one insight that we started to have. Um and the other thing is is that they were overlapping as we were more horizontal across disciplines. Uh people were focusing uh more vertically and going deeper like their bi-weekly sprints would be uh uh at a symbol lab adding a new calculator within uh for let's say uh differentiations or for integrals. Mhm.

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>> Uh and uh adding the calculator and improving the calculator >> like the level of specificity of doing that. I don't know if you could ever imagine a Quizlet doing that, right? Like when you're so broad. Um but in the opportunity cost of time um and allocation on a road map and a team really hard to go that specific >> and so that was the other insight that was starting to happen was oh wow people are starting to build amazing products because they're going so deep and going such into the details with these founding teams and amazing builders >> and wow what happens when you take that to the limit um when we're for us like that's too specific uh um to be able to prioritize And so you started to like flip the problem um and and and turn the this into an opportunity that um like Corsier had we thought a lot about how do marketplaces grow um how does aggregation theory work um and we were

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doing it you know um around um a certain taxonomy. Another taxonomy would be like how do you aggregate around a subject level and at a company level and again allow these teams and companies continue to be specific because it seemed like at the time so many people and students and people in general on the web actually really have their blinders on and and really want help from a particular brand on going somewhere for a specific use case and just there. And so the idea was work together um acquire, aggregate companies and allow those companies to continue to really focus on going deep and building amazing um quality product for a specific audience and not feel like they have to go aggressively expand um to be generic >> because actually the way we could do that is by aggregating additional brands and products. And so we started acting on that >> in early 2019. Made the first acquisition into math as a category with

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symbol lab in um 2020. Um went into deeper into literature um with lit charts and cliff's notes um and then went into writing um in in in 2021 with um Quillbot uh and and and and going deeper into writing with Scriber and language tool. Um, and maybe I'll pause there. Uh, uh, in terms of maybe that completes why did we think we should have conviction to go do that at the time. Yeah, I love that. There was so much good stuff in there. And I guess one thing that stands out to me is I don't know if this resonates, but what comes to my mind is this idea of a fractal pattern. Like you talked early on about how at the nucleus of course hero, you had an authenticity around being a student who wanted to build products for other students. You had a determination to overcome adversity and overcome obstacles and you had a solid reliable business model in SAS that were the core ingredients that led to the

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success of Corsera. But then at some point after 101 15 years you've created all this content and you have this massive taxonomy of content that could be valuable to students studying different subjects. But when you really want to get down into the complexities of how to help a math PhD solve a really complex problem or how to help a high school student write much better. It needs to go beyond just uploading course notes and academic materials. requires more specialized tools and course hero as a large organization wasn't necessarily the most efficient entity to do that. And so you acquire these smaller companies with brands that are attached to those problem spaces, but like a fractal sort of fans out from the core. You have these core principles that can then be injected into these portfolio companies you acquire. And that brings me to this next question, which is most M&A is really common in tech. You

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hear about acquisitions and aqua hires all the time, but a large percentage of

Why most acquisitions fail and how Learneo overcame this 30:54
30:55

acquisitions fail for a whole host of reasons. And so I'm curious why you think that is and how Learnio has managed to largely overcome that with a pretty successful track record of acquiring and integrating these other companies and brands into its portfolio. >> I I I think we all maybe learn from our own experiences um and therefore build our our own analogies that fit for us. Um but let's say for M&A it is in a sense like product development um where you've got hypotheses you you you think about them you decide you act on them you ship and then you learn um and you you can take um different riskier bets that might have more asymmetric upside to them. You might have ones that are more like singles and doubles where you want to, you know, do um higher probability wins that that work and just make you stronger. Ultimately in M&A for this thesis and for product development like the most important thing that I can

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say is that the people matter. Um, and I think identifying and building authentic relationships with um, people, founders, builders is just so critical because you do need to learn and understand and then adapt. There's been so much change in the last 3 years uh, in the world of the internet. Uh and I think you know when we were for example making the schoolbot acquisition in 2021 we thought about that as writing and we thought about it as it's a very important use case to so many students already on course hero on symbol lab on lit charts and that's a really important niche uh that is building out the platform and it's a really important job to be done. There's a lot of innovation here. Um, and this this seems quite natural.

