CC Neuberger Principal Holdings II announced that it has completed a private placement of an unsecured promissory note for gross proceeds of $50,000 on May 20, 2022. The transaction included participation from returning investor CC Neuberger Principal Holdings II Sponsor, LLC. The note was issued at par, does not bear interest and is repayable in full upon consummation of the company's initial business combination.

If the company does not complete a business combination, the note shall not be repaid and all amounts owed under it will be forgiven. Upon the consummation of a business combination, the investor shall have the option, but not the obligation, to convert the principal balance of the note, in whole or in part, into warrants of the company at a fixed conversion price of $1 per warrant. Each warrant entitles the holder to purchase one class A common share at an exercise price of $11.50 per share.

The note was issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.