NEW
YORK, Aug. 16, 2023 /PRNewswire/ -- Prime Number
Acquisition I Corp. (Nasdaq: PNAC; "Prime Number"), a publicly
traded special acquisition company, today announced that their
previously announced business combination (the "Business
Combination") with noco-noco Pte. Ltd. ("noco-noco"), an
early-stage decarbonization solutions provider aiming to accelerate
global transformation to a carbon-neutral economy, was approved at
a special meeting of stockholders (the "Special Meeting") of Prime
Number on August 16, 2023.
Approximately 92% of the votes cast at the Special Meeting were in
favor of the Business Combination. Prime Number plans to file the
results of the Special Meeting, as tabulated by an independent
inspector of elections, on a Current Report on Form 8-K with the
Securities and Exchange Commission (the "SEC") later today.
Subject to the satisfaction of customary closing conditions, the
transaction is expected to close later this month. The combined
company will be renamed as "noco-noco Inc.", and its shares and
warrants are expected to begin trading on the Nasdaq under the
symbols "NCNC" and "NCNCW", respectively, once the transaction is
closed.
ABOUT NOCO-NOCO
noco-noco is a decarbonization solutions provider working to
accelerate the global transformation to a carbon-neutral economy.
With X-SEPA™, a battery separator technology designed for
long-lasting and high heat-resistant performance, and noco-noco's
carbon-neutral leasing platform, noco-noco expects to address the
need for clean, affordable, and sustainable energy
solutions. For more information on noco-noco, visit
www.noco-noco.com
ABOUT PRIME NUMBER ACQUISITION I CORP.
Prime Number Acquisition I Corp. is a blank check company, also
commonly referred to as a special purpose acquisition company, or
SPAC, formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses with one
or more businesses or entities, provided that it will not undertake
its initial business combination with any entity being based in or
having the majority of the company's operations in China (including Hong Kong and Macau). None of its founders or the Company is
affiliated with Prime Number Capital LLC, an underwriter for the
Company's initial public offering (the "IPO").
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of section 27A of the U.S. Securities Act of 1933, as
amended (the "Securities Act"), and section 21E of the U.S.
Securities Exchange Act of 1934 ("Exchange Act") that are based on
beliefs and assumptions and on information currently available to
noco-noco and PNAC. In some cases, you can identify forward-looking
statements by the following words: "may," "will," "could," "would,"
"should," "expect," "intend," "plan," "anticipate," "believe,"
"estimate," "predict," "project," "potential," "continue,"
"ongoing," "target," "seek" or the negative or plural of these
words, or other similar expressions that are predictions or
indicate future events or prospects, although not all
forward-looking statements contain these words. Any statements that
refer to expectations, projections or other characterizations of
future events or circumstances, including the proposed business
combination, the benefits and synergies of the proposed business
combination, the markets in which noco-noco operates as well as any
information concerning possible or assumed future results of
operations of the combined company after the consummation of the
proposed business combination, are also forward-looking statements.
These statements involve risks, uncertainties and other factors
that may cause actual results, levels of activity, performance or
achievements to be materially different from those expressed or
implied by these forward-looking statements. Although each of
noco-noco and PNAC believes that it has a reasonable basis for each
forward-looking statement contained in this communication, each of
noco-noco and PNAC caution you that these statements are based on a
combination of facts and factors currently known and projections of
the future, which are inherently uncertain. Neither noco-noco nor
PNAC can assure you that the forward-looking statements in this
communication will prove to be accurate. These forward-looking
statements are subject to a number of risks and uncertainties,
including, among others, the ability to complete the business
combination due to the failure to obtain approval from PNAC's
stockholders or satisfy other closing conditions in the business
combination agreement, the occurrence of any event that could give
rise to the termination of the business combination agreement, the
ability to recognize the anticipated benefits of the business
combination, the amount of redemption requests made by PNAC's
public stockholders, costs related to the transaction, the impact
of the global COVID-19 pandemic, the risk that the transaction
disrupts current plans and operations as a result of the
announcement and consummation of the transaction, the outcome of
any potential litigation, government or regulatory proceedings and
other risks and uncertainties. There may be additional risks that
neither noco-noco nor PNAC presently know or that noco-noco and
PNAC currently believe are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. In light of the significant uncertainties in these
forward-looking statements, you should not regard these statements
as a representation or warranty by noco-noco, PNAC, and their
respective directors, officers or employees or any other person
that noco-noco and PNAC will achieve their objectives and plans in
any specified time frame, or at all. The forward-looking statements
in this press release represent the views of noco-noco and PNAC as
of the date of this communication. Subsequent events and
developments may cause those views to change. However, while
noco-noco and PNAC may update these forward-looking statements in
the future, there is no current intention to do so, except to the
extent required by applicable law. You should, therefore, not rely
on these forward-looking statements as representing the views of
noco-noco or PNAC as of any date subsequent to the date of this
communication.
Contact:
Prime Number Capital, LLC on behalf of Prime Number Acquisition
I Corp.
Ms. Xiaoyan Jiang, Chairwoman
Email: info@pncps.com
noco-noco Pte. Ltd.
4 Shenton Way, SGX Centre 2 #04-06,
Singapore 068807
investor@noco-noco.com
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SOURCE Prime Number Acquisition I Corp.