New Risk • May 27
New minor risk - Insider selling There has been significant insider selling in the company's shares over the past 3 months. Total value of shares sold: US$61k This is considered a minor risk. There are several reasons why an insider may be selling, including to cover a tax obligation or pay for some other expense. However, we generally consider it a negative if insiders have been selling, especially if they do so below the current price. It implies that they considered a lower price to be reasonable. This is a weak signal, but if there is a pattern of unexplained selling, it can be a sign the insider believes the company's stock is overpriced. Note: We only include open market transactions and private dispositions of directly owned stock by individuals, not by corporations or trusts. Currently, the following risks have been identified for the company: Major Risks Negative equity (-US$51m). Shareholders have been substantially diluted in the past year (95% increase in shares outstanding). Minor Risks Significant insider selling over the past 3 months (US$61k sold). Market cap is less than US$100m (US$25.7m market cap). Reported Earnings • May 11
First quarter 2026 earnings: EPS and revenues exceed analyst expectations First quarter 2026 results: US$0.73 loss per share (improved from US$2.32 loss in 1Q 2025). Revenue: US$57.0m (down 12% from 1Q 2025). Net loss: US$8.83m (loss narrowed 38% from 1Q 2025). Revenue exceeded analyst estimates by 6.0%. Earnings per share (EPS) also surpassed analyst estimates by 37%. 공시 • Apr 23
SoundHound AI, Inc. (NasdaqGM:SOUN) entered into a definitive agreement to acquire LivePerson, Inc. (NasdaqGS:LPSN) for $45.2 million. SoundHound AI, Inc. (NasdaqGM:SOUN) entered into a definitive agreement to acquire LivePerson, Inc. (NasdaqGS:LPSN) for $45.2 million on April 21, 2026. As part of consideration, SoundHound AI, Inc. will issue common shares to the shareholders of LivePerson, Inc. SoundHound is acquiring LivePerson for an equity value of $43 million, representing approximately a 22% premium over the corresponding 30-day volume-weighted average value. At closing, SoundHound expects to receive $74 million of LivePerson’s cash balance prior to repayment of the 2026 Convertible Senior Notes. After taking into account significant discounts on LivePerson’s remaining debt, the transaction implies a total enterprise value of $250 million. At closing, SoundHound will retire the discounted debt with a mix of cash and equity, at SoundHound’s discretion. The combined company is expected to have a strong balance sheet with no debt. Upon completion, LivePerson, Inc. will operate as wholly owned subsidiary of SoundHound AI, Inc. In case of termination of transaction, LivePerson, Inc. will pay a termination fee of $5 million plus the Company’s transaction expenses which is capped at $3.75 million.
The transaction is subject to approval of offer by shareholders of LivePerson, Inc., registration statement effectiveness(S-4 / F-4), listing / approval of new shares on stock exchange customary regulatory approvals and closing conditions. The deal has been unanimously approved by the board of directors of LivePerson, Inc. The transaction is expected to close in the second half of 2026.
Luke Bergstrom, Max Schleusener and Lauren Lefcoe of Latham & Watkins LLP acted as legal advisor to SoundHound AI, Inc. Philip Richter, Mark Hayek and Adam Cohen of Fried, Frank, Harris, Shriver & Jacobson LLP acted as legal advisor to LivePerson, Inc. Barclays Capital Inc. acted as financial advisor to SoundHound AI, Inc. Lazard Freres & Co. LLC acted as financial advisor to LivePerson, Inc. Houlihan Lokey Capital, Inc. acted as fairness opinion provider and financial advisor to LivePerson, Inc. New Risk • Mar 29
New minor risk - Insider selling There has been significant insider selling in the company's shares over the past 3 months. Total value of shares sold: US$60k This is considered a minor risk. There are several reasons why an insider may be selling, including to cover a tax obligation or pay for some other expense. However, we generally consider it a negative if insiders have been selling, especially if they do so below the current price. It implies that they considered a lower price to be reasonable. This is a weak signal, but if there is a pattern of unexplained selling, it can be a sign the insider believes the company's stock is overpriced. Note: We only include open market transactions and private dispositions of directly owned stock by individuals, not by corporations or trusts. Currently, the following risks have been identified for the company: Major Risks Negative equity (-US$44m). Shareholders have been substantially diluted in the past year (98% increase in shares outstanding). Minor Risks Currently unprofitable and not forecast to become profitable next year (US$68m net loss next year). Significant insider selling over the past 3 months (US$60k sold). Market cap is less than US$100m (US$31.3m market cap). Major Estimate Revision • Mar 19
Consensus EPS estimates upgraded to US$5.28 loss The consensus outlook for fiscal year 2026 has been updated. 2026 losses forecast to reduce from -US$7.83 to -US$5.28 per share. Revenue forecast steady at US$200.3m. Software industry in the US expected to see average net income growth of 21% next year. Consensus price target down from US$8.00 to US$4.00. Share price fell 4.3% to US$2.65 over the past week. Reported Earnings • Mar 13
Full year 2025 earnings: Revenues exceed analysts expectations while EPS lags behind Full year 2025 results: US$8.57 loss per share (improved from US$22.70 loss in FY 2024). Revenue: US$243.7m (down 22% from FY 2024). Net loss: US$67.2m (loss narrowed 50% from FY 2024). Revenue exceeded analyst estimates by 2.8%. Earnings per share (EPS) missed analyst estimates by 70%.