Marchex closed its purchase of Archenia, acquiring all outstanding shares of the AI-driven performance marketing firm. Consideration includes $10 million of 6% convertible notes issued to the sellers at closing, payable in three equal tranches over 12, 18, and 24 months and convertible into Class B stock at $1.80 per share. Marchex may also issue 2 million Class B shares for each of the first and second 12-month periods post-close if Archenia delivers revenue or Adjusted EBITDA growth and meets integration or customer retention goals. The transaction is designed to enhance Marchex’s AI and intent-based marketing capabilities.
Agreement 1: Marchex Acquires Archenia; Pays $10 Million in Convertible Notes Plus Earnout
- Agreement type: Stock Purchase Agreement to acquire 100% of Archenia
- Counterparty: Archenia
- Signed / Effective: May 8 2026 / Jul 1 2026
- Duration / Termination: N/A
- Reason: Expand AI-driven performance marketing capabilities
Agreement 2: Marchex Issues $10 Million 6% Convertible Notes to Archenia Sellers
- Agreement type: Convertible promissory notes (6% interest, convertible at $1.80 per share)
- Counterparty: Archenia sellers
- Signed / Effective: Jul 1 2026 / Jul 1 2026
- Duration / Termination: 24 months
- Reason: Provide consideration to sellers for Archenia acquisition
Original SEC Filing:
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