VANCOUVER, BC, Nov. 19, 2021 /CNW/ - Atmofizer Technologies Inc. (CSE: ATMO) (formerly Consolidated HCI Holdings Corporation) (the "Company" or "Atmofizer") is pleased to provide the following corporate updates.
The Company's common shares ("Common Shares") commenced trading on the Canadian Securities Exchange (the "CSE") on Thursday, November 18, 2021. Trading on the CSE commenced following the completion of the reverse takeover of the Company (the "RTO Transaction") by the former securityholders of Vaxxinator Enterprises Inc. ("Vaxxinator") and the resulting change of business of the Company to the business of Vaxxinator. For further details of the RTO Transaction, please see the Company's news release dated November 15, 2021.
In connection with the closing of the RTO Transaction, Dr. Joshua Helman, M.D., joined the board of directors of the Company (the "Board").
Dr. Helman is a Harvard-trained physician licensed in fourteen states. Dr. Helman has a Bachelor's degree in biochemistry from Harvard University and a Master's degree in Biochemistry from the University of Cambridge. Dr. Helman received his medical degree from Harvard Medical School and the Massachusetts Institute of Technology. Dr. Helman is Board Certified by the American Board of Emergency Medicine and American Board of Lifestyle Medicine. He is the former Medical Director of Hippocrates Health Institute and is currently affiliated with TrueNorth Health Center. His areas of interest include toxins, mold, Lyme disease and fasting. As a plant-based physician, he embraces an integrative approach including the importance of diet and lifestyle for optimal health.
Dr. Helman said "As a physician focused on my patients' health and wellness, I am very aware of the damage and deleterious effects that ultra-fine particles in the air we breathe have on the brain, blood and a persons' overall health. I am very excited to be a part of Atmofizer Technologies Inc. and its ground-breaking technology that has been proven to aggregate these harmful ultra fine particles and remove them from the air that we breath."
The Company has granted an aggregate of 3,335,000 restricted share units ("RSUs") to certain directors, officers employees and consultants of the Company pursuant to the terms and conditions of the Company's omnibus incentive plan (the "Omnibus Incentive Plan"). An aggregate of 243,750 RSUs will vest immediately upon the date of grant, 293,750 RSUs will vest on the 3-month anniversary from the date of grant, 953,750 RSUs will vest on the 6-month anniversary from the date of grant, 250,000 RSUs will vest on the 9-month anniversary from the date of grant, 953,750 RSUs will vest on the 12-month anniversary from the date of grant, 160,000 RSUs will vest on the 18-month anniversary from the date of grant, 160,000 RSUs will vest on the 24-month anniversary from the date of grant, 160,000 RSUs will vest on the 30-month anniversary from the date of grant and 160,000 RSUs will vest on the 36-month anniversary from the date of grant.
The board of directors of the Company has accelerated the vesting schedule of 1,800,000 stock options (the "Options") of a senior officer of the Company, in accordance with terms and conditions of the Omnibus Incentive Plan. The Options, which were originally scheduled to vest entirely on April 15, 2023, have been accelerated such that 25% of the Options shall vest immediately, 50% shall vest on the date that is six months from the date hereof and 25% shall vest on the date that is twelve months from the date hereof.
The Omnibus Incentive Plan was approved by shareholders at the Company's annual general and special meeting held on September 21, 2021.
Upon completion of the RTO Transaction, the Company changed its auditors to the auditors of Vaxxinator, Davidson & Company LLP, and the Company changed its financial year-end from September 30th to December 31s, being the financial year-end of Vaxxinator. There was no "reportable event" between the Company and its former auditor as such term is defined in National Instrument 51-102 – Continuous Disclosure Obligations.
