dynaCERT Announces Over-Subscribed Offering and Closing of $5,250,000 Private Placement
25 Fevereiro 2019 - 6:30PM
dynaCERT Inc. (TSX VENTURE: DYA) (OTCQB: DYFSF) (FRA: DMJ)
("dynaCERT" or the "Company") is pleased to announce that its
previously announced offering of units (each, a “Unit”) for
aggregate gross proceeds of $4,600,000 (see February 15, 2019 Press
Release) has been over-subscribed. Accordingly, the offering size
has been increased to $5,250,000 and the Company has closed upon
this increased amount.
Upon closing today, the Company has issued an
aggregate of 21,000,000 Units at a price of $0.25 per Unit. Each
Unit consisted of one (1) common share (a “Share”) and one-half
(1/2) of one common share purchase warrant, with each whole warrant
(a “Warrant”) entitling the holder to purchase one (1) Share at an
exercise price of $0.35 per Share on or before December 1, 2020,
subject to 30-day notice of acceleration expiry if, for any ten
consecutive trading days during the unexpired term of such
Warrants, the closing price of the Company's Shares on the TSX
Venture Exchange is greater than $0.50. Accordingly, an aggregate
of 10,500,000 Warrants have been issued today. Closing in respect
of the increased offering size is subject to the final approval of
the TSX Venture Exchange, which is expected to be evidenced through
the issuance of a final TSXV Bulletin upon the grant of such
acceptance. In accordance with applicable securities laws, all of
the Shares and Warrants issued under the Offering are subject to a
hold period equal to four (4) month plus one day, which will expire
on June 26, 2019.
The net proceeds of the Offering are expected to
be used for North American and international marketing of
dynaCERT's line of HydraGEN™ Technology products including in
Europe, South Asia and the Middle East and for general working
capital purposes.
Certain Directors of the Company have subscribed
for Units pursuant to the Offering, for amounts totalling
$90,000.00.
In connection with the Offering, the Company
paid to certain eligible persons a 7% cash commission, totalling
$14,000 in aggregate.
The securities offered hereby have not and will
not be registered under the United States Securities Act of 1933
(the "1933 Act") and may not be offered or sold in the United
States or to U.S. persons (as defined in Regulation S under the
1933 Act) unless the securities have been registered under the 1933
Act, or are otherwise exempt from such registration.
About dynaCERT Inc.dynaCERT Inc. manufactures,
distributes, and installs Carbon Emission Reduction Technology for
use with internal combustion engines. As part of the growing global
hydrogen economy, our patent-pending technology creates hydrogen
and oxygen on-demand through electrolysis and supplies these
through the air intake to enhance combustion, resulting in lower
carbon emissions and greater fuel efficiency. Our technology is
designed for use with all types and sizes of diesel engines used in
on-road vehicles, reefer trailers, off-road construction, power
generation, mining and forestry equipment, marine vessels and
railroad locomotives. Website: www.dynaCERT.com
READER ADVISORYExcept for
statements of historical fact, this news release contains certain
"forward-looking information" within the meaning of applicable
securities law. Forward-looking information is frequently
characterized by words such as "plan", "expect", "project",
"intend", "believe", "anticipate", "estimate" and other similar
words, or statements that certain events or conditions "may" or
"will" occur. In particular, forward-looking information in this
press release includes, but is not limited to the completion of the
Offering, the grant of final approval from the TSX Venture Exchange
and the proposed uses of the proceeds of this Offering. Although we
believe that the expectations reflected in the forward-looking
information are reasonable, there can be no assurance that such
expectations will prove to be correct. We cannot guarantee future
results, performance or achievements. Consequently, there is no
representation that the actual results achieved will be the same,
in whole or in part, as those set out in the forward-looking
information.
Forward-looking information is based on the
opinions and estimates of management at the date the statements are
made, and are subject to a variety of risks and uncertainties and
other factors that could cause actual events or results to differ
materially from those anticipated in the forward-looking
information. Some of the risks and other factors that could cause
the results to differ materially from those expressed in the
forward-looking information include, but are not limited to:
uncertainty as to whether our strategies and business plans will
yield the expected benefits; availability and cost of capital; the
ability to identify and develop and achieve commercial success for
new products and technologies; the level of expenditures necessary
to maintain and improve the quality of products and services;
changes in technology and changes in laws and regulations; the
uncertainty of the emerging hydrogen economy; including the
hydrogen economy moving at a pace not anticipated; our ability to
secure and maintain strategic relationships and distribution
agreements; and the other risk factors disclosed under our profile
on SEDAR at www.sedar.com. Readers are cautioned that this list of
risk factors should not be construed as exhaustive.
The forward-looking information contained in
this news release is expressly qualified by this cautionary
statement. We undertake no duty to update any of the
forward-looking information to conform such information to actual
results or to changes in our expectations except as otherwise
required by applicable securities legislation. Readers are
cautioned not to place undue reliance on forward-looking
information.
Neither
TSX Venture
Exchange nor its
Regulation Services
Provider (as
that term is
defined in the
policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of the
release.
On Behalf of the Board
Jim Payne, CEO & PresidentFor more
information, please contact:
Jim Payne, CEO & PresidentdynaCERT Inc.#101 – 501 Alliance
Avenue Toronto, Ontario M6N 2J1 (416) 766-9691 x
2jpayne@dynaCERT.com
Investor RelationsdynaCERT Inc. Nancy Massicotte (416) 766-9691
x 1ir@dynaCERT.com
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