SoundHound AI Terminates Material Agreement

TL;DR

SoundHound AI terminated a key deal, filing 8-K on June 10th.

AI Summary

SoundHound AI, Inc. filed an 8-K on June 10, 2024, reporting the termination of a material definitive agreement and filing financial statements and exhibits. The filing date for the earliest event reported was June 7, 2024. The company was formerly known as Archimedes Tech Spac Partners Co until January 15, 2021.

Why It Matters

The termination of a material definitive agreement could impact SoundHound AI's ongoing business operations and contractual relationships.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement can indicate potential business challenges or strategic shifts.

Key Numbers

• 001-40193 — SEC File Number (Identifies the company's filing history with the SEC.)
• 85-1286799 — IRS Number (Company's Employer Identification Number.)

Key Players & Entities

• SOUNDHOUND AI, INC. (company) — Registrant
• Archimedes Tech Spac Partners Co (company) — Former Company Name
• 0001213900-24-050981 (filing_id) — Accession Number
• June 7, 2024 (date) — Earliest Event Reported Date
• June 10, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $0.0001 — which registered Class A Common Stock, $0.0001 par value per share SOUN The Nasdaq
• $11.50 — A Common Stock at an exercise price of $11.50 per share, subject to adjustment SOUN
• $100 million — an aggregate principal amount of up to $100 million (the "Term Loan"), which was set to mat
• $105,000,000 — to which (i) the Company agreed to pay $105,000,000, which amount includes a $5,000,000 pre
• $5,000,000 — y $105,000,000, which amount includes a $5,000,000 prepayment premium, to prepay in full a
• $180 million — any has a cash balance of approximately $180 million and no outstanding debt. This cash amou
• $14 million — This cash amount includes approximately $14 million of previously restricted cash that has
• $16 million — tional one-time charge of approximately $16 million related to debt extinguishment in conne

Filing Documents

• ea0207550-8k_sound.htm (8-K) — 42KB
• ea020755001ex99-1_sound.htm (EX-99.1) — 28KB
• 0001213900-24-050981.txt ( ) — 293KB
• soun-20240607.xsd (EX-101.SCH) — 4KB
• soun-20240607_def.xml (EX-101.DEF) — 26KB
• soun-20240607_lab.xml (EX-101.LAB) — 36KB
• soun-20240607_pre.xml (EX-101.PRE) — 25KB
• ea0207550-8k_sound_htm.xml (XML) — 6KB

02

ITEM 1.02 Termination of a Material Definitive Agreement. As previously reported, on April 14, 2023, SoundHound AI, Inc., a Delaware corporation (the "Company"), entered into that certain Senior Secured Term Loan Credit Agreement (as amended from time to time, the "Credit Agreement") with the several lenders from time to time party thereunder (the "Lenders"), and ACP Post Oak Credit II LLC, as administrative agent and collateral agent for the Lenders (the "Agent"). The Credit Agreement provided for a term loan facility in an aggregate principal amount of up to $100 million (the "Term Loan"), which was set to mature on April 14, 2027. The Term Loan was secured by substantially all of the assets and property (including intellectual property) of the Company and its subsidiaries, other than the assets of Excluded Subsidiaries (as defined in the Credit Agreement), and was guaranteed by the Company's subsidiaries, other than Excluded Subsidiaries. On June 7, 2024, the Company entered into a letter agreement (the "Payoff Letter") with the Agent, as agent and a Lender, and BPI Credit 5, LLC, as a Lender, pursuant to which (i) the Company agreed to pay $105,000,000, which amount includes a $5,000,000 prepayment premium, to prepay in full all indebtedness and other amounts outstanding and owing under the Credit Agreement and (ii) the parties agreed to terminate the Credit Agreement and all other related loan documents including the release of all liens and encumbrances granted by the Company in favor of the Agent. On June 7, 2024, the Company fulfilled its obligations under the Payoff Letter and as a result the Credit Agreement and all other related loan documents were terminated and all liens and encumbrances granted by the Company in favor of the Agent were released. Following the repayment of the Term Loan, as of June 7, 2024, the Company has a cash balance of approximately $180 million and no outstanding debt. This cash amount includes approximately $14 million of p

View Full Filing

View this 8-K filing on SEC EDGAR