dynaCERT Inc. (TSX VENTURE: DYA) (OTCQB: DYFSF) (FRA: DMJ) (“dynaCERT” or the “Company“) is pleased to announce that in connection with its previously announced overnight marketed offering, it has entered into an underwriting agreement with a syndicate of underwriters co-led by Eight Capital and PI Financial Corp., and including Haywood Securities Inc., Industrial Alliance Securities Inc. and Stifel GMP (collectively, the “Underwriters”), to sell 10,700,000 units of the Company (the “Units”) at a price of $0.68 per Unit (the “Offering Price”) for aggregate gross proceeds of $7,276,000 (the “Offering”).
Each Unit will consist of one common share in the capital of the Company (each a “Common Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant shall entitle the holder to acquire an additional Common Share at an exercise price of $1.00 for a period of 24 months following the closing of the Offering.
The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 15% of the Offering on same terms exercisable at any time up to 30 days following the closing of the Offering, for market stabilization purposes and to cover over-allotments, if any.
Closing of the Offering is expected to occur on or about June 18, 2020 and is subject to certain conditions, including regulatory approval, including that of the TSX Venture Exchange.
The net proceeds of the Offering shall be used to finance raw materials and manufacturing and assembly costs in order to create and deliver finished goods inventory for the KarbonKleen Inc. subscription program, as well as for working capital and general corporate purposes.
The Units to be issued under the Offering will be offered by way of short form prospectus in each of the Provinces of Ontario, British Columbia, Alberta and New Brunswick, and may be offered in the United States on a private placement basis pursuant to the exemption from the registration requirements the United States Securities Act of 1933, as amended, and applicable state securities laws, and certain other jurisdictions outside of Canada and the United States.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.
About dynaCERT Inc.
dynaCERT Inc. manufactures and distributes Carbon Emission Reduction Technology for use with internal combustion engines. As part of the growing global hydrogen economy, our patented technology creates hydrogen and oxygen on-demand through a unique electrolysis system and supplies these gases through the air intake to enhance combustion, resulting in lower carbon emissions and greater fuel efficiency. Our technology is designed for use with many 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.