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Um, but it wasn't until we were really building together and understanding the problem deeper um that actually rating um is huge. Um it it's not just for students, it's for professionals, it's for us here today. >> It's it's not for just learning, it's for my productivity, it's for communicating. And so therefore, like when you like go back to this kind of toothbrush test, it's something that's like more frequently occurring uh painful throughout my life >> uh not for a period of time. and like wow actually um this is something that is a massive opportunity um in of itself and so it it it we had to rethink as AI it becomes an incredibly worldchanging technology and driving force in a short amount of time driving like so much change opportunity and disruption ambiguity um to then understand um where is growth um and we we we changed we say oh you you if you can see an opportunity where you can focus and you

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could see asymmetric upside go there if there's success and you can see that there could be more success and maybe it's a little bit like uh being a VC type of investor if you have that opportunity to play out something that can be in the internet like 100x or a thousandx win do that where we were naturally actually very much centered on aggregating durable consumer brands >> I'm very content oriented as the thesis from like 2020 through 2022 and then chatt launched in December 2022 >> and around that time you're really thinking about actually what's going to be a future forward model.

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>> Yeah. >> And I say like how do you leverage what is working but then really thinking through honestly what is different and processing and waiting and obsessing about getting conviction about the new direction that will work. And so I I think you can only do this with really strong authentically aligned teammates to like really process that >> and then get that conviction and say okay this is the way that I'm going to build on what we have >> um where possible or uh cut losses and then double down. Yep. Well, I think this is a beautiful transition into the last topic that we wanted to focus on today and that is Learnio's one of Lernio's most rec recent acquisitions which is Quillbot. So, let's just start

Why Learneo decided to acquire QuillBot 36:14
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with when did you acquire Quillbot? And against that backdrop of chat GPT exploding onto the scene in December 2022, why did Quillbot become an even more exciting and strategically compelling acquisition? We acquired Quillbot in 2021. Relatively young team out of University of Illinois Orbana Champagne. um taught themselves everything about transformer-based models here in uh when they started around 2017 when the Google attention is all you need paper was coming out and they watched some uh uh Stanford YouTube uh videos to learn and felt like a imposttor syndrome of like oh do we know this do we have these skills or not but like oh wow they pushed the envelope and created some serious innovation um and and really around the uh the paraprase Um and you know by the time that we had acquired um the business in um second half of 2021 um they they had really uh create an amazing product market fit for the

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paraphraser and a couple of other tools. Um at the time we had this sense uh that it's just an amazing technology, amazing team. Um people are really loving the product. Um there's so much accessibility um available, easy use of the product with no authentication. You can just start using it. You're not talking about it. You can just start using it. Um there you could see how it could be a very large business being inspired by the likes of a of a Grammarly. Um if they could get into, you know, deeper into grammar checking and spell checking and and writing recommendations, writing editing. Um and so you can see how potential Oh, wow. This could be really large. Um that's that's what the business looked like in in in in 2021.

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And you know, since then there's just been um amazing progress from our our teammates. Uh the business was doing about $4 million of ARR in in 2021 and it's it's grown to over 60 million ARR since then. Um it was doing a few um million um monthly active users in 2021. Um Quot itself is doing over 30 million monthly active users um today. Um larger uh in in when you include um scribburn language tool um in the ecosystem that's being built there. Um um but that's that's what happened in the last few years in terms of the the the growth scale. Um of the business and um would love to share a little bit about uh maybe this next transition of where we going next.

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>> Yeah, let's do that. Let's briefly first talk about what does Quillbot's growth

QuillBot’s growth strategy and key growth loops 39:19
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strategy look like? We talked about the loops and levers that helped Course Hero grow. What does that look like for Quillbot? And I guess I'll layer in, you mentioned how a couple of Learnio's other acquisitions in the writing space, Scriber and Language tool, contribute to this ecosystem that Gilbot's a part of, and I'm curious to hear your perspective on how the whole is greater than the sum of its parts when you have a portfolio of companies that are all contributing to the same problem space. just really was impressed with Robot from the very beginning is just um how much combination of a deep technological innovation there was with um a productled growth strategy where really just naturally growing um with incredible word of mouth and and user love. Maybe for somebody who knows uh SEO so well, uh this would be interesting to you. Um nobody really searched for paraphrasing um paraphrasing tool uh at all before

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Quillot. The the monthly impressions was uh quite small. But because of the improvement in uh the product quality uh from their innovations on the technology side, people just started talking about this product on on on uh social media uh in in a huge way on Tik Tok and then people would be then searching Quillbot and Quillbot paraphrasing and they just get the Quillbot and you'd just be able to start using the tool and um that just drove the growth in just in an incredible way.

