Atmofizer Technologies Inc (PK) (ATMFF)

Atmofizer Announces Non-Brokered Convertible Debenture Financing; Tied to Planned Power Leaves Business Combination & RTOJune 9, 2026 11:20 AM
PR Newswire (Canada) Atmofizer to also complete Shares-For-Debt Settlements with Creditors for up to $440,000 in DebtTHIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATESVANCOUVER, BC, June 9, 2026 /CNW/ - Atmofizer Technologies Inc. ("Atmofizer" or the "Company") (CSE: ATMO) (OTCPK: ATMFF) is pleased to announce that it intends to complete a non-brokered private placement of unsecured convertible debentures (the "Convertible Debentures") for aggregate gross proceeds of up to $500,000 (the "Financing"). The Financing is expected to close on or about June 15, 2026. The Company may complete one or more closings of additional tranches in the coming weeks and may upsize the Financing in its sole discretion.Terms of the Convertible DebenturesThe Convertible Debentures are unsecured, do not bear interest, and mature on the earlier of (i) ten (10) business days following closing of the previously announced proposed reverse takeover transaction between Atmofizer and Power Leaves Corp. ("PLC") (the "Proposed Transaction") or (ii) December 31, 2026.Net proceeds of the Financing will be advanced by Atmofizer to PLC by way of an unsecured bridge loan (the "PLC Loan") to fund PLC's working capital requirements, transaction expenses and general corporate purposes in advance of the closing of the Proposed Transaction.The Company may, at its sole discretion, elect to repay the principal amount of the Convertible Debentures either (i) in cash on the maturity date or (ii) if the Proposed Transaction is successfully completed, immediately by converting such principal amount into units of the Resulting Issuer (as defined below) ("Resulting Issuer Units"), on terms economically equivalent to the units being issued under PLC's previously announced non-brokered concurrent financing of subscription receipts (the "Concurrent Financing"). Each Resulting Issuer Unit will be comprised of one common share of the Resulting Issuer and one common share purchase warrant, with each warrant exercisable into one additional common share of the Resulting Issuer at a price of US$0.30 for a period of 24 months from closing of the Proposed Transaction.The number of Resulting Issuer Units issuable upon conversion will be determined by reference to the Concurrent Financing offering price of US$0.25 per subscription receipt (converted to Canadian dollars based on the Bank of Canada exchange rate three business days prior to the date of conversion). As a result, holders of Convertible Debentures will receive the same number of Resulting Issuer Units as if they had subscribed for an equivalent dollar amount of subscription receipts in the Concurrent Financing.If the Proposed Transaction is not completed or is otherwise terminated in accordance with the terms of the Business Combination Agreement (as defined below) prior to the maturity date of the Convertible Debentures, the Company may, at its sole discretion, assign its rights and obligations in and to the Convertible Debentures to PLC and PLC will, in satisfaction of the Bridge Loan, assume all the outstanding rights and obligations under the Convertible Debentures without any further action from or notice to the holders of the Convertible Debentures, in which case no Resulting Issuer Units or any other securities of Atmofizer will be issued or be issuable to a Convertible Debenture holder in repayment or conversion of the principal amount.The Convertible Debentures are expected to be qualified investments for registered plans under the Income Tax Act (Canada), subject to the specific circumstances of each investor.The Convertible Debentures and any securities issuable upon conversion thereof will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities laws.Shares-for-Debt SettlementsAtmofizer announces that it will also complete shares-for-debt settlements with certain creditors of the Company (collectively, the "Creditors") to settle an aggregate of up to $440,000 of outstanding indebtedness (collectively, the "Debt") through the issuance of up to 8,800,000 common shares of the Company (the "Debt Shares") at a conversion price of $0.05 