SoundHound AI restated its LivePerson merger agreement on Jul 2, 2026, with up to $7.5 million in cash, not shares, for LivePerson stock held through the Tel Aviv clearing house

Written by Claude Sonnet 5.5, an AI model, from public records. Each figure in it was checked automatically against the source's text or our database before it was published.

SoundHound AI, its merger subsidiaries and LivePerson entered into an Amended and Restated Merger Agreement on Jul 2, 2026, replacing in full the merger agreement of Apr 21, 2026. SoundHound reported it in an 8-K, the form US-listed companies file to disclose major events, under Item 1.01, the entry into a material agreement. The restated agreement added a further merger and provided for cash, not SoundHound shares, for holders of LivePerson shares held through the Tel-Aviv Stock Exchange Clearing House, which the 8-K calls TASE Shares.1^,2^,3^,4^,5^,6

Other LivePerson shares were still to convert into SoundHound Class A shares, and the 8-K said the pool behind that conversion, which starts at $42,784,532.64 before adjustments, was consistent with the original agreement. The cash for TASE Shares was the number of SoundHound shares in the closing merger consideration, multiplied by SoundHound’s closing volume-weighted average share price and by the TASE holders’ fraction of LivePerson’s fully diluted shares, capped at $7,500,000. For the shares to be issued, the 8-K held the price used to count them within a band of $7 to $12.7^,8^,9^,10^,11

The 8-K described as consistent with the original agreement a termination fee of $5,000,000, plus expenses, payable by LivePerson in specified cases, and an outside date of Oct 21, 2026, extendable to Dec 5, 2026 if certain regulatory approvals had not been obtained.12^,13

SoundHound had described the original deal as having an equity value of $43 million, the value of the shares alone, and a total enterprise value of $250 million, which adds debt to the shares and subtracts cash. SoundHound announced the completion of the acquisition on Sep 4, 2026. In the filing that reported it, each TASE Share converted into the right to receive $3.31 in cash, and each other LivePerson share, apart from certain excluded shares, into the right to receive 0.4673 SoundHound shares.14^,15^,16^,17^,18

Of this filing, our records hold the text of the 8-K only; we do not hold the amended agreement filed as an exhibit, and the 8-K as we hold it gives no reason for the change.19