dynaCERT Closes Upsized $8,367,400 Overnight Marketed Equity Financing
June 18 2020 - 11:23AM
dynaCERT Inc. (TSX VENTURE: DYA) (OTCQX: DYFSF) (FRA: DMJ)
("
dynaCERT" or the "
Company") is
pleased to announce that it has closed its previously announced
overnight marketed offering, including the exercise in full of the
underwriters’ over-allotment option (the
“
Offering”) (see Press Release dated June 3,
2020). In connection with the Offering, the Company issued
12,305,000 units of the Company (the “
Units”) at a
price per Unit of $0.68 for gross proceeds of $8,367,400. Eight
Capital and PI Financial Corp. acted as co-lead underwriters,
including a syndicate of Haywood Securities Inc., Industrial
Alliance Securities Inc. and Stifel GMP (collectively, the
“
Underwriters”) in the Offering.
Each Unit comprises 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 entitles the
holder thereof 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 intends to use the net proceeds of
the Offering to finance raw materials and manufacturing and
assembly costs in order to create and deliver finished goods
inventory for the KarbonKleen Inc. subscription program (see Press
Release dated May 11, 2020) and any other subscription programs and
product sales, as well as for working capital and general corporate
purposes.
Jim Payne, dynaCERT’s President, CEO &
Director, stated, “This prospectus financing is a major milestone
in our company’s growth. We are extremely pleased with the fact
that we attracted not one, but a syndicate of five (5) major firms
in the Canadian financial community to participate in our first
brokered, prospectus which was an “over-subscribed,
over-night-marketed-equity-financing.” These firms were successful
in attracting many institutional groups that have added dynaCERT as
a significant Canadian “ESG” investment within their portfolios.
Moreover, this financing is the most significant hurdle to meeting
the requirement as set out in the Conditional Approval to graduate
to the Toronto Stock Exchange which was announced on May 14th,
2020.
I want to take this time to express my thanks
and appreciation for all the brokers, their sales teams, the
lawyers, accountants, our excellent management team and many other
professionals in the securities industry, for all the work, time
and effort to see this accomplished. We are looking forward to
proving to the world with what our product line is capable of as we
all move beyond these most unprecedented times with our unique
Hydrogen-based innovation providing Carbon Emissions Reduction
Technology and future Carbon Credits applicable throughout every
diesel engine world-wide, while at the same time reducing fuel
consumption.”
Underwriting Commissions amounted to
approximately $478,237 and 598,260 Broker Warrants were issued to
the underwriting syndicate in connection with this Offering.
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.
READER ADVISORY
Except 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
completion of the Offering, satisfaction of TSX listing conditions
and regulatory approvals. 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 of
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 the 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
Murray James Payne,
CEOFor more information, please
contact:
Jim Payne, CEO & PresidentdynaCERT Inc.#101 – 501 Alliance
Avenue Toronto, Ontario M6N 2J1 +1 (416) 766-9691 x
2jpayne@dynaCERT.com
Investor RelationsdynaCERT Inc. Nancy Massicotte +1 (416)
766-9691 x 1nmassicotte@dynaCERT.com
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