Document And Entity Information
Document And Entity Information | 9 Months Ended |
Sep. 30, 2021 | |
Document Information Line Items | |
Entity Registrant Name | Archimedes Tech Spac Partners Co |
Document Type | S-4 |
Amendment Flag | false |
Entity Central Index Key | 0001840856 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Incorporation, State or Country Code | DE |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets | |||
Deferred offering cost | |||
Total assets | $ 133,770,360 | ||
Current liabilities: | |||
Accrued offering costs and expenses | 126,019 | ||
Due to related party | 716 | ||
Total current liabilities | 126,019 | 716 | |
Warrant liability | 161,359 | ||
Total liabilities | 287,378 | 716 | |
Commitments and Contingencies | |||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | |||
Common stock | 416 | ||
Additional paid-in capital | 821,700 | ||
Accumulated deficit | (346,364) | (716) | $ 9,083,000 |
Common stock subject to possible redemption, 13,300,000 shares and 0 shares at redemption value as of September 30, 2021 and December 31, 2020, respectively | 133,007,230 | ||
Stockholder’s Equity: | |||
Total stockholder’s deficit | 475,752 | (716) | |
Total Liabilities and Stockholders’ Equity | 133,770,360 | ||
Current assets | |||
Cash and cash equivalent | 628,652 | ||
Prepaid expenses | 134,478 | ||
Total current assets | 763,130 | ||
Property and equipment, net | 14,053,000 | ||
Marketable securities held in Trust Account | 133,007,230 | ||
SoundHound, Inc. | |||
Assets | |||
Total assets | 58,242,000 | 63,637,000 | 64,156,000 |
Current liabilities: | |||
Accounts payable | 3,304,000 | 3,336,000 | 2,162,000 |
Accrued liabilities | 4,363,000 | 3,411,000 | 3,361,000 |
Operating lease liabilities, current portion | 3,298,000 | ||
Financing lease liabilities, current portion | 1,636,000 | ||
Value-added tax liability | 1,692,000 | ||
Capital lease obligation | 2,331,000 | 2,981,000 | |
Income tax liability | 2,768,000 | 2,953,000 | |
Deferred rent | 414,000 | ||
Income tax payable | 2,424,000 | ||
Deferred rent | 181,000 | ||
Deferred revenue | 6,513,000 | 12,078,000 | 8,193,000 |
Convertible notes, current portion | 556,000 | ||
Notes payable, current portion | 28,656,000 | ||
Total current liabilities | 51,094,000 | 24,523,000 | 20,994,000 |
Capital lease obligation, non-current | 1,252,000 | 3,345,000 | |
Operating lease liabilities, net of current portion | 9,485,000 | ||
Financing lease liabilities, net of current portion | 408,000 | ||
Deferred rent, net of current portion | 1,511,000 | ||
Deferred rent, non-current | 1,104,000 | ||
Deferred revenue, net of current portion | 17,507,000 | 19,204,000 | 16,730,000 |
Derivative and warrant liability | 8,175,000 | 4,384,000 | |
Warrant liability | 3,348,000 | ||
Convertible notes | 18,438,000 | 13,058,000 | |
Other liabilities | 2,896,000 | 2,371,000 | 1,845,000 |
Total liabilities | 108,003,000 | 66,303,000 | 47,366,000 |
Redeemable convertible preferred stock | 273,687,000 | 273,687,000 | 223,641,000 |
Common stock | 1,000 | 1,000 | 1,000 |
Additional paid-in capital | 40,633,000 | 30,836,000 | 25,936,000 |
Accumulated deficit | (364,082,000) | (307,189,000) | (232,782,000) |
Accumulated other comprehensive loss | (1,000) | (6,000) | |
Stockholder’s Equity: | |||
Total stockholder’s deficit | (323,448,000) | (276,353,000) | (206,851,000) |
Total Liabilities and Stockholders’ Equity | 58,242,000 | 63,637,000 | 64,156,000 |
Current assets | |||
Cash and cash equivalent | 27,259,000 | 43,692,000 | 24,634,000 |
Restricted cash | 230,000 | 230,000 | |
Short-term investments | 13,585,000 | ||
Accounts receivable, net of allowance for doubtful accounts of $109 | 5,636,000 | 3,575,000 | 5,667,000 |
Prepaid expenses and other current assets | 1,735,000 | 1,452,000 | |
Prepaid expenses and other current assets | 1,390,000 | ||
Total current assets | 34,860,000 | 48,949,000 | 45,276,000 |
Restricted cash, non current | 1,060,000 | 1,060,000 | 1,520,000 |
Right-of-use-assets | 11,493,000 | ||
Property and equipment, net | 6,943,000 | 10,435,000 | 14,053,000 |
Deferred tax asset | 1,247,000 | 2,282,000 | 2,424,000 |
Other assets | $ 2,639,000 | $ 911,000 | $ 883,000 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 100,000,000 | 31,000,000 | |
Common stock, shares issued | 4,161,000 | 0 | |
Common stock, shares outstanding | 4,161,000 | 0 | |
Common stock subject to possible redemption | 13,300,000 | 0 | |
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |
Preferred stock, shares issued | |||
Preferred stock, shares outstanding | |||
SoundHound, Inc. | |||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 45,000,000 | 45,000,000 | 36,000,000 |
Common stock, shares issued | 12,210,825 | 11,818,761 | 11,750,082 |
Common stock, shares outstanding | 12,210,825 | 11,818,761 | 11,750,082 |
Net of allowance for doubtful account (in Dollars) | $ 109 | $ 109 | $ 109 |
Redeemable convertible preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Redeemable convertible preferred stock, shares authorized | 26,316,129 | 26,316,129 | 18,022,277 |
Redeemable convertible preferred stock, shares issued | 19,132,387 | 19,132,387 | 17,784,975 |
Redeemable convertible preferred stock, shares outstanding | 19,132,387 | 19,132,387 | 17,784,975 |
Liquidation preference (in Dollars) | $ 284,047 | $ 284,047 | $ 234,014 |
Unaudited Condensed Statements
Unaudited Condensed Statements of Operations - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | |
Formation and operating costs | $ 716 | $ 229,484 | $ 716 | $ 461,826 | |||
Net loss | (716) | $ (191,075) | $ (716) | $ (345,648) | |||
Basic and diluted weighted average shares outstanding, common stock (in Shares) | 4,161,000 | 3,891,044 | |||||
Basic and diluted (in Dollars per share) | $ (0.01) | $ (1.01) | |||||
Loss from operations | $ (716) | $ (229,484) | $ (461,826) | ||||
Other income | |||||||
Trust interest income | 3,352 | 7,230 | |||||
Unrealized gain on change in fair value of warrants | 35,057 | 108,948 | |||||
Total other income, net | $ 38,409 | $ 116,178 | |||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption (in Shares) | 13,300,000 | 9,675,824 | |||||
Basic and diluted net (loss) income per share attributable to common stock subject to redemption (in Dollars per share) | $ (0.01) | $ 0.37 | |||||
Revenues | $ 15,850,000 | $ 8,806,000 | |||||
Other income (expense) | |||||||
Loss on extinguishment of note | (3,775,000) | ||||||
Other comprehensive gain | $ (191,075) | ||||||
Other income (expense) | |||||||
Interest income | 6,000 | 160,000 | |||||
SoundHound, Inc. | |||||||
Net loss | $ (74,407,000) | $ (56,893,000) | $ (58,081,000) | $ (64,467,000) | |||
Basic and diluted weighted average shares outstanding, common stock (in Shares) | 12,062,343 | 11,767,970 | |||||
Basic and diluted (in Dollars per share) | $ (4.72) | $ (5.21) | |||||
Loss from operations | (66,004,000) | $ (46,487,000) | $ (50,595,000) | (64,574,000) | |||
Other income | |||||||
Total other income, net | 57,000 | 360,000 | |||||
Revenues | 13,017,000 | 15,850,000 | 8,806,000 | 7,677,000 | |||
Cost of revenues | 5,863,000 | 4,515,000 | |||||
Gross profit | 7,154,000 | 3,162,000 | |||||
Operating expenses: | |||||||
Cost of revenues | 4,878,000 | 4,188,000 | |||||
Other income (expense) | |||||||
Interest expense | (1,201,000) | (4,725,000) | (1,665,000) | ||||
Amortization of debt issuance costs | (1,068,000) | ||||||
Change in warrant liability | (587,000) | ||||||
Loss on extinguishment of note | (3,775,000) | ||||||
Change in fair value of derivative liability | (1,259,000) | 2,701,000 | 593,000 | 428,000 | |||
Total other expense, net | (7,665,000) | (9,006,000) | (7,213,000) | ||||
Deemed dividend related to the exchange of redeemable convertible preferred stock series D-3A for redeemable convertible preferred stock series D-3 | (3,182,000) | (3,182,000) | |||||
Net loss attributable to common stockholders | (77,589,000) | (56,893,000) | (61,263,000) | ||||
Other comprehensive gain | (74,407,000) | (56,893,000) | (58,081,000) | (64,467,000) | |||
Operating expenses | |||||||
Sales and marketing | 4,739,000 | 3,243,000 | 3,657,000 | 5,392,000 | |||
Research and development | 54,279,000 | 42,662,000 | 40,696,000 | 47,769,000 | |||
General and administrative | 14,140,000 | 11,554,000 | 10,860,000 | 14,575,000 | |||
Total operating expenses | 73,158,000 | 62,337,000 | 59,401,000 | 67,736,000 | |||
Other income (expense) | |||||||
Interest income | 168,000 | 919,000 | |||||
Other expense, net | (4,281,000) | (5,548,000) | (559,000) | ||||
Loss before provision for income taxes | (73,669,000) | (55,493,000) | (57,808,000) | (64,214,000) | |||
Provision for income taxes | 738,000 | 1,400,000 | 273,000 | 253,000 | |||
Other comprehensive gain | |||||||
Unrealized holding gain on available-for-sale securities, net of tax | 5,000 | 1,000 | 6,000 | 31,000 | |||
Comprehensive loss | $ (74,402,000) | $ (56,892,000) | $ (58,075,000) | $ (64,436,000) |
Unaudited Condensed Statement_2
Unaudited Condensed Statements of Changes in Stockholders’ Equity - USD ($) | Redeemable Convertible Preferred StockSoundHound, Inc. | Common StockSoundHound, Inc. | Common Stock | Additional Paid-in CapitalSoundHound, Inc. | Additional Paid-in Capital | Accumulated DeficitSoundHound, Inc. | Accumulated Deficit | Accumulated Other Comprehensive LossSoundHound, Inc. | SoundHound, Inc. | Total |
Balance at Dec. 31, 2018 | $ 223,641,000 | $ 1,000 | $ 22,456,000 | $ (161,368,000) | $ (37,000) | $ (138,948,000) | ||||
Balance (in Shares) at Dec. 31, 2018 | 17,784,975 | 11,546,434 | ||||||||
Cumulative effect adjustment from adoption of Topic 606 | (6,947,000) | (6,947,000) | ||||||||
Issuance of common stock upon exercise of stock options | 152,000 | 152,000 | ||||||||
Issuance of common stock upon exercise of stock options (in Shares) | 203,648 | |||||||||
Other comprehensive gain, net of tax | 31,000 | 31,000 | ||||||||
Stock-based compensation | 3,328,000 | 3,328,000 | ||||||||
Net loss | (64,467,000) | (64,467,000) | ||||||||
Balance at Dec. 31, 2019 | $ 223,641,000 | $ 1,000 | 25,936,000 | (232,782,000) | (6,000) | (206,851,000) | ||||
Balance (in Shares) at Dec. 31, 2019 | 17,784,975 | 11,750,082 | ||||||||
Issuance of redeemable convertible series D-3 preferred stock | $ 15,000,000 | |||||||||
Issuance of redeemable convertible series D-3 preferred stock (in Shares) | 454,545 | |||||||||
Conversion of convertible notes for redeemable convertible series D-3 preferred stock | $ 30,664,000 | |||||||||
Conversion of convertible notes for redeemable convertible series D-3 preferred stock (in Shares) | 766,293 | |||||||||
Deemed dividend related to redeemable convertible series D-3A preferred stock exchange of redeemable convertible series D-3 preferred stock | $ 3,182,000 | (3,182,000) | (3,182,000) | |||||||
Deemed dividend related to redeemable convertible series D-3A preferred stock exchange of redeemable convertible series D-3 preferred stock (in Shares) | ||||||||||
Issuance of common stock upon exercise of stock options | 206,000 | 206,000 | $ 4,367,677,000 | |||||||
Issuance of common stock upon exercise of stock options (in Shares) | 59,367 | |||||||||
Other comprehensive gain, net of tax | 6,000 | 6,000 | ||||||||
Stock-based compensation | 4,423,000 | 4,423,000 | ||||||||
Net loss | (58,081,000) | (58,081,000) | ||||||||
Balance at Sep. 30, 2020 | $ 272,487,000 | $ 1,000 | 27,383,000 | (290,863,000) | $ (716) | (263,479,000) | (716) | |||
Balance (in Shares) at Sep. 30, 2020 | 19,005,813 | 11,809,449 | ||||||||
Balance at Dec. 31, 2019 | $ 223,641,000 | $ 1,000 | 25,936,000 | (232,782,000) | (6,000) | (206,851,000) | ||||
Balance (in Shares) at Dec. 31, 2019 | 17,784,975 | 11,750,082 | ||||||||
Issuance of D-3 preferred stock at $33.00 per share | $ 15,000,000 | |||||||||
Issuance of D-3 preferred stock at $33.00 per share (in Shares) | 454,545 | |||||||||
Issuance of D-3 preferred stock at $40.00 per share | $ 1,000,000 | |||||||||
Issuance of D-3 preferred stock at $40.00 per share (in Shares) | 25,000 | |||||||||
Conversion of convertible notes for D-3 preferred stock | $ 30,664,000 | |||||||||
Conversion of convertible notes for D-3 preferred stock (in Shares) | 766,293 | |||||||||
Deemed dividend related to preferred stock exchange of D-3A to D-3 | $ 3,182,000 | (3,182,000) | (3,182,000) | |||||||
Issuance of Series B preferred stock upon exercise of warrants | $ 200,000 | 1,931,000 | 1,931,000 | |||||||
Issuance of Series B preferred stock upon exercise of warrants (in Shares) | 101,574 | |||||||||
Issuance of common stock upon exercise of stock options | 254,000 | 254,000 | ||||||||
Issuance of common stock upon exercise of stock options (in Shares) | 68,679 | |||||||||
Other comprehensive gain, net of tax | 5,000 | 5,000 | ||||||||
Stock-based compensation | 5,897,000 | 5,897,000 | ||||||||
Net loss | (74,407,000) | (74,407,000) | ||||||||
Balance at Dec. 31, 2020 | $ 273,687,000 | $ 1,000 | 30,836,000 | (307,189,000) | (716) | (1,000) | (276,353,000) | (716) | ||
Balance (in Shares) at Dec. 31, 2020 | 19,132,387 | 11,818,761 | ||||||||
Balance at Sep. 14, 2020 | ||||||||||
Balance (in Shares) at Sep. 14, 2020 | ||||||||||
Stock-based compensation | ||||||||||
Net loss | (716) | (716) | ||||||||
Balance at Sep. 30, 2020 | $ 272,487,000 | $ 1,000 | 27,383,000 | (290,863,000) | (716) | (263,479,000) | (716) | |||
Balance (in Shares) at Sep. 30, 2020 | 19,005,813 | 11,809,449 | ||||||||
Balance at Sep. 14, 2020 | ||||||||||
Balance (in Shares) at Sep. 14, 2020 | ||||||||||
Net loss | (74,407,000) | |||||||||
Balance at Dec. 31, 2020 | $ 273,687,000 | $ 1,000 | 30,836,000 | (307,189,000) | (716) | (1,000) | (276,353,000) | (716) | ||
Balance (in Shares) at Dec. 31, 2020 | 19,132,387 | 11,818,761 | ||||||||
Sale of 12,000,000 Units through IPO | $ 1,200 | 119,998,800 | 120,000,000 | |||||||
Sale of 12,000,000 Units through IPO (in Shares) | 12,000,000 | |||||||||
Sale of 1,300,000 Units through over-allotment | $ 130 | 12,999,870 | 13,000,000 | |||||||
Sale of 1,300,000 Units through over-allotment (in Shares) | 1,300,000 | |||||||||
Sale of 416,000 Private Units in private placement | $ 42 | 4,159,958 | 4,160,000 | |||||||
Sale of 416,000 Private Units in private placement (in Shares) | 416,000 | |||||||||
Issuance of representative shares | $ 42 | 2,024,421 | 2,024,463 | |||||||
Issuance of representative shares (in Shares) | 420,000 | |||||||||
Common stock issued to initial stockholders | $ 345 | 24,655 | 25,000 | |||||||
Common stock issued to initial stockholders (in Shares) | 3,450,000 | |||||||||
Forfeiture of founder shares | $ (13) | 13 | ||||||||
Forfeiture of founder shares (in Shares) | (125,000) | |||||||||
Underwriting fee | (2,660,000) | (2,660,000) | ||||||||
Offering costs charged to the stockholders’ equity | (2,449,810) | (2,449,810) | ||||||||
Initial classification of warrant liability | (270,307) | (270,307) | ||||||||
Reclassification of offering costs related to Public Shares | 4,779,936 | 4,779,936 | ||||||||
Net loss | (154,573) | (154,573) | ||||||||
Subsequent measurement of common stock subject to possible redemption | $ (1,330) | (124,412,583) | (124,413,913) | |||||||
Subsequent measurement of common stock subject to possible redemption (in Shares) | (13,300,000) | |||||||||
Subsequent measurement of common stock subject to redemption | (13,366,023) | (13,366,023) | ||||||||
Subsequent measurement of common stock subject to redemption (interest earned on trust account) | (3,878) | (3,878) | ||||||||
Balance at Jun. 30, 2021 | $ 416 | 825,052 | (155,289) | 670,179 | ||||||
Balance (in Shares) at Jun. 30, 2021 | 4,161,000 | |||||||||
Balance at Dec. 31, 2020 | $ 273,687,000 | $ 1,000 | 30,836,000 | (307,189,000) | (716) | (1,000) | (276,353,000) | (716) | ||
Balance (in Shares) at Dec. 31, 2020 | 19,132,387 | 11,818,761 | ||||||||
Issuance of common stock warrants | 3,843,000 | 3,843,000 | ||||||||
Issuance of common stock warrants (in Shares) | ||||||||||
Issuance of common stock upon exercise of stock options | 1,905,000 | 1,905,000 | 5,402,617,000 | |||||||
Issuance of common stock upon exercise of stock options (in Shares) | 392,064 | |||||||||
Other comprehensive gain, net of tax | 1,000 | 1,000 | ||||||||
Stock-based compensation | 4,049,000 | 4,049,000 | 13 | |||||||
Net loss | (56,893,000) | (56,893,000) | ||||||||
Balance at Sep. 30, 2021 | $ 273,687,000 | $ 1,000 | $ 416 | 40,633,000 | 821,700 | (364,082,000) | (346,364) | (323,448,000) | 475,752 | |
Balance (in Shares) at Sep. 30, 2021 | 19,132,387 | 12,210,825 | 4,161,000 | |||||||
Balance at Jun. 30, 2021 | $ 416 | 825,052 | (155,289) | 670,179 | ||||||
Balance (in Shares) at Jun. 30, 2021 | 4,161,000 | |||||||||
Net loss | (191,075) | (191,075) | ||||||||
Subsequent measurement of common stock subject to redemption (interest earned on trust account) | (3,352) | (3,352) | ||||||||
Balance at Sep. 30, 2021 | $ 273,687,000 | $ 1,000 | $ 416 | $ 40,633,000 | $ 821,700 | $ (364,082,000) | $ (346,364) | $ (323,448,000) | $ 475,752 | |
Balance (in Shares) at Sep. 30, 2021 | 19,132,387 | 12,210,825 | 4,161,000 |
Unaudited Condensed Statement_3
Unaudited Condensed Statements of Changes in Stockholders’ Equity (Parentheticals) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Sale of units through IPO | 12,000,000 | |
Sale of units through over-allotment | 1,300,000 | |
Sale of in private placement | 416,000 | |
SoundHound, Inc. | ||
Issuance of D-3 preferred stock, per share (in Dollars per share) | $ 33 | |
Issuance of D-3 preferred stock, per share (in Dollars per share) | $ 40 |
Unaudited Condensed Statement o
Unaudited Condensed Statement of Cash Flows - USD ($) | 1 Months Ended | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | ||||||
Net loss | $ (716) | $ (716) | $ (345,648) | |||
Adjustments to reconcile net loss to net cash used in operating activities | ||||||
Unrealized gain on change in fair value of warrants | (108,948) | |||||
Interest earned on marketable securities held in Trust Account | (7,230) | |||||
Adjustments to reconcile net cash used in operating activities: | ||||||
Formation cost paid by related party | 716 | |||||
Prepaid expenses | (134,478) | |||||
Accrued offering costs and expenses | 716 | 126,019 | ||||
Due to related party | (716) | |||||
Net cash used in operating activities | (471,001) | |||||
Proceeds from IPO and over-allotment | 133,000,000 | |||||
Payment of underwriting fees | (2,660,000) | |||||
Proceeds from private placement | 4,160,000 | |||||
Proceeds from issuance of promissory note to related party | 125,000 | |||||
Payment to promissory note to related party | (125,000) | |||||
Proceeds from issuance of common stock to initial stockholders | 25,000 | |||||
Payment of deferred offering costs | (425,347) | |||||
Net cash provided by financing activities | 134,099,653 | |||||
Net change in cash | 628,652 | |||||
Cash, beginning of the period | ||||||
Cash, end of the period | 628,652 | |||||
Supplemental disclosure of cash flow information | ||||||
Initial value of common stock subject to possible redemption | 124,413,913 | |||||
Reclassification of offering costs related to Public Shares | (4,779,936) | |||||
Subsequent measurement of common stock subject to redemption | 13,366,023 | |||||
Subsequent measurement of common stock subject to redemption (interest earned on trust account) | 7,230 | |||||
Forfeiture of founder shares | 13 | |||||
Initial classification of warrant liability | 270,307 | |||||
Cash Flows from Investing Activities: | ||||||
Investment held in Trust Account | (133,000,000) | |||||
Net cash used in investing activities | (133,000,000) | |||||
Supplemental disclosure of cash flow information: | ||||||
Deferred offering cost paid by Sponsor in exchange for issuance of common stock | ||||||
SoundHound, Inc. | ||||||
Cash Flows from Operating Activities: | ||||||
Net loss | (56,893,000) | (58,081,000) | (74,407,000) | $ (64,467,000) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
Depreciation and amortization | 4,169,000 | 4,547,000 | 6,037,000 | 4,671,000 | ||
Stock-based compensation | 4,049,000 | 4,423,000 | 5,897,000 | 3,328,000 | ||
Accretion of investment discount | (20,000) | (140,000) | ||||
Change in fair value of warrant liability | (1,259,000) | 2,701,000 | 593,000 | 587,000 | 428,000 | |
Amortization of debt issuance costs | 2,210,000 | 765,000 | 1,068,000 | |||
Non-cash lease amortization | 2,498,000 | |||||
Deferred income taxes | 141,000 | 1,035,000 | (1,000) | (2,282,000) | ||
Loss upon extinguishment of debt | 3,775,000 | 3,775,000 | ||||
Change in fair value of derivative liability | 1,090,000 | 1,300,000 | 1,259,000 | |||
Loss on disposal of fixed assets | 8,000 | |||||
Adjustments to reconcile net cash used in operating activities: | ||||||
Accounts receivable, net | (2,061,000) | 4,899,000 | (1,890,000) | 50,000 | ||
Prepaid expenses | (627,000) | (628,000) | (320,000) | 166,000 | ||
Operating lease liabilities arising from obtaining right-of-use assets | (2,788,000) | |||||
Other long term assets | (337,000) | 32,000 | ||||
Accounts payable | (32,000) | 796,000 | 1,174,000 | 891,000 | ||
Accrued liabilities | 767,000 | (1,415,000) | 1,311,000 | |||
Tenant improvements | 1,098,000 | |||||
Other liabilities, non-current | 525,000 | 906,000 | 526,000 | |||
Accrued expenses | 3,588,000 | |||||
Deferred rent | (10,000) | (458,000) | (582,000) | |||
Deferred revenue | (7,262,000) | 2,507,000 | 10,341,000 | 6,026,000 | ||
Net cash used in operating activities | (50,956,000) | (35,592,000) | (46,304,000) | (46,033,000) | ||
Net cash provided by financing activities | 35,202,000 | 52,822,000 | 53,454,000 | (2,328,000) | ||
Net change in cash | (16,433,000) | 28,165,000 | 18,598,000 | (40,040,000) | ||
Cash, beginning of the period | 44,982,000 | 26,384,000 | 26,384,000 | 66,424,000 | ||
Cash, end of the period | 54,551,000 | 44,982,000 | 28,549,000 | 54,551,000 | 44,982,000 | 26,384,000 |
Supplemental disclosure of cash flow information | ||||||
Forfeiture of founder shares | 4,049,000 | 4,423,000 | 5,897,000 | 3,328,000 | ||
Cash Flows from Investing Activities: | ||||||
Purchase of property and equipment | (679,000) | (1,655,000) | (2,162,000) | (5,109,000) | ||
Purchase of short-term investments | (18,570,000) | |||||
Maturities of short-term investments | 12,590,000 | 13,610,000 | 32,000,000 | |||
Net cash used in investing activities | (679,000) | 10,935,000 | 11,448,000 | 8,321,000 | ||
Cash flows from financing activities: | ||||||
Proceeds from issuance of note payable | 29,833,000 | |||||
Proceeds from the exercise of common stock option | 1,905,000 | 206,000 | ||||
Cash flows from financing activities | ||||||
Issuance of common stock | 254,000 | 152,000 | ||||
Proceeds from issuance of preferred stock | 16,000,000 | |||||
Proceeds from issuance of convertible note | 5,000,000 | 54,935,000 | 40,000,000 | |||
Proceeds from exercise of common stock warrants | 200,000 | |||||
Payment of capital lease obligations, net | (1,536,000) | (2,319,000) | (3,000,000) | (2,480,000) | ||
Cash and cash equivalents | 53,031,000 | 43,692,000 | 27,259,000 | 53,031,000 | 43,692,000 | 24,634,000 |
Current portion of restricted cash included in prepaid expenses and other current assets | 230,000 | 230,000 | 230,000 | 230,000 | ||
Non-current portion of restricted cash | $ 1,520,000 | $ 1,060,000 | 1,060,000 | 1,520,000 | 1,060,000 | 1,520,000 |
Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows | 28,549,000 | 54,551,000 | 44,982,000 | 26,384,000 | ||
Cash paid during the year for: | ||||||
Income taxes | 1,400,000 | 274,000 | 738,000 | 253,000 | ||
Interest | 1,469,000 | 323,000 | 412,000 | 568,000 | ||
Noncash investing and financing activities | ||||||
Operating lease liabilities and right-of-use assets through adoption of Topic 842 | 11,954,000 | |||||
Operating lease liabilities arising from obtaining right-of-use assets | 3,422,000 | |||||
Property and equipment acquired under capital leases | 60,000 | 257,000 | 4,547,000 | |||
Debt discount through issuance of common stock warrants | 3,843,000 | |||||
Debt discount through issuance of convertible note with derivative liability | 6,520,000 | |||||
Extinguishment of derivative liability | (5,377,000) | |||||
Unrealized gain for available for sale securities | 1,000 | 6,000 | ||||
Discount on convertible debt from derivative liability | 1,121,000 | |||||
Change in fair value of warrant liability upon exercise for Series B preferred stock | 1,931,000 | |||||
Deemed dividend from exchange of series D-3A redeemable convertible preferred stock for series D-3 | 3,182,000 | 3,182,000 | ||||
Conversion of convertible notes to series D-3A redeemable convertible preferred stock | $ 30,664,000 | $ 30,664,000 | ||||
Purchase of property and equipment in accounts payable and accrued expenses | $ 270,000 |
Organization and Business Opera
Organization and Business Operations | 4 Months Ended | 9 Months Ended |
Dec. 31, 2020 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | ||
Organization and Business Operations | Note 1 — Organization and Business Operation Archimedes Tech SPAC Partners Co. (the “Company”) is a blank check company formed under the laws of the State of Delaware on September The Company has selected December 31 as its fiscal year end. The Company was formed on September -operating The Company’s Sponsor is Archimedes Tech SPAC Sponsors LLC, a Delaware limited liability company (the “Sponsor”). The Company’s ability to commence operations is contingent upon obtaining adequate financial resources through a proposed public offering of 12,000,000 units at $10.00 per unit (or 13,800,000 units if the underwriters’ over -allotment -allotment -quarter -quarter -quarter -quarter On March -allotment -allotment The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the value of the assets held in the Trust Account (as defined below) (excluding taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post -transaction Upon the closing of the Proposed Public Offering, management has agreed that an aggregate of $10.00 per Public Unit sold in the Proposed Public Offering (regardless of whether or not the over -allotment -based -7 that the Company is not deemed to be an investment company under the Investment Company Act. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its income or other tax obligations, the proceeds will not be released from the Trust Account until the earlier of the completion of a Business Combination or the redemption of 100% of the outstanding Public Subunits if the Company has not completed a Business Combination in the required time period. The proceeds held in the Trust Account may be used as consideration to pay the sellers of a target business with which the Company completes a Business Combination. Any amounts not paid as consideration to the sellers of the target business may be used to finance operations of the target business. The shares of common stock subject to redemption will be recorded at a redemption value and classified as temporary equity upon the completion of the Proposed Public Offering, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and, if the Company seeks stockholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination. The Company will continue in existence only until 18 -subunit -quarter A public stockholder will be entitled to receive funds from the Trust Account (including interest earned on his, her or its portion of the Trust Account to the extent not previously released to the Company) only in the event of (i) the redemption of 100% of the outstanding Public Subunits if the Company has not completed a Business Combination in the required time period, (ii) if that public stockholder converts such Public Subunits, or sells such Public Subunits to the Company in a tender offer, in connection with a Business Combination which the Company consummates or (iii) the Company seeks to amend any provisions of its amended and restated certificate of incorporation that would affect the public stockholders’ ability to convert or sell their Public Subunits to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to redeem 100% of the Public Subunits if the Company does not complete a Business Combination within the Combination Period. This redemption right shall apply in the event of the approval of any such amendment to the Company’s amended and restated certificate of incorporation, whether proposed by the Sponsor, initial stockholders, executive officers, directors or any other person. In no other circumstances will a public stockholder have any right or interest of any kind to or in the Trust Account. The Sponsor, initial stockholders, officers and directors have agreed (1) to vote any shares of common stock owned by them in favor of any proposed Business Combination, (2) not to convert any shares in connection with a stockholder vote to approve a proposed initial Business Combination and (3) not to sell any shares in any tender in connection with a proposed initial Business Combination. The Sponsor has agreed that it will be liable to ensure that the proceeds in the Trust Account are not reduced below $10.00 per Public Subunit by the claims of target businesses or claims of vendors or other entities that are owed money by the Company for services rendered or contracted for or products sold to the Company, but the Company cannot assure that it will be able to satisfy its indemnification obligations if it is required to do so. The Company has not asked the Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and believes that the Sponsor’s only assets are securities of the Company. Therefore, the Company believes it is unlikely that the Sponsor will be able to satisfy its indemnification obligations if it is required to do so. Going Concern Consideration As of December Prior to the completion of the IPO, the Company’s liquidity needs had been satisfied through receipt of $25,000 from the sale of founder shares (see Note 8), advances from the Sponsor in an aggregate amount of $125,000 under an unsecured promissory note, which were repaid upon the closing of the IPO (see Note 8). Subsequent to the consummation of the IPO and private placements, the Company’s liquidity needs have been satisfied through the net proceeds from the IPO and private placements held outside of the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Company’s Sponsor, initial stockholders, officers, directors and their affiliates may, but are not obligated to, provide the Company Working Capital Loans, as defined below (see Note 5). To date, there were no amounts outstanding under any Working Capital Loans. The Company anticipates that the $0 outside of the Trust Account as of December | Note 1 — Organization and Business Operations Organization and General Archimedes Tech SPAC Partners Co. (the “Company”) is a blank check company formed under the laws of the State of Delaware on September 15, 2020. The Company was formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar Business Combination with one or more businesses or entities (the “Business Combination”). The Company’s focus will be on the artificial intelligence, cloud services and automotive technology sectors. However, the Company is not limited to the technology industry, or these sectors therein, and the Company may pursue a Business Combination opportunity in any business or industry it chooses, and it may pursue a company with operations or opportunities outside of the United States. The Company has selected December 31 as its fiscal year end. As of September 30, 2021, the Company had not commenced any revenue -generating -operating On November Additional information about the Merger Agreement and related transactions can be found in the Current Report on Form 8 -K The Company’s sponsor is Archimedes Tech SPAC Sponsors LLC, a Delaware limited liability company (the “Sponsor”). References to the Company’s “initial stockholders” refer to the Company’s stockholders prior to the IPO, excluding the holders of the Representative Shares (See Note 8). Financing The registration statement for the Company’s IPO was declared effective on March 10, 2021 (the “Effective Date”). As discussed in Note 4, on March 15, 2021, the Company consummated the IPO of 12,000,000 units, (the “Public Units”), at $10.00 per Public Unit, generating gross proceeds of $120,000,000. Each Public Unit consists of (i) one subunit (the “Public Subunit”), which consists of one share of common stock (the “Public Share”) and one -quarter -quarter Simultaneously with the closing of the IPO, the Company consummated the sale of 390,000 private units (the “Private Units”) at a price of $10.00 per Private Unit in a private placement (the “Private Placement”) to the Sponsor and EarlyBirdCapital, Inc. (“EarlyBirdCapital”), generating gross proceeds of $3,900,000, which is discussed in Note 5. Each Private Unit consists of (i) one subunit (the “Private Subunits”), which consists of one share of common stock (the “Private Shares”) and one -quarter -quarter Transaction costs amounted to $4,849,810 consisting of $2,400,000 of underwriting discount and $2,449,810 of other offering costs. The Company granted the underwriters in the IPO a 45 -day -allotments -allotment -allotment -allotment Trust Account Following the closing of the IPO on March 15, 2021 and the underwriters’ partial exercise of over -allotment -7 Initial Business Combination The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the value of the assets held in the Trust Account (excluding taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post -transaction The shares of common stock subject to redemption are recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and, if the Company seeks stockholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination. The Company will continue in existence only until 18 months from the closing of the IPO (the “Combination Period”). However, if the Company is unable to complete the initial Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up and (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the outstanding Public Subunits, at a per -subunit -quarter warrant included in the Public Subunits being redeemed. As promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and its board of directors, the Company will dissolve and liquidate, subject to its obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. A public stockholder will be entitled to receive funds from the Trust Account (including interest earned on his, her or its portion of the Trust Account to the extent not previously released to the Company) only in the event of (i) the redemption of 100% of the outstanding Public Subunits if the Company has not completed a Business Combination in the required time period, (ii) if that public stockholder converts such Public Subunits, or sells such Public Subunits to the Company in a tender offer, in connection with a Business Combination which the Company consummates or (iii) the Company seeks to amend any provisions of its amended and restated certificate of incorporation that would affect the public stockholders’ ability to convert or sell their Public Subunits to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to redeem 100% of the Public Subunits if the Company does not complete a Business Combination within the Combination Period. This redemption right shall apply in the event of the approval of any such amendment to the Company’s amended and restated certificate of incorporation, whether proposed by the Sponsor, initial stockholders, executive officers, directors or any other person. In no other circumstances will a public stockholder have any right or interest of any kind to or in the Trust Account. The Sponsor, initial stockholders, officers and directors have agreed (1) to vote any shares of common stock owned by them in favor of any proposed Business Combination, (2) not to convert any shares in connection with a stockholder vote to approve a proposed initial Business Combination and (3) not to sell any shares in any tender in connection with a proposed initial Business Combination. The Sponsor has agreed that it will be liable to ensure that the proceeds in the Trust Account are not reduced below $10.00 per Public Subunit by the claims of target businesses or claims of vendors or other entities that are owed money by the Company for services rendered or contracted for or products sold to the Company, but the Company cannot assure that it will be able to satisfy its indemnification obligations if it is required to do so. The Company has not asked the Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and believes that the Sponsor’s only assets are securities of the Company. Therefore, the Company believes it is unlikely that the Sponsor will be able to satisfy its indemnification obligations if it is required to do so. Liquidity and Going Concern As of September 30, 2021, the Company had cash outside the Trust Account of $628,652 available for its working capital needs. All remaining cash and securities were held in the Trust Account and is generally unavailable for the Company’s use prior to an initial Business Combination and is restricted for use either in a Business Combination or to redeem Public Subunits. As of September 30, 2021, none of the amount on deposit in the Trust Account was available to be withdrawn as described above. Prior to the completion of the IPO, the Company’s liquidity needs had been satisfied through receipt of $25,000 from the sale of Founder Shares (see Note 6), advances from the Sponsor in an aggregate amount of $125,000 under an unsecured promissory note, which were repaid upon the closing of the IPO (see Note 6). Subsequent to the consummation of the IPO and Private Placement, the Company’s liquidity needs have been satisfied through the net proceeds from the IPO and Private Placement held outside of the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Company’s Sponsor, initial stockholders, officers, directors and their affiliates may, but are not obligated to, provide the Company Working Capital Loans, as defined below (see Note 6). To date, there were no amounts outstanding under any Working Capital Loans. The Company anticipates that the $628,652 outside of the Trust account as of September 30, 2021 will not be sufficient to allow the Company to operate for at least the next 12 months, assuming that a Business Combination is not consummated during that time. Furthermore, if the Company is not able to consummate a Business Combination by September 15, 2022, it will trigger the Company’s automatic winding up, liquidation and dissolution. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 4 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2019 | |
Summary of Significant Accounting Policies [Line Items] | |||
Summary of Significant Accounting Policies | Note 2 — Significant Accounting Policies Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the SEC. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes -Oxley Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non -emerging Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short -term Deferred Offering Costs Deferred offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the Proposed Public Offering and that will be charged to stockholders’ equity upon the completion of the Proposed Public Offering. Should the Proposed Public Offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations. Net Loss Per Share Net loss per share is not applicable because the Company had no shares outstanding as of December Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December The provision for income taxes was deemed to be immaterial for the period from September Recent Accounting Pronouncements Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements. | Note 3 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 8 -K Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes -Oxley Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non -emerging time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of unaudited condensed financial statement in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statement. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short -term Marketable Securities Held in Trust Account At September 30, 2021, the Company had $133,007,230 in the Trust Account which may be utilized for Business Combination. As of September 30, 2021, the assets held in the Trust Account were invested in Treasury Securities consisting of money market funds. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three -tier • • • In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. The fair values of cash and cash equivalents, prepaid expenses, accounts payable and accrued expenses, and due to related party are estimated to approximate the carrying values as of September 30, 2021 due to the short maturities of such instruments. The Company’s warrant liability and the fair value of its Representative Shares are based on valuation models utilizing management judgment and pricing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. Significant deviations from these estimates and inputs could result in a material change in fair value. The fair value of the warrant liability and the fair value of its Representative Shares are classified as Level 3. See Note 7 for additional information on assets, liabilities and Representative Shares measured at fair value. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At September 30, 2021 and December 31, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock feature certain redemption rights that is considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet. Net Income (Loss) Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. The statements of operations include a presentation of income (loss) per redeemable Public Share and income (loss) per founder non -redeemable -class -redeemable -redeemable -redeemable The earnings per share presented in the condensed statements of operations is based on the following: For the For the Net loss $ (191,075 ) $ (345,648 ) Accretion of temporary equity to redemption value (3,352 ) (13,373,253 ) Net loss including accretion of temporary equity to redemption value $ (194,427 ) $ (13,718,901 ) For the three months ended For the nine months ended Redeemable Non- Redeemable Non- Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (148,095 ) $ (46,332 ) $ (9,784,253 ) $ (3,934,648 ) Accretion of temporary equity to redemption value 3,352 — 13,373,253 — Allocation of net income (loss) $ (144,743 ) $ (46,332 ) $ 3,589,000 $ (3,934,648 ) Denominator: Weighted-average shares outstanding 13,300,000 4,161,000 9,675,824 3,891,044 Basic and diluted net income (loss) per share $ (0.01 ) $ (0.01 ) $ 0.37 $ (1.01 ) In connection with the underwriters’ partial exercise of their over -allotment As of September 30, 2021, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the Company’s earnings. As a result, diluted income (loss) per share is the same as basic income (loss) per share for the periods presented. Offering Costs associated with the Initial Public Offering The Company complies with the requirements of the ASC 340 -10-S99-1 Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. Derivative instruments are recorded at fair value on the grant date and re -valued -current -cash Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of September 30, 2021, respectively. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The Company’s deferred tax assets were deemed to be de minimis as of September 30, 2021. Risks and Uncertainties Management continues to evaluate the impact of the COVID -19 Recently Adopted Accounting Standards In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivatives and Hedging -Contracts in Entity’s Own Equity (Subtopic 815 -40 ): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity -06 -linked -06 | |
SoundHound, Inc. [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Significant Accounting Policies The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited consolidated financial statements and in the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the financial statements have been included. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2020. The condensed consolidated balance sheet as of December 31, 2020 included herein was derived from the audited consolidated financial statements as of that date. The results of operations for the nine months ended September 30, 2021 are not necessarily indicative of the results for the fiscal year ending December 31, 2021 or any future interim period. Principles of Consolidation The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly -owned Reclassification Certain prior period balances have been reclassified to conform to the current year presentation. Such changes include the presentation change on the condensed consolidated statements of operations and comprehensive loss from a two -step -step These reclassifications had no impact on total assets, total liabilities, net loss or comprehensive loss in the previously reported consolidated financial statements for the year ended December 31, 2020. Segment Information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. Emerging Growth Company Status The Company is an emerging growth company (“EGC”) as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”) and may take advantage of reduced reporting requirements that are otherwise applicable to public companies. Section 107 of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with those standards. This means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company has the option to adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company has elected to use the extended transition period for complying with new or revised accounting standards unless the Company otherwise early adopts select standards. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the condensed consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for doubtful accounts, accrued liabilities, derivative and warrant liabilities, calculation of the incremental borrowing rate, financial instruments recorded at fair value on a recurring basis, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock- based compensation expense. The Company bases its estimates on historical experience, the current economic environment, and on assumptions it believes are reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ materially from those estimates. Concentrations of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to potential significant concentrations of credit risk consist principally of cash and cash equivalents. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss. As of September 30, 2021 and December 31, 2020, accounts receivable balances due from two customers collectively totaled 89% and 87%, respectively, of the Company’s consolidated accounts receivable balance. During the nine months ended September 30, 2021, the Company had two customers that accounted for 58% of total revenue. During the nine months ended September 30, 2020, the Company had two customers that accounted for 47% of total revenue. Equity Issuance Costs The Company capitalizes certain legal, professional accounting and other third -party -process Additionally, certain transaction costs incurred in connection with the pending merger agreement, which are direct and incremental to the proposed merger (see Note 17 for additional information), will be deferred and recorded as a component of prepaid expenses and other current assets within the condensed consolidated balance sheets and will offset cash proceeds from the Business Combination if successful. Revenue Recognition The Company recognizes revenue under Accounting Standards Codification (“ASC”) Topic 606 (“ASC 606”), Revenue from Contracts with Customers (i) Identification of the contract(s) with a customer; (ii) Identification of the performance obligations in the contract; (iii) Determination of the transaction price, including the constraint on variable consideration; (iv) Allocation of the transaction price to the performance obligations in the contract; (v) Recognition of revenue when, or as, performance obligations are satisfied. Under ASC 606, assuming all other revenue recognition criteria have been met, the Company will recognize revenue for arrangements upon the transfer of control of the Company’s performance obligations to its customers. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer and is the unit of account in ASC 606. Revenues are recognized when control of the promised goods or services are transferred to a customer in an amount that reflects the consideration that the Company expects to receive in exchange for those services. The Company currently generates its revenues through the following performance obligations: (1) hosted services, (2) professional services and (3) traffic monetization. Warrants The Company determines whether to classify contracts, such as warrants, that may be settled in its own stock as equity of the entity or as a liability. An equity-linked financial instrument must be considered indexed to the Company’s own stock to qualify for equity classification. The Company classifies warrants as liabilities for any contracts that may require a transfer of assets. The warrants are considered freestanding instruments that qualify as liabilities under ASC Topic 480, Distinguishing Liabilities from Equity Income Taxes The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. A valuation allowance is established when, in management’s estimate, it is more -likely-than-not -likely-than-not The Company classifies interest and penalties related to uncertain tax positions in income tax expense, if applicable. There were no interest expenses or penalties related to unrecognized tax benefits recorded through September 30, 2021. Stock-Based Compensation The Company measures and records the expense related to stock -based -based -based -Scholes-Merton -pricing -Scholes -pricing -Scholes -pricing Expected Volatility Expected Term -based -vesting Risk -Free Interest Rate -free -coupon Dividend Yield Fair Value Measurements The Company defines fair value as the exchange price that would be received from an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company follows a three -level • Level 1 — • Level 2 — • Level 3 — The Company’s derivative liabilities and warrants are measured at fair value on a recurring basis and are classified as Level 3 liabilities. The Company records subsequent adjustments to reflect the increase or decrease in estimated fair value at each reporting date on the condensed consolidated statements of operations and comprehensive loss. Redeemable Convertible Preferred Stock The Company’s shares of redeemable convertible preferred stock do not have a mandatory redemption date and are assessed at issuance for classification and redemption features requiring bifurcation. The Company presents as temporary equity any stock which (i) the Company undertakes to redeem at a fixed or determinable price on the fixed or determinable date or dates; (ii) is redeemable at the option of the holders, or (iii) has conditions for redemption which are not solely within the control of the Company. The Company’s redeemable convertible preferred stock is redeemable upon a deemed liquidation event which the Company determined is not solely within its control and thus has classified shares of redeemable convertible preferred stock as temporary equity until such time as the conditions are removed or lapse. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the shares of redeemable convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values of the shares of redeemable convertible preferred stock would be made only when a deemed liquidation event becomes probable. Convertible Notes and Derivative Liabilities The Company evaluates its convertible notes, and other contracts, if any, to determine if those contracts or embedded components of those contracts qualify as derivatives requiring bifurcation. The Company accounts for conversion features that meet the criteria for bifurcation as liabilities at fair value and adjusts the derivative instruments to fair value at each reporting period. The conversion features qualify as derivatives, as they continuously reset as the underlying stock price increases or decreases to provide a fixed value of equity to the holders at any conversion date. The conversion features are subject to remeasurement at each balance sheet date until exercised, and any change in fair value is recognized as a component of other expense, net in the condensed consolidated statements of operations and comprehensive loss. The fair value of the conversion features has been estimated using a probability -weighted The Company holds its convertible notes at amortized cost and amortizes the associated debt discount created from bifurcated derivatives and issuance costs under the effective interest or straight -line Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted -average Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted -average Accordingly, in periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti -dilutive Recent Accounting Pronouncements From time to time, new accounting pronouncements, or Accounting Standards Updates (“ASU”), are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. Leases In February 2016, FASB issued Accounting Standards Update (ASU) 2016 -02 Leases -13 -10 -11 -20 -01 -of-use -line In addition, the Company elected the transition package of three practical expedients which allow companies not to reassess (i) whether agreements contain leases, (ii) the classification of leases, and (iii) the capitalization of initial direct costs. Further, the Company elected to separate lease and non -lease -lease -line The Company’s lease portfolio consists primarily of real estate assets and computer equipment. Some of these leases also require the Company to pay maintenance, utilities, taxes, insurance, and other operating expenses associated with the leased space. Based upon the nature of the items leased and the structure of the leases, the Company’s leases classified as operating leases continue to be classified as operating leases and capital leases will be accounted for as financing leases under the new accounting standard. As a result of the adoption of the new lease accounting guidance, the Company recognized on January 1, 2021: • -by-lease • $11,610, adjusted for (1) deferred rent of approximately $827, (2) lease incentives or tenant improvement allowance of $1,098 and (3) prepaid rent of $344. The adoption of the new lease accounting standard did not have any other material impact on the Company’s condensed consolidated balance sheet and did not impact the Company’s operating results and cash flows. See Leases in Note 12 for further information, including further discussion on the impact of adoption and changes in accounting policies relating to leases. Business Combinations In October 2021, the FASB issued ASU 2021 -08 | 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Nature of Operations SoundHound, Inc. and its subsidiaries (“SoundHound” or the “Company”) turns sound into understanding and actionable meaning. SoundHound’s applications for mobile devices enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. The Company’s latest product, Hound, leverages its Speech -to-Meaning -breaking -to-Meaning Basis of Presentation and Significant Accounting Policies The consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The Company’s consolidated financial statements include the accounts of the Company and its wholly -owned Reclassifications Certain prior period amounts have been reclassified to conform to the current year presentation. These reclassifications did not have material impact on previously reported consolidated financial statements. Foreign Currency Translation The foreign subsidiaries’ functional currency is the U.S. dollar. The gains and losses resulting from remeasuring the subsidiaries’ foreign currency denominated transactions into U.S. dollars have been reported in the Consolidated Statement of Operations and Comprehensive Loss. Foreign currency -denominated Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for doubtful accounts, accrued liabilities, preferred stock warrant liabilities, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock -based Subsequent to December 31, 2019, the Company began to experience the results of the worldwide COVID -19 -19 -19 Liquidity and Going Concern Since inception, the Company has generated recurring losses as well as negative operating cash flows which has resulted in a net loss of $64.5 million for the year ended December 31, 2019. As of December 31, 2019, the Company has an accumulated deficit of $232.8 million. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of research and development activities. The Company has funded its operations primarily through the sale and issuance of convertible preferred stock. The Company has reviewed the relevant conditions and events surrounding its ability to continue as a going concern including among others: historical losses, projected future results, including the effects of the novel coronavirus (“COVID -19 In order to continue its operations, the Company must raise additional equity or debt financings and achieve profitable operations. The Company must, among other things, respond to competitive developments and attract, retain and motivate qualified personnel. Although management has historically been successful in raising capital, there can be no assurance that the Company will be able to obtain additional equity or debt financing on terms acceptable to the Company, or at all. The failure to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on the Company’s business, financial position, results of operations, and future cash flows. Total cash, short -term -term -concern Concentrations of Credit Risk and Other Risks and Uncertainties The Company is exposed to credit risk in the event of default by the financial institutions to the extent that cash and cash equivalent deposits are in excess of the $250,000 insured by the Federal Deposit Insurance Corporation. These deposits routinely exceed the insurable limit. The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, money market mutual funds, and corporate bonds. To date, the Company has not experienced any losses on its cash and cash equivalents. As of December 31, 2019, accounts receivable balances due from two customers collectively totaled 90.8% of the Company’s total consolidated accounts receivable balance. During the year ended December 31, 2019, the Company had four customers that accounted for 53.7% of total revenue. Cash Equivalents and Short-Term Investments The Company considers all highly liquid investments purchased with an original maturity of 90 days or less from the date of purchase to be cash equivalents. All investments purchased with original maturities beyond 90 days at the time of the purchase are classified as short -term -term -for-sale Restricted Cash and Certificates of Deposit The Company’s restricted cash and certificates of deposit were established according to the requirements under the leases for the Company’s corporate headquarters, data center, and sales office, and are subject to certain restrictions under the leases. All amounts in restricted cash as of December 31, 2019 represent funds held in certificates of deposit, have original maturities of six months to one year and are recorded at cost plus accrued interest, which approximates fair value as of December 31, 2019. The Company’s restricted cash is included in Other Assets in the Consolidated Balance Sheet. Restricted cash is classified is classified as current or non -current Investments The Company’s investments in debt securities are classified as available -for-sale -for-sale -than-temporary -term Accounts Receivable Accounts receivable consist of current trade receivables due from customers recorded at invoiced amounts, net of allowance for doubtful accounts. Accounts receivables do not bear interest and the Company generally does not require collateral or other security in support of accounts receivable. The Company has established an allowance for doubtful accounts and evaluates the collectability of its accounts receivable based on known collection risks and historical experience. Uncollectible receivables are written off when all efforts to collect have been exhausted and recoveries are recognized when received. The allowance for doubtful accounts as of December 31, 2019 was $109,000. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is provided using the straight -line The estimated useful lives of the Company’s property and equipment are as follows: Computer equipment 3 – 4 years Software 3 years Furniture and fixtures 5 years Leasehold improvements Lesser of useful life or the term of the lease Maintenance and repairs that do not extend the life or improve the asset are expensed as incurred. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the total of estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. Impairment, if any, would be assessed using discounted cash flows or other appropriate measures of fair value. Through December 31, 2019, there have been no such impairments. Revenue Recognition On January 1, 2019, the Company adopted ASC Topic 606, Revenue from Contracts with Customers Revenue Recognition Contract Costs Contract costs primarily consist of commissions paid to online storefronts that sell the Company’s music search app to customers. Online storefronts retain commissions on each purchase of the Company’s music search app made by customers, and as a result, the Company receives a net payment from the sale. The sale of the Company’s music search app through the online storefronts requires the revenue to be deferred due to an implied obligation to the paying customer to continue hosting the music content in its database over the estimated average customer relationship period. As revenues are deferred from the sale of the Company’s music search app, the related direct and incremental commissions are also deferred in accordance with Topic 606 and reported in prepaid expenses and other current assets in the accompanying Consolidated Balance Sheet. The deferred commissions are recognized ratably over the average customer life in the Consolidated Statement of Operations and Comprehensive Loss in Cost of Revenues. Research and Development The Company’s research and development costs are expensed as incurred. These costs include salaries and other personnel related expenses, contractor fees, facility costs, supplies, and depreciation of equipment associated with the design and development of new products prior to the establishment of their technological feasibility. Warrant Liability The Company classifies as liabilities any contracts that may require a transfer of assets. The warrants are considered freestanding instruments that qualify as liabilities under ASC Topic 480, Distinguishing Liabilities from Equity -measured Segment Information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. All required financial segment information can be found on the consolidated financial statements. Income Taxes The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. A valuation allowance is established when, in management’s estimate, it is more -likely-than-not -likely-than-not -related The Company classifies interest and penalties related to uncertain tax positions in income tax expense, if applicable. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2019. Stock-Based Compensation Employee stock -based -Scholes-Merton -pricing -Scholes-Merton -free -line -option -based Beginning January 1, 2018 with the adoption of ASU 2016 -09 -based Fair Value Measurements The Company defines fair value as the exchange price that would be received from an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company follows a three -level • Level 1 — • Level 2 — • Level 3 — The estimated fair value of financial instruments disclosed in the consolidated financial statements have been determined using available market information and appropriate valuation methodologies. In certain cases where there is limited activity or less transparency around inputs to valuation, such as the Company’s warrant liability, these financial instruments are classified as Level 3. The carrying value of all remaining current assets and current liabilities approximates fair value because of their short -term Leases The Company accounts for leases as capital or operating leases based upon the lease classification criteria outlined in ASC 840 -20 -line For leases that are classified as capital leases, the property is recorded as a capital lease asset within property and equipment on the Consolidated Balance Sheet, and a corresponding amount is recorded as a capital lease obligation in an amount equal to the lesser of the present value of minimum lease payments to be made over the lease life, beginning with the lease inception date, or the fair value of the property being leased. The capital lease assets are amortized on a straight- line basis over the lesser of the lease term or the economic life of the property. Each minimum lease payment is allocated between a reduction of the lease obligation and interest expense, yielding a fixed rate of interest throughout the lease obligation. Redeemable Convertible Preferred Stock The Company’s shares of redeemable convertible preferred stock do not have a mandatory redemption date and are assessed at issuance for classification and redemption features requiring bifurcation. The Company presents as temporary equity any stock which (i) the Company undertakes to redeem at a fixed or determinable price on the fixed or determinable date or dates; (ii) is redeemable at the option of the holders, or (iii) has conditions for redemption which are not solely within the control of the Company. The Company’s redeemable convertible preferred stock is redeemable upon a deemed liquidation event which the Company determined is not solely within its control and thus has classified shares of redeemable convertible preferred stock as temporary equity until such time as the conditions are removed or lapse. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the shares of redeemable convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values of the shares of redeemable convertible preferred stock would be made only when a deemed liquidation event becomes probable. Upon issuance of the redeemable convertible preferred stock, the Company assessed the embedded conversion and liquidation features of the securities. The Company determined that the redeemable convertible preferred stock did not require the Company to separately account for the liquidation features. The Company also concluded that no beneficial conversion feature existed upon the issuance date of the redeemable convertible preferred stock. Emerging Growth Company Status From time to time, new accounting pronouncements, or Accounting Standards Updates (“ASU”) are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. As an “emerging growth company” (“EGC”) under the Jumpstart Our Business Startups Act (“JOBS Act”), the Company may elect to take advantage of certain forms of relief from various reporting requirements that are applicable to public companies. The relief afforded under the JOBS Act includes an extended transition period for the implementation of new or revised accounting standards. The Company has elected to take advantage of this extended transition period and, as a result, the Company’s financial statements may not be comparable to those of companies that implement accounting standards as of the effective dates for public companies. The Company may take advantage of the relief afforded under the JOBS Act up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC. Recently Accounting Pronouncements — Adopted For adoption of ASU No. 2014 -09 Revenue from Contracts with Customers: Topic 606 Recent Accounting Pronouncements — Not Yet Adopted In February 2016, the FASB issued ASU No. 2016 -02 Leases (Topic 842) -02 -02 -02 In June 2016, the FASB issued ASU 2016 -13 -to-maturity -balance -effect In June 2018, the FASB issued ASU 2018 -07 pensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share -Based Payment Accounting -07 -based -classified -based -measured -based -50 Equity — Equity -Based Payments to Non- Employees -07 In August 2018, the FASB issued ASU 2018 -13 Fair Value Measurement -13 Fair Value Measurement -average retrospectively to all periods presented upon their effective date. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2019. The Company is currently evaluating the impact the standard will have on the Company’s consolidated financial statements and related disclosures. In November 2019, the FASB issued ASU 2019 -10 Financial Instruments — Credit Losses (Topic 326), Targeted Transition Relief -13 -10 -by-instrument On December 18, 2019, the FASB issued ASU No. 2019 -12 Simplifying the Accounting for Income Taxes (Topic 740) -12 -12 -period -to-date -12 -related -up -12 -12 In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 -40 ): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity -per-share -converted -06 |
