dynaCERT Announces Non-Brokered Private Placement, Updates Re Caribbean Pilot Project, Other Testing and Negotiating Activities
April 15 2014 - 11:08AM
Marketwired
dynaCERT Announces Non-Brokered Private Placement, Updates Re
Caribbean Pilot Project, Other Testing and Negotiating Activities
VANCOUVER, BRITISH COLUMBIA--(Marketwired - Apr 15, 2014) -
dynaCERT Inc. (TSX-VENTURE:DYA) ("dynaCERT" or
the "Corporation") announces a non-brokered private placement (the
"Offering") for aggregate gross proceeds of up to $500,000 and
provides further updates on its Caribbean Pilot Project, testing
and data sharing agreements and ongoing negotiations via its
partner, AltEnergy Advisors Inc.
Private Placement
Offering
Under the Offering, the Corporation will offer a total of
5,000,000 units (each, a "Unit") at price of $0.10 per Unit. Each
Unit will be comprised of one common share in the capital of the
Corporation (each, a "Common Share") and one-half of one (1/2)
common share purchase warrant (each, a "Warrant"), with each whole
Warrant being exercisable into one Common Share at a price of $0.15
for a two year period from the date of issuance. The Warrants will
include an acceleration clause to the effect that if at any time
after four (4) months and one (1) day following the issuance of the
Warrants, the closing trading price of the Common Shares on the TSX
Venture Exchange (the "Exchange") is greater than Cdn$0.30 per
Common Share for a period of ten (10) consecutive trading days,
then dynaCERT may give notice to the holders of Warrants
of its intention to force the exercise of the Warrants, following
which the holders thereof shall have a period of 30 days to
exercise the Warrants, failing which the Warrants will
automatically expire. The proceeds of the Offering will be used for
daily operations, research and development. To date, the
Corporation has received subscriptions in the aggregate amount of
$150,000 from three separate subscribers, including a subscription
from the President and CEO of the Corporation for 500,000 Units.
Closing of the Offering is subject to receipt of approval from the
Exchange and is expected to occur in one or more tranches.
Caribbean Pilot
Project
As announced via the Corporation's press release dated December
6, 2013, and most recently updated on February 4, 2014, Phase 1 of
the Corporation's pilot project in the Caribbean was initiated on
December 9, 2013. It was originally anticipated that the Phase 1
testing would last approximately 4 weeks; however that timeframe
was altered due to mechanical difficulties with the generator's
engine (unrelated to dynaCERT's product and service).
Repair of the engine has been completed now. Baseline data is being
collected and Phase 1 of the Pilot Project is expected to resume by
approximately the last week of April 2014.
Testing and Data
Sharing Agreements
Enermek - As noted in the Corporation's press release
dated February 4, 2014, the Corporation entered into an agreement
with Enermek (a private equity company that focuses on providing
environmental solutions and energy savings in the Latin American
market) for testing of the Corporation's HydraGen™ technology on
two Class 8 trucks with Cummins engines and sent product
development and technical personnel to Chile in late January 2014.
The foregoing agreement contemplated that following the initial
testing period; the test protocol could be extended to collect
further data. Accordingly, the test protocol period has been
extended for an additional 90 days, during which third party
testing, in partnership with a Colombian Academic Institution, will
be conducted with the truck on a dyno to further validate both
emission and fuel savings. The Corporation will be setting up the
protocol for this test and assisting with the H2 and O2 injection
set-up.
In connection with this ongoing relationship with Enermek, the
Corporation is pleased to announce that the Corporation and Enermek
have proceeded with the execution of an Agency/ Consultancy
agreement. The foregoing agreement appoints Enermek as one of
dynaCERT's non-exclusive agents to represent the HydraGen™
technology. The foregoing agreement is for a term of five (5) years
(renewable for an additional five (5) years thereafter) and
appoints Enermek as a non-exclusive selling agent of
dynaCERT, which enables Enermek to represent
dynaCERT's products, purchase wholesale products, obtain
volume discounts, etc. The Agency/Consulting Agreement is
non-exclusive, however Enermek may identify named customers from
time to time, in respect of which they shall have exclusive
negotiating rights for a period of six months following acceptance
by dynaCERT. Enermek along with dynaCERT looks forward to
the opportunity of offering this Product Suite to potential new
clients in South America.
TTSI
As announced in its press release dated February 4th, 2014, the
Corporation has provided and assisted in the installation of a
HydraGen™ unit on a 2003 Peterbuilt Class 8 truck through Total
Transportation Services Inc. ("TTSI"). TTSI is headquartered in
Rancho Dominguez, California, and operates trucking and shipping of
containers via multiple deep water ports throughout the United
States. Testing and on-going data collection continues.
AltEnergy / China
Testing
Further to the Corporation's agreement with AltEnergy Advisors
Inc. ("AltEnergy") (as most recently referenced in the
Corporation's press release dated February 4, 2014), negotiations
are continuing in connection with the potential purchase and sale
of either or both the right to manufacture the HydraGen™ in China
and/or the right to distribution of the HydraGen™ in China for on
road transportation applications (or, alternatively, the entering
into of "licensing agreements" whereby manufacturing of the product
would take place internationally, in which instance
dynaCERT would maintain control and distribution of
proprietary and Intellectual Property to third parties). Though
discussions are continuing, no agreements have been entered into at
this stage, nor have any principal terms been agreed upon. Further
updates concerning such negotiations and activities will be
provided as they occur and become material to the Corporation.
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. More
information can be found at 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 periodic
updates of results, testing programs and results, negotiations with
third parties concerning potential business transactions, and the
timing of certain going forward projects. 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
dynaCERT Inc.Jim PayneCEO & President(416) 766-9691x
602jpayne@dynacert.comdynaCERT Inc.Investor
Relationsir@dynacert.com
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