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Datavault AI Inc. (NASDAQ:DVLT), a technology company currently valued at $40.64 million, announced an amendment to its previously disclosed Stock Purchase Agreement with API Media Innovations Inc., David Reese, and Frank Tomaino, according to a statement made in a filing with the Securities and Exchange Commission. According to InvestingPro analysis, the company appears undervalued based on its Fair Value metrics, though it faces significant operational challenges with a weak financial health score.
The original agreement, signed on July 13, 2025, outlined Datavault AI’s plan to acquire all outstanding shares of API Media for a total consideration of $6 million in cash, 5,117,188 shares of Datavault AI common stock, and $2 million in convertible promissory notes.
On Tuesday, Datavault AI, API Media, and the sellers agreed to amend the Purchase Agreement. The amendment removes the "Drop Dead Date," which previously allowed either party to terminate the agreement after August 12, 2025, if the closing had not occurred. It also eliminates a provision that permitted termination in the event of an uncured breach by either party. The company’s stock has declined significantly, showing a year-to-date return of -80.63%, reflecting investor concerns about its rapid cash burn rate.
Additionally, the amendment removes a financing contingency, meaning Datavault AI is no longer required to secure at least $10 million in net proceeds from investors or financial institutions to close the transaction.
Under the revised terms, the sellers are entitled to a breakup fee unless the transaction closes by August 26, 2025, the agreement is terminated by mutual written consent, or a legal or governmental order prohibits the deal.
No other substantive changes were made to the original agreement. The details were disclosed in a press release statement included with the SEC filing.
In other recent news, Datavault AI reported its Q2 2025 earnings, revealing a stark contrast between its year-over-year revenue of $467 million and its current revenue of $2.3 million. This significant discrepancy has drawn attention from investors and analysts alike. The company’s recent earnings call led to a notable decline in its stock price, although specific stock movements are not the focus here. The market’s reaction to the earnings report was notably negative, as evidenced by the stock’s performance. Despite this, Datavault AI continues to pursue ambitious plans and recent financing efforts. The company’s financial situation remains a point of interest for investors, particularly given the sharp revenue difference. While no specific analyst upgrades or downgrades have been reported, the earnings results are a critical component of investor considerations. These developments highlight the ongoing scrutiny Datavault AI faces in the financial community.
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