Veritone to Acquire PandoLogic, Expanding AI Platform for Intelligent Recruitment

Conference call today at 8:30 am Eastern Time | 5:30 am Pacific Time

• Accretive acquisition expected to generate pro forma 2021 SaaS and related GAAP revenues over $50 million and EBITDA over $25 million

• Transaction value of $150 million in cash and stock, expected to close in late Q3 2021

• Market expansion into human resources and talent acquisition, with marquee leading enterprise clients, including Fortune 100 companies

Veritone, Inc, the creator of the world’s first operating system for artificial intelligence, announced it signed a definitive agreement to acquire PandoLogic, Inc, a leading provider of intelligent hiring solutions. Total consideration of $150 million on a cash and debt free basis, payable in Veritone cash and stock, with performance earnouts through fiscal 2022. This values the transaction at approximately three times PandoLogic’s expected 2021 GAAP revenues. 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.

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“With our shared vision for AI and strong cultural alignment, we are looking forward to becoming a part of the Veritone family”

PandoLogic utilizes AI to accelerate the time and improve the efficiency in the process for employers hiring at scale for both mass market and difficult-to-source candidates. PandoLogic’s fully autonomous recruiting platform helps employers source talent faster and more efficiently with predictive algorithms, machine learning and AI.

PandoLogic’s talent acquisition software offers best-in-class AI recruitment marketing and conversational AI technology to source candidates across multiple channels. Working with many of the Fortune 100 focused on reestablishing their workforce through job recovery, PandoLogic is credited with helping to hire a large portion of the essential workforce and as a result, experienced rapid growth. PandoLogic was also recently honored as the best Human Capital Management Solution by the SIIA CODiE Awards and the Ventana Research Digital Innovation Awards.

“This transformative acquisition builds on the strength of our organic growth, expands our addressable market with a new diversified revenue stream, and unlocks new growth and development opportunities as we integrate the platforms,” said Chad Steelberg, chairman and chief executive officer of Veritone. “The combination of our companies extends the reach of leading AI and human capital software and SaaS solutions to the world’s largest multinational employers requiring more efficient and scalable hiring.

“We believe the added financial scale and leverage, and market expansion into talent acquisition will enable us to accelerate further adoption and utilization of our AI,” added Steelberg. “Both companies have been leaders in their respective markets, including PandoLogic’s marquee leading multinational clients and Fortune 100 companies. Together, we will create efficiencies across the broader corporate landscape. We are excited about the prospects, and welcome PandoLogic’s talented team to Veritone.”

“With our shared vision for AI and strong cultural alignment, we are looking forward to becoming a part of the Veritone family,” said Terrance Baker, CEO of PandoLogic. “In combination with Veritone, we both will be able to utilize our cognitive engines to help customers create even deeper insight and efficiencies in their hiring practices and beyond.”

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Total consideration for the acquisition of PandoLogic is $150 million, consisting of upfront payments of $50 million in cash and $35 million in Veritone stock. The remaining 43%, or $65 million in cash and stock, is payable based on earnouts tied to financial performance in fiscal 2021 and 2022. Under the terms of the agreement, Veritone will issue stock consideration valued up to $56.7 million, or 2.8 million shares of Veritone common stock, which are subject to certain trading and registration restrictions. The transaction, subject to customary domestic and Israeli closing conditions, is expected to close late in the third quarter of 2021, with the cash consideration being paid from Veritone’s existing reserves. PandoLogic will become a wholly owned subsidiary of Veritone, operating in Israel. Management plans to update Veritone’s guidance on August 3, 2021, when it releases its second quarter 2021 results.

Stifel and Herzog Fox & Neeman acted as advisors to PandoLogic.
Reed Smith, Meitar, and PricewaterhouseCoopers acted as advisors to Veritone.

PandoLogic Acquisition Conference Call

Veritone will hold a conference call to discuss the acquisition of PandoLogic and to conduct a question and answer session.

To listen, please join the webcast or dial-in 20 minutes in advance. If you have any difficulty connecting with the conference call, please contact LHA Investor Relations at 415-433-3777. Replay of the audio webcast will be available on the company’s website approximately one hour after the call ends. A telephonic replay of the call will be available through August 5, 2021.

Second Quarter 2021 Veritone Conference Call

Veritone will hold a conference call to discuss the second quarter 2021 results.