UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
(Exact name of registrant as specified in its charter)
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including
area code:
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act.
| Item 2.02. | Results of Operations and Financial Condition. |
On March 18, 2024, Auddia Inc. (the “Company”) issued a press release regarding its recent capital raising activities. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
As described in such press release, the Company has recently closed on approximately $3.5 million of new capital by selling 1.3 million shares of common stock pursuant to the Company’s existing equity line facility.
Following the recent equity line activity, the Company’s outstanding shares of common stock have increased to 2,150,337 common shares outstanding as of March 15, 2024.
| Item 7.01 | Regulation FD Disclosure. |
The information set forth under Item 2.02 is incorporated by reference into this Item 7.01.
The information in Items 2.02 and 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
|
Exhibit Number |
Description | |
| 99.1 | ||
| 104 | Cover Page Interactive Data File |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AUDDIA INC. | ||
March 18, 2024 |
By: | /s/ John Mahoney |
| Name: John Mahoney | ||
| Title: Chief Financial Officer | ||
| 3 |
Exhibit 99.1
Auddia Announces New $3.5M Financing
Proceeds will advance the recently announced enhanced podcast initiatives and support faidr 3.1 UX improvements
New financing better positions the Company for its ongoing M&A strategy
Financing secured without providing warrant coverage
BOULDER, CO / March 18, 2024 / Auddia Inc. (NASDAQ:AUUD) (NASDAQ:AUUDW) ("Auddia" or the "Company"), developer of a proprietary AI platform for audio and innovative technologies for podcasts that is reinventing how consumers engage with audio, today announced that it has closed on $3.5M of new financing by selling 1.3M common shares from its previously announced equity line.
“We have a number of product enhancements to faidr that are in our pipeline in addition to the innovative Seamless Play and Forward+ capabilities we announced as part of our Enhanced Podcasts suite last week.”, said Theo Romeo, Chief Product Marketing Officer for Auddia. “This financing allows us to lock these products into our roadmap in an ongoing effort to improve the user experience and performance metrics.”
Management believes that by strengthening the balance sheet and improving the premium listening experience available on faidr, which includes commercial free AM/FM listening with the ability to skip content and the enhanced podcast listening experiences facilitated by Seamless Play and Forward+, that the Company is better positioned to execute on its M&A strategy.
“One of the key synergies that makes our M&A strategy so attractive is upselling premium subscriptions to consumers already listening to standard AM/FM streams and podcasts,” said Michael Lawless, Auddia CEO. “We expect that everything we do to enhance the premium experience on faidr will translate directly to increased subscriptions not only from our own user base but from the user bases we are able to acquire and those we are able to reach through our upcoming SAAS offerings.”
Following the equity line activity described above, the Company has 2,150,337 common shares outstanding as of March 15, 2024.
About Auddia Inc.
Auddia, through its proprietary AI platforms for audio is reinventing how consumers engage with AM/FM radio, podcasts, music, and other audio content. Auddia’s flagship audio superapp, called faidr, brings three industry firsts to the audio-streaming landscape: subscription-based, ad-free listening on any AM/FM radio station; podcasts with interactive digital feeds that support deeper stories and create new revenue streams for podcasters; and a proprietary chat interface for music. faidr also delivers exclusive content and playlists, and showcases exciting new artists, hand-picked by curators and DJs. All differentiated offerings address large and rapidly growing audiences.
For more information visit: www.auddia.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about the Company's current expectations about future results, performance, prospects and opportunities. Statements that are not historical facts, such as "anticipates," "believes" and "expects" or similar expressions, are forward-looking statements. These forward-looking statements are based on the current plans and expectations of management and are subject to a number of uncertainties and risks that could significantly affect the Company's current plans and expectations, as well as future results of operations and financial condition. These and other risks and uncertainties are discussed more fully in our filings with the Securities and Exchange Commission. Readers are encouraged to review the section titled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, as well as other disclosures contained in the Annual Report and subsequent filings made with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Investor Relations:
Kirin Smith, President
PCG Advisory, Inc.
ksmith@pcgadvisory.com
www.pcgadvisory.com
Cover |
Mar. 18, 2024 |
|---|---|
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Mar. 18, 2024 |
| Entity File Number | 001-40071 |
| Entity Registrant Name | AUDDIA INC. |
| Entity Central Index Key | 0001554818 |
| Entity Tax Identification Number | 45-4257218 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 2100 Central Avenue |
| Entity Address, Address Line Two | Suite 200 |
| Entity Address, City or Town | Boulder |
| Entity Address, State or Province | CO |
| Entity Address, Postal Zip Code | 80301 |
| City Area Code | (303) |
| Local Phone Number | 219-9771 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | true |
| Elected Not To Use the Extended Transition Period | false |
| Common Stock [Member] | |
| Title of 12(b) Security | Common Stock |
| Trading Symbol | AUUD |
| Security Exchange Name | NASDAQ |
| Common Stock Warrants | |
| Title of 12(b) Security | Common Stock Warrants |
| Trading Symbol | AUUDW |
| Security Exchange Name | NASDAQ |