SoundHound SPAC Presentation Deck
Transaction Overview
(in millions, except per share figures)
Sources & Uses
Sources of Funds
SoundHound Rollover Equity
SPAC Cash in Trust
PIPE Proceeds
Total Sources
Uses of Funds
SoundHound Rollover Equity
Estimated Fees & Expenses
Cash to Balance Sheet
Total Uses
2023P Gross Revenue
2024P Gross Revenue
Pro Forma Revenue Multiples
Pro Forma Enterprise Value/2023P Gross Revenue
Pro Form a Enterprise Value/2024P Gross Revenue
$2,000
133
111
$2,244
$2,000
25
219
$2,244
$110
297
18.8x
7.0x
Share Price
Pro Forma Shares Outstanding
Pro Forma Equity Value
Less: Pro Forma Net Cash
Pro Forma Enterprise Value
Pro Forma Valuation
Pro Forma Ownership
4.9%
O
87.5%
1.8%
5.8%
SoundHound
SPAC Public
$10.00
228.6
$2,286
OPIPE
SPAC Founder and
Underwriter
(219)
$2,067
Note: Assumes no redemptions from SPAC trust account and assumes new shares are issued at a price of $10.00. Pro forma shares outstanding includes 13.30 million SPAC Public shares, 3.33 million SPAC Founder shares, 0.42 million SPAC Underwriter shares, 0.42
million SPAC Founder and Underwriter private placement shares, 11.10 million PIPE shares, and 200.00 million rollover shares to existing SoundHound shareholders (with assumed options and warrants based on the treasury stock method). Excludes impact of 6.86
million outstanding warrants with a strike price of $11.50 and excludes awards reserved under the new equity incentive plan and employee stock purchase plan to be adopted in connection with the closing. Pro forma ownership reflects economic rights; stock
issued to SoundHound's three founders may be high-vote stock, subject to negotiation with and approval of the Special Committee of the Board of Directors and approval of Company Stockholders.
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