Prime Number Acquisition in an 8-K today said it signed a forward purchase agreement with three Meteora Funds which have agreed to buy up to 2 million Class A shares.
The FPA provides for $1 million upfront fee payable by Meteora, with the balance owed when the SEC declares the SPAC’s registration statement effective. Meteora will also receive cash for its participation equal to the value of 150,000 shares at the deal’s initial share price.
The disclosure comes on the eve of a shareholder vote on the SPAC’s proposed merger with Noco-Noco, a development-stage manufacturer of carbon-zero electric vehicle battery technologies.
Prime Number also reported that 98.59% of its shares outstanding have been redeemed ahead of the shareholder meeting.
The deal was announced in January at a valuation of $1.35 billion. There is a minimum $20 million cash condition to close.
Prime Number Acquisition I raised $64.5 million in a May 2022 IPO. Read more.