Atmofizer has retained First Marketing GmbH ("First Marketing"), a leading investor relations and marketing firm based in Heidelberg, Germany, to provide the Company advertising, corporate communications and promotional services in Germany, Switzerland and Austria. Pursuant to the terms and conditions of the agreement, First Marketing will provide these services for a period of 12 months for a fee of €1,500,000. Such fee will be paid in two installments with €1,000,000 being paid upon signing and €500,000 to be paid in January 2022.
Atmofizer has also retained Native Ads Inc. ("Native Ads") to execute a comprehensive digital media marketing campaign for the Company in North America. Native Ad's programmatic digital advertising campaign will run for a 12-month period for a fee of US$600,000. Native Ads services will include content creation, web development, media buying and distribution, advertising creative development, campaign reporting and optimization.
Certain functions of the First Marketing and Native Ads may include "investor relations activities" under the policies of the CSE and applicable securities laws.
About Atmofizer Technologies Inc.
Atmofizer's consumer and industrial solutions are based on its patented technology for ultrafine particle agglomeration and neutralization. This capability creates a revolutionary and more efficient method for addressing the wide range of dangerous nano-scale particles, viruses and bacteria that are too small to be effectively managed by conventional HEPA filters and ultraviolet lights. Atmofizer plans to disrupt the air treatment industry by improving air safety and purification efficiency while lowering customers' operational costs.
Atmofizing air refers to the process of using ultrasonic acoustic waves to agglomerate (cluster together) small particles into a larger target that is then radiated by ultraviolet light to neutralize their harmful properties, making the air you breath less hazardous to your health. Using units that atmofize air in tandem with HEPA filters can make the HEPA filters work more efficiently, enable the use of a less-powerful filter and result in a cleaner and longer-lasting filter that reduces operating costs and is less of a health hazard to clean or replace.
Atmofizer is patent-pending and patent-protected sole source of technology to atmofize air and is applying its proprietary technology in consumer and industrial air purification products currently manufactured under the Atmofizer brand, as well as in retail and commercial devices produced by other companies that integrate Atmofizer technology into their own products under license. Atmofizer's owned and licensed product lines include wearable, portable and mobile use for personal air treatment, as well as larger systems to handle higher air volumes for commercial, industrial, institutional and residential applications.
First Marketing GmbH
First Marketing a leading investor relations and marketing firm based in Heidelberg, Germany, providing content distribution, translation and advertising services in Europe. First Marketing is not a Related Person (as defined in CSE Policies) of the Company.
First Marketing GmbH
Tel: +49 178 2119249
About Native Ads Inc.
Native Ads is a full-service ad agency that owns and operates a proprietary ad exchange with over 80 integrated SSPs (supply-side platforms) resulting in daily access to three to seven billion North American ad impressions. Native Ads is not a Related Person (as defined in CSE Policies) of the Company.
Native Ads Inc.
1055 Dunsmuir Street
This press release contains "forward-looking information" within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking information. In some cases, forward-looking information can be identified by words or phrases such as "may", "will", "expect", "likely", "should", "would", "plan", "anticipate", "intend", "potential", "proposed", "estimate", "believe" or the negative of these terms, or other similar words, expressions and grammatical variations thereof, or statements that certain events or conditions "may" or "will" happen, or by discussions of strategy. The forward-looking information contained herein includes, without limitation, the vesting of RSUs, the services and functions of First Marketing and Native Ads and the business and strategic plans of the Company.
By their nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking information in this press release including, without limitation: the Company's ability to comply with all applicable laws and governmental regulations relating to its commercial products; the ability of the Company to protect its intellectual property; impacts to the business and operations of the Company due to the COVID-19 pandemic; having only a limited operating history, the ability of the Company to access capital to meet future financing needs; the Company's reliance on management and key personnel; competition; changes in consumer trends; foreign currency fluctuations; and general economic, market or business conditions.
Additional risk factors can also be found in the Company's continuous disclosure documents, which have been filed on SEDAR and can be accessed at www.sedar.com. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information. The forward-looking information contained herein is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward-looking information is made. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.
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SOURCE Atmofizer Technologies Inc.
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