01:18:21 EDT Mon 29 Apr 2024
Enter Symbol
or Name
USA
CA



DynaCERT Inc
Symbol DYA
Shares Issued 380,512,515
Close 2023-12-04 C$ 0.19
Market Cap C$ 72,297,378
Recent Sedar Documents

DynaCERT closes $2.9-million first tranche of financing

2023-12-05 09:19 ET - News Release

Mr. Jim Payne reports

DYNACERT ANNOUNCES $2,900,000 FIRST TRANCHE CLOSING AND EXTENSION OF ITS NON-BROKERED PRIVATE PLACEMENT

DynaCERT Inc. has closed the initial tranche of its non-brokered private placement of up to 40 million units with the issuance of 19,338,554 units for gross proceeds of $2,900,783. Each unit is priced at 15 cents per unit for a total maximum offering of $6-million. All dollar values are in Canadian dollars.

The company is also pleased to announce that it has applied to the Toronto Stock Exchange (TSX) to extend the offering for a further 30 days, as the company is continuing to receive subscriptions and further expressions of interest to participate in the offering. Subject to approval of the TSX, one or more additional tranches of the offering may be completed.

Each unit consists of one common share of the company and one-half of a common share purchase warrant. Each whole warrant is exercisable into one common share at an exercise price of 20 cents per warrant at any time for a period commencing upon the closing of the offering for a period of 36 months thereafter. If at any time after the date that is four months and one day after the closing date, the closing trading price of the common shares on the Toronto Stock Exchange is greater than 35 cents per common share for a period of 10 consecutive business days, then the company may give notice thereof to the holders of the warrants, and, in such case, the expiry time of the warrants shall be accelerated and shall be the 30th day after the date on which such notice is deemed to have been given by the company.

In connection with the first tranche closing, an aggregate of 5,000 compensation warrants have been issued, each being exercisable into one common share at an exercise price of 15 cents for a period of 24 months. A cash commission of 5 per cent has also been paid in respect of such subscription. Subject to applicable securities regulation, the company may pay finders fees consisting of up to 5 per cent cash and 5 per cent per cent compensation warrants in connection with the offering.

The offering is being offered for sale to purchasers (i) in all provinces of Canada pursuant to available private placement exemptions; (ii) in the United States on a private placement basis pursuant to available exemptions from the registration requirements under the United States Securities Act of 1933, as amended; and (iii) in offshore jurisdictions as may be agreed to by the company pursuant to available prospectus or registration exemptions in accordance with applicable laws.

All of the securities issued under the first tranche closing (including all underlying securities) are subject to a statutory hold period that will expire on April 5, 2024. An insider purchased an aggregate of $150,000 or one million units under the first tranche of this offering. Such subscription is considered to be a related party transaction and is therefore subject to the provisions of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions; however, exemptions are available from the minority shareholder approval and valuation requirements set forth in the foregoing Multilateral Instrument. No commissions are payable in respect of the first tranche of the offering.

The gross proceeds of the offering will be used to finance sales of the company's Hydragen technology products to participants in the mining, oil and gas, transportation, and generator sectors on a global basis, for working capital and debt repayment, for general corporate purposes, an equity investment in Cipher Neutron Inc., and to settle advisory fees and permitted finders' fees under applicable securities legislation, including advisory fees payable to Canaccord Genuity Corp., a financial adviser to the company.

Extension of the offering is subject to approval of the Toronto Stock Exchange.

About DynaCERT Inc.

DynaCERT manufactures and distributes carbon emission reduction technology along with its proprietary HydraLytica telematics, a means of monitoring fuel consumption and calculating greenhouse emissions savings designed for the tracking of possible future carbon credits for use with internal combustion engines. As part of the growing global hydrogen economy, the company's patented technology creates hydrogen and oxygen on-demand through a unique electrolysis system and supplies these gases through the air intake to enhance combustion, which has shown to lower carbon emissions and improve fuel efficiency. DynaCERT's 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.

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