SOUNDHOUND AI, INC. (SOUN): M&A transaction — SoundHound AI completes acquisition of Synq3 Inc. for $25M plus earnout

SOUNDHOUND AI, INC.

Total consideration: $5M cash + $20M in stock (8,968,610 shares at $2.23/share) for all equity of Synq3.
Earnout of up to $4M based on revenue targets for 2024-2026, payable in cash and stock.
Approximately $3.125M of consideration withheld for 15 months to secure indemnification obligations.
Retention pool established for certain continuing employees of the acquired company.
Company expects audited financials and pro forma statements not required under Regulation S-X.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

SOUNDHOUND AI, INC. completed an acquisition involving Synq3, Inc. for approximately $5 million in cash and $20 million in shares (closed 2024-01-03).

Action: acquisition
Counterparty: Synq3, Inc.
Consideration: approximately $5 million in cash and $20 million in shares
Closing: 2024-01-03

Exact text from the filing

Target), dated as of December 6, 2023 (the “Merger Agreement”). Under the terms of the Merger Agreement, SoundHound acquired the Target for total consideration of approximately $5 million in cash and $20 million in shares (the “Stock Consideration”) of the Company’s Class A common stock (the “Common Stock”) (the “Closing Consideration”), in exchange for all the

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Source: SEC EDGAR

accession 0001213900-24-000804

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