Statistiche di base
| CIK | 1881741 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Arogo Capital Acquisition Corp.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| July 23, 2025 |
Description of Registered Securities.* Exhibit 4.5 DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, as amended (the “Charter”) our authorized capital stock consists of 100,000,000 shares of Class A common stock, $0.0001 par value, 10,000,000 shares of Class B common stock, $0.0001 par value, and 1,000,000 shares of undesignated preferred stock, $0.0001 par value. The following description sum |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41179 AROGO CAPITAL ACQUISITION COR |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30,2025 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER 001-41179 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Tran |
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| February 20, 2025 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among Arogo Capital Acquisition Corp., as the Purchaser, BTL Merger (Cayman) Ltd., as Merger Sub, BTL Holdings (Cayman) Limited as Pubco, Singto, LLC, in the capacity as the Purchaser Representative, Nusttanakit Sasianon and Sawin Laosethakul, jointly and solely in their capacity as the Seller Representatives, and Bangkok Tellink Co |
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| February 20, 2025 |
Exhibit 10.1 Execution Version FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●] [●], 202[●], by and among (i) Arogo Capital Acquisition Corp., a company incorporated in Delaware (together with its successors, the “Purchaser”), (ii) Singto, LLC, a Delaware limited liability company in the capacity as the representative from and after the Effecti |
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| February 20, 2025 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Executes Business Combination Agreement with Bangkok Tellink Co., Ltd. ~ The proposed transaction represents an equity value on a pro-forma basis of a total equity value of the combined company of USD350 million ~ ~ Bangkok Tellink Co., Ltd. is an emerging leader in advanced telecommunications, mobile network technology, and Internet of Things (IoT) sol |
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| February 20, 2025 |
Exhibit 10.2 Execution Version NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of February 14, 2025, by the undersigned security holder of the Company (as defined below) (the “Subject Party”) in favor of and for the benefit of Arogo Capital Acquisition Corp., a company incorporated in Delaware |
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| February 20, 2025 |
Exhibit 10.2 Execution Version NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of February 14, 2025, by the undersigned security holder of the Company (as defined below) (the “Subject Party”) in favor of and for the benefit of Arogo Capital Acquisition Corp., a company incorporated in Delaware |
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| February 20, 2025 |
Exhibit 10.5 Exhibit A Execution Version VOTING AGREEMENT This VOTING AGREEMENT, dated as of February 14, 2025 (this “Agreement”), by and among the Arogo Capital Acquisition Corp., a Delaware corporation (the “Purchaser”), Bangkok Tellink Co., Ltd., a Bangkok Registered company (the “Company”), and each of the shareholders of the Company whose names appear on the signature pages of this Agreement |
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| February 20, 2025 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among Arogo Capital Acquisition Corp., as the Purchaser, BTL Merger (Cayman) Ltd., as Merger Sub, BTL Holdings (Cayman) Limited as Pubco, Singto, LLC, in the capacity as the Purchaser Representative, Nusttanakit Sasianon and Sawin Laosethakul, jointly and solely in their capacity as the Seller Representatives, and Bangkok Tellink Co |
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| February 20, 2025 |
Sponsor Support Agreement dated as of February 14, 2025 Exhibit 10.4 EXHIBIT B Execution Version SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into on as of February 14, 2025, by and among (i) Arogo Capital Acquisition Corp., a company incorporated in Delaware (together with its successors, the “Purchaser”), (ii) BTL Merger (Cayman) Ltd., a to-be-formed Cayman Islands exempted company, and a wholly-owned subsid |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2025 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation or |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2025 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation or |
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| February 20, 2025 |
Exhibit 10.1 Execution Version FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●] [●], 202[●], by and among (i) Arogo Capital Acquisition Corp., a company incorporated in Delaware (together with its successors, the “Purchaser”), (ii) Singto, LLC, a Delaware limited liability company in the capacity as the representative from and after the Effecti |
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| February 20, 2025 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Executes Business Combination Agreement with Bangkok Tellink Co., Ltd. ~ The proposed transaction represents an equity value on a pro-forma basis of a total equity value of the combined company of USD350 million ~ ~ Bangkok Tellink Co., Ltd. is an emerging leader in advanced telecommunications, mobile network technology, and Internet of Things (IoT) sol |
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| February 20, 2025 |
Sponsor Support Agreement dated as of February 14, 2025 Exhibit 10.4 EXHIBIT B Execution Version SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into on as of February 14, 2025, by and among (i) Arogo Capital Acquisition Corp., a company incorporated in Delaware (together with its successors, the “Purchaser”), (ii) BTL Merger (Cayman) Ltd., a to-be-formed Cayman Islands exempted company, and a wholly-owned subsid |
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| February 20, 2025 |
Exhibit 10.5 Exhibit A Execution Version VOTING AGREEMENT This VOTING AGREEMENT, dated as of February 14, 2025 (this “Agreement”), by and among the Arogo Capital Acquisition Corp., a Delaware corporation (the “Purchaser”), Bangkok Tellink Co., Ltd., a Bangkok Registered company (the “Company”), and each of the shareholders of the Company whose names appear on the signature pages of this Agreement |
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| January 2, 2025 |
Exhibit 3.1 FOURTH AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acqu |
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| January 2, 2025 |
Exhibit 10.1 THIRD AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 3 (this “Amendment”), dated as of December 28, 2024, to the Trust Agreement (as defined below) is made by and between Arogo Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings assigne |
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| January 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 28, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) ( |
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| January 2, 2025 |
Exhibit 3.1 FOURTH AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acqu |
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| January 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 28, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) ( |
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| January 2, 2025 |
Exhibit 10.1 THIRD AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 3 (this “Amendment”), dated as of December 28, 2024, to the Trust Agreement (as defined below) is made by and between Arogo Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings assigne |
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| December 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| December 17, 2024 |
Arogo Capital Acquisition Corp. 848 Brickell Ave, Penthouse 5 Miami, FL 33131 Arogo Capital Acquisition Corp. 848 Brickell Ave, Penthouse 5 Miami, FL 33131 December 17, 2024 VIA EDGAR Division of Corporation Finance Office of Technology U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Mariam Mansaray, Kathleen Krebs Re: Arogo Capital Acquisition Corp. Preliminary Proxy Statement on Schedule 14A Filed on December 6, 2024 File No. 001 |
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| December 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUI |
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| December 10, 2024 |
Exhibit 10.1 AROGO CAPITAL ACQUISITION CORP. 848 Brickell Avenue, Penthouse 5, Miami, FL 33131 CONFIDENTIAL 6 December 2024 Bangkok Tellink Co., Ltd. 89/2 Building 6, 2nd Floor, Room 6203, Chaengwattana Road, Thung Song Hong, Laksi, Bangkok 10210, Thailand c/o: Nusttanakit Sasianon, Founder & Chief Executive Officer Re: Binding Letter of Intent Dear Nusttanakit: We have enjoyed learning about Bang |