Initial Public Offering
Initial Public Offering | 4 Months Ended | 9 Months Ended |
Dec. 31, 2020 | Sep. 30, 2021 | |
Initial Public Offering [Abstract] | ||
Initial Public Offering | Note 3 — Proposed Public Offering Pursuant to the Proposed Public Offering, the Company intends to offer for sale 12,000,000 Public Units, (or 13,800,000 Public Units if the underwriters’ over -allotment -quarter -quarter -allotment | Note 4 — Initial Public Offering Pursuant to the IPO on March 15, 2021, the Company sold 12,000,000 Public Units at a purchase price of $10.00 per Public Unit. Each Public Unit consists of (i) one Public Subunit, which consists of one Public Share and one -quarter -quarter On March 19, 2021, the underwriters partially exercised the over -allotment Following the closing of the IPO on March 15, 2021 and the underwriters’ partial exercise of over -allotment -7 |
Private Placement
Private Placement | 4 Months Ended | 9 Months Ended |
Dec. 31, 2020 | Sep. 30, 2021 | |
Private Placement [Abstract] | ||
Private Placement | Note 4 — Private Placement The Sponsor and EarlyBirdCapital have committed to purchase an aggregate of 390,000 Private Units of which 330,000 units shall be purchased by the Sponsor the 60,000 units shall be purchased by EarlyBirdCapital and/or its designees at $10.00 per unit (for a total purchase price of $3,900,000). These purchases will take place on a private placement basis simultaneously with the consummation of the Proposed Public Offering. The Sponsor and EarlyBirdCapital have also agreed that, if the over -allotment -allotment The Private Units (and underlying Private Subunits, Private Shares, and Private Warrants) are identical to the Public Units except that the Private Warrants included in the Private Units: (i) will not be redeemable by the Company and (ii) may be exercised for cash or on a cashless basis, so long as they are held by the initial purchasers or any of their permitted transferees. If the Private Warrants are held by holders other than the initial purchasers or any of their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants. The Company’s initial stockholders have agreed (A) to vote the Private Shares contained in the Private Subunits in favor of any proposed Business Combination, (B) not to convert any Private Subunits in connection with a stockholder vote to approve a proposed initial Business Combination or sell any Private Shares to the Company in a tender offer in connection with a proposed initial Business Combination and (C) that the Private Subunits shall not participate in any liquidating distribution from the Trust Account upon winding up if a Business Combination is not consummated. In the event of a liquidation prior to the initial Business Combination, the Private Units will likely be worthless. | Note 5 — Private Placement Simultaneously with the closing of the IPO, the Sponsor and EarlyBirdCapital purchased an aggregate of 390,000 Private Units at a price of $10.00 per Private Unit in a private placement (the “Private Placement”), generating gross proceeds of $3,900,000. On March 19, 2021, simultaneous with the exercise of the over -allotment The Private Units (and underlying Private Subunits, Private Shares, and Private Warrants) are identical to the Public Units except that the Private Warrants included in the Private Units: (i) will not be redeemable by the Company and (ii) may be exercised for cash or on a cashless basis, so long as they are held by the initial purchasers or any of their permitted transferees. If the Private Warrants are held by holders other than the initial purchasers or any of their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants. The Company’s initial stockholders have agreed (A) to vote the Private Shares contained in the Private Subunits in favor of any proposed Business Combination, (B) not to convert any Private Subunits in connection with a stockholder vote to approve a proposed initial Business Combination or sell any Private Shares to the Company in a tender offer in connection with a proposed initial Business Combination and (C) that the Private Subunits shall not participate in any liquidating distribution from the Trust Account upon winding up if a Business Combination is not consummated. In the event of a liquidation prior to the initial Business Combination, the Private Units will likely be worthless. |
Related Party Transactions
Related Party Transactions | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transactions [Line Items] | ||||
Related Party Transactions | Note 5 — Related Party Transactions Founder Shares As of December On January -allotment -allotment -allotment On the date of the Proposed Public Offering, the Founder Shares will be placed into an escrow account maintained in New York, New York by Continental Stock Transfer & Trust Company, acting as escrow agent. Subject to certain limited exceptions, these shares will not be transferred, assigned, sold or released from escrow (subject to certain limited exceptions) for a period ending on (1) with respect to 50% of the founder shares, the earlier of one year after the date of the consummation of the Company’s initial business combination and the date on which the closing price of the Company’s shares of common stock equals or exceeds $12.50 per share (as adjusted for share splits, share capitalizations, reorganizations and recapitalizations) for any 20 trading days within any 30 -trading Promissory Note — Related Party On January -interest On February On March Related Party Loans In order to meet the working capital needs following the consummation of the Proposed Public Offering if the funds not held in the Trust Account are insufficient, the Sponsor, initial stockholders, officers, directors and their affiliates may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion (“Working Capital Loans”). Each Working Capital Loan would be evidenced by a promissory note. The notes would either be paid upon consummation of the initial Business Combination, without interest, or, at the holder’s discretion, up to $1,500,000 of the notes may be converted into units at a price of $10.00 per unit. The units would consist of (i) one subunit, which consists of one share of common stock and one -quarter -quarter Administrative Service Fee Commencing on the date of the Proposed Public Offering through the acquisition of a target business, the Company will pay an affiliate of the Chief Executive Officer, an aggregate fee of $10,000 per month for providing the Company with office space and certain office and secretarial services. | Note 6 — Related Party Transactions Founder Shares On January 4, 2021, the Sponsor paid $25,000, or approximately $0.009 per share, to cover certain offering costs in consideration for 2,875,000 -allotment -allotment -allotment On the date of the IPO, the Founder Shares were placed into an escrow account maintained in New York, New York by Continental Stock Transfer & Trust Company, acting as escrow agent. Subject to certain limited exceptions, these shares will not be transferred, assigned, sold or released from escrow (subject to certain limited exceptions) for a period ending on (1) with respect to 50% of the founder shares, the earlier of one year after the date of the consummation of the Company’s initial Business Combination and the date on which the closing price of the Company’s shares of common stock equals or exceeds $12.50 per share (as adjusted for share splits, share capitalizations, reorganizations and recapitalizations) for any 20 trading days within any 30 -trading Promissory Note — Related Party On January 4, 2021, the Sponsor agreed to loan the Company up to $300,000 to be used for a portion of the expenses of the IPO (the “Promissory Note”). These loans were non -interest On February 1, 2021, the Sponsor funded to the Company $100,000 pursuant to the Promissory Note. On February 10, 2021, the Sponsor funded to the Company an additional $25,000 pursuant to the Promissory Note, for an aggregate amount of $125,000. On March 15, 2021, the Promissory Note in an aggregate amount of $125,000 was fully repaid by the Company to the Sponsor. Related Party Loans In order to meet the working capital needs following the consummation of the IPO if the funds not held in the Trust Account are insufficient, the Sponsor, initial stockholders, officers, directors and their affiliates may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion (“Working Capital Loans”). Each Working Capital Loan would be evidenced by a promissory note. The notes would either be paid upon consummation of the initial Business Combination, without interest, or, at the holder’s discretion, up to $1,500,000 of the notes may be converted into units at a price of $10.00 per unit. The units would consist of (i) one subunit, which consists of one share of common stock and one -quarter -quarter Administrative Service Fee Commencing on the Effective Date of the registration statement through the acquisition of a target business, the Company will pay an affiliate of the Chief Executive Officer, an aggregate fee of $10,000 per month for providing the Company with office space and certain office and secretarial services. As of September 30, 2021, the Company has recorded $30,000 and 67,097, respectively, for the three months ended September 30, 2021 and for the period from March 10, 2021 through September 30, 2021. | ||
SoundHound, Inc. [Member] | ||||
Related Party Transactions [Line Items] | ||||
Related Party Transactions | 16. RELATED PARTY TRANSACTIONS The Company entered into revenue contracts to perform professional services for certain companies who are also investors in the Company. These companies are holders of either the Company’s common stock or redeemable convertible preferred stock. The following is financial information on related party transactions as of and for the nine months ended September 30, 2021 (in thousands) For the Nine Months Ended 2021 2020 Revenue $ 5,238 $ 4,074 As of As of Accounts receivable $ 3,777 $ 2,083 Deferred revenue $ 16,376 $ 16,787 | 14. RELATED PARTY TRANSACTIONS The Company entered into revenue contracts to perform professional services for certain companies who are also investors in the Company. These companies are holders of either the Company’s common stock or redeemable convertible preferred stock. The following is financial information on related party transactions as of, and for the year ended, December 31, 2020 (in thousands): Revenue $ 6,501 Accounts receivable $ 2,045 Deferred revenue $ 16,785 | 14. RELATED PARTY TRANSACTIONS The Company entered into revenue contracts to perform professional services for certain companies who are also investors in the Company. These companies are holders of either the Company’s common stock or redeemable convertible preferred stock. The following is financial information on related party transactions as of, and for the year ended, December 31, 2019 (in thousands): 2019 Revenue $ 2,599 Accounts receivable $ 1,709 Deferred revenue $ 13,835 Other liabilities $ 618 |
Commitments & Contingencies
Commitments & Contingencies | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Commitments & Contingencies [Line Items] | ||||
Commitments & Contingencies | Note 6 — Commitments & Contingencies Risks and Uncertainties Management is currently evaluating the impact of the COVID -19 Registration Rights The holders of the Founder Shares and Representative Shares (as defined below) issued and outstanding on the date of the Proposed Public Offering, as well as the holders of the Private Units and any units the Sponsor, officers, directors or their affiliates may be issued in payment of Working Capital Loans made to the Company (and all underlying securities), will be entitled to registration rights pursuant to an agreement to be signed prior to or on the effective date of the Proposed Public Offering. The holders of a majority of these securities are entitled to make up to two demands that the Company registers such securities. The holders of the majority of the Founder Shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these shares of common stock are to be released from escrow. The holders of a majority of the Representative Shares, Private Units and units issued to the Sponsor, officers, directors or their affiliates in payment of Working Capital Loans made to the Company (or underlying securities) can elect to exercise these registration rights at any time after the Company consummates a Business Combination. Notwithstanding anything to the contrary, EarlyBirdCapital may only make a demand on one occasion and only during the five -year -back -back -year Underwriters Agreement The Company will grant the underwriters a 45 -day -allotments The underwriters will be entitled to a cash underwriting discount of two percent (2%) of the gross proceeds of the Proposed Public Offering, or $2,400,000 (or up to $2,760,000 if the underwriters’ over -allotment -allotment EarlyBirdCapital will have the right of first refusal for a period commencing from the consummation of the Proposed Public Offering until the consummation of the initial Business Combination (or the liquidation of the Trust Account in the event that the Company fails to consummate the initial Business Combination within the Combination Period) to act as book running manager, placement agent and/or arranger for all financings where the Company seeks to raise equity, equity -linked In addition, under certain circumstances EarlyBirdCapital will be granted, for a period of one year from the closing of the Proposed Public Offering, the right to act as lead underwriter for the next U.S. registered public offering of securities, undertaken by any of the Company’s officers, for the purpose of raising capital and placing 90% or more of the proceeds in a trust or escrow account to be used to acquire one or more operating businesses in the technology industry that have not been identified at the time of the public offering. Business Combination Marketing Agreement The Company has engaged EarlyBirdCapital as an advisor in connection with the Business Combination to assist the Company in holding meetings with its stockholders to discuss the potential Business Combination and the target business’ attributes, introduce the Company to potential investors that are interested in purchasing the Company’s securities in connection with the initial Business Combination, assist the Company in obtaining stockholder approval for the Business Combination and assist the Company with its press releases and public filings in connection with the Business Combination. The Company will pay EarlyBirdCapital a cash fee for such services upon the consummation of its initial Business Combination in an amount equal to 3.5% of the gross proceeds of the Proposed Public Offering (exclusive of any applicable finders’ fees which might become payable); provided that up to 30% of the fee may be allocated at the Company’s sole discretion to other FINRA members (including, with EarlyBirdCapital’s prior consent which shall not be unreasonably withheld, companies affiliated with the Company or its officers or directors) that assist the Company in identifying or consummating an initial Business Combination. Representative Shares On January The Representative Shares have been deemed compensation by FINRA and are therefore subject to a lock -up -up | Note 8 — Commitments and Contingencies Registration Rights The holders of the Founder Shares and Representative Shares (as defined below) issued and outstanding on the date of the IPO, as well as the holders of the Private Units and any units the Sponsor, officers, directors or their affiliates may be issued in payment of Working Capital Loans made to the Company (and all underlying securities), will be entitled to registration rights pursuant to an agreement signed on March 10, 2021. The holders of a majority of these securities are entitled to make up to two demands that the Company use its best efforts to register such securities. The holders of the majority of the Founder Shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these shares of common stock are to be released from escrow. The holders of a majority of the Representative Shares, Private Units and units issued to the Sponsor, officers, directors or their affiliates in payment of Working Capital Loans made to the Company (or underlying securities) can elect to exercise these registration rights at any time after the Company consummates a Business Combination. Notwithstanding anything to the contrary, EarlyBirdCapital may only make a demand on one occasion and only during the five -year -back -back -year Underwriters Agreement EarlyBirdCapital and I -Bankers -day -allotments -allotment On March 19, 2021, the Underwriters partially exercised the over -allotment EarlyBirdCapital will have the right of first refusal for a period commencing from the consummation of the IPO until the consummation of the initial Business Combination (or the liquidation of the Trust Account in the event that the Company fails to consummate the initial Business Combination within the Combination Period) to act as book running manager, placement agent and/or arranger for all financings where the Company seeks to raise equity, equity -linked In addition, under certain circumstances EarlyBirdCapital will be granted, for a period of one year from the closing of the IPO, the right to act as lead underwriter for the next U.S. registered public offering of securities, undertaken by any of the Company’s officers, for the purpose of raising capital and placing 90% or more of the proceeds in a trust or escrow account to be used to acquire one or more operating businesses in the technology industry that have not been identified at the time of the IPO. Business Combination Marketing Agreement The Company has engaged EarlyBirdCapital as an advisor in connection with the Business Combination to assist the Company in holding meetings with its stockholders to discuss the potential Business Combination and the target business’ attributes, introduce the Company to potential investors that are interested in purchasing the Company’s securities in connection with the initial Business Combination, assist the Company in obtaining stockholder approval for the Business Combination and assist the Company with its press releases and public filings in connection with the Business Combination. The Company will pay EarlyBirdCapital a cash fee for such services upon the consummation of its initial Business Combination in an amount equal to 3.5% of the gross proceeds of the IPO (exclusive of any applicable finders’ fees which might become payable); provided that up to 30% of the fee may be allocated at the Company’s sole discretion to other FINRA members (including, with EarlyBirdCapital’s prior consent which shall not be unreasonably withheld, companies affiliated with the Company or its officers or directors) that assist the Company in identifying or consummating an initial Business Combination. Representative Shares On January 13, 2021, the Company has issued to EarlyBirdCapital and its designees an aggregate of 350,000 representative shares at a purchase price of $0.0001 per share (the “Representative Shares”). The fair value of the Representative Shares was determined to be $2,024,463 (See Note 7). On March 10, 2021, the Company effected a stock dividend of 0.2 The Representative Shares have been deemed compensation by FINRA and are therefore subject to a lock -up -up Business Combination Legal Services Agreement The Company has entered into an agreement with its legal counsel, Loeb & Loeb (“Loeb”), whereby the Company is required to pay a total of $250,000 in retainer fees to Loeb for services related to the initial Business Combination upon the completion of certain milestones. The balance of any additional legal fees incurred related to the initial Business Combination will be due at the closing of the SPAC Merger. As of September 30, 2021, the Company had paid a total of $50,000 of retainer fees to Loeb. | ||
SoundHound, Inc. [Member] | ||||
Commitments & Contingencies [Line Items] | ||||
Commitments & Contingencies | 5. COMMITMENTS AND CONTINGENCIES Contracts In September 2021, the Company entered into an exclusive agreement with a cloud service provider to host its voice artificial intelligence platform. The Company is committed to paying $100,000 in cloud costs over a seven- year period, contingent upon the successful completion of the Business Combination. Letter of Credit In conjunction with entering an 89 -month Legal Proceedings From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues contingent liabilities when it is probable that future expenditures will be made, and such expenditures can be reasonably estimated. In the opinion of management, there are no pending claims for which the outcome is expected to result in a material adverse effect on the financial position, results of operations or cash flows of the Company. Other Matters The Company has not historically collected U.S. state or local sales and use tax, or other similar taxes, in any jurisdiction. On June 21, 2018, the U.S. Supreme Court decided, in South Dakota v. Wayfair, Inc. -by-state Contingencies | 6. COMMITMENTS AND CONTINGENCIES Leases The Company leases certain facilities under non -cancelable Aggregate noncancelable future minimum lease payments under operating and capital leases, are as follows (in thousands): Year ending December 31, Operating Leases Capital 2021 $ 4,582 $ 2,568 2022 4,122 1,168 2023 3,621 92 2024 3,342 57 2025 769 — 16,436 3,885 Less: amount representing interest — (302 ) Total lease obligations 16,436 3,583 Current portion (4,582 ) (2,331 ) Noncurrent portion $ 11,854 $ 1,252 The Company’s rent expense totaled approximately $4,477,000 the year ended December 31, 2020. Letters of credit In conjunction with entering into an 89 -term -term Customer indemnification From time to time, the Company agrees to indemnify its customers against certain third -party -party Legal proceedings From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. In the opinion of management, there are no pending claims for which the outcome is expected to result in a material adverse effect in the financial position, results of operations or cash flows of the Company. Other matters The Company has not historically collected U.S. state or local sales and use or other similar taxes in any jurisdiction. On June 21, 2018, the U.S. Supreme Court decided, in South Dakota v. Wayfair, Inc. -by-state Contingencies | 7. COMMITMENTS AND CONTINGENCIES Leases The Company leases certain facilities under non -cancelable Aggregate noncancelable future minimum lease payments under operating and capital leases, are as follows (in thousands): Year ending December 31, Operating Capital 2020 $ 4,384 $ 3,461 2021 4,505 2,480 2022 4,042 1,085 2023 3,541 29 2024 3,322 — Thereafter 769 — 20,563 7,055 Less: amount representing interest — (729 ) Total lease obligations 20,563 6,326 Current portion (4,384 ) (2,981 ) Noncurrent portion $ 16,179 $ 3,345 The Company’s rent expense totaled approximately $4,221,000 the year ended December 31, 2019. Letters of Credit In conjunction with entering into an 89 Customer Indemnification From time to time, the Company agrees to indemnify its customers against certain third -party -party Legal Proceedings From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. In the opinion of management, there are no pending claims for which the outcome is expected to result in a material adverse effect in the financial position, results of operations or cash flows of the Company. |
Stockholders' Equity
Stockholders' Equity | 4 Months Ended | 9 Months Ended |
Dec. 31, 2020 | Sep. 30, 2021 | |
Stockholders' Equity Note [Abstract] | ||
Stockholders' Equity | Note 7 — Stockholders’ Equity Preferred Stock Common stock -allotment -allotment Warrants -allotment However, no warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the shares of common stock issuable upon exercise of the warrants and a current prospectus relating to such shares of common stock. Notwithstanding the foregoing, if a registration statement covering the shares of common stock issuable upon exercise of the Public Warrants is not effective within 90 days following the consummation of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value”(defined below) by (y) the fair market value. The “fair market value” for this purpose will mean the average reported last sale price of the shares of common stock for the 5 trading days ending on the trading day prior to the date of exercise. The Company may call the warrants for redemption (excluding the Private Warrants and any warrants underlying additional units issued to the Sponsor, initial stockholders, officers, directors or their affiliates in payment of Working Capital Loans made to the Company), in whole and not in part, at a price of $0.01 per warrant, • • • • In addition, if (x) the Company issues additional shares of common stock or equity -linked -linked | Note 9 — Stockholders’ Equity Preferred Stock — Common Stock — Public Warrants Each whole warrant entitles the holder to purchase one common stock at a price of $11.50 per share, subject to adjustment as discussed below, at any time commencing 30 days after the completion of an initial Business Combination. The warrants will expire on the fifth anniversary of the completion of an initial Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation. However, no warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the shares of common stock issuable upon exercise of the warrants and a current prospectus relating to such shares of common stock. Notwithstanding the foregoing, if a registration statement covering the shares of common stock issuable upon exercise of the Public Warrants is not effective within 90 days following the consummation of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value”(defined below) by (y) the fair market value. The “fair market value” for this purpose will mean the average reported last sale price of the shares of common stock for the 5 trading days ending on the trading day prior to the date of exercise. The Company may call the warrants for redemption (excluding the Private Warrants and any warrants underlying additional units issued to the Sponsor, initial stockholders, officers, directors or their affiliates in payment of Working Capital Loans made to the Company), in whole and not in part, at a price of $0.01 per warrant, • • • • In addition, if (x) the Company issues additional shares of common stock or equity -linked -linked |
Subsequent Events
Subsequent Events | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Subsequent Events [Line Items] | ||||
Subsequent Events | Note 8 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to January On January On January On January On January On February On March -allotment On March On March On March -allotment -allotment -allotment On November -forma | Note 10 — Subsequent Events On November Additional information about the Merger Agreement and related transactions can be found in the Current Report on Form 8 -K | ||
SoundHound, Inc. [Member] | ||||
Subsequent Events [Line Items] | ||||
Subsequent Events | 17. SUBSEQUENT EVENTS The Company has evaluated subsequent events through January Effective November 15, 2021, SoundHound, Archimedes, and Merger Sub entered into the Merger Agreement, dated as of November 15, 2021 (“Merger Agreement”) to facilitate the proposed business combination. SoundHound will be the accounting acquirer and the Business Combination will be accounted for as a “reverse recapitalization,” whereby the financial statements of the combined entity represent the continuation of the financial statements of SoundHound in many respects. Accordingly, the consolidated assets, liabilities and results of operations of SoundHound will become the historical financial statements of the post -combination On December 1, 2021, the Company withdrew the remaining $10,000 loan amount from the June 2021 Note. | 15. SUBSEQUENT EVENTS The Company has evaluated subsequent events through September 24, 2021, the date the consolidated financial statements were issued. In March 2021, the Company entered into a loan and security agreement with a commercial bank. The amount borrowed totaled $30 million with warrants issued to purchase 127,570 -only In June 2021, the Company entered into a loan and security agreement with a capital lender. The amount available to borrow is $15 million with warrants issued to purchase 63,785 -only In June 2021, the Company entered into a non -binding In June 2021, the Company amended its D -3 -3 In September 2021, The Company entered into an exclusive agreement with a cloud service provider (“Provider”) to host its voice AI platform. In addition, the Provider has committed to invest $50M in the Company. | 15. SUBSEQUENT EVENTS The Company has evaluated subsequent events through September 10, 2021, the date the consolidated financial statements were issued. In May 2020, the Company’s subsidiary in China entered into a new lease of office space in Beijing, China. The lease term is three In May and June 2020, the Company entered into two convertible promissory notes totaling $40 million. The convertible promissory notes mature in May and June 2022, respectively, bear interest at a rate of 5% annually and require no monthly payments. In the event the Company issues and sells equity securities in a bona fide equity offering, the total outstanding principal balance and unpaid accrued interest of the convertible promissory notes will automatically convert in whole into such equity securities sold in the qualified financing. In August 2020, the holders of the $25.0 million convertible promissory note converted their convertible promissory note plus $0.3 million of unpaid accrued interest for 766,293 Series D -3A In August 2020, the Company issued 454,545 Series D -3A In November 2020, the Company issued 25,000 Series D -3 In November 2020, the Series B preferred stock warrants were exercised in full resulting in the issuance of 101,570 Series B preferred shares at $1.97 per share in exchange for $200,000. In March 2021, the Company entered into a loan and security agreement with a commercial bank. The amount borrowed totaled $30 million with warrants issued to purchase 127,570 -only In June 2021, the Company entered into a loan and security agreement with a capital lender. The amount available to borrow is $15 million with warrants issued to purchase 63,785 The term loan amortization date is June 1, 2022, but if certain performance milestones are met then the term loan amortization date is extended six months to begin December 1, 2022. The loan matures at the earlier of May 2025 or when the $15 million convertible note is either paid in full or converts to preferred stock. In June 2021, the Company entered into a non -binding In June 2021, the Company amended its D -3 -3 In September 2021, The Company entered into an exclusive agreement with a cloud service provider (“Provider”) to host its voice AI platform. In addition, the Provider has committed to invest $50M in the Company. |
Restatement of Prior Period Fin
Restatement of Prior Period Financial Statements | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2019 | |
Restatement of Prior Period Financial Statements [Line Items] | ||
Restatement of Prior Period Financial Statements | Note 2 — Restatement of Prior Period Financial Statements As a result of recent guidance to Special Purpose Acquisition Companies by the SEC regarding redeemable equity instruments, the Company revisited its application of ASC 480 -10-S99 -evaluation -evaluated -K -Q -Q -Q -K -Q Impact of the Restatement The impact of the restatement on the audited balance sheet as of March 15, 2021 and unaudited interim condensed financial statements as of and for the three months ended March 31, 2021, June As Previously Reported Adjustments As Restated Balance Sheet at March 15, 2021 Common stock subject to possible redemption $ 116,095,120 $ 3,904,880 $ 120,000,000 Common stock 465 (39 ) 426 Additional paid-in capital 5,004,068 (4,158,254 ) 845,814 Balance Sheet at March 31, 2021 Common stock subject to possible redemption $ 128,744,590 $ 4,255,935 $ 133,000,525 Common stock 459 (43 ) 416 Additional paid-in capital 5,084,297 (4,255,892 ) 828,405 Statement of Operations for the three months ended March 31, 2021 Basic and diluted weighted average shares outstanding, common stock subject to redemption 2,059,408 247,259 2,306,667 Basic and diluted weighted average shares outstanding, common stock 3,856,614 (514,481 ) 3,342,133 Basic and diluted net income (loss) per share, common stock subject to redemption $ 0.00 $ 3.41 $ 3.41 Basic and diluted net income (loss) per share, common stock not subject to redemption $ (0.02 ) $ (2.36 ) $ (2.38 ) As Previously Reported Adjustments As Restated Statement of Changes in Stockholders’ Equity for the three months ended March 31, 2021 Issuance of representative shares – Additional Paid-in-Capital $ 3,458 $ 2,020,963 $ 2,024,421 Issuance of representative shares – Stockholders’ Equity (Deficit) 3,500 2,020,963 2,024,463 Offering costs charged to the Stockholders’ equity (428,847 ) (2,020,963 ) (2,449,810 ) Reclassification of offering costs related to public shares $ — $ 4,779,936 $ 4,779,936 Subsequent measurement of common stock subject to redemption $ — $ (13,366,023 ) $ (13,366,023 ) Statement of Cash Flows for the three months ended March 31, 2021 Supplemental disclosure of cash flow information Initial value of common stock subject to possible redemption $ 115,841,700 $ 8,572,213 $ 124,413,913 Change in value of common stock subject to possible redemption $ 12,902,890 $ (12,902,365 ) $ — Reclassification of offering costs related to public shares $ — $ (4,779,936 ) $ (4,779,936 ) Subsequent measurement of common stock subject to redemption $ — $ 13,366,023 $ 13,366,023 Subsequent measurement of common stock subject to redemption (interest earned on trust account) $ — $ 525 $ 525 Statement of Operations for the six months ended June 30, 2021 Basic and diluted net income (loss) per share, common stock subject to redemption $ 0.46 $ 0.08 $ 0.54 Basic and diluted net income (loss) per share, common stock not subject to redemption $ (1.00 ) $ (0.17 ) $ (1.17 ) Statement of Changes in Stockholders’ Equity for the six months ended June 30, 2021 Issuance of representative shares – Additional Paid-in-Capital $ 3,458 $ 2,020,963 $ 2,024,421 Issuance of representative shares – Stockholders’ Equity (Deficit) 3,500 2,020,963 2,024,463 Offering costs charged to the Stockholders’ equity (428,847 ) (2,020,963 ) (2,449,810 ) Reclassification of offering costs related to public shares $ 2,886,166 $ 1,893,770 $ 4,779,936 Subsequent measurement of common stock subject to redemption $ (11,472,253 ) $ (1,893,770 ) $ (13,366,023 ) Statement of Cash Flows for the six months ended June 30, 2021 Reclassification of offering costs related to public shares $ (2,886,166 ) $ (1,893,770 ) $ (4,779,936 ) Subsequent measurement of common stock subject to redemption $ 11,472,253 $ 1,893,770 $ 13,366,023 Statement of Operations for the nine months ended September 30, 2021 Basic and diluted net income (loss) per share, common stock subject to redemption $ 0.31 $ 0.06 $ 0.37 Basic and diluted net income (loss) per share, common stock not subject to redemption $ (0.87 ) $ (0.14 ) $ (1.01 ) As Previously Reported Adjustments As Restated Statement of Changes in Stockholders’ Equity for the nine months ended September 30, 2021 Issuance of representative shares – Additional Paid-in-Capital $ 3,458 $ 2,020,963 $ 2,024,421 Issuance of representative shares – Stockholders’ Equity (Deficit) 3,500 2,020,963 2,024,463 Offering costs charged to the Stockholders’ equity (428,847 ) (2,020,963 ) (2,449,810 ) Reclassification of offering costs related to public shares $ 2,886,166 $ 1,893,770 $ 4,779,936 Subsequent measurement of common stock subject to redemption $ (11,472,253 ) $ (1,893,770 ) $ (13,366,023 ) Statement of Cash Flows for the nine months ended September 30, 2021 Reclassification of offering costs related to public shares $ (2,886,166 ) $ (1,893,770 ) $ (4,779,936 ) Subsequent measurement of common stock subject to redemption $ 11,472,253 $ 1,893,770 $ 13,366,023 | |
SoundHound, Inc. [Member] | ||
Restatement of Prior Period Financial Statements [Line Items] | ||
Restatement of Prior Period Financial Statements | 2. RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS Subsequent to the issuance of the Company’s 2019 consolidated financial statements, the Company determined that the December 31, 2019 consolidated financial statements included certain errors. As a result, the Consolidated Balance Sheet, Consolidated Statement of Operations and Comprehensive Loss, Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholders’ Deficit, and Consolidated Statement of Cash Flows were restated to correct these errors. In addition, the Company recorded several reclassification adjustments on the Consolidated Balance Sheet. The impact of the restatements is as follows: Balance as at December 31, 2019 (in thousands) As previously Adjustments Reclassification As Restated Consolidated Balance Sheet: Cash and cash equivalents (d) $ 24,725 $ (91 ) $ — $ 24,634 Short-term investments 13,585 — — 13,585 Accounts receivable, net of (a) 1,707 4,006 (46 ) 5,667 Prepaid expenses and other current asset (a) 1,344 — 46 1,390 Total current assets 41,361 3,915 — 45,276 Restricted cash 1,520 — — 1,520 Property and equipment, net 14,053 — — 14,053 Deferred tax asset (f) — 2,424 — 2,424 Other assets 883 — — 883 Total assets $ 57,817 $ 6,339 $ — $ 64,156 Current liabilities Accounts payable $ 2,161 $ — $ 1 $ 2,162 Accrued liabilities (e) 5,214 — (1,853 ) 3,361 Value-added tax liability (e) — — 1,692 1,692 Income tax payable (f) — 2,424 — 2,424 Capital lease obligation 2,981 — — 2,981 Deferred rent (e) 271 — (90 ) 181 Deferred revenue (a) 8,821 (628 ) — 8,193 Total current liabilities 19,448 1,796 (250 ) 20,994 Capital lease obligation, non-current 3,345 — — 3,345 Deferred rent, non-current (e) 1,696 — (592 ) 1,104 Deferred revenue, non-current (a) 2,521 14,209 — 16,730 Warrant liability (b) 4,977 (1,629 ) — 3,348 Other liabilities (a)(c) — 1,003 842 1,845 Total liabilities 31,987 15,379 — 47,366 Redeemable convertible preferred stock 223,641 — — 223,641 Stockholders’ deficit Common stock 1 — — 1 Additional paid in capital 25,936 — — 25,936 Accumulated other (6 ) — — (6 ) Accumulated deficit (a)(b)(c)(d) (223,742 ) (9,040 ) — (232,782 ) Total stockholders’ deficit (197,811 ) (9,040 ) — (206,851 ) Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $ 57,817 $ 6,339 $ — $ 64,156 Period from January 1, 2019 (in thousands) As previously Adjustments Reclassification As Restated Consolidated Statement of Operations and Comprehensive Loss: Revenues (a) $ 12,106 $ (4,429 ) $ — $ 7,677 Cost of revenues (4,515 ) — — (4,515 ) Gross profit 7,591 (4,429 ) — 3,162 Operating expenses Sales and marketing 5,392 — 5,392 Research and development 47,769 — 47,769 General and administrative (c) 14,191 384 — 14,575 Total operating expenses 67,352 384 — 67,736 Loss from operations (59,761 ) (4,813 ) — (64,574 ) Other income (expense) Interest income, net 919 — — 919 Other expense, net (b)(d) (2,093 ) 1,534 — (559 ) Total other income, net (1,174 ) 1,534 — 360 Loss before provision for income taxes (60,935 ) (3,279 ) — (64,214 ) Provision for income taxes 253 — — 253 Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) — (64,467 ) Other comprehensive gain Unrealized holding gain on available-for-sale securities 31 — — 31 Comprehensive loss $ (61,157 ) $ (3,279 ) $ — $ (64,436 ) Period from January 1, 2019 (in thousands) As previously Adjustments Reclassification As Restated Stockholders’ Equity (Deficit) Balance, beginning of year $ (138,948 ) $ (138,948 ) Cumulative effect adjustment from adoption of Topic 606 (a) (1,186 ) (5,761 ) — (6,947 ) Balance, beginning of year as (140,134 ) (5,761 ) — (145,895 ) Issuance of common stock upon exercise of stock options 152 152 Other comprehensive gain 31 31 Stock-based compensation 3,328 3,328 Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) (64,467 ) Balance, December 31, 2019 $ (197,811 ) $ (9,040 ) $ — $ (206,851 ) Period from January 1, 2019 (in thousands) As previously reported Adjustments Due to Errors Reclassification Entries As Restated Consolidated Statement of Cash Flows: Cash flows from operating activities Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) — (64,467 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 4,671 — — 4,671 Stock based compensation 3,328 — — 3,328 Accretion of investment discount (140 ) — — (140 ) Change in fair value of warrant (b) 2,061 (1,633 ) — 428 Loss on disposal of fixed assets 8 — — 8 Changes in operating assets and liabilities: Accounts receivable, net (a) (709 ) 1,173 (414 ) 50 Prepaid expenses and other (a) (196 ) (82 ) 444 166 Deferred costs 30 (30 ) — Accounts payable 890 1 891 Accrued expenses (a)(c)(e) 1,904 1,003 681 3,588 Deferred rent (e) 100 (682 ) (582 ) Deferred revenue (a) 3,299 2,727 6,026 Net cash used in operating activities (45,942 ) (91 ) — (46,033 ) Cash flows from investing activities Purchase of property and equipment (5,109 ) — — (5,109 ) Purchase of short-term investments (18,570 ) — — (18,570 ) Maturities of short-term investments 32,000 — — 32,000 Net cash provided by investing activities 8,321 — — 8,321 Cash flows from financing activities Issuance of common stock 152 — — 152 Payment of capital lease obligations, net (2,480 ) — — (2,480 ) Net cash used in financing activities (2,328 ) — — (2,328 ) Net decrease in cash, cash equivalents and restricted cash (39,949 ) (91 ) — (40,040 ) Cash, cash equivalents and restricted cash, beginning of year 66,424 66,424 Cash, cash equivalents and restricted cash, end of year 26,475 (91 ) — 26,384 (a) Subsequent to the issuance of the 2019 consolidated financial statements, the Company reviewed its business model and determined that the adoption of Accounting Standard Update (“ASU”) 2014 -09 Revenue from Contracts with Customers -premise -in-time revenue was recognized under a completed contract methodology and had incorrect conclusions on identifying distinct professional services versus those combined with a license and recognized as a combined performance obligation. The Company reassessed its software contracts and concluded that the customers do not have the contractual right to take possession of the software at any time during the hosting period without significant penalty. The Company provides the Houndify platform in a hosted environment, as such performance obligations and revenue recognition should be assessed under a Software and Software -as-a-Service -time Certain amounts have been restated on the Consolidated Statement of Operations and Comprehensive Loss, the Consolidated Balance Sheet, and Note 3 — Revenue Recognition. The impact of the restatement is as follows: Period from January 1, 2019 (in thousands) As previously reported Restatement Impacts As Restated Consolidated Statement of Operations and Comprehensive Loss Revenue Hosting and professional services $ 9,851 $ (9,851 ) — License and other 2,182 (2,182 ) — Maintenance and support 73 (73 ) — Hosted service — 4,190 4,190 Professional Services — 2,361 2,361 Traffic Monetization — 1,126 1,126 Total Revenue 12,106 (4,429 ) 7,677 Gross Profit $ 7,591 $ (4,429 ) $ 3,162 Balance as at December 31, 2019 (in thousands) As previously reported Restatement Impacts As Restated Consolidated Balance Sheet Assets Accounts receivable $ 1,707 $ 3,960 $ 5,667 Prepaid expenses and other current assets 1,344 46 1,390 Liabilities Deferred revenue – current 8,821 (628 ) 8,193 Deferred revenue, non-current 2,521 14,209 16,730 Deposit liabilities — 616 616 (inthousands) As reported Restatement impact As Restated Balance as of Cumulative Impact from Adopting Topic 606 Balance as of Impact of Balance as of Assets Unbilled receivable $ 459 $ (215 ) $ 244 $ 130 $ 374 Accounts receivable 754 — 754 982 1,736 Deferred costs – App Store commissions 39 (88 ) (49 ) — (49 ) Liabilities Contract liability 7,161 883 8,044 6,873 14,917 Equity Accumulated deficit $ 161,368 $ 1,186 $ 162,554 $ 5,761 $ 168,315 __________ (b) The Company identified an error in the valuation of warrant liability as of December 31, 2019. As a result of the error, the warrant liability was overstated by $1,629,000. As such, the Company recorded an adjustment to correct the warrant liability balance on the Consolidated Balance Sheet and other expense on the Consolidated Statement of Operations and Comprehensive Loss. (c) The Company completed a sales -tax (d) Other miscellaneous misstatements include a foreign currency exchange loss of $91,000 in cash. The Company recorded an adjustment to reduce the cash and cash equivalents balance and increase other expense for year ended December 31, 2019 by $91,000. (e) Reclassifications include reclassifying (1) $1,692,000 of value -added -term -current (f) In connection with the various restatements, the Company re -assessed |
Recurring Fair Value Measuremen
Recurring Fair Value Measurements | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Recurring Fair Value Measurements [Line Items] | ||||
Recurring Fair Value Measurements | Note 7 — Fair Value Measurements Non-Recurring Fair Value Measurement The following table presents information about the Company’s Representative Shares that were measured at fair value on a non -recurring January 13, Quoted Prices Significant Significant Stockholders’ Equity: Representative Shares $ 2,024,463 $ $ — $ 2,024,463 $ 2,024,463 $ $ — $ 2,024,463 The estimated fair value of the Representative Shares on January 13, 2021, the date the Representative Shares were issued, was determined using Level 3 inputs. Inherent in a Monte -Carlo -price -merger -free -free Representative Shares. The expected restricted term of the Representative Shares is simulated based on management assumptions regarding the timing and likelihood of completing the IPO and a business combination. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. The assumptions used in calculating the estimated fair values represent the Company’s best estimate. However, inherent uncertainties are involved. If factors or assumptions change, the estimated fair values could be materially different. The key inputs into the Monte Carlo simulation model for the Representative Shares were as follows at January 13, 2021: Input January 13, Restricted term (years) 1.11 Expected volatility 12.5 % Risk-free interest rate 0.12 % Stock price $ 9.37 Dividend yield 0 % Recurring Fair Value Measurement The following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of September 30, 2021 and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. September 30, Quoted Prices Significant Significant Assets: U.S. Mutual Fund held in Trust Account $ 133,007,230 $ 133,007,230 $ — $ — $ 133,007,230 $ 133,007,230 $ — $ — Liabilities: Warrant Liability $ 161,359 $ — $ — $ 161,359 $ 161,359 $ — $ — $ 161,359 The estimated fair value of the warrant liability on March 15, 2021 and September 30, 2021 is determined using Level 3 inputs. Inherent in a Monte -Carlo -price -merger -merger -free -free The key inputs into the Monte Carlo simulation model for the warrant liability were as follows at March 15, 2021: Input March 15, Expected term (years) 5.99 Expected volatility 24.3 % Risk-free interest rate 1.06 % Stock price $ 9.36 Dividend yield 0 % Exercise price $ 11.5 The key inputs into the Monte Carlo simulation model for the warrant liability were as follows at September 30, 2021: Input September 30, Expected term (years) 5.52 Expected volatility 14.8 % Risk-free interest rate 1.07 % Stock price $ 9.61 Dividend yield 0 % Exercise price $ 11.5 The following table sets forth a summary of the changes in the fair value of the warrant liability for the nine months ended September 30, 2021: Warrant Fair value as of December 31, 2020 $ — Initial fair value of warrant liability upon issuance at IPO 270,307 Change in fair value (108,948 ) Fair value as of September 30, 2021 $ 161,359 | |||
SoundHound, Inc. [Member] | ||||
Recurring Fair Value Measurements [Line Items] | ||||
