Auddia to merge with Thramann Holdings, focus on AI and web3 efficiencies.
ByAinvest
Tuesday, Aug 5, 2025 6:04 am ET2min read
AUUD--
The LOI contemplates a business combination where Auddia becomes a public holding company trading under a new name and ticker symbol. The transaction would result in the portfolio companies of both Auddia and Thramann Holdings becoming subsidiaries of the new public holding company. Under the proposed terms, Thramann Holdings' equity holders are expected to receive an 80% ownership interest in the combined company, while Auddia's equity holders will own a 20% interest [2].
Following the closing of the business combination, the holding company's board of directors will initially consist of Auddia's current board of directors, who expect to appoint a new CEO for the Auddia business. Jeff Thramann, Auddia's current CEO, will continue as CEO of the public holding company, while John Mahoney, Auddia's current CFO, will oversee the finances of all subsidiaries [1].
The business combination is a related party transaction, with Jeff Thramann serving as the founder, Chairman, and CEO of Auddia, as well as the founder and majority shareholder of Thramann Holdings. To mitigate conflicts, an independent Special Committee of Directors was formed to consider the proposed business combination [2].
The parties have agreed to a 30-day exclusivity period to negotiate a definitive business combination agreement. The agreement will include customary closing conditions such as board and stockholder approvals, regulatory approvals, and the continued listing of the combined company's common stock on Nasdaq. Closing will also be conditioned on Auddia raising at least $10 million of additional capital to fund ongoing business operations [2].
About Auddia Inc.
Auddia, through its proprietary AI platform for audio identification and classification, is reinventing how consumers engage with AM/FM radio, podcasts, and other audio content. Auddia's flagship audio superapp, called faidr, offers subscription-based, ad-free listening on any AM/FM radio station, skipping of entire podcast ad breaks, and exclusive content and playlists [2].
About Thramann Holdings, LLC
Thramann Holdings controls three AI-native operating companies: LT350, Influence Healthcare, and Voyex. LT350 is a distributed AI data center company with patents on a proprietary solar parking lot canopy that turns any parking lot into an AI data center. Influence Healthcare is a value-based care provider leveraging AI, blockchain, and vertical integration to empower surgeons. Voyex is an agentic AI company addressing flight delays and cancellations [2].
The proposed business combination is subject to a number of known and unknown risks and uncertainties, including the possibility that the parties will not enter into a definitive business combination on the terms contemplated or at all, or that such business combination will be approved by stockholders or ultimately consummated [2].
References:
[1] https://sg.finance.yahoo.com/news/auddia-announces-non-binding-letter-100000265.html
[2] https://www.marketscreener.com/news/auddia-announces-non-binding-letter-of-intent-for-business-combination-and-restructuring-ce7c5edbde81f625
Auddia Inc. announced a non-binding letter of intent for a business combination with Thramann Holdings, a holding company focused on AI and web3 efficiencies for portfolio companies. The restructuring aims to provide discounted AI compute costs, centralized AI model training, and optimized operations through web3 strategies and new blockchain and token development. This move is part of Auddia's efforts to reinvent market verticals and drive sustainable multiples of net asset value.
Auddia Inc. (NASDAQ: AUUD) has announced a non-binding letter of intent (LOI) for a business combination with Thramann Holdings, LLC, a privately held holding company. The restructuring aims to deliver AI and web3 efficiencies to portfolio companies, with a focus on discounted AI compute costs, centralized AI model training and engineering, and optimized operations through web3 strategies and new blockchain and token development [1].The LOI contemplates a business combination where Auddia becomes a public holding company trading under a new name and ticker symbol. The transaction would result in the portfolio companies of both Auddia and Thramann Holdings becoming subsidiaries of the new public holding company. Under the proposed terms, Thramann Holdings' equity holders are expected to receive an 80% ownership interest in the combined company, while Auddia's equity holders will own a 20% interest [2].
Following the closing of the business combination, the holding company's board of directors will initially consist of Auddia's current board of directors, who expect to appoint a new CEO for the Auddia business. Jeff Thramann, Auddia's current CEO, will continue as CEO of the public holding company, while John Mahoney, Auddia's current CFO, will oversee the finances of all subsidiaries [1].
The business combination is a related party transaction, with Jeff Thramann serving as the founder, Chairman, and CEO of Auddia, as well as the founder and majority shareholder of Thramann Holdings. To mitigate conflicts, an independent Special Committee of Directors was formed to consider the proposed business combination [2].
The parties have agreed to a 30-day exclusivity period to negotiate a definitive business combination agreement. The agreement will include customary closing conditions such as board and stockholder approvals, regulatory approvals, and the continued listing of the combined company's common stock on Nasdaq. Closing will also be conditioned on Auddia raising at least $10 million of additional capital to fund ongoing business operations [2].
About Auddia Inc.
Auddia, through its proprietary AI platform for audio identification and classification, is reinventing how consumers engage with AM/FM radio, podcasts, and other audio content. Auddia's flagship audio superapp, called faidr, offers subscription-based, ad-free listening on any AM/FM radio station, skipping of entire podcast ad breaks, and exclusive content and playlists [2].
About Thramann Holdings, LLC
Thramann Holdings controls three AI-native operating companies: LT350, Influence Healthcare, and Voyex. LT350 is a distributed AI data center company with patents on a proprietary solar parking lot canopy that turns any parking lot into an AI data center. Influence Healthcare is a value-based care provider leveraging AI, blockchain, and vertical integration to empower surgeons. Voyex is an agentic AI company addressing flight delays and cancellations [2].
The proposed business combination is subject to a number of known and unknown risks and uncertainties, including the possibility that the parties will not enter into a definitive business combination on the terms contemplated or at all, or that such business combination will be approved by stockholders or ultimately consummated [2].
References:
[1] https://sg.finance.yahoo.com/news/auddia-announces-non-binding-letter-100000265.html
[2] https://www.marketscreener.com/news/auddia-announces-non-binding-letter-of-intent-for-business-combination-and-restructuring-ce7c5edbde81f625
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