The Growth for Good Acquisition Corp. (GFGD) to Terminate ZeroNox Deal, Liquidate Trust

The Growth for Good Acquisition Corporation (NASDAQ:GFGD) announced this afternoon that it will terminate its combination with EV technology company ZeroNox and will immediately begin the process of liquidating its trust.

This is an unfortunate turn for the team that added a $5 million PIPE to the combination last month and has since adjourned or postponed its completion vote seven times in an attempt to keep enough share capital in the deal.

With those efforts still short and the SPAC’s completion deadline coming up September 14, The Growth for Good tipped in its last delay yesterday that it was in discussions with the target about throwing in the towel on the deal.

The transaction only carried a $5 million minimum cash condition and included provisions to forfeit up to 28% of The Growth For Good’s sponsor shares depending on redemption levels and to subject 50% more to an earnout. But, evidently, ZeroNox felt it still preferred not to move forward with redemption levels where they were.

Some target companies that have walked from SPAC deals have still found private markets to be even tighter when trying to finish alternative raises. Such was the case with SeatGeek, which walked from a combination with RedBall in June 2022 that would have granted it a $1.35 billion valuation to instead raise $238 million in a private Series E at a $1 billion valuation two months later.

The Growth for Good entered into the $306 million agreement with ZeroNox in March. Porterville, California-based ZeroNox manufactures electric drivetrains for a wide range of off-highway vehicles like golf carts, forklifts and all-terrain vehicles.

ZeroNox generated $10.6 million in revenue in 2022 according to its announcement presentation, but it has not shared figures on its profitability.