Recurring Fair Value Measurements | 8. FAIR VALUE MEASUREMENTS The following tables present the fair value of the Company’s financial instruments that are measured or disclosed at fair value on a recurring basis (in thousands) Fair Value Measurements as of September 30, 2021 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 4,862 $ — $ — Liabilities: Derivative liability — — (3,470 ) Warrant liability — — (4,705 ) Total $ 4,862 $ — $ (8,175 ) Fair Value Measurements as of December 31, 2020 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 35,856 $ — $ — Liabilities: Derivative liability — — (2,380 ) Warrant liability — — (2,004 ) Total $ 35,856 $ — $ (4,384 ) The derivative liability in the table above refers to the fair value of convertible note conversion features that qualify as derivatives requiring bifurcation. The fair values of the warrants were determined based on significant inputs not observable in the market, which represent Level 3 measurements within the fair value hierarchy. In order to determine the fair value of the warrants, the Company utilized a Black -Scholes -pricing -free -converted The Company considered the probability of a deemed liquidation event in determining the remaining expected term of the warrants, which was used as an input to the model. The Company lacks Company -specific -free Series B Preferred Stock Warrants (September 2010 and March 2011) The Company revalued its Series B preferred stock warrants as of September 30, 2020, resulting in an increase in fair value of approximately $262, which was recorded as a component of other expense, net, in the accompanying condensed consolidated statements of operations and comprehensive loss, with a corresponding increase to the warrant liability on the condensed consolidated balance sheets. The Series B preferred stock warrants were exercised during the fourth quarter of the year ended December 31, 2020 and, therefore, were not subsequently revalued as of December 31, 2020 or the nine months ended September 30, 2021. The Company determined the fair value of the Series B preferred stock warrants using the Black -Scholes-Merton -pricing September 30, Expected dividend rate 0 % Risk-free interest rate 0.11 % Expected volatility 41 % Expected term (in years) 0.36 Series C Preferred Stock Warrants (April 2013 and November 2013) The Company revalued its Series C preferred stock warrants as of September 30, 2021 and 2020 resulting in an increase in fair value of approximately $2,701 and $593, respectively, which was recorded as a component of other expense, net, in the accompanying condensed consolidated statements of operations and comprehensive loss, with a corresponding increase to the warrant liability on the condensed consolidated balance sheets. The warrant liability will be remeasured to fair value at the end of each reporting period until the warrants are exercised, forfeited or expired. The April 2013 warrants expire in February 2023, and the November 2013 warrants expire in November 2023. The aggregate fair value of the Series C preferred stock warrants as of September 30, 2021 and December 31, 2020 was approximately $4,705 and $2,004, respectively. The Company determined the fair value of the April 2013 Series C redeemable convertible preferred stock warrants using the Black -Scholes-Merton -pricing September 30, December 31, Expected dividend rate 0 % 0 % Risk-free interest rate 0.17 % 0.14 % Expected volatility 39 % 48 % Expected term (in years) 1.41 2.16 The Company determined the fair value of the November 2013 Series C redeemable convertible preferred stock warrants using the Black -Scholes-Merton -pricing September 30, December 31, Expected dividend rate 0 % 0 % Risk-free interest rate 0.31 % 0.16 % Expected volatility 46 % 47 % Expected term (in years) 2.12 2.87 Common Stock Warrants (March 2021 Note Payable and June 2021 Note) The Company issued common stock warrants in connection with the March 2021 Note Payable and June 2021 Note (See Note 7 for additional information). The initial fair value of the March 2021 Note Payable and June 2021 Note warrants were $2,316 and $1,527, respectively. The warrants were classified as equity instruments at inception with a corresponding discount recorded at issuance against the outstanding notes in connection with the March 2021 Note Payable or as an asset in connection with the June 2021 Note. The common stock warrants are not subject to remeasurement at each subsequent balance sheet date due to their classification as equity instruments as they are considered indexed to the Company’s stock. As of September 30, 2021, none of these warrants have been exercised. The March 2021 Note Payable warrants expire in March 2031 and the June 2021 Note warrants expire in June 2031. The Company determined the fair value of the March 2021 Note Payable and June 2021 Note common stock warrants using the Black -Scholes-Merton -pricing March 2021 Note Payable Common Stock Warrants Expected dividend rate 0 % Risk-free interest rate 1.74 % Expected volatility 47 % Expected term (in years) 10.00 June 2021 Note Common Stock Warrants Expected dividend rate 0 % Risk-free interest rate 1.51 % Expected volatility 47 % Expected term (in years) 10.00 Derivative Liability (June 2020 Note) To determine the fair value of the embedded derivative associated with the June 2020 Note, the Company utilized the income approach model using the With and Without method. Using the With and Without method, the Company modeled expected cash flows to the noteholder under Next Equity Financing, Change in Control, SPAC/Private Investment in Public Equity, and IPO scenarios. The value of the Embedded Derivatives was determined as the differential value from the perspective of the With and Without Method. The Company utilized the following assumptions at the valuation date: September 30, December 31, Weighted average term (years) 0.48 0.26 Weighted average discount rate 25.00 % 8.63 % The significant unobservable inputs used in the fair value measurement of the derivative liability are the remaining expected term, the discount rate, and the probability of financing for each scenario. Significant increases (decreases) in the term would result in significantly lower (higher) fair value measurements. Significant increases (decreases) in the discount rate would result in significantly lower (higher) fair value measurements. The following table sets forth a summary of changes in fair value of the Company’s derivative liability and warrant liability for which fair value was determined by Level 3 inputs (in thousands) Derivative Warrant Balance as of December 31, 2020 $ 2,380 $ 2,004 Change in fair value 1,090 2,701 Balance as of September 30, 2021 $ 3,470 $ 4,705 Balance as of December 31, 2019 $ — $ 3,348 Extinguishment of derivative liability 1,160 — Change in fair value 1,300 593 Balance as of September 30, 2020 $ 2,460 $ 3,941 There were no transfers of financial instruments between the three levels of the fair value hierarchy for the nine months ended September 30, 2021 and the year ended December 31, 2020. The Company had no other financial assets or liabilities that were required to be measured at fair value on a recurring basis. | 4. FAIR VALUE MEASUREMENTS The following table sets forth by level, within the fair value hierarchy, the Company’s financial assets and liabilities at December 31, 2020 that are measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market mutual funds $ 35,855 $ — $ — $ 35,855 Restricted cash: Certificates of deposit 1,290 — — 1,290 Liabilities: Derivative liabilities — — (2,380 ) (2,380 ) Redeemable convertible preferred — — (2,004 ) (2,004 ) Total $ 37,145 $ — $ (4,384 ) $ 32,761 The Company classified the warrant and derivative liabilities as Level 3 due to the lack of relevant observable market data over fair value inputs. The fair value of the Company’s redeemable convertible preferred stock warrant liability is measured using the Black -Scholes-Merton -free The following table sets forth a summary of changes in the fair value of the Company’s redeemable convertible preferred stock warrant liability and derivative liability for the year ended December 31, 2020 (in thousands): Derivative Warrant Balance, December 31, 2019 $ — $ 3,348 Initial fair value of the redemption feature 6,481 — Warrant exercise — (1,931 ) Extinguishment of derivative liability associated with May Note (See Note 8) (5,360 ) — Change in fair value 1,259 587 Balance, December 31, 2020 $ 2,380 $ 2,004 There were no transfers of financial instruments between the three levels of the fair value hierarchy for the year ended December 31, 2020 and the Company had no other financial assets or liabilities that were required to be measured at fair value on a recurring basis. | 5. FAIR VALUE MEASUREMENTS The following table sets forth by level, within the fair value hierarchy, the Company’s financial assets and liabilities at December 31, 2019 that are measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market mutual funds $ 16,408 $ — $ — $ 16,408 Commercial paper — 1,000 — 1,000 Certificates of deposit 230 — — 230 Total cash equivalents 16,638 1,000 — 17,638 Short-term investments: Corporate bonds — 8,430 — 8,430 Commercial paper — 5,155 — 5,155 Total short-term investments — 13,585 — 13,585 Total cash equivalents and short-term investments 16,638 14,585 — 31,223 Restricted cash 1,520 — — 1,520 Liabilities: Redeemable convertible preferred stock warrants $ — $ — $ 3,348 $ 3,348 The Company classified the warrant liability as Level 3 due to the lack of relevant observable market data over fair value inputs. The fair value of the Company’s redeemable convertible preferred stock warrant liability is measured using the Black -Scholes-Merton -free The following table sets forth a summary of changes in the fair value of the Company’s redeemable convertible preferred stock warrant liability for the year ended December 31, 2019 (in thousands): Balance, December 31, 2018 $ 2,920 Change in fair value 428 Balance, December 31, 2019 $ 3,348 There were no transfers of financial instruments among the three levels of the fair value hierarchy for the year ended December 31, 2019 and the Company had no other financial assets or liabilities that were required to be measured at fair value on a recurring basis. |
Revenue Recognition
Revenue Recognition | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Revenue Recognition [Line Items] | |||
REVENUE RECOGNITION | 3. REVENUE RECOGNITION Revenue Recognition The Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Revenues are generally recognized upon the transfer of control of promised products or services provided to customers, reflecting the amount of consideration the Company expects to receive for those products or services. The Company enters into contracts that can include various products or services, which are generally capable of being distinct and accounted for as separate performance obligations. The Company derives its revenue primarily from the following sources: (1) hosted services, (2) professional services and (3) traffic monetization revenue. Revenue is reported net of applicable sales and use taxes that are passed through to customers. Contracts are accounted for when both parties have approved and committed to the contract, the rights of the parties and payment terms are identifiable, the contract has commercial substance and collectability of consideration is probable. Any payments received from customers that do not meet criteria for having a contract are recorded as deposit liabilities on the condensed consolidated balance sheet. The Company’s arrangements with customers may contain multiple obligations. Individual services are accounted for separately if they are distinct — that is, if a service is separately identifiable from other items in the contract and a customer can benefit from it in its own or with other resources that are readily available to the customer. The Company has the following performance obligations in contracts with customers: Hosted Services Hosted services, along with non -distinct twenty The Company has determined that the hosted services arrangements are a single performance obligation comprised of a series of distinct services, since each day of providing access to hosted services is substantially the same and the customer simultaneously receives and consumes the benefits as access is provided. These services are provided either on a usage basis (i.e., variable consideration) or on a fixed fee subscription basis. The Company recognizes revenue as each distinct service period is performed (i.e., recognized as incurred). Hosted services generally include up -front In instances where the Company concluded that the up -front Professional Services Revenue from distinct professional services, such as non -integrated Traffic Monetization Traffic monetization revenues are derived from three sources: (1) ad impressions placed on the SoundHound music identification application, (2) sales commissions earned from song purchases facilitated by the SoundHound application and (3) application store fees paid for ad -free When a contract has multiple performance obligations, the transaction price is allocated to each performance obligation based on its relative estimated standalone selling price (“SSP”). Judgments are required to determine the SSP for each distinct performance obligation. SSP is determined by maximizing observable inputs from pricing of standalone sales, when possible. Since prices vary from customer to customer based on customer relationship, volume discount and contract type, in instances where the SSP is not directly observable, the Company estimates SSP by considering the following factors: • • • • These factors may vary over time, depending upon the unique facts and circumstances related to each deliverable. If the facts and circumstances underlying the factors considered change or should future facts and circumstances lead the Company to consider additional factors, the Company’s best estimate of SSP may also change. For the nine months ended September 30, 2021 and 2020, revenues under each performance obligation were (in thousands) For the nine months ended 2021 2020 Hosted services $ 10,047 $ 6,004 Professional services 5,114 2,139 Traffic monetization 689 663 Total $ 15,850 $ 8,806 For the nine months ended September 30, 2021 and 2020, the Company disaggregates revenue by geographic location, recognition pattern and service type as follows (in thousands) For the nine months ended 2021 2020 Germany $ 7,031 $ 2,268 Unites States 3,593 2,610 Japan 2,874 2,559 Korea 1,180 1,309 Other 1,172 60 Total $ 15,850 $ 8,806 For the nine months ended 2021 2020 Over time revenue $ 10,047 $ 7,473 Point-in-time 5,803 1,333 Total $ 15,850 $ 8,806 For the nine months ended 2021 2020 Product Royalties $ 13,636 $ 6,891 Service Subscriptions 1,176 879 Monetization 1,038 1,036 Total $ 15,850 $ 8,806 The Company’s disaggregation of revenue by service type consists of Product Royalties, Service Subscriptions and Monetization. Product Royalties revenue is derived from Houndified Products, which are voice -enabled ordering, content, appointments, and voice commerce. Subscription revenue is derived from monthly fees based on usage -based Contract Balances The Company performs its obligations under a contract with a customer by licensing access to software or providing services in exchange for consideration from the customer. The timing of the Company’s performance often differs from the timing of the customer’s payment, which results in the recognition of a receivable, a contract asset or a contract liability. As of September 30, 2021 and December 31, 2020, the Company had contract assets included in prepaid expenses and other current assets of $0 and $43, respectively, in the condensed consolidated balance sheets. The Company did not record any asset impairment charges related to contract assets during the nine months ended September 30, 2021. Revenue recognized for the nine months ended September 30, 2021 and 2020 that was included in the deferred revenues balances at the beginning of the reporting period was $11,259 and $5,301, respectively. The significant decrease in deferred revenue as of September 30, 2021 compared to the beginning of the reporting period is primarily due to the Company satisfying its servicing performance obligations as well as modification of certain contracts that reduced the scope of the Company’s performance obligations. As of September 30, 2021, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied was $32,626. Given the applicable contract terms, $11,692 is expected to be recognized as revenue within one year and $16,178 is expected to be recognized between two to five years, with the remainder after five years. This amount does not include contracts to which the customer is not committed, contracts for which the Company recognizes revenue equal to the amount the Company has the right to invoice for services performed, or future sales -based -based The Company’s long -term The Company elected the practical expedient to not adjust promised amounts of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. | 2. REVENUE RECOGNITION Revenue recognition The Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Revenues are generally recognized upon the transfer of control of promised products or services provided to the customers, reflecting the amount of consideration the Company expects to receive for those products or services. The Company entered into contracts that can include various products or services, which are generally capable of being distinct and accounted for as separate performance obligations. The Company derives its revenue primarily from the following sources: (1) hosted services, (2) professional services, and (3) traffic monetization revenue. Revenue is reported net of applicable sales and use tax that are passed through to the customers. The Company currently recognizes revenue by applying the following five steps: • • • • • Contracts are accounted for when both parties have approved and committed to the contract, the rights of the parties and payment terms are identifiable, the contract has commercial substance and collectability of consideration is probable. Any payments received from the customer are recorded as deposit liabilities on the consolidated balance sheet if there is no executed contracts. The Company’s arrangements with customers may contain multiple obligations. Individual services are accounted for separately if they are distinct; that is, if a service is separately identifiable from other items in the contract and a customer can benefit from it in its own or with other resources that are readily available to the customer. The Company has the following performance obligations in contracts with customers: Hosted services Hosted services, along with non -distinct The Company has determined that the hosted services arrangements are a single performance obligation comprised of a series of distinct services since each day of providing access to hosted services is substantially the same and the customer simultaneously receives and consumes the benefits as access is provided. These services are provided either on a usage basis (i.e., variable consideration) or on a fixed fee subscription basis. The Company recognizes revenue as each distinct service period is performed (i.e., recognized as incurred). Hosted services generally include up -front -front Professional services Revenue from distinct professional services, such as non -integrated Traffic monetization Traffic monetization revenues are derived from 1) ad impressions placed on the SoundHound music identification app 2) sales commissions earned from song purchases facilitated by the SoundHound app; 3) App store fees paid for ads -free When a contract has multiple performance obligations, the transaction price is allocated to each performance obligations based on their relative estimated standalone selling price (“SSP”). Judgments are required to determine the SSP for each distinct performance obligation. SSP is determined by maximizing observable inputs from pricing of standalone sales, when possible. Since prices vary from customer to customer based on customer relationship, volume discount, and contract type, in instances where the SSP is not directly observable, the Company estimates SSP by considering the following factors: – costs of developing and supplying each performance obligation, – industry standards, – major product groupings, and – gross margin objectives and pricing practices, such as contractually stated prices, discounts offered, and applicable price lists. These factors may vary over time, depending upon the unique facts and circumstances related to each deliverable. If the facts and circumstances underlying the factors considered change or should future facts and circumstances lead the Company to consider additional factors, the Company’s best estimate of SSP may also change. Geographic information For the year ended December 31, 2020, revenue, classified by the major geographic regions in which customers are located, were (in thousands): Revenues: United States $ 3,538 Japan 3,496 Korea 1,855 Germany 3,339 Other 789 Total $ 13,017 Contract balances The Company performs its obligations under a contract with a customer by licensing access to software or providing services in exchange for consideration from the customer. The timing of the Company’s performance often differs from the timing of the customer’s payment, which results in the recognition of a receivable, a contract asset or a contract liability. The Company classifies the right to consideration in exchange for software or services transferred to a customer as either a receivable or a contract asset. A receivable is a right to consideration that is unconditional, as compared to a contract asset, which is a right to consideration that is conditional upon factors other than the passage of time. The majority of the Company’s contract assets represent unbilled amounts related to fixed -price Deferred revenues consist substantially of amounts invoiced in advance of revenue recognition and are recognized as the revenue recognition criteria are met. Deferred revenues that will be recognized during the succeeding twelve -month -current At December 31, 2020, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied was approximately $36,072,000. Given the applicable contract terms, $12,413,000 is expected to be recognized as revenue within one year, $18,398,000 between two to five years, with the remainder after five years. This amount does not include contracts to which the customer is not committed, nor contracts for which we recognize revenue equal to the amount we have the right to invoice for services performed, or future sales -based -based The Company’s long -term The Company elected the practical expedient to not adjust the promised amount of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. | 3. REVENUE RECOGNITION ASC 606 Adoption In May 2014, the FASB issued ASU No. 2014 -09 Revenue from Contracts with Customers: Topic 606 -09 -step Adoption of Topic 606 resulted in changes to the Company’s accounting policies for revenue recognition and deferred commissions. The Company recorded an increase to opening accumulated deficit of $6.9 million as of January 1, 2019 due to the cumulative impact of adopting Topic 606 as follows: • -in-progress • • • The following tables summarize the impact of the new standard on the Consolidated Balance Sheet and Consolidated Statement of Operations and Comprehensive Loss for the period presented: Selected Consolidated Balance Sheet Data (in thousands) Balance as of Impact of 606 Balance as Accounts Assets Unbilled accounts receivable $ 459 $ (85 ) $ 374 Accounts receivable 754 982 1,736 Deferred costs – App Store commissions 39 (88 ) (49 ) Liabilities Contract liability 7,161 7,756 14,917 Equity Accumulated deficit $ 161,368 $ 6,947 $ 168,315 Revenue Recognition The Company derives its revenue primarily from the following sources: (1) hosted services, (2) professional services, and (3) traffic monetization revenue. Revenue is reported net of applicable sales and use tax that are passed through to the customers. The Company currently recognizes revenue by applying the following five steps: • • • • • Contracts are accounted for when both parties have approved and committed to the contract, the rights of the parties and payment terms are identifiable, the contract has commercial substance and collectability of consideration is probable. Any payments received from the customer are recorded as deposit liabilities on the consolidated balance sheet if there is no executed contracts. The Company’s arrangements with customers may contain multiple obligations. Individual services are accounted for separately if they are distinct — that is, if a service is separately identifiable from other items in the contract and a customer can benefit from it in its own or with other resources that are readily available to the customer. The Company has the following performance obligations in contracts with customers: Hosted Services Hosted services, along with non -distinct The Company has determined that the hosted services arrangements are a single performance obligation comprised of a series of distinct services since each day of providing access hosted services is substantially the same and the customer simultaneously receives and consumes the benefits as access is provided. These services are provided either on a usage basis (i.e. variable consideration) or on a fixed fee subscription basis. The Company recognizes revenue as each distinct service period is performed (i.e., recognized as incurred). Hosted services generally include up -front -front Professional Services Revenue from distinct professional services, such as non -integrated Traffic Monetization Traffic monetization revenues are derived from 1) ad impressions placed on the SoundHound music identification app 2) sales commissions earned from song purchases facilitated by the SoundHound app 3) App store fees paid for ads -free The amount of revenue is based on actual traffic generated or usage, which represents variable consideration with a constrained estimate, therefore the Company recognizes the related revenues when ads are placed, when commissions are paid, or when the SoundHound app is downloaded. When a contract has multiple performance obligations, the transaction price is allocated to each performance obligation based on their relative estimated standalone selling price (“SSP”). Judgments are required to determine the SSP for each distinct performance obligation. SSP is determined by maximizing observable inputs from pricing of standalone sales, when possible. Since prices vary from customer to customer based on customer relationship, volume discount, and contract type, in instances where the SSP is not directly observable, the Company estimates SSP by considering the following factors: • • • • These factors may vary over time, depending upon the unique facts and circumstances related to each deliverable. If the facts and circumstances underlying the factors considered change or should future facts and circumstances lead the Company to consider additional factors, the Company’s best estimate of SSP may also change. Contract Balances The Company performs its obligations under a contract with a customer by licensing access to software or providing services in exchange for consideration from the customer. The timing of the Company’s performance often differs from the timing of the customer’s payment, which results in the recognition of a receivable, a contract asset or a contract liability. The Company classifies the right to consideration in exchange for software or services transferred to a customer as either a receivable or a contract asset. A receivable is a right to consideration that is unconditional, as compared to a contract asset, which is a right to consideration that is conditional upon factors other than the passage of time. The majority of the Company’s contract assets represent unbilled amounts related to fixed -price Deferred revenues consist substantially of amounts invoiced in advance of revenue recognition and are recognized as the revenue recognition criteria are met. Deferred revenues that will be recognized during the succeeding twelve -month -current At December 31, 2019, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied was approximately $34,030,000. Given the applicable contract terms, $9,570,000 is expected to be recognized as revenue within one year, $18,900,000 between two to five years, with the remainder after five years. This amount does not include contracts to which the customer is not committed, nor contracts for which we recognize revenue equal to the amount we have the right to invoice for services performed, or future sales -based -based For the year ended December 31, 2019, revenue, classified by the major geographic region in which our customers are located, were as followed (in thousands): 2019 Revenues: United States $ 5,247 Korea 920 Germany 870 Other 640 $ 7,677 |
Cash Equivalents and Short-Term
Cash Equivalents and Short-Term Investments | 12 Months Ended |
Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |
Cash Equivalents and Short-Term Investments [Line Items] | |
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 4. CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS As of December 31, 2019, cash equivalents and short -term Amortized Unrealized Fair Value Cash equivalents: Money market mutual funds $ 16,408 $ — $ 16,408 Certificates of deposit 230 — 230 Commercial paper 1,000 — 1,000 Total cash equivalents 17,638 — 17,638 Short-term investments: Commercial paper 5,157 (2 ) 5,155 Corporate bonds 8,434 (4 ) 8,430 Total short-term investments 13,591 (6 ) 13,585 Total cash equivalents and short-term investments $ 31,229 $ (6 ) $ 31,223 As of December 31, 2019, the amortized cost and fair value of the Company’s short -term |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Property and Equipment, Net [Line Items] | |||
PROPERTY AND EQUIPMENT, NET | 4. PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of the following (in thousands) September 30, December 31, Computer equipment $ 20,341 $ 19,867 Software and voice recordings 8,528 8,335 Leasehold improvements 3,567 3,560 Furniture and fixtures 720 720 Construction in progress — 6 Total, at cost 33,156 32,488 Less: Accumulated depreciation and amortization (26,213 ) (22,053 ) Total, net $ 6,943 $ 10,435 The property and equipment account includes assets under finance lease obligations (see Note 12 for additional information) with an aggregate cost of approximately $16,559 and $16,278 and accumulated depreciation of approximately $13,452 and $11,673 as of September 30, 2021 and December 31, 2020, respectively. Depreciation and amortization expense totaled approximately $4,169 for the nine months ended September 30, 2021 and $4,547 for the nine months ended September 30, 2020. | 5. PROPERTY AND EQUIPMENT, NET Property and equipment, net, consisted of the following (in thousands): Computer equipment $ 19,867 Software 8,335 Leasehold improvements 3,560 Furniture and fixtures 720 Construction in progress 6 32,488 Less: Accumulated depreciation and amortization (22,053 ) $ 10,435 Included in property and equipment are assets under capital lease obligations (see Note 6 for additional information) with an aggregate cost of approximately $16,278,000 and accumulated depreciation of approximately $11,673,000 as of December 31, 2020. Depreciation and amortization expense totaled approximately $6,037,000 for the year ended December 31, 2020. | 6. PROPERTY AND EQUIPMENT Property and equipment consisted of the following (in thousands): 2019 Computer equipment $ 19,289 Software and voice recordings 6,996 Leasehold improvements 3,032 Furniture and fixtures 693 Construction in progress 73 30,083 Less: Accumulated depreciation and amortization (16,030 ) $ 14,053 Included in property and equipment are assets under capital lease obligations (Note 7) with an aggregate cost of approximately $16,021,000 and accumulated depreciation of approximately $9,083,000 as of December 31, 2019. Depreciation and amortization expense totaled approximately $4,671,000 for the year ended December 31, 2019. |
Warrants
Warrants | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Warrants [Line Items] | |||
WARRANTS | 6. WARRANTS In connection with the issuance of promissory notes in September 2010 and March 2011, the Company issued detachable warrants to purchase 76,180 and 25,394 In connection with the issuance of the April 2013 Note and November 2013 Note, the Company issued detachable warrants to purchase 44,708 and 89,418 ten -year The Company recorded the warrants initially at fair value as warrant liabilities on the condensed consolidated balance sheets (see Note 8 for additional information). The fair value of the warrants as of September 30, 2021 and December 31, 2020 was $4,705 and $2,004, respectively, with the corresponding change in fair value of the warrant liability recorded as other expense, net within the condensed consolidated statements of operations and comprehensive loss. In connection with the issuance of the Company’s 2021 Note Payable (“March 2021 Note Payable”) and 2021 Convertible Notes (“June 2021 Note”), the Company issued detachable warrants to purchase 127,570 and 63,785 -in-capital ten -year During the nine months ended September 30, 2021 and 2020, no warrants were exercised. | 7. WARRANTS Promissory notes issued with detachable Series B preferred stock warrants In connection with the issuance of promissory notes in September 2010 and March 2011, the Company issued detachable warrants to purchase 76,180 and 25,394 The Company revalued its Series B preferred stock warrants as of December 31, 2020, resulting in an increase in fair value of approximately $269,000, which was recorded in Other expense, net, in the accompanying Consolidated Statement of Operations and Comprehensive Loss, with a corresponding increase to the warrant liability. The Company determined the fair value per share of the underlying Series B convertible preferred stock by taking into consideration the most recent sales of its redeemable convertible preferred stock, results obtained from third party valuations and additional factors that are deemed relevant. As a private company, specific historical and implied volatility information of its stock is not available. Therefore, the Company estimates its expected stock price volatility based on the historical volatility of publicly traded peer companies for a term equal to the expected term of the redeemable convertible preferred stock warrant. This risk free interest rate is determined by reference to the U.S. Treasury yield curve for time periods approximately equal to the expected term of the redeemable convertible preferred stock warrant. The Company estimated a 0% expected dividend yield based on the fact that the Company has never paid or declared dividends and does not intend to do so in the foreseeable future. In November 2020, the Series B preferred stock warrants were exercised in full resulting in the issuance of 101,574 Series B preferred shares at $1.97 per share in exchange for $200,000. The fair value of the warrants on the date of exercise was approximately $1,931,000 and was recorded as additional paid in capital on the Company’s Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholders’ Deficit. The Company determined the fair value of the Series B preferred stock warrants using the Black -Scholes-Merton Expected dividend rate 0 % Risk free interest rate 0.11 % Expected volatility 41 % Expected term (years) 0.36 Promissory notes issued with detachable Series C preferred stock warrants In connection with the issuance of the April 2013 Note and November 2013 Note, the Company issued detachable warrants to purchase 44,708 and 89,418 The Company determined the fair value of the April 2013 Series C redeemable convertible preferred stock warrants using the Black -Scholes-Merton Expected dividend rate 0 % Risk free interest rate 0.14 % Expected volatility 48 % Expected term (years) 2.16 The Company determined the fair value of the November 2013 Series C redeemable convertible preferred stock warrants using the Black -Scholes-Merton Expected dividend rate 0 % Risk-free interest rate 0.16 % Expected volatility 47 % Expected term (years) 2.87 | 8. WARRANTS Promissory Notes Issued with Detachable Series B Preferred Stock Warrants In connection with the issuance of promissory notes in September 2010 and March 2011, the Company issued detachable warrants to purchase 76,180 and 25,394 The Company revalued its Series B preferred stock warrants as of December 31, 2019, resulting in an increase in fair value of approximately $224,000, which was recorded in other expense, net, in the accompanying Consolidated Statement of Operations and Comprehensive Loss, with a corresponding increase to the warrant liability. The Company determined the fair value per share of the underlying Series B convertible preferred stock by taking into consideration the most recent sales of its redeemable convertible preferred stock, results obtained from third party valuations and additional factors that are deemed relevant. As a private company, specific historical and implied volatility information of its stock is not available. Therefore, the Company estimates its expected stock price volatility based on the historical volatility of publicly traded peer companies for a term equal to the expected term of the redeemable convertible preferred stock warrant. This risk free interest rate is determined by reference to the U.S. Treasury yield curve for time periods approximately equal to the expected term of the redeemable convertible preferred stock warrant. The Company estimated a 0% expected dividend yield based on the fact that the Company has never paid or declared dividends and does not intend to do so in the foreseeable future. As of December 31, 2019, none of these warrants have been exercised. The warrant liability will continue to be adjusted to fair value at the end of each reporting period until the warrants are exercised, forfeited or expired. The warrants expire in March 2021. The fair value of the warrants as of December 31, 2019 was approximately $1,662,000. The Company determined the fair value of the Series B preferred stock warrants using the Black -Scholes-Merton 2019 Expected dividend rate 0% Risk free interest rate 1.58% Expected volatility 42% Expected term (years) 1.25 Promissory Notes Issued with Detachable Series C Preferred Stock Warrants In connection with the issuance of the April 2013 Note and November 2013 Note, the Company issued detachable warrants to purchase 44,708 and 89,418 The Company determined the fair value of the April 2013 Series C redeemable convertible preferred stock warrants using the Black -Scholes-Merton 2019 Expected dividend rate 0% Risk free interest rate 1.62% Expected volatility 40% Expected term (years) 3.16 The Company determined the fair value of the November 2013 Series C redeemable convertible preferred stock warrants using the Black -Scholes-Merton 2019 Expected dividend rate 0% Risk-free interest rate 1.64% Expected volatility 41% Expected term (years) 3.87 |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Redeemable Convertible Preferred Stock [Line Items] | |||
REDEEMABLE CONVERTIBLE PREFERRED STOCK | 9. REDEEMABLE CONVERTIBLE PREFERRED STOCK A summary of the redeemable convertible preferred stock authorized, issued and outstanding as of September 30, 2021 is as follows (in thousands, except share data): Shares Shares Liquidation Carrying Series A 3,438,670 3,438,670 $ 5,082 $ 4,967 Series B 6,065,646 6,065,646 11,943 11,038 Series C 1,041,607 907,481 6,089 6,021 Series C-1 798,399 798,399 16,072 16,061 Series D 3,646,050 3,646,050 95,027 85,648 Series D-1 1,515,152 1,515,152 50,000 49,957 Series D-2 1,515,151 1,515,151 50,000 49,949 Series D-3 3,750,000 1,245,838 49,834 50,046 Series D-3A 4,545,454 — — — 26,316,129 19,132,387 $ 284,047 $ 273,687 The holders of the Company’s Series A, Series B, Series C, Series C -1 -1 -2 -3 -3A Unless otherwise stated, the specific rights, preferences and privileges for each Preferred Stock has not changed from the rights, preferences and privileges as described in our unaudited interim condensed consolidated financial statements as of and for the nine months ended September 30, 2021. Dividends No dividends have been declared during the nine months ended September 30, 2021. Conversion No conversion events have occurred during the nine months ended September 30, 2021. Liquidation Preference The Company has not experienced any voluntary or involuntary liquidation, dissolution or winding up during the nine months ended September 30, 2021. Redemption The Company has not experienced any redemptions during the nine months ended September 30, 2021. | 9. REDEEMABLE CONVERTIBLE PREFERRED STOCK A summary of the redeemable convertible preferred stock authorized, issued, and outstanding as of December 31, 2020 is as follows (in thousands, except share data): Shares Shares Liquidation Carrying Series A 3,438,670 3,438,670 $ 5,082 $ 4,967 Series B 6,065,646 6,065,646 11,943 11,038 Series C 1,041,607 907,481 6,089 6,021 Series C-1 798,399 798,399 16,072 16,061 Series D 3,646,050 3,646,050 95,027 85,648 Series D-1 1,515,152 1,515,152 50,000 49,957 Series D-2 1,515,151 1,515,151 50,000 49,949 Series D-3 3,750,000 1,245,838 49,834 50,046 Series D-3A 4,545,454 — — — 26,316,129 19,132,387 $ 284,047 $ 273,687 In August 2020, the Company issued 454,545 -3A -3A In September 2020, the Company entered into a stock exchange agreement (“Exchange Agreement”) with the holders of Series D -3A -3A -3A -3A -3 -3A -3 In November 2020, the Company issued 25,000 -3 In November 2020, the Series B preferred stock warrants were exercised in full resulting in the issuance of 101,574 Series B preferred shares at $1.97 per share for net cash proceeds of approximately $0.2 million. The holders of the Company’s Series A, Series B, Series C, Series C -1 -1 -2 -3 -3A Dividends The holders of shares of Series A, Series B, Series C, Series C -1 -1 -3 -3A After the payment or setting aside for payment of the Senior Preferred Dividends, the holders of shares of Series D -2 After the payment or setting aside for payment of the Senior Preferred Dividends and the Junior Preferred Dividends, any additional dividends declared or paid in any fiscal year shall be distributed among the holders of Preferred Stock and Common Stock then outstanding pro rata based on the number of shares of Common Stock then held by each holder (assuming conversion of all such Preferred Stock into Common Stock at the then -effective Conversion Each share of outstanding Preferred Stock is convertible, at the option of the holder thereof, at any time after the date of issuance of such share, into such number of fully -paid -assessable Each share of outstanding Preferred Stock will automatically be converted into fully -paid -assessable with a price per share of at least $40.00 (as adjusted for stock splits, stock dividends, reclassification and the like), which results in aggregate cash proceeds of at least $50 million, or (ii) the date specified by written consent or agreement of the holders of a majority of the then outstanding shares of Preferred Stock, voting together as a single class on an as -converted Liquidation preference In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company: Series D, D-1, D-3 and D-3A Preference The holders of the Series D, Series D -1 -3 -3A -2 -1 -1 -3 -3A -1 -3 -3A -1 -3 -3A Series D-2 Preference The holders of the Series D -2 -1 -2 -2 -2 -2 Series C-1 Preference The holders of the Series C -1 -1 -1 -1 -1 Series C Preference The holders of the Series C Preferred Stock are entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Series B, Series A Preferred Stock or Common Stock by reason of their ownership thereof, an amount per share equal to the greater of (i) $6.71 per share, adjustable for certain events, such as stock splits, stock dividends, reclassification and the like, for each share of Series C Preferred Stock then held by them, plus all declared but unpaid dividends, or (ii) such amount per share as would have been payable had all shares of Series C Preferred Stock been converted into Common Stock immediately prior to such liquidation, dissolution or winding up. If, in the event the assets and funds thus distributed among the holders of the Series C Preferred Stock are insufficient to permit the payment to such holders of the full aforesaid preferential amounts, the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the holders of the Series C Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Series B Preference The holders of the Series B Preferred Stock are entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Series A Preferred Stock or Common Stock by reason of their ownership thereof, an amount per share equal to the greater of (i) $1.969 per share, adjustable for certain events, such as stock splits, stock dividends, reclassification and the like, for each share of Series B Preferred Stock then held by them, plus all declared but unpaid dividends, or (ii) such amount per share as would have been payable had all shares of Series B Preferred Stock been converted into Common Stock immediately prior to such liquidation, dissolution or winding up. If, in the event the assets and funds thus distributed among the holders of the Series B Preferred Stock are insufficient to permit the payment to such holders of the full aforesaid preferential amounts, the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the holders of the Series B Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Series A Preference The holders of the Series A Preferred Stock are entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Common Stock by reason of their ownership thereof, an amount per share equal to the greater of (i) $1.478 per share, adjustable for certain events, such as stock splits, stock dividends, reclassification and the like, for each share of Series A Preferred Stock then held by them, plus all declared but unpaid dividends, or (ii) such amount per share as would have been payable had all shares of Series A Preferred Stock been converted into Common Stock immediately prior to such liquidation, dissolution or winding up. If, in the event the assets and funds thus distributed among the holders of the Series A Preferred Stock are insufficient to permit the payment to such holders of the full aforesaid preferential amounts, the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the holders of the Series A Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Remaining Assets for Distribution Upon the completion of the liquidation preferences above, the remaining assets of the Company available for distribution to stockholders will be distributed among the holders of the Preferred Stock and the Common Stock pro rata based on the number of shares of Common Stock held by each (assuming conversion of all such Preferred Stock into Common Stock) until the holders of Series D -3 -1 -2 -3A -1 Redemption The Preferred Stock is not mandatorily redeemable. In the event that the Company agrees to redeem or repurchase any portion or all of the shares of Series A, Series B, Series C, Series C -1 -rata -1 -3 -3A Voting rights The holders of Preferred Stock have the same voting rights equivalent to the number of shares of Common Stock into which their shares of Preferred Stock convert. Holders of Preferred Stock shall vote together with holders of Common Stock as a single class and on an as -converted The holders of Series A Preferred Stock, as a separate class, are entitled to elect one director of the Company. The holders of Series B Preferred Stock, as separate class, are entitled to elect two directors of the Company. The holders of Common Stock, as separate class, are entitled to elect three directors of the Company. The holders of Preferred Stock and Common Stock, as a single class on an as -converted | 9. REDEEMABLE CONVERTIBLE PREFERRED STOCK A summary of the redeemable convertible preferred stock authorized, issued, and outstanding as of December 31, 2019 is as follows (in thousands, except share data): Shares Shares Liquidation Carrying Series A 3,438,670 3,438,670 $ 5,082 $ 4,967 Series B 6,065,646 5,964,072 11,743 11,038 Series C 1,041,607 907,481 6,089 6,021 Series C-1 800,000 798,399 16,072 16,061 Series D 3,646,050 3,646,050 95,027 85,648 Series D-1 1,515,152 1,515,152 50,000 49,957 Series D-2 1,515,152 1,515,151 50,000 49,949 18,022,277 17,784,975 $ 234,014 $ 223,641 The holders of redeemable convertible preferred stock (“Preferred Stock”) have various rights and preferences as follows: Dividends The holders of shares of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series C -1 -1 -1 per annum on each outstanding share of Series D -1 -2 -2 -1 -1 -2 -effective Conversion Each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series C -1 -1 -2 -1 -1 -2 -1 -1 -paid -assessable -1 Liquidation Preference In the event of any liquidation, sale, dissolution, or winding up of the Company, whether voluntary or involuntary: Series D and D -1 The holders of the Series D Preferred Stock and Series D -1 -2 -1 the greater of (i) $26.063 per share of Series D Preferred Stock and an amount per share equal to $33.00 per share of Series D -1 -1 -1 -1 -1 Series D -2 The holders of the Series D -2 -1 -2 -2 -2 Series C -1 The holders of the Series C -1 -1 -1 -1 -1 Series C Preference The holders of the Series C Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Series B Preferred Stock, Series A Preferred Stock or Common Stock by reason of their ownership thereof, an amount per share equal to the greater of (i) $6.71 per share (as adjusted for stock splits, stock dividends, reclassification and the like) for each share of Series C Preferred Stock then held by them, plus all declared but unpaid dividends, or (ii) such amount per share as would have been payable had all shares of Series C Preferred Stock been converted into Common Stock immediately prior to such liquidation, dissolution or winding up. If, upon the occurrence of such event, the assets and funds thus distributed among the holders of the Series C Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the holders of the Series C Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Series B Preference The holders of the Series B Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Series A Preferred Stock or Common Stock by reason of their ownership thereof, an amount per share equal to the greater of (i) $1.969 per share (as adjusted for stock splits, stock dividends, reclassification and the like) for each share of Series B Preferred Stock then held by them, plus all declared but unpaid dividends, or (ii) such amount per share as would have been payable had all shares of Series B Preferred Stock been converted into Common Stock pursuant to Section 4 immediately prior to such liquidation, dissolution or winding up. If, upon the occurrence of such event, the assets and funds thus distributed among the holders of the Series B Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the holders of the Series B Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Series A Preference The holders of the Series A Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Company to the holders of Common Stock by reason of their ownership thereof, an amount per share equal to the greater of (i) $1.478 per share (as adjusted for stock splits, stock dividends, reclassification and the like) for each share of Series A Preferred Stock then held by them, plus all declared but unpaid dividends, or (ii) such amount per share as would have been payable had all shares of Series A Preferred Stock been converted into Common Stock pursuant to Section 4 immediately prior to such liquidation, dissolution or winding up. If, upon the occurrence of such event, the assets and funds thus distributed among the holders of the Series A Preferred Stock shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, the entire assets and funds of the Company legally available for distribution shall be distributed ratably among the holders of the Series A Preferred Stock in proportion to the preferential amount each such holder is otherwise entitled to receive. Remaining Assets for Distribution Upon the completion of the liquidation preferences outlined above, the remaining assets of the Company available for distribution to stockholders shall be distributed among the holders of the Series D -2 -1 -1 -2 -1 -1 -2 -1 -2 -1 -1 Series B Preferred Stock then held by them, and (vi) with respect to the holders of the Series A Preferred Stock, such holders shall have received an aggregate of $3.695 per share (as adjusted for stock splits, stock dividends, reclassification and the like) of Series A Preferred Stock then held by them; thereafter, if assets remain in the Corporation, the holders of the Common Stock of the Company shall receive all of the remaining assets of the Company pro rata based on the number of shares of Common Stock held by each. Redemption The Preferred Stock is not redeemable, provided that, in the event that the Company agrees to redeem or repurchase any portion or all of the shares of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series C -1 -1 -rata -1 -1 -1 -1 Voting rights The holders of Preferred Stock shall have the same voting rights as the holders of Common Stock and shall be entitled to notice of any stockholders’ meeting in accordance with the Bylaws of the Company, and the holders of Common Stock, Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series C -1 -1 -2 -converted -half |
Common Stock
Common Stock | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Common Stock [Line Items] | |||
COMMON STOCK | 10. COMMON STOCK Voting Rights Voting rights have not changed during the nine months ended September 30, 2021. As of September 30, 2021, the Company has authorized the issuance of 45,000,000 The Company has reserved shares of common stock for future issuance on an as -if Series A convertible preferred stock 3,438,670 Series B convertible preferred stock 6,065,646 Series C convertible preferred stock 907,481 Series C-1 convertible preferred stock 798,399 Series D convertible preferred stock 3,646,050 Series D-1 convertible preferred stock 1,515,152 Series D-2 convertible preferred stock 1,515,151 Series D-3 convertible preferred stock 1,245,838 Series C convertible preferred stock warrants 134,126 Common stock warrants 191,355 Stock options outstanding 5,402,617 Stock incentive plan shares reserved for future issuance 91,130 24,951,615 | 10. COMMON STOCK As of December 31, 2020, the Company has authorized the issuance of 45,000,000 The Company has reserved shares of common stock for future issuance on an as -if Series A convertible preferred stock 3,438,670 Series B convertible preferred stock 6,065,646 Series C convertible preferred stock 907,481 Series C-1 convertible preferred stock 798,399 Series D convertible preferred stock 3,646,050 Series D-1 convertible preferred stock 1,515,152 Series D-2 convertible preferred stock 1,515,151 Series D-3 convertible preferred stock 1,245,838 Series C convertible preferred stock warrants 134,126 Stock options outstanding 5,178,276 Stock incentive plan shares reserved for future issuance 57,535 24,502,324 | 10. COMMON STOCK As of December 31, 2019, the Company has authorized the issuance of 36,000,000 The Company has reserved shares of common stock for future issuance on an as -if Series A convertible preferred stock 3,438,670 Series B convertible preferred stock 5,964,072 Series C convertible preferred stock 907,481 Series C-1 convertible preferred stock 798,399 Series D convertible preferred stock 3,646,050 Series D-1 convertible preferred stock 1,515,152 Series D-2 convertible preferred stock 1,515,151 Series B convertible preferred stock warrants 101,574 Series C convertible preferred stock warrants 134,126 Stock options outstanding 4,276,480 Stock incentive plan shares reserved for future issuance 378,010 22,675,165 |
Stock Incentive Plan
Stock Incentive Plan | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Stock Incentive Plan [Line Items] | |||
STOCK INCENTIVE PLAN | 11. STOCK INCENTIVE PLAN The Board of Directors has authorized and in April 2016 adopted the 2016 Equity Incentive Plan (the “2016 Plan”) as a successor and continuation of the 2006 Plan (collectively, the “Plans”). Under the Plans, the Board of Directors may grant awards of options and restricted stock, as well as stock appreciation rights and other stock awards. During the nine months ended September 30, 2021, the Company amended the 2016 Plan to increase the number of shares of common stock reserved for issuance under the Plans by 650,000 to an aggregate of 8,151,460. Option Activity Stock option activity under the Plans is as follows for the nine months ended September 30, 2021: Shares Available Outstanding Weighted Weighted Average Average Outstanding, January 1, 2021 57,535 5,178,276 13.23 6.75 $ 36,987 Authorized 650,000 — — — — Options granted (936,542 ) 936,542 37.99 — — Options exercised (392,064 ) 4.86 — 6,851 Awards forfeited or cancelled 320,137 (320,137 ) 17.24 — — Oustanding, September 30, 2021 91,130 5,402,617 17.89 6.87 128,904 Options excercisable as of September 30, 2021 3,122,639 11.47 5.24 $ 94,561 During the nine months ended September 30, 2021 and 2020, the Company’s stock compensation expense was $4,049 and $4,423, respectively. During the nine months ended September 30, 2021 and 2020, the unamortized expense balance was $23,974 and $8,594, respectively. The weighted average remaining amortization period over which the balance as of September 30, 2021 is to be amortized is 3.21 years. Employee Stock-Based Compensation For the purpose of determining the estimated fair value of share -based -Scholes-Merton -pricing -based The assumptions under the Black -Scholes-Merton -pricing September 30, September 30, Fair Value of Common Stock 41.75 20.37 Dividend yield 0 % 0 % Expected volatility 42 % 43 % Expected term (years) 6.01 5.74 Risk free interest rate 1.11 % 0.93 % Stock -based Nine Months Ended September 30, 2021 Nine Months Ended September 30, 2020 Research and development $ 2,955 $ 2,410 Sales and marketing 288 295 General and administrative 806 1,717 Total $ 4,049 $ 4,423 Executive Options The Company historically issued option awards to key personnel with contractual expirations of 5 to 10 years. Certain individuals had not exercised their options prior to expiration. As a result of the expiration of unexercised but fully vested options awards, SoundHound issued new options for the same quantity previously granted, but with an exercise price set to the then fair value of common stock determined in accordance with a board approved 409A. Furthermore, in an effort to make the holders whole, the Company entered into a change in control bonus Letter Agreement with each individual. Pursuant to the agreement, each individual is entitled to an additional lump sum payment capped at the difference between the original aggregate exercise price and the new aggregate exercise price upon a change in control transaction as defined in the Company’s 2016 Equity Incentive Plan, provided that such a transaction also constitutes a “Liquidation Transaction” as defined in the Company’s Certificate of Incorporation. The maximum change in control bonus for executive award holders is $5,837 and remains unamortized as of September 30, 2021. | 11. STOCK INCENTIVE PLAN The Board of Directors has authorized the 2006 Stock Plan (the “2006 Plan”) and in April 2016 adopted the 2016 Equity Incentive Plan (the “2016 Plan”) as a successor and continuation of the 2006 Plan (collectively, the “Plans”). Under the Plans, the Board of Directors may grant awards of options and restricted stock, as well as stock appreciation rights and other stock awards. During 2020, the Company amended the 2016 Plan to increase the number of shares of common stock reserved for issuance under the Plans by 650,000 to an aggregate of 7,501,460. The 2016 Plan provides for incentive stock options to be granted to employees at an exercise price not less than 100% of the fair value at the grant date as determined by the Board of Directors, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four -year Option activity Stock option activity under the Plans are as follows for the year ended December 31, 2020: Shares Outstanding Weighted Weighted Aggregate Outstanding at December 31, 2019 378,010 4,276,480 $ 10.35 6.44 $ 33,784,762 Authorized 650,000 — — — — Granted (1,446,350 ) 1,446,350 19.98 — — Exercised — (68,679 ) 2.82 — 1,138,159 Forfeited 475,875 (475,875 ) 13.76 — — Outstanding at December 31, 2020 57,535 5,178,276 $ 13.23 6.75 $ 36,986,641 Options exercisable at December 31, 3,222,699 $ 10.15 5.31 $ 32,936,645 Vested and expected to vest at December 31, 2020 5,178,276 $ 13.23 6.75 $ 36,986,641 Options exercised early are subject to the vesting provisions mentioned above, and any unvested shares are subject to repurchase at the original price upon termination of employment, death, or disability. There were no option exercises during the year ended December 31, 2020 that were subject to repurchase. Total fair value of options vested during the year ended December 31, 2020 was approximately $5.4 million. The following table summarizes information with respect to stock options outstanding and exercisable as of December 31, 2020: Options Outstanding Options Exercisable Range of Exercise Prices Per Share Shares Weighted Average Remaining Contractual Life (Years) Shares Weighted Average Remaining Contractual Life (Years) $ 1.66 – $6.45 1,027,098 2.09 1,027,098 2.09 $ 6.46 – $13.34 1,336,299 5.82 1,293,393 5.79 $ 13.35 – $15.34 633,654 7.57 414,566 7.55 $ 15.35 – $19.31 1,008,625 8.66 360,705 8.62 $ 19.32 – $20.37 1,172,600 9.80 126,937 9.73 5,178,276 6.75 3,222,699 5.31 Employee stock-based compensation For the purpose of determining the estimated fair value of share -based -Scholes-Merton -pricing -based The assumptions used under the Black -Scholes-Merton Dividend yield 0 % Expected volatility 44 % Expected term (years) 5.92 Risk-free interest rate 0.64 % The Black -Scholes-Merton -Scholes-Merton • Expected Term -vesting • Volatility • Risk -free Interest Rate -free • Dividends • Fair value of common stock -based -party Employee stock -based Research and development $ 3,605 Sales and marketing 414 General and administrative 1,878 $ 5,897 The unamortized stock -based | 11. STOCK INCENTIVE PLAN The Board of Directors has authorized the 2006 Stock Plan (the “2006 Plan”) and in April 2016 adopted the 2016 Equity Incentive Plan (the “2016 Plan”) as a successor and continuation of the 2006 Plan (collectively, the “Plans”). Under the Plans, the Board of Directors may grant awards of options and restricted stock, as well as stock appreciation rights and other stock awards. During 2019, the Company amended the 2016 Plan to increase the number of shares of common stock reserved for issuance by 750,000 to an aggregate of 6,851,460. The 2016 Plan provides for incentive stock options to be granted to employees at an exercise price not less than 100% of the fair value at the grant date as determined by the Board of Directors, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four -year Option Activity Stock option activity under the Plans are as follows for the year ended December 31, 2019: Shares Outstanding Weighted Weighted Aggregate Outstanding at 54,809 4,053,329 8.67 6.50 $ 30,121,528 Authorized 750,000 — — — — Granted (839,500 ) 839,500 16.10 — — Exercised — (203,648 ) 0.87 — 3,473,393 Forfeited 412,701 (412,701 ) 10.44 — — Outstanding at 378,010 4,276,480 $ 10.35 6.44 $ 33,784,762 Vested and expected to vest, December 31, 2019 4,276,480 $ 10.35 6.44 $ 33,784,762 Options exercisable at December 31, 2019 2,754,142 $ 7.75 5.07 $ 28,906,326 Options exercised early are subject to the vesting provisions mentioned above, and any unvested shares are subject to repurchase at the original price upon termination of employment, death, or disability. There were no option exercises during the year ended December 31, 2019 that were subject to repurchase. Total fair value of options vested during the year ended December 31, 2019 was approximately $3.3 million. The following table summarizes information with respect to stock options outstanding and exercisable as of December 31, 2019: Options Outstanding Options Exercisable Range of Exercise Prices Per Share Shares Weighted Shares Weighted $ 0.25 – $4.32 835,624 1.82 835,624 1.82 $ 4.33 – $9.87 702,648 4.84 702,648 4.84 $ 9.88 – $13.34 1,144,875 7.11 915,911 7.07 $ 13.35 – $15.34 727,833 8.56 280,292 8.54 $ 15.35 – $16.10 865,500 9.54 19,667 9.03 4,276,480 6.44 2,754,142 5.07 Employee Stock -Based For the purpose of determining the estimated fair value of share -based -Scholes-Merton -pricing -based The assumptions used under the Black -Scholes-Merton 2019 Dividend yield 0% Expected volatility 43% Expected term (years) 6.03 Risk-free interest rate 1.58% The Black -Scholes-Merton -Scholes-Merton • Expected Term -vesting • Volatility • Risk -free Interest Rate -free • Dividends • Fair value of common stock -based -party Employee stock -based 2019 Cost of revenues $ 41 Research and development 2,221 Sales and marketing 201 General and administrative 865 $ 3,328 The unamortized stock -based |