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| December 10, 2024 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Binding Letter of Intent with Bangkok Tellink Co., Ltd, a Provider of Innovative Telecommunications and IoT Solutions, in Connection with a Proposed Business Combination Transaction Miami, FL and Bangkok, Thailand – 10 December 2024 – Arogo Capital Acquisition Corp. (“Arogo Capital”) (OTC: AOGO) today announced that it has signed a binding let |
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| December 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 6, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (C |
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| December 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 6, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (C |
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| December 10, 2024 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Binding Letter of Intent with Bangkok Tellink Co., Ltd, a Provider of Innovative Telecommunications and IoT Solutions, in Connection with a Proposed Business Combination Transaction Miami, FL and Bangkok, Thailand – 10 December 2024 – Arogo Capital Acquisition Corp. (“Arogo Capital”) (OTC: AOGO) today announced that it has signed a binding let |
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| December 10, 2024 |
Exhibit 10.1 AROGO CAPITAL ACQUISITION CORP. 848 Brickell Avenue, Penthouse 5, Miami, FL 33131 CONFIDENTIAL 6 December 2024 Bangkok Tellink Co., Ltd. 89/2 Building 6, 2nd Floor, Room 6203, Chaengwattana Road, Thung Song Hong, Laksi, Bangkok 10210, Thailand c/o: Nusttanakit Sasianon, Founder & Chief Executive Officer Re: Binding Letter of Intent Dear Nusttanakit: We have enjoyed learning about Bang |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| November 25, 2024 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 19, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) ( |
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| November 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 19, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) ( |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): ☐Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐Form N-CEN ☐ Form N-CSR Commission File Number: 001-41179 For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o |
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| November 14, 2024 |
AOGO / Arogo Capital Acquisition Corp. / Meteora Capital, LLC Passive Investment SC 13G 1 meteoraaogo09302024.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this State |
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| November 14, 2024 |
AOGO / Arogo Capital Acquisition Corp. / FIR TREE CAPITAL MANAGEMENT LP Passive Investment SC 13G/A 1 firtree-aogo093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this |
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| November 12, 2024 |
AOGO / Arogo Capital Acquisition Corp. / PROPPER KERRY Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 042644104 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the |
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| October 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 27, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) |
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| October 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 27, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) |
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| September 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 13, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) |
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| September 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 13, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) |
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| September 6, 2024 |
Material Modification to Rights of Security Holders, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 21, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 21, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| August 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| August 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| August 19, 2024 |
Arogo Capital Acquisition Corp. Announces Receipt of Nasdaq Delisting Notice Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Receipt of Nasdaq Delisting Notice MIAMI BEACH, FL, August 16, 2024 - Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that it received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) on August 12, 2024, notifying the Company that, |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 12, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUISITIO |
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| August 9, 2024 |
EX-99.1 2 d876030dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G/A filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class A Common Stock, par value $0.0001 per share, of Arogo Capital Acquisition Corp. (this “Agree |
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| August 9, 2024 |
AOGO / Arogo Capital Acquisition Corp. / SPRING CREEK CAPITAL LLC - SC 13G/A Passive Investment SC 13G/A 1 d876030dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 042644104 (CUSIP Number) August 1, 2024 (Date of Event Which Requires Filing of this |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| August 6, 2024 |
Arogo Capital Acquisition Corp. Announces Receipt of and Appeals Nasdaq Delisting Determination Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Receipt of and Appeals Nasdaq Delisting Determination MIAMI BEACH, FL, August 6, 2024 - Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that it received a notice (the “Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market LLC |
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| August 6, 2024 |
Arogo Capital Acquisition Corp. Announces Receipt of and Appeals Nasdaq Delisting Determination Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Receipt of and Appeals Nasdaq Delisting Determination MIAMI BEACH, FL, August 6, 2024 - Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that it received a notice (the “Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market LLC |
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| July 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 5, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Commi |
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| July 10, 2024 |
Exhibit 3.1 THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acqui |
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| July 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 5, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Commi |
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| July 10, 2024 |
Third Amendment to the Amended and Restated Certificate of Incorporation. Exhibit 3.1 THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acqui |
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| July 1, 2024 |
Form of Shareholder Support Agreement Exhibit 10.2 EXECUTION EXHIBIT B SHAREHOLDER SUPPORT AGREEMENT This Shareholder Support Agreement (this “Agreement”) is dated as of June [], 2024, by and among Arogo Capital Acquisition Corp., a Delaware corporation (“SPAC”), Ayurcann Holding Corp., an Ontario corporation (“PubCo”), DE Ayurcann Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of PubCo (“Merger Sub”), C |
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| July 1, 2024 |
Exhibit 2.1 EXECUTION VERSION BUSINESS COMBINATION AGREEMENT by and among AROGO CAPITAL ACQUISITION CORP., a Delaware corporation, AYURCANN HOLDING CORP., an Ontario corporation, AYURCANN HOLDINGS CORP., an Ontario corporation, CAN MERGER SUB., an Ontario corporation, and DEL MERGER SUB., a Delaware corporation, dated as of June 25, 2024 TABLE OF CONTENTS BUSINESS COMBINATION AGREEMENT 1 RECITALS: |
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| July 1, 2024 |
Form of Registration Rights Agreement Exhibit 10.4 EXECUTION EXHIBIT D FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2024, is made and entered into by Ayurcann Holding Corp., an Ontario corporation (the “Company”), Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”), certain former shareholders of Ayurcann Holdings Corp., an On |
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| July 1, 2024 |
Exhibit 99.1 Ayurcann Holdings Corp, is entering into a business combination with Arogo Capital Acquisition Corp. and its subsidiaries at a combined enterprise value estimated to be U.S. $210 million. Ayurcann is an award-winning Canadian cannabis extraction company that specializes in the processing and manufacturing of cannabis 2.0 and 3.0 products: ● Ayurcann is the #1 producer of vapes in Onta |
