SoundHound AI amends LivePerson merger; aggregate stock consideration ~$42.8M, price collar $7-$12

SOUNDHOUND AI, INC.

Aggregate consideration ~$42.8M in SoundHound stock, adjusted for LivePerson cash balance and option exercises.
Per-share consideration based on 10-day VWAP with floor of $7 and cap of $12 per SOUN share.
TASE shares to receive cash consideration capped at $7.5M.
Termination fee of $5M payable by LivePerson under specified conditions, with expense cap of $3.75M.
Closing conditions include LivePerson stockholder approval, regulatory approvals, and notes restructuring.

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