Income Taxes
Income Taxes | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Income Taxes [Line Items] | |||
INCOME TAXES | 15. INCOME TAXES The Company had a minimal income tax expense as a result of the continued generation of NOLs in the U.S. offset by a full valuation allowance recorded on such NOLs as the Company determined it is not more -likely -not | 12. INCOME TAXES The December 31, 2020 components of loss before provision for income taxes were as follows (in thousands): United States $ (73,056 ) International (613 ) $ (73,669 ) The December 31, 2020 provision for income tax consisted of the following (in thousands): Current State $ 3 International 594 597 Deferred International 141 Total provision $ 738 Significant components of the Company’s December 31, 2020 deferred income tax assets and liabilities are as follows (in thousands): Deferred tax assets: Net operating loss carryforwards $ 54,527 Research and development credits 9,035 Deferred revenue 2,752 Contract liability 2,282 Stock-based compensation 1,036 Deferred rent 378 Debt discount 121 Accruals and reserves 989 Gross deferred tax assets 71,120 Deferred tax liabilities: Fixed assets and intangible assets (78 ) Gross deferred tax liabilities (78 ) Valuation allowance (68,760 ) Net deferred tax assets $ 2,282 Based on available objective evidence, management believes it is more -likely-than-not As of December 31, 2020, the Company had net operating loss carryforwards of approximately $237.0 million and $75.5 million available to reduce future taxable income, if any, for both Federal and state income tax purposes, respectively. The Federal and state net operating loss carryforwards will start to expire in 2025 and 2028, respectively, except for $148.3 million in federal net operating loss carryforwards, which can be carried forward indefinitely. Under Sections 382 and 383 of the Internal Revenue Code (“IRC”) of 1986 and similar state tax laws, if a corporation undergoes an ownership change, the utilization of net operating loss carryforwards and other tax attributes could be subject to an annual limitation. The annual limitation may result in the expiration of the net operating loss carryforwards and credits carryforwards before utilization. The Company has not undertaken a study to determine if ownership change has occurred as defined under IRC Section 382. If the Company previously experienced an ownership change, or should experience an ownership change in the future, the amount of net operating losses and research and development credit carryovers, which are reserved by a full deferred tax asset valuation allowance, could be limited and may expire unutilized. The Company also has federal and state research and development credit carryforwards of approximately $7.5 million and $6.8 million, respectively, as of December 31, 2020. The Federal credits will expire starting in 2029 if not utilized, and state research and development tax credits will carry forward indefinitely. The Company is not asserting permanent reinvestment of its unrepatriated foreign earnings under APB23. Management has analyzed the unrepatriated foreign earnings balances and determined that the following balances exist according to US GAAP as of December 31,2020: $0.2 million in Japan, $1.1 million in Canada, and $4.1 million in Germany. Based on the US income tax treaties with Japan and Germany, the Company is entitled to a reduced 0% withholding rate on dividends from the Japanese and German subsidiaries, respectively. Under the US income tax treaty with Canada, the withholding tax rate on dividends is reduced to 5%. Based on the unrepatriated earnings balance of $1.1 million, the effective tax liability is approximately $53,000. Uncertain income tax positions The Company only recognizes tax benefits if it is more likely than not that they will be sustained upon audit by the relevant tax authority based upon their technical merits. An uncertain tax position will not be recognized if it has less than a 50% likelihood of being sustained. The December 31, 2020 reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: Beginning balance $ 3,419,797 Change related to prior year positions — Change related to current year positions 881,099 Ending 2020 balance $ 4,300,896 The December 31, 2020 provision for income taxes differs from the amount expected by applying the federal statutory rate to the loss before taxes as follows: 2020 Federal statutory income tax rate 21.00% State income tax rate, net of federal benefit 1.63% Foreign withholding and income tax (0.99)% Research and development credits 2.51% Non-deductible expenses (4.61)% Change in valuation allowance (20.44)% Other (0.09)% (0.99)% The Company has unrecognized tax benefits of $4.3 million as of December 31, 2020, which would affect the effective tax rate if recognized; however, recognition would be in the form of a deferred tax attribute which would likely be offset by a valuation allowance. The Company does not anticipate any significant changes to unrecognized tax benefits over the next 12 months. The Company has not recognized any interest or penalties related to uncertain tax positions for the periods presented. As of December 31, 2020, the Company had not recognized any tax -related The Company’s tax years 2005 -2020 On March 27, 2020, and December 27, 2020, the United States enacted the Coronavirus Aid, Relief, and Economic Security (CARES) Act and the Consolidated Appropriation Act (CAA), respectively, as a result of the Coronavirus pandemic, which contain among other things, numerous income tax provisions. Some of these tax provisions are expected to be effective retroactively for years ending before the date of enactment. The company has evaluated the current legislation and at this time, does not anticipate the CARES Act or the CCA to have a material impact on its financial statements. | 12. INCOME TAXES The components of loss before provision for income taxes were as follows (in thousands): 2019 United States $ (64,207 ) International (37 ) $ (64,244 ) The provision for income tax consisted of the following (in thousands): 2019 Current State $ 4 International 2,673 $ 2,677 2019 Deferred International $ (2,424 ) Total provision $ 253 Significant components of the Company’s deferred income tax assets and liabilities are as follows (in thousands): 2019 Deferred tax assets: Net operating loss carryforwards $ 42,490 Research and development credits 7,163 Deferred revenue 2,317 Contract liability 2,424 Stock-based compensation 695 Deferred rent 370 Accruals and reserves 560 Gross deferred tax assets 56,019 Deferred tax liabilities: Fixed assets and intangible assets (99 ) Gross deferred tax liabilities (99 ) Valuation allowance (53,496 ) Net deferred tax assets $ 2,424 Based on available objective evidence, management believes it is more -likely-than-not As of December 31, 2019, the Company had net operating loss carryforwards of approximately $184.6 million and $57.0 million available to reduce future taxable income, if any, for both Federal and state income tax purposes, respectively. The Federal and state net operating loss carryforwards will start to expire in 2025 and 2028, respectively, with the exception of $96.0 million in Federal net operating loss carryforwards, which can be carried forward indefinitely. Utilization of the net operating loss carry forwards may be subject to an annual limitation due to the ownership percentage change limitations provided by the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of the net operating loss before utilization. The Company also has Federal and state research and development credit carryforwards of approximately $5.8 million and $5.6 million, respectively, as of December 31, 2019. The Federal credits will expire starting in 2029 if not utilized. State research and development tax credits will carry forward indefinitely. The Company has not historically collected U.S. state or local sales and use or other similar taxes in any jurisdiction. On June 21, 2018, the U.S. Supreme Court decided, in South Dakota v. Wayfair, Inc. -by-state ASC 740 -10 by a valuation allowance. No liability related to uncertain tax positions is recorded on the financial statements. It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary. Uncertain Income Tax Positions The Company only recognizes tax benefits if it is more likely than not that they will be sustained upon audit by the relevant tax authority based upon their technical merits. An uncertain tax position will not be recognized if it has less than a 50% likelihood of being sustained. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: 2019 Beginning balance $ 2,492,164 Change related to prior year positions 0 Change related to current year positions 927,633 Ending balance $ 3,419,797 The provision for income taxes differs from the amount expected by applying the federal statutory rate to the loss before taxes as follows: 2019 Federal statutory income tax rate 21.00% State income tax rate, net of federal benefit 1.50% Foreign withholding and income tax (0.39)% Research and development credits 3.05% Non-deductible expenses (1.13)% Prior year true-up 2.48% Change in valuation allowance (26.94)% Other 0.18% (0.25)% The Company has unrecognized tax benefits of $3.4 million as of December 31, 2019, which would affect the effective tax rate if recognized; however, recognition would be in the form of a deferred tax attribute which would likely be offset by a valuation allowance. The Company does not anticipate any significant changes to unrecognized tax benefits over the next 12 months. The Company has recognized no interest or penalties related to uncertain tax positions for the periods presented. As of December 31, 2019, the Company had not recognized any tax -related The Company’s tax years 2005 -2019 |
401(K) PLAN
401(K) PLAN | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | ||
401(K) PLAN [Line Items] | ||
401(K) PLAN | 13. 401(K) PLAN The Company maintains a 401(k) Plan under Section 401(k) of the Internal Revenue Code for its eligible employees. The 401(k) Plan is available to all U.S. employees who meet minimum age requirements and provides employees with tax deferred salary deductions and alternative investment options. Employees may voluntarily contribute a portion of their compensation to the 401(k) Plan, subject to certain limitations. There have been no matching contributions by the Company under the 401(k) Plan to date. | 13. 401(K) PLAN The Company maintains a 401(k) Plan under Section 401(k) of the Internal Revenue Code for its eligible employees. The 401(k) Plan is available to all U.S. employees who meet minimum age requirements and provides employees with tax deferred salary deductions and alternative investment options. Employees may voluntarily contribute a portion of their compensation to the 401(k) Plan, subject to certain limitations. There have been no matching contributions by the Company under the 401(k) Plan to date. |
Organization and Significant Ac
Organization and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
SoundHound, Inc. [Member] | |
Organization and Significant Accounting Policies [Line Items] | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Nature of operations SoundHound, Inc. and its subsidiaries (“SoundHound” or the “Company”) turns sound into understanding and actionable meaning. SoundHound’s applications for mobile devices enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. The Company’s latest product, Hound, leverages its Speech -to-Meaning ™ -breaking -to-Meaning ™ Basis of presentation and significant accounting policies The consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company’s consolidated financial statements include the accounts of the Company and its wholly -owned Foreign currency translation The foreign subsidiaries’ functional currency is the U.S. dollar. The gains and losses resulting from remeasuring the subsidiaries’ foreign currency denominated transactions into U.S. dollars have been reported in the consolidated statements of operations. Foreign currency -denominated Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for doubtful accounts, accrued liabilities, preferred stock warrant liabilities, derivative liabilities, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock -based Subsequent to December 31, 2020, the Company continued to experience the results of the worldwide COVID -19 -19 -19 Management’s plan regarding financing of future operations Since inception, the Company has generated recurring losses as well as negative operating cash flows which has resulted in a net loss of $74.4 million for the year ended December 31, 2020. As of December 31, 2020, the Company has an accumulated deficit of $307.2 million. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of research and development activities. The Company has funded its operations primarily through equity or debt financings. The Company has reviewed the relevant conditions and events surrounding its ability to continue as a going concern including among others: historical losses, projected future results, including the effects of COVID -19 In order to continue its operations, the Company must raise additional equity or debt financings and achieve profitable operations. The Company must, among other things, respond to competitive developments and attract, retain and motivate qualified personnel. Although management has historically been successful in raising capital, there can be no assurance that the Company will be able to obtain additional equity or debt financing on terms acceptable to the Company, or at all. The failure to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on the Company’s business, financial position, results of operations, and future cash flows. Total cash, cash equivalents and restricted cash on hand as of August 31, 2021 was $34.5 million (unaudited). The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to operationalize the Company’s current development plan and achieve profitability. The Company believes that its existing unrestricted cash and cash equivalents will be sufficient to enable the Company to continue as a going -concern Concentrations of credit risk and other risks and uncertainties Financial instruments that potentially subject the Company to potential significant concentrations of credit risk consist principally of cash and cash equivalents. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss. As of December 31, 2020, accounts receivable balances due from two customers collectively totaled 86.7% of the Company’s total consolidated accounts receivable balance. During the year ended December 31, 2020, the Company had two customers that accounted for 42.8% of total revenue. Cash and cash equivalents The Company considers all highly liquid investments purchased with an original maturity of 90 days or less from the date of purchase to be cash equivalents. The Company’s cash equivalents consist of mutual funds, commercial paper and certificates of deposit. The deposits exceed federally insured limits. Restricted cash and certificates of deposit The Company’s restricted cash and certificates of deposit were established according to the requirements under the leases for the Company’s corporate headquarters, data center, and sales office, and are subject to certain restrictions under the leases. All amounts in restricted cash as of December 31, 2020 represent funds held in certificates of deposit, have original maturities of six months to one year and are recorded at cost plus accrued interest, which approximates fair value as of December 31, 2020. The Company’s current portion of restricted cash is included in Prepaids and Other Current Assets and the long -term -current Investments The Company’s investments in debt securities are classified as available -for-sale -for-sale -than-temporary -term Accounts receivable, net Accounts receivable consist of current trade receivables due from customers recorded at invoiced amounts, net of allowance for doubtful accounts. Accounts receivable do not bear interest and the Company generally does not require collateral or other security in support of accounts receivable. The Company has established an allowance for doubtful accounts and evaluates the collectability of its accounts receivable based on known collection risks and historical experience. Uncollectible receivables are written off when all efforts to collect have been exhausted and recoveries are recognized when received. The allowance for doubtful accounts as of December 31, 2020 was $109,000. Property and equipment, net Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is provided using the straight -line The estimated useful lives of the Company’s property and equipment are as follows: Computer equipment 3 – 4 years Software 3 years Furniture and fixtures 5 years Leasehold improvements Lesser of useful life or the term of the lease Maintenance and repairs that do not extend the life or improve the asset are expensed as incurred. Impairment of long-lived assets The Company evaluates property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the total of estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. Impairment, if any, would be assessed using discounted cash flows or other appropriate measures of fair value. Through December 31, 2020, there have been no such impairments. Revenue recognition On January 1, 2019, the Company adopted ASC Topic 606, Revenue from Contracts with Customers Contract costs Contract costs primarily consist of commissions paid to online storefronts that sell the Company’s music search app to customers. Online storefronts retain commissions on each purchase of the Company’s music search app made by customers, and as a result, the Company receives a net payment from the sale. The sale of the Company’s music search app through the online storefronts requires the revenue to be deferred due to an implied obligation to the paying customer to continue hosting the music content in its database over the estimated average customer relationship period. As revenues are deferred from the sale of the Company’s music search app, the related direct and incremental commissions are also deferred in accordance with Topic 606 and reported in prepaid expenses and other current assets in the accompanying Consolidated Balance Sheet. The deferred commissions are recognized ratably over the average customer life in the consolidated statement of operations in cost of revenues. Research and development The Company’s research and development costs are expensed as incurred. These costs include salaries and other personnel related expenses, contractor fees, facility costs, supplies, and depreciation of equipment associated with the design and development of new products prior to the establishment of their technological feasibility. Warrant liability The Company classifies as liabilities any contracts that may require a transfer of assets. The warrants are considered freestanding instruments that qualify as liabilities under ASC Topic 480, Distinguishing Liabilities from Equity -measured Segment information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. Income taxes The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. A valuation allowance is established when, in management’s estimate, it is more -likely-than-not -likely-than-not The Company records a liability for the difference between the benefit recognized and measured and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. The Company establishes reserves for tax -related The Company classifies interest and penalties related to uncertain tax positions in income tax expense, if applicable. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2020. Stock-based compensation Employee stock -based -Scholes-Merton -pricing -Scholes-Merton -free -line -option -based Fair value measurements The Company defines fair value as the exchange price that would be received from an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company follows a three -level • Level 1 — • Level 2 — • — The estimated fair value of financial instruments disclosed in the consolidated financial statements have been determined using available market information and appropriate valuation methodologies. In certain cases where there is limited activity or less transparency around inputs to valuation, such as the Company’s warrant and derivative liabilities, these financial instruments are classified as Level 3. The carrying value of all remaining current assets and current liabilities approximates fair value because of their short -term Leases The Company accounts for leases as capital or operating leases based upon the lease classification criteria outlined in ASC 840, Leases -line For leases that are classified as capital leases, the property is recorded as a capital lease asset within property and equipment on the Consolidated Balance Sheet, and a corresponding amount is recorded as a capital lease obligation in an amount equal to the lesser of the present value of minimum lease payments to be made over the lease life, beginning with the lease inception date, or the fair value of the property being leased. The capital lease assets are amortized on a straight- line basis over the lesser of the lease term or the economic life of the property. Each minimum lease payment is allocated between a reduction of the lease obligation and interest expense, yielding a fixed rate of interest throughout the lease obligation. Tenant improvement allowances received or receivable from landlords under operating leases are recorded as deferred rent liabilities on the Consolidated Balance Sheet and are amortized on a straight -line Redeemable convertible preferred stock The Company’s shares of redeemable convertible preferred stock do not have a mandatory redemption date and are assessed at issuance for classification and redemption features requiring bifurcation. The Company presents as temporary equity any stock which (i) the Company undertakes to redeem at a fixed or determinable price on the fixed or determinable date or dates; (ii) is redeemable at the option of the holders, or (iii) has conditions for redemption which are not solely within the control of the Company. The Company’s redeemable convertible preferred stock is redeemable upon a deemed liquidation event which the Company determined is not solely within its control and thus has classified shares of redeemable convertible preferred stock as temporary equity until such time as the conditions are removed or lapse. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the shares of redeemable convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values of the shares of redeemable convertible preferred stock would be made only when a deemed liquidation event becomes probable. Upon issuance of the redeemable convertible preferred stock, the Company assessed the embedded conversion and liquidation features of the securities. The Company determined that the redeemable convertible preferred stock did not require the Company to separately account for the liquidation features. The Company also concluded that no beneficial conversion feature existed upon the issuance date of the redeemable convertible preferred stock. Convertible notes and derivative liabilities The Company evaluates its convertible notes, and other contracts, if any, to determine if those contracts or embedded components of those contracts qualify as derivatives requiring bifurcation. The Company accounts conversion features that meet criteria for bifurcation as liabilities at fair value and adjusts the derivative instruments to fair value at each reporting period. The conversion features qualify as derivatives as they continuously reset as the underlying stock price increases or decreases to provide a fixed value of equity to the holders at any conversion date. The conversion features are subject to re -measurement -weighted The Company holds their convertible notes at amortized cost and amortizes the associated debt discount created from bifurcated derivatives and issuance costs under the effective interest method until maturity or early conversion pursuant to the contractual terms of the arrangement. Emerging growth company status As an “emerging growth company” (“EGC”) under the Jumpstart Our Business Startups Act (“JOBS Act”), the Company may elect to take advantage of certain forms of relief from various reporting requirements that are applicable to public companies. The relief afforded under the JOBS Act includes an extended transition period for the implementation of new or revised accounting standards. The Company has elected to take advantage of this extended transition period and, as a result, the Company’s financial statements may not be comparable to those of companies that implement accounting standards as of the effective dates for public companies. The Company may take advantage of the relief afforded under the JOBS Act up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC. Recent accounting pronouncements From time to time, new accounting pronouncements, or Accounting Standards Updates (“ASU”) are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. In February 2016, the FASB issued ASU No. 2016 -02 Leases (Topic 842) -02 -02 -02 In June 2016, the FASB issued ASU 2016 -13 -to-maturity -balance -effect In June 2018, the FASB issued ASU 2018 -07 Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share -Based Payment Accounting -07 -based -classified -based -measured -based -50 Equity — Equity -Based Payments to Non -Employees -07 In August 2018, the FASB issued ASU 2018 -13 Fair Value Measurement -13 Fair Value Measurement -average -13 In November 2019, the FASB issued ASU 2019 -10 Financial Instruments — Credit Losses (Topic 326), Targeted Transition Relief -13 -10 -by-instrument In December 2019, the FASB issued ASU No. 2019 -12 Simplifying the Accounting for Income Taxes (Topic 740) -12 -12 -period -to-date -12 -up -12 -12 -12 In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 -40 ): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity -per-share -converted -06 |
Cash Equivalents
Cash Equivalents | 12 Months Ended |
Dec. 31, 2020 | |
SoundHound, Inc. [Member] | |
Cash Equivalents [Line Items] | |
CASH EQUIVALENTS | 3. CASH EQUIVALENTS As of December 31, 2020, cash equivalents consisted of the following (in thousands): Amortized Cost Unrealized Loss Fair Value Cash equivalents: Money market mutual funds $ 35,856 $ (1 ) $ 35,855 Certificates of deposit 230 — 230 Total cash equivalents $ 36,086 $ (1 ) $ 36,085 |
Convertible Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2020 | |
SoundHound, Inc. [Member] | |
Convertible Notes [Line Items] | |
CONVERTIBLE NOTES | 8. CONVERTIBLE NOTES The Company entered into two convertible promissory notes (“Convertible Notes”) with a lender (“Lender”) during the year ended December 31, 2020. In May 2020, the Company issued a convertible promissory note (“May Note”) to the Lender, in exchange for $25.0 million in cash proceeds. The May Note has an annual interest rate of 5% and a maturity date of May 15, 2022 (“May Note Maturity Date”). All unpaid interest and principal are due and payable upon request of the Lender on or after the May Note Maturity Date. In June 2020, the Company issued another promissory note (“June Note”) to the same Lender, in exchange for $15.0 million in cash proceeds. The June Note has an annual interest rate of 5% and a maturity date of June 26, 2022 (“June Note Maturity Date”). All unpaid interest and principal are due and payable upon request of the Lender on or after the June Note Maturity Date. The outstanding principal balance and unpaid accrued interest of the May Note and June Note are convertible pursuant to the following terms (“May Note Conversion Feature”, “June Note Conversion Feature”, collectively, “Conversion Features”): automatic conversion into equity shares in the next equity financing round (“May Note Qualified Financing”, “June Note Qualified Financing”, collectively, “Qualified Financing”) at a conversion price equal to either (a) the lowest cash price per share paid by investors in such qualified financing (which will reflect at least a 20% discount to the price per share paid by other investors purchasing securities in additional closings), or (b) if there are no additional closings, 0.80 times the price per share paid by investors purchasing equity securities in the Qualified Financing. The May Note Qualified Financing shall be at least $40.0 million, which includes the conversion of the May Note but excludes any other indebtedness. The June Note Qualified Financing shall be at least $30.0 million, which excludes the conversion of the June Note and any other indebtedness. Furthermore, upon a change of control event, the Company shall settle both the May Note and June Note in cash, pursuant to the following terms (“Redemption Features”): – 200% of the then outstanding principal amount of the respective note plus any unpaid accrued interest on the original principal of such note; – 100% of the then outstanding principal amount of the respective note plus any unpaid accrued interest on the original principal of such note, provided that if the change of control transaction closes between the Company and the Lender or an affiliate of the Lender. The Company evaluated whether the Convertible Notes contain embedded features that meet the definition of derivatives under ASC 815, Derivatives and Hedging In order to determine the fair value of the derivative liabilities, the Company utilized an income approach model based on with -and-without measurement include the probabilities of a Qualified, Non -Qualified May Note June Note Issuance August 2020 Issuance December 2020 Term (years) 0.21 — 0.26 0.13 Discount rate 8.16 % — 6.78 % 4.34 % Probability of financing 90 % 100 % 90 % 65 % The Company amortized the aggregate debt discount using the effective interest method. The Company recognized total interest expense of $1.7 million associated with the Convertible Notes for the year ended December 31, 2020, out of which $1.1 million relates to the amortization of debt discount. In August 2020, the Company issued Series D -3A -3A -3A -3A -3A -3A As of December 31, 2020, the unamortized debt discount totaled $1.9 million. Accrued interest totaled $0.4 million and is included in other liabilities, non -current As of December 31, 2020, the fair value the June Note Conversion Feature was $2.4 million. The Company recorded $1.2 million for the remeasurement of derivative liabilities in other expense, net during the year ended December 31, 2020. |
Organization
Organization | 9 Months Ended |
Sep. 30, 2021 | |
SoundHound, Inc. [Member] | |
Organization [Line Items] | |
ORGANIZATION | 1. ORGANIZATION Nature of Operations SoundHound, Inc. and its subsidiaries (“SoundHound” or the “Company”) was incorporated in Delaware on September 2, 2005 and is headquartered in Santa Clara, California. The Company turns sound into understanding and actionable meaning. SoundHound’s applications for mobile devices enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. The Company’s latest product, Hound, leverages its Speech -to-Meaning -breaking -to-Meaning Liquidity and Going Concern Since inception, the Company has generated recurring losses as well as negative operating cash flows, which has resulted in a net loss of $56,893 for the nine months ended September 30, 2021. As of September 30, 2021, the Company has an accumulated deficit of $364,082. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of research and development activities. The Company has funded its operations primarily through equity or debt financings. The Company plans to continue funding its operations and capital funding needs through a combination of private equity offerings, debt financing, revenue and other sources. Total cash and cash equivalents on hand as of September 30, 2021 was $27,259. The Company’s condensed consolidated financial statements have been prepared on a going -concern -19 -term On November 15, 2021, the Company entered into a definitive merger agreement with Archimedes Tech SPAC Partners Co. (the “Business Combination” or the “Merger”) (see Note 17 for additional information). The transaction is expected to deliver up to $244,000 of gross proceeds with an expected closing date in the first quarter of 2022. Should this transaction be completed, management believes the Company’s sources of liquidity will be sufficient to fund the Company’s planned operations and existing obligations within one year after the date that the condensed consolidated financial statements are issued. In the event the transaction is not consummated, the Company will have to seek financing alternatives or reduce costs in order to sustain operations for the twelve months following the date of this filing. The condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Other Risk and Uncertainties Subsequent to September 30, 2021, the Company continued to experience the results of the worldwide COVID- 19 pandemic. The COVID -19 and voluntary closings of businesses and shelter in place orders. In response, the U.S. Government enacted the CARES Act, which includes significant provisions to provide relief and assistance to affected organizations. While the disruption is currently expected to be temporary, there is considerable uncertainty around potential future closings, shelter in place orders, containment of the recent COVID -19 The COVID -19 -enabling -19 |
Convertible Notes and Notes Pay
Convertible Notes and Notes Payable | 9 Months Ended |
Sep. 30, 2021 | |
SoundHound, Inc. [Member] | |
Convertible Notes and Notes Payable [Line Items] | |
CONVERTIBLE NOTES AND NOTES PAYABLE | 7. CONVERTIBLE NOTES AND NOTES PAYABLE 2020 Convertible Notes In May 2020, the Company issued a convertible promissory note (“May Note”) to a Lender in exchange for $25,000 in cash proceeds. The May Note has an annual interest rate of 5% and a maturity date of May 15, 2022. In June 2020, the Company issued a promissory note (“June Note”) to a Lender in exchange for $15,000 in cash proceeds. This note has an annual interest rate of 5% and a maturity date of June 26, 2022. The Company evaluated whether the convertible notes contain embedded features that meet the definition of derivatives under ASC 815, Derivatives and Hedging, and accounted for the embedded feature as a derivative liability to be remeasured at the end of each reporting period. The Company recorded the bifurcated conversion features initially at fair value with the residual value being allocated to the convertible notes as a debt discount. The redemption features of the May Note and June Note do not meet the definition of derivatives. Therefore, the redemption features are not bifurcated. The total amount of debt discount at issuance for the May Note and June Note was $4,175 and $2,529, respectively. The Company amortized the aggregate debt discount using the effective interest method. The Company recognized total interest expense of $1,496 associated with the May Note and June Note for the nine months ended September 30, 2021, out of which $935 relates to the amortization of the debt discount. The May Note contains a conversion feature in which outstanding principal and any unpaid accrued interest automatically converts into equity securities. This conversion occurs when the Company issues and sells equity securities in a bona fide equity financing with total proceeds to the Company totaling more than $40,000, including the face value of the May Note before the May Note’s maturity date (“May Note Qualified Financing”). The June Note contains a similar conversion feature, differing where total proceeds must exceed $30,000, excluding the face value of the June Note (“June Note Qualified Financing”). In August 2020, the Company issued Series D-3A redeemable convertible preferred stock (“Series D-3A”) for proceeds in aggregate of approximately $40,300. The Series D-3A financing meets the definition of the May Note Qualified Financing. As a result, the May Note, with then outstanding principal balance of $25,000 and accrued unpaid interest of $288, were automatically converted into 766,293 shares of Series D-3A resulting in an extinguishment of the outstanding principal balance and accrued net of unamortized discount of $21,268, extinguishing the derivative liability at fair value of $5,360 at the acquisition price of Series D-3A of $30,652. In connection with the extinguishment, the Company recognized a loss of $3,775 on the condensed consolidated statements of operations and comprehensive loss. The Series D-3A financing did not meet the definition of the June Note Qualified Financing and, as such, the June Note remained outstanding as of September 30, 2021 and December 31, 2020. The following table summarizes the unamortized debt discount and fair value as of September 30, 2021 and December 31, 2020, and accrued interest and fair value remeasurement for the nine months ended September 30, 2021 and 2020 (in thousands) : September 30, December 31, Unamortized debt discount $ 987 $ 1,922 Fair value of conversion feature $ 3,470 $ 2,380 Nine Months Ended Nine Months Ended Accrued interest $ 561 $ 197 Remeasurement of conversion feature – gain/(loss) $ (1,090 ) $ (1,300 ) Accrued interest is included in other liabilities on the condensed consolidated balance sheets. The Company recorded the remeasurement of derivative liabilities in change in fair value of derivative and warrant liability on the condensed consolidated statements of operations and comprehensive loss. March 2021 Note Payable In March 2021, the Company entered into a loan and security agreement with a commercial bank to borrow $30,000 along with the issuance of warrants to purchase 127,570 The loan bears interest at an annual rate equal to the greater of 9% or 5.75% above the Prime Rate. As of September 30, 2021, the interest rate was 9%. Payments are interest only for the first twelve months and are fully amortizable thereafter. The Company recorded interest expense in the condensed consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2021 of $2,511, of which $225 remained unpaid as accrued interest. The term loan amortization date is April 1, 2022, with an opportunity for a six -month June 2021 Note In June 2021, the Company entered into a loan and security agreement with a lender to obtain credit extensions to the Company. Extensions may be requested in $5,000 increments up to a total commitment amount of $15,000. Additionally, warrants were issued alongside the convertible note to purchase 63,785 -line The loan bears interest at an annual rate equal to the greater of 9% or 5.75% above the Prime Rate. As of September 30, 2021, the interest rate is 9%. Payments are interest -only The loan amortization date is June 1, 2022, with an opportunity for a six -month As of September 30, 2021, the Company has withdrawn $5,000, of which $556 is classified as short -term -term As of September 30, 2021, the unamortized debt discount totaled $1,506. The below table summarizes the Company’s debt balances as of September 30, 2021 and December 31, 2020 (in thousands) September 30, March 2021 Notes payable, current portion $ 30,000 Unamortized loan discount (1,344 ) Carrying value $ 28,656 September 30, 2021 June 2020 Note June 2021 Note Total Convertible notes, current portion $ — $ 556 $ 556 Convertible notes, net of current portion Convertible notes, face value 15,000 4,444 19,444 Unamortized loan discount (1,006 ) — (1,006 ) Total $ 13,994 $ 5,000 $ 18,994 Carrying value $ 13,994 $ 5,000 $ 18,994 Unamortized debt issuance cost (asset) $ — $ (1,506 ) $ (1,506 ) December 31, June 2020 Convertible notes, net of current portion $ 15,000 Unamortized loan discount (1,942 ) Carrying value $ 13,058 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
SoundHound, Inc. [Member] | |
Leases [Line Items] | |
LEASES | 12. LEASES The Company leases certain facilities under non -cancelable Aggregate noncancelable future minimum lease payments under operating and finance leases are as follows (in thousands) Operating Lease Financing Lease Year ending December 31: Remainder of 2021 $ 863 $ 607 2022 3,591 1,265 2023 3,630 190 2024 3,315 122 2025 962 12 Thereafter 2,358 — Total 14,719 2,196 Less: imputed interest (1,936 ) (152 ) Present value of lease liabilities 12,783 2,044 Less: current portion (3,298 ) (1,636 ) Lease liabilities, net of current portion $ 9,485 $ 408 Additional information related to the inputs used in computing the Company’s lease balances as of September 30, 2021 includes (in thousands): Operating Lease Financing Lease Weighted-average remaining lease term (years) 4.60 1.25 Weighted-average discount rate 5.92 % 9.79 % Nine months ended September 30, 2021 Operating lease cost $ 2,466 Short-term lease cost 69 Total $ 2,535 Financing lease cost Amortization of finance leased assets 1,815 Interest of lease liabilities 208 Total $ 2,023 The Company’s rent expense totaled approximately $2,466 and $3,166 during the nine months ended September 30, 2021 and 2020, respectively. |
Other Expense, Net
Other Expense, Net | 9 Months Ended |
Sep. 30, 2021 | |
Other Expense, Net [Abstract] | |
OTHER EXPENSE, NET | 13. OTHER EXPENSE, NET Other expense, net on the condensed consolidated statements of operations and comprehensive loss is comprised of the following for the nine months ended September 30, 2021 and 2020, respectively (in thousands) For the Nine Months Ended 2021 2020 Other expense, net Interest income $ 6 $ 160 Change in fair value of derivative and warrant liability (3,791 ) (1,893 ) Loss on extinguishment of convertible note — (3,775 ) Other expense, net (496 ) (40 ) Total other expense, net $ (4,281 ) $ (5,548 ) |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | 14. NET LOSS PER SHARE The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders for the nine months ended September 30, 2021 and 2020 (in thousands, except share and per share data) For the nine months ended 2021 2020 Numerator: Net loss $ (56,893 ) $ (58,081 ) Less: Deemed dividend related to the exchange of redeemable convertible preferred stock series D-3A for redeemable convertible preferred stock series D-3 — (3,182 ) Net loss attibutable to common stockholders $ (56,893 ) $ (61,263 ) Denominator: Weighted-average shares outstanding – Basic and Dilutive 12,062,343 11,767,970 Basic and Diluted Net Loss Per Share $ (4.72 ) $ (5.21 ) For the nine months ended September 30, 2021 and 2020, the diluted earnings per share is equal to the basic earnings per share as the effect of potentially dilutive securities would have been antidilutive. The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti -dilutive For the nine months ended 2021 2020 Stock Options 5,402,617 4,367,677 Series B convertible preferred stock warrants — 101,574 Series C convertible preferred stock warrants 134,126 — Common stock warrants 191,355 — Redeemable convertible preferred stock 19,132,387 19,005,813 Total 24,860,485 23,475,064 |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies, by Policy (Policies) [Line Items] | ||||
Basis of Presentation and Significant Accounting Policies | Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the SEC. | Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 8 -K | ||
Emerging Growth Company Status | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes -Oxley Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non -emerging | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes -Oxley Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non -emerging time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. | ||
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. | Use of Estimates The preparation of unaudited condensed financial statement in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statement. Actual results could differ from those estimates. | ||
Cash and cash equivalents | Cash and Cash Equivalents The Company considers all short -term | Cash and Cash Equivalents The Company considers all short -term | ||
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the Proposed Public Offering and that will be charged to stockholders’ equity upon the completion of the Proposed Public Offering. Should the Proposed Public Offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations. | |||
Net Loss Per Share | Net Loss Per Share Net loss per share is not applicable because the Company had no shares outstanding as of December | Net Income (Loss) Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. The statements of operations include a presentation of income (loss) per redeemable Public Share and income (loss) per founder non -redeemable -class -redeemable -redeemable -redeemable The earnings per share presented in the condensed statements of operations is based on the following: For the For the Net loss $ (191,075 ) $ (345,648 ) Accretion of temporary equity to redemption value (3,352 ) (13,373,253 ) Net loss including accretion of temporary equity to redemption value $ (194,427 ) $ (13,718,901 ) For the three months ended For the nine months ended Redeemable Non- Redeemable Non- Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (148,095 ) $ (46,332 ) $ (9,784,253 ) $ (3,934,648 ) Accretion of temporary equity to redemption value 3,352 — 13,373,253 — Allocation of net income (loss) $ (144,743 ) $ (46,332 ) $ 3,589,000 $ (3,934,648 ) Denominator: Weighted-average shares outstanding 13,300,000 4,161,000 9,675,824 3,891,044 Basic and diluted net income (loss) per share $ (0.01 ) $ (0.01 ) $ 0.37 $ (1.01 ) In connection with the underwriters’ partial exercise of their over -allotment As of September 30, 2021, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the Company’s earnings. As a result, diluted income (loss) per share is the same as basic income (loss) per share for the periods presented. | ||
Income Taxes | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December The provision for income taxes was deemed to be immaterial for the period from September | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of September 30, 2021, respectively. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The Company’s deferred tax assets were deemed to be de minimis as of September 30, 2021. | ||
Recent accounting pronouncements | Recent Accounting Pronouncements Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements. | Recently Adopted Accounting Standards In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivatives and Hedging -Contracts in Entity’s Own Equity (Subtopic 815 -40 ): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity -06 -linked -06 | ||
Marketable Securities Held in Trust Account | Marketable Securities Held in Trust Account At September 30, 2021, the Company had $133,007,230 in the Trust Account which may be utilized for Business Combination. As of September 30, 2021, the assets held in the Trust Account were invested in Treasury Securities consisting of money market funds. | |||
Fair value measurements | Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three -tier • • • In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. The fair values of cash and cash equivalents, prepaid expenses, accounts payable and accrued expenses, and due to related party are estimated to approximate the carrying values as of September 30, 2021 due to the short maturities of such instruments. The Company’s warrant liability and the fair value of its Representative Shares are based on valuation models utilizing management judgment and pricing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. Significant deviations from these estimates and inputs could result in a material change in fair value. The fair value of the warrant liability and the fair value of its Representative Shares are classified as Level 3. See Note 7 for additional information on assets, liabilities and Representative Shares measured at fair value. | |||
Concentrations of credit risk and other risks and uncertainties | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At September 30, 2021 and December 31, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. | |||
Common Stock Subject to Possible Redemption | Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock feature certain redemption rights that is considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet. | |||
Offering Costs associated with the Initial Public Offering | Offering Costs associated with the Initial Public Offering The Company complies with the requirements of the ASC 340 -10-S99-1 | |||
Warrant liability | Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. Derivative instruments are recorded at fair value on the grant date and re -valued -current -cash | |||
Risks and Uncertainties | Risks and Uncertainties Management continues to evaluate the impact of the COVID -19 | |||
SoundHound, Inc. [Member] | ||||
Accounting Policies, by Policy (Policies) [Line Items] | ||||
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited consolidated financial statements and in the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the financial statements have been included. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2020. The condensed consolidated balance sheet as of December 31, 2020 included herein was derived from the audited consolidated financial statements as of that date. The results of operations for the nine months ended September 30, 2021 are not necessarily indicative of the results for the fiscal year ending December 31, 2021 or any future interim period. | Basis of presentation and significant accounting policies The consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company’s consolidated financial statements include the accounts of the Company and its wholly -owned | Basis of Presentation and Significant Accounting Policies The consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The Company’s consolidated financial statements include the accounts of the Company and its wholly -owned | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the condensed consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for doubtful accounts, accrued liabilities, derivative and warrant liabilities, calculation of the incremental borrowing rate, financial instruments recorded at fair value on a recurring basis, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock- based compensation expense. The Company bases its estimates on historical experience, the current economic environment, and on assumptions it believes are reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ materially from those estimates. | Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for doubtful accounts, accrued liabilities, preferred stock warrant liabilities, derivative liabilities, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock -based Subsequent to December 31, 2020, the Company continued to experience the results of the worldwide COVID -19 -19 -19 | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for doubtful accounts, accrued liabilities, preferred stock warrant liabilities, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock -based Subsequent to December 31, 2019, the Company began to experience the results of the worldwide COVID -19 -19 -19 | |
Cash and cash equivalents | Cash and cash equivalents The Company considers all highly liquid investments purchased with an original maturity of 90 days or less from the date of purchase to be cash equivalents. The Company’s cash equivalents consist of mutual funds, commercial paper and certificates of deposit. The deposits exceed federally insured limits. | Cash Equivalents and Short-Term Investments The Company considers all highly liquid investments purchased with an original maturity of 90 days or less from the date of purchase to be cash equivalents. All investments purchased with original maturities beyond 90 days at the time of the purchase are classified as short -term -term -for-sale | ||
Net Loss Per Share | Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted -average Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted -average Accordingly, in periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti -dilutive | |||
Recent accounting pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements, or Accounting Standards Updates (“ASU”), are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. | Recent accounting pronouncements From time to time, new accounting pronouncements, or Accounting Standards Updates (“ASU”) are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. In February 2016, the FASB issued ASU No. 2016 -02 Leases (Topic 842) -02 -02 -02 In June 2016, the FASB issued ASU 2016 -13 -to-maturity -balance -effect In June 2018, the FASB issued ASU 2018 -07 Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share -Based Payment Accounting -07 -based -classified -based -measured -based -50 Equity — Equity -Based Payments to Non -Employees -07 In August 2018, the FASB issued ASU 2018 -13 Fair Value Measurement -13 Fair Value Measurement -average -13 In November 2019, the FASB issued ASU 2019 -10 Financial Instruments — Credit Losses (Topic 326), Targeted Transition Relief -13 -10 -by-instrument In December 2019, the FASB issued ASU No. 2019 -12 Simplifying the Accounting for Income Taxes (Topic 740) -12 -12 -period -to-date -12 -up -12 -12 -12 In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 -40 ): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity -per-share -converted -06 | Recently Accounting Pronouncements — Adopted For adoption of ASU No. 2014 -09 Revenue from Contracts with Customers: Topic 606 | |
Fair value measurements | Fair Value Measurements The Company defines fair value as the exchange price that would be received from an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company follows a three -level • Level 1 — • Level 2 — • Level 3 — The Company’s derivative liabilities and warrants are measured at fair value on a recurring basis and are classified as Level 3 liabilities. The Company records subsequent adjustments to reflect the increase or decrease in estimated fair value at each reporting date on the condensed consolidated statements of operations and comprehensive loss. | Fair value measurements The Company defines fair value as the exchange price that would be received from an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company follows a three -level • Level 1 — • Level 2 — • — The estimated fair value of financial instruments disclosed in the consolidated financial statements have been determined using available market information and appropriate valuation methodologies. In certain cases where there is limited activity or less transparency around inputs to valuation, such as the Company’s warrant and derivative liabilities, these financial instruments are classified as Level 3. The carrying value of all remaining current assets and current liabilities approximates fair value because of their short -term | Fair Value Measurements The Company defines fair value as the exchange price that would be received from an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company follows a three -level • Level 1 — • Level 2 — • Level 3 — The estimated fair value of financial instruments disclosed in the consolidated financial statements have been determined using available market information and appropriate valuation methodologies. In certain cases where there is limited activity or less transparency around inputs to valuation, such as the Company’s warrant liability, these financial instruments are classified as Level 3. The carrying value of all remaining current assets and current liabilities approximates fair value because of their short -term | |
Concentrations of credit risk and other risks and uncertainties | Concentrations of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to potential significant concentrations of credit risk consist principally of cash and cash equivalents. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss. As of September 30, 2021 and December 31, 2020, accounts receivable balances due from two customers collectively totaled 89% and 87%, respectively, of the Company’s consolidated accounts receivable balance. During the nine months ended September 30, 2021, the Company had two customers that accounted for 58% of total revenue. During the nine months ended September 30, 2020, the Company had two customers that accounted for 47% of total revenue. | Concentrations of credit risk and other risks and uncertainties Financial instruments that potentially subject the Company to potential significant concentrations of credit risk consist principally of cash and cash equivalents. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss. As of December 31, 2020, accounts receivable balances due from two customers collectively totaled 86.7% of the Company’s total consolidated accounts receivable balance. During the year ended December 31, 2020, the Company had two customers that accounted for 42.8% of total revenue. | Concentrations of Credit Risk and Other Risks and Uncertainties The Company is exposed to credit risk in the event of default by the financial institutions to the extent that cash and cash equivalent deposits are in excess of the $250,000 insured by the Federal Deposit Insurance Corporation. These deposits routinely exceed the insurable limit. The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, money market mutual funds, and corporate bonds. To date, the Company has not experienced any losses on its cash and cash equivalents. As of December 31, 2019, accounts receivable balances due from two customers collectively totaled 90.8% of the Company’s total consolidated accounts receivable balance. During the year ended December 31, 2019, the Company had four customers that accounted for 53.7% of total revenue. | |
