Filed by The Growth
for Good Acquisition Corporation
Pursuant to Rule 425
under the Securities Act of 1933
and deemed filed
pursuant to Rule 14a-12
of the Securities
Exchange Act of 1934
Subject Company:
The Growth for Good Acquisition Corporation
Commission File
No.: 001-41149
ZeroNox Expands
Into Industrial and Construction Markets with IndiCon Platform & Papé Material Handling Partnership
| · | ZeroNox
launches its IndiCon platform to bolster industrial and construction sector partnerships,
distribution, growth, and support |
| · | The
IndiCon platform kicks off with new partnership agreement with one of the largest full-service
equipment dealers in the Western U.S., Papé Material Handling |
Porterville, CA, August 23,
2023 – Zero Nox Inc. (“ZeroNox” or the “Company”), a leading provider of sustainable, off-highway vehicle
electrification, today announced a major milestone towards its expansion strategy into the industrial and construction markets with the
launch of its IndiCon platform. Focused to support large and specialized dealer and distributor partners in the industrial and construction
markets, IndiCon is a new platform created by ZeroNox to expand its product distribution footprint in these strategic growth markets
while increasing its service partnerships and potential sales.
ZeroNox launched the IndiCon platform
by signing a new partnership agreement with Papé Material Handling, which is one of the largest full-service material equipment
dealers in the Western U.S. with 92-full service dealerships across 62 cities, dedicated to promoting products and operations that support
sustainability. Initially launching in the states of California and Oregon, this partnership will bring ZeroNox’s products to 16
of Papé Material Handling’s dealership locations. ZeroNox currently offers its all-electric Tuatara Utility Vehicles to
IndiCon partners, and plans to offer more products powered by ZeroNox later this year.
Vonn Christenson, Co-founder and Chief
Executive officer, said, “We are excited to announce today our expansion into the industrial and construction end-markets through
the signing of our first IndiCon partnership agreement with Papé Material Handling. With the launch of our IndiCon platform and
this new partnership, we’re excited to start delivering on our growth strategy and bringing our sustainable solutions to strategic
and adjacent markets. We expect that this partnership with Papé Material Handling will contribute to our sales meaningfully as
we expand to additional locations and diversify our product portfolio in the quarters ahead.”
As previously announced, ZeroNox signed
a definitive business combination agreement with The Growth for Good Acquisition Corporation (Nasdaq: GFGD) (“Growth for Good”),
a publicly traded special purpose acquisition company, that is expected to result in ZeroNox becoming publicly listed. Completion of
the transaction is subject to approval by Growth for Good’s shareholders and other customary closing conditions.
About ZeroNox
ZeroNox is leading the electrification
of off-highway commercial and industrial vehicles, with best-in- class LFP batteries and an electric powertrain platform (“ZEPP”)
that is cleaner, high performing, and cost effective. As a first mover in the advanced off-highway electric vehicle (OHEV) powertrain
market, ZeroNox is proudly designed and engineered in America, with offices in Porterville, California.
For more information, visit: https://www.zeronox.com and https://www.linkedin.com/company/zeronox/
The information contained on, or accessible
through, ZeroNox’s website is not incorporated by reference into this press release, and you should not consider it a part of this
press release.
About Growth for Good
Growth for Good, led by CEO Yana Watson
Kakar, Chairperson of the Board of Directors, Vikram Gandhi, CFO Rahul Kakar and board member Dana Barsky, focuses on sustainable, socially
responsible companies with strong business fundamentals, high growth potential and a readiness to scale in the public markets. Our team
of highly reputable sustainability investors and seasoned business operators seek to add strategic and operational as well as financial
value to our merger partner. Growth for Good believes the market opportunity for sustainable companies has never been stronger and looks
forward to supporting a company that will contribute to the decarbonization of the global economy.
