Auddia Announces Pricing of $12 Million Public Offering

Auddia (NASDAQ: AUUD) priced a best-efforts public offering of 5,084,745 common shares (or equivalents) and warrants to purchase up to 5,084,745 shares, at a combined public offering price of $2.36 per share and accompanying warrant.

Rhea-AI Summary

Auddia (NASDAQ: AUUD) priced a best-efforts public offering of 5,084,745 common shares (or equivalents) and warrants to purchase up to 5,084,745 shares, at a combined public offering price of $2.36 per share and accompanying warrant.

The aggregate gross proceeds are expected to be approximately $12 million before placement agent fees and expenses; closing is expected on or about April 27, 2026, subject to customary conditions. The company intends to use net proceeds for working capital and general corporate purposes.

Positive

• Aggregate gross proceeds of $12.0 million
• Offering registered on Form S-1 declared effective April 23, 2026
• Warrants exercisable immediately, enabling potential additional equity proceeds

Negative

• Issuance of 5,084,745 shares plus warrants creates potential dilution
• Gross proceeds stated before placement agent fees and offering expenses
• Offering priced at $2.36 per share may reflect near-term capital need

Argus Apr 24 session

-63.83% close to close Open Argus

Details

News Market Reaction – AUUD

On Apr 24, the day this news came out, AUUD closed 63.83% below the previous close.

Data tracked by StockTitan Argus for the Apr 24 session.

Key Figures

Shares offered: 5,084,745 shares Warrants offered: 5,084,745 warrants Offering price: $2.36 per share +5 more

Shares offered

5,084,745 shares

Common stock (or equivalents) in public offering

Warrants offered

5,084,745 warrants

Warrants to purchase common stock in offering

Offering price

$2.36 per share

Combined price per share (or equivalent) and accompanying warrant

Warrant exercise price

$2.36 per share

Exercise price of warrants issued in offering

Gross proceeds

$12 million

Expected aggregate gross proceeds before fees and expenses

Form S-1 file number

File No. 333-294887

Registration statement for the securities in this offering

S-1 effective date

April 23, 2026

Date SEC declared the Form S-1 effective

Expected closing date

April 27, 2026

Expected closing of the public offering, subject to conditions

Historical Context

5 past events · Latest: Apr 23

5 events

1. Apr 23

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2. Mar 30

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3. Mar 27

   Reverse stock split

   24h Move

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4. Mar 25

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5. Mar 19

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   LT350 initiative to support autonomous vehicles with distributed AI datacenters.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

best efforts public offering, warrants, exercise price, registration statement on Form S-1, +2 more

6 terms

best efforts public offering financial

"today announced the pricing of a best efforts public offering of an aggregate"

A best efforts public offering is a way a company sells new shares or bonds where the broker or bank agrees to try to sell as many securities as possible but does not promise to buy any unsold portion. Think of it like a salesperson taking items on consignment: they will work to sell them, but the seller bears the risk if some remain unsold. For investors, this matters because it can signal weaker demand and greater uncertainty about how many securities will actually be placed and how the price may move.

warrants financial

"and warrants to purchase up to 5,084,745 shares of common stock (the “Warrants”)"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

View in glossary

exercise price financial

"The Warrants will have an exercise price of $2.36 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

registration statement on Form S-1 regulatory

"pursuant to a registration statement on Form S-1 (File No. 333-294887)"

A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.

prospectus regulatory

"The offering is being made only by means of a prospectus forming part"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

placement agent financial

"Dawson James Securities, Inc. is acting as the exclusive placement agent for the offering"