per Debt Share.None of the Creditors are "Related Persons" within the meaning of the policies of the Canadian Securities Exchange (the "CSE") nor will the issuance of any of the Debt Shares result in the creation of a new "Control Person" of the Company within the meaning of the polices of the CSE.The Debt Shares will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws. Closing of the shares-for-debt settlements is expected to occur on or about June 17, 2026.About the Proposed TransactionAs previously announced, Atmofizer entered into a definitive business combination agreement with PLC dated April 15, 2026 (the "Business Combination Agreement") in respect of the Proposed Transaction pursuant to which Atmofizer will acquire all of the issued and outstanding common shares of PLC through a three-cornered amalgamation under the Business Corporations Act (Ontario). At closing, Atmofizer will become the resulting issuer (the "Resulting Issuer") and is expected to carry on the business of PLC under the name "Power Leaves Holdings Corp.", or such other similar name as may be accepted by the applicable regulatory authorities.In connection with the Proposed Transaction, the Resulting Issuer intends to seek listing of its common shares on the CSE, subject to satisfaction of applicable listing requirements and receipt of all required approvals. The parties expect a closing on or before June 30, 2026, unless otherwise agreed.Completion of the Proposed Transaction remains subject to a number of customary conditions, including, among other things, receipt of all required shareholder, board, regulatory and exchange approvals, conditional approval of the CSE for the Proposed Transaction and the listing of the Resulting Issuer shares, completion of the Concurrent Financing in an amount sufficient to satisfy applicable exchange listing requirements, and the execution of applicable lock-up and escrow arrangements.AdvisorsWildeboer Dellelce LLP is acting as legal counsel to PLC in connection with the Proposed Transaction and the Concurrent Financing. Gowling WLG (Canada) LLP is acting as legal counsel to Atmofizer in connection with the Proposed Transaction.About AtmofizerAtmofizer's consumer and industrial solutions are based on its patent-protected and patent pending 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.About Power Leaves Corp.Founded in 2019, Power Leaves is breaking the monopoly on the supply of coca leaf extract and ushering in a new Age of Coca. Through an exclusive agreement with an Indigenous community, Power Leaves has developed the first-ever legal Colombian supply chain for decocainized coca extract to supply the global food and beverage markets. Through its established infrastructure, Power Leaves is developing and manufacturing proprietary formulations of coca extract and essence that offer an exceptional taste profile and an all-natural source of protein, nutrients, and positive health benefits. For more information, visit www.powerleaves.com.Cautionary NotesThis press release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected" "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could, "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements relating to the size, completion and use of proceeds of the Financing, the completion of the Proposed Transaction, listing of the Resulting Issuer shares on the Exchange, the completion and use of proceeds of the Concurrent Financing, the repayment of the Convertible Debentures, that the Convertible Debentures are expected to be qualified investments for registered plans under the Income Tax Act (Canada), the size, completion and number of shares issuable under the shares-for-debt settlements and obtaining the necessary approval of the CSE for the Proposed Transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; the delay or failure to receive any necessary shareholder, director or regulatory approvals and the failure to successfully complete the Proposed Transaction as contemplated. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, Atmofizer assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.SOURCE Atmofizer Technologies Inc. Original: Atmofizer Announces Non-Brokered Convertible Debenture Financing; Tied to Planned Power Leaves Business Combination & RTO