For more information, visit: https://www.g4ginvestment.com
and https://www.linkedin.com/company/growth-for-good-acquisition-corp/
The information contained on, or accessible
through, Growth for Good’s website is not incorporated by reference into this press release, and you should not consider it a part
of this press release.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains certain
forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Growth
for Good and ZeroNox. These forward-looking statements generally are identified by the words “believe,” “project,”
“expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,”
“opportunity,” “plan,” “may,” “should,” “will,” “would,” “will
be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions,
projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject
to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in
this press release, including but not limited to: (i) actual market adoption and growth rates of electrification technologies for
commercial and industrial vehicles; (ii) ZeroNox’s ability to convert trial deployments with truck fleets into sales orders;
(iii) delays in design, manufacturing and wide-spread deployment of ZeroNox’s products and technologies; (iv) failure
of ZeroNox’s products to perform as expected or any product recalls; (v) ZeroNox’s ability to expand its relationships
with OEMs and fleet owners, and its distribution network; (vi) ZeroNox’s ability to develop vehicles of sufficient quality
and appeal on schedule and on large scale; (vii) ZeroNox’s ability to raise capital as needed; (viii) management’s
ability to manage growth; (ix) the macroeconomic conditions and challenges in the markets in which ZeroNox operates; (x) the
effects of increased competition in the electrification technology business; (xi) ZeroNox’s ability to defend against any
intellectual property infringement or misappropriation claims; (xii) the risk that the transaction may not be completed in a timely
manner or at all, which may adversely affect the price of Growth for Good ’s securities, (xiii) the risk that the transaction
may not be completed by Growth for Good ’s business combination deadline and the potential failure to obtain an extension of the
business combination deadline if sought by Growth for Good, (xiv) the failure to satisfy the conditions to the consummation of the
transaction, including the adoption of the Merger Agreement by the shareholders of Growth for Good and the receipt of certain governmental
and regulatory approvals, (xv) the occurrence of any event, change or other circumstance that could give rise to the termination
of the Merger Agreement, (xvi) the effect of the announcement or pendency of the transaction on ZeroNox’s business relationships,
operating results and business generally, (xvii) risks that the proposed transaction disrupts current plans and operations of ZeroNox
and potential difficulties in ZeroNox employee retention as a result of the transaction, (xviii) the outcome of any legal proceedings
that may be instituted against ZeroNox or against Growth for Good related to the Merger Agreement or the proposed transaction, (xix) the
ability to maintain the listing of Growth for Good’s securities on a national securities exchange, (xx) the price of Growth
for Good’s securities may be volatile due to a variety of factors, including changes in the competitive industries in which Growth
for Good plans to operate or ZeroNox operates, variations in operating performance across competitors, changes in laws and regulations
affecting Growth for Good’s or ZeroNox’s business and changes in the combined capital structure, (xxi) the ability to
implement business plans, forecasts, and other expectations after the completion of the proposed transaction, and identify and realize
additional opportunities, and (xxii) the risk of economic downturns and a changing regulatory landscape. The foregoing list of factors
is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk
Factors” section of Growth for Good’s registration on Form S-1 (File No. 333- 261369), the Registration Statement
on Form S-4 discussed above and other documents filed by Growth for Good from time to time with the SEC. These filings identify
and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained
in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put
undue reliance on forward-looking statements, and Growth for Good and ZeroNox assume no obligation and do not intend to update or revise
these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Growth for Good nor ZeroNox
gives any assurance that either Growth for Good or ZeroNox or the combined company will achieve its expectations.
Additional Information and Where
to Find It
In connection with the proposed transaction,
Growth for Good filed the Registration Statement on Form S-4 with the U.S. Securities and Exchange Commission (“SEC”)
on April 7, 2023, which includes a document that serves as a prospectus and a proxy statement of Growth for Good, referred to as
a “proxy statement/prospectus.” The definitive proxy statement/prospectus was filed on August 2, 2023 and mailed to
all Growth for Good stockholders as of July 10, 2023 on or about August 3, 2023. Growth for Good may also file other relevant
documents regarding the proposed transaction with the SEC. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY
HOLDERS OF GROWTH FOR GOOD ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE PROXY STATEMENT/PROSPECTUS INCLUDED THEREIN AND
ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC, INCLUDING ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS,
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders may obtain
free copies of the registration statement and the proxy statement/prospectus and all other relevant documents that are filed or that
will be filed with the SEC by Growth for Good through the website maintained by the SEC at www.sec.gov. The documents filed by Growth
for Good with the SEC also may be obtained by contacting Growth for Good at 12 E 49th Street, 11th Floor, New York, NY 10017, or by calling
(646) 450-1265.
Participants in Solicitation
Growth for Good and ZeroNox and certain
of their respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be
participants in the solicitation of proxies from Growth for Good’s shareholders in connection with the proposed transaction. Additional
information regarding the interests of those persons and other persons who may be deemed participants in the proposed transaction may
be obtained by reading the proxy statement/prospectus regarding the proposed transactions. You may obtain a free copy of these documents
as described in the preceding paragraph.
Contacts
ZeroNox
For Media:
ZeroNoxPR@icrinc.com
For Investors:
ZeroNoxIR@icrinc.com
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