Warrant liability | Warrants The Company determines whether to classify contracts, such as warrants, that may be settled in its own stock as equity of the entity or as a liability. An equity-linked financial instrument must be considered indexed to the Company’s own stock to qualify for equity classification. The Company classifies warrants as liabilities for any contracts that may require a transfer of assets. The warrants are considered freestanding instruments that qualify as liabilities under ASC Topic 480, Distinguishing Liabilities from Equity | Warrant liability The Company classifies as liabilities any contracts that may require a transfer of assets. The warrants are considered freestanding instruments that qualify as liabilities under ASC Topic 480, Distinguishing Liabilities from Equity -measured | Warrant Liability The Company classifies as liabilities any contracts that may require a transfer of assets. The warrants are considered freestanding instruments that qualify as liabilities under ASC Topic 480, Distinguishing Liabilities from Equity -measured | |
Nature of operations | Nature of operations SoundHound, Inc. and its subsidiaries (“SoundHound” or the “Company”) turns sound into understanding and actionable meaning. SoundHound’s applications for mobile devices enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. The Company’s latest product, Hound, leverages its Speech -to-Meaning ™ -breaking -to-Meaning ™ | Nature of Operations SoundHound, Inc. and its subsidiaries (“SoundHound” or the “Company”) turns sound into understanding and actionable meaning. SoundHound’s applications for mobile devices enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. The Company’s latest product, Hound, leverages its Speech -to-Meaning -breaking -to-Meaning | ||
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to the current year presentation. These reclassifications did not have material impact on previously reported consolidated financial statements. | |||
Foreign Currency Translation | Foreign currency translation The foreign subsidiaries’ functional currency is the U.S. dollar. The gains and losses resulting from remeasuring the subsidiaries’ foreign currency denominated transactions into U.S. dollars have been reported in the consolidated statements of operations. Foreign currency -denominated | Foreign Currency Translation The foreign subsidiaries’ functional currency is the U.S. dollar. The gains and losses resulting from remeasuring the subsidiaries’ foreign currency denominated transactions into U.S. dollars have been reported in the Consolidated Statement of Operations and Comprehensive Loss. Foreign currency -denominated | ||
Liquidity and Going Concern | Liquidity and Going Concern Since inception, the Company has generated recurring losses as well as negative operating cash flows which has resulted in a net loss of $64.5 million for the year ended December 31, 2019. As of December 31, 2019, the Company has an accumulated deficit of $232.8 million. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of research and development activities. The Company has funded its operations primarily through the sale and issuance of convertible preferred stock. The Company has reviewed the relevant conditions and events surrounding its ability to continue as a going concern including among others: historical losses, projected future results, including the effects of the novel coronavirus (“COVID -19 In order to continue its operations, the Company must raise additional equity or debt financings and achieve profitable operations. The Company must, among other things, respond to competitive developments and attract, retain and motivate qualified personnel. Although management has historically been successful in raising capital, there can be no assurance that the Company will be able to obtain additional equity or debt financing on terms acceptable to the Company, or at all. The failure to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on the Company’s business, financial position, results of operations, and future cash flows. Total cash, short -term -term -concern | |||
Restricted cash and certificates of deposit | Restricted cash and certificates of deposit The Company’s restricted cash and certificates of deposit were established according to the requirements under the leases for the Company’s corporate headquarters, data center, and sales office, and are subject to certain restrictions under the leases. All amounts in restricted cash as of December 31, 2020 represent funds held in certificates of deposit, have original maturities of six months to one year and are recorded at cost plus accrued interest, which approximates fair value as of December 31, 2020. The Company’s current portion of restricted cash is included in Prepaids and Other Current Assets and the long -term -current | Restricted Cash and Certificates of Deposit The Company’s restricted cash and certificates of deposit were established according to the requirements under the leases for the Company’s corporate headquarters, data center, and sales office, and are subject to certain restrictions under the leases. All amounts in restricted cash as of December 31, 2019 represent funds held in certificates of deposit, have original maturities of six months to one year and are recorded at cost plus accrued interest, which approximates fair value as of December 31, 2019. The Company’s restricted cash is included in Other Assets in the Consolidated Balance Sheet. Restricted cash is classified is classified as current or non -current | ||
Investments | Investments The Company’s investments in debt securities are classified as available -for-sale -for-sale -than-temporary -term | Investments The Company’s investments in debt securities are classified as available -for-sale -for-sale -than-temporary -term | ||
Accounts Receivable | Accounts Receivable Accounts receivable consist of current trade receivables due from customers recorded at invoiced amounts, net of allowance for doubtful accounts. Accounts receivables do not bear interest and the Company generally does not require collateral or other security in support of accounts receivable. The Company has established an allowance for doubtful accounts and evaluates the collectability of its accounts receivable based on known collection risks and historical experience. Uncollectible receivables are written off when all efforts to collect have been exhausted and recoveries are recognized when received. The allowance for doubtful accounts as of December 31, 2019 was $109,000. | |||
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is provided using the straight -line The estimated useful lives of the Company’s property and equipment are as follows: Computer equipment 3 – 4 years Software 3 years Furniture and fixtures 5 years Leasehold improvements Lesser of useful life or the term of the lease Maintenance and repairs that do not extend the life or improve the asset are expensed as incurred. | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is provided using the straight -line The estimated useful lives of the Company’s property and equipment are as follows: Computer equipment 3 – 4 years Software 3 years Furniture and fixtures 5 years Leasehold improvements Lesser of useful life or the term of the lease Maintenance and repairs that do not extend the life or improve the asset are expensed as incurred. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the total of estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. Impairment, if any, would be assessed using discounted cash flows or other appropriate measures of fair value. Through December 31, 2019, there have been no such impairments. | ||
Revenue recognition | Revenue recognition On January 1, 2019, the Company adopted ASC Topic 606, Revenue from Contracts with Customers | Revenue Recognition On January 1, 2019, the Company adopted ASC Topic 606, Revenue from Contracts with Customers Revenue Recognition | ||
Contract costs | Contract costs Contract costs primarily consist of commissions paid to online storefronts that sell the Company’s music search app to customers. Online storefronts retain commissions on each purchase of the Company’s music search app made by customers, and as a result, the Company receives a net payment from the sale. The sale of the Company’s music search app through the online storefronts requires the revenue to be deferred due to an implied obligation to the paying customer to continue hosting the music content in its database over the estimated average customer relationship period. As revenues are deferred from the sale of the Company’s music search app, the related direct and incremental commissions are also deferred in accordance with Topic 606 and reported in prepaid expenses and other current assets in the accompanying Consolidated Balance Sheet. The deferred commissions are recognized ratably over the average customer life in the consolidated statement of operations in cost of revenues. | Contract Costs Contract costs primarily consist of commissions paid to online storefronts that sell the Company’s music search app to customers. Online storefronts retain commissions on each purchase of the Company’s music search app made by customers, and as a result, the Company receives a net payment from the sale. The sale of the Company’s music search app through the online storefronts requires the revenue to be deferred due to an implied obligation to the paying customer to continue hosting the music content in its database over the estimated average customer relationship period. As revenues are deferred from the sale of the Company’s music search app, the related direct and incremental commissions are also deferred in accordance with Topic 606 and reported in prepaid expenses and other current assets in the accompanying Consolidated Balance Sheet. The deferred commissions are recognized ratably over the average customer life in the Consolidated Statement of Operations and Comprehensive Loss in Cost of Revenues. | ||
Research and development | Research and development The Company’s research and development costs are expensed as incurred. These costs include salaries and other personnel related expenses, contractor fees, facility costs, supplies, and depreciation of equipment associated with the design and development of new products prior to the establishment of their technological feasibility. | Research and Development The Company’s research and development costs are expensed as incurred. These costs include salaries and other personnel related expenses, contractor fees, facility costs, supplies, and depreciation of equipment associated with the design and development of new products prior to the establishment of their technological feasibility. | ||
Segment information | Segment Information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. | Segment information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. | Segment Information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. All required financial segment information can be found on the consolidated financial statements. | |
Income taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. A valuation allowance is established when, in management’s estimate, it is more -likely-than-not -likely-than-not The Company classifies interest and penalties related to uncertain tax positions in income tax expense, if applicable. There were no interest expenses or penalties related to unrecognized tax benefits recorded through September 30, 2021. | Income taxes The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. A valuation allowance is established when, in management’s estimate, it is more -likely-than-not -likely-than-not The Company records a liability for the difference between the benefit recognized and measured and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. The Company establishes reserves for tax -related The Company classifies interest and penalties related to uncertain tax positions in income tax expense, if applicable. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2020. | Income Taxes The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. A valuation allowance is established when, in management’s estimate, it is more -likely-than-not -likely-than-not -related The Company classifies interest and penalties related to uncertain tax positions in income tax expense, if applicable. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2019. | |
Stock-based compensation | Stock-Based Compensation The Company measures and records the expense related to stock -based -based -based -Scholes-Merton -pricing -Scholes -pricing -Scholes -pricing Expected Volatility Expected Term -based -vesting Risk -Free Interest Rate -free -coupon Dividend Yield | Stock-based compensation Employee stock -based -Scholes-Merton -pricing -Scholes-Merton -free -line -option -based | Stock-Based Compensation Employee stock -based -Scholes-Merton -pricing -Scholes-Merton -free -line -option -based Beginning January 1, 2018 with the adoption of ASU 2016 -09 -based | |
Leases | Leases In February 2016, FASB issued Accounting Standards Update (ASU) 2016 -02 Leases -13 -10 -11 -20 -01 -of-use -line In addition, the Company elected the transition package of three practical expedients which allow companies not to reassess (i) whether agreements contain leases, (ii) the classification of leases, and (iii) the capitalization of initial direct costs. Further, the Company elected to separate lease and non -lease -lease -line The Company’s lease portfolio consists primarily of real estate assets and computer equipment. Some of these leases also require the Company to pay maintenance, utilities, taxes, insurance, and other operating expenses associated with the leased space. Based upon the nature of the items leased and the structure of the leases, the Company’s leases classified as operating leases continue to be classified as operating leases and capital leases will be accounted for as financing leases under the new accounting standard. As a result of the adoption of the new lease accounting guidance, the Company recognized on January 1, 2021: • -by-lease • $11,610, adjusted for (1) deferred rent of approximately $827, (2) lease incentives or tenant improvement allowance of $1,098 and (3) prepaid rent of $344. The adoption of the new lease accounting standard did not have any other material impact on the Company’s condensed consolidated balance sheet and did not impact the Company’s operating results and cash flows. See Leases in Note 12 for further information, including further discussion on the impact of adoption and changes in accounting policies relating to leases. | Leases The Company accounts for leases as capital or operating leases based upon the lease classification criteria outlined in ASC 840, Leases -line For leases that are classified as capital leases, the property is recorded as a capital lease asset within property and equipment on the Consolidated Balance Sheet, and a corresponding amount is recorded as a capital lease obligation in an amount equal to the lesser of the present value of minimum lease payments to be made over the lease life, beginning with the lease inception date, or the fair value of the property being leased. The capital lease assets are amortized on a straight- line basis over the lesser of the lease term or the economic life of the property. Each minimum lease payment is allocated between a reduction of the lease obligation and interest expense, yielding a fixed rate of interest throughout the lease obligation. Tenant improvement allowances received or receivable from landlords under operating leases are recorded as deferred rent liabilities on the Consolidated Balance Sheet and are amortized on a straight -line | Leases The Company accounts for leases as capital or operating leases based upon the lease classification criteria outlined in ASC 840 -20 -line For leases that are classified as capital leases, the property is recorded as a capital lease asset within property and equipment on the Consolidated Balance Sheet, and a corresponding amount is recorded as a capital lease obligation in an amount equal to the lesser of the present value of minimum lease payments to be made over the lease life, beginning with the lease inception date, or the fair value of the property being leased. The capital lease assets are amortized on a straight- line basis over the lesser of the lease term or the economic life of the property. Each minimum lease payment is allocated between a reduction of the lease obligation and interest expense, yielding a fixed rate of interest throughout the lease obligation. | |
Redeemable convertible preferred stock | Redeemable Convertible Preferred Stock The Company’s shares of redeemable convertible preferred stock do not have a mandatory redemption date and are assessed at issuance for classification and redemption features requiring bifurcation. The Company presents as temporary equity any stock which (i) the Company undertakes to redeem at a fixed or determinable price on the fixed or determinable date or dates; (ii) is redeemable at the option of the holders, or (iii) has conditions for redemption which are not solely within the control of the Company. The Company’s redeemable convertible preferred stock is redeemable upon a deemed liquidation event which the Company determined is not solely within its control and thus has classified shares of redeemable convertible preferred stock as temporary equity until such time as the conditions are removed or lapse. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the shares of redeemable convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values of the shares of redeemable convertible preferred stock would be made only when a deemed liquidation event becomes probable. | Redeemable convertible preferred stock The Company’s shares of redeemable convertible preferred stock do not have a mandatory redemption date and are assessed at issuance for classification and redemption features requiring bifurcation. The Company presents as temporary equity any stock which (i) the Company undertakes to redeem at a fixed or determinable price on the fixed or determinable date or dates; (ii) is redeemable at the option of the holders, or (iii) has conditions for redemption which are not solely within the control of the Company. The Company’s redeemable convertible preferred stock is redeemable upon a deemed liquidation event which the Company determined is not solely within its control and thus has classified shares of redeemable convertible preferred stock as temporary equity until such time as the conditions are removed or lapse. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the shares of redeemable convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values of the shares of redeemable convertible preferred stock would be made only when a deemed liquidation event becomes probable. Upon issuance of the redeemable convertible preferred stock, the Company assessed the embedded conversion and liquidation features of the securities. The Company determined that the redeemable convertible preferred stock did not require the Company to separately account for the liquidation features. The Company also concluded that no beneficial conversion feature existed upon the issuance date of the redeemable convertible preferred stock. | Redeemable Convertible Preferred Stock The Company’s shares of redeemable convertible preferred stock do not have a mandatory redemption date and are assessed at issuance for classification and redemption features requiring bifurcation. The Company presents as temporary equity any stock which (i) the Company undertakes to redeem at a fixed or determinable price on the fixed or determinable date or dates; (ii) is redeemable at the option of the holders, or (iii) has conditions for redemption which are not solely within the control of the Company. The Company’s redeemable convertible preferred stock is redeemable upon a deemed liquidation event which the Company determined is not solely within its control and thus has classified shares of redeemable convertible preferred stock as temporary equity until such time as the conditions are removed or lapse. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the shares of redeemable convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values of the shares of redeemable convertible preferred stock would be made only when a deemed liquidation event becomes probable. Upon issuance of the redeemable convertible preferred stock, the Company assessed the embedded conversion and liquidation features of the securities. The Company determined that the redeemable convertible preferred stock did not require the Company to separately account for the liquidation features. The Company also concluded that no beneficial conversion feature existed upon the issuance date of the redeemable convertible preferred stock. | |
Emerging growth company status | Emerging Growth Company Status The Company is an emerging growth company (“EGC”) as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”) and may take advantage of reduced reporting requirements that are otherwise applicable to public companies. Section 107 of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with those standards. This means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company has the option to adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company has elected to use the extended transition period for complying with new or revised accounting standards unless the Company otherwise early adopts select standards. | Emerging growth company status As an “emerging growth company” (“EGC”) under the Jumpstart Our Business Startups Act (“JOBS Act”), the Company may elect to take advantage of certain forms of relief from various reporting requirements that are applicable to public companies. The relief afforded under the JOBS Act includes an extended transition period for the implementation of new or revised accounting standards. The Company has elected to take advantage of this extended transition period and, as a result, the Company’s financial statements may not be comparable to those of companies that implement accounting standards as of the effective dates for public companies. The Company may take advantage of the relief afforded under the JOBS Act up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC. | Emerging Growth Company Status From time to time, new accounting pronouncements, or Accounting Standards Updates (“ASU”) are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. As an “emerging growth company” (“EGC”) under the Jumpstart Our Business Startups Act (“JOBS Act”), the Company may elect to take advantage of certain forms of relief from various reporting requirements that are applicable to public companies. The relief afforded under the JOBS Act includes an extended transition period for the implementation of new or revised accounting standards. The Company has elected to take advantage of this extended transition period and, as a result, the Company’s financial statements may not be comparable to those of companies that implement accounting standards as of the effective dates for public companies. The Company may take advantage of the relief afforded under the JOBS Act up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC. | |
Recent Accounting Pronouncements — Not Yet Adopted | Recent Accounting Pronouncements — Not Yet Adopted In February 2016, the FASB issued ASU No. 2016 -02 Leases (Topic 842) -02 -02 -02 In June 2016, the FASB issued ASU 2016 -13 -to-maturity -balance -effect In June 2018, the FASB issued ASU 2018 -07 pensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share -Based Payment Accounting -07 -based -classified -based -measured -based -50 Equity — Equity -Based Payments to Non- Employees -07 In August 2018, the FASB issued ASU 2018 -13 Fair Value Measurement -13 Fair Value Measurement -average retrospectively to all periods presented upon their effective date. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2019. The Company is currently evaluating the impact the standard will have on the Company’s consolidated financial statements and related disclosures. In November 2019, the FASB issued ASU 2019 -10 Financial Instruments — Credit Losses (Topic 326), Targeted Transition Relief -13 -10 -by-instrument On December 18, 2019, the FASB issued ASU No. 2019 -12 Simplifying the Accounting for Income Taxes (Topic 740) -12 -12 -period -to-date -12 -related -up -12 -12 In August 2020, the FASB issued ASU 2020 -06 Debt — Debt with Conversion and Other Options (Subtopic 470 -20 ) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 -40 ): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity -per-share -converted -06 | |||
Management’s plan regarding financing of future operations | Management’s plan regarding financing of future operations Since inception, the Company has generated recurring losses as well as negative operating cash flows which has resulted in a net loss of $74.4 million for the year ended December 31, 2020. As of December 31, 2020, the Company has an accumulated deficit of $307.2 million. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of research and development activities. The Company has funded its operations primarily through equity or debt financings. The Company has reviewed the relevant conditions and events surrounding its ability to continue as a going concern including among others: historical losses, projected future results, including the effects of COVID -19 In order to continue its operations, the Company must raise additional equity or debt financings and achieve profitable operations. The Company must, among other things, respond to competitive developments and attract, retain and motivate qualified personnel. Although management has historically been successful in raising capital, there can be no assurance that the Company will be able to obtain additional equity or debt financing on terms acceptable to the Company, or at all. The failure to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on the Company’s business, financial position, results of operations, and future cash flows. Total cash, cash equivalents and restricted cash on hand as of August 31, 2021 was $34.5 million (unaudited). The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to operationalize the Company’s current development plan and achieve profitability. The Company believes that its existing unrestricted cash and cash equivalents will be sufficient to enable the Company to continue as a going -concern | |||
Accounts receivable, net | Accounts receivable, net Accounts receivable consist of current trade receivables due from customers recorded at invoiced amounts, net of allowance for doubtful accounts. Accounts receivable do not bear interest and the Company generally does not require collateral or other security in support of accounts receivable. The Company has established an allowance for doubtful accounts and evaluates the collectability of its accounts receivable based on known collection risks and historical experience. Uncollectible receivables are written off when all efforts to collect have been exhausted and recoveries are recognized when received. The allowance for doubtful accounts as of December 31, 2020 was $109,000. | |||
Impairment of long-lived assets | Impairment of long-lived assets The Company evaluates property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An impairment loss is recognized when the total of estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. Impairment, if any, would be assessed using discounted cash flows or other appropriate measures of fair value. Through December 31, 2020, there have been no such impairments. | |||
Convertible notes and derivative liabilities | Convertible Notes and Derivative Liabilities The Company evaluates its convertible notes, and other contracts, if any, to determine if those contracts or embedded components of those contracts qualify as derivatives requiring bifurcation. The Company accounts for conversion features that meet the criteria for bifurcation as liabilities at fair value and adjusts the derivative instruments to fair value at each reporting period. The conversion features qualify as derivatives, as they continuously reset as the underlying stock price increases or decreases to provide a fixed value of equity to the holders at any conversion date. The conversion features are subject to remeasurement at each balance sheet date until exercised, and any change in fair value is recognized as a component of other expense, net in the condensed consolidated statements of operations and comprehensive loss. The fair value of the conversion features has been estimated using a probability -weighted The Company holds its convertible notes at amortized cost and amortizes the associated debt discount created from bifurcated derivatives and issuance costs under the effective interest or straight -line | Convertible notes and derivative liabilities The Company evaluates its convertible notes, and other contracts, if any, to determine if those contracts or embedded components of those contracts qualify as derivatives requiring bifurcation. The Company accounts conversion features that meet criteria for bifurcation as liabilities at fair value and adjusts the derivative instruments to fair value at each reporting period. The conversion features qualify as derivatives as they continuously reset as the underlying stock price increases or decreases to provide a fixed value of equity to the holders at any conversion date. The conversion features are subject to re -measurement -weighted The Company holds their convertible notes at amortized cost and amortizes the associated debt discount created from bifurcated derivatives and issuance costs under the effective interest method until maturity or early conversion pursuant to the contractual terms of the arrangement. | ||
Principles of Consolidation | Principles of Consolidation The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly -owned | |||
Reclassification | Reclassification Certain prior period balances have been reclassified to conform to the current year presentation. Such changes include the presentation change on the condensed consolidated statements of operations and comprehensive loss from a two -step -step These reclassifications had no impact on total assets, total liabilities, net loss or comprehensive loss in the previously reported consolidated financial statements for the year ended December 31, 2020. | |||
Equity Issuance Costs | Equity Issuance Costs The Company capitalizes certain legal, professional accounting and other third -party -process Additionally, certain transaction costs incurred in connection with the pending merger agreement, which are direct and incremental to the proposed merger (see Note 17 for additional information), will be deferred and recorded as a component of prepaid expenses and other current assets within the condensed consolidated balance sheets and will offset cash proceeds from the Business Combination if successful. | |||
Revenue Recognition | Revenue Recognition The Company recognizes revenue under Accounting Standards Codification (“ASC”) Topic 606 (“ASC 606”), Revenue from Contracts with Customers (i) Identification of the contract(s) with a customer; (ii) Identification of the performance obligations in the contract; (iii) Determination of the transaction price, including the constraint on variable consideration; (iv) Allocation of the transaction price to the performance obligations in the contract; (v) Recognition of revenue when, or as, performance obligations are satisfied. Under ASC 606, assuming all other revenue recognition criteria have been met, the Company will recognize revenue for arrangements upon the transfer of control of the Company’s performance obligations to its customers. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer and is the unit of account in ASC 606. Revenues are recognized when control of the promised goods or services are transferred to a customer in an amount that reflects the consideration that the Company expects to receive in exchange for those services. The Company currently generates its revenues through the following performance obligations: (1) hosted services, (2) professional services and (3) traffic monetization. | |||
Business Combinations | Business Combinations In October 2021, the FASB issued ASU 2021 -08 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2019 | |
Summary of Significant Accounting Policies (Tables) [Line Items] | ||
Schedule of earnings per share | For the For the Net loss $ (191,075 ) $ (345,648 ) Accretion of temporary equity to redemption value (3,352 ) (13,373,253 ) Net loss including accretion of temporary equity to redemption value $ (194,427 ) $ (13,718,901 ) For the three months ended For the nine months ended Redeemable Non- Redeemable Non- Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (148,095 ) $ (46,332 ) $ (9,784,253 ) $ (3,934,648 ) Accretion of temporary equity to redemption value 3,352 — 13,373,253 — Allocation of net income (loss) $ (144,743 ) $ (46,332 ) $ 3,589,000 $ (3,934,648 ) Denominator: Weighted-average shares outstanding 13,300,000 4,161,000 9,675,824 3,891,044 Basic and diluted net income (loss) per share $ (0.01 ) $ (0.01 ) $ 0.37 $ (1.01 ) | |
SoundHound, Inc. [Member] | ||
Summary of Significant Accounting Policies (Tables) [Line Items] | ||
Schedule of estimated useful lives of the company’s property and equipment | Computer equipment 3 – 4 years Software 3 years Furniture and fixtures 5 years Leasehold improvements Lesser of useful life or the term of the lease |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Related Party Transactions (Tables) [Line Items] | |||
Schedule of related party transactions | For the Nine Months Ended 2021 2020 Revenue $ 5,238 $ 4,074 As of As of Accounts receivable $ 3,777 $ 2,083 Deferred revenue $ 16,376 $ 16,787 | Revenue $ 6,501 Accounts receivable $ 2,045 Deferred revenue $ 16,785 | 2019 Revenue $ 2,599 Accounts receivable $ 1,709 Deferred revenue $ 13,835 Other liabilities $ 618 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | ||
Commitments and Contingencies (Tables) [Line Items] | ||
Schedule of future minimum lease payments under operating and capital leases | Year ending December 31, Operating Leases Capital 2021 $ 4,582 $ 2,568 2022 4,122 1,168 2023 3,621 92 2024 3,342 57 2025 769 — 16,436 3,885 Less: amount representing interest — (302 ) Total lease obligations 16,436 3,583 Current portion (4,582 ) (2,331 ) Noncurrent portion $ 11,854 $ 1,252 | Year ending December 31, Operating Capital 2020 $ 4,384 $ 3,461 2021 4,505 2,480 2022 4,042 1,085 2023 3,541 29 2024 3,322 — Thereafter 769 — 20,563 7,055 Less: amount representing interest — (729 ) Total lease obligations 20,563 6,326 Current portion (4,384 ) (2,981 ) Noncurrent portion $ 16,179 $ 3,345 |
Restatement of Prior Period F_2
Restatement of Prior Period Financial Statements (Tables) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restatement of Prior Period Financial Statements (Tables) [Line Items] | |||
Schedule of revision on the company’s financial statements | As Previously Reported Adjustments As Restated Balance Sheet at March 15, 2021 Common stock subject to possible redemption $ 116,095,120 $ 3,904,880 $ 120,000,000 Common stock 465 (39 ) 426 Additional paid-in capital 5,004,068 (4,158,254 ) 845,814 Balance Sheet at March 31, 2021 Common stock subject to possible redemption $ 128,744,590 $ 4,255,935 $ 133,000,525 Common stock 459 (43 ) 416 Additional paid-in capital 5,084,297 (4,255,892 ) 828,405 Statement of Operations for the three months ended March 31, 2021 Basic and diluted weighted average shares outstanding, common stock subject to redemption 2,059,408 247,259 2,306,667 Basic and diluted weighted average shares outstanding, common stock 3,856,614 (514,481 ) 3,342,133 Basic and diluted net income (loss) per share, common stock subject to redemption $ 0.00 $ 3.41 $ 3.41 Basic and diluted net income (loss) per share, common stock not subject to redemption $ (0.02 ) $ (2.36 ) $ (2.38 ) As Previously Reported Adjustments As Restated Statement of Changes in Stockholders’ Equity for the three months ended March 31, 2021 Issuance of representative shares – Additional Paid-in-Capital $ 3,458 $ 2,020,963 $ 2,024,421 Issuance of representative shares – Stockholders’ Equity (Deficit) 3,500 2,020,963 2,024,463 Offering costs charged to the Stockholders’ equity (428,847 ) (2,020,963 ) (2,449,810 ) Reclassification of offering costs related to public shares $ — $ 4,779,936 $ 4,779,936 Subsequent measurement of common stock subject to redemption $ — $ (13,366,023 ) $ (13,366,023 ) Statement of Cash Flows for the three months ended March 31, 2021 Supplemental disclosure of cash flow information Initial value of common stock subject to possible redemption $ 115,841,700 $ 8,572,213 $ 124,413,913 Change in value of common stock subject to possible redemption $ 12,902,890 $ (12,902,365 ) $ — Reclassification of offering costs related to public shares $ — $ (4,779,936 ) $ (4,779,936 ) Subsequent measurement of common stock subject to redemption $ — $ 13,366,023 $ 13,366,023 Subsequent measurement of common stock subject to redemption (interest earned on trust account) $ — $ 525 $ 525 Statement of Operations for the six months ended June 30, 2021 Basic and diluted net income (loss) per share, common stock subject to redemption $ 0.46 $ 0.08 $ 0.54 Basic and diluted net income (loss) per share, common stock not subject to redemption $ (1.00 ) $ (0.17 ) $ (1.17 ) Statement of Changes in Stockholders’ Equity for the six months ended June 30, 2021 Issuance of representative shares – Additional Paid-in-Capital $ 3,458 $ 2,020,963 $ 2,024,421 Issuance of representative shares – Stockholders’ Equity (Deficit) 3,500 2,020,963 2,024,463 Offering costs charged to the Stockholders’ equity (428,847 ) (2,020,963 ) (2,449,810 ) Reclassification of offering costs related to public shares $ 2,886,166 $ 1,893,770 $ 4,779,936 Subsequent measurement of common stock subject to redemption $ (11,472,253 ) $ (1,893,770 ) $ (13,366,023 ) Statement of Cash Flows for the six months ended June 30, 2021 Reclassification of offering costs related to public shares $ (2,886,166 ) $ (1,893,770 ) $ (4,779,936 ) Subsequent measurement of common stock subject to redemption $ 11,472,253 $ 1,893,770 $ 13,366,023 Statement of Operations for the nine months ended September 30, 2021 Basic and diluted net income (loss) per share, common stock subject to redemption $ 0.31 $ 0.06 $ 0.37 Basic and diluted net income (loss) per share, common stock not subject to redemption $ (0.87 ) $ (0.14 ) $ (1.01 ) As Previously Reported Adjustments As Restated Statement of Changes in Stockholders’ Equity for the nine months ended September 30, 2021 Issuance of representative shares – Additional Paid-in-Capital $ 3,458 $ 2,020,963 $ 2,024,421 Issuance of representative shares – Stockholders’ Equity (Deficit) 3,500 2,020,963 2,024,463 Offering costs charged to the Stockholders’ equity (428,847 ) (2,020,963 ) (2,449,810 ) Reclassification of offering costs related to public shares $ 2,886,166 $ 1,893,770 $ 4,779,936 Subsequent measurement of common stock subject to redemption $ (11,472,253 ) $ (1,893,770 ) $ (13,366,023 ) Statement of Cash Flows for the nine months ended September 30, 2021 Reclassification of offering costs related to public shares $ (2,886,166 ) $ (1,893,770 ) $ (4,779,936 ) Subsequent measurement of common stock subject to redemption $ 11,472,253 $ 1,893,770 $ 13,366,023 | ||
Schedule of statement of operations and comprehensive loss | For the Nine Months Ended 2021 2020 Other expense, net Interest income $ 6 $ 160 Change in fair value of derivative and warrant liability (3,791 ) (1,893 ) Loss on extinguishment of convertible note — (3,775 ) Other expense, net (496 ) (40 ) Total other expense, net $ (4,281 ) $ (5,548 ) | ||
SoundHound, Inc. [Member] | |||
Restatement of Prior Period Financial Statements (Tables) [Line Items] | |||
Schedule of balance sheet | Balance as at December 31, 2019 (in thousands) As previously Adjustments Reclassification As Restated Consolidated Balance Sheet: Cash and cash equivalents (d) $ 24,725 $ (91 ) $ — $ 24,634 Short-term investments 13,585 — — 13,585 Accounts receivable, net of (a) 1,707 4,006 (46 ) 5,667 Prepaid expenses and other current asset (a) 1,344 — 46 1,390 Total current assets 41,361 3,915 — 45,276 Restricted cash 1,520 — — 1,520 Property and equipment, net 14,053 — — 14,053 Deferred tax asset (f) — 2,424 — 2,424 Other assets 883 — — 883 Total assets $ 57,817 $ 6,339 $ — $ 64,156 Current liabilities Accounts payable $ 2,161 $ — $ 1 $ 2,162 Accrued liabilities (e) 5,214 — (1,853 ) 3,361 Value-added tax liability (e) — — 1,692 1,692 Income tax payable (f) — 2,424 — 2,424 Capital lease obligation 2,981 — — 2,981 Deferred rent (e) 271 — (90 ) 181 Deferred revenue (a) 8,821 (628 ) — 8,193 Total current liabilities 19,448 1,796 (250 ) 20,994 Capital lease obligation, non-current 3,345 — — 3,345 Deferred rent, non-current (e) 1,696 — (592 ) 1,104 Deferred revenue, non-current (a) 2,521 14,209 — 16,730 Warrant liability (b) 4,977 (1,629 ) — 3,348 Other liabilities (a)(c) — 1,003 842 1,845 Total liabilities 31,987 15,379 — 47,366 Redeemable convertible preferred stock 223,641 — — 223,641 Stockholders’ deficit Common stock 1 — — 1 Additional paid in capital 25,936 — — 25,936 Accumulated other (6 ) — — (6 ) Accumulated deficit (a)(b)(c)(d) (223,742 ) (9,040 ) — (232,782 ) Total stockholders’ deficit (197,811 ) (9,040 ) — (206,851 ) Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $ 57,817 $ 6,339 $ — $ 64,156 Balance as at December 31, 2019 (in thousands) As previously reported Restatement Impacts As Restated Consolidated Balance Sheet Assets Accounts receivable $ 1,707 $ 3,960 $ 5,667 Prepaid expenses and other current assets 1,344 46 1,390 Liabilities Deferred revenue – current 8,821 (628 ) 8,193 Deferred revenue, non-current 2,521 14,209 16,730 Deposit liabilities — 616 616 | ||
Schedule of statement of operations and comprehensive loss | Period from January 1, 2019 (in thousands) As previously Adjustments Reclassification As Restated Consolidated Statement of Operations and Comprehensive Loss: Revenues (a) $ 12,106 $ (4,429 ) $ — $ 7,677 Cost of revenues (4,515 ) — — (4,515 ) Gross profit 7,591 (4,429 ) — 3,162 Operating expenses Sales and marketing 5,392 — 5,392 Research and development 47,769 — 47,769 General and administrative (c) 14,191 384 — 14,575 Total operating expenses 67,352 384 — 67,736 Loss from operations (59,761 ) (4,813 ) — (64,574 ) Other income (expense) Interest income, net 919 — — 919 Other expense, net (b)(d) (2,093 ) 1,534 — (559 ) Total other income, net (1,174 ) 1,534 — 360 Loss before provision for income taxes (60,935 ) (3,279 ) — (64,214 ) Provision for income taxes 253 — — 253 Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) — (64,467 ) Other comprehensive gain Unrealized holding gain on available-for-sale securities 31 — — 31 Comprehensive loss $ (61,157 ) $ (3,279 ) $ — $ (64,436 ) Period from January 1, 2019 (in thousands) As previously reported Restatement Impacts As Restated Consolidated Statement of Operations and Comprehensive Loss Revenue Hosting and professional services $ 9,851 $ (9,851 ) — License and other 2,182 (2,182 ) — Maintenance and support 73 (73 ) — Hosted service — 4,190 4,190 Professional Services — 2,361 2,361 Traffic Monetization — 1,126 1,126 Total Revenue 12,106 (4,429 ) 7,677 Gross Profit $ 7,591 $ (4,429 ) $ 3,162 | ||
Schedule of statement of stockholders’ equity | Derivative Warrant Balance, December 31, 2019 $ — $ 3,348 Initial fair value of the redemption feature 6,481 — Warrant exercise — (1,931 ) Extinguishment of derivative liability associated with May Note (See Note 8) (5,360 ) — Change in fair value 1,259 587 Balance, December 31, 2020 $ 2,380 $ 2,004 | Period from January 1, 2019 (in thousands) As previously Adjustments Reclassification As Restated Stockholders’ Equity (Deficit) Balance, beginning of year $ (138,948 ) $ (138,948 ) Cumulative effect adjustment from adoption of Topic 606 (a) (1,186 ) (5,761 ) — (6,947 ) Balance, beginning of year as (140,134 ) (5,761 ) — (145,895 ) Issuance of common stock upon exercise of stock options 152 152 Other comprehensive gain 31 31 Stock-based compensation 3,328 3,328 Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) (64,467 ) Balance, December 31, 2019 $ (197,811 ) $ (9,040 ) $ — $ (206,851 ) | |
Schedule of statement of cash flow | Period from January 1, 2019 (in thousands) As previously reported Adjustments Due to Errors Reclassification Entries As Restated Consolidated Statement of Cash Flows: Cash flows from operating activities Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) — (64,467 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 4,671 — — 4,671 Stock based compensation 3,328 — — 3,328 Accretion of investment discount (140 ) — — (140 ) Change in fair value of warrant (b) 2,061 (1,633 ) — 428 Loss on disposal of fixed assets 8 — — 8 Changes in operating assets and liabilities: Accounts receivable, net (a) (709 ) 1,173 (414 ) 50 Prepaid expenses and other (a) (196 ) (82 ) 444 166 Deferred costs 30 (30 ) — Accounts payable 890 1 891 Accrued expenses (a)(c)(e) 1,904 1,003 681 3,588 Deferred rent (e) 100 (682 ) (582 ) Deferred revenue (a) 3,299 2,727 6,026 Net cash used in operating activities (45,942 ) (91 ) — (46,033 ) Cash flows from investing activities Purchase of property and equipment (5,109 ) — — (5,109 ) Purchase of short-term investments (18,570 ) — — (18,570 ) Maturities of short-term investments 32,000 — — 32,000 Net cash provided by investing activities 8,321 — — 8,321 Cash flows from financing activities Issuance of common stock 152 — — 152 Payment of capital lease obligations, net (2,480 ) — — (2,480 ) Net cash used in financing activities (2,328 ) — — (2,328 ) Net decrease in cash, cash equivalents and restricted cash (39,949 ) (91 ) — (40,040 ) Cash, cash equivalents and restricted cash, beginning of year 66,424 66,424 Cash, cash equivalents and restricted cash, end of year 26,475 (91 ) — 26,384 | ||
Schedule of financial statement | (inthousands) As reported Restatement impact As Restated Balance as of Cumulative Impact from Adopting Topic 606 Balance as of Impact of Balance as of Assets Unbilled receivable $ 459 $ (215 ) $ 244 $ 130 $ 374 Accounts receivable 754 — 754 982 1,736 Deferred costs – App Store commissions 39 (88 ) (49 ) — (49 ) Liabilities Contract liability 7,161 883 8,044 6,873 14,917 Equity Accumulated deficit $ 161,368 $ 1,186 $ 162,554 $ 5,761 $ 168,315 |
Recurring Fair Value Measurem_2
Recurring Fair Value Measurements (Tables) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Recurring Fair Value Measurements (Tables) [Line Items] | ||||
Schedule of fair value on a recurring basis | January 13, Quoted Prices Significant Significant Stockholders’ Equity: Representative Shares $ 2,024,463 $ $ — $ 2,024,463 $ 2,024,463 $ $ — $ 2,024,463 September 30, Quoted Prices Significant Significant Assets: U.S. Mutual Fund held in Trust Account $ 133,007,230 $ 133,007,230 $ — $ — $ 133,007,230 $ 133,007,230 $ — $ — Liabilities: Warrant Liability $ 161,359 $ — $ — $ 161,359 $ 161,359 $ — $ — $ 161,359 | |||
Schedule of warrant liability | Input January 13, Restricted term (years) 1.11 Expected volatility 12.5 % Risk-free interest rate 0.12 % Stock price $ 9.37 Dividend yield 0 % Input March 15, Expected term (years) 5.99 Expected volatility 24.3 % Risk-free interest rate 1.06 % Stock price $ 9.36 Dividend yield 0 % Exercise price $ 11.5 Input September 30, Expected term (years) 5.52 Expected volatility 14.8 % Risk-free interest rate 1.07 % Stock price $ 9.61 Dividend yield 0 % Exercise price $ 11.5 | |||
Schedule of changes in the fair value warrant liability | Warrant Fair value as of December 31, 2020 $ — Initial fair value of warrant liability upon issuance at IPO 270,307 Change in fair value (108,948 ) Fair value as of September 30, 2021 $ 161,359 | |||
SoundHound, Inc. [Member] | ||||
Recurring Fair Value Measurements (Tables) [Line Items] | ||||
Schedule of the fair value of the Company’s financial instruments | Fair Value Measurements as of September 30, 2021 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 4,862 $ — $ — Liabilities: Derivative liability — — (3,470 ) Warrant liability — — (4,705 ) Total $ 4,862 $ — $ (8,175 ) Fair Value Measurements as of December 31, 2020 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 35,856 $ — $ — Liabilities: Derivative liability — — (2,380 ) Warrant liability — — (2,004 ) Total $ 35,856 $ — $ (4,384 ) | Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market mutual funds $ 35,855 $ — $ — $ 35,855 Restricted cash: Certificates of deposit 1,290 — — 1,290 Liabilities: Derivative liabilities — — (2,380 ) (2,380 ) Redeemable convertible preferred — — (2,004 ) (2,004 ) Total $ 37,145 $ — $ (4,384 ) $ 32,761 | Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market mutual funds $ 16,408 $ — $ — $ 16,408 Commercial paper — 1,000 — 1,000 Certificates of deposit 230 — — 230 Total cash equivalents 16,638 1,000 — 17,638 Short-term investments: Corporate bonds — 8,430 — 8,430 Commercial paper — 5,155 — 5,155 Total short-term investments — 13,585 — 13,585 Total cash equivalents and short-term investments 16,638 14,585 — 31,223 Restricted cash 1,520 — — 1,520 Liabilities: Redeemable convertible preferred stock warrants $ — $ — $ 3,348 $ 3,348 | |
Schedule to determine the fair value of the embedded derivative | September 30, Expected dividend rate 0 % Risk-free interest rate 0.11 % Expected volatility 41 % Expected term (in years) 0.36 September 30, December 31, Expected dividend rate 0 % 0 % Risk-free interest rate 0.17 % 0.14 % Expected volatility 39 % 48 % Expected term (in years) 1.41 2.16 September 30, December 31, Expected dividend rate 0 % 0 % Risk-free interest rate 0.31 % 0.16 % Expected volatility 46 % 47 % Expected term (in years) 2.12 2.87 March 2021 Note Payable Common Stock Warrants Expected dividend rate 0 % Risk-free interest rate 1.74 % Expected volatility 47 % Expected term (in years) 10.00 June 2021 Note Common Stock Warrants Expected dividend rate 0 % Risk-free interest rate 1.51 % Expected volatility 47 % Expected term (in years) 10.00 | |||
Schedule to determine the fair value of the embedded derivative | September 30, September 30, Fair Value of Common Stock 41.75 20.37 Dividend yield 0 % 0 % Expected volatility 42 % 43 % Expected term (years) 6.01 5.74 Risk free interest rate 1.11 % 0.93 % | September 30, December 31, Weighted average term (years) 0.48 0.26 Weighted average discount rate 25.00 % 8.63 % | Expected dividend rate 0 % Risk free interest rate 0.11 % Expected volatility 41 % Expected term (years) 0.36 Expected dividend rate 0 % Risk free interest rate 0.14 % Expected volatility 48 % Expected term (years) 2.16 Expected dividend rate 0 % Risk-free interest rate 0.16 % Expected volatility 47 % Expected term (years) 2.87 | 2019 Expected dividend rate 0% Risk free interest rate 1.58% Expected volatility 42% Expected term (years) 1.25 2019 Expected dividend rate 0% Risk free interest rate 1.62% Expected volatility 40% Expected term (years) 3.16 2019 Expected dividend rate 0% Risk-free interest rate 1.64% Expected volatility 41% Expected term (years) 3.87 |
Schedule of changes in fair value of the Company’s derivative liability | Derivative Warrant Balance as of December 31, 2020 $ 2,380 $ 2,004 Change in fair value 1,090 2,701 Balance as of September 30, 2021 $ 3,470 $ 4,705 Balance as of December 31, 2019 $ — $ 3,348 Extinguishment of derivative liability 1,160 — Change in fair value 1,300 593 Balance as of September 30, 2020 $ 2,460 $ 3,941 | Balance, December 31, 2018 $ 2,920 Change in fair value 428 Balance, December 31, 2019 $ 3,348 | ||
Schedule of changes in the fair value of the company’s redeemable convertible preferred stock | Derivative Warrant Balance, December 31, 2019 $ — $ 3,348 Initial fair value of the redemption feature 6,481 — Warrant exercise — (1,931 ) Extinguishment of derivative liability associated with May Note (See Note 8) (5,360 ) — Change in fair value 1,259 587 Balance, December 31, 2020 $ 2,380 $ 2,004 | Period from January 1, 2019 (in thousands) As previously Adjustments Reclassification As Restated Stockholders’ Equity (Deficit) Balance, beginning of year $ (138,948 ) $ (138,948 ) Cumulative effect adjustment from adoption of Topic 606 (a) (1,186 ) (5,761 ) — (6,947 ) Balance, beginning of year as (140,134 ) (5,761 ) — (145,895 ) Issuance of common stock upon exercise of stock options 152 152 Other comprehensive gain 31 31 Stock-based compensation 3,328 3,328 Net loss (a)(b)(c)(d) (61,188 ) (3,279 ) (64,467 ) Balance, December 31, 2019 $ (197,811 ) $ (9,040 ) $ — $ (206,851 ) |
Revenue Recognition (Tables)
Revenue Recognition (Tables) - SoundHound, Inc. [Member] | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue Recognition (Tables) [Line Items] | |||
Schedule of consolidated balance sheet data | (in thousands) Balance as of Impact of 606 Balance as Accounts Assets Unbilled accounts receivable $ 459 $ (85 ) $ 374 Accounts receivable 754 982 1,736 Deferred costs – App Store commissions 39 (88 ) (49 ) Liabilities Contract liability 7,161 7,756 14,917 Equity Accumulated deficit $ 161,368 $ 6,947 $ 168,315 | ||
Schedule of revenue, classified by the major geographic region | For the nine months ended 2021 2020 Germany $ 7,031 $ 2,268 Unites States 3,593 2,610 Japan 2,874 2,559 Korea 1,180 1,309 Other 1,172 60 Total $ 15,850 $ 8,806 | Revenues: United States $ 3,538 Japan 3,496 Korea 1,855 Germany 3,339 Other 789 Total $ 13,017 | 2019 Revenues: United States $ 5,247 Korea 920 Germany 870 Other 640 $ 7,677 |
Schedule of revenues under each performance | For the nine months ended 2021 2020 Hosted services $ 10,047 $ 6,004 Professional services 5,114 2,139 Traffic monetization 689 663 Total $ 15,850 $ 8,806 | ||
Schedule of revenue recognition pattern | For the nine months ended 2021 2020 Over time revenue $ 10,047 $ 7,473 Point-in-time 5,803 1,333 Total $ 15,850 $ 8,806 | ||
Schedule of Service | For the nine months ended 2021 2020 Product Royalties $ 13,636 $ 6,891 Service Subscriptions 1,176 879 Monetization 1,038 1,036 Total $ 15,850 $ 8,806 |
Cash Equivalents and Short-Te_2
Cash Equivalents and Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |
Cash Equivalents and Short-Term Investments (Tables) [Line Items] | |
Schedule of cash equivalents and short-term investments | Amortized Unrealized Fair Value Cash equivalents: Money market mutual funds $ 16,408 $ — $ 16,408 Certificates of deposit 230 — 230 Commercial paper 1,000 — 1,000 Total cash equivalents 17,638 — 17,638 Short-term investments: Commercial paper 5,157 (2 ) 5,155 Corporate bonds 8,434 (4 ) 8,430 Total short-term investments 13,591 (6 ) 13,585 Total cash equivalents and short-term investments $ 31,229 $ (6 ) $ 31,223 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Property and Equipment, Net (Tables) [Line Items] | |||
Schedule of property and equipment, net | September 30, December 31, Computer equipment $ 20,341 $ 19,867 Software and voice recordings 8,528 8,335 Leasehold improvements 3,567 3,560 Furniture and fixtures 720 720 Construction in progress — 6 Total, at cost 33,156 32,488 Less: Accumulated depreciation and amortization (26,213 ) (22,053 ) Total, net $ 6,943 $ 10,435 | Computer equipment $ 19,867 Software 8,335 Leasehold improvements 3,560 Furniture and fixtures 720 Construction in progress 6 32,488 Less: Accumulated depreciation and amortization (22,053 ) $ 10,435 | 2019 Computer equipment $ 19,289 Software and voice recordings 6,996 Leasehold improvements 3,032 Furniture and fixtures 693 Construction in progress 73 30,083 Less: Accumulated depreciation and amortization (16,030 ) $ 14,053 |
Warrants (Tables)
Warrants (Tables) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | ||||
Warrants (Tables) [Line Items] | ||||
Schedule of stock warrants using the black-scholes-merton option pricing model | September 30, September 30, Fair Value of Common Stock 41.75 20.37 Dividend yield 0 % 0 % Expected volatility 42 % 43 % Expected term (years) 6.01 5.74 Risk free interest rate 1.11 % 0.93 % | September 30, December 31, Weighted average term (years) 0.48 0.26 Weighted average discount rate 25.00 % 8.63 % | Expected dividend rate 0 % Risk free interest rate 0.11 % Expected volatility 41 % Expected term (years) 0.36 Expected dividend rate 0 % Risk free interest rate 0.14 % Expected volatility 48 % Expected term (years) 2.16 Expected dividend rate 0 % Risk-free interest rate 0.16 % Expected volatility 47 % Expected term (years) 2.87 | 2019 Expected dividend rate 0% Risk free interest rate 1.58% Expected volatility 42% Expected term (years) 1.25 2019 Expected dividend rate 0% Risk free interest rate 1.62% Expected volatility 40% Expected term (years) 3.16 2019 Expected dividend rate 0% Risk-free interest rate 1.64% Expected volatility 41% Expected term (years) 3.87 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock (Tables) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Redeemable Convertible Preferred Stock (Tables) [Line Items] | |||
Schedule of redeemable convertible preferred stock authorized, issued, and outstanding | Shares Shares Liquidation Carrying Series A 3,438,670 3,438,670 $ 5,082 $ 4,967 Series B 6,065,646 6,065,646 11,943 11,038 Series C 1,041,607 907,481 6,089 6,021 Series C-1 798,399 798,399 16,072 16,061 Series D 3,646,050 3,646,050 95,027 85,648 Series D-1 1,515,152 1,515,152 50,000 49,957 Series D-2 1,515,151 1,515,151 50,000 49,949 Series D-3 3,750,000 1,245,838 49,834 50,046 Series D-3A 4,545,454 — — — 26,316,129 19,132,387 $ 284,047 $ 273,687 | Shares Shares Liquidation Carrying Series A 3,438,670 3,438,670 $ 5,082 $ 4,967 Series B 6,065,646 6,065,646 11,943 11,038 Series C 1,041,607 907,481 6,089 6,021 Series C-1 798,399 798,399 16,072 16,061 Series D 3,646,050 3,646,050 95,027 85,648 Series D-1 1,515,152 1,515,152 50,000 49,957 Series D-2 1,515,151 1,515,151 50,000 49,949 Series D-3 3,750,000 1,245,838 49,834 50,046 Series D-3A 4,545,454 — — — 26,316,129 19,132,387 $ 284,047 $ 273,687 | Shares Shares Liquidation Carrying Series A 3,438,670 3,438,670 $ 5,082 $ 4,967 Series B 6,065,646 5,964,072 11,743 11,038 Series C 1,041,607 907,481 6,089 6,021 Series C-1 800,000 798,399 16,072 16,061 Series D 3,646,050 3,646,050 95,027 85,648 Series D-1 1,515,152 1,515,152 50,000 49,957 Series D-2 1,515,152 1,515,151 50,000 49,949 18,022,277 17,784,975 $ 234,014 $ 223,641 |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SoundHound, Inc. [Member] | |||
Common Stock (Tables) [Line Items] | |||
Schedule of company has reserved shares of common stock for future issuance | Series A convertible preferred stock 3,438,670 Series B convertible preferred stock 6,065,646 Series C convertible preferred stock 907,481 Series C-1 convertible preferred stock 798,399 Series D convertible preferred stock 3,646,050 Series D-1 convertible preferred stock 1,515,152 Series D-2 convertible preferred stock 1,515,151 Series D-3 convertible preferred stock 1,245,838 Series C convertible preferred stock warrants 134,126 Common stock warrants 191,355 Stock options outstanding 5,402,617 Stock incentive plan shares reserved for future issuance 91,130 24,951,615 | Series A convertible preferred stock 3,438,670 Series B convertible preferred stock 6,065,646 Series C convertible preferred stock 907,481 Series C-1 convertible preferred stock 798,399 Series D convertible preferred stock 3,646,050 Series D-1 convertible preferred stock 1,515,152 Series D-2 convertible preferred stock 1,515,151 Series D-3 convertible preferred stock 1,245,838 Series C convertible preferred stock warrants 134,126 Stock options outstanding 5,178,276 Stock incentive plan shares reserved for future issuance 57,535 24,502,324 | Series A convertible preferred stock 3,438,670 Series B convertible preferred stock 5,964,072 Series C convertible preferred stock 907,481 Series C-1 convertible preferred stock 798,399 Series D convertible preferred stock 3,646,050 Series D-1 convertible preferred stock 1,515,152 Series D-2 convertible preferred stock 1,515,151 Series B convertible preferred stock warrants 101,574 Series C convertible preferred stock warrants 134,126 Stock options outstanding 4,276,480 Stock incentive plan shares reserved for future issuance 378,010 22,675,165 |