Atmofizer & Power Leaves Announce Signing of Definitive Business Combination Agreement; Target Closing in Q2 2026April 15, 2026 12:22 PM
NewsfileVancouver, British Columbia--(Newsfile Corp. - April 15, 2026) -  Atmofizer Technologies Inc. (CSE: ATMO) (OTC Pink: ATMFF) ("Atmofizer") and Power Leaves Corp. ("PLC", together with Atmofizer, the "Parties") are pleased to announce that they have entered into a definitive business combination agreement dated April 15, 2026 (the "Definitive Agreement") in respect of the previously announced proposed reverse takeover transaction (the "Proposed Transaction").Pursuant to the Definitive Agreement, Atmofizer will acquire all of the issued and outstanding common shares of PLC through an amalgamation of PLC and a wholly-owned subsidiary of PLC ("Subco") under the Business Corporations Act (Ontario), with the amalgamated entity ("Amalco") becoming a wholly-owned subsidiary of Atmofizer. At closing, Atmofizer will become the resulting issuer (the "Resulting Issuer") and is expected to carry on the business of PLC under the name "Power Leaves Holdings Corp.", or such other similar name as may be accepted by the applicable regulatory authorities and approved by the board of directors of Atmofizer (the "Name Change").In connection with the Proposed Transaction, the Resulting Issuer intends to seek listing of its common shares on the Canadian Securities Exchange (the "CSE"), subject to satisfaction of applicable listing requirements and receipt of all required approvals. The Parties expect a closing on or before June 30, 2026, unless otherwise agreed by the Parties. Transaction RationaleThe Parties believe the Proposed Transaction provides an efficient path to the public markets for PLC while preserving the benefits of Atmofizer's existing reporting issuer platform. Through this structure, PLC is expected to become the operating business of the Resulting Issuer, with public company capital markets access intended to support production scale-up, quality system implementation, certification initiatives and broader commercial execution.PLC has also continued to advance its commercial pipeline. PLC has recently entered into a letter of intent with a Tier 1 internationally recognized flavour house and executed a commercial agreement with a U.S.-based brand house, both representing meaningful validation of its technology and growing market demand. In addition, PLC has completed several new commercial orders across the United States and Europe in recent weeks and has received strong inbound interest for samples and initial commercial volumes over the past six months.PLC has further indicated that it is in the final stages of engagement with multiple Tier 1 international flavour houses and consumer packaged goods companies. Advancement of these opportunities is expected to be primarily dependent on PLC's ability to expand production capacity and complete required certifications and quality audits.Summary of the Proposed TransactionThe Definitive Agreement provides that, immediately prior to closing, all PLC subscription receipts issued in the Concurrent Financing (defined below) will automatically convert into PLC common shares and PLC warrants on the basis of one PLC common share and one PLC unit warrant for each subscription receipt. On closing, PLC and Subco will amalgamate, and each holder of PLC common shares will receive one Atmofizer share for each PLC common share held, based on an exchange ratio of 1:1.The Definitive Agreement further provides that all outstanding PLC warrants will be exchanged for replacement warrants of the Resulting Issuer on equivalent economic terms, and all outstanding PLC options will be exchanged for replacement options of the Resulting Issuer, also on equivalent terms, subject to customary adjustments. Immediately prior to completion of the Proposed Transaction, Atmofizer will complete a share consolidation or split, as applicable, based on a ratio to be determined immediately prior to the effective time, such that the Atmofizer shareholders will hold an aggregate number of Resulting Issuer shares having an implied value of C$1.5 million. Atmofizer will also complete the Name Change.Concurrent FinancingAs previously announced, PLC is conducting a non-brokered concurrent financing of subscription receipts (the "Concurrent Financing") for aggregate gross proceeds of up to US$4.0 million, subject to upsize at the discretion of PLC. Under the terms of the financing, subscription receipts are being issued at US$0.25 per subscription receipt. Immediately prior to the effective time of the Proposed Transaction, each subscription receipt will automatically convert into one PLC common share and one PLC warrant, with each warrant exercisable into one common share at US$0.30 for a period of 24 months from closing. The net proceeds of the Concurrent Financing will be used to scale up production capacity, implement internal quality systems and certifications and for working capital and general corporate purposes. PLC has advised that it already has a total of over US$3 million committed towards the Concurrent Financing, reflecting continued support from existing and new investors.Conditions to ClosingCompletion of the Proposed Transaction remains subject to a number of customary conditions, including, among other things:receipt of all required shareholder, board, regulatory and