Zero Nox Inc. cancelled the acquisition of The Growth for Good Acquisition Corporation from a group of shareholders in a reverse merger transaction.
The transaction is subject to the satisfaction of customary closing conditions, including approval of the Business Combination and related agreements and transactions by the shareholders of G4G and ZeroNox, effectiveness of the registration statement on Form S-4 to be filed by G4G, receipt of approval for listing on Nasdaq or an alternative exchange, as applicable, that G4G have at least $5,000,001 of net tangible assets, the absence of any injunctions and the Domestication has been completed. As of June 9, 2023, the The Growth for Good Acquisition Corporation announced the Board of Directors approved an extension of the period of time available to the Company to consummate an initial business combination. In connection with the extension, and consistent with the Company?s Amended and Restated Memorandum of Association, the Company has deposited an aggregate amount of $2,530,000.00 into the Company?s trust account for the Company?s shareholders, representing $0.10 per public share. On September 6, 2023, G4G announced that it reconvened and then, following the passing of an ordinary resolution by shareholders, further adjourned without conducting any other business, its extraordinary general meeting of shareholders will reconvene on September 8, 2023. On September 8, 2023, G4G announced that it reconvened and then, following the passing of an ordinary resolution by shareholders, further adjourned without conducting any other business, its extraordinary general meeting of shareholders will reconvene on September 11, 2023. The transaction has been unanimously approved by the Boards of Directors of both ZeroNox and GFGD and is expected to close in the second half of 2023.
Howard L. Ellin, C. Michael Chitwood, Michelle Gasaway and Victor Hollender of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisors to GFGD. Mitchell S. Nussbaum and Ronelle C. Porter of Loeb & Loeb LLP acted as legal advisors to ZeroNox, and Chardan Capital Markets, LLC is acting as lead financial advisor and will receive transaction fee of $3.25 million. Continental Stock Transfer & Trust Company acted as transfer agent to The Growth for Good Acquisition. Morrow Sodali LLC acted as proxy solicitor to G4G. G4G will pay that firm a fee of $30,000 plus disbursements. Skadden, Arps, Slate, Meagher & Flom LLP acted as due diligence provider to G4G. Ogier Group L.P. acted as legal advisors Marshall & Stevens acted as fairness opinion provider to G4G and invoiced G4G $137, 500 fee for their assignment.
Zero Nox Inc. cancelled the acquisition of The Growth for Good Acquisition Corporation (NasdaqGM:GFGD) (G4G) from a group of shareholders in a reverse merger transaction on September 12, 2023.