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

TORONTO — dynaCERT Inc. (TSX: DYA) (OTCQX: DYFSF) (FRA: DMJ) (“dynaCERT” or the “Company”) is happy to announce that it has initiated a non-brokered personal placement of fairness (the Offering”) of as much as 16,666,667 items. Each unit (a “Unit”) shall be priced at $0.15 per Unit for a complete most Offering of $2,500,000. All greenback values are in Canadian {dollars}.

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Each Unit shall consist of 1 (1) widespread share of the Company (a “Common Share”) and one-half (1/2) of a standard share buy warrant. Each entire warrant (a “Warrant”) is exercisable into one (1) Common Share at an train value of $0.20 per Warrant at any time for a interval commencing upon the closing of the Offering (the “Closing Date”) for a interval of thirty-six months thereafter.

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If at any time after the date that’s 4 months and sooner or later after the Closing Date, the closing buying and selling value of the Common Shares on the Toronto Stock Exchange is bigger than $0.35 per Common Share for a interval of ten (10) consecutive enterprise days, then the Company could give discover thereof to the holders of the Warrants, and, in such case, the expiry time of the Warrants shall be accelerated and shall be the 30^th day after the date on which such discover is deemed to have been given by the Company.

The gross proceeds of the Offering will likely be used to finance gross sales of the Company’s HydraGEN™ Technology Products to individuals within the mining, oil & fuel, transportation and generator sectors on a world foundation, for working capital and debt compensation, for normal company functions, and to settle advisory charges and permitted finders’ charges below relevant securities laws (if relevant).

The Offering will likely be provided on the market to purchasers (i) in all provinces of Canada pursuant to accessible personal placement exemptions, (ii) within the United States on a personal placement foundation pursuant to accessible exemptions from the registration necessities below the United States Securities Act of 1933, as amended, and (iii) in offshore jurisdictions as could also be agreed to by the Company pursuant to accessible prospectus or registration exemptions in accordance with relevant legal guidelines.

The Units (and underlying securities) shall be topic to a statutory maintain interval that can lengthen 4 (4) months plus sooner or later from the Closing Date.

Subject to relevant securities regulation, the Company could pay finders charges consisting of as much as 5% money and 5% compensation warrants in reference to the Offering. The compensation warrants shall be exercisable into Units at a value of $0.18 per compensation warrant.

Closing of the Offering is topic to completion of formal documentation and receipt of all essential regulatory approvals, together with approval of the Toronto Stock Exchange.

The securities provided hereby haven’t and won’t be registered below the United States Securities Act of 1933 (the “1933 Act”) and will not be provided or bought within the United States or to U.S. individuals (as outlined in Regulation S below the 1933 Act) until the securities have been registered below the 1933 Act or are in any other case exempt from such registration.

About dynaCERT Inc.

dynaCERT Inc. manufactures and distributes Carbon Emission Reduction Technology together with its proprietary HydraLytica™ Telematics, a way of monitoring gas consumption and calculating GHG emissions financial savings designed for the monitoring of doable future Carbon Credits to be used with inside combustion engines. As a part of the rising world hydrogen financial system, our patented expertise creates hydrogen and oxygen on-demand by means of a singular electrolysis system and provides these gases by means of the air consumption to boost combustion, which has proven to decrease carbon emissions and enhance gas effectivity. Our expertise is designed to be used with many sorts and sizes of diesel engines utilized in on-road autos, reefer trailers, off-road development, energy technology, mining and forestry tools. Website: www.dynaCERT.com.

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READER ADVISORY

This press launch of dynaCERT Inc. accommodates statements that represent “forward-looking statements”. Such forward-looking statements contain recognized and unknown dangers, uncertainties and different components that will trigger dynaCERT’s precise outcomes, efficiency or achievements, or developments within the trade to vary materially from the anticipated outcomes, efficiency or achievements expressed or implied by such forward-looking statements. There could be no assurance that such statements will show to be correct, as precise outcomes and future occasions may differ materially from these anticipated in such statements. Accordingly, readers mustn’t place undue reliance on forward-looking statements. Actual outcomes could differ from the forward-looking info on this information launch on account of sure materials danger components. This information launch is just not supposed for distribution to U.S. information companies or for dissemination within the United States.

Except for statements of historic truth, this information launch accommodates sure “forward-looking information” inside the which means of relevant securities regulation. Forward-looking info is often characterised by phrases akin to “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and different related phrases, or statements that sure occasions or circumstances “may” or “will” happen. Although we consider that the expectations mirrored within the forward-looking info are cheap, there could be no assurance that such expectations will show to be right. We can’t assure future outcomes, efficiency of achievements. Consequently, there isn’t a illustration that the precise outcomes achieved would be the similar, in entire or partly, as these set out within the forward-looking info.

Forward-looking info is predicated on the opinions and estimates of administration on the date the statements are made and are topic to quite a lot of dangers and uncertainties and different components that might trigger precise occasions or outcomes to vary materially from these anticipated within the forward-looking info. Some of the dangers and different components that might trigger the outcomes to vary materially from these expressed within the forward-looking info embody, however usually are not restricted to: uncertainty as as to whether our methods and enterprise plans will yield the anticipated advantages; availability and price of capital; the power to establish and develop and obtain industrial success for brand spanking new merchandise and applied sciences; the extent of expenditures essential to keep up and enhance the standard of services; adjustments in expertise and adjustments in legal guidelines and rules; the uncertainty of the rising hydrogen financial system; together with the hydrogen financial system shifting at a tempo not anticipated; our means to safe and keep strategic relationships and distribution agreements; and the opposite danger components disclosed below our profile on SEDAR at www.sedar.com. Readers are cautioned that this listing of danger components shouldn’t be construed as exhaustive.

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The forward-looking info contained on this information launch is expressly certified by this cautionary assertion. We undertake no obligation to replace any of the forward-looking info to evolve such info to precise outcomes or to adjustments in our expectations besides as in any other case required by relevant securities laws. Readers are cautioned to not place undue reliance on forward-looking info.

Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that time period is outlined within the insurance policies of the Toronto Stock Exchange) accepts duty for the adequacy or accuracy of the discharge.

On Behalf of the Board

Murray James Payne, CEO and Chairman

View supply model on businesswire.com: https://www.businesswire.com/news/home/20240516449149/en/

Contacts

Jim Payne, CEO & Chairman
dynaCERT Inc.
#101 – 501 Alliance Avenue
Toronto, Ontario M6N 2J1
+1 (416) 766-9691 x 2
jpayne@dynaCERT.com

Investor Relations
dynaCERT Inc.
Nancy Massicotte
+1 (416) 766-9691 x 1
nmassicotte@dynaCERT.com

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