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Arogo Capital Acquisition Corp. Enters Enterprise Mixture with EON

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Arogo Capital Acquisition Corp. Enters Enterprise Mixture with EON

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EON Actuality, Inc. Will Change into a Public Firm Listed on NASDAQ Below the Identify EON Actuality, Inc.

Miami, FL; Irvine, CA, April 26, 2022 – Arogo Capital Acquisition Corp. (NASDAQ: “AOGOU, AOGO, AOGOW”) (“Arogo”), a particular function acquisition company, introduced at this time that it has entered right into a definitive enterprise mixture settlement with EON Actuality, Inc. (“EON Actuality”), a world chief in Digital and Augmented Actuality and Information Metaverse business and schooling options. Upon closing of the transaction, the mixed entity, which can retain the identify of EON Actuality, Inc., will probably be led by seasoned chief government officer, Dan Lejerskar, Founder, Chairman and CEO of the present EON Actuality.

With over 20-years expertise as an answer and thought chief in Digital and Augmented Actuality, EON Actuality has grown into a world chief for tutorial and business coaching options. EON Actuality believes that information is a human proper which ought to be obtainable, accessible, and reasonably priced for each particular person on the planet!

To attain this purpose, EON Actuality has developed the de-facto commonplace for XR schooling and business options that assist gadgets from cellphones to head-mounted shows to large-scale screens and even to services. Because of the end result of years of labor with international enterprises and world-class educational establishments, EON Actuality’s EON-XR serves as the first product and content material supply automobile for XR schooling and business options.

Based round EON Actuality’s basic human proper rules that an individual ought to “Study, Prepare, Carry out”, EON-XR incorporates the backend assist and structure that enormous organizations must shortly and effectively construct, deploy, and scale XR functions to complement their workers’ present coaching and improve productiveness efforts.

Administration Feedback
“Digital and Augmented Actuality and Information Metaverse are among the many largest alternatives proper now with immense progress potentials forward. Amidst all of the excitements and rush to enter this area, EON Actuality stands out distinctly and firmly on sturdy foundations constructed over the numerous years with a transparent function of constructing information obtainable, accessible and reasonably priced for each particular person on the planet, and we’re extraordinarily delighted to be saying this enterprise mixture to ship lasting, constructive affect,” says Suradech Taweesaengsakulthai, CEO and Director of Arogo.

“EON Actuality is among the many most enjoyable expertise corporations now we have encountered within the Digital and Augmented Actuality and the Information Metaverse areas, with what the corporate has been capable of obtain over time and with all of the thrilling plans and progress alternatives globally within the upcoming future. I’m assured that with this enterprise mixture, EON Actuality will probably be propelled onto a brand new progress trajectory in present and new markets in vital methods,” added Raymond Chee, Chief Technique Officer of Arogo.

“EON Actuality has been a driving power behind the growth of XR expertise utilization and the Information Metaverse globally for 20 years now.” “Partnering with Arogo, whose administration staff is aware of the expertise business and how one can scale an organization of our dimension, is the subsequent step in our technique for progress. We’re focusing on to succeed in a billion customers over the approaching years and thus make experiential studying a de-facto commonplace in information switch throughout the globe” says Dan Lejerskar, Founder, Chairman and CEO of EON Actuality.

Transaction Overview
Below the phrases of the enterprise mixture settlement, EON Actuality will mix with a subsidiary of Arogo. and can change into a publicly traded entity beneath the identify “EON Actuality, Inc.” EON Actuality will apply to record its frequent inventory beneath the image EOXR and its warrants, if any, beneath the image EOXRW. The transaction implies a proforma firm enterprise worth of roughly $655 million. The transaction is predicted to supply EON Actuality with roughly $101 million in money proceeds to its stability sheet, assuming no redemptions and earlier than the cost of transactional charges and bills. The acquisition has been unanimously authorised by the board of administrators of Arogo. The enterprise mixture has additionally been authorised by the board of administrators and the vast majority of shareholders of EON Actuality.

The transaction is predicted to shut by the second half of 2022, topic to, amongst different issues, the approval by Arogo stockholders, satisfaction or waiver of the circumstances said within the enterprise mixture settlement, and different customary closing circumstances, together with a registration assertion being declared efficient by the U.S. Securities and Trade Fee (the “SEC”) and approval by Nasdaq to record the securities of the emerged firm.

About EON Actuality
EON Actuality is a number one firm in Augmented and Digital Actuality-based expertise creation for schooling and business in addition to the reputed creators of the Information Metaverse. EON Actuality’s over 20 years of existence and success are tied to its perception that information is a human proper and ought to be obtainable, accessible, and reasonably priced for each particular person on the planet. To hold this out, EON Actuality developed and launched EON-XR, a SaaS-based platform devoted to the democratization of XR content material creation that brings code-free XR improvement and publishing to smartphones, tablets, laptops, and another XR-focused gadgets. EON-XR can be utilized in gadgets of various sizes, in several shapes and at various kinds of areas: from hand-held cellular gadgets, to head-mounted shows, to large-scale screens, and even at mega-size services. EON Actuality’s international community now includes of greater than 1.1 million licenses who’re collectively constructing the Information Metaverse in additional than 100 areas. EON Actuality has additionally created the world’s main XR library for schooling and business with entry to no less than 2.16 million 3D belongings and counting. For additional data, go to www.eonreality.com.

