Dynamic Technologies Announces Closing of Transaction

WINNIPEG, Manitoba, July 21, 2023 (GLOBE NEWSWIRE) -- Dynamic Technologies Group Inc. (NEX: DTG.H, OTC:ERILF) (“Dynamic”, “DTGI” or “Company”), with reference to the Company’s prior news releases dated June 13, 2023 and June 26, 2023, announces that, further to the previously announced approval and reverse vesting order and a sale approval and vesting order (collectively, the “Court Order”) obtained on June 23, 2023 by the Company from the Court of King’s Bench of Alberta (the “Court”) pursuant to the Companies’ Creditors Arrangement Act (Canada) (the “CCAA”), the previously announced Transaction (defined below) involving Dynamic and its subsidiaries, Dynamic Attractions Ltd. (“DAL”), Dynamic Entertainment Group Ltd. (“DEGL”), Dynamic Structures Ltd. (“DSL” and together with DAL and DEGL, the “Canadian Subsidiaries”) and Dynamic Attractions Inc. (“DAI” and together with the Canadian Subsidiaries, the “Subsidiaries”) closed July 21, 2023.

The Transaction closed following the receipt, on July 20, 2023, of an order (the “Transaction Recognition Order”) granted by the United States Bankruptcy Court for the Northern District of Texas (the “US Court”) recognizing the Court Order, approving the Transaction, the transfer of the purchased assets free and clear of claims, liens and encumbrances, and approving the related relief, including the releases of the Company, the Subsidiaries, and the directors and officers. The Transaction Recognition Order is the sole authorization required by the Company and its Subsidiaries from the US Court to proceed with the transaction.

The Transaction

Dynamic and its Subsidiaries completed a transaction (the “Transaction”) pursuant to which, among other things: (1) the newly formed Canadian subsidiary of Promising Expert Limited (the “Purchaser”) acquired: (i) one (1) new Class “A” Common Share in the capital of Dynamic (the “DTGI Share”) for a subscription price of $1.00, and all other issued and outstanding equity securities in the capital of Dynamic other than the DTGI Share were cancelled, resulting in the Purchaser owning 100% of the issued and outstanding equity securities of Dynamic upon the closing of the Transaction; (ii) all of the issued and outstanding equity securities in the capital of DSL, other than the equity securities of DSL held by persons other than Dynamic which will be cancelled for no consideration, resulting in the Purchaser owning 100% of the issued and outstanding equity securities of DSL upon closing of the Transaction; (iii) all of the issued and outstanding equity securities in the capital of DAL; and (iv) all of the issued and outstanding equity securities in the capital of DEGL; and (2) a newly formed United States subsidiary of the Purchaser acquired substantially all of the assets of DAI’s parts and services business and Dynamic’s creative services division.