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 and The Growth for Good Acquisition
Corporation to Participate in Fireside Chat with IPO Edge Wednesday, August 9 at 2:00 pm ET
Porterville, CA, August 08, 2023 – ZeroNox Inc. (“ZeroNox”
or the “Company”), a leading provider of sustainable, off-highway vehicle electrification, and The Growth for Good Acquisition
Corporation (Nasdaq: GFGD) (“Growth for Good”), a publicly traded special purpose acquisition company, today announced that
they will participate in a fireside chat with IPO Edge on Wednesday, August 9 at 2:00 pm ET.
The live discussion will feature Robert Cruess, Co-Founder and President
of ZeroNox, and Yana Watson Kakar, Chief Executive Officer of Growth for Good, and they will cover topics including:
| · | ZeroNox’s background and company overview; |
| · | The business combination with Growth for Good; |
| · | The market opportunity for electrification; |
| · | Latest partnerships advancing clean technology in key markets; and |
| · | What lies ahead in the off-highway electrification space. |
The virtual event will run for approximately one hour and will conclude
with an audience Q&A session.
To register for the event, please click here.
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 will be sent to all Growth for Good stockholders as of the applicable record date to be established.
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 (if and when available) 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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