About Arogo Capital Acquisition Corp.
Arogo Capital Acquisition Corp. is a clean verify firm. The Firm goals to amass one and extra companies and belongings, by way of a merger, capital inventory change, asset acquisition, inventory buy, and reorganization. For extra data, go to www.arogocapital.com.

Advisors
ARC Group Ltd. is serving as sole monetary advisor to Arogo. EF Hutton, division of Benchmark Investments, LLC, is serving as capital markets advisor. Nelson Mullins Riley & Scarborough LLP is serving as authorized advisor to Arogo. Seyfarth Shaw LLP is serving as authorized advisor to EON Actuality.

Further Info and The place to Discover It
For added data on the proposed enterprise mixture transaction, see Arogo’s Present Report on Kind 8-Ok, which was filed concurrently with this press launch. In reference to the proposed enterprise mixture transaction, Arogo intends to file related supplies with the Securities and Trade Fee (the “SEC”), together with a registration assertion on Kind S-4, which can embody a proxy assertion/prospectus of Arogo, and different paperwork concerning the proposed enterprise mixture transaction. Arogo’s stockholders and different individuals are suggested to learn, when obtainable, the preliminary proxy assertion/prospectus and the amendments thereto and the definitive proxy assertion and paperwork included by reference therein filed in reference to the proposed enterprise mixture transaction, as these supplies will include vital details about EON Actuality, Arogo and the proposed enterprise mixture transaction. Promptly after the Kind S-4 is said efficient by the SEC, Arogo will mail the definitive proxy assertion/prospectus and a proxy card to every stockholder entitled to vote on the assembly referring to the approval of the enterprise mixture and different proposals set forth within the proxy assertion/prospectus. Earlier than making any voting or funding resolution, buyers and stockholders of Arogo are urged to rigorously learn all the registration assertion and proxy assertion/prospectus, once they change into obtainable, and another related paperwork filed with the SEC, in addition to any amendments or dietary supplements to those paperwork, as a result of they’ll include vital details about the proposed enterprise mixture transaction. The paperwork filed by Arogo with the SEC could also be obtained freed from cost on the SEC’s web site at www.sec.gov, (Registration No. 333-259338), or by directing a request to Arogo Capital Acquisition Corp., 848 Brickell Avenue, Penthouse 5, Miami, FL 33131.

Individuals within the Solicitation
Arogo and its administrators and government officers could also be deemed individuals within the solicitation of proxies from its stockholders with respect to the enterprise mixture. An inventory of the names of these administrators and government officers and an outline of their pursuits in Arogo will probably be included within the proxy assertion/prospectus for the proposed enterprise mixture when obtainable at www.sec.gov. Details about Arogo’s administrators and government officers and their possession of Arogo frequent inventory is ready forth in Arogo’s prospectus, dated December 23, 2021, as modified or supplemented by any Kind 3 or Kind 4 filed with the SEC because the date of such submitting. Different data concerning the pursuits of the individuals within the proxy solicitation will probably be included within the proxy assertion/prospectus pertaining to the proposed enterprise mixture when it turns into obtainable. These paperwork might be obtained freed from cost from the supply indicated above.

EON Actuality and its administrators and government officers can also be deemed to be individuals within the solicitation of proxies from the stockholders of Arogo in reference to the proposed enterprise mixture. An inventory of the names of such administrators and government officers and data concerning their pursuits within the proposed enterprise mixture will probably be included within the proxy assertion/prospectus for the proposed enterprise mixture.

Ahead Trying Statements
This communication incorporates sure statements which can be deemed as “forward-looking statements” inside the which means of the Personal Securities Litigation Reform Act of 1995 and different securities legal guidelines. Such statements embody, however are usually not restricted to, statements about future monetary and working outcomes, our plans, aims, expectations and intentions with respect to future operations, services and products; and different statements recognized by phrases comparable to “will possible end result,” “are anticipated to,” “will proceed,” “is anticipated,” “estimated,” “imagine,” “intend,” “plan,” “projection,” “outlook” or phrases of comparable which means. These forward-looking statements embody, however are usually not restricted to, statements concerning EON Actuality’s business and market sizes, future alternatives for EON Actuality and Arogo, EON Actuality’s estimated future outcomes and the proposed enterprise mixture between Arogo and EON Actuality, together with the implied enterprise worth, the anticipated transaction and possession construction and the chance, timing and talent of the events to efficiently consummate the proposed transaction. Such forward-looking statements are primarily based upon the present beliefs and expectations of the administration and are inherently topic to vital enterprise, financial and aggressive uncertainties and contingencies, a lot of that are tough to foretell and usually past the administration’s management. Precise outcomes and the timing of occasions could differ materially from the outcomes anticipated in these forward-looking statements.