Stock Incentive Plan (Tables)
Stock Incentive Plan (Tables) - SoundHound, Inc. [Member] | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Incentive Plan (Tables) [Line Items] | ||||
Schedule of stock option activity | Shares Available Outstanding Weighted Weighted Average Average Outstanding, January 1, 2021 57,535 5,178,276 13.23 6.75 $ 36,987 Authorized 650,000 — — — — Options granted (936,542 ) 936,542 37.99 — — Options exercised (392,064 ) 4.86 — 6,851 Awards forfeited or cancelled 320,137 (320,137 ) 17.24 — — Oustanding, September 30, 2021 91,130 5,402,617 17.89 6.87 128,904 Options excercisable as of September 30, 2021 3,122,639 11.47 5.24 $ 94,561 | Shares Outstanding Weighted Weighted Aggregate Outstanding at December 31, 2019 378,010 4,276,480 $ 10.35 6.44 $ 33,784,762 Authorized 650,000 — — — — Granted (1,446,350 ) 1,446,350 19.98 — — Exercised — (68,679 ) 2.82 — 1,138,159 Forfeited 475,875 (475,875 ) 13.76 — — Outstanding at December 31, 2020 57,535 5,178,276 $ 13.23 6.75 $ 36,986,641 Options exercisable at December 31, 3,222,699 $ 10.15 5.31 $ 32,936,645 Vested and expected to vest at December 31, 2020 5,178,276 $ 13.23 6.75 $ 36,986,641 | Shares Outstanding Weighted Weighted Aggregate Outstanding at 54,809 4,053,329 8.67 6.50 $ 30,121,528 Authorized 750,000 — — — — Granted (839,500 ) 839,500 16.10 — — Exercised — (203,648 ) 0.87 — 3,473,393 Forfeited 412,701 (412,701 ) 10.44 — — Outstanding at 378,010 4,276,480 $ 10.35 6.44 $ 33,784,762 Vested and expected to vest, December 31, 2019 4,276,480 $ 10.35 6.44 $ 33,784,762 Options exercisable at December 31, 2019 2,754,142 $ 7.75 5.07 $ 28,906,326 | |
Schedule of stock options outstanding and exercisable | Options Outstanding Options Exercisable Range of Exercise Prices Per Share Shares Weighted Average Remaining Contractual Life (Years) Shares Weighted Average Remaining Contractual Life (Years) $ 1.66 – $6.45 1,027,098 2.09 1,027,098 2.09 $ 6.46 – $13.34 1,336,299 5.82 1,293,393 5.79 $ 13.35 – $15.34 633,654 7.57 414,566 7.55 $ 15.35 – $19.31 1,008,625 8.66 360,705 8.62 $ 19.32 – $20.37 1,172,600 9.80 126,937 9.73 5,178,276 6.75 3,222,699 5.31 | Options Outstanding Options Exercisable Range of Exercise Prices Per Share Shares Weighted Shares Weighted $ 0.25 – $4.32 835,624 1.82 835,624 1.82 $ 4.33 – $9.87 702,648 4.84 702,648 4.84 $ 9.88 – $13.34 1,144,875 7.11 915,911 7.07 $ 13.35 – $15.34 727,833 8.56 280,292 8.54 $ 15.35 – $16.10 865,500 9.54 19,667 9.03 4,276,480 6.44 2,754,142 5.07 | ||
Schedule of weighted average calculated fair value of the options granted to employees | 2019 Dividend yield 0% Expected volatility 43% Expected term (years) 6.03 Risk-free interest rate 1.58% | |||
Schedule of operations and comprehensive loss | Nine Months Ended September 30, 2021 Nine Months Ended September 30, 2020 Research and development $ 2,955 $ 2,410 Sales and marketing 288 295 General and administrative 806 1,717 Total $ 4,049 $ 4,423 | Research and development $ 3,605 Sales and marketing 414 General and administrative 1,878 $ 5,897 | 2019 Cost of revenues $ 41 Research and development 2,221 Sales and marketing 201 General and administrative 865 $ 3,328 | |
Schedule of weighted average calculated fair value of the options granted to employees | Dividend yield 0 % Expected volatility 44 % Expected term (years) 5.92 Risk-free interest rate 0.64 % | |||
Schedule of weighted average calculated fair value of the options granted to employees | September 30, September 30, Fair Value of Common Stock 41.75 20.37 Dividend yield 0 % 0 % Expected volatility 42 % 43 % Expected term (years) 6.01 5.74 Risk free interest rate 1.11 % 0.93 % | September 30, December 31, Weighted average term (years) 0.48 0.26 Weighted average discount rate 25.00 % 8.63 % | Expected dividend rate 0 % Risk free interest rate 0.11 % Expected volatility 41 % Expected term (years) 0.36 Expected dividend rate 0 % Risk free interest rate 0.14 % Expected volatility 48 % Expected term (years) 2.16 Expected dividend rate 0 % Risk-free interest rate 0.16 % Expected volatility 47 % Expected term (years) 2.87 | 2019 Expected dividend rate 0% Risk free interest rate 1.58% Expected volatility 42% Expected term (years) 1.25 2019 Expected dividend rate 0% Risk free interest rate 1.62% Expected volatility 40% Expected term (years) 3.16 2019 Expected dividend rate 0% Risk-free interest rate 1.64% Expected volatility 41% Expected term (years) 3.87 |
Income Taxes (Tables)
Income Taxes (Tables) - SoundHound, Inc. [Member] | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Tables) [Line Items] | ||
Schedule of provision for income tax consisted | United States $ (73,056 ) International (613 ) $ (73,669 ) | 2019 United States $ (64,207 ) International (37 ) $ (64,244 ) |
Schedule of provision for income tax consisted | Current State $ 3 International 594 597 Deferred International 141 Total provision $ 738 | 2019 Current State $ 4 International 2,673 $ 2,677 2019 Deferred International $ (2,424 ) Total provision $ 253 |
Schedule of deferred income tax assets and liabilities | Deferred tax assets: Net operating loss carryforwards $ 54,527 Research and development credits 9,035 Deferred revenue 2,752 Contract liability 2,282 Stock-based compensation 1,036 Deferred rent 378 Debt discount 121 Accruals and reserves 989 Gross deferred tax assets 71,120 Deferred tax liabilities: Fixed assets and intangible assets (78 ) Gross deferred tax liabilities (78 ) Valuation allowance (68,760 ) Net deferred tax assets $ 2,282 | 2019 Deferred tax assets: Net operating loss carryforwards $ 42,490 Research and development credits 7,163 Deferred revenue 2,317 Contract liability 2,424 Stock-based compensation 695 Deferred rent 370 Accruals and reserves 560 Gross deferred tax assets 56,019 Deferred tax liabilities: Fixed assets and intangible assets (99 ) Gross deferred tax liabilities (99 ) Valuation allowance (53,496 ) Net deferred tax assets $ 2,424 |
Schedule of unrecognized tax benefits | Beginning balance $ 3,419,797 Change related to prior year positions — Change related to current year positions 881,099 Ending 2020 balance $ 4,300,896 | 2019 Beginning balance $ 2,492,164 Change related to prior year positions 0 Change related to current year positions 927,633 Ending balance $ 3,419,797 |
Schedule of federal statutory rate | 2020 Federal statutory income tax rate 21.00% State income tax rate, net of federal benefit 1.63% Foreign withholding and income tax (0.99)% Research and development credits 2.51% Non-deductible expenses (4.61)% Change in valuation allowance (20.44)% Other (0.09)% (0.99)% | 2019 Federal statutory income tax rate 21.00% State income tax rate, net of federal benefit 1.50% Foreign withholding and income tax (0.39)% Research and development credits 3.05% Non-deductible expenses (1.13)% Prior year true-up 2.48% Change in valuation allowance (26.94)% Other 0.18% (0.25)% |
Organization and Significant _2
Organization and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SoundHound, Inc. [Member] | |
Organization and Significant Accounting Policies (Tables) [Line Items] | |
Schedule of estimated useful lives of the company’s property and equipment | Computer equipment 3 – 4 years Software 3 years Furniture and fixtures 5 years Leasehold improvements Lesser of useful life or the term of the lease |
Cash Equivalents (Tables)
Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SoundHound, Inc. [Member] | |
Cash Equivalents (Tables) [Line Items] | |
Schedule of cash equivalents | Amortized Cost Unrealized Loss Fair Value Cash equivalents: Money market mutual funds $ 35,856 $ (1 ) $ 35,855 Certificates of deposit 230 — 230 Total cash equivalents $ 36,086 $ (1 ) $ 36,085 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
SoundHound, Inc. [Member] | ||
Convertible Notes (Tables) [Line Items] | ||
Schedule of measurement include the probabilities of a qualified, non-qualified financing | September 30, March 2021 Notes payable, current portion $ 30,000 Unamortized loan discount (1,344 ) Carrying value $ 28,656 September 30, 2021 June 2020 Note June 2021 Note Total Convertible notes, current portion $ — $ 556 $ 556 Convertible notes, net of current portion Convertible notes, face value 15,000 4,444 19,444 Unamortized loan discount (1,006 ) — (1,006 ) Total $ 13,994 $ 5,000 $ 18,994 Carrying value $ 13,994 $ 5,000 $ 18,994 Unamortized debt issuance cost (asset) $ — $ (1,506 ) $ (1,506 ) December 31, June 2020 Convertible notes, net of current portion $ 15,000 Unamortized loan discount (1,942 ) Carrying value $ 13,058 | May Note June Note Issuance August 2020 Issuance December 2020 Term (years) 0.21 — 0.26 0.13 Discount rate 8.16 % — 6.78 % 4.34 % Probability of financing 90 % 100 % 90 % 65 % |
Convertible Notes and Notes P_2
Convertible Notes and Notes Payable (Tables) - SoundHound, Inc. [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Convertible Notes and Notes Payable (Tables) [Line Items] | ||
Schedule of unamortized debt discount and fair value | September 30, December 31, Unamortized debt discount $ 987 $ 1,922 Fair value of conversion feature $ 3,470 $ 2,380 | |
Schedule of accrued interest and fair value remeasurement | Nine Months Ended Nine Months Ended Accrued interest $ 561 $ 197 Remeasurement of conversion feature – gain/(loss) $ (1,090 ) $ (1,300 ) | |
Schedule of the Company’s debt balances | September 30, March 2021 Notes payable, current portion $ 30,000 Unamortized loan discount (1,344 ) Carrying value $ 28,656 September 30, 2021 June 2020 Note June 2021 Note Total Convertible notes, current portion $ — $ 556 $ 556 Convertible notes, net of current portion Convertible notes, face value 15,000 4,444 19,444 Unamortized loan discount (1,006 ) — (1,006 ) Total $ 13,994 $ 5,000 $ 18,994 Carrying value $ 13,994 $ 5,000 $ 18,994 Unamortized debt issuance cost (asset) $ — $ (1,506 ) $ (1,506 ) December 31, June 2020 Convertible notes, net of current portion $ 15,000 Unamortized loan discount (1,942 ) Carrying value $ 13,058 | May Note June Note Issuance August 2020 Issuance December 2020 Term (years) 0.21 — 0.26 0.13 Discount rate 8.16 % — 6.78 % 4.34 % Probability of financing 90 % 100 % 90 % 65 % |
Leases (Tables)
Leases (Tables) - SoundHound, Inc. [Member] | 9 Months Ended |
Sep. 30, 2021 | |
Leases (Tables) [Line Items] | |
Schedule of minimum lease payments | Operating Lease Financing Lease Year ending December 31: Remainder of 2021 $ 863 $ 607 2022 3,591 1,265 2023 3,630 190 2024 3,315 122 2025 962 12 Thereafter 2,358 — Total 14,719 2,196 Less: imputed interest (1,936 ) (152 ) Present value of lease liabilities 12,783 2,044 Less: current portion (3,298 ) (1,636 ) Lease liabilities, net of current portion $ 9,485 $ 408 |
Schedule of weighted average remaining lease term and the weighted average discount rate | Operating Lease Financing Lease Weighted-average remaining lease term (years) 4.60 1.25 Weighted-average discount rate 5.92 % 9.79 % |
Schedule of comprise lease expenses | Nine months ended September 30, 2021 Operating lease cost $ 2,466 Short-term lease cost 69 Total $ 2,535 Financing lease cost Amortization of finance leased assets 1,815 Interest of lease liabilities 208 Total $ 2,023 |
Other Expense, Net (Tables)
Other Expense, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Other Expense, Net [Abstract] | |
Schedule of condensed consolidated statements of operations and comprehensive loss | For the Nine Months Ended 2021 2020 Other expense, net Interest income $ 6 $ 160 Change in fair value of derivative and warrant liability (3,791 ) (1,893 ) Loss on extinguishment of convertible note — (3,775 ) Other expense, net (496 ) (40 ) Total other expense, net $ (4,281 ) $ (5,548 ) |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of the calculation of basic and diluted net loss per share | For the nine months ended 2021 2020 Numerator: Net loss $ (56,893 ) $ (58,081 ) Less: Deemed dividend related to the exchange of redeemable convertible preferred stock series D-3A for redeemable convertible preferred stock series D-3 — (3,182 ) Net loss attibutable to common stockholders $ (56,893 ) $ (61,263 ) Denominator: Weighted-average shares outstanding – Basic and Dilutive 12,062,343 11,767,970 Basic and Diluted Net Loss Per Share $ (4.72 ) $ (5.21 ) |
Schedule of outstanding shares of potentially dilutive securities | For the nine months ended 2021 2020 Stock Options 5,402,617 4,367,677 Series B convertible preferred stock warrants — 101,574 Series C convertible preferred stock warrants 134,126 — Common stock warrants 191,355 — Redeemable convertible preferred stock 19,132,387 19,005,813 Total 24,860,485 23,475,064 |
Organization and Business Ope_2
Organization and Business Operations (Details) - USD ($) | Mar. 15, 2021 | Mar. 15, 2021 | Nov. 15, 2021 | Mar. 19, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Sep. 30, 2021 |
Organization and Business Operations (Details) [Line Items] | |||||||
Sale of stock description | The Company’s Sponsor is Archimedes Tech SPAC Sponsors LLC, a Delaware limited liability company (the “Sponsor”). The Company’s ability to commence operations is contingent upon obtaining adequate financial resources through a proposed public offering of 12,000,000 units at $10.00 per unit (or 13,800,000 units if the underwriters’ over-allotment option is exercised in full) (the “Public Units”), which is discussed in Note 3 (the “Proposed Public Offering”), and the sale of 390,000 units (or 426,000 units if the underwriters’ over-allotment option is exercised in full) (the “Private Units”) at a price of $10.00 per Private Unit in a private placement to the Sponsor and EarlyBirdCapital, Inc., or EarlyBirdCapital, that will close simultaneously with the Proposed Public Offering. Each Public Unit consists of (i) one subunit (the “Public Subunit”), which consists of one share of common stock (the “Public Shares”) and one-quarter of one warrant (the “Public Warrants”), and (ii) one-quarter of one warrant (the “Public Warrants”); each whole warrant will be exercisable to purchase one share of common stock. Each Private Unit will also consist of (i) one subunit (the “Private Subunits”), which consists of one share of common stock (the “Private Shares”) and one-quarter of one warrant (the “Private Warrants”), and (ii) one-quarter of one warrant (the “Private Warrants”). | ||||||
Sale of public units (in Shares) | 12,000,000 | 12,000,000 | 12,000,000 | ||||
Partially exercised the over-allotment option to purchase (in Shares) | 1,300,000 | 1,300,000 | |||||
Sale of in private placement (in Shares) | 416,000 | ||||||
Fair market value, percentage | 80.00% | 80.00% | |||||
Per share price (in Dollars per share) | $ 0.01 | ||||||
Maturity term | 185 days | 185 days | |||||
Redemption of outstanding public, percentage | 100.00% | 100.00% | |||||
Net tangible assets | $ 5,000,001 | ||||||
Maturity term of proposed public offering | 18 months | ||||||
Percentage of redemption | 100.00% | 100.00% | |||||
Public Subunit by the claims (in Dollars per share) | $ 10 | ||||||
Working capital deficit | $ 716 | ||||||
Payment of sponsor | 25,000 | $ 25,000 | |||||
Unsecured promissory note amount | 125,000 | 125,000 | |||||
Trust account amount | 0 | $ 628,652 | |||||
Net proceeds | $ 1,003,578 | ||||||
Total consideration | $ 2,000,000,000 | ||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | $ 10 | ||||
Total gross proceeds | $ 111,000,000 | ||||||
Warrants description | Each Public Unit consists of (i) one subunit (the “Public Subunit”), which consists of one share of common stock (the “Public Share”) and one-quarter of one redeemable warrant, and (ii) one-quarter of one redeemable warrant (collectively, the redeemable warrants included in the Public Units and Public Subunits, the “Public Warrants”); each whole Public Warrant will be exercisable to purchase one share of common stock at a price of $11.50 per share. | ||||||
Transaction costs amounted | $ 4,849,810 | ||||||
Underwriting discount | 2,400,000 | ||||||
Other offering costs | $ 2,449,810 | ||||||
Maturity term of IPO | 18 months | ||||||
Public per share (in Dollars per share) | $ 10 | ||||||
Working capital amount | $ 628,652 | ||||||
Operating Operating business terms term | 12 years | ||||||
Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Organization and Business Operations (Details) [Line Items] | |||||||
Aquired business, percentage | 50.00% | 50.00% | |||||
Business Combination [Member] | |||||||
Organization and Business Operations (Details) [Line Items] | |||||||
Business combination, description | A public stockholder will be entitled to receive funds from the Trust Account (including interest earned on his, her or its portion of the Trust Account to the extent not previously released to the Company) only in the event of (i) the redemption of 100% of the outstanding Public Subunits if the Company has not completed a Business Combination in the required time period, (ii) if that public stockholder converts such Public Subunits, or sells such Public Subunits to the Company in a tender offer, in connection with a Business Combination which the Company consummates or (iii) the Company seeks to amend any provisions of its amended and restated certificate of incorporation that would affect the public stockholders’ ability to convert or sell their Public Subunits to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to redeem 100% of the Public Subunits if the Company does not complete a Business Combination within the Combination Period. | A public stockholder will be entitled to receive funds from the Trust Account (including interest earned on his, her or its portion of the Trust Account to the extent not previously released to the Company) only in the event of (i) the redemption of 100% of the outstanding Public Subunits if the Company has not completed a Business Combination in the required time period, (ii) if that public stockholder converts such Public Subunits, or sells such Public Subunits to the Company in a tender offer, in connection with a Business Combination which the Company consummates or (iii) the Company seeks to amend any provisions of its amended and restated certificate of incorporation that would affect the public stockholders’ ability to convert or sell their Public Subunits to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to redeem 100% of the Public Subunits if the Company does not complete a Business Combination within the Combination Period. | |||||
Net tangible assets | $ 5,000,001 | ||||||
IPO [Member] | |||||||
Organization and Business Operations (Details) [Line Items] | |||||||
Per share price (in Dollars per share) | $ 10 | $ 10 | $ 10 | $ 10 | |||
Sale of stock (in Shares) | 12,000,000 | 390,000 | |||||
Generating gross proceeds | $ 120,000,000 | $ 3,900,000 | |||||
Over-Allotment Option [Member] | |||||||
Organization and Business Operations (Details) [Line Items] | |||||||
Per share price (in Dollars per share) | $ 10 | ||||||
Generating gross proceeds | $ 13,000,000 | ||||||
Purchase of additional units (in Shares) | 1,800,000 | ||||||
Purchase of Shares (in Shares) | 1,300,000 | ||||||
Transaction costs | $ 260,000 | ||||||
Sale of additional units (in Shares) | 26,000 | ||||||
Net proceeds | $ 133,000,000 | ||||||
Over-Allotment Option [Member] | EarlyBirdCapital [Member] | |||||||
Organization and Business Operations (Details) [Line Items] | |||||||
Generating gross proceeds | $ 260,000 | ||||||
Class A Common Stock [Member] | |||||||
Organization and Business Operations (Details) [Line Items] | |||||||
Purchase shares of common stock (in Shares) | 11,100,000 | ||||||
Price per share (in Dollars per share) | $ 10,000,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | Mar. 15, 2021USD ($) | Mar. 19, 2021shares | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jul. 31, 2021USD ($) |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Cash and cash equivalent | $ 628,652 | $ 628,652 | ||||||
Marketable securities held in Trust Account | 133,007,230 | 133,007,230 | ||||||
Cash and cash equivalent deposits | $ 250,000 | $ 250,000 | ||||||
Percentage of public shares | 76.00% | 71.00% | ||||||
Percentage of founder non-redeemable shares | 24.00% | 29.00% | ||||||
Founder shares (in Shares) | shares | 325,000 | |||||||
Accumulated deficit | $ (346,364) | (716) | $ (346,364) | (716) | $ 9,083,000 | |||
Operating lease liabilities | 11,610 | 11,610 | ||||||
Operating lease | 10,068 | 10,068 | ||||||
Deferred rent | 827 | 827 | ||||||
Tenant improvement allowance | 1,098 | 1,098 | 89,000 | |||||
Prepaid rent | $ 344 | $ 344 | ||||||
Accounts Receivable [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Number of customer | 2 | |||||||
Revenue percentage | 89.00% | 87.00% | ||||||
Revenue Benchmark [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Number of customer | 2 | 2 | 2 | |||||
Revenue percentage | 47.00% | 58.00% | ||||||
SoundHound, Inc. [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Cash and cash equivalent deposits | 250,000 | |||||||
Net loss | $ 74,400,000 | 64,500,000 | ||||||
Accumulated deficit | (364,082,000) | $ (307,189,000) | $ (364,082,000) | (307,189,000) | $ (232,782,000) | |||
Short-term investments and restricted cash | $ 230,000 | 230,000 | $ 230,000 | 230,000 | ||||
Number of customer | 4 | |||||||
Revenue percentage | 53.70% | |||||||
Allowance for doubtful accounts | 109,000 | 109,000 | $ 109,000 | |||||
Tenant improvement allowance | 1,100,000 | $ 1,100,000 | ||||||
SoundHound, Inc. [Member] | Accounts Receivable [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Number of customer | 2 | |||||||
Revenue percentage | 86.70% | |||||||
SoundHound, Inc. [Member] | Revenue Benchmark [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Revenue percentage | 42.80% | |||||||
SoundHound, Inc. [Member] | Liquidity and Going Concern [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Accumulated deficit | $ 232,800,000 | |||||||
Operating Leases [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Operating lease liabilities | $ 11,610 | $ 11,610 | ||||||
IPO [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Offering costs | $ 4,849,810 | |||||||
Underwriting discount | 2,400,000 | |||||||
Other offering costs | $ 2,449,810 | |||||||
Forecast [Member] | SoundHound, Inc. [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Short-term investments and restricted cash | $ 41,600,000 | |||||||
Accounts Receivable [Member] | SoundHound, Inc. [Member] | ||||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||||
Number of customer | 2 | |||||||
Revenue percentage | 90.80% |
Initial Public Offering (Detail
Initial Public Offering (Details) - USD ($) | Mar. 15, 2021 | Mar. 19, 2021 | Dec. 31, 2020 |
Initial Public Offering [Abstract] | |||
Sale of public shares (in Shares) | 12,000,000 | 12,000,000 | |
Underwriters public units (in Shares) | 13,800,000 | ||
Sale of public units price per share | $ 10 | $ 10 | |
Warrants price per share | $ 11.5 | $ 11.5 | |
Partially exercised the over-allotment option to purchase (in Shares) | 1,300,000 | 1,300,000 | |
Purchase price per public unit | $ 10 | ||
Gross proceeds (in Dollars) | $ 13,000,000 | ||
Net proceeds (in Dollars) | $ 133,000,000 |
Private Placement (Details)
Private Placement (Details) - USD ($) | Jan. 04, 2021 | Mar. 19, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Sep. 30, 2021 |
Private Placement (Details) [Line Items] | |||||
Additional shares of private units | 12,000,000 | ||||
Public unit price per share (in Dollars) | $ 10 | ||||
Private Placement [Member] | |||||
Private Placement (Details) [Line Items] | |||||
Additional shares of private units | 36,000 | ||||
Private units price per share (in Dollars per share) | $ 10 | ||||
EarlyBirdCapital [Member] | |||||
Private Placement (Details) [Line Items] | |||||
Purchased aggregate shares | 390,000 | 390,000 | |||
Purchase price per share (in Dollars per share) | $ 10 | $ 10 | $ 10 | ||
Total purchase price (in Dollars) | $ 3,900,000 | ||||
Additional shares of private units | 26,000 | 9,000 | |||
Generating gross proceeds (in Dollars) | $ 260,000 | $ 3,900,000 | |||
Sponsor [Member] | |||||
Private Placement (Details) [Line Items] | |||||
Additional shares of private units | 330,000 | ||||
Purchased units | 60,000 | ||||
Additional shares of private units | 2,875,000 | 27,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Mar. 19, 2021 | Mar. 15, 2021 | Mar. 15, 2021 | Mar. 10, 2021 | Feb. 10, 2021 | Jan. 04, 2021 | Mar. 19, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Feb. 01, 2021 |
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Price per share (in Dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Shares of common stock (in Shares) | 12,000,000 | |||||||||||||
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||
Founder shares (in Shares) | 325,000 | |||||||||||||
Description of founder shares | Subject to certain limited exceptions, these shares will not be transferred, assigned, sold or released from escrow (subject to certain limited exceptions) for a period ending on (1) with respect to 50% of the founder shares, the earlier of one year after the date of the consummation of the Company’s initial business combination and the date on which the closing price of the Company’s shares of common stock equals or exceeds $12.50 per share (as adjusted for share splits, share capitalizations, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing after Company’s initial business combination and (2) with respect to the remaining 50% of the founder shares, one year after the date of Company’s consummation of the initial business combination, or earlier, in either case, if, subsequent to the initial business combination, the Company consummates a liquidation, merger, stock exchange or other similar transaction which results in all of the shareholders having the right to exchange their shares of common stock for cash, securities or other property | Subject to certain limited exceptions, these shares will not be transferred, assigned, sold or released from escrow (subject to certain limited exceptions) for a period ending on (1) with respect to 50% of the founder shares, the earlier of one year after the date of the consummation of the Company’s initial Business Combination and the date on which the closing price of the Company’s shares of common stock equals or exceeds $12.50 per share (as adjusted for share splits, share capitalizations, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing after Company’s initial Business Combination and (2) with respect to the remaining 50% of the founder shares, one year after the date of Company’s consummation of the initial Business Combination, or earlier, in either case, if, subsequent to the initial Business Combination, the Company consummates a liquidation, merger, stock exchange or other similar transaction which results in all of the stockholders having the right to exchange their shares of common stock for cash, securities or other property. | ||||||||||||
Loan amount | $ 100,000 | |||||||||||||
Related party transaction, description | The notes would either be paid upon consummation of the initial Business Combination, without interest, or, at the holder’s discretion, up to $1,500,000 of the notes may be converted into units at a price of $10.00 per unit. The units would consist of (i) one subunit, which consists of one share of common stock and one-quarter of one warrant, and (ii) one-quarter of one warrant, where the common stock and warrants would be identical to the common stock and warrants included in the Private Units. | The notes would either be paid upon consummation of the initial Business Combination, without interest, or, at the holder’s discretion, up to $1,500,000 of the notes may be converted into units at a price of $10.00 per unit. The units would consist of (i) one subunit, which consists of one share of common stock and one-quarter of one warrant, and (ii) one-quarter of one warrant, where the common stock and warrants would be identical to the common stock and warrants included in the Private Units. | ||||||||||||
Aggregate fee | $ 10,000 | |||||||||||||
Public units (in Shares) | 1,300,000 | 1,300,000 | ||||||||||||
Forfeited shares (in Shares) | 125,000 | |||||||||||||
Promissory note | $ 125,000 | $ 125,000 | ||||||||||||
Secretarial service fee | $ 10,000 | |||||||||||||
Administrative Service fee | $ 30,000 | $ 67,097 | ||||||||||||
Sponsor [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Payment of amount | $ 25,000 | |||||||||||||
Shares of common stock (in Shares) | 2,875,000 | 27,000 | ||||||||||||
Common stock par value (in Dollars per share) | $ 0.0001 | |||||||||||||
Forfeited shares (in Shares) | 450,000 | 375,000 | ||||||||||||
Dividend per share (in Dollars per share) | $ 0.2 | |||||||||||||
Aggregate of founder shares outstanding (in Shares) | 3,450,000 | |||||||||||||
Loan amount | $ 300,000 | |||||||||||||
Aggregate amount | $ 125,000 | |||||||||||||
Price per share | 0.009 | |||||||||||||
Promissory Note [Member] | Sponsor [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Loan amount | 25,000 | |||||||||||||
Over-Allotment Option [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | ||||||||||||
Founder shares (in Shares) | 125,000 | |||||||||||||
IPO [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | $ 10 | $ 10 | $ 10 | $ 10 | $ 10 | |||||||
Aggregate amount | $ 125,000 | |||||||||||||
Forecast [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Loan amount | $ 100,000 | |||||||||||||
Forecast [Member] | Sponsor [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Payment of amount | $ 25,000 | |||||||||||||
Price per share (in Dollars per share) | $ 0.009 | |||||||||||||
Shares of common stock (in Shares) | 2,875,000 | |||||||||||||
Common stock par value (in Dollars per share) | $ 0.0001 | |||||||||||||
Forfeited shares (in Shares) | 450,000 | 375,000 | ||||||||||||
Dividend per share (in Dollars per share) | $ 0.2 | |||||||||||||
Aggregate of founder shares outstanding (in Shares) | 3,450,000 | |||||||||||||
Loan amount | $ 300,000 | |||||||||||||
Aggregate amount | 125,000 | |||||||||||||
Forecast [Member] | Promissory Note [Member] | Sponsor [Member] | ||||||||||||||
Related Party Transactions (Details) [Line Items] | ||||||||||||||
Loan amount | $ 25,000 |
Commitments & Contingencies (De
Commitments & Contingencies (Details) - USD ($) | Mar. 15, 2021 | Mar. 10, 2021 | Jan. 13, 2021 | Mar. 19, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | May 31, 2020 |
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Registration rights terms description | EarlyBirdCapital may only make a demand on one occasion and only during the five-year period beginning on the effective date of the registration statement. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination; provided, however, that EarlyBirdCapital may participate in a “piggy-back” registration only during the seven-year period beginning on the effective date of the registration statement. The Company will bear the expenses incurred in connection with the filing of any such registration statements. | EarlyBirdCapital may only make a demand on one occasion and only during the five-year period beginning on March 10, 2021. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination; provided, however, that EarlyBirdCapital may participate in a “piggy-back” registration only during the seven-year period beginning on the effective date of the registration statement. The Company will bear the expenses incurred in connection with the filing of any such registration statements. | |||||||||
Underwriting discount percentage | 2.00% | ||||||||||
Units in shares (in Shares) | 12,000,000 | ||||||||||
Underwriters received a total | $ 628,652 | ||||||||||
Proposed public offering period | 1 year | ||||||||||
Percentage of escrow account | 90.00% | ||||||||||
Dividend shares of common stock (in Shares) | 0.2 | ||||||||||
Fixed underwriting discount | $ 2,400,000 | ||||||||||
Partially exercised the over-allotment option to purchase (in Shares) | 1,300,000 | ||||||||||
Fixed underwriting discount | $ 260,000 | ||||||||||
Fair value of representative shares | $ 2,024,463 | ||||||||||
Underwriters Agreement [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Proposed public offering shares (in Shares) | 1,800,000 | ||||||||||
Units in shares (in Shares) | 2,760,000 | ||||||||||
Percentage of escrow account | 90.00% | ||||||||||
Description of agreement | EarlyBirdCapital and I-Bankers Securities, Inc. (the “Underwriters”) have a 45-day option from the date of the IPO to purchase up to an additional 1,800,000 Public Units to cover over-allotments, if any. The Underwriters were entitled to a cash underwriting discount of two percent (2%) of the gross proceeds of the IPO, or $2,400,000 (or up to $2,760,000 if the underwriters’ over-allotment is exercised in full). | ||||||||||
SoundHound, Inc. [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Description of agreement | The 2016 Plan provides for incentive stock options to be granted to employees at an exercise price not less than 100% of the fair value at the grant date as determined by the Board of Directors, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four-year period, with a 25% cliff vesting after one year and then ratably on a monthly basis for the remaining three years. | The 2016 Plan provides for incentive stock options to be granted to employees at an exercise price not less than 100% of the fair value at the grant date as determined by the Board of Directors, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four-year period, with a 25% cliff vesting after one year and then ratably on a monthly basis for the remaining three years. | |||||||||
Fixed underwriting discount | $ 1,506 | $ 2,529 | $ 4,175 | ||||||||
Cloud costs | 100,000 | ||||||||||
Landlord of lease guarantee | $ 1,060 | ||||||||||
Contingencies | $ 800,000 | $ 800,000 | |||||||||
Rent expense | 4,477,000 | $ 4,221,000 | |||||||||
Letter of credit | 1,656,000 | $ 1,656,000 | |||||||||
Restricted cash in prepaind | 1,290,000 | 1,290,000 | |||||||||
Other current assets restricted | 230,000 | 230,000 | |||||||||
Long term restricted cash | $ 1,060,000 | 1,060,000 | |||||||||
Sales tax exposure | $ 800,000 | ||||||||||
Representative Shares [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Number of shares (in Shares) | 350,000 | ||||||||||
Share price (in Dollars per share) | $ 0.0001 | ||||||||||
Dividend shares of common stock (in Shares) | 0.2 | ||||||||||
Additional shares issued (in Shares) | 70,000 | ||||||||||
Aggregate units in shares (in Shares) | 420,000 | ||||||||||
Representative Shares [Member] | Subsequent Event [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Number of shares (in Shares) | 350,000 | ||||||||||
Share price (in Dollars per share) | $ 0.0001 | ||||||||||
Business Combination Marketing Agreement [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Description of business combination | The Company will pay EarlyBirdCapital a cash fee for such services upon the consummation of its initial Business Combination in an amount equal to 3.5% of the gross proceeds of the Proposed Public Offering (exclusive of any applicable finders’ fees which might become payable); provided that up to 30% of the fee may be allocated at the Company’s sole discretion to other FINRA members (including, with EarlyBirdCapital’s prior consent which shall not be unreasonably withheld, companies affiliated with the Company or its officers or directors) that assist the Company in identifying or consummating an initial Business Combination. | The Company will pay EarlyBirdCapital a cash fee for such services upon the consummation of its initial Business Combination in an amount equal to 3.5% of the gross proceeds of the IPO (exclusive of any applicable finders’ fees which might become payable); provided that up to 30% of the fee may be allocated at the Company’s sole discretion to other FINRA members (including, with EarlyBirdCapital’s prior consent which shall not be unreasonably withheld, companies affiliated with the Company or its officers or directors) that assist the Company in identifying or consummating an initial Business Combination. | |||||||||
Business Combination Legal Services Agreement [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Description of retainer fees | the Company is required to pay a total of $250,000 in retainer fees to Loeb for services related to the initial Business Combination upon the completion of certain milestones. The balance of any additional legal fees incurred related to the initial Business Combination will be due at the closing of the SPAC Merger. As of September 30, 2021, the Company had paid a total of $50,000 of retainer fees to Loeb. | ||||||||||
Over-allotment [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Underwriters received a total | $ 2,660,000 | ||||||||||
Over-allotment [Member] | Underwriters Agreement [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Units in shares (in Shares) | 2,400,000 | ||||||||||
Forecast [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Dividend shares of common stock (in Shares) | 0.2 | ||||||||||
Forecast [Member] | Representative Shares [Member] | |||||||||||
Commitments & Contingencies (Details) [Line Items] | |||||||||||
Dividend shares of common stock (in Shares) | 0.2 | ||||||||||
Additional shares issued (in Shares) | 70,000 | ||||||||||
Aggregate units in shares (in Shares) | 420,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | Mar. 10, 2021 | Jan. 04, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | Jan. 05, 2022 | Mar. 19, 2021 | Mar. 12, 2021 |
Stockholders' Equity (Details) [Line Items] | |||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |||||
Common Stock, shares authorized | 31,000,000 | 100,000,000 | |||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares issued | 0 | 4,161,000 | |||||
Common stock, shares outstanding | 0 | 4,161,000 | |||||
Common stock are subject to forfeiture | 375,000 | ||||||
Owernship percentage | 20.00% | ||||||
Stock dividend | 0.2 | ||||||
Aggregate of shares outstanding | 420,000 | ||||||
Description of warrant | Each whole warrant entitles the holder to purchase one common stock at a price of $11.50 per share, subject to adjustment as discussed below, at any time commencing 30 days after the completion of an initial Business Combination. The warrants will expire on the fifth anniversary of the completion of an initial Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.However, no warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the shares of common stock issuable upon exercise of the warrants and a current prospectus relating to such shares of common stock. Notwithstanding the foregoing, if a registration statement covering the shares of common stock issuable upon exercise of the Public Warrants is not effective within 90 days following the consummation of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value”(defined below) by (y) the fair market value. The “fair market value” for this purpose will mean the average reported last sale price of the shares of common stock for the 5 trading days ending on the trading day prior to the date of exercise. | Each whole warrant entitles the holder to purchase one common stock at a price of $11.50 per share, subject to adjustment as discussed below, at any time commencing 30 days after the completion of an initial Business Combination. The warrants will expire on the fifth anniversary of the completion of an initial Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation.However, no warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the shares of common stock issuable upon exercise of the warrants and a current prospectus relating to such shares of common stock. Notwithstanding the foregoing, if a registration statement covering the shares of common stock issuable upon exercise of the Public Warrants is not effective within 90 days following the consummation of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value”(defined below) by (y) the fair market value. The “fair market value” for this purpose will mean the average reported last sale price of the shares of common stock for the 5 trading days ending on the trading day prior to the date of exercise. | |||||
Warrant redemption, description | The Company may call the warrants for redemption (excluding the Private Warrants and any warrants underlying additional units issued to the Sponsor, initial stockholders, officers, directors or their affiliates in payment of Working Capital Loans made to the Company), in whole and not in part, at a price of $0.01 per warrant,• at any time after the warrants become exercisable,• upon not less than 30 days’ prior written notice of redemption to each warrant holder,• if, and only if, the reported last sale price of the shares of common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations), for any 20 trading days within a 30 trading day period commencing after the warrants become exercisable and ending on the third business day prior to the notice of redemption to warrant holders; and• if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying such warrants.In addition, if (x) the Company issues additional shares of common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors, and in the case of any such issuance to the Sponsor, initial stockholders or their affiliates, without taking into account any Founder Shares held by them prior to such issuance), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the Market Value is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the greater of (i) the Market Value or (ii) the price at which the Company issues the additional shares of common stock or equity-linked securities, and the $18.00 redemption trigger price will be adjusted to 180% of this amount. | The Company may call the warrants for redemption (excluding the Private Warrants and any warrants underlying additional units issued to the Sponsor, initial stockholders, officers, directors or their affiliates in payment of Working Capital Loans made to the Company), in whole and not in part, at a price of $0.01 per warrant,• at any time after the warrants become exercisable,• upon not less than 30 days’ prior written notice of redemption to each warrant holder,• If, and only if, the reported last sale price of the shares of common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations), for any 20 trading days within a 30 trading day period commencing after the warrants become exercisable and ending on the third business day prior to the notice of redemption to warrant holders; and• if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying such warrants.In addition, if (x) the Company issues additional shares of common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors, and in the case of any such issuance to the Sponsor, initial stockholders or their affiliates, without taking into account any Founder Shares held by them prior to such issuance), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the Market Value is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the greater of (i) the Market Value or (ii) the price at which the Company issues the additional shares of common stock or equity-linked securities, and the $18.00 redemption trigger price will be adjusted to 180% of this amount. | |||||
Price per warrant (in Dollars per share) | $ 0.01 | ||||||
Common stock, subject to possible redemption | 13,300,000 | ||||||
Redemption trigger price (in Dollars per share) | $ 18 | ||||||
Adjusted percentage of amount | 180.00% | ||||||
Subsequent Event [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Sponsor paid amount (in Dollars) | $ 25,000 | ||||||
Price per warrant (in Dollars per share) | $ 10 | ||||||
Preferred Stock [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Preferred stock, shares authorized | 1,000,000 | ||||||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | ||||||
Common Stock [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Common Stock, shares authorized | 100,000,000 | ||||||
Shares issued | 2,875,000 | ||||||
Common Stock [Member] | Subsequent Event [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Common stock, par value (in Dollars per share) | $ 0.0001 | ||||||
Shares issued | 2,875,000 | ||||||
Private Warrants [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Warrant price per share (in Dollars per share) | $ 0.01 | ||||||
Warrant [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Price per warrant (in Dollars per share) | $ 18 | ||||||
Forecast [Member] | |||||||
Stockholders' Equity (Details) [Line Items] | |||||||
Preferred stock, shares issued | 0 | ||||||
Preferred stock, shares outstanding | 0 | ||||||
Common stock are subject to forfeiture | 450,000 | ||||||
Stock dividend | 0.2 | ||||||
Founder shares outstanding | 3,450,000 | ||||||
Aggregate of shares outstanding | 420,000 | ||||||
Warrants outstanding | 6,858,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Dec. 01, 2021 | Mar. 19, 2021 | Mar. 15, 2021 | Mar. 15, 2021 | Mar. 10, 2021 | Feb. 10, 2021 | Jan. 13, 2021 | Jan. 04, 2021 | Sep. 30, 2025 | May 31, 2025 | Sep. 30, 2024 | Nov. 15, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Mar. 19, 2021 | Nov. 30, 2020 | Aug. 31, 2020 | Apr. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2019 | Feb. 01, 2021 | Jun. 30, 2020 | May 31, 2020 |
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 0.009 | |||||||||||||||||||||||||
Offering costs (in Shares) | 2,875,000 | |||||||||||||||||||||||||
Company loan amount | $ 100,000 | |||||||||||||||||||||||||
Sponsor sold (in Shares) | 25,000 | |||||||||||||||||||||||||
Aggregate shares (in Shares) | 350,000 | |||||||||||||||||||||||||
Sponsor fund amount | 100,000 | |||||||||||||||||||||||||
Sponsor fund amount additional | $ 25,000 | |||||||||||||||||||||||||
Aggregate amount | $ 125,000 | |||||||||||||||||||||||||
Common stock dividend shares (in Shares) | 0.2 | |||||||||||||||||||||||||
Founder shares outstanding (in Shares) | 3,450,000 | |||||||||||||||||||||||||
Subject to forfeiture (in Shares) | 450,000 | |||||||||||||||||||||||||
Aggregate shares outstanding (in Shares) | 420,000 | |||||||||||||||||||||||||
Initial public offering (in Shares) | 12,000,000 | 12,000,000 | 12,000,000 | |||||||||||||||||||||||
Price per share (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||
Trust account | $ 133,007,230 | $ 133,007,230 | ||||||||||||||||||||||||
Sale of stock (in Shares) | 12,000,000 | |||||||||||||||||||||||||
Total consideration | $ 2,000,000,000 | |||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | $ 10 | |||||||||||||||||||||||
Total gross proceeds | 111,000,000 | |||||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | ||||||||||||||||||||||||
Gross Proceeds | $ 13,000,000 | $ 13,000,000 | ||||||||||||||||||||||||
Transaction costs | $ 260,000 | |||||||||||||||||||||||||
Total number of warrants (in Shares) | 663,000 | 663,000 | ||||||||||||||||||||||||
sale of additional shares (in Shares) | 26,000 | |||||||||||||||||||||||||
Total consideration | $ 2,000,000,000 | |||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | |||||||||||||||||||||||||
Total gross proceeds | $ 111,000,000 | |||||||||||||||||||||||||
SoundHound, Inc. [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Shares issued (in Shares) | 3,750,000 | 25,000 | 454,545 | 3,750,000 | ||||||||||||||||||||||
Issuing shares (in Shares) | 19,132,387 | 19,132,387 | 19,132,387 | 17,784,975 | ||||||||||||||||||||||
Preferred shares per share (in Dollars per share) | $ 1.97 | $ 33 | $ 33 | |||||||||||||||||||||||
Initial public offering (in Shares) | 19,132,387 | 17,784,975 | ||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 20.37 | $ 1.97 | ||||||||||||||||||||||||
Purchase of public units (in Shares) | 63,785 | 127,570 | ||||||||||||||||||||||||
Withdrew a loan amount | $ 10,000 | |||||||||||||||||||||||||
Convertible promissory notes mature, description | May and June 2022 | |||||||||||||||||||||||||
Bear interest rate percentage | 5.00% | |||||||||||||||||||||||||
Convertible promissory note | $ 63,785 | $ 25,000,000 | $ 63,785 | |||||||||||||||||||||||
Convertible promissory note plus | 300,000 | |||||||||||||||||||||||||
Unpaid accrued interest | $ 225 | $ 766,293 | $ 225 | |||||||||||||||||||||||
Preferred shares per share (in Dollars per share) | $ 40 | $ 33 | ||||||||||||||||||||||||
Net cash proceeds | $ 1,000,000 | $ 15,000,000 | ||||||||||||||||||||||||
Issuance of shares (in Shares) | 101,570 | |||||||||||||||||||||||||
Exchange amount | $ 200,000 | |||||||||||||||||||||||||
Company borrowed | 5,000,000 | $ 30,000,000 | 5,000,000 | |||||||||||||||||||||||
Purchase shares of common stock (in Shares) | 127,570 | |||||||||||||||||||||||||
Loan bears interest rate | 20.00% | |||||||||||||||||||||||||
Loan amortization date | Apr. 1, 2022 | |||||||||||||||||||||||||
Convertible debt converts | $ 15,000,000 | |||||||||||||||||||||||||
Convertible note converts to preferred stock | $ 15,000,000 | |||||||||||||||||||||||||
Trust account | 133,000,000 | 133,000,000 | ||||||||||||||||||||||||
Committed to invest | 50,000,000 | $ 50,000,000 | ||||||||||||||||||||||||
Total borrowed | $ 15,000,000 | $ 30,000,000 | ||||||||||||||||||||||||
Purchase of warrants issued (in Shares) | 63,785 | 127,570 | ||||||||||||||||||||||||
Terms of borrowed agreement | $ 10,000,000 | 10,000,000 | ||||||||||||||||||||||||
Committed to invest | $ 50 | |||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 40 | |||||||||||||||||||||||||
SoundHound, Inc. [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Lease term | 3 years | |||||||||||||||||||||||||
Rental payment | $ 9,000 | |||||||||||||||||||||||||
Convertible promissory notes totaling | $ 40,000,000 | $ 40,000,000 | ||||||||||||||||||||||||
SoundHound, Inc. [Member] | Loan and Security Agreement [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Capital lender, description | The amount available to borrow is $15 million with warrants issued to purchase 63,785 shares of common stock at $20.37 per share. Upon execution of the agreement, the Company borrowed $5 million and can borrow an additional $10 million per the terms of the agreement. The loan bears interest at a rate equal to the greater of 9% or 5.75% above the Prime Rate. Payments are interest- only for the first twelve months and are fully amortizing thereafter. | |||||||||||||||||||||||||
SoundHound, Inc. [Member] | D-3 Preferred Stock Purchase Agreement [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Sale of stock (in Shares) | 3,750,000 | |||||||||||||||||||||||||
SoundHound, Inc. [Member] | SPAC [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Trust account | $ 133,000,000 | $ 133,000,000 | ||||||||||||||||||||||||
Representative Shares [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Aggregate shares price per share (in Dollars per share) | $ 0.0001 | |||||||||||||||||||||||||
Common stock dividend shares (in Shares) | 0.2 | |||||||||||||||||||||||||
Sponsor [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Sponsor paid | $ 25,000 | |||||||||||||||||||||||||
Common stock, par value (in Dollars per share) | $ 0.0001 | |||||||||||||||||||||||||
Founder Shares [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Founder share (in Shares) | 75,000 | |||||||||||||||||||||||||
Purchase price per share (in Dollars per share) | $ 0.009 | |||||||||||||||||||||||||
Proposed Public Offering [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Company loan amount | $ 300,000 | |||||||||||||||||||||||||
IPO [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | $ 10 | $ 10 | $ 10 | |||||||||||||||||||||
Sale of stock (in Shares) | 12,000,000 | 390,000 | ||||||||||||||||||||||||
$ 125,000 | ||||||||||||||||||||||||||
IPO [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Initial public offering (in Shares) | 12,000,000 | 12,000,000 | ||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | ||||||||||||||||||||||||
Gross Proceeds | $ 120,000,000 | $ 120,000,000 | ||||||||||||||||||||||||
Transaction costs | $ 2,825,347 | |||||||||||||||||||||||||
Sale of stock (in Shares) | 390,000 | |||||||||||||||||||||||||
Total number of warrants (in Shares) | 6,195,000 | 6,195,000 | ||||||||||||||||||||||||
Private Placement [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Sale of stock (in Shares) | 36,000 | |||||||||||||||||||||||||
Private Placement [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | ||||||||||||||||||||||||
Sponsor [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Gross Proceeds | $ 260,000 | $ 3,900,000 | $ 3,900,000 | $ 260,000 | ||||||||||||||||||||||
Over-Allotment Option [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10 | $ 10 | ||||||||||||||||||||||||
Transaction costs | $ 260,000 | |||||||||||||||||||||||||
Purchase of public units (in Shares) | 1,300,000 | |||||||||||||||||||||||||
sale of additional shares (in Shares) | 26,000 | |||||||||||||||||||||||||
Net cash proceeds | $ 133,000,000 | |||||||||||||||||||||||||
Over-Allotment Option [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Purchase of public units (in Shares) | 1,300,000 | |||||||||||||||||||||||||
Forecast [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Company loan amount | $ 100,000 | |||||||||||||||||||||||||
Common stock dividend shares (in Shares) | 0.2 | |||||||||||||||||||||||||
Aggregate shares outstanding (in Shares) | 420,000 | |||||||||||||||||||||||||
Merger agreement description | the Company entered into a definitive merger agreement with SoundHound Inc., a voice artificial intelligence company, where the two companies agreed to consummate a Business Combination that would value the combined company at a pro-forma enterprise value of approximately $2.1 billion. As part of the Business Combination, a number of investors committed to purchase 11.1 million shares of common stock of the combined company at a price of $10.00 per share, for a total $111 million, in a private placement that will close concurrently with the Business Combination. | |||||||||||||||||||||||||
Forecast [Member] | SoundHound, Inc. [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Convertible note | $ 15,000,000 | $ 15,000,000 | $ 15,000,000 | |||||||||||||||||||||||
Forecast [Member] | Representative Shares [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Common stock dividend shares (in Shares) | 0.2 | |||||||||||||||||||||||||
Common Stock [Member] | SoundHound, Inc. [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Common stock of per shares (in Dollars per share) | $ 20.37 | $ 20.37 | $ 20.37 | |||||||||||||||||||||||
Class A Common Stock | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Purchase of common stock (in Shares) | 11,100,000 | |||||||||||||||||||||||||
Price per share (in Dollars per share) | $ 10,000,000 | |||||||||||||||||||||||||
Class A Common Stock | Subsequent Event [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Purchase of common stock (in Shares) | 11,100,000 | |||||||||||||||||||||||||
Minimum [Member] | SoundHound, Inc. [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Loan bears interest rate | 9.00% | |||||||||||||||||||||||||
Interest rate | 5.75% | 5.75% | 5.75% | |||||||||||||||||||||||
Maximum [Member] | SoundHound, Inc. [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Loan bears interest rate | 5.75% | |||||||||||||||||||||||||
Interest rate | 9.00% | 9.00% | 9.00% | |||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Common stock, par value (in Dollars per share) | $ 0.0001 | |||||||||||||||||||||||||
Shares issued (in Shares) | 100,000,000 | |||||||||||||||||||||||||
Preferred Stock [Member] | ||||||||||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||||||||||
Issuing shares (in Shares) | 1,000,000 | |||||||||||||||||||||||||
Preferred shares per share (in Dollars per share) | $ 0.0001 |
Restatement of Prior Period F_3
Restatement of Prior Period Financial Statements (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Sep. 30, 2021 | Dec. 31, 2020 | |
Restatement of Prior Period Financial Statements (Details) [Line Items] | |||
Warrant liability | $ 161,359 | ||
Tenant improvements liability | $ 89,000 | $ 1,098 | |
SoundHound, Inc. [Member] | |||
Restatement of Prior Period Financial Statements (Details) [Line Items] | |||
Warrant liability | 1,629,000 | ||
Sales tax liability | 384,000 | ||
Foreign currency exchange loss | 91,000 | ||
Cash and cash equivalents balance and increase other expense | 91,000 | ||
Value-added tax liability | 1,692,000 | ||
Payroll tax liability | 320,000 | ||
Tenant improvements liability | $ 1,100,000 | ||
Deferred rent, non-current | 592,000 | ||
Accrued liabilities | 159,000 | ||
Other liabilities | 523,000 | ||
Increase to a deferred tax asset | $ 2,424,000 |
Restatement of Prior Period F_4
Restatement of Prior Period Financial Statements (Details) - Schedule of revision on the company’s financial statements - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Mar. 31, 2021 | Jun. 30, 2021 | Sep. 30, 2021 | Mar. 15, 2021 | |
As Previously Reported [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Common stock subject to possible redemption | $ 128,744,590 | $ 116,095,120 | ||
Common stock | 459 | 465 | ||
Additional paid-in capital | $ 5,084,297 | 5,004,068 | ||
Statement of Operations for the three months ended March 31, 2021 | ||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption (in Shares) | 2,059,408 | |||
Basic and diluted weighted average shares outstanding, common stock (in Shares) | 3,856,614 | |||
Basic and diluted net income (loss) per share, common stock subject to redemption (in Dollars per share) | $ 0 | $ 0.46 | $ 0.31 | |
Basic and diluted net income (loss) per share, common stock not subject to redemption (in Dollars per share) | $ (0.02) | $ (1) | $ (0.87) | |
Statement of Changes in Stockholders’ Equity for the six months ended June 30, 2021 | ||||
Issuance of representative shares – Additional Paid-in-Capital | $ 3,458 | $ 3,458 | $ 3,458 | |
Issuance of representative shares – Stockholders’ Equity (Deficit) | 3,500 | 3,500 | 3,500 | |
Offering costs charged to the Stockholders’ equity | (428,847) | (428,847) | (428,847) | |
Reclassification of offering costs related to public shares | 2,886,166 | 2,886,166 | ||
Subsequent measurement of common stock subject to redemption | (11,472,253) | (11,472,253) | ||
Statement of Cash Flows for the three months ended March 31, 2021 | ||||
Initial value of common stock subject to possible redemption (in Shares) | 115,841,700 | |||
Change in value of common stock subject to possible redemption | $ 12,902,890 | |||
Reclassification of offering costs related to public shares | (2,886,166) | (2,886,166) | ||
Subsequent measurement of common stock subject to redemption | $ 11,472,253 | $ 11,472,253 | ||
Subsequent measurement of common stock subject to redemption (interest earned on trust account) | ||||
Adjustments [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Common stock subject to possible redemption | 4,255,935 | 3,904,880 | ||
Common stock | (43) | (39) | ||
Additional paid-in capital | $ (4,255,892) | (4,158,254) | ||
Statement of Operations for the three months ended March 31, 2021 | ||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption (in Shares) | 247,259 | |||
Basic and diluted weighted average shares outstanding, common stock (in Shares) | (514,481) | |||
Basic and diluted net income (loss) per share, common stock subject to redemption (in Dollars per share) | $ 3.41 | $ 0.08 | $ 0.06 | |
Basic and diluted net income (loss) per share, common stock not subject to redemption (in Dollars per share) | $ (2.36) | $ (0.17) | $ (0.14) | |
Statement of Changes in Stockholders’ Equity for the six months ended June 30, 2021 | ||||
Issuance of representative shares – Additional Paid-in-Capital | $ 2,020,963 | $ 2,020,963 | $ 2,020,963 | |
Issuance of representative shares – Stockholders’ Equity (Deficit) | 2,020,963 | 2,020,963 | 2,020,963 | |
Offering costs charged to the Stockholders’ equity | (2,020,963) | (2,020,963) | (2,020,963) | |
Reclassification of offering costs related to public shares | 4,779,936 | 1,893,770 | 1,893,770 | |