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Um, and it wasn't a really very mechanical reverse engineer a growth strategy. It was truly kind of like see a technological innovation, bet on it, act on it, build it, go to market, and then actually created a market. >> Um, and that was just really powerful. On top of that, you know, you over time you, you know, built out a a full stack uh growth strategy, full stack marketing approach, um with, you know, search engine optimization, um with with virality, with influencer marketing, with paid marketing, etc. Um but but that that um that was layered on top of the core. That makes sense. It sort of reminds me of I had Rachel Hepworth who led marketing CMO at Notion for many years on the podcast early on and she talked about how both in notion's early days because it was such a horizontal product their community and their set of evangelists who would create templates and go on YouTube and other social media networks

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and talk about notion was so powerful and then when they launched uh notion AI it became so important once again because they were attacking this nent category that had all of this potential energy tied to it, but with a set of product offerings that were so novel that people didn't understand how to get the most value out of them at first. And so having this community of evangelists who trusted the company, trusted the brand, loved the product, and would speak on its behalf just got that flywheel going. And then because it was a category that they were helping to create, once the flywheel started going, it went really, really fast. So let's end with what you brought up earlier, which is

Andrew’s vision for QuillBot’s future 42:46
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we're at this very exciting moment in human history and in the history of technology and there are so many ways things could go with AI. Where does Quillbot fit into that story? And as the CEO of Learnio and somebody who's spending a lot of your personal time on Quillbot right now, what is your vision for Quillot's future? >> Yeah, it's a it's a really exciting time um for us right now. because it's just going to be like such a transformative next 6 and 12 months. Um we you know cobot has been able to build just highly successful writing tools um from grammar checking to paraphrasing to spellchecking to proofreading uh so many different use cases and even built into content authenticity tools all related to writing whether it's AI detection um AI humanization um this has been a full writing suite has been completed um and continues uh to be built upon and uh the platform has built out a full set

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of tools on the web. Um in the last few years we've gone from zero um apps and extensions to a powerful rating assistant uh that follows you across all of the popular browsers um and and uh desktop operating systems and and mobile operating systems. And this just an an incredible fast success story and growth story there. Um and then as you start to get into 2023 24 25 here the the shift um in generative capabilities in multimodal uh capabilities has allowed us to dream what do we do next? And we've been inspired that we are going to really build into the generative space and the multimodal space and facilitate not just writing but more broad visual communication, visual creation um and other modalities. Uh we've largely been all about texttoext transformations >> um to date. Uh but we're going to move from where we are to a whole ecosystem of visual related capabilities, voice capabilities as well. Um and it's going

45:12

to be along a whole spectrum. The way we think um and create, think and communicate, write and communicate. These are all related concepts. And we're going to move from being able to communicate uh with plain text uh incremental changes to facilitating um edits and recommendations for fonts for bullets but to then uh you know along the spectrum when I'm writing a document I also insert images I insert GIFs I insert charts I insert uh videos um I insert graphs um icons mods. There's a whole host of ways that I communicate and um we want to support that. Um and it's all, you know, I think we realized um driven by the need to want to create something at the end of the day.

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>> Um so many times I want to think something, I want to write something, um I want to communicate something is because I ultimately want to create something great. And along that arc, that's what's going to drive the mission for Quilbot going forward is an explosion and the number of things that we can help people create. I love that. And I could just feel the excitement in your voice when we started to talk about that vision for Cobbot's future. And so as a consumer, I'm excited to see it all play out and and hopefully experience it for myself and have my two young daughters experience it at some point as as they uh proceed through their academic careers. Um so let's get to our

Lightning round 46:53
46:54

lightning round and uh these will be a handful of quick questions. Um feel free to keep the responses fairly short. I always like to start with the first same first question and that's what do you think is the best part about I'll say building or working at Learning and what's one thing you would change? >> Oh I mean the best thing by far is the the teammates. I mean like the energy and the determination of teammates is like just amazing and right now like we are just building and shipping and being able to go to market zero to one like faster than ever. Um, and I think that's like uh just an amazing part of building. And um, yeah, maybe the the the the the worst part is we don't get to see each other in person uh, as much as I would love. Uh, we're we're such a remote and distributed team now across the US, uh, India, Europe, um, that I I wish I could see more teammates in person more often. It's funny how often

47:46

I get both of those answers from founders. the people is it's probably at least half the time that's what people say is the people they get to work with which makes sense and then as a founder myself I mean I'm building a very different business at elemental growth but I hired my first employee earlier this year and will likely be hiring more over the next year or two and there is something that you just can't replace when your team is distributed like being in the same place uh goes a long way and my first employee lives one town away from me here in Colorado and there's just a a depth in your relationship and in the conversations you can have in person that can't be fully replicated over a Zoom call. Um, so I love those answers. Second question is, what was it like co-ounding Course Hero when you were still a student at Cornell? And and specifically, uh, how did you make it work? I mean, you still had a full

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course load. And so, I'm just curious how you fit it into your time there. It was an unlock moment for me. An inner voice inside of me calling me uh an entrepreneurial voice that like I I got to start to do something that, you know, I felt like I was good at and I really like to do and just a totally different game to play than um being a student. I just I um yeah, I love I love that on just so much natural energy um um of understanding that like that's something I can do now, but I could potentially be doing this for years to come. Uh was just amazing. Um it was also a nightmare uh for uh balancing uh my my my my school work.