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| July 1, 2024 |
Company Arrangement Resolution Exhibit 10.5 The Arrangement Resolution RESOLUTION OF THE SHAREHOLDERS OF AYURCANN HOLDINGS CORP. (the “Corporation”) BE IT RESOLVED AS A SPECIAL RESOLUTION OF THE SHAREHOLDERS THAT: 1. The arrangement (the “Arrangement”) under Section 182 of the Business Corporations Act (Ontario) (the “OBCA”) involving the Corporation, its shareholders, Ayurcann Holding Corp., an Ontario corporation (“PubCo”), D |
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| July 1, 2024 |
Form of Shareholder Support Agreement Exhibit 10.2 EXECUTION EXHIBIT B SHAREHOLDER SUPPORT AGREEMENT This Shareholder Support Agreement (this “Agreement”) is dated as of June [], 2024, by and among Arogo Capital Acquisition Corp., a Delaware corporation (“SPAC”), Ayurcann Holding Corp., an Ontario corporation (“PubCo”), DE Ayurcann Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of PubCo (“Merger Sub”), C |
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| July 1, 2024 |
Exhibit 10.6 PLAN OF ARRANGEMENT Article 1 INTERPRETATION 1.1 Definitions In this Plan of Arrangement: “Acquisition Entities” means PubCo, DE Ayurcann Merger Sub, Inc. and CAN Ayurcann Merger Sub, Inc. “affiliate” means with respect to any person, any other person who directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such perso |
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| July 1, 2024 |
Company Arrangement Resolution Exhibit 10.5 The Arrangement Resolution RESOLUTION OF THE SHAREHOLDERS OF AYURCANN HOLDINGS CORP. (the “Corporation”) BE IT RESOLVED AS A SPECIAL RESOLUTION OF THE SHAREHOLDERS THAT: 1. The arrangement (the “Arrangement”) under Section 182 of the Business Corporations Act (Ontario) (the “OBCA”) involving the Corporation, its shareholders, Ayurcann Holding Corp., an Ontario corporation (“PubCo”), D |
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| July 1, 2024 |
Form of Sponsor Support Agreement Exhibit 10.1 EXECUTION EXHIBIT A SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is dated as of [], 2024, by and among Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”), Arogo Capital Acquisition Corp., a Delaware corporation (“SPAC”), and Ayurcann Holdings Corp., an Ontario corporation (the “Company”). Capitalized terms us |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 25, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| July 1, 2024 |
Form of Sponsor Support Agreement Exhibit 10.1 EXECUTION EXHIBIT A SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is dated as of [], 2024, by and among Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”), Arogo Capital Acquisition Corp., a Delaware corporation (“SPAC”), and Ayurcann Holdings Corp., an Ontario corporation (the “Company”). Capitalized terms us |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 25, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| July 1, 2024 |
Exhibit 10.3 Execution EXHIBIT C FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●], by and between Ayurcann Holding Corp., an Ontario corporation (the “PubCo”), Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”) and the Persons set forth on Schedule 1 hereto (the “Company Holders”). The PubCo, Sponso |
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| July 1, 2024 |
Exhibit 10.6 PLAN OF ARRANGEMENT Article 1 INTERPRETATION 1.1 Definitions In this Plan of Arrangement: “Acquisition Entities” means PubCo, DE Ayurcann Merger Sub, Inc. and CAN Ayurcann Merger Sub, Inc. “affiliate” means with respect to any person, any other person who directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such perso |
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| July 1, 2024 |
Exhibit 2.1 EXECUTION VERSION BUSINESS COMBINATION AGREEMENT by and among AROGO CAPITAL ACQUISITION CORP., a Delaware corporation, AYURCANN HOLDING CORP., an Ontario corporation, AYURCANN HOLDINGS CORP., an Ontario corporation, CAN MERGER SUB., an Ontario corporation, and DEL MERGER SUB., a Delaware corporation, dated as of June 25, 2024 TABLE OF CONTENTS BUSINESS COMBINATION AGREEMENT 1 RECITALS: |
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| July 1, 2024 |
Exhibit 99.1 Ayurcann Holdings Corp, is entering into a business combination with Arogo Capital Acquisition Corp. and its subsidiaries at a combined enterprise value estimated to be U.S. $210 million. Ayurcann is an award-winning Canadian cannabis extraction company that specializes in the processing and manufacturing of cannabis 2.0 and 3.0 products: ● Ayurcann is the #1 producer of vapes in Onta |
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| July 1, 2024 |
Exhibit 10.3 Execution EXHIBIT C FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●], by and between Ayurcann Holding Corp., an Ontario corporation (the “PubCo”), Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”) and the Persons set forth on Schedule 1 hereto (the “Company Holders”). The PubCo, Sponso |
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| July 1, 2024 |
Form of Registration Rights Agreement Exhibit 10.4 EXECUTION EXHIBIT D FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2024, is made and entered into by Ayurcann Holding Corp., an Ontario corporation (the “Company”), Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”), certain former shareholders of Ayurcann Holdings Corp., an On |
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| June 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| June 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| June 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUISITI |
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| May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25/A (Amendment No. 1) NOTIFICATION OF LATE FILING (CHECK ONE): ☐Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐Form N-CEN ☐ Form N-CSR Commission File Number: 001-41179 For Period Ended: March 31, 2024 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐ Transi |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): ☐Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐Form N-CEN ☐ Form N-CSR Commission File Number: 001-41179 For Period Ended: March 31, 2024 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐ Transition Report on Form |
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| May 10, 2024 |
Arogo Capital Acquisition Corp. Clawback Policy Exhibit 97 AROGO CAPITAL ACQUISITION CORP. Incentive Compensation Recovery Policy (the “Policy”) 1. Recovery of Excess Incentive Compensation. If Arogo Capital Acquisition Corp. (the “Company”) is required to prepare a Restatement, the Company’s board of directors (the “Board”) shall, unless the Board’s Compensation Committee determines it to be Impracticable, take reasonably prompt action to reco |
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| May 10, 2024 |
Description of Registered Securities.* Exhibit 4.5 DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, as amended (the “Charter”) our authorized capital stock consists of 100,000,000 shares of Class A common stock, $0.0001 par value, 10,000,000 shares of Class B common stock, $0.0001 par value, and 1,000,000 shares of undesignated preferred stock, $0.0001 par value. The following description sum |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41179 AROGO CAPITAL ACQUISITION COR |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 (Amendment No. 1) NOTIFICATION OF LATE FILING Commission File Number: 001-41179 (CHECK ONE): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41179 (CHECK ONE): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition |
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| March 12, 2024 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Receives Nasdaq Notification Regarding Minimum Market Value Deficiency MIAMI BEACH, FL, March 11, 2024 - Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that it received a notice (the "Notice") from the Listing Qualifications Department of the Nasdaq Stock Mark |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 11, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| March 12, 2024 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Receives Nasdaq Notification Regarding Minimum Market Value Deficiency MIAMI BEACH, FL, March 11, 2024 - Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that it received a notice (the "Notice") from the Listing Qualifications Department of the Nasdaq Stock Mark |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 11, 2024 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| February 14, 2024 |
