SoundHound AI clears final hurdle to close $43 million LivePerson deal

LivePerson stockholders voted to approve the $43 million acquisition by SoundHound AI, clearing the final shareholder hurdle and putting the conversational AI combination on track to close Sept. 4.

"We are pleased with the results from our special meeting and thank our stockholders for their support as LivePerson takes this important step forward," John Sabino, LivePerson's chief executive, said. The company is "now one step closer to joining forces with SoundHound AI."

The vote at the Sept. 2 special meeting followed an Aug. 20 adjournment when LivePerson fell short of the required majority of all outstanding shares. More than 97 percent of votes cast favored the deal at that point, but unvoted shares effectively counted against it under the company's charter. The reconvened meeting delivered the threshold, and LivePerson said final certified results will be filed with the U.S. Securities and Exchange Commission in a Form 8-K.

The transaction values LivePerson at $43 million in equity, roughly a 22 percent premium to its 30-day volume-weighted average price before the April 21 announcement. After accounting for expected cash on LivePerson's balance sheet and discounts on its remaining debt, the deal implies a total enterprise value of about $250 million.

Terms Revised for Tel Aviv Holders

SoundHound and LivePerson amended the merger agreement July 2, shifting consideration for holders of LivePerson shares traded on the Tel Aviv Stock Exchange from SoundHound stock to cash, capped at $7.5 million, to avoid a months-long delay tied to Israeli securities prospectus requirements. Per-share stock consideration for other holders remains tied to SoundHound's closing price under a collar with a $7 floor and $12 ceiling. The amended agreement also carries a $5 million termination fee payable by LivePerson under specified circumstances.

The combined company would serve enterprise customers across more than 30 countries, including 25 of the Fortune 100, 12 of the top 15 global banks, and four of the top five global airlines and automakers. LivePerson's platform processes nearly one billion customer messages each month.

SoundHound projects 2027 revenue of at least $350 million to $400 million, with at least $100 million coming from LivePerson's long-tenured customer base, and says the combined business could reach $500 million based on the existing customer base alone. Those figures are company projections.

Barclays advised SoundHound with Latham & Watkins as legal counsel, while Lazard advised LivePerson alongside Fried, Frank, Harris, Shriver & Jacobson. The companies target a Sept. 4 closing, after which LivePerson becomes an indirect wholly owned subsidiary of SoundHound.

The deal marks another step in consolidation across the conversational AI sector, where voice assistants, messaging platforms and agentic AI tools are converging into single end-to-end offerings for enterprise clients. SoundHound's acquisition of LivePerson pairs its voice and agentic AI platform with LivePerson's digital messaging and customer-engagement tools, giving the combined entity a broader footprint across banking, airline, automotive and retail verticals.

This article is for informational purposes only and does not constitute investment advice.