Auddia and Thramann Holdings Finalize Merger Agreement
Auddia announced that in a follow up to the business combination LOI previously announced in August 2025, the Company's board, acting upon the recommendation of its special committee of independent directors, has approved a definitive merger agreement for a business combination between Auddia and Thramann Holdings. Thramann Holdings is a privately held holding company that controls LT350, Influence Healthcare, and Voyex, three early stage AI-native companies founded by Jeff Thramann. Upon closing of the transaction, Auddia will be renamed McCarthy Finney and trade under its new MCFN ticker. Auddia will become a fully owned subsidiary and each of the three Thramann Holdings entities will also be fully owned by McCarthy Finney. Jeff Thramann will remain as CEO of McCarthy Finney and John Mahoney will remain as CFO. Auddia's current board members are expected to continue as members of the board of the combined company. Auddia shareholders are expected to own 20% of McCarthy Finney at closing with 80% of the combined company expected to be owned at closing by Jeff Thramann. The closing of the merger will be conditioned on Auddia having at least $12M cash on hand at closing in order to provide cash runway to fund McCarthy Finney to key future business milestones. Based on a discounted cash flow analysis of McCarthy Finney's forward looking 10-year pro forma completed by management, the Company estimates the base case valuation of McCarthy Finney to be $250M. Financial statements and other detailed financial disclosures about McCarthy Finney and its portfolio companies will be included in the relevant materials that Auddia intends to file with the SEC, including a registration statement on Form S-4.
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- Warrant Expiration: Auddia Inc.'s publicly traded warrants expired at 5:00 PM ET on February 19, 2026, and any unexercised warrants are void, indicating potential challenges in the company's financing strategy.
- Trading Cessation: Trading in the warrants ceased at market close on February 18, 2026, reflecting diminished investor interest in this financial instrument, which may impact the company's future capital structure.
- Business Combination Progress: Auddia is executing a transformational business combination that will result in the formation of McCarthy Finney, Inc., which will provide AI and Web3 shared services to its subsidiaries, showcasing the company's strategic positioning in technology.
- Future Outlook: Upon completion of the merger, McCarthy Finney will trade under the ticker MCFN on Nasdaq, indicating the company's efforts to enhance market competitiveness and attract investor attention through new business models.
- Warrant Expiration: Auddia Inc.'s publicly traded warrants expired at 5:00 PM ET on February 19, 2026, with trading ceasing on February 18, indicating a strategic adjustment in the company's capital structure as unexercised warrants became void and worthless.
- Merger Progress: The company is executing a transformational business combination that will result in the formation of McCarthy Finney, Inc., which will provide AI and Web3 shared services to its subsidiaries, reflecting a strategic direction towards technology integration.
- Stock Trading Continuity: Despite the expiration of the warrants, Auddia's common stock will continue to trade on Nasdaq under the symbol AUUD, indicating the stability of the company's core business and market confidence.
- Innovative Platform Launch: Auddia is redefining consumer engagement with audio content through its AI platform and Discovr Radio music promotion platform, which is expected to enhance artist and label exposure in the market, further boosting the company's competitiveness in the audio industry.
- Warrant Expiration Impact: Auddia announced that its publicly traded warrants expired on February 19, 2026, leading to the cessation of trading on February 18, 2026, which voided any unexercised warrants and diminished investor confidence, contributing to the stock's decline.
- Market Performance Weakness: As Auddia shares fell, the broader market also showed weakness, with the S&P 500 down 0.24% and Nasdaq down 0.34%, indicating that company-specific factors may be influencing its stock performance.
- Technical Analysis Indicates Weakness: The stock is currently trading 8.11% below its 20-day simple moving average and 12.5% below its 100-day SMA, suggesting a bearish trend in the short to medium term, with shares closer to their 52-week lows than highs.
- Earnings Expectations: Auddia is set to report earnings on March 4, 2026, with an EPS estimate of 31 cents (down from 35 cents) and a revenue estimate of $0.00 million, highlighting challenges in revenue growth for the company.
- Market Performance: U.S. stocks broadly rose on Wednesday, with the Nasdaq Composite gaining over 1% and the Dow up 0.57% to close at 49,814.98, indicating positive market sentiment and increased investor confidence.
- Sector Dynamics: Energy stocks rose by 1.6% on Wednesday, reflecting optimistic expectations for energy demand, while real estate stocks fell by 1.2% on Tuesday, highlighting challenges faced by the sector amid market uncertainties.
- Durable Goods Orders: U.S. durable goods orders fell by 1.4% month-over-month in December, contrasting sharply with a revised 5.4% gain in November, suggesting a potential slowdown in economic growth that could impact future consumer and investment decisions.
- Commodity Markets: Oil prices increased by 4.2% to $64.93 per barrel, gold rose by 2.3% to $5,020.40, and silver climbed 6.2% to $78.120, indicating a rising demand for commodities as investors seek safe-haven assets.
- Market Performance: U.S. stocks opened higher on Wednesday, with the Dow Jones index gaining approximately 100 points, or 0.21%, reaching 49,637.82, indicating positive market sentiment.
- Sector Dynamics: Energy shares rose by 1.3% on Wednesday, while real estate stocks fell by 0.8%, reflecting a divergence in performance across different sectors.
- Company Earnings: Analog Devices Inc reported first-quarter earnings of $2.46 per share, exceeding analyst expectations of $2.31, with quarterly sales of $3.16 billion also surpassing the forecast of $3.117 billion, showcasing the company's strong financial performance.
- Commodity Markets: On Wednesday, oil prices increased by 2.9% to $64.13 per barrel, gold rose by 1.8% to $4,994.30, and silver climbed 5% to $77.235, indicating heightened activity in the commodities market.

- Merger Agreement: Auddia Inc. has entered into a definitive merger agreement with Colorado-based Thramann Holdings, signaling a strategic shift as it plans to restructure into a new entity named McCarthy Finney, with the transaction expected to close in Q2 2026.
- Shareholder Equity Distribution: Post-merger, Auddia shareholders will own approximately 20% of the new company, with a base case discounted cash flow valuation estimated at $250 million, indicating significant potential value and market confidence in the merger.
- Financial Conditions: The transaction requires Auddia to maintain at least $12 million in cash at closing to support future business milestones, underscoring the company's financial stability during the merger process.
- Market Performance Analysis: Despite an 88.90% decline in Auddia's stock price over the past 12 months, shares surged 70.10% in premarket trading following the merger announcement, reflecting a positive market reaction and short-term strength.









