Pono Capital Corp Confirms Funding to Extend Period to Consummate Initial Business Combination
November 09 2022 - 9:20PM
Pono Capital Corp (the “
Company”) (Nasdaq: PONO),
a special purpose acquisition company, today announced that Mehana
Capital LLC, an affiliate of Mehana Equity LLC (the
“
Sponsor”), and AERWINS Technologies, Inc.
(“
AERWINS”), have each deposited $575,000 into the
Company’s Trust account for its public stockholders, representing
an aggregate of $0.10 per public share, allowing the Company to
extend the period of time it has to consummate its initial business
combination by three months from November 11, 2022 to February 13,
2023 (the “
Extension”). The Extension is permitted
under the Company’s governing documents.
As previously announced, on September 7, 2022,
the Company entered into an Agreement and Plan of Merger (the
“Merger Agreement”), by and among the Company,
Pono Merger Sub, Inc., AERWINS, the Sponsor, and Shuhei
Komatsu.
Important Information About the Proposed
Business Combination and Where to Find It
This press release relates to a proposed
business combination transaction (the “Merger”)
among the parties set forth above and is referred herein as the
business combination. A full description of the terms of the
business combination will be provided in a registration statement
on Form S-4 that the Company intends to file with the SEC that will
include a prospectus of the Company with respect to the securities
to be issued in connection with the proposed business combination
and a proxy statement of the Company with respect to the
solicitation of proxies for the special meeting of stockholders of
the Company to vote on the business combination (the “Form
S-4”). This communication is not intended to be, and is
not, a substitute for the proxy statement/prospectus or any other
document the Company has filed or may file with the Securities and
Exchange Commission (the “SEC”) in connection with
the proposed transactions. Each of AERWINS and the Company urge its
investors, stockholders and other interested persons to read, when
available, the proxy statement/ prospectus as well as other
documents filed with the SEC because these documents will contain
important information about AERWINS, the Company, and the Merger.
After the Form S-4 is declared effective, the definitive proxy
statement/prospectus will be mailed to stockholders of the Company
as of a record date to be established for voting on the business
combination. Before making any voting or investment decision,
investors, and stockholders of the Company are urged to carefully
read the entire proxy statement, when it becomes available, 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. Once available, the Company shareholders and other
interested persons will also be able to obtain a copy of the
Registration Statement on Form S-4, including the proxy
statement/prospectus included therein, and other documents filed
with the SEC, without charge, by directing a request to: Pono
Capital Corp, 643 Ilalo St. #102, Honolulu, Hawaii 96813, (808)
892-6611 or on the SEC’s website at www.sec.gov.
Participants in
Solicitation
AERWINS and the Company, and their respective
directors and executive officers, may be deemed participants in the
solicitation of proxies of the Company’s stockholders in respect of
the proposed business combination. The Company’s stockholders and
other interested persons may obtain more detailed information about
the names and interests of the directors and officers of AERWINS
and the Company in the business combination will be set forth in in
the Company’s filings with the SEC, including, when filed with the
SEC, the preliminary proxy statement and the amendments thereto,
the definitive proxy statement, and other documents filed with the
SEC. These documents can be obtained free of charge from the
sources specified above and at the SEC’s web site at
www.sec.gov.
This press release does not contain all the
information that should be considered concerning the business
combination and is not intended to form the basis of any investment
decision or any other decision in respect of the business
combination. Before making any voting or investment decision,
investors and security holders are urged to read the Form S-4 and
accompanying proxy statement/prospectus and all other relevant
documents filed or that will be filed with the SEC in connection
with the proposed business combination as they become available
because they will contain important information about the proposed
business combination.
No Offer or Solicitation
This press release will not constitute a
solicitation of a proxy, consent, or authorization with respect to
any securities or in respect of the business combination. This
press release will also not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor will 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 will be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act, as amended, or an exemption therefrom.
Cautionary Statement Regarding
Forward-Looking Statements
This press release contains statements that
constitute “forward-looking statements,” including with respect to
the proposed initial public offering and the anticipated use of the
net proceeds. No assurance can be given that the offering discussed
above will be completed on the terms described, or at all, or that
the net proceeds of the offering will be used as indicated.
Forward-looking statements are subject to numerous conditions, many
of which are beyond the control of the Company, including those set
forth in the Risk Factors section of the Company’s registration
statement and preliminary prospectus for the Company’s offering
filed with the SEC. Copies of these documents are available on the
SEC’s website, www.sec.gov. The Company undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
Contacts
Dustin ShindoPono Capital Corp(808)
892-6611dshindo@ponocorp.com
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