exchange approvals;conditional approval of the CSE for the Proposed Transaction and the listing of the Resulting Issuer shares;completion of the Atmofizer Name Change and share consolidation/split;completion of the Concurrent Financing in an amount sufficient to satisfy applicable exchange listing requirements;Atmofizer having no indebtedness at closing and maintaining the required minimum working capital balance after payment of transaction-related expenses; andthe execution of applicable lock-up and escrow arrangements.There can be no assurance that the Proposed Transaction will be completed as proposed or at all.Resulting Issuer Board of DirectorsFollowing closing, the board of directors of the Resulting Issuer is expected to be reconstituted to consist of five directors, all of whom will be designated by PLC, and all officers of Atmofizer will resign and be replaced by persons designated by PLC. Escrow ConditionsIn addition to the escrow requirements of the CSE and applicable securities laws, upon Closing, the following shares of the Resulting Issuer shall also be subject to the following lock-up conditions:PLC founders, principals and other shareholders who acquired their PLC shares at a price per share at or below US$0.10 thresholds shall agree to a 12-month lock-up on all such shares subject to limited customary exceptions and an early release trigger tied to the Resulting Issuer achieving a volume weighted average trading price of at least US$0.45 for five consecutive trading days.; andcertain directors, officers and principal shareholders of Atmofizer holding 10% or more of the Atmofizer shares will be subject to a six-month lock-up, with releases in three equal tranches on listing, three months after listing and six months after listing, subject to certain exceptions. The lock-up may also terminate earlier if the volume weighted average trading price of the Resulting Issuer shares equals or exceeds US$0.45 for five consecutive trading days.Director ResignationAtmofizer also announces that Peter Simeon has resigned from the board of directors of Atmofizer, effective April 12, 2026. The board of directors thanks Mr. Simeon for his valuable contributions and dedicated service during his tenure. Mr. Simeon will continue to act as trusted legal counsel to Atmofizer. AdvisorsWildeboer Dellelce LLP is acting as legal counsel to PLC in connection with the Proposed Transaction and the Concurrent Financing. Gowling WLG (Canada) LLP is acting as legal counsel to Atmofizer in connection with the Proposed Transaction.More InformationThe description of the Definitive Agreement contained herein is qualified by the full text of the Definitive Agreement, which will be posted to Atmofizer's SEDAR+ profile at www.sedar.ca and contains additional details regarding the Proposed Transaction. As well, further details with respect to the Proposed Transaction are summarized in Atmofizer's news release dated February 17, 2026.About Power Leaves Corp.Founded in 2019, Power Leaves is breaking the monopoly on the supply of coca leaf extract and ushering in a new Age of Coca. Through an exclusive agreement with an Indigenous community, Power Leaves has developed the first-ever legal Colombian supply chain for decocainized coca extract to supply the global food and beverage markets. Through its established infrastructure, Power Leaves is developing and manufacturing proprietary formulations of coca extract and essence that offer an exceptional taste profile and an all-natural source of protein, nutrients, and positive health benefits. For more information, visit www.powerleaves.com.For additional information about Power Leaves Corp., please contact:Investor Relations
shares@powerleaves.comAbout AtmofizerAtmofizer's consumer and industrial solutions are based on its patent-protected and patent pending 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.For additional information about Atmofizer, please contact:Olivier Centner
Chief Executive Officer
Telephone: 305-902-1858
Email: info@atmofizer.comCautionary NotesThis press release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could," "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements in this press release include, but are not limited to: statements relating to the completion of the Proposed Transaction; the Name Change and share consolidation or split; listing of the Resulting Issuer shares on the CSE; the completion, size and use of proceeds of the Concurrent Financing; the proposed directors of the Resulting Issuer; PLC's commercial pipeline, market demand for its products and other opportunities; duration of lock-up restrictions on Resulting Issuer shares and obtaining the necessary approval of the CSE. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; PLC's ability to expand production capacity and complete required certifications and quality audits and the delay or failure to receive any necessary shareholder, director or regulatory approvals including the approval of the CSE. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, Atmofizer assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND NOT FOR DISSEMINATION IN THE UNITED STATESTo view the source version of this press release, please visit https://www.newsfilecorp.com/release/292723
Original: Atmofizer & Power Leaves Announce Signing of Definitive Business Combination Agreement; Target Closing in Q2 2026