A placement agent is a professional or firm that helps organizations raise money from investors, such as individuals, institutions, or funds. They act like matchmakers, connecting those seeking investments with the right investors and guiding the process to ensure successful funding. For investors, they can provide access to exclusive opportunities and help navigate complex fundraising efforts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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BOULDER, Colo., April 24, 2026 (GLOBE NEWSWIRE) -- Auddia Inc. (NASDAQ: AUUD) (NASDAQ: AUUDW) (“Auddia” or the “Company”), a technology company that has built a proprietary AI platform for audio identification and classification to reinvent how consumers engage with audio, today announced the pricing of a best efforts public offering of an aggregate of 5,084,745 shares of its common stock (or common stock equivalents in lieu thereof) and warrants to purchase up to 5,084,745 shares of common stock (the “Warrants”), at a combined public offering price of $2.36 per share (or per common stock equivalent in lieu thereof) and accompanying Warrant. The Warrants will have an exercise price of $2.36 per share, will be exercisable immediately upon issuance and will expire upon the earlier of: (i) the consummation of the transactions contemplated by certain Agreement and Plan of Merger, as may be amended, dated as of February 17, 2026, by and among, McCarthy Finney, Inc., Auddia Merger Sub, Inc., Thramann Merger Sub LLC, and the Company or (ii) the 5-year anniversary of the date of issuance. The closing of the offering is expected to occur on or about April 27, 2026, subject to the satisfaction of customary closing conditions.

Dawson James Securities, Inc. is acting as the exclusive placement agent for the offering.

The aggregate gross proceeds to the Company from the offering are expected to be approximately $12 million, before deducting the placement agent's fees and other offering expenses payable by the Company. No assurance can be given that any of the Warrants will be exercised. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.

The securities described above are being offered pursuant to a registration statement on Form S-1 (File No. 333-294887), which was declared effective by the Securities and Exchange Commission (the "SEC") on April 23, 2026. The offering is being made only by means of a prospectus forming part of the effective registration statement relating to the offering. A preliminary prospectus relating to the offering has been filed with the SEC and is available on the SEC's website at http://www.sec.gov and a final prospectus relating to the offering will be filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC's website at http://www.sec.gov and may also be obtained, when available, by contacting Dawson James Securities, Inc. at 101 North Federal Highway, Suite 600, Boca Raton, FL 33432, by phone at (561) 391-5555 or e-mail at Investmentbanking@dawsonjames.com.  

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Auddia Inc.

Auddia, through its proprietary AI platform for audio, is reinventing not only how consumers engage with AM/FM radio, podcasts, and other audio content but also how artists and labels promote their music and gain access to mainstream radio audiences. Auddia’s Discovr Radio is the first music-promotion platform to deliver artists guaranteed exposure to radio listeners. Auddia’s flagship audio superapp, called faidr, delivers multiple industry firsts, including:

• Ad-free listening on any AM/FM music station
• Content skipping across any AM/FM music station
• One-touch skipping of entire podcast ad breaks
• Integrated artist discovery experiences
  
  

Cautionary Statement Regarding 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. Forward-looking statements include, but are not limited to, the completion of the offering, the satisfaction of customary closing conditions related to the offering and the anticipated use of proceeds therefrom. 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, 2025, 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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Auddia (AUUD) announce about its April 2026 public offering?

Auddia priced a best-efforts offering of 5,084,745 shares and matching warrants at $2.36 per unit. According to the company, aggregate gross proceeds are expected to be about $12 million before fees, with closing around April 27, 2026.

How will the Auddia (AUUD) offering affect shareholder dilution?

The offering issues 5,084,745 shares and warrants exercisable for the same number of shares. According to the company, warrants are exercisable immediately, creating potential dilution if exercised, though exercise is not assured.

When will the Auddia (AUUD) offering close and who is the placement agent?

The offering is expected to close on or about April 27, 2026, subject to customary conditions. According to the company, Dawson James Securities is acting as the exclusive placement agent for the offering.

What are the key economic terms of the Auddia (AUUD) offering?

Each unit (share plus warrant) was priced at $2.36, and warrants have a $2.36 exercise price and up to a five-year term. According to the company, aggregate gross proceeds are expected to be approximately $12 million before fees.

How does Auddia (AUUD) plan to use the net proceeds from the offering?

Auddia intends to use net proceeds for working capital and general corporate purposes. According to the company, specific allocations were not detailed and use will depend on ongoing corporate needs.