SC 13G 1 firtree-aogo123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Stateme |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2024 |
US0426441046 / Arogo Capital Acquisition Corp., Class A / GLAZER CAPITAL, LLC Passive Investment SC 13G/A 1 aogo20231231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 AROGO CAPITAL ACQUISITION CORP. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| February 9, 2024 |
EX-99.1 2 d755227dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of Class A Common Stock, par value $0.0001 per share, of Arogo Capital Acquisition Corp. (this “Agreement”) |
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| February 9, 2024 |
SC 13G 1 d755227dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 042644104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Sta |
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| February 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Arogo Capital Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 042644104 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| January 26, 2024 |
SC 13G/A 1 eps11108aogo.htm 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Arogo Capital Acquisition Corp. (Name of Issuer) Class A common stock (Title of Class of Securities) 042644104 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0606 |
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| January 10, 2024 |
US0426441046 / Arogo Capital Acquisition Corp., Class A / MANGROVE PARTNERS Passive Investment SC 13G 1 mangrove-aogo123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* AROGO CAPITAL ACQUISITION CORP. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Stateme |
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| January 10, 2024 |
US0426441046 / Arogo Capital Acquisition Corp., Class A / Walleye Capital LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUI |
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| November 14, 2023 |
Form of Second Amendment to the Trust Agreement (8) Exhibit 10.1 SECOND AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of September 27, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Arogo Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall h |
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| November 9, 2023 |
Arogo Capital Acquisition Corp. Announces Termination of Merger Agreement with EON Reality, Inc. Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Termination of Merger Agreement with EON Reality, Inc. MIAMI BEACH, FL/November 9, 2023 — Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that its previously announced agreement and plan of merger (the “Merger Agreement”) with EON Reality, Inc. (“EON” |
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| November 9, 2023 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (C |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (C |
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| November 9, 2023 |
Arogo Capital Acquisition Corp. Announces Termination of Merger Agreement with EON Reality, Inc. Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Termination of Merger Agreement with EON Reality, Inc. MIAMI BEACH, FL/November 9, 2023 — Arogo Capital Acquisition Corp. (“Arogo” or the “Company”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that its previously announced agreement and plan of merger (the “Merger Agreement”) with EON Reality, Inc. (“EON” |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 21, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) |
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| September 28, 2023 |
Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acqu |
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| September 28, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Stockholder Approval of Extension of Deadline to Complete Business Combination NEW YORK, September 28, 2023 — On September 28, 2023, Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, announced that its stockholders have approved an extension of the date by which the Co |
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| September 28, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Stockholder Approval of Extension of Deadline to Complete Business Combination NEW YORK, September 28, 2023 — On September 28, 2023, Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, announced that its stockholders have approved an extension of the date by which the Co |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 21, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) |
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| September 28, 2023 |
Certificate of Amendment to Amended and restated Certificate of Incorporation. Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acqu |
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| September 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| August 31, 2023 |
PRER14A 1 ea184489-prer14aarogocap.htm REVISED PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidentia |
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| August 25, 2023 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 23, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| August 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 23, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| August 25, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – August 25, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on August 23, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Tru |
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| August 25, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – August 25, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on August 23, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Tru |
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| August 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUISITIO |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41179 (CHECK ONE): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Rep |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 25, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| July 31, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – July 31, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on July 25, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust a |
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| July 31, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – July 31, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on July 25, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust a |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 25, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| June 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 26, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| June 29, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – June 29, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on June 26, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust a |
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| June 29, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – June 29, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on June 26, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust a |
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| June 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 26, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Comm |
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| June 20, 2023 |
Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) Eon Reality Sets the Stage for NASDAQ Debut Improved Market Conditions, Ramped up IPO Process & Growth Capital IRVINE, CA, June 20, 2023 – EO |
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| June 12, 2023 |
US0426441046 / Arogo Capital Acquisition Corp., Class A / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) May 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| June 1, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 29, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Commi |
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| June 1, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – June 1, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on May 29, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust acc |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 29, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Commi |
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| June 1, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – June 1, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on May 29, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust acc |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUISITI |
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| May 10, 2023 |
