LETTER TO STOCKHOLDERS OF ARMADA ACQUISITION CORP. I
1760 Market Street, Suite 602
Philadelphia, Pennsylvania 19103
Dear
Armada Acquisition Corp. I Shareholder:
You are cordially invited to attend a special meeting of Armada Acquisition Corp. I, a Delaware
corporation (Armada), which will be held on August 2, 2023, at 11:00 a.m., Eastern Time, as a virtual meeting, or at such other time, on such other date and at such other place to which the meeting may be adjourned (the
Stockholder Meeting).
You can participate in the virtual Stockholder Meeting, vote, and submit questions via live
webcast by visiting https://www.cstproxy.com/armadaacqi/sm2023. Please see Questions and Answers about the Stockholder Meeting How do I attend the virtual
Stockholder Meeting? in the accompanying proxy statement for more information. Even if you are planning on attending the Stockholder Meeting online, please promptly submit your proxy vote online, or, if you received a printed form of proxy
in the mail, by completing, dating, signing and returning the enclosed proxy, so your shares will be represented at the Stockholder Meeting.
The attached notice of the Stockholder Meeting and proxy statement describe the business Armada will conduct at the Stockholder Meeting and
provide information about Armada that you should consider when you vote your shares. As more fully described in the attached proxy statement, which is dated July 17, 2023, and is first being mailed to stockholders on or about that date, the
Stockholder Meeting will be held for the purpose of considering and voting on the following proposals:
1. Proposal No. 1Extension
Amendment ProposalTo amend Armadas second amended and restated certificate of incorporation (as amended, the Certificate of Incorporation) to extend the date (the Termination Date) by which
Armada has to consummate a business combination (the Charter Extension) from August 17, 2023 (the Original Termination Date) to September 17, 2023 (the Charter Extension Date) and to
allow Armada, without another stockholder vote, to elect to extend the Termination Date to consummate a business combination on a monthly basis for up to five times by an additional one month each time after the Charter Extension Date, by resolution
of Armadas board of directors (the Board), if requested by Armada Sponsor LLC, (the Sponsor), and upon five days advance notice prior to the applicable Termination Date, until February 17, 2024 (each,
an Additional Charter Extension Date), or a total of up to six months after the Original Termination Date, unless the closing of a business combination shall have occurred prior thereto (the Extension Amendment
Proposal). A copy of the proposed amendment is set forth in Annex A to this proxy statement; and
2. Proposal No.
2Adjournment ProposalTo adjourn the Stockholder Meeting to a later date or dates, if necessary, (i) to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Meeting,
there are insufficient Common Stock, par value $0.0001 per share (the Common Stock) in the capital of Armada represented (either in person or by proxy) to approve the Extension Amendment Proposal or (ii) if the holders of
Common Stock issued as part of the units sold in Armadas initial public offering (the Public Shares) have elected to redeem an amount of shares in connection with the Extension Amendment Proposal such that Armada would not
adhere to the continued listing requirements of the Nasdaq Stock Market LLC (the Adjournment Proposal).
Each of the
Extension Amendment Proposal and the Adjournment Proposal is more fully described in the accompanying proxy statement. Please take the time to read carefully each of the proposals in the accompanying proxy statement before you vote.
If the Extension Amendment Proposal is approved and the Charter Extension becomes effective, within five business days of the date of the
Stockholder Meeting, the Sponsor (or one or more of its affiliates, members or third-party designees) (the Lender) shall make a deposit into the Trust Account (as defined below) of the lesser of (i) $105,265.56 or (ii) $0.03 for
each then-outstanding Public Share, in exchange for a non-interest bearing, unsecured promissory note issued by Armada to the Lender.