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dynaCERT Announces First Tranche Closing of Convertible Notes

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November 20, 2017

 

TSX.V: DYA

OTCQB: DYFSF

 

dynaCERT Announces First Tranche Closing of Convertible Notes

 

TORONTO, ON--(Globe Newswire – November 20, 2017) - dynaCERT Inc. (TSX VENTURE: DYA) (OTCQB: DYFSF) ("dynaCERT" or the "Company") is pleased to report that it has closed the first tranche in the amount of $1,260,000 of a new issue of up to $3,500,000 principal amount of convertible notes (the “Notes”) by way of a non-brokered private placement in Canada to accredited investors. Use of proceeds of the issue of Notes is for general working capital of the Company.

 

The Notes are issued as of November 17, 2017 at a price of $0.84 maturing September 30, 2020, and, carry a coupon of $0.07, payable annually on September 30 of each year, yielding approximately 8.33%. Each Note is convertible at the option of the holder at any time prior to maturity into one Unit, each Unit consisting of one common share of dynaCERT and one half of a common share purchase warrant (a “Warrant”). Each whole Warrant is exercisable for 2 years from the date of issuance of the Notes at any time after conversion of the Notes for one common share of dynaCERT at an exercise price of $1.00 per common share. If the common shares of dynaCERT trade over the price of $2.00 per share on the TSXV for twenty consecutive trading days, the Company shall have the right to give notice to holders that the conversion feature of the Notes shall expire within 30 days of such notice. The Notes may be transferred subject to applicable Canadian Securities Legislation at the option of the holder. The Notes will not be listed for trading on any stock exchange. The Notes have a hold period of 4 months plus one day from their date of issuance.

 

The closing of this private placement is subject TSX Venture Exchange final approval.

 

About dynaCERT Inc.

 

dynaCERT Inc. manufactures, distributes, and installs Carbon Emission Reduction Technology for use with internal combustion engines. Our patent-pending technology creates hydrogen and oxygen on-demand through electrolysis and supplies these additives through the air intake to enhance combustion, resulting in lower carbon emissions and greater fuel efficiency. Our technology is currently in use with on-road applications. 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: future issuances of shares, approval by the TSX Venture Exchange. 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

 

Murray James Payne, CEO

For more information, please contact:

 

Jim Payne, CEO & President

dynaCERT Inc.

 

#101 – 501 Alliance Avenue

Toronto, Ontario M6N 2J1

 

(416)   766-9691 x 2 jpayne@dynaCERT.com

 

Investor Relations

dynaCERT Inc.

Nancy Massicotte

 

(416)  766-9691 x 1 ir@dynaCERT.com

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