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{"aggregator_url":"https://www.sec.gov {"aggregator_url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt","as_of":"2026-04-22T03:03:32.063787+00:00","canonical_url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt","company":"SOUNDHOUND AI, INC.","enrichment":{"aggregator_url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt","article_chars":4999,"article_truncated":true,"blocked_reason":null,"candidate_id":"sc_167b27eca419b55c","canonical_host":"sec.gov","canonical_is_aggregator":false,"canonical_url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt","content_type":"text/plain","enriched_at":"2026-04-22T03:26:16.253819+00:00","extraction_method":"trafilatura","fetched_description":"","fetched_title":"","final_url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt","html_truncated":true,"paywall_likely":false,"publisher_domain":"sec.gov","publisher_resolution":"canonical_url","requested_url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt","source_event_id":"evt_feca4558064e","source_quality":"high","status_code":200,"version":"signal_enrichment_v2"},"form_type":"8-K","fp":"5e9837304e25794b","kind":"sec_filing","published_at":"20260421","publisher_domain":"sec.gov","signal_understanding":{"analysis_basis":"article","claim_confidence":0.78,"dates_mentioned":["2026-04-21","2026-04-01","2026-07 (conditional)","2026 (notes due 2026)","2026-04-22T03:03:32.063787+00:00 (filing timestamp shown)"],"entities":[{"asset_class":"equity","name":"SOUNDHOUND AI, INC.","relevance":"high","symbol":"SOUNW","type":"issuer"},{"asset_class":"corporate_entity","name":"Lightspeed Merger Sub Inc.","relevance":"high","symbol":"","type":"subsidiary"},{"asset_class":"equity","name":"LivePerson, Inc.","relevance":"high","symbol":"","type":"target"},{"asset_class":"market","name":"Nasdaq","relevance":"medium","symbol":"","type":"market"}],"event_type":"merger_acquisition","information_gaps":["The provided excerpt is truncated mid-definition of the Company Closing Stock Price (the ending reference continues beyond the provided text).","No details are provided in the excerpt about closing conditions, termination rights, regulatory approvals, or timing beyond the conditional July reference.","No explicit exchange ratio or final number of shares is provided; only formulas for conversion/consideration are included.","The excerpt does not state the specific SEC Item number(s) or other 8-K sections beyond the merger agreement summary.","No prior known state is included in the prompt, so the 'what changed vs prior known state' cannot be determined from the provided text alone."],"key_facts":["Form 8-K filed by SoundHound AI, Inc. (SEC filing date shown as 2026-04-22T03:03:32.063787+00:00; issuer text indicates filed 20260421).","On April 21, 2026, SoundHound AI, Inc. entered into a Merger Agreement with Lightspeed Merger Sub Inc. (an indirect wholly owned subsidiary) and LivePerson, Inc.","Under the Merger Agreement, Lightspeed Merger Sub Inc. will merge with and into LivePerson; LivePerson will survive as an indirect wholly owned subsidiary of SoundHound.","At the Effective Time, each share of LivePerson common stock (par value $0.001) (excluding certain excluded shares) will be converted into the right to receive shares of SoundHound Class A common stock (par value $0.0001).","Per share merger consideration is defined as the Closing Merger Consideration divided by the Fully Diluted Common Number (total LivePerson shares issued/outstanding or issuable upon conversion/exercise/settlement immediately prior to the Effective Time).","The merger is expected not to qualify as a tax-free reorganization for U.S. federal income tax purposes.","Aggregate consideration payable to LivePerson holders is defined as a number of SoundHound common shares equal to Aggregate Consideration Amount divided by the Company Closing Stock Price.","Aggregate Consideration Amount is defined as $42,784,532.64 minus LivePerson Shortfall Cash plus the aggregate dollar amount of the exercise prices of all In-the-Money Options (with exclusions/assumptions described in the text).","LivePerson Shortfall Cash is defined as $74,000,000 (or $71,000,000 if Closing occurs in July) minus the principal amount of LivePerson\u2019s 0% convertible notes due 2026 repurchased between April 1, 2026 and the Closing Date, minus LivePerson\u2019s cash and cash equivalents as of 12:01 a.m. Pacific Time on the Closing Date (net of certain transaction expenses); if the result is negative, LivePerson Shortfall Cash is $0.","Company Closing Stock Price is defined as the price per share derived from the average of daily volume weighted average prices on Nasdaq over ten consecutive trading days ending on (and including) the trading day three trading days prior to a point that is cut off in the provided text."],"numeric_claims":[{"label":"Merger agreement date","value":"2026-04-21"},{"label":"LivePerson Shortfall Cash baseline","value":"$74,000,000"},{"label":"LivePerson Shortfall Cash baseline if Closing occurs in July","value":"$71,000,000"},{"label":"Aggregate Consideration Amount","value":"$42,784,532.64"},{"label":"Convertible notes due 2026 repurchase window","value":"April 1, 2026 to Closing Date"},{"label":"Cash balance measurement time","value":"12:01 a.m. Pacific Time on the Closing Date"},{"label":"Company Closing Stock Price averaging window","value":"10 consecutive trading days"},{"label":"Closing stock price ending reference","value":"ending on (and including) the trading day that is three trading days prior to (text truncated)"}],"primary_claim":"On April 21, 2026, SoundHound AI, Inc. entered into a Merger Agreement under which its merger subsidiary will merge with and into LivePerson, with LivePerson surviving as an indirect wholly owned subsidiary of SoundHound.","relevance_score":0.9,"sentiment":"mixed","source_quality":"high","summary":"SoundHound AI, Inc. filed an 8-K on April 21, 2026 announcing it entered into a merger agreement with LivePerson, under which a subsidiary will merge with and into LivePerson and LivePerson will survive as an indirect wholly owned subsidiary of SoundHound.","topics":["8-K filing","merger agreement","LivePerson acquisition","share conversion","merger consideration","tax-free reorganization expectation","closing stock price","convertible notes","options"]},"source":"sec_edgar","source_domain":"sec.gov","summary":"Form 8-K \u00b7 SOUNDHOUND AI, INC. \u00b7 Filed 20260421","ticker":"SOUNW","tickers":["SOUNW"],"title":"SOUNW filed 8-K","url":"https://www.sec.gov/Archives/edgar/data/1840856/0001213900-26-045987.txt"}... |