dynaCERT Announces Closing of $1M Non-Brokered Private Placement Financing

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NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES

TORONTO, October 09, 2024--(BUSINESS WIRE)--dynaCERT Inc. (TSX: DYA) (OTC: DYFSF) (FRA: DMJ) ("dynaCERT" or the "Company") is pleased to announce the closing of a fully-subscribed arm's length non-brokered offering for aggregate gross proceeds of $1,000,000 (the "Offering"). The Company has issued one Unit at a price of $1,000,000 per Unit, such Unit consisting of: (a) one (1) Convertible Note bearing an annualized interest of eight percent (8%) maturing on October 9, 2025 and convertible at the option of the holder in whole or in part into 4,166,667 common shares of the Company (the "Shares") being a conversion price of $0.24 per Share; and (b) 4,166,667 common share purchase warrants (the "Warrants"). Each Warrant entitles the holder thereof to purchase one (1) Share at an exercise price of $0.28 per Share on or before October 9, 2026.

The net proceeds of the Offering will be used for working capital purposes.

In accordance with applicable securities laws, the Convertible Note and all of the Warrants issued under the Offering (in addition to any Shares issued upon conversion of the Convertible Note or exercise of the Warrants) will be subject to a hold period that will expire four (4) month plus one (1) day after the date of Closing, being February 10, 2025. No commissions or finders fees are payable in respect of the Offering. Post-closing filings have been submitted to the Toronto Stock Exchange for final approval.

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 along with its proprietary HydraLytica™ Telematics, a means of monitoring fuel consumption and calculating GHG emissions savings designed for the tracking of possible future Carbon Credits 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, which has shown to lower carbon emissions and improve 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. Website: www.dynaCERT.com.