Rezolve Limited entered into a definitive business combination agreement to acquire Armada Acquisition Corp. I from Armada Sponsor LLC and others in a reverse merger transaction.

Rezolve Limited entered into a definitive business combination agreement to acquire Armada Acquisition Corp. I (NasdaqGM:AACI) from Armada Sponsor LLC and others in a reverse merger transaction on December 17, 2021. Rezolve shareholders will be rolling 100% of their equity and will own a pro forma equity ownership of 87.3% stake. Upon the closing of the transactions, the combined company will be named Rezolve Group Limited and will continue to be listed on The Nasdaq Stock Market LLC under the new ticker symbol “ZONE.” Armada will receive two of the nine board seats. The transaction has been unanimously approved by the Board of Directors of Armada, as well as the Board of Directors of Rezolve, and is subject to the satisfaction of customary closing conditions, including the approval of the stockholders of Armada and receipt of certain regulatory approvals. Armada Acquisition Corp. I's board has approved an automatic extension of the deadline to consummate the business combination with Rezolve from November 17, 2022 to February 17, 2023. The amendment extends the "outside date" under the business combination agreement to January 31, 2023.

Barclays and Cantor Fitzgerald & Co. are serving as financial advisors to Rezolve. Cohen & Company Capital Markets, a division of J.V.B Financial Group, LLC is serving as the financial advisor to Armada. KPMG is acting as a financial advisor and due diligence advisor to Armada and as an accounting advisor to Rezolve. Robert Fenner and Liz Wilson of Taylor Wessing and Wilson Sonsini are representing Rezolve and Gerry Williams, Penny Minna, Forrest Neal, Frank Mugabi and Jonathan Watkins of DLA Piper LLP (US) and DLA Piper UK LLP are representing Armada Acquisition Corp. I as legal counsel for the transaction. Cantor Fitzgerald & Co. and Cohen & Company Capital Markets are acting as placement agents in connection with the PIPE offering. King & Spalding LLP is acting as legal counsel to the placement agents. Kevin Manz of King & Spalding LLP is acting as legal advisor to Cantor Fitzgerald & Co.