v3.25.2
BUSINESS COMBINATIONS (Tables)
 6 Months Ended
Jun. 30, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule of Purchase Price Allocation
The purchase price allocation was performed as of January 3, 2024 and allocated to the assets acquired and liabilities assumed based on their respective fair values, as follows (in thousands):

January 3, 2024
Cash paid$3,910 
Equity consideration9,687 
Contingent earnout consideration1,676 
Contingent holdback consideration570 
Purchase price15,843 
Assets acquired:
Cash221 
Accounts receivable1,500 
Prepaid expenses72 
Intangible assets12,705 
Total identified assets acquired14,498 
Liabilities assumed:
Accounts payable440 
Accrued liabilities3,427 
Other non-current liabilities750 
Deferred tax liability38 
Total liabilities assumed4,655 
Fair value of identifiable net assets acquired$9,843 
Goodwill acquired on acquisition$6,000 
The preliminary purchase price allocation was performed as of August 6, 2024 and allocated to the assets acquired and liabilities assumed based on their respective fair values, as follows (in thousands):
Preliminary:
Aug 6, 2024
Cash paid$8,420 
Equity consideration15,291 
Equity consideration in escrow8,628 
Contingent earnout consideration66,269 
Purchase price98,608 
Assets acquired:
Cash and cash equivalents1,128 
Accounts receivable8,075 
Other current assets1,822 
Contract asset - current4,090 
Property and equipment348 
Right-of-use assets227
Other assets1,741
Intangible assets174,500 
Total identified assets acquired191,931 
Liabilities assumed:
Accounts payable11,112 
Accrued liabilities10,965 
Income tax liabilities582 
Short-term portion of Amelia Debt70,000 
Operating lease liability, current211 
Financing lease liability, current37 
Other current liabilities3,474 
Deferred revenue23,408 
Deferred revenue, non-current4,295 
Long-term portion of Amelia Debt51,511 
Deferred tax liabilities11,820 
Operating lease liability, non-current16 
Other liabilities, non-current34 
Income tax liability, net of current portion1,068 
Total liabilities assumed188,533 
Fair value of identifiable net liabilities assumed$3,398 
Goodwill acquired on acquisition$95,210 
Schedule of Acquired Finite-Lived Intangible Assets
The following table summarizes the fair values of the identifiable intangible assets acquired (in thousands):

Useful lifePreliminary fair value
Intangible Assets:(in years)January 3, 2024
Developed technology3.0$5,210 
Customer relationships4.04,800 
Tradename2.01,410 
Conversation data2.51,285 
$12,705 
The following table summarizes the preliminary fair values of the identifiable intangible assets acquired (in thousands):

Useful lifePreliminary fair value
Intangible Assets:(in years) at acquisition
 Developed technology7.0$98,900 
 Customer relationships7.068,600 
 Trade names5.07,000 
$174,500 
The following table summarizes the preliminary fair values of the identifiable intangible assets acquired (in thousands):

Useful lifeFair value
Intangible Assets:(in years) at acquisition
Developed technology3.0$1,530 
Customer relationships3.0960 
Tradename3.060 
$2,550 
Schedule of Business Acquisition, Pro Forma Information
The following table includes unaudited pro forma financial information that presents combined results of the Company as if the SYNQ3 and Amelia acquisitions were completed on January 1, 2023, the beginning of the comparable prior annual reporting period.

Unaudited
Three Months EndedSix Months Ended
June 30, 2024June 30, 2024
Revenue$35,433 $71,451 
Net loss attributable to SoundHound AI, Inc.$(48,179)$(90,673)