ATMFF: inactive security. FINRA deleted symbol

https://otce.finra.org/otce/dailyList?viewType=Deletions

Atmofizer & Power Leaves Corp. Enter Into LOI for RTO; Target Public Listing in H1 2026February 17, 2026 12:26 PM
NewsfileVancouver, British Columbia--(Newsfile Corp. - February 17, 2026) - Atmofizer Technologies Inc. (CSE: ATMO) (OTC Pink: ATMFF) ("Atmofizer") and Power Leaves Corp. ("PLC", together with Atmofizer, the "Parties") are pleased to announce the signing of a non-binding letter of intent (the "LOI") dated February 16, 2026. The LOI outlines the key terms under which Atmofizer will acquire all of the issued and outstanding securities of PLC through a reverse takeover transaction (the "Proposed Transaction").Upon completion of the Proposed Transaction, the combined entity (the "Resulting Issuer") will continue to carry on the business of PLC, under the name "Power Leaves Holdings Corp." or such other name as may be approved by the board of directors of the Resulting Issuer. The Proposed Transaction will constitute a "Fundamental Change" of Atmofizer pursuant to the policies of the Canadian Securities Exchange (the "CSE" or "Exchange"). Following completion of the Proposed Transaction and subject to receipt of the necessary approvals of the Exchange, it is anticipated that the common shares of the Resulting Issuer will be listed for trading on the CSE. Summary of the Proposed TransactionAtmofizer and PLC have entered into the LOI, which sets out certain terms and conditions pursuant to which the Proposed Transaction will be completed. The Proposed Transaction is subject to various conditions, including the parties entering into a definitive agreement (the "Definitive Agreement") in respect of the Proposed Transaction by March 20, 2026. Atmofizer and PLC are acting at arm's length in connection with the Proposed Transaction.In connection with the Proposed Transaction, each outstanding security of PLC shall be exchanged for an equivalent security of the Resulting Issuer and each common share of Atmofizer (each a "Atmofizer Share") shall, prior to the consummation of the Proposed Transaction, be consolidated or split, as applicable, based on a ratio to be determined immediately prior to the closing of the Proposed Transaction ("Closing"). The Closing is expected to occur before the end of June 2026. The LOI also contemplates other material conditions precedent to Closing, including the completion of a concurrent financing by PLC (the "Concurrent Financing").Concurrent Financing Prior to the Closing, PLC is expected to complete a concurrent financing (the "Concurrent Financing") for gross proceeds of up to US$3 million (or such other amount as it may determine) pursuant to which PLC proposes to issue subscription receipts at a price of US$0.25 per subscription receipt. Upon the satisfaction of certain escrow release conditions tied to the completion of the Proposed Transaction, each subscription receipt shall entitle the holder thereof to automatically receive, without payment of additional consideration, one unit, with each unit comprised of one common share and one whole warrant exercisable at US$0.30 per share for a period of 24 months from the listing date, subject to acceleration. The net proceeds of the Concurrent Financing will be used to scale up production capacity, implement internal quality systems and certifications and for working capital and general corporate purposes.The securities being offered pursuant to the Concurrent Financing have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. Resulting Issuer Board of Directors It is anticipated that the board of directors of the Resulting Issuer shall be reconstituted to consist of five directors, all of whom shall be the nominees of PLC.Escrow ConditionsIn addition to the escrow requirements of the Exchange and applicable securities laws, upon Closing, the following shares of the Resulting Issuer shall also be subject to the following lock-up conditions:PLC founders, principals and other shareholders who acquired their PLC shares at a price per share below certain thresholds shall agree to a 12-month lock-up on all such shares; andcertain principal Atmofizer shareholders shall agree to a lock-up on all Atmofizer Shares held by them on terms to be agreed, which such lock-up conditions shall be subject to customary exceptions and certain minimum price and volume trading thresholds for the Resulting Issuer shares, to be agreed by the parties.There can be no assurance that the Proposed Transaction will be completed as proposed or at all.AdvisorsWildeboer Dellelce LLP is acting as legal counsel to PLC in connection with the Proposed Transaction and the Concurrent Financing. Gowling WLG (Canada) LLP is acting as legal counsel to Atmofizer in connection with the Proposed Transaction.About Power Leaves Corp.Founded in 2019, Power Leaves is breaking the monopoly on the supply of coca leaf extract and ushering in a new Age of Coca. Through an exclusive agreement with an Indigenous community, Power Leaves has developed the first-ever legal Colombian supply chain for decocainized coca extract to supply the global food and beverage markets. Through its established infrastructure, Power Leaves is developing and manufacturing proprietary formulations of coca extract and essence that offer an exceptional taste profile and an all-natural source of protein, nutrients, and positive health benefits. For more information, visit www.powerleaves.com. For additional information about Power Leaves Corp., please contact: Investor Relations
shares@powerleaves.comAbout AtmofizerAtmofizer's consumer and industrial solutions are based on its patent-protected and patent pending 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. For additional information about Atmofizer, please contact: Olivier Centner
Chief Executive Officer
Telephone: 305-902-1858
Email: info@atmofizer.com Cautionary NotesThis press release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected" "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could, "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements relating to the completion of the Proposed Transaction, listing of the Resulting Issuer shares on the Exchange, the execution of the Definitive Agreement, the completion and use of proceeds of the Concurrent Financing, the proposed directors of the Resulting Issuer, and obtaining the necessary approval of the CSE. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive any necessary shareholder, director or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, Atmofizer assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATESTo view the source version of this press release, please visit https://www.newsfilecorp.com/release/284167
Original: Atmofizer & Power Leaves Corp. Enter Into LOI for RTO; Target Public Listing in H1 2026

