Exhibit 99.1
PRESS RELEASE
Integral Acquisition
Corporation 1 Announces Extension of Deadline to Complete Business Combination with Flybondi; Payment of Excise Tax
NEW YORK, NY, October 23,
2024 - As previously disclosed on Form 8-K filed on October 3, 2024, Integral Acquisition Corporation 1 (Integral 1 or the Company) (Nasdaq: INTE), a special purpose acquisition
company, and Flybondi Limited, a private limited company incorporated under the laws of England and Wales (Flybondi), have agreed to extend the date by which they must complete their proposed business combination (the Business
Combination) from November 1, 2024 to March 31, 2025. This extension provides additional time to consummate the Business Combination.
Flybondi is Argentinas first and largest low-cost airline. Upon the closing of the Business Combination, shares
of the combined company are expected to be listed on Nasdaq under the symbol FLYB.
In connection with previous redemptions of certain shares
of the Companys Class A common stock held by public stockholders (the Shares), Integral 1 was obligated to pay an excise tax under the Inflation Reduction Act of 2022 (the Inflation Reduction Act). On
October 23, 2024, Integral 1 made a $1.1 million payment in respect of the excise tax. This payment, which was contemplated by the business combination agreement entered into by Integral 1, Flybondi, Flybondi Holdings plc, a public limited
company incorporated under the laws of England and Wales, Gaucho MS, Inc., a Delaware corporation, and certain holders of Flybondis outstanding ordinary shares, was made in accordance with Internal Revenue Service rules under the Inflation
Reduction Act. No funds from the Companys U.S.-based trust account (the Trust Account) were used to pay any portion of the excise tax.
Integral 1 has scheduled a special meeting in lieu of an annual meeting of stockholders for October 28, 2024 (the Special Meeting). At the
Special Meeting, Integral 1 will seek stockholder approval to extend the date by which the Company must complete its initial business combination from November 5, 2024, to November 5, 2025 (the Integral 1 Extension). In
connection with the Integral 1 Extension, the Companys public stockholders will have the opportunity to redeem their Shares for a per-share price, payable in cash, equal to the aggregate amount then on
deposit in the Trust Account, including interest (net of taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Shares.
If Integral 1s stockholders approve the Integral 1 Extension at the Special Meeting, Integral 1 will make additional monthly contributions to the Trust
Account equal to the lesser of $30,000 or $0.03 for each Share that is not redeemed for each month or portion thereof that is needed by the Company to complete the Business Combination until November 5, 2025. The final amount will depend on the
number of Shares that are not redeemed by public stockholders in connection with the Special Meeting.
The Integral 1 Extension is intended to provide the
Company with the additional time necessary to consummate the Business Combination.
Please refer to the definitive proxy statement filed by the Company
with the Securities and Exchange Commission (the SEC) on October 4, 2024, at the SECs website (http://www.sec.gov) and accessible at the Companys website (http://www.integralacquisition.com/), for more information about
the Special Meeting, including instructions for voting and attending the Special Meeting.
We are excited about the progress made in our business
combination process, said Enrique Klix, Founder and CEO of Integral 1. The Business Combination Extension, payment of the excise tax and proposed additional cash contributions to the Trust Account demonstrate our ongoing desire and
efforts to create value for our security holders. We look forward to completing the Business Combination. Integral 1 will provide updates as the business combination process moves forward.