US0426441046 / Arogo Capital Acquisition Corp., Class A / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) April 30, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| May 2, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – May 2, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on April 25, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust ac |
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| May 2, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| May 2, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York – May 2, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on April 25, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust ac |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 18, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (C |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 18, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (C |
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| April 18, 2023 |
Form of First Amendment to the Trust Agreement Exhibit 3.2 FIRST AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 1 (this “Amendment”), dated as of , 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Arogo Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanin |
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| April 18, 2023 |
Form of First Amendment to the Trust Agreement (7) Exhibit 3.2 FIRST AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 1 (this “Amendment”), dated as of , 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Arogo Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanin |
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| March 31, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York, March 30, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on March 29, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust |
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| March 31, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 29, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| March 31, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Confirms Funding to Extend Period to Consummate Initial Business Combination New York, March 30, 2023 – Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, today announced that on March 29, 2023 it caused to be deposited $191,666 (the “Extension Payment”) into the Company’s Trust |
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| March 31, 2023 |
EX-21.1 2 f10k2022ex21-1arogocapital.htm LIST OF SUBSIDIARIES Exhibit 21.1 SUBSIDIARY OF AROGO CAPITAL ACQUISITION CORP. Arogo Merger Sub, Inc. Delaware |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41179 AROGO CAPITAL ACQUISITION COR |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 29, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| March 28, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Stockholder Approval of Extension of Deadline to Complete Business Combination NEW YORK, March 28, 2023 — On March 28, 2023, Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, announced that its stockholders have approved an extension of the date by which the Company mu |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| March 28, 2023 |
Certificate of Amendment to Amended and restated Certificate of Incorporation. Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acquisition |
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| March 28, 2023 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Stockholder Approval of Extension of Deadline to Complete Business Combination NEW YORK, March 28, 2023 — On March 28, 2023, Arogo Capital Acquisition Corp. (the “Company” or “Arogo”) (Nasdaq: AOGO/AOGOU/AOGOW), a special purpose acquisition company, announced that its stockholders have approved an extension of the date by which the Company mu |
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| March 28, 2023 |
Certificate of Amendment to Amended and Restated Certificate of Incorporation.* Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law AROGO CAPITAL ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Arogo Capital Acquisition |
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| March 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2023 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| March 13, 2023 |
DEF 14A 1 def14a0323arogocapital.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| February 14, 2023 |
SC 13G 1 lighthouse-aogo123122.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AROGO CAPITAL ACQUISITION CORP. (Name of Issuer) Class A Common stock, $0.0001 par value per share (Title of Class of Securities) 042644104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Stat |
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| February 13, 2023 |
As filed with the United States Securities and Exchange Commission on February 10, 2023 As filed with the United States Securities and Exchange Commission on February 10, 2023 Registration No. |
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| February 2, 2023 |
Filed by Arogo Capital Acquisition Corp. Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality Issues a Limited Private Placement Offer of up to $25 million Convertible Loans to Select Investors IRVINE, CA, February 1, 2023 |
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| January 31, 2023 |
SC 13G 1 aogo13G.htm 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arogo Capital Acquisition Corp. (Name of Issuer) Class A common stock (Title of Class of Securities) 042644104 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0606 (Name, |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Arogo Capital Acquisition Corp. (Name of Issuer) Units, each consisting of one share of Class A common stock and one warrant (Title of Class of Securities) 042644203 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, C |
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| January 20, 2023 | ||
| January 20, 2023 |
Filed by Arogo Capital Acquisition Corp. Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality Unveils Contextual AI and Knowledge AI Module in New Solutions EON AI Assistant brings two new unique Artificial Intelligence off |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41179 AROGO CAPITAL A |
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| November 14, 2022 |
425 1 ea168455-425arogocap.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) This press release supersedes and replaces in its entirety the press release that was filed by Arogo |
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| October 31, 2022 |
425 1 ea167814-425arogocap.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality Announces Eight New AI-Powered Tools and Solutions at EON Experience Fest 2022 in Istanbu |
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| October 7, 2022 |
Consent of Vuthichai Tumasaroj to be named as a director.* Exhibit 99.4 Consent to Reference in Proxy Statement/Prospectus Arogo Capital Acquisition Corp. is filing a Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933 (the ?Securities Act?). In connection therewith, I hereby consent, pursuant to Rule 438 of the Securities Act, to the reference to me in the proxy st |
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| October 7, 2022 |
Consent of Leong Kah Chern to be named as a director.* Exhibit 99.3 Consent to Reference in Proxy Statement/Prospectus Arogo Capital Acquisition Corp. is filing a Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933 (the ?Securities Act?). In connection therewith, I hereby consent, pursuant to Rule 438 of the Securities Act, to the reference to me in the proxy st |
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| October 7, 2022 |
EX-21.1 3 fs42022ex21-1arogocapital.htm LIST OF SUBSIDIARIES Exhibit 21.1 Subsidiaries Arogo Merger Sub, Inc. Delaware |
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| October 7, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 6, 2022 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| October 7, 2022 |
425 1 ea166905-8k425arogo.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 6, 2022 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (Stat |
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| October 7, 2022 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Filing of Registration Statement on Form S-4 in Connection with its Proposed Business Combination with EON Reality, Inc. Miami, FL; Irvine, CA, October 7, 2022 ? Arogo Capital Acquisition Corp. (NASDAQ: ?AOGOU, AOGO, AOGOW?) (?Arogo?), a special purpose acquisition corporation, today announced the filing of a registration statement and proxy s |
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| October 7, 2022 |
SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EON REALITY HOLDINGS, INC. Exhibit 3.3 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EON REALITY HOLDINGS, INC. EON Reality Holdings, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is ?EON Reality Holdings, Inc.?. The date of the filing of its original Certificate of Incorporation with the Secre |