What did you find out?

Recent PR as of May 1 2023. So at least they got that posted. I'm just starting DD on this company - may post some thoughts here.

https://www.prnewswire.com/news-releases/atmofizer-technologies-inc-announces-year-end-2022-financial-results-301812427.html

That's disconcerting. OTC Markets has their phone number as
305-902-1898 and their address as 550 Burrard Street, Suite 2300,
Vancouver, BC V6C 2B5 Canada

Best o' luck.

I did send them an email several days ago, but got no response.

Perhaps a call to the company directly.

Yes, I know… My comment from yesterday was that they were behind on releasing the latest quarter, based on the intervals shown on the OTC disclosure page. I was wondering if anybody knows what’s going on with this company?

Shareholders can check OTC Markets for updates:

https://www.otcmarkets.com/stock/ATMFF/disclosure

Is anybody still here?

According to the OTC markets website, we should have had a quarterly report sometime in late February, so they are late. Does anybody know what’s going on with this company?

ATMFF: effective Jan. 12,2023 a one for 20 reverse split:

https://otce.finra.org/otce/dailyList?viewType=Symbol%2FName%20Changes

What are your thoughts on this one now?

What are your thoughts on this news release:

https://www.prnewswire.com/news-releases/atmofizer-technologies-inc-announces-second-quarter-2022-financial-results-301613974.html

This helps explain why the price kept falling after it hit .07... and it looks like they have to reclassify their product in order to sell it legally.

Are you still a buyer and if so why?

https://finance.yahoo.com/news/atmofizer-technologies-inc-announces-second-203000315.html

ATMFF: Well, it's moving --- UP???

Volume today

I see that . Need to take it down . Gotta get more people here to see potential and get some volume.

Somebody has a wall of 525,000 shares up at the moment at .0271

Lets go atmff .. need some volume and this puppy will move . Not alot know about atmff i guess yet. Get while the gettin is cheap

ATMFF: saw that and cancelled all appointments!

$ATMFF: Big news out....... UPTO Notice of ALLOWANCE !!!!!

Stif competition now directly to $AERC !!!!!!!

https://www.prnewswire.com/news-releases/atmofizer-technologies-inc-receives-notice-of-allowance-from-uspto-301610728.html


"The new technology covered by this Notice of Allowance expands the value and protection for our portfolio of proprietary air-tech intellectual property, enabling Atmofizer to serve a new customer segment beyond air purification primarily focused on pollutants viruses and bacteria", said Whit Pepper, President and Chief Commercial Officer. "We have seen significant interest in customers putting a higher priority on reducing filter costs, energy costs, and having a better environmental footprint, while maintaining high levels of air quality. There is particular demand in Europe, where energy costs are skyrocketing and environmental sustainability is a more front-of-mind socially and politically."

"Additionally, this new evolution of our nanoparticle reduction technology handles larger and faster moving air streams with equivalent performance of our proven A500 systems — using less parts. This is important because it enables agglomeration to be added to pretty much the entire range of manufactured air purification appliances on the market as well as in larger commercial and industrial systems," said Pepper. "We are not going to be in the business of manufacturing components, but rather partnering with leaders in the industry to license our technology into their product lines. The industry told us we needed to hit specific cross-section and velocity targets to have a viable commercial solution in the space, and so we are very excited about the latest developments in results."