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>> Yeah. I well I was going to say people often when they think about balancing different priorities they they focus on time and time is a fixed resource so it is a very real constraint that can't really be ignored but at the same time when you're doing something you love it creates energy and so I think the way around it is there's only so much time in the day but if you have a lot of energy you can get more done in any unit at a time and it sounds like that's what happened for you um with course hero so now as a founder and um portfolio company CEO So at Learnio and at Quilbot, what cultural values have you found most important to sustain over the long haul over the last 20 years?

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>> Determination I think um is by far the most important thing. I I generally historically have described that as like a persistent and optimistic problem solver. >> Um is like I I love um working with people like that. I think if I can just try to practice and role model that with my own thinking and my own actions, that's the most important thing that I can try to do. >> Yeah, I tend to agree with you. I mean, I think if you if you work hard enough and long enough at a problem, eventually good things happen. And so, determination and tenacity go a long way. Um, what's the most important lesson you've learned about M&A after overseeing multiple successful acquisitions of other edtech companies as the CEO of Learnia? I think on the the the positive side it would be um acquisitions with asymmetric upside are powerful. Uh like like we just referenced before in terms of venture investing like if you have a success

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that you think is working and can be more successful like double down triple down your focus and energy there. Uh, and you know, I think about the the Jeff Bezos like quote where you know it's like a game of baseball and uh except uh if you got a slugging average uh that is good um and you hit a home run uh you know max I can get um four and uh I think like in in in in the internet the beautiful thing is like you literally could get a you know 10 points 100 points 100x thousandx um uh outcome.

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And I if you see that opportunity and you can create clarity around what that looks like um in your own head, do that bet. And maybe set yourself up so you can take multiple bets that is not just like I'm taking one bet and it better work. Um, I think if you can create a portfolio of investments that allow that to potentially surface, um, I think that is one approach, uh, that could really get great returns. Yeah, it makes sense. The uncapped upside of the internet makes a portfolivenriven approach even more compelling when there's asymmetric upside. And with AI now, that's even going to become more extreme. So, um, that makes a lot of sense. I'd love to end on a more personal note, and that is as a father, and I'm a father myself, what excites you about the future of education when you think about your kids and and what keeps you up at night?

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>> I mean, the opportunity for more accessible Socratic tutoring is is compelling to me. I'm I I'm really excited about um simulation learning becoming more accessible. Um I I I think that's really really powerful. Um to be able to learn visually and through experience versus doing reading um listening, watching and then quizzing um I think is just where that's relevant. I think is incredibly powerful. Um and maybe conceptually I'm excited that with so much change happening uh that there is less of an incentive or a need to optimize for signals or certification for the sake of the system and optimizing for the system rather I love the potential opportunity here to just learn to learn learn to be able to create um and and actually go where you're interested and and and and have a passion and you feel like you're confidence or good at it and go deeper there. Um and follow that train um of thought. Um it I'm I'm

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really hopeful and excited about the the opportunity that that that might be um happening much more so over the next 10 and 15 years um for sure and and potentially here in the next 3 to 5 years. >> Yeah, I'm excited about it too. And uh you know there are certainly ways in which AI creates new risks or um undermines the existing way we go about education but for every one of those I think there are 10 ways in which it creates entirely new opportunities and and for that I'm very excited as a father. Uh well this has been such a pleasure Andrew as I knew it would be. I mean having worked in edtech myself for many years I was very excited to hear more about your story at C Corsero and now learn and go. Anything you want to say to our audience as we wrap things up here?

54:14

Thank you so much. Um I mean I I I think if you're obviously listening to this and you're you're caring about um building businesses, building great brands, building great product, the the thing that I could um recommend the most is build something that you care about. Build something that people love. Um and ultimately think about designing for growth. If you're a startup, I really believe that the only thing that really matters in a scorecard is that the difference between a startup and not being a startup is you have to design for growth. Um and um people that's like not a fun thing to think about um uh necessarily and not a natural thing to think about. Um but everything we do whether it's like for the next month, the next quarter, the next year or a multi-year vision, it it has to ladder up to that. um and not sexy. And if you don't do it, it atrophies. Um and and building that muscle and focusing on it

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like a workout um is is is something really really important um to integrate into building like you know a a a product that has features that you you love and you think that users love, you still have to think about how this is building towards growth. Well, as somebody who's built my whole career around growth, I couldn't agree with you more and that's a great note to end on. So, thanks again for being on the podcast, Andrew. It was a real pleasure, and I'm looking forward to seeing where Learnio goes over the next many years.