11:38:21 EDT Sat 26 Sep 2020
DynaCERT Inc
Symbol DYA
Shares Issued 327,669,345
Close 2019-11-28 C$ 0.475
Recent Sedar Documents

DynaCERT closes $14-million offering with Sprott

2019-11-28 21:03 ET - News Release

Mr. Jim Payne reports


DynaCERT Inc. has completed an arm's-length equity offering for aggregate gross proceeds of $14-million, which has been fully subscribed by an entity controlled by Eric Sprott.

The Company has issued an aggregate of 28,000,000 units (each, a "Unit") at a price of $0.50 per Unit. Each Unit consists of one (1) common share (a "Share") and one-half (1/2) of one common share purchase warrant. Each whole warrant (a "Warrant") entitles the holder thereof to purchase one (1) Share at an exercise price of $0.65 per Share on or before November 26, 2021, subject to 30-day notice of acceleration expiry at the option of the Company at any time 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 $0.80. In accordance with applicable s ecurities 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 March 29, 2020.

The net proceeds of the Offering will be used in part for capital expenditures to modernize and extend the assembly line of DynaCERT's HydraGEN Technology in Toronto, as well as for expanding marketing and after-sales support within the transportation industry in North America, Mexico and Europe, the design, marketing and sales of HydraGEN Technology aimed towards the global mining industry, both open pit and underground, for the furtherance of DynaCERT 's strategy to monetize Carbon Credits, and for general working capital purposes.

Mr. Eric Sprott, through 2176423 Ontario Ltd., a corporation of which he is the controlling shareholder, has subscribed for 100% of the Offering, acquiring 28,000,000 Units for total consideration of $14,000,000. Prior to the Offering, Mr. Sprott owned or controlled 1,893,500 Shares of the Company representing approximately 0.63% of the then issued and outstanding Shares. As a result of the Offering, Mr. Sprott now beneficially owns or controls 29,893,500 Shares and 14,000,000 Warrants of the Company representing approximately 9.12 % of DynaCERT issued and outstanding Shares on a non-diluted basis and approximately 12.85 % of the issued and outstanding Shares of the Company assuming the exercise of such Warrants.

The Units were acquired by Mr. Sprott for investment purposes. Mr. Sprott has a long-term view of the investment and may acquire additional securities of DynaCERT including on the open market or through private acquisitions or sell securities of DynaCERT including on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other factors that Mr. Sprott considers relevant from time to time. 2176423 Ontario's early warning report will appear on DynaCERT Inc.'s profile on SEDAR at www.sedar.com and may also be obtained by calling Mr. Sprott's office (416) 945-3294 (200 Bay Street, Suite 2600, Royal Bank Plaza, South Tower, Toronto, Ontario M5J 2J1).

Mr Eric Sprott stated, "DynaCERT presents an unusual once-in-a-lifetime opportunity to participate at the commercial stage of what is a proven and compelling transformative technology to reduce carbon emissions in diesel engines, globally. I support the successful international mission of DynaCERT and I see this new investment as a means to participate in the important world-wide demand for Carbon Credits resulting from socially-conscious users of mining equipment, trucking, transportation and power generation."

Mr. Jim Payne, President & CEO of DynaCERT, stated, "Eric Sprott's endorsement of DynaCERT today is yet another one of the most significant turning points of our Company's history. We are confident that our mutual alignment with personal and corporate objectives will continue to result in ongoing significant global achievements. With Eric's strong support, we are much further ahead, faster and better than we could have imagined, even just a few months ago. In the last few months, our team has solidified. We have brought together many enviable professionals, international business leaders, experts and expertise, loyal employees and consultants from many countries and multiple disciplines. We, our board, our management, our clients, our dealers and distributors, and our shareholders, now welcome Mr. Sprott, and look forward to our beneficial associations together for years to come."

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 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.

We seek Safe Harbor.

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