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| October 7, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 6, 2022 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Co |
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| October 7, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Arogo Capital Acquisition Corp. |
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| October 7, 2022 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Filing of Registration Statement on Form S-4 in Connection with its Proposed Business Combination with EON Reality, Inc. Miami, FL; Irvine, CA, October 7, 2022 ? Arogo Capital Acquisition Corp. (NASDAQ: ?AOGOU, AOGO, AOGOW?) (?Arogo?), a special purpose acquisition corporation, today announced the filing of a registration statement and proxy s |
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| October 7, 2022 |
425 1 ea166678-8k425arogo.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 6, 2022 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (Stat |
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| October 7, 2022 |
As filed with the United States Securities and Exchange Commission on October 6, 2022 As filed with the United States Securities and Exchange Commission on October 6, 2022 Registration No. |
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| October 7, 2022 |
Exhibit 2.1 Execution Version FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER is entered into as of October 6, 2022 (this ?Amendment?), by and among Arogo Capital Acquisition Corp. (the ?Purchaser?), Koo Dom Investment, LLC (the ?Purchaser Representative?), EON Reality, Inc. (the ?Company?) and EON Reality, Inc., in the capacity of Seller Repres |
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| October 7, 2022 |
EX-2.1 2 ea166678ex2-1arogo.htm FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER, DATED OCTOBER 6, 2022, BY AND AMONG AROGO, MERGER SUB, EON, KOO DOM INVESTMENT LLC AS AROGO REPRESENTATIVE AND EON AS SELLER REPRESENTATIVE Exhibit 2.1 Execution Version FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER is entered into as of October 6, 2022 (this |
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| October 7, 2022 |
Consent of Renee Lewis to be named as a director.* Exhibit 99.2 Consent to Reference in Proxy Statement/Prospectus Arogo Capital Acquisition Corp. is filing a Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, (the ?Securities Act?). In connection therewith, I hereby consent, pursuant to Rule 438 of the Securities Act, to the reference to me in the proxy s |
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| August 29, 2022 |
Filed by Arogo Capital Acquisition Corp. 425 1 ea165120-425arogocapital.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality Inc. Enters into Partnership with Axelrod Holdings Limited to Bring the Knowledge Met |
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| August 12, 2022 |
Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) IRVINE, CA, August 11, 2022 ? EON Reality, Inc. (?EON Reality?) CEO Dan Lejerskar made these Social Media Posts on his personal LinkedIn. 2 3 |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUISITIO |
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| August 3, 2022 |
425 1 ea163744-425arogocapitalacq.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) IRVINE, CA, August 3, 2022 – EON Reality, Inc. (“EON Reality”) is pleased to announce, as part |
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| July 29, 2022 |
425 1 ea163589-425arogocapitalacq.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) IRVINE, CA, July 29, 2022 – Dan Lejerskar, CEO of EON Reality, Inc. (“EON Reality”) presented |
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| July 26, 2022 |
425 1 ea163331-425arogocapital.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) IRVINE, CA, July 25, 2022 – EON Reality, Inc. (“EON Reality”) made this Social Media Post on Link |
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| July 25, 2022 |
Filed by Arogo Capital Acquisition Corp. Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) IRVINE, CA, July 22, 2022 ? EON Reality, Inc. (?EON Reality?) made this Social Media Post on LinkedIn. About EON Reality EON Reality is a lea |
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| July 7, 2022 |
Filed by Arogo Capital Acquisition Corp. 425 1 ea162579-425arogo.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality Enters into Partnership with MerSETA to Bring the Knowledge Metaverse to 50,000 Students and |
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| June 24, 2022 |
425 1 ea161919-425arogocapital.htm FORM 425 Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality To Announce the EON Metaverse Builder at EON Experience Fest 2022 The new product ena |
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| June 1, 2022 |
Filed by Arogo Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Arogo Capital Acquisition Corp. (Commission File No. 001-41179) EON Reality and Cho Thavee Public Company Limited Expand Knowledge Metaverse into Thailand The partnership will initially cover 50,000 studen |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41179 AROGO CAPITAL ACQUISITI |
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| April 26, 2022 |
Registration Rights Agreement. Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of [?] 2022 by and among (i) Arogo Capital Acquisition Corp., a Delaware corporation (the ?Purchaser?), and (ii) and the undersigned parties listed under Investor on the signature page hereto (each such party, together with any person or entity who hereafter becomes a party |
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| April 26, 2022 |
Exhibit 10.4 PURCHASER SUPPORT AGREEMENT This PURCHASER SUPPORT AGREEMENT, dated as of April 25, 2022 and effective as of the Closing Date (this ?Agreement?), by and among Koo Dom Investment, LLC, a Delaware limited liability company (?Sponsor? or ?Purchaser Representative?), Arogo Capital Acquisition Corp., a Delaware corporation (?Purchaser?), and Eon Reality, Inc., a California corporation (the |
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| April 26, 2022 |
EX-10.6 8 ea158810ex10-6arogocapital.htm VOTING AGREEMENT Exhibit 10.6 FORM OF VOTING AGREEMENT This VOTING AGREEMENT, dated as of April 25, 2022 (this “Agreement”), by and among the Arogo Capital Acquisition Corp., a Delaware corporation (the “Purchaser”), Eon Reality, Inc., a California corporation (the “Company”), and each of the stockholders of the Company whose names appear on the signature p |
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| April 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 25, 2022 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State or other jurisdiction of incorporation) (Com |
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| April 26, 2022 |
Exhibit 10.4 PURCHASER SUPPORT AGREEMENT This PURCHASER SUPPORT AGREEMENT, dated as of April 25, 2022 and effective as of the Closing Date (this “Agreement”), by and among Koo Dom Investment, LLC, a Delaware limited liability company (“Sponsor” or “Purchaser Representative”), Arogo Capital Acquisition Corp., a Delaware corporation (“Purchaser”), and Eon Reality, Inc., a California corporation (the |
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| April 26, 2022 |
425 1 ea158810-8k425arogo.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 25, 2022 AROGO CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41179 87-1118179 (State |
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| April 26, 2022 |
Registration Rights Agreement. EX-10.3 5 ea158810ex10-3arogocapital.htm REGISTRATION RIGHTS AGREEMENT Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [●] 2022 by and among (i) Arogo Capital Acquisition Corp., a Delaware corporation (the “Purchaser”), and (ii) and the undersigned parties listed under Investor on the signature page hereto (each such p |
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| April 26, 2022 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among Arogo Capital Acquisition Corp., as the Purchaser, Arogo Merger Sub, Inc., as Merger Sub, Koo Dom Investment, LLC, in the capacity as the Purchaser Representative, and EON Reality, Inc., as the Company and in the capacity as the Seller Representative, Dated as of April 25, 2022 TABLE OF CONTENTS Page Article I. MERGER 1 1.1. Merger 3 1.2. Trans |
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| April 26, 2022 |
