Welcome to the Acast press conference 2022. Throughout the call, all participants will be in a listen-only mode, and afterwards there will be a question and answer session. Today I'm pleased to present CEO Ross Adams and CFO Emily Villatte. Please begin the meeting.
Thank you very much. Good morning, everyone. The sun is shining here in the U.K., and we've got some good news to talk about. Thank you for everyone for what is an incredibly exciting day for us here at Acast as well, of course, our new partners, Podchaser, and indeed, for the entire whole podcast industry. As you heard, I'm Ross, CEO of Acast, and I'm joined by our CFO and Deputy CEO, Emily Villatte. As you would have seen this morning, Acast has signed an agreement to acquire Podchaser. This acquisition will bring together the world's most comprehensive and authoritative podcast database in Podchaser and the world's largest independent podcast company in us, Acast.
Together, we'll push forward innovation to the benefit of open podcast ecosystem as a whole, and be able to build even further on our early leadership in discoverability and innovation, strengthening our overall position as a company. Podchaser attracts more than 4.5 million podcasts, hundreds of thousands of ratings and reviews, and the advertisers of the world's top 5,000 podcasts, making up 1.7 billion data points. Through verified contributions from listeners and podcasters themselves, Podchaser's database makes it easy for listeners to discover new podcasts and find information about existing ones, across all of the listening apps out there. It also provides trustworthy, transparent data for advertisers and marketing professionals to more efficiently find and reach engaged podcast audiences. In turn, this increased visibility helps creators grow their shows and make more money.
The company's unique proprietary podcast data spans and powers the entire podcast ecosystem, improving discoverability for all parties. Together, we plan to deliver the industry's richest metadata set for podcasters and advertisers. Before we dive more into our plans, I want to just hand over to Emily, who'll expand on the financial details of the transaction.
Thank you, Ross. All right. Let's have a look at the numbers. The initial consideration amounts to $27.2 million with potential add-ons of up to $6.8 million based on meeting performance criteria. For Acast, the acquisition adds additional SaaS revenue, thanks to Podchaser's business model that monetizes the data it collects. If we look at the Podchaser annual recurring revenues, the consideration represents an estimated ARR multiple of 4x-5x in the coming 12 months. The consideration will be paid mainly in cash, around 85% of it, and newly issued shares around 15% over a period of three years. Now, as part of the structure, we have capped dilution at 2.39% for the existing shareholders based on a share price of SEK 14.
If the share price is lower than SEK 14, then shares will be payable, any deficit will be payable in cash and equally if the share price is higher than SEK 14, then future shares are payable, the number of shares payable will reduce by the equivalent amount. Acast will finance the cash proportion of the consideration by its cash on hand. As a reminder, Acast had SEK 1.3 billion in cash as at the end of Q1 2022. Podchaser is expected to be cash flow positive during 2023, and we are expecting to complete this transaction on August 1. Back to you, Ross.
Thank you, Emily. Let's dig a little deeper into this, what this acquisition will mean practically for our two businesses and of course, the industry as a whole. Podchaser helps solve one of podcasting's toughest problems. It's all about boosting discoverability in podcasting. That is the ease with which listeners can find new podcasts to enjoy and advertisers can find new shows to align with. So why does this union make such great sense? Well, firstly, Acast and Podchaser are true champions of the open podcasting ecosystem. What I mean by open podcasting is an ecosystem where all shows are available to be listened to and monetized across any listening app or platform. Combining our efforts will accelerate the innovation and democratization of this podcasting ecosystem for podcasters, listeners, and advertisers everywhere.
Together, we'll unlock the vast opportunity we know exists for open podcasting to not just have parity with the data held by closed paywall platforms, but to leap forward and to pass them. We now aim to accelerate and maximize that data for all players in the industry. Podcasters will benefit from enhanced discoverability to drive their growth and monetization goals. Advertisers will benefit from superior performance metrics, enabling them to more efficiently reach their valuable audiences with access to data points covering demographics, consumption, reach, and favorability. I think it's also crucial to underline that Podchaser will continue to operate as a separate brand and independent business. It is extremely important that it continues to operate at the very heart of the industry, serving all parts of it.
For Podchaser, Acast is an attractive proposition, in their journey as our two companies have a shared ethos around supercharging the open podcast ecosystem to create the best tools possible for listeners, podcasters, and advertisers. The acquisition of Podchaser follows a number of high-profile recent announcements from us here at Acast, including our integration with Facebook owner Meta and podcast giant Marc Maron joining the Acast Creator Network. I cannot wait to see what we will achieve together. That's it. I think now we are ready for questions, please, operator.
Thank you. If you do wish to ask a question, please press zero one on your telephone keypad. If you wish to withdraw your question, you may do so by pressing zero two to cancel. Just as a reminder, that was zero one on your telephone keypad if you wish to ask a question. There seems to be no audio questions, so I'll hand it back to the speakers.
Great. Emily, anything else you want to add here or should we sign off?
Seems like everything is crystal clear. Thank you, everybody.
Great. Thanks for joining everyone. We'll speak to you soon.
This concludes our conference call. Thank you all for attending. You may now disconnect your lines.