GO $ATMFF





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ATMOFIZER TECHNOLOGIES INC. RECEIVES NOTICE OF ALLOWANCE FROM USPTO
NEWS PROVIDED BY

Atmofizer Technologies Inc.
Aug 23, 2022, 08:00 ET

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Patent focused on modular application for residential and commercial air handling systems

VANCOUVER, BC, Aug. 23, 2022 /PRNewswire/ - Atmofizer Technologies Inc. (the "Company" or "Atmofizer") (CSE: ATMO) (Frankfurt: J3K) (OTCQB: ATMFF) announced today that the United States Patent and Trademark Office (the "USPTO") has issued a Notice of Allowance for new claims related to the Company's air and water purification technology.

The allowed patent application, titled, "Ultra-Fine Particle Aggregation, Neutralization and Filtration" (US Patent Application No. 11,291,939) provides broad protection for important aspects of Atmofizer's air purification technology.

"This is a tremendous step in our evolution, being able to apply our technology to the HVAC industry in the United States with a strong business case to improve air quality and reduce energy protected by a US patent", said Olivier Centner CEO. "Most residential and commercial buildings cannot be retrofit to accommodate HEPA without re-sizing the ductwork in the walls and ceilings so we see this as being a tremendous solution that is easy to implement and cost effective."

The recent Notice of Allowance from the USPTO is directed to a new design that delivers ultra-fine particle agglomeration and nanoparticle reduction performance in larger air ducts with faster-moving air, using less parts. The Company plans to market this patent to be licensed by air purification device manufacturers, HVAC suppliers and service companies.

Nanoparticles are so small they are difficult to manage by conventional air filters and purification devices. Agglomeration aggregates particles together to form larger clusters that allow air filters to work more effectively and efficiently. Larger particles allow lower-grade and traditionally less expensive air filters to perform at a higher level, last longer, and require less energy. This can translates into lower operating costs and reduce landfill waste.

"The new technology covered by this Notice of Allowance expands the value and protection for our portfolio of proprietary air-tech intellectual property, enabling Atmofizer to serve a new customer segment beyond air purification primarily focused on pollutants viruses and bacteria", said Whit Pepper, President and Chief Commercial Officer. "We have seen significant interest in customers putting a higher priority on reducing filter costs, energy costs, and having a better environmental footprint, while maintaining high levels of air quality. There is particular demand in Europe, where energy costs are skyrocketing and environmental sustainability is a more front-of-mind socially and politically."

"Additionally, this new evolution of our nanoparticle reduction technology handles larger and faster moving air streams with equivalent performance of our proven A500 systems — using less parts. This is important because it enables agglomeration to be added to pretty much the entire range of manufactured air purification appliances on the market as well as in larger commercial and industrial systems," said Pepper. "We are not going to be in the business of manufacturing components, but rather partnering with leaders in the industry to license our technology into their product lines. The industry told us we needed to hit specific cross-section and velocity targets to have a viable commercial solution in the space, and so we are very excited about the latest developments in results."

The United States HVAC systems market size was estimated at USD $16.54 Billion in 2021 and is expected to reach USD $17.45 billion in 2022 according to a report by Grand View Research (U.S. HVAC Systems Market Size, Share & Trends Analysis Report By Product (Heating, Ventilation, Cooling), By End Use (Residential, Commercial, Industrial), By Region, And Segment Forecasts, 2022 – 2030). Grand View also cited in their report increased focus on energy efficiency in HVAC systems. "Furthermore the U.S. government also offers rewards to promote low power consumption or the use of renewable energy sources. On account of rising concerns regarding global warming, standards established by the U.S. government to keep a check on HVAC systems operations will play a pivotal role in driving demand."

About Atmofizer Technologies Inc.
Atmofizer's consumer and industrial solutions are based on its patent-protected and patent pending 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.