EX-10.1 3 ea158810ex10-1arogocapital.htm FORM OF LOCK-UP AGREEMENT Exhibit 10.1 EON Reality, Inc. LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●] by and among (i) EON Reality, Inc., a California corporation (together with its successors, the “Company”), (ii) Arogo Capital Acquisition Corp., a Delaware special purpose acquisition company (the “Purchase |
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| April 26, 2022 |
EX-10.2 4 ea158810ex10-2arogocapital.htm NON-COMPETITION AGREEMENT Exhibit 10.2 NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) has been executed, and is effective as of the Closing Date, by and between Eon Reality, Inc, a California corporation (the “Company”) and key management and certain significant Company Stockholders (as |
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| April 26, 2022 |
EX-10.7 9 ea158810ex10-7arogocapital.htm 2022 EQUITY INCENTIVE PLAN Exhibit 10.7 AROGO CAPITAL ACQUISITION CORP.1 2022 EQUITY INCENTIVE PLAN 1. Purpose. The purpose of the Arogo Capital Acquisition Corp. 2022 Equity Incentive Plan (the “Plan”) is to provide a means through which the Company and its Affiliates may attract and retain key personnel and to provide a means whereby directors, officers, |
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| April 26, 2022 |
EX-2.1 2 ea158810ex2-1arogocapital.htm AGREEMENT AND PLAN OF MERGER, DATED APRIL 25, 2022, BY AND AMONG AROGO, MERGER SUB, EON, KOO DOM INVESTMENT LLC AS PURCHASER REPRESENTATIVE AND EON AS SELLER REPRESENTATIVE Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among Arogo Capital Acquisition Corp., as the Purchaser, Arogo Merger Sub, Inc., as Merger Sub, Koo Dom Investment, LLC, in the capacity as |
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| April 26, 2022 |
Exhibit 10.7 AROGO CAPITAL ACQUISITION CORP.1 2022 EQUITY INCENTIVE PLAN 1. Purpose. The purpose of the Arogo Capital Acquisition Corp. 2022 Equity Incentive Plan (the ?Plan?) is to provide a means through which the Company and its Affiliates may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advisors (and prospective directors, offi |
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| April 26, 2022 |
Restrictive Covenant Agreement EX-10.5 7 ea158810ex10-5arogocapital.htm RESTRICTIVE COVENANT AGREEMENT Exhibit 10.5 RESTRICTIVE COVENANT AGREEMENT This RESTRICTIVE COVENANT AGREEMENT (this “Agreement”) is entered into as of [●], by and between Arogo Capital Acquisition Corp., a Delaware corporation (“Purchaser”), Koo Dom Investment LLC, a Delaware limited liability company as the purchaser representative (“Purchaser Representat |
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| April 26, 2022 |
EX-99.1 10 ea158810ex99-1arogocapital.htm PRESS RELEASE, DATED APRIL 26, 2022 Exhibit 99.1 Arogo Capital Acquisition Corp. Enters Into Business Combination Agreement with EON Reality Inc., a Leading Virtual and Augmented Reality and Knowledge Metaverse Company EON Reality, Inc. Will Become a Public Company Listed on NASDAQ Under the Name EON Reality, Inc. - Transaction solidifies EON Reality Inc.’ |
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| April 26, 2022 |
Exhibit 10.1 EON Reality, Inc. LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this ?Agreement?) is made and entered into as of [?] by and among (i) EON Reality, Inc., a California corporation (together with its successors, the ?Company?), (ii) Arogo Capital Acquisition Corp., a Delaware special purpose acquisition company (the ?Purchaser?), (iii) Koo Dom Investment, LLC, a Delaware limited liability co |
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| April 26, 2022 |
EX-10.6 8 ea158810ex10-6arogocapital.htm VOTING AGREEMENT Exhibit 10.6 FORM OF VOTING AGREEMENT This VOTING AGREEMENT, dated as of April 25, 2022 (this “Agreement”), by and among the Arogo Capital Acquisition Corp., a Delaware corporation (the “Purchaser”), Eon Reality, Inc., a California corporation (the “Company”), and each of the stockholders of the Company whose names appear on the signature p |
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| April 26, 2022 |
EX-99.1 10 ea158810ex99-1arogocapital.htm PRESS RELEASE, DATED APRIL 26, 2022 Exhibit 99.1 Arogo Capital Acquisition Corp. Enters Into Business Combination Agreement with EON Reality Inc., a Leading Virtual and Augmented Reality and Knowledge Metaverse Company EON Reality, Inc. Will Become a Public Company Listed on NASDAQ Under the Name EON Reality, Inc. - Transaction solidifies EON Reality Inc.’ |
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| April 26, 2022 |
Restrictive Covenant Agreement EX-10.5 7 ea158810ex10-5arogocapital.htm RESTRICTIVE COVENANT AGREEMENT Exhibit 10.5 RESTRICTIVE COVENANT AGREEMENT This RESTRICTIVE COVENANT AGREEMENT (this “Agreement”) is entered into as of [●], by and between Arogo Capital Acquisition Corp., a Delaware corporation (“Purchaser”), Koo Dom Investment LLC, a Delaware limited liability company as the purchaser representative (“Purchaser Representat |
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| April 26, 2022 |
Exhibit 10.2 NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this ?Agreement?) has been executed, and is effective as of the Closing Date, by and between Eon Reality, Inc, a California corporation (the ?Company?) and key management and certain significant Company Stockholders (as defined in the Merger Agreement (as defined below)) (the ?Subject P |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41179 AROGO CAPITAL ACQUISITION COR |
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| March 31, 2022 |
Description of Registered Securities* EX-4.5 2 f10k2021ex4-5arogocapital.htm DESCRIPTION OF REGISTERED SECURITIES Exhibit 4.5 DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, our authorized capital stock consists of 100,000,000 shares of Class A common stock, $0.0001 par value, 10,000,000 shares of Class B common stock, $0.0001 par value, and 1,000,000 shares of undesignated preferred stock, |
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| February 10, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2022 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41179 87-1118179 ( |
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| February 10, 2022 |
Exhibit 99.1 Arogo Capital Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Warrants MIAMI BEACH, FL/February 10, 2022/ Arogo Capital Acquisition Corp. (Nasdaq: AOGOU) (the "Company"), a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one |
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| February 9, 2022 |
Yakira Capital Management, Inc. SC 13G 1 arogo13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arogo Capital Acquisition Corp. (Name of Issuer) Units, each consisting of one share of Class A common stock and one warrant (Title of Class of Securities) 042644203 (CUSIP Number) BRUCE KALLINS, PRINCIPAL; 1555 POST ROAD EAST, SUITE |
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| January 5, 2022 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2021 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41179 87-1118179 ( |
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| January 5, 2022 |
Arogo Capital Acquisition Corp. INDEX TO FINANCIAL STATEMENT EX-99.1 2 ea153517ex99-1arogocap.htm AUDITED BALANCE SHEET Exhibit 99.1 Arogo Capital Acquisition Corp. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of December 29, 2021 F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Arogo Capital Acquisition C |
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| January 3, 2022 |
Space Summit Capital LLC - SC 13G SC 13G 1 tm221373d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arogo Capital Acquisition Corp. (Name of Issuer) Units (Title of Class of Securities) 042644203 (CUSIP Number) December 27, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig |
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| January 3, 2022 |
Feis Lawrence Michael - SCHEDULE 13G Schedule 13G OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| December 30, 2021 |
Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. (1) EX-4.1 4 ea153211ex4-1arogocap.htm WARRANT AGREEMENT, DATED DECEMBER 23, 2021, BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY Exhibit 4.1 WARRANT AGREEMENT AROGO CAPITAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY This Warrant Agreement (this “Agreement”), is made as of December 23, 2021, between Arogo Capital Acquisition Corp., a Delaware corporation (the |
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| December 30, 2021 |
EX-10.4 8 ea153211ex10-4arogocap.htm PLACEMENT UNIT PURCHASE AGREEMENT, DATED DECEMBER 23, 2021, BETWEEN THE COMPANY AND KOO DOM INVESTMENT LLC Exhibit 10.4 Arogo Capital Acquisition Corp 848 Brickell Avenue, Penthouse 5, Miami, FL 33131. December 23, 2021 Ladies and Gentlemen: Arogo Capital Acquisition Corp. (the “Company”), a blank check company formed for the purpose of acquiring one or more bu |
