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 account for its public stockholders, representing $0.0378 per public share, allowing the Company to
extend the period of time it has to consummate its initial business combination by one month from May 29, 2023 to June 29, 2023 (the
“Extension”). The Extension is the third of nine-monthly extensions permitted under the Company’s governing
documents.
Business Combination
On April 25, 2022, Arogo entered into an Agreement
and Plan of Merger (as amended on October 6, 2022, and as it may be further amended or supplemented from time to time, the “Merger
Agreement”), by and among Arogo, Arogo Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Arogo (“Merger
Sub”), EON Reality, Inc., a California corporation (“EON Reality”), Singto, LLC, formerly known as Koo Dom Investment,
LLC, in its capacity as Purchaser Representative, and EON Reality, Inc., in its capacity as Seller Representative. Pursuant to the Merger
Agreement, at the closing of the transactions contemplated by the Merger Agreement (the “Closing”), Merger Sub will merge
with and into EON Reality, with EON Reality becoming a wholly-owned, privately-held subsidiary of Arogo, and Arogo with change its name
to EON Reality Holdings, Inc., which will continue as the surviving public corporation after the Closing (“EON Reality Holdings”).
About Arogo Capital Acquisition Corp.
Arogo is a blank check company incorporated as
a Delaware corporation on June 9, 2021 for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization
or similar business combination with one or more businesses or entities.
About EON Reality
EON Reality is a leading company in Augmented
and Virtual Reality-based experience creation for education and industry as well as the reputed creator of the Knowledge Metaverse. EON
Reality’s over 20 years of existence and success are tied to its belief that knowledge is a human right and should be available,
accessible, and affordable for every person on the planet. To carry this out, EON Reality developed and launched EON-XR, a SaaS-based
platform dedicated to the democratization of XR content creation that brings code-free XR development and publishing to smartphones, tablets,
laptops, and any other XR-focused devices. EON-XR can be used in devices of different sizes, in different shapes and at different types
of locations: from hand-held mobile devices, to head-mounted displays, to large-scale screens, and even at mega-size facilities. EON Reality’s
global network now comprises more than 1.8 million licenses who are collectively building the Knowledge Metaverse in more than 75 locations.
EON Reality has also created the world’s leading XR library for education and industry with access to at least 4.4 million assets
and counting. For further information, visit www.eonreality.com.
Additional Information and Where to Find It
In connection with the proposed business combination
transaction, Arogo filed relevant materials with the Securities and Exchange Commission (the “SEC”), including a filed registration
statement on Form S-4, which included a draft proxy statement/prospectus of Arogo on October 7, 2022, and on February 13, 2023, and it
intends to file other documents regarding the proposed business combination transaction with the SEC in the future. Arogo’s stockholders
and other interested persons are advised to read, when available, the preliminary proxy statement/prospectus and the amendments thereto
and the definitive proxy statement and documents incorporated by reference therein filed in connection with the proposed business combination
transaction, as these materials will contain important information about EON Reality, Arogo and the proposed business combination transaction.
Promptly after the Form S-4 is declared effective by the SEC, Arogo will mail the definitive proxy statement/prospectus and a proxy card
to each stockholder entitled to vote at the meeting relating to the approval of the business combination and other proposals set forth
in the proxy statement/prospectus. Before making any voting or investment decision, investors and stockholders of Arogo are urged to carefully
read the entire registration statement and proxy statement/prospectus, now that they are available and when they are declared effective,
and any other relevant documents filed with the SEC, as well as any amendments or supplements to these documents, because they will contain
important information about the proposed business combination transaction. The documents filed by Arogo with the SEC may be obtained free
of charge at the SEC’s website at www.sec.gov, (Registration No. 333-259338), or by directing a request to Arogo Capital Acquisition
Corp., 848 Brickell Avenue, Penthouse 5, Miami, FL 33131.
No Offer or Solicitation
This press release shall not constitute a solicitation
of a proxy, consent, or authorization with respect to any securities or in respect of the proposed business combination. This press release
shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities
in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements
of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.
Participants in the Solicitation
Arogo and its directors and executive officers
may be deemed participants in the solicitation of proxies from its stockholders with respect to the business combination. A list of the
names of those directors and executive officers and a description of their interests in Arogo will be included in the proxy statement/prospectus
for the proposed business combination when available at www.sec.gov. Information about Arogo’s directors and executive officers
and their ownership of Arogo common stock is set forth in Arogo’s prospectus, dated December 23, 2021, as modified or supplemented
by any Form 3 or Form 4 filed with the SEC since the date of such filing. Other information regarding the interests of the participants
in the proxy solicitation will be included in the proxy statement/prospectus pertaining to the proposed business combination when it becomes
available. These documents can be obtained free of charge from the source indicated above.
