The Tip Desk

SoundHound AI to Acquire LivePerson in All-Stock Deal

The voice-AI company said the combination pairs its agentic voice platform with LivePerson’s digital messaging to create an end-to-end omnichannel engagement stack.

SoundHound AI, Inc. (SOUN), a global leader in voice and conversational AI, agreed to acquire LivePerson, Inc. (LPSN), a pioneer in enterprise conversational AI, in an all-stock merger that pairs SoundHound’s proprietary voice agentic AI with LivePerson’s digital messaging infrastructure.

The combination is intended to deliver a fully integrated customer-engagement solution that operates across voice, web, mobile, SMS, and social channels. LivePerson’s Conversational Cloud powers one billion customer messages per month and spans web, mobile, and social channels, adding text- and chat-based applications to SoundHound’s voice and agentic AI platform.

Keyvan Mohajer, CEO and Co-Founder of SoundHound AI, said the merger “represents a defining moment for the new agentic AI era” and that together the companies are “delivering the most complete AI platform to the most comprehensive enterprise customer base in the industry.”

The combined company is expected to work with enterprise customers across more than 30 countries, including 12 of the top 15 global banks, 4 of the top 5 global airlines, 4 of the top 5 global automakers, and more than 10 leading global telecommunications providers. LivePerson contributes hundreds of long-tenured enterprise relationships, many spanning more than a decade, on top of SoundHound’s roster of thousands of restaurants, automakers, and enterprise customers in financial services, healthcare, insurance, energy, and retail. The companies said the deal creates one of the most comprehensive enterprise customer footprints in the conversational AI sector, including 25 of the Fortune 100.

Consideration is entirely in SoundHound Class A common stock. Holders of LivePerson’s First Lien Convertible Senior Notes due 2029 and 10.0% Second Lien Senior Subordinated Secured Notes receive shares valued at approximately $178.0 million and $83.2 million, respectively, each divided by the SoundHound closing stock price. Holders of LivePerson common stock receive shares with an aggregate value of $42.8 million, subject to adjustment for LivePerson’s closing cash balance relative to a $74.0 million minimum cash threshold. Replacement restricted stock units and cash-settled awards will be issued to continuing LivePerson employees in exchange for outstanding unvested equity awards; out-of-the-money options and warrants are canceled at closing for no consideration.

The original merger agreement, signed April 21, 2026, was amended and restated on July 2, 2026. Under the amended structure, Lightspeed Merger Sub I will merge with and into LivePerson, with LivePerson surviving as an indirect wholly owned subsidiary of SoundHound, followed immediately by a second merger with Lightspeed Merger Sub II. Concurrently with the original agreement, SoundHound entered into a Notes Restructuring Agreement with LivePerson and secured noteholders, under which those holders agreed to release and deem satisfied the secured notes for the stock consideration.

The combined company expects a $500 million revenue opportunity, an accelerated path to profitability, a strong balance sheet, and no debt. For 2027, SoundHound said revenue is expected to be, at minimum, $350 million to $400 million, with at least $100 million of growable contribution from LivePerson’s long-tenured customers.

The deal is expected to close in the second half of 2026, subject to customary regulatory approvals and closing conditions. The merger agreement allows termination if the deal is not completed by October 21, 2026, extendable to December 5, 2026, if certain regulatory approvals have not been obtained.