Each Unit is comprised of one common share in the capital of the Corporation (each, a "Common Share") and one-half of one (½) 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.
In accordance with applicable securities laws, the Common Shares and Warrants issued under the private placement are subject to four (4) month hold periods, which will expire November 14, 2014.
NEW CFO APPOINTED
The corporation also announced that Gordon J. Barr, CPA, CA, Bsc (AGR) has been appointed the company's Chief Financial Officer. Mr. Barr brings over 30 years of financial and accounting experience to his role at dynaCERT. He is partner in one of the top 30 Canadian Accounting Firms according to the Bottom Line Magazine's 2013 selection. As well as overseeing practice and providing traditional services, Gordon Barr also brings his experience on business coaching, consult on profitability enhancement, assistance in obtaining financing and tax planning services.
Rakesh Malhotra, the departing Corporation's CFO will assist Mr. Barr in the transition for the rest of this month.
"On behalf of the Board of Directors, I would like to present my deep respect and sincere thanks to Rakesh Malhotra for his commitment to dynaCERT over the last period. We are grateful for his contributions and hard work. I would also like to welcome Mr. Barr. His solid background is well suited for dynaCERT's operations", said Jim Payne, President and CEO of dynaCERT. "I am excited with the strengths, desire and commitment Gordon brings to assist both the management and Board as we continue to grow and move our company forward".
GRANTING OF STOCK OPTIONS
The Corporation also announced that on this July 15, 2014, a total of 3,959,000 options were granted to its directors, consultants and employees. Of this number, 2,225, 000 stock options were granted to Directors to acquire common shares in the capital of dynaCERT (each, a "Director's Option"). Director's Options vest immediately and entitle the holder to purchase one common share of the Corporation at a price of $0.10 each being exercisable on or before July 14, 2019.
The other 1,734,000 of the 3,959,000 options were granted to current consultants and employees of the Corporation (each, a "Share Option"). Share Options vest over a period of 36 months. One sixth (1/6) of the Share Options granted vest immediately, and 1/6 will vest on each of January 14, 2014; July 14, 2015; January 14, 2016; July 14, 2016 and January 14, 2017.
All of the foregoing Share Options (and the common shares exercisable upon exercise) are subject to applicable securities law hold periods.
About dynaCERT Inc.
dynaCERT Inc. manufactures, distributes, and installs Carbon Emission Reduction Technology for use with internal combustion engines. This 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. This technology is currently in use with on-road applications. More information can be found at www.dynacert.com.
On Behalf of the Board
Murray James Payne, CEO
For more information, please contact:
James Payne, President and CEO
This press release contains forward-looking statements, which reflect the Company's current expectations regarding future events. The forward-looking statements involve risks and uncertainties. Actual results could differ materially from those projected herein. The Company disclaims any obligation to update these forward-looking statements.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchanges) accepts responsibility for the adequacy or accuracy of this release.