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| December 30, 2021 |
Registration Rights Agreement between the Registrant and certain security holders (1) EX-10.3 7 ea153211ex10-3arogocap.htm REGISTRATION RIGHTS AGREEMENT, DATED DECEMBER 23, 2021, AMONG THE COMPANY AND CERTAIN SECURITYHOLDERS Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 23, 2021, is made and entered into by and among Arogo Capital Acquisition Corp., a Delaware corporation (the “Company”), Koo Dom Investment LL |
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| December 30, 2021 |
8-K 1 ea153211-8karogocap.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2021 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdic |
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| December 30, 2021 |
EX-99.2 12 ea153211ex99-2arogocap.htm PRESS RELEASE DATED DECEMBER 29, 2021 Exhibit 99.2 Arogo Capital Acquisition Corp. Announces Closing of Initial Public Offering and Exercise of Full Over-Allotment Option Miami, FL – December 29, 2021 – Arogo Capital Acquisition Corp. (the “Company”) announced today the closing of its initial public offering of 9,000,000 units at $10.00 per unit (the “Offering |
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| December 30, 2021 |
EX-10.1 5 ea153211ex10-1arogocap.htm LETTER AGREEMENT, DATED DECEMBER 23, 2021, AMONG THE COMPANY, KOO DOM INVESTMENT LLC AND EACH OF THE EXECUTIVE OFFICERS AND DIRECTORS OF THE COMPANY Exhibit 10.1 December 23, 2021 Arogo Capital Acquisition Corp. 848 Brickell Avenue, Penthouse 5, Miami, FL 33131. Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being del |
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| December 30, 2021 |
Administrative Services Agreement between Koo Dom Investment LLC and the Registrant. (1) EX-10.6 10 ea153211ex10-6arogocap.htm ADMINISTRATIVE SUPPORT AGREEMENT, DATED DECEMBER 23, 2021, BY AND BETWEEN THE COMPANY AND KOO DOM INVESTMENT LLC Exhibit 10.6 Arogo Capital Acquisition Corp. December 23, 2021 Koo Dom Investment LLC Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Arogo Capital Acquisition Corp. (the “Company”) and Koo Dom Investm |
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| December 30, 2021 |
Amended and Restated Certificate of Incorporation.* EX-3.1 3 ea153211ex3-1arogocap.htm AMENDED AND RESTATED CERTIFICATE OF INCORPORATION DATED NOVEMBER 9, 2021 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AROGO CAPITAL ACQUISITION CORPORATION November 9, 2021 Arogo Capital Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The na |
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| December 30, 2021 |
Arogo Capital Acquisition Corp. Announces Pricing of $90,000,000 Initial Public Offering Exhibit 99.1 Arogo Capital Acquisition Corp. Announces Pricing of $90,000,000 Initial Public Offering Miami, FL – December 23, 2021 – Arogo Capital Acquisition Corp. (the “Company”) announced today that it priced its initial public offering of 9,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Global Market (“Nasdaq”) and are expected to begin trading on Monday, December 27 |
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| December 30, 2021 |
Form of Indemnification Agreement (1) EX-10.5 9 ea153211ex10-5arogocap.htm FORM OF INDEMNITY AGREEMENT Exhibit 10.5 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 2021, between Arogo Capital Acquisition Corp., a Delaware corporation (the “Company”), and (“Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as dire |
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| December 30, 2021 |
EX-10.2 6 ea153211ex10-2arogocap.htm INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED DECEMBER 23, 2021, BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 23, 2021 by and between Arogo Capital Acquisition Corp., a Delaware corporation (the “ |
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| December 30, 2021 |
EX-1.1 2 ea153211ex1-1arogocap.htm UNDERWRITING AGREEMENT, DATED DECEMBER 23, 2021, BETWEEN THE COMPANY AND EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, LLC, AS REPRESENTATIVE OF THE UNDERWRITERS NAMED THEREIN Exhibit 1.1 9,000,000 Units Arogo Capital Acquisition Corp. UNDERWRITING AGREEMENT December 23, 2021 EF Hutton, division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New Yor |
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| December 29, 2021 |
SC 13G/A 1 13GAARGOU20211229.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A (Rule 13d-102) Amendment No. 1 Under the Securities Exchange Act of 1934 Arogo Capital Acquisition Corp. (Name of Issuer) Class A Common Share (Title of Class of Securities) 042644203** (CUSIP Number) December 28, 2021 (Date of Event which Requires Filing of this Statement) Check |
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| December 28, 2021 |
Arogo Capital Acquisition Corp. 9,000,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-259338 $90,000,000 Arogo Capital Acquisition Corp. 9,000,000 Units Arogo Capital Acquisition Corp. is a newly organized blank check company 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, which we refer |
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| December 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 Arogo Capital Acquisition Corp (Name of Issuer) Class A Common Share (Title of Class of Securities) 042644203** (CUSIP Number) December 27, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| December 21, 2021 |
CORRESP 1 filename1.htm December 21, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Arogo Capital Acquisition Corp. Registration Statement on Form S-1 File No. 333-259338 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), EF Hutton, division of Benchmark In |
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| December 21, 2021 |
AROGO CAPITAL ACQUISITION CORP. CORRESP 1 filename1.htm AROGO CAPITAL ACQUISITION CORP. December 21, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Janice Adeloye Re: Arogo Capital Acquisition Corp. (the “Company”) Registration Statement on Form S-1 (File No. 333- 259338) (the “Registration Statement”) Dear Ms. Adeloye, The Company |
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| December 17, 2021 |
8-A12B 1 ea152520-8a12barogocapital.htm REGISTRATION OF CERTAIN CLASSES OF SECURITIES UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 87-1118179 (S |
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| November 23, 2021 |
EX-10.2 3 ea150947ex10-2arogo.htm PROMISSORY NOTE, DATED JUNE 30, 2021, ISSUED TO KOO DOM INVESTMENT LLC AND AMENDMENT TO PROMISSORY NOTE, DATED OCTOBER 26, 2021, ISSUED TO KOO DOM INVESTMENT LLC Exhibit 10.2 THE PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THE NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, T |
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| November 23, 2021 |
Form of Underwriting Agreement** EX-1.1 2 ea150947ex1-1arogo.htm FORM OF UNDERWRITING AGREEMENT Exhibit 1.1 9,000,000 Units Arogo Capital Acquisition Corp. UNDERWRITING AGREEMENT November [ ], 2021 EF Hutton, division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Arogo Capital Acquisition Corp. |
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| November 23, 2021 |
As filed with the U.S. Securities and Exchange Commission on November 22, 2021 As filed with the U.S. Securities and Exchange Commission on November 22, 2021 Registration No. 333-259338 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Arogo Capital Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 87-1118179 (State or other jurisdict |
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| October 25, 2021 |
Certificate of Amendment to Amended and restated Certificate of Incorporation (9) Exhibit 4.4 WARRANT AGREEMENT AROGO CAPITAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY This Warrant Agreement (this “Agreement”), is made as of [ ], 2021, between Arogo Capital Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”). WHE |
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| October 25, 2021 |
Exhibit 10.1 [ ], 2021 Arogo Capital Acquisition Corp. 848 Brickell Avenue, Penthouse 5, Miami, FL 33131. Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between Arogo Capital Acquisition Corp., a Delaware corporation (the “Company |
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| October 25, 2021 |
Form of Placement Unit Purchase Agreement between the Registrant and Koo Dom Investment LLC * EX-10.6 11 ea149337ex10-6arogo.htm FORM OF PLACEMENT UNIT PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND KOO DOM INVESTMENT LLC Exhibit 10.6 Arogo Capital Acquisition Corp 848 Brickell Avenue, Penthouse 5, Miami, FL 33131. [], 2021 Ladies and Gentlemen: Arogo Capital Acquisition Corp. (the “Company”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “B |