EON Reality and its directors and executive officers
may also be deemed to be participants in the solicitation of proxies from the stockholders of Arogo in connection with the proposed business
combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed business
combination will be included in the proxy statement/prospectus for the proposed business combination.
Cautionary Statement Regarding Forward-Looking
Statements
This communication contains certain statements
which may be deemed as “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of
1995 and other securities laws. Such statements include, but are not limited to, statements about future financial and operating results,
our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified
by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,”
“estimated,” “believe,” “intend,” “plan,” “projection,” “outlook”
or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding EON Reality’s
industry and market sizes, future opportunities for EON Reality and Arogo, EON Reality’s estimated future results and the proposed
business combination between Arogo and EON Reality, including the implied enterprise value, the expected transaction and ownership structure
and the likelihood, timing and ability of the parties to successfully consummate the proposed transaction. Such forward-looking statements
are based upon the current beliefs and expectations of the management and are inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond the management’s control.
Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.
In addition to factors previously disclosed in
Arogo’s reports filed with the SEC and those identified elsewhere in this communication, the following factors, among others, could
cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the
forward-looking statements: inability to meet the closing conditions to the business combination, including the occurrence of any event,
change, legal proceedings instituted against EON Reality or against Arogo related to the business combination agreement or the management
team, or other circumstances that could give rise to the termination of the business combination agreement; the inability to complete
the transactions contemplated by the business combination agreement due to the failure to obtain approval of Arogo’s stockholders;
redemptions exceeding a maximum threshold or the failure to meet The Nasdaq Stock Market’s initial listing standards in connection
with the consummation of the contemplated transactions; costs related to the transactions contemplated by the business combination agreement;
a delay or failure to realize the expected benefits from the proposed business combination agreement transaction including EON Reality’s
ability to effectively develop and successfully market new products, solutions and services, and to effectively address cost reductions
and other changes in its industry; risks related to disruption of management’s time from ongoing business operations due to the
proposed business combination transaction; changes in the virtual reality markets in which EON Reality competes, including with respect
to its competitive landscape, technology evolution or regulatory changes on solutions, services, labor matters, international economic,
political, legal, compliance and business factors; developments and uncertainties in domestic and foreign trade policies and regulations,
and other regulations which may cause contractions or affect growth rates and cyclicality of markets EON Reality serve; disruptions relating
to war, terrorism, widespread protests and civil unrest, man-made and natural disasters, public health issues and other events; changes
in domestic and global general economic conditions; risk that EON Reality may not be able to execute its growth strategies; security breaches
or other disruptions of EON Reality information technology systems or violations of data privacy laws; EON Reality’s inability to
adequately protect its intellectual property; risks related to the ongoing COVID-19 pandemic and response, including new variants of the
virus; the pace of recovery in the markets in which EON Reality operates; global supply chain disruptions and potential staffing shortages
at potential customers which may have a trickle-down effect on EON Reality; risk that EON Reality may not be able to develop and maintain
effective internal controls; and other risks and uncertainties indicated in Arogo’s final prospectus, dated December 23, 2021, for
its initial public offering, and those that will be contained in the proxy statement/prospectus relating to the proposed business combination,
including those under “Risk Factors” therein, and in Arogo’s other filings with the SEC. EON Reality and Arogo caution
that the foregoing list of factors is not exclusive. These forward-looking statements are provided for illustrative purposes only and
are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement
of fact or probability.
Actual results, performance or achievements may
differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those forward-looking
statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You
are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as projected financial information
and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and
other factors, many of which are beyond the management’s control. All information set forth herein speaks only as of the date hereof
in the case of information about Arogo and EON Reality or the date of such information in the case of information from persons other than
Arogo or EON Reality, and except to the extent required by applicable law, we disclaim any intention or obligation to update or revise
any forward-looking statements as a result of new information, future events and developments or otherwise occurring after the date of
this communication. Forecasts and estimates regarding EON Reality’s industry and markets are based on sources we believe to be reliable,
however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Projected and estimated numbers
are used for illustrative purpose only, are not forecasts and may not reflect actual results. Neither Arogo nor EON Reality gives any
assurance that either Arogo or EON Reality, respectively, will achieve its expectations.
Contact Information
Investor Relations
Marketing@eonreality.com
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