Subsequent measurement of common stock subject to redemption | $ (13,366,023) | (1,893,770) | (1,893,770) | |
Statement of Cash Flows for the three months ended March 31, 2021 | ||||
Initial value of common stock subject to possible redemption (in Shares) | 8,572,213 | |||
Change in value of common stock subject to possible redemption | $ (12,902,365) | |||
Reclassification of offering costs related to public shares | (4,779,936) | (1,893,770) | (1,893,770) | |
Subsequent measurement of common stock subject to redemption | 13,366,023 | $ 1,893,770 | $ 1,893,770 | |
Subsequent measurement of common stock subject to redemption (interest earned on trust account) | 525 | |||
As Revised [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Common stock subject to possible redemption | 133,000,525 | 120,000,000 | ||
Common stock | 416 | 426 | ||
Additional paid-in capital | $ 828,405 | $ 845,814 | ||
Statement of Operations for the three months ended March 31, 2021 | ||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption (in Shares) | 2,306,667 | |||
Basic and diluted weighted average shares outstanding, common stock (in Shares) | 3,342,133 | |||
Basic and diluted net income (loss) per share, common stock subject to redemption (in Dollars per share) | $ 3.41 | $ 0.54 | $ 0.37 | |
Basic and diluted net income (loss) per share, common stock not subject to redemption (in Dollars per share) | $ (2.38) | $ (1.17) | $ (1.01) | |
Statement of Changes in Stockholders’ Equity for the six months ended June 30, 2021 | ||||
Issuance of representative shares – Additional Paid-in-Capital | $ 2,024,421 | $ 2,024,421 | $ 2,024,421 | |
Issuance of representative shares – Stockholders’ Equity (Deficit) | 2,024,463 | 2,024,463 | 2,024,463 | |
Offering costs charged to the Stockholders’ equity | (2,449,810) | (2,449,810) | (2,449,810) | |
Reclassification of offering costs related to public shares | 4,779,936 | 4,779,936 | 4,779,936 | |
Subsequent measurement of common stock subject to redemption | $ (13,366,023) | (13,366,023) | (13,366,023) | |
Statement of Cash Flows for the three months ended March 31, 2021 | ||||
Initial value of common stock subject to possible redemption (in Shares) | 124,413,913 | |||
Change in value of common stock subject to possible redemption | ||||
Reclassification of offering costs related to public shares | (4,779,936) | (4,779,936) | (4,779,936) | |
Subsequent measurement of common stock subject to redemption | 13,366,023 | $ 13,366,023 | $ 13,366,023 | |
Subsequent measurement of common stock subject to redemption (interest earned on trust account) | $ 525 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of earnings per share - USD ($) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Summary of Significant Accounting Policies (Details) - Schedule of earnings per share [Line Items] | ||
Net loss | $ (191,075) | $ (345,648) |
Accretion of temporary equity to redemption value | (3,352) | (13,373,253) |
Net loss including accretion of temporary equity to redemption value | (194,427) | (13,718,901) |
Redeemable [Member] | ||
Numerator: | ||
Allocation of net loss including accretion of temporary equity | (148,095) | (9,784,253) |
Accretion of temporary equity to redemption value | 3,352 | 13,373,253 |
Allocation of net income (loss) | $ (144,743) | $ 3,589,000 |
Denominator: | ||
Weighted-average shares outstanding (in Shares) | 13,300,000 | 9,675,824 |
Basic and diluted net income (loss) per share (in Dollars per share) | $ (0.01) | $ 0.37 |
Non-redeemable [Member] | ||
Numerator: | ||
Allocation of net loss including accretion of temporary equity | $ (46,332) | $ (3,934,648) |
Accretion of temporary equity to redemption value | ||
Allocation of net income (loss) | $ (46,332) | $ (3,934,648) |
Denominator: | ||
Weighted-average shares outstanding (in Shares) | 4,161,000 | 3,891,044 |
Basic and diluted net income (loss) per share (in Dollars per share) | $ (0.01) | $ (1.01) |
Recurring Fair Value Measurem_3
Recurring Fair Value Measurements (Details) - SoundHound, Inc. [Member] - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Recurring Fair Value Measurements (Details) [Line Items] | ||||
Increase in fair value | $ 269,000 | $ 224,000 | ||
Warrant liability description | As of December 31, 2020, none of these warrants have been exercised. The warrant liability will be remeasured to fair value at the end of each reporting period until the warrants are exercised, forfeited or expired. The April 2013 warrants expire in February 2023, and the November 2013 warrants expire in November 2023. The aggregate fair value of the April 2013 and November 2013 warrants as of December 31, 2020 was approximately $2,004,000. | |||
Common Stock Warrants [Member] | ||||
Recurring Fair Value Measurements (Details) [Line Items] | ||||
Common stock warrants description | The initial fair value of the March 2021 Note Payable and June 2021 Note warrants were $2,316 and $1,527, respectively. The warrants were classified as equity instruments at inception with a corresponding discount recorded at issuance against the outstanding notes in connection with the March 2021 Note Payable or as an asset in connection with the June 2021 Note. The common stock warrants are not subject to remeasurement at each subsequent balance sheet date due to their classification as equity instruments as they are considered indexed to the Company’s stock. As of September 30, 2021, none of these warrants have been exercised. The March 2021 Note Payable warrants expire in March 2031 and the June 2021 Note warrants expire in June 2031. | |||
Series B Preferred Stock Warrants [Member] | ||||
Recurring Fair Value Measurements (Details) [Line Items] | ||||
Increase in fair value | $ 262 | |||
Series C Preferred Stock Warrants [Member] | ||||
Recurring Fair Value Measurements (Details) [Line Items] | ||||
Increase in fair value | $ 2,701 | $ 593 | $ 204,000 | |
Warrant liability description | The warrant liability will be remeasured to fair value at the end of each reporting period until the warrants are exercised, forfeited or expired. The April 2013 warrants expire in February 2023, and the November 2013 warrants expire in November 2023. The aggregate fair value of the Series C preferred stock warrants as of September 30, 2021 and December 31, 2020 was approximately $4,705 and $2,004, respectively. |
Recurring Fair Value Measurem_4
Recurring Fair Value Measurements (Details) - Schedule of fair value on a recurring basis - USD ($) | Sep. 30, 2021 | Jan. 13, 2021 |
Stockholders’ Equity: | ||
Representative Shares | $ 2,024,463 | |
Total | 2,024,463 | |
Assets: | ||
U.S. Mutual Fund held in Trust Account | $ 133,007,230 | |
Total | 133,007,230 | |
Liabilities: | ||
Warrant Liability | 161,359 | |
Total | 161,359 | |
Significant Other Observable Inputs (Level 2) | ||
Stockholders’ Equity: | ||
Representative Shares | ||
Total | ||
Assets: | ||
U.S. Mutual Fund held in Trust Account | ||
Total | ||
Liabilities: | ||
Warrant Liability | ||
Total | ||
Significant Other Unobservable Inputs (Level 3) | ||
Stockholders’ Equity: | ||
Representative Shares | 2,024,463 | |
Total | $ 2,024,463 | |
Assets: | ||
U.S. Mutual Fund held in Trust Account | ||
Total | ||
Liabilities: | ||
Warrant Liability | 161,359 | |
Total | 161,359 | |
Quoted Prices In Active Markets (Level 1) | ||
Assets: | ||
U.S. Mutual Fund held in Trust Account | 133,007,230 | |
Total | 133,007,230 | |
Liabilities: | ||
Warrant Liability | ||
Total |
Recurring Fair Value Measurem_5
Recurring Fair Value Measurements (Details) - Schedule of warrant liability - $ / shares | Mar. 15, 2021 | Jan. 13, 2021 | Sep. 30, 2021 |
Schedule of warrant liability [Abstract] | |||
Restricted term (years) | 1 year 1 month 9 days | ||
Expected volatility | 24.30% | 12.50% | 14.80% |
Risk-free interest rate | 1.06% | 0.12% | 1.07% |
Stock price (in Dollars per share) | $ 9.36 | $ 9.37 | $ 9.61 |
Dividend yield | 0.00% | 0.00% | 0.00% |
Exercise price (in Dollars per share) | $ 11.5 | $ 11.5 | |
Expected term (years) | 5 years 11 months 26 days | 5 years 6 months 7 days |
Recurring Fair Value Measurem_6
Recurring Fair Value Measurements (Details) - Schedule of changes in the fair value warrant liability | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Schedule of changes in the fair value warrant liability [Abstract] | |
Fair value as of December 31, 2020 | |
Initial fair value of warrant liability upon issuance at IPO | 270,307 |
Change in fair value | (108,948) |
Fair value as of September 30, 2021 | $ 161,359 |
Organization and Significant _3
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Software [Member] | ||
Public Utility, Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Furniture and fixtures [Member] | ||
Public Utility, Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 5 years | 5 years |
Leasehold improvements [Member] | ||
Public Utility, Property, Plant and Equipment [Line Items] | ||
Estimated useful lives, decription | Lesser of useful life or the term of the lease | |
Minimum [Member] | Computer equipment [Member] | ||
Public Utility, Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Maximum [Member] | Computer equipment [Member] | ||
Public Utility, Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 4 years |
Restatement of Previously Issue
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of balance sheet - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Jan. 31, 2019 | |||
Previously Reported [Member] | ||||
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of balance sheet [Line Items] | ||||
Cash and cash equivalents | $ 24,725 | |||
Short-term investments | 13,585 | |||
Accounts receivable, net of allowance | 1,707 | |||
Prepaid expenses and other current assets | 1,344 | |||
Total current assets | 41,361 | |||
Restricted cash | 1,520 | |||
Property and equipment, net | 14,053 | |||
Deferred tax asset | ||||
Other assets | 883 | |||
Total assets | 57,817 | |||
Current liabilities | ||||
Accounts payable | 2,161 | |||
Accrued liabilities | 5,214 | |||
Value-added tax liability | ||||
Income tax payable | ||||
Capital lease obligation | 2,981 | |||
Deferred rent | 271 | |||
Deferred revenue | 8,821 | |||
Total current liabilities | 19,448 | |||
Capital lease obligation, non-current | 3,345 | |||
Deferred rent, non-current | 1,696 | |||
Deferred revenue, non-current | 2,521 | |||
Warrant liability | [1] | 4,977 | ||
Other liabilities | ||||
Total liabilities | 31,987 | |||
Redeemable convertible preferred stock | 223,641 | |||
Stockholders’ deficit | ||||
Common stock | 1 | |||
Additional paid in capital | 25,936 | |||
Accumulated other comprehensive loss | (6) | |||
Accumulated deficit | [1] | (223,742) | ||
Total stockholders’ deficit | (197,811) | |||
Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $ | 57,817 | |||
Assets | ||||
Accounts receivable | 1,707 | |||
Prepaid expenses and other current assets | 1,344 | |||
Liabilities | ||||
Deferred revenue – current | 8,821 | |||
Deferred revenue, non-current | 2,521 | |||
Deposit liabilities | ||||
Adjustments Due to Errors [Member] | ||||
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of balance sheet [Line Items] | ||||
Cash and cash equivalents | (91) | |||
Short-term investments | ||||
Accounts receivable, net of allowance | 4,006 | |||
Prepaid expenses and other current assets | ||||
Total current assets | 3,915 | |||
Restricted cash | ||||
Property and equipment, net | ||||
Deferred tax asset | 2,424 | |||
Other assets | ||||
Total assets | 6,339 | |||
Current liabilities | ||||
Accounts payable | ||||
Accrued liabilities | ||||
Value-added tax liability | ||||
Income tax payable | 2,424 | |||
Capital lease obligation | ||||
Deferred rent | ||||
Deferred revenue | (628) | |||
Total current liabilities | 1,796 | |||
Capital lease obligation, non-current | ||||
Deferred rent, non-current | ||||
Deferred revenue, non-current | 14,209 | |||
Warrant liability | [1] | (1,629) | ||
Other liabilities | 1,003 | |||
Total liabilities | 15,379 | |||
Redeemable convertible preferred stock | ||||
Stockholders’ deficit | ||||
Common stock | ||||
Additional paid in capital | ||||
Accumulated other comprehensive loss | ||||
Accumulated deficit | [1] | (9,040) | ||
Total stockholders’ deficit | (9,040) | |||
Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $ | 6,339 | |||
Reclassification Entries [Member] | ||||
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of balance sheet [Line Items] | ||||
Cash and cash equivalents | ||||
Short-term investments | ||||
Accounts receivable, net of allowance | (46) | |||
Prepaid expenses and other current assets | 46 | |||
Total current assets | ||||
Restricted cash | ||||
Property and equipment, net | ||||
Deferred tax asset | ||||
Other assets | ||||
Total assets | ||||
Current liabilities | ||||
Accounts payable | 1 | |||
Accrued liabilities | (1,853) | |||
Value-added tax liability | 1,692 | |||
Income tax payable | ||||
Capital lease obligation | ||||
Deferred rent | (90) | |||
Deferred revenue | ||||
Total current liabilities | (250) | |||
Capital lease obligation, non-current | ||||
Deferred rent, non-current | (592) | |||
Deferred revenue, non-current | ||||
Warrant liability | [1] | |||
Other liabilities | 842 | |||
Total liabilities | ||||
Redeemable convertible preferred stock | ||||
Stockholders’ deficit | ||||
Common stock | ||||
Additional paid in capital | ||||
Accumulated other comprehensive loss | ||||
Accumulated deficit | [1] | |||
Total stockholders’ deficit | ||||
Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $ | ||||
As Restated [Member] | ||||
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of balance sheet [Line Items] | ||||
Cash and cash equivalents | 24,634 | |||
Short-term investments | 13,585 | |||
Accounts receivable, net of allowance | 5,667 | |||
Prepaid expenses and other current assets | 1,390 | |||
Total current assets | 45,276 | |||
Restricted cash | 1,520 | |||
Property and equipment, net | 14,053 | |||
Deferred tax asset | 2,424 | |||
Other assets | 883 | |||
Total assets | 64,156 | |||
Current liabilities | ||||
Accounts payable | 2,162 | |||
Accrued liabilities | 3,361 | |||
Value-added tax liability | 1,692 | |||
Income tax payable | 2,424 | |||
Capital lease obligation | 2,981 | |||
Deferred rent | 181 | |||
Deferred revenue | 8,193 | |||
Total current liabilities | 20,994 | |||
Capital lease obligation, non-current | 3,345 | |||
Deferred rent, non-current | 1,104 | |||
Deferred revenue, non-current | 16,730 | |||
Warrant liability | [1] | 3,348 | ||
Other liabilities | 1,845 | |||
Total liabilities | 47,366 | |||
Redeemable convertible preferred stock | 223,641 | |||
Stockholders’ deficit | ||||
Common stock | 1 | |||
Additional paid in capital | 25,936 | |||
Accumulated other comprehensive loss | (6) | |||
Accumulated deficit | (232,782) | [1] | $ 168,315 | |
Total stockholders’ deficit | (206,851) | |||
Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $ | 64,156 | |||
Assets | ||||
Accounts receivable | 5,667 | |||
Prepaid expenses and other current assets | 1,390 | |||
Liabilities | ||||
Deferred revenue – current | 8,193 | |||
Deferred revenue, non-current | 16,730 | |||
Deposit liabilities | 616 | |||
Restatement Impacts [Member] | ||||
Stockholders’ deficit | ||||
Accumulated deficit | $ 5,761 | |||
Assets | ||||
Accounts receivable | 3,960 | |||
Prepaid expenses and other current assets | 46 | |||
Liabilities | ||||
Deferred revenue – current | (628) | |||
Deferred revenue, non-current | 14,209 | |||
Deposit liabilities | $ 616 | |||
[1] | The Company identified an error in the valuation of warrant liability as of December 31, 2019. As a result of the error, the warrant liability was overstated by $1,629,000. As such, the Company recorded an adjustment to correct the warrant liability balance on the Consolidated Balance Sheet and other expense on the Consolidated Statement of Operations and Comprehensive Loss. |
Restatement of Previously Iss_2
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of operations and comprehensive loss - SoundHound, Inc. [Member] $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($) | ||
As previously reported [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | $ 12,106 | |
Cost of revenues | (4,515) | |
Gross profit | 7,591 | |
Operating expenses | ||
Sales and marketing | 5,392 | |
Research and development | 47,769 | |
General and administrative | 14,191 | |
Total operating expenses | 67,352 | |
Loss from operations | (59,761) | |
Other income (expense) | ||
Interest income, net | 919 | |
Other expense, net | (2,093) | [1] |
Total other income, net | (1,174) | |
Loss before provision for income taxes | (60,935) | |
Provision for income taxes | 253 | |
Net loss | (61,188) | [1] |
Unrealized holding gain on available-for-sale securities | 31 | |
Comprehensive loss | (61,157) | |
Revenue | ||
Hosting and professional services | 9,851 | |
License and other | 2,182 | |
Maintenance and support | 73 | |
Hosted service | ||
Professional Services | ||
Traffic Monetization | ||
Total Revenue | 12,106 | |
Adjustments Due to Errors [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | (4,429) | |
Cost of revenues | ||
Gross profit | (4,429) | |
Operating expenses | ||
Sales and marketing | ||
Research and development | ||
General and administrative | 384 | |
Total operating expenses | 384 | |
Loss from operations | (4,813) | |
Other income (expense) | ||
Interest income, net | ||
Other expense, net | 1,534 | [1] |
Total other income, net | 1,534 | |
Loss before provision for income taxes | (3,279) | |
Provision for income taxes | ||
Net loss | (3,279) | [1] |
Unrealized holding gain on available-for-sale securities | ||
Comprehensive loss | (3,279) | |
Reclassification Entries [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | ||
Cost of revenues | ||
Gross profit | ||
Operating expenses | ||
General and administrative | ||
Total operating expenses | ||
Loss from operations | ||
Other income (expense) | ||
Interest income, net | ||
Other expense, net | [1] | |
Total other income, net | ||
Loss before provision for income taxes | ||
Provision for income taxes | ||
Net loss | [1] | |
Unrealized holding gain on available-for-sale securities | ||
Comprehensive loss | ||
As Restated [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 7,677 | |
Cost of revenues | (4,515) | |
Gross profit | 3,162 | |
Operating expenses | ||
Sales and marketing | 5,392 | |
Research and development | 47,769 | |
General and administrative | 14,575 | |
Total operating expenses | 67,736 | |
Loss from operations | (64,574) | |
Other income (expense) | ||
Interest income, net | 919 | |
Other expense, net | (559) | [1] |
Total other income, net | 360 | |
Loss before provision for income taxes | (64,214) | |
Provision for income taxes | 253 | |
Net loss | (64,467) | [1] |
Unrealized holding gain on available-for-sale securities | 31 | |
Comprehensive loss | (64,436) | |
Revenue | ||
Hosting and professional services | ||
License and other | ||
Maintenance and support | ||
Hosted service | 4,190 | |
Professional Services | 2,361 | |
Traffic Monetization | 1,126 | |
Total Revenue | 7,677 | |
Restatement Impacts [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Gross profit | (4,429) | |
Revenue | ||
Hosting and professional services | (9,851) | |
License and other | (2,182) | |
Maintenance and support | (73) | |
Hosted service | 4,190 | |
Professional Services | 2,361 | |
Traffic Monetization | 1,126 | |
Total Revenue | $ (4,429) | |
[1] | The Company identified an error in the valuation of warrant liability as of December 31, 2019. As a result of the error, the warrant liability was overstated by $1,629,000. As such, the Company recorded an adjustment to correct the warrant liability balance on the Consolidated Balance Sheet and other expense on the Consolidated Statement of Operations and Comprehensive Loss. |
Restatement of Previously Iss_3
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of stockholders’ equity - SoundHound, Inc. [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
As previously reported [Member] | |
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of stockholders’ equity [Line Items] | |
Balance, beginning of year | $ (138,948) |
Cumulative effect adjustment from adoption of Topic 606 | (1,186) |
Balance, beginning of year as restated | (140,134) |
Issuance of common stock upon exercise of stock options | 152 |
Other comprehensive gain | 31 |
Stock-based compensation | 3,328 |
Net loss | (61,188) |
Balance, December 31, 2019 | (197,811) |
As Restated [Member] | |
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of stockholders’ equity [Line Items] | |
Balance, beginning of year | (138,948) |
Cumulative effect adjustment from adoption of Topic 606 | (6,947) |
Balance, beginning of year as restated | (145,895) |
Issuance of common stock upon exercise of stock options | 152 |
Other comprehensive gain | 31 |
Stock-based compensation | 3,328 |
Net loss | (64,467) |
Balance, December 31, 2019 | (206,851) |
Adjustments Due to Errors [Member] | |
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of stockholders’ equity [Line Items] | |
Cumulative effect adjustment from adoption of Topic 606 | (5,761) |
Balance, beginning of year as restated | (5,761) |
Net loss | (3,279) |
Balance, December 31, 2019 | (9,040) |
Reclassification Entries [Member] | |
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of stockholders’ equity [Line Items] | |
Cumulative effect adjustment from adoption of Topic 606 | |
Balance, beginning of year as restated | |
Balance, December 31, 2019 |
Restatement of Previously Iss_4
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of statement of cash flow - SoundHound, Inc. [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
As previously reported [Member] | |
Cash flows from operating activities | |
Net loss | $ (61,188) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
Depreciation and amortization | 4,671 |
Stock based compensation | 3,328 |
Accretion of investment discount | (140) |
Change in fair value of warrant liability | 2,061 |
Loss on disposal of fixed assets | 8 |
Changes in operating assets and liabilities: | |
Accounts receivable, net | (709) |
Prepaid expenses and other assets | (196) |
Deferred costs | 30 |
Accounts payable | 890 |
Accrued expenses | 1,904 |
Deferred rent | 100 |
Deferred revenue | 3,299 |
Net cash used in operating activities | (45,942) |
Cash flows from investing activities | |
Purchase of property and equipment | (5,109) |
Purchase of short-term investments | (18,570) |
Maturities of short-term investments | 32,000 |
Net cash provided by investing activities | 8,321 |
Cash flows from financing activities | |
Issuance of common stock | 152 |
Payment of capital lease obligations, net | (2,480) |
Net cash used in financing activities | (2,328) |
Net decrease in cash, cash equivalents and restricted cash | (39,949) |
Cash, cash equivalents and restricted cash, beginning of year | 66,424 |
Cash, cash equivalents and restricted cash, end of year | 26,475 |
Adjustments Due to Errors [Member] | |
Cash flows from operating activities | |
Net loss | (3,279) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
Depreciation and amortization | |
Stock based compensation | |
Accretion of investment discount | |
Change in fair value of warrant liability | (1,633) |
Loss on disposal of fixed assets | |
Changes in operating assets and liabilities: | |
Accounts receivable, net | 1,173 |
Prepaid expenses and other assets | (82) |
Accrued expenses | 1,003 |
Deferred revenue | 2,727 |
Net cash used in operating activities | (91) |
Cash flows from investing activities | |
Purchase of property and equipment | |
Purchase of short-term investments | |
Maturities of short-term investments | |
Net cash provided by investing activities | |
Cash flows from financing activities | |
Issuance of common stock | |
Payment of capital lease obligations, net | |
Net cash used in financing activities | |
Net decrease in cash, cash equivalents and restricted cash | (91) |
Cash, cash equivalents and restricted cash, beginning of year | |
Cash, cash equivalents and restricted cash, end of year | (91) |
Reclassification Entries [Member] | |
Cash flows from operating activities | |
Net loss | |
Adjustments to reconcile net loss to net cash used in operating activities: | |
Depreciation and amortization | |
Stock based compensation | |
Accretion of investment discount | |
Change in fair value of warrant liability | |
Loss on disposal of fixed assets | |
Changes in operating assets and liabilities: | |
Accounts receivable, net | (414) |
Prepaid expenses and other assets | 444 |
Deferred costs | (30) |
Accounts payable | 1 |
Accrued expenses | 681 |
Deferred rent | (682) |
Net cash used in operating activities | |
Cash flows from investing activities | |
Purchase of property and equipment | |
Purchase of short-term investments | |
Maturities of short-term investments | |
Net cash provided by investing activities | |
Cash flows from financing activities | |
Issuance of common stock | |
Payment of capital lease obligations, net | |
Net cash used in financing activities | |
Net decrease in cash, cash equivalents and restricted cash | |
Cash, cash equivalents and restricted cash, beginning of year | |
Cash, cash equivalents and restricted cash, end of year | |
As Restated [Member] | |
Cash flows from operating activities | |
Net loss | (64,467) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
Depreciation and amortization | 4,671 |
Stock based compensation | 3,328 |
Accretion of investment discount | (140) |
Change in fair value of warrant liability | 428 |
Loss on disposal of fixed assets | 8 |
Changes in operating assets and liabilities: | |
Accounts receivable, net | 50 |
Prepaid expenses and other assets | 166 |
Deferred costs | |
Accounts payable | 891 |
Accrued expenses | 3,588 |
Deferred rent | (582) |
Deferred revenue | 6,026 |
Net cash used in operating activities | (46,033) |
Cash flows from investing activities | |
Purchase of property and equipment | (5,109) |
Purchase of short-term investments | (18,570) |
Maturities of short-term investments | 32,000 |
Net cash provided by investing activities | 8,321 |
Cash flows from financing activities | |
Issuance of common stock | 152 |
Payment of capital lease obligations, net | (2,480) |
Net cash used in financing activities | (2,328) |
Net decrease in cash, cash equivalents and restricted cash | (40,040) |
Cash, cash equivalents and restricted cash, beginning of year | 66,424 |
Cash, cash equivalents and restricted cash, end of year | $ 26,384 |
Restatement of Previously Iss_5
Restatement of Previously Issued Consolidated Financial Statements (Details) - Schedule of financial statement - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Dec. 31, 2019 | [1] | Jan. 31, 2019 |
As reported [Member] | |||
Assets | |||
Unbilled receivable | $ 459 | ||
Accounts receivable | 754 | ||
Deferred costs – App Store commissions | 39 | ||
Liabilities | |||
Contract liability | 7,161 | ||
Equity | |||
Accumulated deficit | 161,368 | ||
Restatement Impacts [Member] | |||
Assets | |||
Unbilled receivable | 130 | ||
Accounts receivable | 982 | ||
Deferred costs – App Store commissions | |||
Liabilities | |||
Contract liability | 6,873 | ||
Equity | |||
Accumulated deficit | 5,761 | ||
As Restated [Member] | |||
Assets | |||
Unbilled receivable | 374 | ||
Accounts receivable | 1,736 | ||
Deferred costs – App Store commissions | (49) | ||
Liabilities | |||
Contract liability | 14,917 | ||
Equity | |||
Accumulated deficit | $ (232,782) | 168,315 | |
Cumulative Impact from Adopting Topic 606 [Member] | As reported [Member] | |||
Assets | |||
Unbilled receivable | (215) | ||
Accounts receivable | |||
Deferred costs – App Store commissions | (88) | ||
Liabilities | |||
Contract liability | 883 | ||
Equity | |||
Accumulated deficit | 1,186 | ||
Balance as of January 1, 2019 [Member] | As reported [Member] | |||
Assets | |||
Unbilled receivable | 244 | ||
Accounts receivable | 754 | ||
Deferred costs – App Store commissions | (49) | ||
Liabilities | |||
Contract liability | 8,044 | ||
Equity | |||
Accumulated deficit | $ 162,554 | ||
[1] | The Company identified an error in the valuation of warrant liability as of December 31, 2019. As a result of the error, the warrant liability was overstated by $1,629,000. As such, the Company recorded an adjustment to correct the warrant liability balance on the Consolidated Balance Sheet and other expense on the Consolidated Statement of Operations and Comprehensive Loss. |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue Recognition (Details) [Line Items] | ||||
Majority of revenue | $ 1,333,000 | |||
SoundHound, Inc. [Member] | ||||
Revenue Recognition (Details) [Line Items] | ||||
Revenue recognition description | Adoption of Topic 606 resulted in changes to the Company’s accounting policies for revenue recognition and deferred commissions. The Company recorded an increase to opening accumulated deficit of $6.9 million as of January 1, 2019 due to the cumulative impact of adopting Topic 606 as follows:• An increase in total deferred revenue of $7.8 million, primarily related to the Company’s contracts-in-progress and had not yet transferred control of the services to the customer;• A decrease in unbilled revenue of approximately $85,000 related to unbilled performance obligations from 2018 where transfer of control of services to the customer has not occurred and the Company has not completed the required efforts on the performance obligations on such unbilled receivables.• A decrease in deferred commission costs of approximately $88,000 related to a reduction in the number of months such costs are amortized to expense. The reduction was based on a review of customer behavior and understanding the number of months the customer actually uses the Company’s application. The Company reduced the deferral period from 24 months to 12 months.• An increase in accounts receivable of $982,000 related to the amount of consideration that the Company has an unconditional right to, but before the Company transfers services to the customer, that were previously net against deferred revenue under ASC 605. | |||
Revenue recognized transaction | $ 886,000 | $ 200 | ||
Contract with Customer, Asset, before Allowance for Credit Loss, Current | 50,000 | |||
Deferred revenues and billings | 1,235,000 | |||
Performance obligations | 34,030,000 | |||
Recognized as revenue with in one year | 12,413,000 | 9,570,000 | ||
Recognized as revenue with in two to five years | 18,398,000 | $ 18,900,000 | ||
Contract asset | 43,000 | |||
Revenue recognized | 7,503,000 | |||
Aggregate amount of transaction | 36,072,000 | |||
Majority of revenue | $ 5,803,000 | |||
Deferred Revenue | $ 11,259,000 | 5,301,000 | ||
Customer contracts unsatisfied amount | 32,626 | |||
Minimum [Member] | SoundHound, Inc. [Member] | ||||
Revenue Recognition (Details) [Line Items] | ||||
Contract terms of hosted services range | 1 year | |||
Maximum [Member] | SoundHound, Inc. [Member] | ||||
Revenue Recognition (Details) [Line Items] | ||||
Contract terms of hosted services range | 20 years | |||
Contract Balances [Member] | SoundHound, Inc. [Member] | ||||
Revenue Recognition (Details) [Line Items] | ||||
Prepaid expenses and other current assets | $ 0 | $ 43,000 |
Revenue Recognition (Details) -
Revenue Recognition (Details) - Schedule of consolidated balance sheet data - SoundHound, Inc. [Member] $ in Thousands | Jan. 31, 2019USD ($) |
Balance as of December 31, 2018 [Member] | |
Accounts | |
Unbilled accounts receivable $ | $ 459 |
Accounts receivable | 754 |
Deferred costs – App Store commissions | 39 |
Contract liability | 7,161 |
Accumulated deficit $ | 161,368 |
Impact of 606 Restatement Adjustment [Member] | |
Accounts | |
Unbilled accounts receivable $ | (85) |
Accounts receivable | 982 |
Deferred costs – App Store commissions | (88) |
Contract liability | 7,756 |
Accumulated deficit $ | 6,947 |
Balance as of January 1, 2019 – as restated [Member] | |
Accounts | |
Unbilled accounts receivable $ | 374 |
Accounts receivable | 1,736 |
Deferred costs – App Store commissions | (49) |
Contract liability | 14,917 |
Accumulated deficit $ | $ 168,315 |
Revenue Recognition (Details)_2
Revenue Recognition (Details) - Schedule of revenue, classified by the major geographic region - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Total net revenues | $ 8,806 | $ 13,017 | $ 7,677 |
United States [Member] | |||
Revenues: | |||
Total net revenues | 2,610 | 3,538 | 5,247 |
Korea [Member] | |||
Revenues: | |||
Total net revenues | 1,309 | 1,855 | 920 |
Germany [Member] | |||
Revenues: | |||
Total net revenues | 2,268 | 3,339 | 870 |
Other [Member] | |||
Revenues: | |||
Total net revenues | $ 60 | $ 789 | $ 640 |
Cash Equivalents and Short-Te_3
Cash Equivalents and Short-Term Investments (Details) - Schedule of cash equivalents and short-term investments - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2020 | |
Amortized Cost [Member] | ||
Cash equivalents: | ||
Money market mutual funds $ | $ 16,408 | |
Certificates of deposit | 230 | $ 230 |
Commercial paper | 1,000 | |
Total cash equivalents | 17,638 | |
Short-term investments: | ||
Commercial paper | 5,157 | |
Corporate bonds | 8,434 | |
Total short-term investments | 13,591 | |
Total cash equivalents and short-term investments $ | 31,229 | 36,086 |
Unrealized Loss [Member] | ||
Cash equivalents: | ||
Money market mutual funds $ | ||
Certificates of deposit | ||
Commercial paper | ||
Total cash equivalents | ||
Short-term investments: | ||
Commercial paper | (2) | |
Corporate bonds | (4) | |
Total short-term investments | (6) | |
Total cash equivalents and short-term investments $ | (6) | (1) |
Fair Value [Member] | ||
Cash equivalents: | ||
Money market mutual funds $ | 16,408 | |
Certificates of deposit | 230 | 230 |
Commercial paper | 1,000 | |
Total cash equivalents | 17,638 | |
Short-term investments: | ||
Commercial paper | 5,155 | |
Corporate bonds | 8,430 | |
Total short-term investments | 13,585 | |
Total cash equivalents and short-term investments $ | $ 31,223 | $ 36,085 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Schedule of financial assets and liabilities - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash equivalents: | ||
Money market mutual funds | $ 35,855 | $ 16,408 |
Commercial paper | 1,000 | |
Certificates of deposit | 1,290 | 230 |
Total cash equivalents | 17,638 | |
Short-term investments: | ||
Corporate bonds | 8,430 | |
Commercial paper | 5,155 | |
Total short-term investments | 13,585 | |
Total cash equivalents and short-term investments | 31,223 | |
Restricted cash Certificates of deposit | 1,520 | |
Liabilities: | ||
Redeemable convertible preferred stock warrants $ | 2,004 | 3,348 |
Level 1 [Member] | ||
Cash equivalents: | ||
Money market mutual funds | 35,855 | 16,408 |
Commercial paper | ||
Certificates of deposit | 1,290 | 230 |
Total cash equivalents | 16,638 | |
Short-term investments: | ||
Corporate bonds | ||
Commercial paper | ||
Total short-term investments | ||
Total cash equivalents and short-term investments | 16,638 | |
Restricted cash Certificates of deposit | 1,520 | |
Liabilities: | ||
Redeemable convertible preferred stock warrants $ | ||
Level 2 [Member] | ||
Cash equivalents: | ||
Money market mutual funds | ||
Commercial paper | 1,000 | |
Certificates of deposit | ||
Total cash equivalents | 1,000 | |
Short-term investments: | ||
Corporate bonds | 8,430 | |
Commercial paper | 5,155 | |
Total short-term investments | 13,585 | |
Total cash equivalents and short-term investments | 14,585 | |
Restricted cash Certificates of deposit | ||
Liabilities: | ||
Redeemable convertible preferred stock warrants $ | ||
Level 3 [Member] | ||
Cash equivalents: | ||
Money market mutual funds | ||
Commercial paper | ||
Certificates of deposit | ||
Total cash equivalents | ||
Short-term investments: | ||
Corporate bonds | ||
Commercial paper | ||
Total short-term investments | ||
Total cash equivalents and short-term investments | ||
Restricted cash Certificates of deposit | ||
Liabilities: | ||
Redeemable convertible preferred stock warrants $ | $ 2,004 | $ 3,348 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details) - Schedule of redeemable convertible preferred stock warrant liability - SoundHound, Inc. [Member] | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance | $ 2,920 |
Change in fair value | 428 |
Balance | $ 3,348 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property and Equipment, Net (Details) [Line Items] | ||||
Capital lease obligations, aggregate amount | $ 16,021,000 | |||
Accumulated depreciation | $ (346,364) | $ (716) | 9,083,000 | |
Depreciation and amortization | 4,671,000 | |||
SoundHound, Inc. [Member] | ||||
Property and Equipment, Net (Details) [Line Items] | ||||
Capital lease obligations, aggregate amount | 16,559,000 | 16,278,000 | ||
Accumulated depreciation | (364,082,000) | (307,189,000) | $ (232,782,000) | |
Depreciation and amortization | 4,169,000 | $ 4,547,000 | 6,037,000 | |
SoundHound, Inc. [Member] | Property and Equipment [Member] | ||||
Property and Equipment, Net (Details) [Line Items] | ||||
Accumulated depreciation | $ 13,452,000 | $ 11,673,000 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of property and equipment, net $ in Thousands | Dec. 31, 2019USD ($) |
Schedule of property and equipment, net [Abstract] | |
Computer equipment | $ 19,289 |
Software and voice recordings | 6,996 |
Leasehold improvements | 3,032 |
Furniture and fixtures | 693 |
Construction in progress | 73 |
Property, Plant and Equipment, Total | 30,083 |
Less: Accumulated depreciation and amortization | (16,030) |
Total | $ 14,053 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - Schedule of future minimum lease payments under operating and capital leases - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Leases [Member] | ||
Commitments and Contingencies (Details) - Schedule of future minimum lease payments under operating and capital leases [Line Items] | ||
2020 | $ 4,582 | $ 4,384 |
2021 | 4,122 | 4,505 |
2022 | 3,621 | 4,042 |
2023 | 3,342 | 3,541 |
2024 | 769 | 3,322 |
Thereafter | 769 | |
Total operating leases | 16,436 | 20,563 |
Less: amount representing interest | ||
Total lease obligations | 16,436 | 20,563 |
Current portion | (4,582) | (4,384) |
Noncurrent portion | 11,854 | 16,179 |
Capital Leases [Member] | ||
Commitments and Contingencies (Details) - Schedule of future minimum lease payments under operating and capital leases [Line Items] | ||
2020 | 2,568 | 3,461 |
2021 | 1,168 | 2,480 |
2022 | 92 | 1,085 |
2023 | 57 | 29 |
2024 | ||
Thereafter | ||
Total capital leases | 3,885 | 7,055 |
Less: amount representing interest | (302) | (729) |
Total lease obligations | 3,583 | 6,326 |
Current portion | (2,331) | (2,981) |
Noncurrent portion | $ 1,252 | $ 3,345 |
Warrants (Details)
Warrants (Details) - SoundHound, Inc. [Member] - USD ($) | Jun. 14, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Nov. 30, 2020 | Nov. 30, 2013 | Apr. 30, 2013 | Mar. 31, 2011 | Sep. 30, 2010 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Warrants (Details) [Line Items] | |||||||||||||
Issued detachable warrants (in Shares) | 63,785 | 127,570 | |||||||||||
Share price (in Dollars per share) | $ 20.37 | $ 1.97 | $ 1.97 | ||||||||||
Fair value of warrants | $ 291,000 | $ 141,000 | $ 57,000 | $ 113,000 | |||||||||
Increase in fair value | $ 269,000 | $ 224,000 | |||||||||||
Dividend yield | 0.00% | 0.00% | |||||||||||
Fair value of warrant | $ 1,662,000 | ||||||||||||
Fair value adjustment warrants | $ (1,259,000) | $ 2,701,000 | $ 593,000 | $ 587,000 | $ 428,000 | ||||||||
Warrants to purchase (in Shares) | 89,418 | 44,708 | 25,394 | 76,180 | |||||||||
Series B preferred stock warrants, description | the Series B preferred stock warrants were exercised in full resulting in the issuance of 101,574 Series B preferred shares at $1.97 per share in exchange for $200,000. The fair value of the warrants on the date of exercise was approximately $1,931,000 and was recorded as additional paid in capital on the Company’s Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholders’ Deficit. | ||||||||||||
Warrant liability, description | As of December 31, 2020, none of these warrants have been exercised. The warrant liability will be remeasured to fair value at the end of each reporting period until the warrants are exercised, forfeited or expired. The April 2013 warrants expire in February 2023, and the November 2013 warrants expire in November 2023. The aggregate fair value of the April 2013 and November 2013 warrants as of December 31, 2020 was approximately $2,004,000. | ||||||||||||
Warrant term | 10 years | ||||||||||||
Warrant [Member] | |||||||||||||
Warrants (Details) [Line Items] | |||||||||||||
Share price (in Dollars per share) | $ 20.37 | ||||||||||||
Fair value adjustment warrants | $ 1,527 | $ 2,316 | $ 2,004 | $ 4,705 | |||||||||
Series B Redeemable Convertible Preferred Stock [Member] | |||||||||||||
Warrants (Details) [Line Items] | |||||||||||||
Issued detachable warrants (in Shares) | 25,394 | 76,180 | |||||||||||
Share price (in Dollars per share) | $ 1.97 | $ 1.97 | |||||||||||
Increase in fair value | 262 | ||||||||||||
Warrant term | 10 years | ||||||||||||
Series C Redeemable Convertible Preferred Stock [Member] | |||||||||||||
Warrants (Details) [Line Items] | |||||||||||||
Issued detachable warrants (in Shares) | 89,418 | 44,708 | |||||||||||
Share price (in Dollars per share) | $ 6.71 | $ 6.71 | $ 6.71 | $ 6.71 | |||||||||
Increase in fair value | $ 2,701 | $ 593 | $ 204,000 | ||||||||||
Fair value adjustment warrants | $ 1,686,000 | ||||||||||||
Warrant liability, description | The warrant liability will be remeasured to fair value at the end of each reporting period until the warrants are exercised, forfeited or expired. The April 2013 warrants expire in February 2023, and the November 2013 warrants expire in November 2023. The aggregate fair value of the Series C preferred stock warrants as of September 30, 2021 and December 31, 2020 was approximately $4,705 and $2,004, respectively. | ||||||||||||
Warrant term | 10 years | ||||||||||||
Promissory Notes Issued With Detachable Series C Preferred Stock Warrants [Member] | |||||||||||||
Warrants (Details) [Line Items] | |||||||||||||
Increase in fair value | $ 318,000 |
Warrants (Details) - Schedule o
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model - SoundHound, Inc. [Member] | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Series B Preferred Stock [Member] | ||||
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | ||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |
Risk free interest rate | 0.11% | 0.11% | 1.58% | |
Expected volatility | 41.00% | 41.00% | 42.00% | |
Expected term (years) | 4 months 9 days | 4 months 9 days | 1 year 3 months | |
April 2013 Series C Redeemable Convertible Preferred Stock [Member] | ||||
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | ||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |
Risk free interest rate | 0.17% | 0.14% | 1.62% | |
Expected volatility | 39.00% | 48.00% | 40.00% | |
Expected term (years) | 1 year 4 months 28 days | 2 years 1 month 28 days | 3 years 1 month 28 days | |
November 2013 Series C Redeemable Convertible Preferred [Member] | ||||
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | ||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |
Risk free interest rate | 0.31% | 0.16% | 1.64% | |
Expected volatility | 46.00% | 47.00% | 41.00% | |
Expected term (years) | 2 years 1 month 13 days | 2 years 10 months 13 days | 3 years 10 months 13 days |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock (Details) - SoundHound, Inc. [Member] | Nov. 30, 2020USD ($)$ / sharesshares | Sep. 30, 2020shares | Aug. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($) | May 31, 2020USD ($) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares |
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | $ 0.11824 | ||||||
Conversion preferred stock description | Each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series C-1 Preferred Stock, Series D Preferred Stock, Series D-1 Preferred Stock and Series D-2 Preferred Stock shall be convertible, at the option of the holder thereof, at any time after the date of issuance of such share, at the office of the Company or any transfer agent for such stock, into such number of fully paid and nonassessable shares of common stock as is determined by multiplying such share by the quotient obtained by dividing $1.478 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series A Preferred Stock, $1.969 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series B Preferred Stock, $6.71 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series C Preferred Stock, $20.13 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series C-1 Preferred Stock, $26.063 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series D Preferred Stock, $33.00 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series D-1 Preferred Stock, $33.00 (as adjusted for stock splits, stock dividends, reclassification and the like) in the case of Series D-2 Preferred Stock, by the conversion price applicable to such share, in effect on the date the certificate is surrendered for conversion. The initial conversion price shall be $1.478 per share of Series A Preferred Stock, $1.969 per share of Series B Preferred Stock, $6.71 per share of Series C Preferred Stock, $20.13 per share of Series C-1 Preferred Stock, $26.03 per share of Series D Preferred Stock, $33.00 per share of Series D-1 Preferred Stock and $33.00 per share of Series D- 2 Preferred Stock. | ||||||
Common stock price per share | $ 40 | ||||||
Aggregate cash proceeds (in Dollars) | $ | $ 50,000,000 | ||||||
Aggregate of per share | $ 1.97 | $ 33 | $ 33 | ||||
Number of vote for each share | 1 | ||||||
Net cash proceeds (in Dollars) | $ | $ 15,000 | $ 25,000 | |||||
Total proceeds (in Dollars) | $ | $ 30,000 | $ 40,000 | |||||
Converted into shares (in Shares) | shares | 766,293 | ||||||
Deemed dividend (in Dollars) | $ | $ 3,200,000 | ||||||
Price per share | $ 40 | ||||||
Aggregate cash proceeds (in Dollars) | $ | $ 50,000,000 | ||||||
Amount price per share | $ 33 | ||||||
Voting rights description | The holders of Series A Preferred Stock, as a separate class, are entitled to elect one director of the Company. The holders of Series B Preferred Stock, as separate class, are entitled to elect two directors of the Company. The holders of Common Stock, as separate class, are entitled to elect three directors of the Company. The holders of Preferred Stock and Common Stock, as a single class on an as-converted basis, are entitled to elect one director of the Company. | ||||||
Junior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | $ 2.64 | $ 2.64 | |||||
Series A Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | 0.15752 | ||||||
Price per share | 1.478 | ||||||
Aggregate of per share | 3.695 | 3.695 | |||||
Price per share | 1.478 | ||||||
Series A Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 0.11824 | ||||||
Series B Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | $ 1.97 | 0.5368 | |||||
Price per share | 1.969 | ||||||
Aggregate of per share | 4.922 | 4.922 | |||||
Net cash proceeds (in Dollars) | $ | $ 200,000 | ||||||
Issuance of preferred shares (in Shares) | shares | 101,574 | ||||||
Price per share | 1.969 | ||||||
Series B Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 0.15752 | ||||||
Series C Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | 1.6104 | ||||||
Price per share | 6.71 | ||||||
Aggregate of per share | 6.71 | 6.71 | |||||
Price per share | 6.71 | ||||||
Series C Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 0.5368 | ||||||
Series C-1 Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | 2.08504 | ||||||
Price per share | 20.13 | ||||||
Aggregate of per share | 20.13 | 20.13 | |||||
Price per share | 20.13 | ||||||
Series C-1 Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 1.6104 | ||||||
Series D Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | 2.64 | ||||||
Aggregate of per share | 26.063 | 26.063 | |||||
Amount price per share | 26.063 | ||||||
Series D Preferred Stock [Member] | Series D and D-1 Preference [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | 26.063 | ||||||
Series D Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 2.08504 | ||||||
Series D-1 Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Price per share | 33 | ||||||
Aggregate of per share | 33 | ||||||
Redemption price per share | 33 | ||||||
Series D-1 Preferred Stock [Member] | Series D and D-1 Preference [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | 33 | ||||||
Series D-1 Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 2.64 | ||||||
Series D-2 Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | $ 33 | ||||||
Aggregate of per share | 33 | ||||||
Price per share | 33 | ||||||
Series D-3A Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Prefered stock, per share | $ 33 | ||||||
Aggregate of per share | 33 | ||||||
Shares issued (in Shares) | shares | 454,545 | ||||||
Net cash proceeds (in Dollars) | $ | $ 15,000,000 | ||||||
Total proceeds (in Dollars) | $ | $ 40,300,000 | ||||||
Converted into shares (in Shares) | shares | 766,293 | ||||||
Investors exchanged shares (in Shares) | shares | 1,220,838 | ||||||
Amount price per share | 33 | ||||||
Redemption price per share | 33 | ||||||
Series D-3A Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | 2.64 | ||||||
Series D-3 Preferred Stock [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Aggregate of per share | 40 | ||||||
Net cash proceeds (in Dollars) | $ | $ 1,000,000 | ||||||
Shares issued (in Shares) | shares | 25,000 | ||||||
Amount price per share | 40 | ||||||
Redemption price per share | 40 | ||||||
Series D-3 Preferred Stock [Member] | Senior Preferred Dividends [Member] | |||||||
Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||||
Rate per share | $ 3.2 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock (Details) - Schedule of redeemable convertible preferred stock authorized, issued, and outstanding - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Conversion of Stock [Line Items] | |||
Shares Authorized | 26,316,129 | 18,022,277 | |
Shares Issued | 19,132,387 | 17,784,975 | |
Liquidation Preference | $ 284,047 | $ 234,014 | |
Carrying Value | $ 273,687 | $ 223,641 | |
Series A [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,438,670 | 3,438,670 | 3,438,670 |
Shares Issued | 3,438,670 | 3,438,670 | |
Liquidation Preference | $ 5,082 | $ 5,082 | $ 5,082 |
Carrying Value | $ 4,967 | $ 4,967 | $ 4,967 |
Series B Preferred Stock [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 6,065,646 | 6,065,646 | 6,065,646 |
Shares Issued | 6,065,646 | 5,964,072 | |
Liquidation Preference | $ 11,943 | $ 11,943 | $ 11,743 |
Carrying Value | $ 11,038 | $ 11,038 | $ 11,038 |
Series C [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,041,607 | 1,041,607 | 1,041,607 |
Shares Issued | 907,481 | 907,481 | |
Liquidation Preference | $ 6,089 | $ 6,089 | $ 6,089 |
Carrying Value | $ 6,021 | $ 6,021 | $ 6,021 |
Series C-1 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 798,399 | 798,399 | 800,000 |
Shares Issued | 798,399 | 798,399 | |
Liquidation Preference | $ 16,072 | $ 16,072 | $ 16,072 |
Carrying Value | $ 16,061 | $ 16,061 | $ 16,061 |
Series D [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,646,050 | 3,646,050 | 3,646,050 |
Shares Issued | 3,646,050 | 3,646,050 | |
Liquidation Preference | $ 95,027 | $ 95,027 | $ 95,027 |
Carrying Value | $ 85,648 | $ 85,648 | $ 85,648 |
Series D-1 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,515,152 | 1,515,152 | 1,515,152 |
Shares Issued | 1,515,152 | 1,515,152 | |
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 |
Carrying Value | $ 49,957 | $ 49,957 | $ 49,957 |
Series D-2 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,515,151 | 1,515,151 | 1,515,152 |
Shares Issued | 1,515,151 | 1,515,151 | |
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 |
Carrying Value | $ 49,949 | $ 49,949 | $ 49,949 |
Common Stock (Details)
Common Stock (Details) - shares | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
SoundHound, Inc. [Member] | |||
Common Stock (Details) [Line Items] | |||
Issuance of common stock | 45,000,000 | 45,000,000 | 36,000,000 |
Common Stock (Details) - Schedu
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance - SoundHound, Inc. [Member] - shares | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2008 |
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Stock options outstanding | 5,402,617,000 | 5,178,276,000 | 4,276,480 |
Stock incentive plan shares reserved for future issuance | 91,130,000 | 57,535,000 | 378,010 |
Total | 22,675,165 | ||
Series A Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 3,438,670 | ||
Series B Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 5,964,072 | ||
Series C Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 907,481 | ||
Series C-1 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 798,399,000 | 798,399,000 | 798,399 |
Series D Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 3,646,050 | ||
Series D-1 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,515,152,000 | 1,515,152,000 | 1,515,152 |
Series D-2 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,515,151,000 | 1,515,151,000 | 1,515,151 |
Series B Convertible Preferred Stock Warrants [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock warrants | 101,574 | ||
Series C Convertible Preferred Stock Warrants [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock warrants | 134,126,000 | 134,126,000 | 134,126 |
Stock Incentive Plan (Details)
Stock Incentive Plan (Details) - SoundHound, Inc. [Member] - USD ($) | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | |
Stock Incentive Plan (Details) [Line Items] | ||||
Common stock reserved for issuance (in Shares) | 45,000,000 | 45,000,000 | 36,000,000 | |
Incentive stock options description | The 2016 Plan provides for incentive stock options to be granted to employees at an exercise price not less than 100% of the fair value at the grant date as determined by the Board of Directors, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four-year period, with a 25% cliff vesting after one year and then ratably on a monthly basis for the remaining three years. | The 2016 Plan provides for incentive stock options to be granted to employees at an exercise price not less than 100% of the fair value at the grant date as determined by the Board of Directors, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four-year period, with a 25% cliff vesting after one year and then ratably on a monthly basis for the remaining three years. | ||
Fair value of options vested | $ 5,400,000 | $ 3,300,000 | ||
Unamortized expense | $ 14,600,000 | $ 9,200,000 | ||
Stock compensation expense | $ 4,049 | $ 4,423 | ||
Unamortized expense | $ 23,974 | $ 8,594 | ||
Amortization period | 3 years 2 months 15 days | |||
Bonus for executive award holders | $ 5,837 | |||
Minimum [Member] | ||||
Stock Incentive Plan (Details) [Line Items] | ||||
Common stock reserved for issuance (in Shares) | 650,000 | 750,000 | ||
Contractual expirations | 5 years | |||
Maximum [Member] | ||||
Stock Incentive Plan (Details) [Line Items] | ||||
Common stock reserved for issuance (in Shares) | 7,501,460 | 6,851,460 | ||
Contractual expirations | 10 years | |||
2016 Equity Incentive Plan [Member] | ||||
Stock Incentive Plan (Details) [Line Items] | ||||
Common stock reserved for issuance (in Shares) | 650,000 | |||
Aggregate of common stock (in Shares) | 8,151,460 |
Stock Incentive Plan (Details)
Stock Incentive Plan (Details) - Schedule of stock option activity - SoundHound, Inc. [Member] | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Shares Available for Grant [Member] | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |
Shares Available for Grant, Outstanding at December 31, 2018 | 54,809 |
Shares Available for Grant, Outstanding at December 31, 2019 | 378,010 |
Shares Available for Grant, Authorized | 750,000 |
Shares Available for Grant, Granted | (839,500) |
Outstanding Stock Options, Granted | 839,500 |
Shares Available for Grant, Forfeited | 412,701 |
Outstanding Stock Options, Forfeited | (412,701) |
Outstanding Stock Options [Member] | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |
Outstanding Stock Options, Outstanding at December 31, 2018 | 4,053,329 |
Outstanding Stock Options, Outstanding at December 31, 2019 | 4,276,480 |
Outstanding Stock Options, Vested and expected to vest | 4,276,480 |
Outstanding Stock Options, Options exercisable | 2,754,142 |
Shares Available for Grant, Granted | (839,500) |
Outstanding Stock Options, Granted | 839,500 |
Outstanding Stock Options, Exercised | (203,648) |
Shares Available for Grant, Forfeited | 412,701 |
Outstanding Stock Options, Forfeited | (412,701) |
Weighted Average Exercise Price Per Share [Member] | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |
Weighted Average Exercise Price Per Share, Outstanding at December 31, 2018 (in Dollars per share) | $ / shares | $ 8.67 |
Weighted Average Exercise Price Per Share, Outstanding at December 31, 2019 (in Dollars per share) | $ / shares | 10.35 |
Weighted Average Exercise Price Per Share, Vested and expected to vest (in Dollars per share) | $ / shares | 10.35 |
Weighted Average Exercise Price Per Share, Options exercisable (in Dollars per share) | $ / shares | 7.75 |
Weighted Average Exercise Price Per Share, Granted (in Dollars per share) | $ / shares | 16.1 |
Weighted Average Exercise Price Per Share, Exercised (in Dollars per share) | $ / shares | 0.87 |
Weighted Average Exercise Price Per Share, Forfeited (in Dollars per share) | $ / shares | $ 10.44 |
Weighted Average Remaining Contractual Term (Years) [Member] | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |
Weighted Average Remaining Contractual Term (Years), Outstanding at December 31, 2018 | 6 years 6 months |
Weighted Average Remaining Contractual Term (Years), Outstanding at December 31, 2019 | 6 years 5 months 8 days |
Weighted Average Remaining Contractual Term (Years), Vested and expected to vest | 6 years 5 months 8 days |
Weighted Average Remaining Contractual Term (Years), Options exercisable | 5 years 25 days |
Aggregate Intrinsic Value [Member] | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |
Aggregate Intrinsic Value, Outstanding at December 31, 2018 (in Dollars) | $ | $ 30,121,528 |
Aggregate Intrinsic Value, Outstanding at December 31, 2019 (in Dollars) | $ | 33,784,762 |
Aggregate Intrinsic Value, Vested and expected to vest (in Dollars) | $ | 33,784,762 |
Aggregate Intrinsic Value, Options exercisable (in Dollars) | $ | 28,906,326 |
Aggregate Intrinsic Value, Exercised (in Dollars) | $ | $ 3,473,393 |
Stock Incentive Plan (Details_2
Stock Incentive Plan (Details) - Schedule of stock options outstanding and exercisable - SoundHound, Inc. [Member] | 12 Months Ended |
Dec. 31, 2019shares | |
Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 4,276,480 |
Weighted Average Remaining Contractual Life (Years) | 6 years 5 months 8 days |
Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 2,754,142 |
Weighted Average Remaining Contractual Life (Years) | 5 years 25 days |
$0.25 – $4.32 [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 835,624 |
Weighted Average Remaining Contractual Life (Years) | 1 year 9 months 25 days |
$0.25 – $4.32 [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 835,624 |
Weighted Average Remaining Contractual Life (Years) | 1 year 9 months 25 days |
$4.33 – $9.87 [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 702,648 |
Weighted Average Remaining Contractual Life (Years) | 4 years 10 months 2 days |
$4.33 – $9.87 [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 702,648 |
Weighted Average Remaining Contractual Life (Years) | 4 years 10 months 2 days |
$9.88 – $13.34 [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 1,144,875 |
Weighted Average Remaining Contractual Life (Years) | 7 years 1 month 9 days |
$9.88 – $13.34 [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 915,911 |
Weighted Average Remaining Contractual Life (Years) | 7 years 25 days |
