NEW YORK, Dec. 18, 2020 /PRNewswire/ -- Dexwet Capital Partners, LLC, a wholly-owned subsidiary of Dexwet Holdings Corporation (Dexwet Air Filters), today announced that it is commencing a general solicitation Regulation D offering to a select group of accredited investors pursuant to Rule 506(c) under the Securities Act of 1933, as amended (the "Securities Act"). Dexwet is an air filter manufacturing and technology company whose patented "Pure Air Filter" is used on European standard heat radiators and will be available for US standard exchange vents for both home and commercial use. It provides a clean, safe air environment by filtering any dust particle, from raw particles down to nano-fine dust particles. The DEXWET filter technology has been tested by a European Air Filtration expert to be highly effective against airborne pathogens including Coronavirus (COVID-19). The Company will take measures to get necessary approval from U.S. regulators once the Pure Air Filter becomes available in the U.S.
The funds raised will be used to establish a U.S. factory and create brand awareness to license the protective air filtration technology into existing products that would require clean pure air for machines, as well as humans, to function in fine-dust particle-free and pathogen-free environments respectively.
"Dexwet Air Filters provides safe, clean air environments for humans and machines and has been doing so for over 15 years in Europe," said Gregory Scott Newsome, Chief Financial Officer and Board Director of Dexwet Air Filters. "We are excited to extend the opportunity and experience of breathing pure, clean air by making our products available in the U.S. market with the funds we raise from the Regulation D Offerings."
This Offering will be in the form of a Preferred Unit with a total offering of 6,800 units which will be priced at $10,000 per unit, with a dividend of 5.75%, with additional participation on the Net Annual Income. The terms of the Preferred Units will have a liquidation term for 3 years, with a minimum of 2 years, and an ability to extend to a further 2 years, totaling 5 years, under which the holder would receive the return of the applicable price paid per unit. The Preferred Units will be non-voting.
The Preferred Units will not be registered under the Securities Act and can only be purchased in the Offering by accredited investors in accordance with the applicable rules and provisions under Regulation D of the Securities Act.
The minimum subscription amount for the Preferred Units will be $10,000. The minimum aggregate amount for this Offering will be $2 million. The maximum aggregate amount of this Offering is anticipated to be approximately 6,800 units of Preferred Units, totaling approximately $68 million in gross proceeds.
In addition, the Company reserves the right to cancel or modify this Offering at any time or to reject subscriptions for Preferred Units in whole or in part. Subscription payments will be collected and held in Escrow until the closing. In the event that a subscription is rejected, the subscription payment will be promptly returned by the Escrow Agent.
Dexwet Holdings Corporation COO, Clemens Sparowitz; CFO, Gregory Scott Newsome; and Board Director & Audit Committee Chair, Kosala Heengama will be available to provide information about this Offering. To reach the Company, please call (646) 452-7157, visit the website at www.dexwetholdings.com, or email email@example.com, to receive a Confidential Offering Memorandum, Subscription Agreement, and the forms for the Preferred Units, and other relevant documents, as well as administrative and procedural information relating to the requirements for validation of "accredited investor" status. Please visit our website www.dexwetholdings.com which will also have online company representatives to answer any questions you may have.
About Dexwet Holdings Corporation
Dexwet Air Filters is a sustainable U.S. American air filter and filter technology company, specialized in the development and commercialization of the patented wet air filter technology. Dexwet filters are durable, high quality and can be easily reused multiple times. Dexwet's first patent filed in 2000, was originally developed to effectively mitigate fine dust particles. Today, Dexwet's focus has shifted to mitigating airborne pathogens, including COVID-19.
Dexwet Holdings Corporation is the Holding Company which fully owns all four subsidiary companies. Dexwet Capital Partners, LLC is a US company formed in Delaware. DCP is a special purpose entity created to facilitate the Regulation D capital raise.
Dexwet International AG is an Austrian company based out in Vienna. DIAG manages sales in Europe and currently holds over 60 global patents included the cutting-edge Wet Air Filter technology used in "Pure Air Filters", capable of filtering particles up to fine-dust and all kinds of known pathogens including COVID-19. DIAG also owns the global IP rights for the filter technology and Technology and Branding Licensing for the Europe region.
Dexwet Technologies Limited is a company based out of Hong Kong. DTL licenses Dexwet's IP Technology globally, excluding Europe.
Dexwet Brand Management Limited is a company based out of Hong Kong. DBML is responsible for branding licensing globally, excluding Europe.
The Preferred Units will be offered only to "accredited investors" in reliance on the exemption from registration set forth in Rule 506(c) of Regulation D promulgated under the Securities Act. The Preferred Units, have not been and will not be registered under the Securities Act or the securities laws of any state or other jurisdiction, and may not be offered or sold without registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities or blue sky laws and foreign securities laws.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sales of the Preferred Units in any jurisdiction in which such offer, solicitation or sales would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Statements made in this news release contain are forward-looking statements. Words such as "expect," "believe," "intend," "design," "plan," "continue," "may," "will," "anticipate," and similar expressions are intended to identify forward-looking statements. Actual results may differ materially from those projected in any forward-looking statement. Specifically, there are a number of important factors that could cause actual results to differ materially from those anticipated, such as risks related to the Company's ability to produce, market and sell their products, uncertainties about the timely performance of third parties, risks related to whether the Company's products will be accepted for their safety and effectiveness, and other risks. Additional information on the foregoing risk factors and other factors, including Risk Factors, which could affect the Company's results, is included in its Confidential Offering Memorandum. You should not place undue reliance on any forward-looking statements. The Company assumes no obligation to update any forward-looking statements as a result of new information, future events or developments, except as required by securities laws.
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SOURCE Dexwet Air Filters