Along with components beforehand disclosed in Arogo’s experiences filed with the SEC and people recognized elsewhere on this communication, the next components, amongst others, may trigger precise outcomes and the timing of occasions to vary materially from the anticipated outcomes or different expectations expressed within the forward-looking statements: incapacity to satisfy the closing circumstances to the enterprise mixture, together with the incidence of any occasion, change, authorized proceedings instituted in opposition to EON Actuality or in opposition to Arogo associated to the enterprise mixture settlement or the administration staff, or different circumstances that would give rise to the termination of the enterprise mixture settlement; the shortcoming to finish the transactions contemplated by the enterprise mixture settlement because of the failure to acquire approval of Arogo’s stockholders; redemptions exceeding a most threshold or the failure to satisfy The Nasdaq Inventory Market’s preliminary itemizing requirements in reference to the consummation of the contemplated transactions; prices associated to the transactions contemplated by the enterprise mixture settlement; a delay or failure to comprehend the anticipated advantages from the proposed enterprise mixture settlement transaction together with EON Actuality’s skill to successfully develop and efficiently market new merchandise, options and providers, and to successfully tackle value reductions and different modifications in its business; dangers associated to disruption of administration’s time from ongoing enterprise operations because of the proposed enterprise mixture transaction; modifications within the digital actuality markets by which EON Actuality competes, together with with respect to its aggressive panorama, expertise evolution or regulatory modifications on options, providers, labor issues, worldwide financial, political, authorized, compliance and enterprise components; developments and uncertainties in home and overseas commerce insurance policies and laws, and different laws which can trigger contractions or have an effect on progress charges and cyclicality of markets EON Actuality serve; disruptions referring to struggle, terrorism, widespread protests and civil unrest, man-made and pure disasters, public well being points and different occasions; modifications in home and international common financial circumstances; threat that EON Actuality could not be capable to execute its progress methods; safety breaches or different disruptions of EON Actuality data expertise programs or violations of information privateness legal guidelines; EON Actuality’s incapacity to adequately defend its mental property; dangers associated to the continued COVID-19 pandemic and response, together with new variants of the virus; the tempo of restoration within the markets by which EON Actuality operates; international provide chain disruptions and potential staffing shortages at potential clients which can have a trickle-down impact on EON Actuality; threat that EON Actuality could not be capable to develop and keep efficient inside controls; and different dangers and uncertainties indicated in Arogo’s last prospectus, dated December 23, 2021, for its preliminary public providing, and those who will probably be contained within the proxy assertion/prospectus referring to the proposed enterprise mixture, together with these beneath “Danger Elements” therein, and in Arogo’s different filings with the SEC. EON Actuality and Arogo warning that the foregoing record of things will not be unique. These forward-looking statements are offered for illustrative functions solely and are usually not supposed to function, and should not be relied on by any investor as, a assure, an assurance, a prediction or a definitive assertion of truth or likelihood.

Precise outcomes, efficiency or achievements could differ materially, and doubtlessly adversely, from any projections and forward-looking statements and the assumptions on which these forward-looking statements are primarily based. There might be no assurance that the information contained herein is reflective of future efficiency to any diploma. You might be cautioned to not place undue reliance on forward-looking statements as a predictor of future efficiency as projected monetary data and different data are primarily based on estimates and assumptions which might be inherently topic to numerous vital dangers, uncertainties and different components, a lot of that are past the administration’s management. All data set forth herein speaks solely as of the date hereof within the case of details about Arogo and EON Actuality or the date of such data within the case of data from individuals apart from Arogo or EON Actuality, and besides to the extent required by relevant regulation, we disclaim any intention or obligation to replace or revise any forward-looking statements because of new data, future occasions and developments or in any other case occurring after the date of this communication. Forecasts and estimates concerning EON Actuality’s business and markets are primarily based on sources we imagine to be dependable, nonetheless there might be no assurance these forecasts and estimates will show correct in entire or partly. Projected and estimated numbers are used for illustrative function solely, are usually not forecasts and should not mirror precise outcomes. Neither Arogo nor EON Actuality offers any assurance that both Arogo or EON Actuality, respectively, will obtain its expectations.

No Provide or Solicitation
This press launch shall not represent a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed enterprise mixture. This press launch shall additionally not represent a proposal to promote or the solicitation of a proposal to purchase any securities, nor shall there be any sale of securities in any states or jurisdictions by which such provide, solicitation, or sale can be illegal previous to registration or qualification beneath the securities legal guidelines of any such jurisdiction. No providing of securities shall be made besides via a prospectus assembly the necessities of Part 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

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