Auddia to Merge with CEO's Firm in $250M Pivot to AI Conglomerate

BOULDER, Colo. – February 18, 2026 – Auddia Inc. (NASDAQ: AUUD), an AI-powered audio technology company, today announced a definitive merger agreement that will radically transform its business, shifting from a niche audio platform to a diversified AI and Web3 holding company. The company will merge with Thramann Holdings, LLC, a private entity owned by Auddia’s own CEO and founder, Jeff Thramann.

Upon closing, the combined entity will be renamed McCarthy Finney and will trade under the new ticker symbol MCFN. The deal, which values the new company at an estimated $250 million, will see existing Auddia shareholders retain approximately 20% ownership, while Jeff Thramann will own the remaining 80%. Auddia itself will become a wholly owned subsidiary alongside three early-stage AI companies currently under Thramann Holdings.

This transaction represents a dramatic pivot for Auddia and its investors, effectively leveraging the publicly traded company as a vehicle for a portfolio of ambitious, yet nascent, ventures in disparate industries including distributed data centers, healthtech, and travel services. The move comes as Auddia has faced significant financial headwinds, with its auditors citing “going concern uncertainty” in its 2024 fiscal year filings and its stock price declining nearly 89% over the past year.

A Radical Transformation for a Struggling Company

Auddia, known for its flagship audio superapp 'faidr' which offers ad-free listening on AM/FM stations, has been attempting to reinvent itself. The company recently made its premium app features free to build its user base while pivoting to a B2B model with its 'Discovr Radio' music promotion platform. However, this merger signals a far more profound strategic shift.

Rather than focusing on the competitive audio market, the company will be absorbed into a broader structure with a diverse and ambitious mandate. The new entity, McCarthy Finney, will house Auddia's audio technology alongside Thramann's three other ventures: LT350, Influence Healthcare, and Voyex. This move effectively subordinates Auddia's original mission to a larger, more complex vision orchestrated by Thramann, who will continue as CEO of the combined company.

While the press release frames the combination as an opportunity to build value across numerous verticals, the lack of direct operational synergy between an ad-skipping radio app and ventures in solar-powered data centers or value-based surgical care is stark. This suggests the primary function of the merger is to provide Thramann's private, early-stage companies with access to public markets and capital through Auddia's existing corporate shell, a common strategy for rapidly scaling new enterprises.

The Architect and His Assets

The driving force behind this complex transaction is Jeff Thramann, a neurosurgeon by training with a long and documented history as a serial entrepreneur. His track record includes founding and successfully exiting multiple companies, primarily in the medical technology and healthcare sectors. He took Auddia and Aclarion, Inc. public, and sold ventures like Lanx, US Radiosurgery, and ProNerve to public companies and private equity firms, respectively.

“As an innovator, I have spent the past 15 years securing patents in the AI infrastructure space, immersing myself in both the development and use of AI models, and developing blockchain and digital currency strategies aimed at empowering the value drivers of industries to reinvent their markets,” said Thramann in the official announcement. “I believe there is an incredible opportunity for a company at the juncture of AI and web3 to harness these technologies to build significant value across numerous verticals.”

This vision will be tested through the three core assets being brought into McCarthy Finney:

• LT350: A distributed AI data center company aiming to convert parking lots into computing hubs using proprietary solar canopies integrated with GPU cartridges and battery storage. It holds 13 issued and 3 pending patents for this infrastructure.
• Influence Healthcare: A healthtech firm leveraging AI and blockchain to empower surgeons in the shift toward value-based care, aiming to increase physician autonomy and reduce administrative waste.
• Voyex: An early-stage travel services platform utilizing agentic AI and private aircraft to address common travel frustrations like flight delays and cancellations.

All three companies are described as “early stage,” and their inclusion is predicated on Thramann’s extensive patent portfolio and entrepreneurial history rather than on current revenue or market traction.

Scrutinizing the Financials and Shareholder Impact

For Auddia’s current shareholders, the deal presents a high-risk, high-reward proposition defined by significant dilution. The 80/20 ownership split in favor of Thramann drastically reduces the stake of public investors in the future of the enterprise. This structure was approved by a special committee of Auddia's independent directors, who received a fairness opinion from Houlihan Capital, a standard procedure in related-party transactions to protect shareholder interests.

The $250 million base case valuation of McCarthy Finney is another critical point of analysis. This figure is based on a 10-year discounted cash flow (DCF) analysis prepared by management. Given that the primary assets contributing to this valuation are early-stage companies with unproven business models, the projection relies heavily on long-term assumptions about their future success.

Furthermore, the merger is contingent on Auddia having at least $12 million in cash at closing to fund the new entity’s operations. Considering Auddia's recent financial performance, meeting this condition may require the company to raise additional capital before the deal is finalized, potentially leading to even further dilution for its shareholders. The detailed financial statements and assumptions underpinning the valuation will be disclosed in a Form S-4 registration statement to be filed with the Securities and Exchange Commission.

The transaction is expected to close in the second quarter of 2026, pending customary closing conditions, including the critical approval of Auddia’s stockholders and the SEC’s review of the registration statement.