Dyna-Cam Engine Corp. Announces New Series B Preferred Stock Offering

    TORRANCE, Calif.--April 22, 2002--Dyna-Cam Engine Corp. (OTCBB:DYCE) today announced that it will aggressively seek new financing and has authorized the sale of a series of preferred stock, designated as Series B Preferred.
    Dyna-Cam is facing severe capital constraints and could be forced to liquidate or seek bankruptcy protection in the event its capital raising efforts are not successful. The Series B Preferred stock will be offered initially to its Series A Preferred shareholders due to preemptive rights of the Series A Holders.
    Dyna-Cam also intends to issue up to $250,000 of secured Bridge Notes, which will be convertible into Series B Preferred stock. If the Series B and Bridge Notes are issued under anticipated terms, Dyna-Cam will be required to issue additional shares to certain existing shareholders due to contractual anti-dilution adjustment obligations.
    The Series B Preferred and Bridge Notes will be offered in private placements to qualified investors only. The Series A Preferred shareholders will have the first right to purchase these new shares. If all shares were converted and all warrants and employee options exercised, assuming full vesting, Dyna-Cam would have almost 80 million shares outstanding.

    About Dyna-Cam

    Dyna-Cam is engaged in the business of developing a unique, cam-drive, free piston, internal combustion engine. Dyna-Cam just recently completed its second pre-production engine and will be using the funds from the Bridge Loan primarily to complete production engines.
    Dyna-Cam intends to initially target the kitbuilt aircraft market. It also plans to develop other models and sizes of the Dyna-Cam Engine and hopes to target other markets and industries in the future. Dyna-Cam has 35,014,065 shares of common stock, 1,447,199 shares of Series A Preferred stock and 2.4 million common stock purchase warrants outstanding.
    If all shares were converted and all warrants and employee options exercised, assuming full vesting, Dyna-Cam would have about 46 million shares outstanding.