Veritone, Inc. (NasdaqGM:VERI) signed a definitive agreement to acquire PandoLogic, Inc. for $150 million on July 21, 2021. The consideration is on cash and debt free basis, consisting of upfront payments of $50 million in cash, $35 million in Veritone stock, $21.7 million in Veritone stock as earnout and $43.3 million in cash as earnout. The cash consideration will be paid from existing reserves of Veritone. Post completion, PandoLogic will become a wholly owned subsidiary of Veritone. The agreement provides for customary termination rights for both Veritone, Inc. and Pandologic, including, among other bases for termination, if the agreement is not consummated prior to October 21, 2021. The transaction, subject to customary domestic and Israeli closing conditions, is expected to close late in the third quarter of 2021. The acquisition is expected to be immediately accretive. Jim Schroder, Mark May, Anthony Yamson of Stifel acted as financial advisor and Herzog Fox & Neeman acted as legal advisor to PandoLogic. Reed Smith and Meitar acted as legal advisors and PricewaterhouseCoopers acted as accountant to Veritone. Veritone, Inc. (NasdaqGM:VERI) completed the acquisition of PandoLogic, Inc. for approximately $160 million on September 14, 2021. The total purchase consideration consisted of upfront consideration of $58.7 million in cash and Veritone's 1,704,822 shares of common stock, and up to $65,000 in contingent consideration based on achieving certain earnouts tied to financial performance of PandoLogic in fiscal 2021 and 2022, which amount will be paid in a combination of cash and common stock. The acquisition is expected to be immediately accretive, with PandoLogic generating over $50 million in SaaS and related GAAP revenues and over $25 million of EBITDA on a pro forma 2021 basis.