Business Context and Reporting Period
Company: AUDDIA INC.
Filing Type: Form 8-K (Current Report)
Date of Report: August 5, 2025
Reporting Period: Single event date (August 5, 2025)
Business Context: The Company is an emerging growth company incorporated in Delaware, with principal executive offices in Boulder, Colorado. Its common stock (AUUD) and warrants (AUUDW) are registered on the Nasdaq Stock Market.
Key Financial Metrics
This filing is a Current Report on Form 8-K regarding a specific corporate event and does not contain periodic financial statements. Consequently, the filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity metrics.
Material Changes
Proposed Business Combination: On August 5, 2025, Auddia Inc. announced the entry into a non-binding letter of intent (LOI) for a proposed business combination with Thramann Holdings, LLC ("Holdings"). This represents a material strategic development rather than a change in historical financial performance.
Guidance, Outlook, and Risks
- Outlook: The Company is pursuing a potential business combination with Thramann Holdings, LLC.
- Contingencies: The transaction is currently based on a non-binding letter of intent. No definitive agreement has been signed, and the transaction is not guaranteed to close.
- Risks: As with any proposed business combination, there are risks associated with the failure to negotiate a definitive agreement, regulatory approval, or shareholder approval.
Investor Verification Checklist
- Verify the terms and conditions of the non-binding letter of intent (LOI) with Thramann Holdings, LLC.
- Monitor for the filing of a definitive merger or acquisition agreement.
- Review the attached press release (Exhibit 99.1) for specific details on the strategic rationale of the combination.
- Confirm whether the proposed transaction requires shareholder approval or regulatory clearance.