$13.35 – $15.34 [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 727,833 |
Weighted Average Remaining Contractual Life (Years) | 8 years 6 months 21 days |
$13.35 – $15.34 [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 280,292 |
Weighted Average Remaining Contractual Life (Years) | 8 years 6 months 14 days |
$15.35 – $16.10 [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 865,500 |
Weighted Average Remaining Contractual Life (Years) | 9 years 6 months 14 days |
$15.35 – $16.10 [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding | 19,667 |
Weighted Average Remaining Contractual Life (Years) | 9 years 10 days |
Stock Incentive Plan (Details_3
Stock Incentive Plan (Details) - Schedule of weighted average calculated fair value of the options granted to employees - SoundHound, Inc. [Member] | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | |
Stock Incentive Plan (Details) - Schedule of weighted average calculated fair value of the options granted to employees [Line Items] | ||||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | 44.00% | 42.00% | 43.00% | 43.00% |
Expected term (years) | 5 years 11 months 1 day | 6 years 3 days | 5 years 8 months 26 days | 6 years 10 days |
Risk-free interest rate | 0.64% | 1.11% | 0.93% | 1.58% |
Stock Incentive Plan (Details_4
Stock Incentive Plan (Details) - Schedule of operations and comprehensive loss - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2008 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Cost of revenues | $ 41 | |||
Research and development | $ 2,955 | $ 2,410 | 2,221 | |
Sales and marketing | 201 | |||
General and administrative | 865 | |||
Total | $ 3,328 | $ 5,897 |
Income Taxes (Details)
Income Taxes (Details) - SoundHound, Inc. [Member] - USD ($) $ in Millions | 4 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) [Line Items] | ||
Valuation allowance | $ 15.3 | $ 17.3 |
Operating loss carryforwards | 237 | 184.6 |
Future taxable income | 75.5 | 57 |
Federal net operating loss carryforwards | 148.3 | 96 |
Federal research and development | 7.5 | 5.8 |
State research and development | $ 6.8 | 5.6 |
Liability | 0.4 | |
Unrecognized tax benefits | $ 3.1 | |
Uncertain tax position | 50.00% | 50.00% |
Unrecognized tax benefits effective tax rate | $ 4.3 | $ 3.4 |
Unrepatriated foreign earnings | The Company is not asserting permanent reinvestment of its unrepatriated foreign earnings under APB23. Management has analyzed the unrepatriated foreign earnings balances and determined that the following balances exist according to US GAAP as of December 31,2020: $0.2 million in Japan, $1.1 million in Canada, and $4.1 million in Germany. Based on the US income tax treaties with Japan and Germany, the Company is entitled to a reduced 0% withholding rate on dividends from the Japanese and German subsidiaries, respectively. Under the US income tax treaty with Canada, the withholding tax rate on dividends is reduced to 5%. Based on the unrepatriated earnings balance of $1.1 million, the effective tax liability is approximately $53,000. |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of loss before provision for income taxes - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of loss before provision for income taxes [Line Items] | ||
United States $ | $ (73,056) | $ (64,207) |
International | (613) | (37) |
Loss before provision for income tax | $ (73,669) | $ (64,244) |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of provision for income tax consisted - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2019 | |
Current | ||
State | $ 3 | $ 4 |
International | 594 | 2,673 |
Total provision, current | 597 | 2,677 |
Deferred | ||
International | (2,424) | |
Total provision | $ 253 |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of deferred income tax assets and liabilities - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 54,527 | $ 42,490 |
Research and development credits | 9,035 | 7,163 |
Deferred revenue | 2,752 | 2,317 |
Contract liability | 2,282 | 2,424 |
Stock-based compensation | 1,036 | 695 |
Deferred rent | 378 | 370 |
Accruals and reserves | 989 | 560 |
Gross deferred tax assets | 71,120 | 56,019 |
Deferred tax liabilities: | ||
Fixed assets and intangible assets | (78) | (99) |
Gross deferred tax liabilities | (78) | (99) |
Valuation allowance | (68,760) | (53,496) |
Net deferred tax assets | $ 2,282 | $ 2,424 |
Income Taxes (Details) - Sche_4
Income Taxes (Details) - Schedule of unrecognized tax benefits - SoundHound, Inc. [Member] - USD ($) | 12 Months Ended | |
Dec. 30, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of unrecognized tax benefits [Line Items] | ||
Beginning balance | $ 3,419,797 | $ 2,492,164 |
Change related to prior year positions | 0 | |
Change related to current year positions | $ 881,099,000 | 927,633 |
Ending balance | $ 3,419,797 |
Income Taxes (Details) - Sche_5
Income Taxes (Details) - Schedule of federal statutory rate - SoundHound, Inc. [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of federal statutory rate [Line Items] | ||
Federal statutory income tax rate | 21.00% | 21.00% |
State income tax rate, net of federal benefit | 1.63% | 1.50% |
Foreign withholding and income tax | (0.99%) | (0.39%) |
Research and development credits | 2.51% | 3.05% |
Non-deductible expenses (in Dollars) | $ (0.0461) | $ (0.0113) |
Prior year true-up | 2.48% | |
Change in valuation allowance (in Dollars) | $ (0.2044) | $ (0.2694) |
Other | (0.09%) | 0.18% |
Total | (0.99%) | (0.25%) |
Related Party Transactions (D_2
Related Party Transactions (Details) - Schedule of related party transactions - Revenue [Member] - SoundHound, Inc. [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | |
Revenue | $ 2,599 |
Accounts receivable | 1,709 |
Deferred revenue | 13,835 |
Other liabilities | $ 618 |
Organization and Significant _4
Organization and Significant Accounting Policies (Details) | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020USD ($) | Sep. 30, 2021 | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Organization and Significant Accounting Policies (Details) [Line Items] | ||||
Tenant improvement allowances | $ 1,098 | $ 1,098 | $ 89,000 | |
Accounts Receivable [Member] | ||||
Organization and Significant Accounting Policies (Details) [Line Items] | ||||
Number of customer | 2 | |||
Revenue percentage | 89.00% | 87.00% | ||
Revenue Benchmark [Member] | ||||
Organization and Significant Accounting Policies (Details) [Line Items] | ||||
Number of customer | 2 | 2 | 2 | |
Revenue percentage | 47.00% | 58.00% | ||
SoundHound, Inc. [Member] | ||||
Organization and Significant Accounting Policies (Details) [Line Items] | ||||
Net loss | $ 74,400,000 | $ 64,500,000 | ||
Accumulated deficit | $ 307,200,000 | 307,200,000 | ||
Short-term investments and restricted cash | 34,500,000 | 34,500,000 | ||
Number of customer | 4 | |||
Revenue percentage | 53.70% | |||
Allowance for Doubtful Accounts, Premiums and Other Receivables | 109,000 | 109,000 | $ 109,000 | |
Tenant improvement allowances | $ 1,100,000 | $ 1,100,000 | ||
SoundHound, Inc. [Member] | Accounts Receivable [Member] | ||||
Organization and Significant Accounting Policies (Details) [Line Items] | ||||
Number of customer | 2 | |||
Revenue percentage | 86.70% | |||
SoundHound, Inc. [Member] | Revenue Benchmark [Member] | ||||
Organization and Significant Accounting Policies (Details) [Line Items] | ||||
Revenue percentage | 42.80% |
Organization and Significant _5
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment [Line Items] | ||
Estimated useful lives, description | Lesser of useful life or the term of the lease | |
Software [Member] | ||
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Furniture and Fixtures [Member] | ||
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment [Line Items] | ||
Estimated useful lives | 5 years | 5 years |
Minimum [Member] | Computer Equipment [Member] | ||
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Maximum [Member] | Computer Equipment [Member] | ||
Organization and Significant Accounting Policies (Details) - Schedule of estimated useful lives of the company’s property and equipment [Line Items] | ||
Estimated useful lives | 4 years |
Revenue Recognition (Details)_3
Revenue Recognition (Details) - Schedule of revenue, classified by the major geographic region - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Total net revenues | $ 8,806 | $ 13,017 | $ 7,677 |
United States [Member] | |||
Revenues: | |||
Total net revenues | 2,610 | 3,538 | 5,247 |
Japan [Member] | |||
Revenues: | |||
Total net revenues | 2,559 | 3,496 | |
Korea [Member] | |||
Revenues: | |||
Total net revenues | 1,309 | 1,855 | 920 |
Germany [Member] | |||
Revenues: | |||
Total net revenues | 2,268 | 3,339 | 870 |
Other [Member] | |||
Revenues: | |||
Total net revenues | $ 60 | $ 789 | $ 640 |
Cash Equivalents (Details) - Sc
Cash Equivalents (Details) - Schedule of cash equivalents - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Amortized Cost [Member] | ||
Marketable Securities [Line Items] | ||
Money market mutual funds | $ 35,856 | |
Certificates of deposit | 230 | $ 230 |
Total cash equivalents | 36,086 | 31,229 |
Unrealized Loss [Member] | ||
Marketable Securities [Line Items] | ||
Money market mutual funds | (1) | |
Certificates of deposit | ||
Total cash equivalents | (1) | (6) |
Fair Value [Member] | ||
Marketable Securities [Line Items] | ||
Money market mutual funds | 35,855 | |
Certificates of deposit | 230 | 230 |
Total cash equivalents | $ 36,085 | $ 31,223 |
Fair Value Measurements (Deta_3
Fair Value Measurements (Details) - Schedule of table sets forth by level, within the fair value hierarchy - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Measurements (Details) - Schedule of table sets forth by level, within the fair value hierarchy [Line Items] | ||
Money market mutual funds | $ 35,855 | $ 16,408 |
Certificates of deposit | 1,290 | 230 |
Derivative liabilities | (2,380) | |
Redeemable convertible preferred stock warrants | (2,004) | (3,348) |
Total | 32,761 | |
Level 1 [Member] | ||
Fair Value Measurements (Details) - Schedule of table sets forth by level, within the fair value hierarchy [Line Items] | ||
Money market mutual funds | 35,855 | 16,408 |
Certificates of deposit | 1,290 | 230 |
Derivative liabilities | ||
Redeemable convertible preferred stock warrants | ||
Total | 37,145 | |
Level 2 [Member] | ||
Fair Value Measurements (Details) - Schedule of table sets forth by level, within the fair value hierarchy [Line Items] | ||
Money market mutual funds | ||
Certificates of deposit | ||
Derivative liabilities | ||
Redeemable convertible preferred stock warrants | ||
Total | ||
Level 3 [Member] | ||
Fair Value Measurements (Details) - Schedule of table sets forth by level, within the fair value hierarchy [Line Items] | ||
Money market mutual funds | ||
Certificates of deposit | ||
Derivative liabilities | (2,380) | |
Redeemable convertible preferred stock warrants | (2,004) | $ (3,348) |
Total | $ (4,384) |
Fair Value Measurements (Deta_4
Fair Value Measurements (Details) - Schedule of changes in the fair value of the company’s redeemable convertible preferred stock $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Derivative Liability [Member] | |
Fair Value Measurements (Details) - Schedule of changes in the fair value of the company’s redeemable convertible preferred stock [Line Items] | |
Balance | |
Initial fair value of the redemption feature | 6,481 |
Warrant exercise | |
Extinguishment of derivative liability associated with May Note (See Note 8) | (5,360) |
Change in fair value | 1,259 |
Balance | 2,380 |
Warrant Liability [Member] | |
Fair Value Measurements (Details) - Schedule of changes in the fair value of the company’s redeemable convertible preferred stock [Line Items] | |
Balance | 3,348 |
Initial fair value of the redemption feature | |
Warrant exercise | (1,931) |
Extinguishment of derivative liability associated with May Note (See Note 8) | |
Change in fair value | 587 |
Balance | $ 2,004 |
Property and Equipment, Net (_3
Property and Equipment, Net (Details) - Schedule of property and equipment, net - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | $ 33,156 | $ 32,488 | |
Less: Accumulated depreciation and amortization | (26,213) | (22,053) | |
Total | 6,943 | 10,435 | $ 14,053 |
Computer equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 20,341 | 19,867 | |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 8,528 | 8,335 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 3,567 | 3,560 | |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 720 | 720 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | $ 6 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of future minimum lease payments under operating and capital leases - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Leases [Member] | ||
Commitments and Contingencies (Details) - Schedule of future minimum lease payments under operating and capital leases [Line Items] | ||
2021 | $ 4,582 | $ 4,384 |
2022 | 4,122 | 4,505 |
2023 | 3,621 | 4,042 |
2024 | 3,342 | 3,541 |
2025 | 769 | 3,322 |
Total operating leases | 16,436 | 20,563 |
Less: amount representing interest | ||
Total lease obligations | 16,436 | 20,563 |
Current portion | (4,582) | (4,384) |
Noncurrent portion | 11,854 | 16,179 |
Capital Leases [Member] | ||
Commitments and Contingencies (Details) - Schedule of future minimum lease payments under operating and capital leases [Line Items] | ||
2021 | 2,568 | 3,461 |
2022 | 1,168 | 2,480 |
2023 | 92 | 1,085 |
2024 | 57 | 29 |
2025 | ||
Total capital leases | 3,885 | 7,055 |
Less: amount representing interest | (302) | (729) |
Total lease obligations | 3,583 | 6,326 |
Current portion | (2,331) | (2,981) |
Noncurrent portion | $ 1,252 | $ 3,345 |
Warrants (Details) - Schedule_2
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model - SoundHound, Inc. [Member] | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | |||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | 0.00% | |
Risk free interest rate | 0.64% | 1.11% | 0.93% | 1.58% | |
Expected volatility | 44.00% | 42.00% | 43.00% | 43.00% | |
Expected term (years) | 5 years 11 months 1 day | 6 years 3 days | 5 years 8 months 26 days | 6 years 10 days | |
April 2013 Series C Redeemable Convertible Preferred Stock [Member] | |||||
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | |||||
Expected dividend rate | 0.00% | ||||
Risk free interest rate | 0.14% | ||||
Expected volatility | 48.00% | ||||
Expected term (years) | 2 years 1 month 28 days | ||||
November 2013 Series C Redeemable Convertible Preferred [Member] | |||||
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | |||||
Expected dividend rate | 0.00% | ||||
Risk free interest rate | 0.16% | ||||
Expected volatility | 47.00% | ||||
Expected term (years) | 2 years 10 months 13 days | ||||
Series B Preferred Stock [Member] | |||||
Warrants (Details) - Schedule of stock warrants using the black-scholes-merton option pricing model [Line Items] | |||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | ||
Risk free interest rate | 0.11% | 0.11% | 1.58% | ||
Expected volatility | 41.00% | 41.00% | 42.00% | ||
Expected term (years) | 4 months 9 days | 4 months 9 days | 1 year 3 months |
Convertible Notes (Details)
Convertible Notes (Details) - SoundHound, Inc. [Member] - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2020 | Jun. 30, 2020 | May 31, 2020 | Dec. 31, 2020 | |
Convertible Notes (Details) [Line Items] | ||||
Cash proceeds | $ 15 | $ 25 | ||
Interest rate | 5.00% | 5.00% | ||
Maturity date | Jun. 26, 2022 | May 15, 2022 | ||
Percentage of discount | 20.00% | |||
Investors purchasing equity securities per share (in Dollars per share) | $ 0.8 | |||
Amount of qualified financing | $ 30 | $ 40 | ||
Convertible notes redemption features, description | Furthermore, upon a change of control event, the Company shall settle both the May Note and June Note in cash, pursuant to the following terms (“Redemption Features”):– 200% of the then outstanding principal amount of the respective note plus any unpaid accrued interest on the original principal of such note;– 100% of the then outstanding principal amount of the respective note plus any unpaid accrued interest on the original principal of such note, provided that if the change of control transaction closes between the Company and the Lender or an affiliate of the Lender. | |||
Issuance of fair value | $ 2.5 | $ 4.1 | ||
Total interest expense | $ 1.7 | |||
Amortization of debt discount | 1.1 | |||
Net proceeds | $ 40.3 | |||
Principal amount outstanding | 25 | |||
Accrued unpaid interest | $ 0.3 | |||
Converted shares (in Shares) | 766,293 | |||
Accrued net of unamortized discount | $ 21.6 | |||
Fair value of derivative liability | 5.4 | |||
Acquisition price | 30.7 | |||
Loss on extinguishment | $ 3.8 | |||
Unamortized debt discount | 1.9 | |||
Accrued interest | 0.4 | |||
Fair value of conversion feature | 2.4 | |||
Remeasurement of derivative liabilities | $ 1.2 |
Convertible Notes (Details) - S
Convertible Notes (Details) - Schedule of measurement include the probabilities of a qualified, non-qualified financing - SoundHound, Inc. [Member] | 12 Months Ended |
Dec. 31, 2020 | |
May Note [Member] | |
Convertible Notes (Details) - Schedule of measurement include the probabilities of a qualified, non-qualified financing [Line Items] | |
Term (years) | 2 months 15 days |
Discount rate | 8.16% |
Probability of financing | 90.00% |
May Note [Member] | August 2020 [Member] | |
Convertible Notes (Details) - Schedule of measurement include the probabilities of a qualified, non-qualified financing [Line Items] | |
Term (years) | |
Discount rate | |
Probability of financing | 100.00% |
June Note [Member] | |
Convertible Notes (Details) - Schedule of measurement include the probabilities of a qualified, non-qualified financing [Line Items] | |
Term (years) | 3 months 3 days |
Discount rate | 6.78% |
Probability of financing | 90.00% |
June Note [Member] | December 2020 [Member] | |
Convertible Notes (Details) - Schedule of measurement include the probabilities of a qualified, non-qualified financing [Line Items] | |
Term (years) | 1 month 17 days |
Discount rate | 4.34% |
Probability of financing | 65.00% |
Redeemable Convertible Prefer_5
Redeemable Convertible Preferred Stock (Details) - Schedule of redeemable convertible preferred stock authorized, issued and outstanding - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Conversion of Stock [Line Items] | |||
Shares Authorized | 26,316,129 | 18,022,277 | |
Shares Issued | 19,132,387 | 17,784,975 | |
Liquidation Preference | $ 284,047 | $ 234,014 | |
Carrying Value | $ 273,687 | $ 223,641 | |
Series A [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,438,670 | 3,438,670 | 3,438,670 |
Shares Issued | 3,438,670 | 3,438,670 | |
Liquidation Preference | $ 5,082 | $ 5,082 | $ 5,082 |
Carrying Value | $ 4,967 | $ 4,967 | $ 4,967 |
Series B Preferred Stock [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 6,065,646 | 6,065,646 | 6,065,646 |
Shares Issued | 6,065,646 | 5,964,072 | |
Liquidation Preference | $ 11,943 | $ 11,943 | $ 11,743 |
Carrying Value | $ 11,038 | $ 11,038 | $ 11,038 |
Series C [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,041,607 | 1,041,607 | 1,041,607 |
Shares Issued | 907,481 | 907,481 | |
Liquidation Preference | $ 6,089 | $ 6,089 | $ 6,089 |
Carrying Value | $ 6,021 | $ 6,021 | $ 6,021 |
Series C-1 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 798,399 | 798,399 | 800,000 |
Shares Issued | 798,399 | 798,399 | |
Liquidation Preference | $ 16,072 | $ 16,072 | $ 16,072 |
Carrying Value | $ 16,061 | $ 16,061 | $ 16,061 |
Series D [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,646,050 | 3,646,050 | 3,646,050 |
Shares Issued | 3,646,050 | 3,646,050 | |
Liquidation Preference | $ 95,027 | $ 95,027 | $ 95,027 |
Carrying Value | $ 85,648 | $ 85,648 | $ 85,648 |
Series D-1 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,515,152 | 1,515,152 | 1,515,152 |
Shares Issued | 1,515,152 | 1,515,152 | |
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 |
Carrying Value | $ 49,957 | $ 49,957 | $ 49,957 |
Series D-2 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,515,151 | 1,515,151 | 1,515,152 |
Shares Issued | 1,515,151 | 1,515,151 | |
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 |
Carrying Value | $ 49,949 | $ 49,949 | $ 49,949 |
Series D-3 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,750,000 | 3,750,000 | |
Shares Issued | 1,245,838 | ||
Liquidation Preference | $ 49,834 | $ 49,834 | |
Carrying Value | $ 50,046 | $ 50,046 | |
Series D-3A [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 4,545,454 | ||
Shares Issued | |||
Liquidation Preference | |||
Carrying Value |
Common Stock (Details) - Sche_2
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2008 |
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Stock options outstanding | 5,402,617,000 | 5,178,276,000 | 4,276,480 |
Stock incentive plan shares reserved for future issuance | 91,130,000 | 57,535,000 | 378,010 |
Total (in Dollars) | $ 24,951,615 | $ 24,502,324 | |
Series A Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 3,438,670,000 | 3,438,670,000 | |
Series B Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 6,065,646,000 | 6,065,646,000 | |
Series C Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 907,481,000 | 907,481,000 | |
Series C-1 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 798,399,000 | 798,399,000 | 798,399 |
Series D Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 3,646,050,000 | 3,646,050,000 | |
Series D-1 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,515,152,000 | 1,515,152,000 | 1,515,152 |
Series D-2 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,515,151,000 | 1,515,151,000 | 1,515,151 |
Series D-3 convertible preferred stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,245,838,000 | 1,245,838,000 | |
Series C Convertible Preferred Stock Warrants [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Series C convertible preferred stock warrants | 134,126,000 | 134,126,000 | 134,126 |
Stock Incentive Plan (Details_5
Stock Incentive Plan (Details) - Schedule of stock option activity - SoundHound, Inc. [Member] - USD ($) | 4 Months Ended | 9 Months Ended |
Dec. 31, 2020 | Sep. 30, 2021 | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | ||
Shares Available for Grant, Outstanding Beginning Balance | 378,010 | |
Outstanding Stock Options, Outstanding Beginning Balance | 4,276,480 | |
Weighted Average Exercise Price Per Share, Outstanding Beginning Balance (in Dollars per share) | $ 10.35 | |
Weighted Average Remaining Contractual Term (Years), Outstanding Beginning Balance | 6 years 5 months 8 days | 6 years 9 months |
Aggregate Intrinsic Value, Outstanding Beginning Balance (in Dollars) | $ 33,784,762 | $ 36,987,000 |
Shares Available for Grant, Authorized | 650,000 | 650,000 |
Outstanding Stock Options, Authorized | ||
Weighted Average Exercise Price Per Share, Authorized (in Dollars per share) | ||
Weighted Average Remaining Contractual Term (Years), Authorized | ||
Aggregate Intrinsic Value, Authorized (in Dollars) | ||
Shares Available for Grant, Granted | (1,446,350) | (936,542) |
Outstanding Stock Options, Granted | 1,446,350 | 936,542 |
Weighted Average Exercise Price Per Share, Granted (in Dollars per share) | $ 19.98 | $ 37.99 |
Weighted Average Remaining Contractual Term (Years), Granted | ||
Aggregate Intrinsic Value, Granted (in Dollars) | ||
Outstanding Stock Options, Exercised | (68,679) | (392,064) |
Weighted Average Exercise Price Per Share, Exercised (in Dollars per share) | $ 2.82 | $ 4.86 |
Aggregate Intrinsic Value, Exercised (in Dollars) | $ 1,138,159 | $ 6,851,000 |
Shares Available for Grant, Forfeited | 475,875 | |
Outstanding Stock Options, Forfeited | (475,875) | (320,137) |
Weighted Average Exercise Price Per Share, Forfeited (in Dollars per share) | $ 13.76 | $ 17.24 |
Weighted Average Remaining Contractual Term (Years), Forfeited | ||
Aggregate Intrinsic Value, Forfeited (in Dollars) | ||
Shares Available for Grant, Outstanding Eanding Balance | 57,535 | 91,130 |
Outstanding Stock Options, Outstanding Eanding Balance | 5,178,276 | 5,402,617 |
Weighted Average Exercise Price Per Share, Outstanding Eanding Balance (in Dollars per share) | $ 13.23 | $ 17.89 |
Weighted Average Remaining Contractual Term (Years), Outstanding Eanding Balance | 6 years 9 months | 6 years 10 months 13 days |
Aggregate Intrinsic Value, Outstanding Eanding Balance (in Dollars) | $ 36,986,641 | $ 128,904,000 |
Outstanding Stock Options, Options exercisable at December 31, 2020 | 3,222,699 | 3,122,639 |
Weighted Average Exercise Price Per Share, Options exercisable at December 31, 2020 (in Dollars per share) | $ 10.15 | $ 11.47 |
Weighted Average Remaining Contractual Term (Years), Options exercisable at December 31, 2020 | 5 years 3 months 21 days | 5 years 2 months 26 days |
Aggregate Intrinsic Value, Options exercisable at December 31, 2020 (in Dollars) | $ 32,936,645 | $ 94,561,000 |
Outstanding Stock Options, Vested and expected to vest at December 31, 2020 | 5,178,276 | |
Weighted Average Exercise Price Per Share, Vested and expected to vest at December 31, 2020 (in Dollars per share) | $ 13.23 | |
Weighted Average Remaining Contractual Term (Years), Vested and expected to vest at December 31, 2020 | 6 years 9 months | |
Aggregate Intrinsic Value, Vested and expected to vest at December 31, 2020 (in Dollars) | $ 36,986,641 |
Stock Incentive Plan (Details_6
Stock Incentive Plan (Details) - Schedule of stock options outstanding and exercisable - SoundHound, Inc. [Member] | 4 Months Ended |
Dec. 31, 2020shares | |
Option Outstanding Shares Outstanding [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 5,178,276 |
Option Outstanding Weighted Average Remaining Contractual Life (Years) [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 6 years 9 months |
Options Exercisable Shares Outstanding [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 3,222,699 |
Options Exercisable Weighted Average Remaining Contractual Life (Years) [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 5 years 3 months 21 days |
$ 1.66 – $6.45 [Member] | Option Outstanding Shares Outstanding [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 1,027,098 |
$ 1.66 – $6.45 [Member] | Option Outstanding Weighted Average Remaining Contractual Life (Years) [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 2 years 1 month 2 days |
$ 1.66 – $6.45 [Member] | Options Exercisable Shares Outstanding [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 1,027,098 |
$ 1.66 – $6.45 [Member] | Options Exercisable Weighted Average Remaining Contractual Life (Years) [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 2 years 1 month 2 days |
$ 6.46 – $13.34 [Member] | Option Outstanding Shares Outstanding [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 1,336,299 |
$ 6.46 – $13.34 [Member] | Option Outstanding Weighted Average Remaining Contractual Life (Years) [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 5 years 9 months 25 days |
$ 6.46 – $13.34 [Member] | Options Exercisable Shares Outstanding [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 1,293,393 |
$ 6.46 – $13.34 [Member] | Options Exercisable Weighted Average Remaining Contractual Life (Years) [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 5 years 9 months 14 days |
$ 13.35 – $15.34 [Member] | Option Outstanding Shares Outstanding [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 633,654 |
$ 13.35 – $15.34 [Member] | Option Outstanding Weighted Average Remaining Contractual Life (Years) [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 7 years 6 months 25 days |
$ 13.35 – $15.34 [Member] | Options Exercisable Shares Outstanding [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 414,566 |
$ 13.35 – $15.34 [Member] | Options Exercisable Weighted Average Remaining Contractual Life (Years) [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 7 years 6 months 18 days |
$ 15.35 – $19.31 [Member] | Option Outstanding Shares Outstanding [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 1,008,625 |
$ 15.35 – $19.31 [Member] | Option Outstanding Weighted Average Remaining Contractual Life (Years) [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 8 years 7 months 28 days |
$ 15.35 – $19.31 [Member] | Options Exercisable Shares Outstanding [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 360,705 |
$ 15.35 – $19.31 [Member] | Options Exercisable Weighted Average Remaining Contractual Life (Years) [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 8 years 7 months 13 days |
$ 19.32 – $20.37 [Member] | Option Outstanding Shares Outstanding [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 1,172,600 |
$ 19.32 – $20.37 [Member] | Option Outstanding Weighted Average Remaining Contractual Life (Years) [Member] | Options Outstanding [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 9 years 9 months 18 days |
$ 19.32 – $20.37 [Member] | Options Exercisable Shares Outstanding [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Shares Outstanding | 126,937 |
$ 19.32 – $20.37 [Member] | Options Exercisable Weighted Average Remaining Contractual Life (Years) [Member] | Options Exercisable [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 9 years 8 months 23 days |
Stock Incentive Plan (Details_7
Stock Incentive Plan (Details) - Schedule of weighted average calculated fair value of the options granted to employees - SoundHound, Inc. [Member] | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | |
Stock Incentive Plan (Details) - Schedule of weighted average calculated fair value of the options granted to employees [Line Items] | ||||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | 44.00% | 42.00% | 43.00% | 43.00% |
Expected term (years) | 5 years 11 months 1 day | 6 years 3 days | 5 years 8 months 26 days | 6 years 10 days |
Risk-free interest rate | 0.64% | 1.11% | 0.93% | 1.58% |
Stock Incentive Plan (Details_8
Stock Incentive Plan (Details) - Schedule of operations and comprehensive loss - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2008 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Research and development | $ 54,279 | $ 42,662 | $ 40,696 | $ 47,769 | $ 3,605 |
Sales and marketing | $ 4,739 | $ 3,243 | $ 3,657 | 5,392 | 414 |
General and administrative | 1,878 | ||||
Total | $ 3,328 | $ 5,897 |
Income Taxes (Details) - Sche_6
Income Taxes (Details) - Schedule of loss before provision for income taxes - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of loss before provision for income taxes [Line Items] | ||
United States | $ (73,056) | $ (64,207) |
International | (613) | (37) |
Loss before provision for income tax | $ (73,669) | $ (64,244) |
Income Taxes (Details) - Sche_7
Income Taxes (Details) - Schedule of provision for income tax consisted - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of provision for income tax consisted [Line Items] | |||||
State | $ 3 | $ 4 | |||
International | 594 | 2,673 | |||
Total provision, current | 597 | 2,677 | |||
Deferred | $ (2,424) | ||||
International | 141 | $ 1,035 | $ (1) | $ (2,282) | |
Total provision | $ 738 | $ 738 |
Income Taxes (Details) - Sche_8
Income Taxes (Details) - Schedule of deferred income tax assets and liabilities - SoundHound, Inc. [Member] - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | Aug. 31, 2020 | Dec. 31, 2019 |
Income Taxes (Details) - Schedule of deferred income tax assets and liabilities [Line Items] | ||||
Deferred tax assets: Net operating loss carryforwards | $ 54,527,000 | $ 42,490,000 | ||
Research and development credits | 9,035,000 | 7,163,000 | ||
Deferred revenue | 2,752,000 | 2,317,000 | ||
Contract liability | 2,282,000 | 2,424,000 | ||
Stock-based compensation | 1,036,000 | 695,000 | ||
Deferred rent | 378,000 | 370,000 | ||
Debt discount | $ 2,482 | 121,000 | $ 21,268 | |
Accruals and reserves | 989,000 | 560,000 | ||
Gross deferred tax assets | 71,120,000 | 56,019,000 | ||
Fixed assets and intangible assets | (78,000) | (99,000) | ||
Gross deferred tax liabilities | (78,000) | (99,000) | ||
Valuation allowance | (68,760,000) | (53,496,000) | ||
Net deferred tax assets | $ 2,282,000 | $ 2,424,000 |
Income Taxes (Details) - Sche_9
Income Taxes (Details) - Schedule of unrecognized tax benefits - SoundHound, Inc. [Member] - USD ($) | 12 Months Ended | |
Dec. 30, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of unrecognized tax benefits [Line Items] | ||
Beginning balance | $ 3,419,797,000 | |
Change related to prior year positions | $ 0 | |
Change related to current year positions | 881,099,000 | 927,633 |
Ending 2020 balance | $ 4,300,896,000 | $ 3,419,797,000 |
Income Taxes (Details) - Sch_10
Income Taxes (Details) - Schedule of federal statutory rate - SoundHound, Inc. [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) - Schedule of federal statutory rate [Line Items] | ||
Federal statutory income tax rate | 21.00% | 21.00% |
State income tax rate, net of federal benefit | 1.63% | 1.50% |
Foreign withholding and income tax | (0.99%) | (0.39%) |
Research and development credits | 2.51% | 3.05% |
Non-deductible expenses (in Dollars) | $ (0.0461) | $ (0.0113) |
Change in valuation allowance (in Dollars) | $ (0.2044) | $ (0.2694) |
Other | (0.09%) | 0.18% |
Total | (0.99%) | (0.25%) |
Related Party Transactions (D_3
Related Party Transactions (Details) - Schedule of related party transactions - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | |||||
Revenue | $ 13,017 | $ 15,850 | $ 8,806 | $ 7,677 | |
Accounts Receivable [Member] | |||||
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | |||||
Accounts receivable | 2,045 | $ 2,045 | |||
Deferred revenue [Member] | |||||
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | |||||
Deferred revenue | $ 16,785 | 16,785 | |||
Revenue [Member] | |||||
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | |||||
Revenue | $ 6,501 |
Organization (Details)
Organization (Details) - SoundHound, Inc. [Member] - USD ($) | 1 Months Ended | 9 Months Ended |
Aug. 31, 2020 | Sep. 30, 2021 | |
Organization (Details) [Line Items] | ||
Net loss | $ 3,775 | $ 56,893 |
Accumulated deficit | 364,082 | |
Cash and cash equivalents on hand | 27,259 | |
Goss proceeds | $ 244,000 |
Revenue Recognition (Details)_4
Revenue Recognition (Details) - Schedule of revenues under each performance - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of revenues under each performance [Abstract] | ||
Hosted services | $ 10,047 | $ 6,004 |
Professional services | 5,114 | 2,139 |
Traffic monetization | 689 | 663 |
Total | $ 15,850 | $ 8,806 |
Revenue Recognition (Details)_5
Revenue Recognition (Details) - Schedule of disaggregates revenue by geographic location - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total | $ 15,850 | |||
Germany [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 7,031 | |||
Unites States [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 3,593 | |||
Japan [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 2,874 | |||
Korea [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 1,180 | |||
Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | $ 1,172 | |||
SoundHound, Inc. [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | $ 8,806 | $ 13,017 | $ 7,677 | |
SoundHound, Inc. [Member] | Germany [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 2,268 | 3,339 | 870 | |
SoundHound, Inc. [Member] | Unites States [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 2,610 | 3,538 | 5,247 | |
SoundHound, Inc. [Member] | Japan [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 2,559 | 3,496 | ||
SoundHound, Inc. [Member] | Korea [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 1,309 | 1,855 | 920 | |
SoundHound, Inc. [Member] | Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | $ 60 | $ 789 | $ 640 |
Revenue Recognition (Details)_6
Revenue Recognition (Details) - Schedule of revenue recognition pattern - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue Recognition (Details) - Schedule of revenue recognition pattern [Line Items] | ||
Total | $ 15,850 | $ 8,806 |
Over Time Revenue [Member] | ||
Revenue Recognition (Details) - Schedule of revenue recognition pattern [Line Items] | ||
Total | 10,047 | 7,473 |
Point-In-Time [Member] | ||
Revenue Recognition (Details) - Schedule of revenue recognition pattern [Line Items] | ||
Total | $ 5,803 | $ 1,333 |
Revenue Recognition (Details)_7
Revenue Recognition (Details) - Schedule of Service - SoundHound, Inc. [Member] - Revenue Benchmark [Member] - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue Recognition (Details) - Schedule of Service [Line Items] | ||
Total | $ 15,850 | $ 8,806 |
Product Royalties [Member] | ||
Revenue Recognition (Details) - Schedule of Service [Line Items] | ||
Total | 13,636 | 6,891 |
Service Subscriptions [Member] | ||
Revenue Recognition (Details) - Schedule of Service [Line Items] | ||
Total | 1,176 | 879 |
Monetization [Member] | ||
Revenue Recognition (Details) - Schedule of Service [Line Items] | ||
Total | $ 1,038 | $ 1,036 |
Property and Equipment, Net (_4
Property and Equipment, Net (Details) - Schedule of property and equipment, net - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | $ 33,156 | $ 32,488 | |
Less: Accumulated depreciation and amortization | (26,213) | (22,053) | |
Total | 6,943 | 10,435 | $ 14,053 |
Computer equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 20,341 | 19,867 | |
Software and voice recordings [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 8,528 | 8,335 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 3,567 | 3,560 | |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | 720 | 720 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Total | $ 6 |
Convertible Notes and Notes P_3
Convertible Notes and Notes Payable (Details) - SoundHound, Inc. [Member] - USD ($) | 1 Months Ended | 4 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2021 | Nov. 30, 2020 | Aug. 31, 2020 | Jun. 30, 2020 | May 31, 2020 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | Mar. 31, 2021 | |
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Cash proceeds | $ 15,000 | $ 25,000 | ||||||||
Annual interest rate | 5.00% | 5.00% | 5.75% | |||||||
Maturity date | Jun. 26, 2022 | May 15, 2022 | ||||||||
Debt discount issue | $ 2,529 | $ 4,175 | $ 1,506 | |||||||
Interest expense | 1,496 | $ 1,201,000 | 4,725,000 | $ 1,665,000 | ||||||
Amortization of debt discount | 935 | |||||||||
Total proceeds | 30,000 | 40,000 | ||||||||
Aggregate proceeds | 2,500,000 | 4,100,000 | ||||||||
Outstanding principal balance | 15,000,000 | $ 25,000,000 | ||||||||
Converted shares (in Shares) | 766,293 | |||||||||
Net of unamortized discount | $ 21,268 | 121,000 | 2,482 | |||||||
Derivative liability at fair value | 5,360 | |||||||||
Acquisition price | 30,652 | |||||||||
Net loss | 3,775 | $ 56,893 | ||||||||
Borrowings | $ 30,000 | |||||||||
Issuance of warrants to purchase | $ 200,000 | |||||||||
Interest rate | 9.00% | |||||||||
Comprehensive loss | $ (74,402,000) | $ (56,892,000) | $ (58,075,000) | $ (64,436,000) | ||||||
Accrued interest | 766,293 | 225 | ||||||||
Debt discount amount | $ 1,344 | |||||||||
Agreement amount | $ 5,000 | |||||||||
Commitment | 15,000 | |||||||||
Convertible notes | $ 63,785 | 25,000,000 | ||||||||
Warrants amount (in Shares) | 1,643 | |||||||||
Amortized cost | $ 15,000 | |||||||||
Interest rate in percentage | 9.00% | |||||||||
Interest expense | $ 136 | |||||||||
Term of warrant | 5,000 | |||||||||
Short-term investment | 556 | |||||||||
Long-term Debt, Maturities, Repayments of Principal in Rolling Year Two and Three | 4,444 | |||||||||
March 2021 Note Payable [Member] | ||||||||||
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Comprehensive loss | 2,511 | |||||||||
Maximum [Member] | ||||||||||
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Bears interest value | 9.00% | |||||||||
Minimum [Member] | ||||||||||
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Bears interest value | 5.75% | |||||||||
Series D-3A redeemable convertible preferred stock [Member] | ||||||||||
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Aggregate proceeds | $ 40,300 | |||||||||
Outstanding principal balance | 25,000 | |||||||||
Unpaid interest | $ 288 | |||||||||
Minimum [Member] | ||||||||||
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Issuance of warrants to purchase | $ 127,570 | |||||||||
Maximum [Member] | ||||||||||
Convertible Notes and Notes Payable (Details) [Line Items] | ||||||||||
Annual interest rate | 9.00% |
Convertible Notes and Notes P_4
Convertible Notes and Notes Payable (Details) - Schedule of unamortized debt discount and fair value - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Convertible Notes and Notes Payable (Details) - Schedule of unamortized debt discount and fair value [Line Items] | ||
Unamortized debt discount | $ 987 | $ 1,922 |
Fair value of conversion feature | $ 3,470 | $ 2,380 |
Convertible Notes and Notes P_5
Convertible Notes and Notes Payable (Details) - Schedule of accrued interest and fair value remeasurement - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Convertible Notes and Notes Payable (Details) - Schedule of accrued interest and fair value remeasurement [Line Items] | ||
Accrued interest | $ 561 | $ 197 |
Remeasurement of conversion feature – gain/(loss) | $ (1,090) | $ (1,300) |
Convertible Notes and Notes P_6
Convertible Notes and Notes Payable (Details) - Schedule of the Company’s debt balances - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
March 2021 Note Payable [Member] | ||
Convertible Notes and Notes Payable (Details) - Schedule of the Company’s debt balances [Line Items] | ||
Notes payable, current portion | $ 30,000 | |
Convertible notes, net of current portion | ||
Unamortized loan discount | (1,344) | |
Carrying value | 28,656 | |
June 2020 Note [Member] | ||
Convertible Notes and Notes Payable (Details) - Schedule of the Company’s debt balances [Line Items] | ||
Notes payable, current portion | $ 15,000 | |
Convertible notes, net of current portion | ||
Convertible notes, face value | 15,000 | |
Unamortized loan discount | (1,006) | (1,942) |
Total | 13,994 | |
Carrying value | 13,994 | $ 13,058 |
Unamortized debt issuance cost (asset) | ||
June 2021 Note [Member] | ||
Convertible Notes and Notes Payable (Details) - Schedule of the Company’s debt balances [Line Items] | ||
Notes payable, current portion | 556 | |
Convertible notes, net of current portion | ||
Convertible notes, face value | 4,444 | |
Unamortized loan discount | ||
Total | 5,000 | |
Carrying value | 5,000 | |
Unamortized debt issuance cost (asset) | (1,506) | |
Toatal [Member] | ||
Convertible Notes and Notes Payable (Details) - Schedule of the Company’s debt balances [Line Items] | ||
Notes payable, current portion | 556 | |
Convertible notes, net of current portion | ||
Convertible notes, face value | 19,444 | |
Unamortized loan discount | (1,006) | |
Total | 18,994 | |
Carrying value | 18,994 | |
Unamortized debt issuance cost (asset) | $ (1,506) |
Fair Value Measurements (Deta_5
Fair Value Measurements (Details) - Schedule of the fair value of the Company’s financial instruments - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Level 1 [Member] | ||
Assets: | ||
Cash equivalents | $ 4,862 | $ 35,856 |
Liabilities: | ||
Total | 4,862 | 35,856 |
Level 1 [Member] | Derivative Liability [Member] | ||
Liabilities: | ||
Total | ||
Level 1 [Member] | Warrant Liability [Member] | ||
Liabilities: | ||
Total | ||
Level 2 [Member] | ||
Assets: | ||
Cash equivalents | ||
Liabilities: | ||
Total | ||
Level 2 [Member] | Derivative Liability [Member] | ||
Liabilities: | ||
Total | ||
Level 2 [Member] | Warrant Liability [Member] | ||
Liabilities: | ||
Total | ||
Level 3 [Member] | ||
Assets: | ||
Cash equivalents | ||
Liabilities: | ||
Total | (8,175) | (4,384) |
Level 3 [Member] | Derivative Liability [Member] | ||
Liabilities: | ||
Total | (3,470) | (2,380) |
Level 3 [Member] | Warrant Liability [Member] | ||
Liabilities: | ||
Total | $ (4,705) | $ (2,004) |
Fair Value Measurements (Deta_6
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes - SoundHound, Inc. [Member] | 3 Months Ended | 4 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes [Line Items] | |||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | 0.00% | |||
Risk-free interest rate | 0.64% | 1.11% | 0.93% | 1.58% | |||
Expected volatility | 44.00% | 42.00% | 43.00% | 43.00% | |||
Expected term (in years) | 5 years 11 months 1 day | 6 years 3 days | 5 years 8 months 26 days | 6 years 10 days | |||
Note Payable Common Stock Warrants [Member] | |||||||
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes [Line Items] | |||||||
Expected dividend rate | 0.00% | ||||||
Risk-free interest rate | 1.74% | ||||||
Expected volatility | 47.00% | ||||||
Expected term (in years) | 10 years | 10 years | |||||
Note Common Stock Warrants [Member] | |||||||
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes [Line Items] | |||||||
Expected dividend rate | 0.00% | ||||||
Risk-free interest rate | 1.51% | ||||||
Expected volatility | 47.00% | ||||||
Series B Preferred Stock Warrants [Member] | |||||||
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes [Line Items] | |||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | ||||
Risk-free interest rate | 0.11% | 0.11% | 1.58% | ||||
Expected volatility | 41.00% | 41.00% | 42.00% | ||||
Expected term (in years) | 4 months 9 days | 4 months 9 days | 1 year 3 months | ||||
April 2013 Series C Redeemable Convertible Preferred Stock [Member] | |||||||
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes [Line Items] | |||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | ||||
Risk-free interest rate | 0.17% | 0.14% | 1.62% | ||||
Expected volatility | 39.00% | 48.00% | 40.00% | ||||
Expected term (in years) | 1 year 4 months 28 days | 2 years 1 month 28 days | 3 years 1 month 28 days | ||||
November 2013 Series C Redeemable Convertible Preferred [Member] | |||||||
Fair Value Measurements (Details) - Schedule of company determined the fair value of the Series B preferred stock warrants using the Black-Scholes [Line Items] | |||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | ||||
Risk-free interest rate | 0.31% | 0.16% | 1.64% | ||||
Expected volatility | 46.00% | 47.00% | 41.00% | ||||
Expected term (in years) | 2 years 1 month 13 days | 2 years 10 months 13 days | 3 years 10 months 13 days |
Fair Value Measurements (Deta_7
Fair Value Measurements (Details) - Schedule to determine the fair value of the embedded derivative - SoundHound, Inc. [Member] | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Measurements (Details) - Schedule to determine the fair value of the embedded derivative [Line Items] | ||
Weighted average term (years) | 5 months 23 days | 3 months 3 days |
Weighted average discount rate | 25.00% | 8.63% |
Fair Value Measurements (Deta_8
Fair Value Measurements (Details) - Schedule of changes in fair value of the Company’s derivative liability - SoundHound, Inc. [Member] - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative Liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance beginning | $ 2,380 | |
Extinguishment of derivative liability | 1,160 | |
Change in fair value | 1,090 | 1,300 |
Balance ending | 3,470 | 2,460 |
Warrant Liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance beginning | 2,004 | 3,348 |
Extinguishment of derivative liability | ||
Change in fair value | 2,701 | 593 |
Balance ending | $ 4,705 | $ 3,941 |
Redeemable Convertible Prefer_6
Redeemable Convertible Preferred Stock (Details) - Schedule of redeemable convertible preferred stock authorized, issued, and outstanding - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Conversion of Stock [Line Items] | |||
Shares Authorized | 26,316,129 | 18,022,277 | |
Liquidation Preference | $ 284,047 | $ 234,014 | |
Carrying Value | $ 273,687 | $ 223,641 | |
Redeemable Convertible Preferred Stock [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 26,316,129 | ||
Shares Issued | 19,132,387 | ||
Liquidation Preference | $ 284,047 | ||
Carrying Value | $ 273,687 | ||
Series A [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,438,670 | 3,438,670 | 3,438,670 |
Shares Issued | 3,438,670 | ||
Liquidation Preference | $ 5,082 | $ 5,082 | $ 5,082 |
Carrying Value | $ 4,967 | $ 4,967 | $ 4,967 |
Series B [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 6,065,646 | 6,065,646 | 6,065,646 |
Shares Issued | 6,065,646 | ||
Liquidation Preference | $ 11,943 | $ 11,943 | $ 11,743 |
Carrying Value | $ 11,038 | $ 11,038 | $ 11,038 |
Series C [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,041,607 | 1,041,607 | 1,041,607 |
Shares Issued | 907,481 | ||
Liquidation Preference | $ 6,089 | $ 6,089 | $ 6,089 |
Carrying Value | $ 6,021 | $ 6,021 | $ 6,021 |
Series C-1 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 798,399 | 798,399 | 800,000 |
Shares Issued | 798,399 | ||
Liquidation Preference | $ 16,072 | $ 16,072 | $ 16,072 |
Carrying Value | $ 16,061 | $ 16,061 | $ 16,061 |
Series D [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,646,050 | 3,646,050 | 3,646,050 |
Shares Issued | 3,646,050 | ||
Liquidation Preference | $ 95,027 | $ 95,027 | $ 95,027 |
Carrying Value | $ 85,648 | $ 85,648 | $ 85,648 |
Series D-1 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,515,152 | 1,515,152 | 1,515,152 |
Shares Issued | 1,515,152 | ||
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 |
Carrying Value | $ 49,957 | $ 49,957 | $ 49,957 |
Series D-2 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 1,515,151 | 1,515,151 | 1,515,152 |
Shares Issued | 1,515,151 | ||
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 |
Carrying Value | $ 49,949 | $ 49,949 | $ 49,949 |
Series D-3 [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 3,750,000 | 3,750,000 | |
Shares Issued | 1,245,838 | ||
Liquidation Preference | $ 49,834 | $ 49,834 | |
Carrying Value | $ 50,046 | $ 50,046 | |
Series D-3A [Member] | |||
Conversion of Stock [Line Items] | |||
Shares Authorized | 4,545,454 | ||
Shares Issued | |||
Liquidation Preference | |||
Carrying Value |
Common Stock (Details) - Sche_3
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance - SoundHound, Inc. [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2008 |
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Common stock warrants (in Dollars) | $ 191,355 | ||
Stock options outstanding | 5,402,617,000 | 5,178,276,000 | 4,276,480 |
Stock incentive plan shares reserved for future issuance | 91,130,000 | 57,535,000 | 378,010 |
Total (in Dollars) | $ 24,951,615 | $ 24,502,324 | |
Series A Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 3,438,670,000 | 3,438,670,000 | |
Series B Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 6,065,646,000 | 6,065,646,000 | |
Series C Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 907,481,000 | 907,481,000 | |
Series C-1 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 798,399,000 | 798,399,000 | 798,399 |
Series D Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 3,646,050,000 | 3,646,050,000 | |
Series D-1 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,515,152,000 | 1,515,152,000 | 1,515,152 |
Series D-2 Convertible Preferred Stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,515,151,000 | 1,515,151,000 | 1,515,151 |
Series D-3 convertible preferred stock [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Convertible preferred stock | 1,245,838,000 | 1,245,838,000 | |
Series C Convertible Preferred Stock Warrants [Member] | |||
Common Stock (Details) - Schedule of company has reserved shares of common stock for future issuance [Line Items] | |||
Series C convertible preferred stock warrants | 134,126,000 | 134,126,000 | 134,126 |
Stock Incentive Plan (Details_9
Stock Incentive Plan (Details) - Schedule of stock option activity - SoundHound, Inc. [Member] - USD ($) | 4 Months Ended | 9 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 14, 2020 | |
Stock Incentive Plan (Details) - Schedule of stock option activity [Line Items] | |||
Shares Available for Grant, Outstanding Beginning Balance | 57,535 | 378,010 | |
Outstanding Stock Options, Outstanding Beginning Balance | 5,178,276 | 4,276,480 | |
Weighted Average Exercise Price Per Share, Outstanding Beginning Balance (in Dollars per share) | $ 13.23 | ||
Weighted Average Remaining Contractual Term (Years), Outstanding Beginning Balance | 6 years 5 months 8 days | 6 years 9 months | |
Aggregate Intrinsic Value, Outstanding Beginning Balance (in Dollars) | $ 33,784,762 | $ 36,987,000 | |
Shares Available for Grant, Authorized | 650,000 | 650,000 | |
Shares Available for Grant, Granted | (936,542) | ||
Outstanding Stock Options, Granted | 1,446,350 | 936,542 | |
Weighted Average Exercise Price Per Share, Granted (in Dollars per share) | $ 19.98 | $ 37.99 | |
Outstanding Stock Options, Options exercised | (68,679) | (392,064) | |
Weighted Average Exercise Price Per Share, Options exercised (in Dollars per share) | $ 2.82 | $ 4.86 | |
Average Intrinsic Value, Options exercised (in Dollars) | $ 1,138,159 | $ 6,851,000 | |
Shares Available for Grant, Awards forfeited or cancelled | 320,137 | ||
Outstanding Stock Options, Awards forfeited or cancelled | (475,875) | (320,137) | |
Weighted Average Exercise Price Per Share, Awards forfeited or cancelled (in Dollars per share) | $ 13.76 | $ 17.24 | |
Shares Available for Grant, Oustanding Eanding Balance | 57,535 | 91,130 | |
Outstanding Stock Options, Oustanding Eanding Balance | 5,178,276 | 5,402,617 | |
Weighted Average Exercise Price Per Share, Oustanding Eanding Balance (in Dollars per share) | $ 13.23 | $ 17.89 | |
Weighted Average Remaining Contractual Term (Years), Oustanding Eanding Balance | 6 years 9 months | 6 years 10 months 13 days | |
Average Intrinsic Value, Oustanding Eanding Balance (in Dollars) | $ 36,986,641 | $ 128,904,000 | |
Outstanding Stock Options, Options excercisable as of September 30, 2021 | 3,222,699 | 3,122,639 | |
Weighted Average Exercise Price Per Share, Options excercisable as of September 30, 2021 (in Dollars per share) | $ 10.15 | $ 11.47 | |
Weighted Average Remaining Contractual Term (Years), Options excercisable as of September 30, 2021 | 5 years 3 months 21 days | 5 years 2 months 26 days | |
Average Intrinsic Value, Options excercisable as of September 30, 2021 (in Dollars) | $ 32,936,645 | $ 94,561,000 |
Stock Incentive Plan (Detail_10
Stock Incentive Plan (Details) - Schedule of weighted average calculated fair value of the options granted to employees - SoundHound, Inc. [Member] - $ / shares | 4 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | |
Stock Incentive Plan (Details) - Schedule of weighted average calculated fair value of the options granted to employees [Line Items] | ||||
Fair Value of Common Stock (in Dollars per share) | $ 41.75 | $ 20.37 | ||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | 44.00% | 42.00% | 43.00% | 43.00% |
Expected term (years) | 5 years 11 months 1 day | 6 years 3 days | 5 years 8 months 26 days | 6 years 10 days |
Risk free interest rate | 0.64% | 1.11% | 0.93% | 1.58% |
Stock Incentive Plan (Detail_11
Stock Incentive Plan (Details) - Schedule of operations and comprehensive loss - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Research and development | $ 2,955 | $ 2,410 | $ 2,221 |
Sales and marketing | 288 | 295 | |
General and administrative | 806 | 1,717 | |
Total | $ 4,049 | $ 4,423 |
Leases (Details)
Leases (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
SoundHound, Inc. [Member] | ||
Leases (Details) [Line Items] | ||
Operating Leases, Rent Expense, Net | $ 2,466 | $ 3,166 |
Leases (Details) - Schedule of
Leases (Details) - Schedule of minimum lease payments - SoundHound, Inc. [Member] $ in Thousands | Dec. 31, 2021USD ($) |
Operating Lease [Member] | |
Leases (Details) - Schedule of minimum lease payments [Line Items] | |
Remainder of 2021 | $ 863 |
2022 | 3,591 |
2023 | 3,630 |
2024 | 3,315 |
2025 | 962 |
Thereafter | 2,358 |
Total | 14,719 |
Less: imputed interest | (1,936) |
Present value of lease liabilities | 12,783 |
Less: current portion | (3,298) |
Lease liabilities, net of current portion | 9,485 |
Finance Lease [Member] | |
Leases (Details) - Schedule of minimum lease payments [Line Items] | |
Remainder of 2021 | 607 |
2022 | 1,265 |
2023 | 190 |
2024 | 122 |
2025 | 12 |
Thereafter | |
Total | 2,196 |
Less: imputed interest | (152) |
Present value of lease liabilities | 2,044 |
Less: current portion | (1,636) |
Lease liabilities, net of current portion | $ 408 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of weighted average remaining lease term and the weighted average discount rate - SoundHound, Inc. [Member] | Sep. 30, 2021 |
Operating Lease [Member] | |
Leases (Details) - Schedule of weighted average remaining lease term and the weighted average discount rate [Line Items] | |
Weighted-average remaining lease term (years) | 4 years 7 months 6 days |
Weighted-average discount rate | 5.92% |
Finance Lease [Member] | |
Leases (Details) - Schedule of weighted average remaining lease term and the weighted average discount rate [Line Items] | |
Weighted-average remaining lease term (years) | 1 year 3 months |
Weighted-average discount rate | 9.79% |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of comprise lease expenses - SoundHound, Inc. [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Operating Lease [Member] | |
Leases (Details) - Schedule of comprise lease expenses [Line Items] | |
Operating lease cost | $ 2,466 |
Short-term lease cost | 69 |
Total | 2,535 |
Finance Lease [Member] | |
Leases (Details) - Schedule of comprise lease expenses [Line Items] | |
Amortization of finance leased assets | 1,815 |
Interest of lease liabilities | 208 |
Total | $ 2,023 |
Other Expense, Net (Details) -
Other Expense, Net (Details) - Schedule of condensed consolidated statements of operations and comprehensive loss - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Other expense, net | ||
Interest income | $ 6 | $ 160 |
Change in fair value of derivative and warrant liability | (3,791) | (1,893) |
Loss on extinguishment of convertible note | (3,775) | |
Other expense, net | (496) | (40) |
Total other expense, net | $ (4,281) | $ (5,548) |
Net Loss Per Share (Details) -
Net Loss Per Share (Details) - Schedule of the calculation of basic and diluted net loss per share - SoundHound, Inc. [Member] - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||
Net loss | $ (56,893) | $ (58,081) |
Less: Deemed dividend related to the exchange of redeemable convertible preferred stock series D-3A for redeemable convertible preferred stock series D-3 | (3,182) | |
Net loss attibutable to common stockholders | $ (56,893) | $ (61,263) |
Denominator: | ||
Weighted-average shares outstanding – Basic and Dilutive (in Shares) | 12,062,343 | 11,767,970 |
Basic and Diluted Net Loss Per Share (in Dollars per share) | $ (4.72) | $ (5.21) |
Net Loss Per Share (Details) _2
Net Loss Per Share (Details) - Schedule of outstanding shares of potentially dilutive securities - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of outstanding shares of potentially dilutive securities [Abstract] | ||
Stock Options | $ 5,402,617 | $ 4,367,677 |
Series B convertible preferred stock warrants | 101,574 | |
Series C convertible preferred stock warrants | 134,126 | |
Common stock warrants | $ 191,355 | |
Redeemable convertible preferred stock | 19,132,387 | 19,005,813 |
Total | $ 24,860,485 | $ 23,475,064 |
Related Party Transactions (D_4
Related Party Transactions (Details) - Schedule of related party transactions - SoundHound, Inc. [Member] - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | ||||
Deferred revenue | $ 11,259 | $ 5,301 | ||
Accounts Receivable [Member] | ||||
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | ||||
Accounts receivable | 3,777 | $ 2,083 | ||
Deferred revenue [Member] | ||||
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | ||||
Deferred revenue | 16,376 | $ 16,787 | ||
Revenue [Member] | ||||
Related Party Transactions (Details) - Schedule of related party transactions [Line Items] | ||||
Revenue | $ 5,238 | $ 4,074 | ||
Deferred revenue | $ 13,835 |