Forward-Looking Information
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 granting of US Patent Application No. 11,291,939 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; the conflict in eastern Europe; 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.

SOURCE Atmofizer Technologies Inc.

ATMFF me too add buy ,this and similar:


08/11/2022 14:53:39 Bought 10000 ATMFF @ 0.0182

-182.00 0.00 0.00

ATMFF .025 I like the enthusiasm for $4.50 but how is that possible, when $2.00 is it's HOY and .045 was hit in early June, but brought right back down to these levels, how about we reach .045 and hold first

$ATMFF: Added another 100k here at 0.025


Better to buy it now rather than at $4.50/sh


Thats when you reap the benefits.


Purgo vs Atmofizer........... you know which one its gonna be !

Not the PURGO




Atmofizer is better...............









https://www.ariva.de/news/spektakulre-partnerschaft-weltmarktfhrer-setzt-zuknftig-9889316


GO $ATMFF

ATMFF caught the mist yesterday.

$ATMFF: Atmofizers purifier is better than AeroCleans PURGO

And $AERC is gonna be hurting tomorrow when earnings comes out.

Also, $ATMFF will get that FDA designation as well for Covid19 and other viruses


Market is realizing that $ATMFF is a direct Competitor to $AERC and you
get way better bang for your buck here is a shareholder than you do with $AERC

That money will end up here eventually.

Anyways, $ATMFF offers a much better value proposition to shareholders here at $0.03


https://www.ibtimes.com.au/atmofizer-air-purification-system-eliminates-nano-scale-airborne-particles-filters-cant-destroy







https://www.usatechdirect.com/wp-content/uploads/2022/05/Covid-case-resurgence-being-proactive.pdf




GO $ATMFF

ATMFF if just $4 before 2023 ya get never to pay for this site again!

ATMFF if just $4 ya get never to pay for this site again!

$ATMFF: Exactly, if AeroClean got FDA approval...........


There is no reason why $ATMFF won't get that designation as well.

Seems like they check off all the boxes.


Should get to $5 in due time like AERC ran



GO $ATMFF

Nice testing report go atmff

$ATMFF: Its less than that...............

And $SOLCF probably added more shares to their stake.

I guess we'll learn about that soon enough


Here's the test that was done on the Atmofizer............


https://www.germanpc.de/wp-content/uploads/2021/08/Atmofizer_BluXPERT-on-IUTA-Nanoparticle-Testing.pdf

https://www.newswire.ca/news-releases/atmofizer-technologies-seeing-positive-test-results-opens-hvac-innovation-testing-lab-813309725.html

GO $ATMFF

Was wondeing what float is currently any idea isee 82 mill. Not sure if thats correct though

Nice one day atmff will fly high undervalued now ..

$ATMFF: You can also call USA-RapidTest


Phone Number is 727-440-8272


Home Based unit Atmofizer One is now on sale for $1k.... $300 online discount


GO $ATMFF

Lets go im adding when i can ...moon shot coming eventually

$ATMFF: Why don't you contact directors at $SOLCF


They bought into this $ATMFF stock at $2.38/sh


https://www.businesswire.com/news/home/20220114005483/en/SOL-Global-Investments-Corp.-Acquires-Stock-of-Atmofizer-Technologies-Inc.-to-Increase-Holding-To-10.00


https://solglobal.com/contact/







GO $ATMFF

Perhaps it is, but the company never responded to my IR questions. I also contacted one of the companies mentioned in a PR - Safeware Inc. - and asked them if it was true they were distributing Atmofizer's product - no response.

It's also interesting that the only items listed on this site under ATMFF's "news" are paid promo pieces. You have to go to PR Newswire to find any of the real news releases.

Not berating the stock, just stating what I have found. I have a small position here.

$ATMFF: $ATMFF is super undervalued compared to $AERC

Read this and figure out why $0.02 is a steal right now on $ATMFF

https://www.prweb.com/pdfdownload/18820109.pdf


And read the news that came out on $AERC today...............

https://www.marketscreener.com/quote/stock/AEROCLEAN-TECHNOLOGIES-I-129658881/news/AeroClean-Technologies-Says-Purgo-Air-Purifier-Cuts-Omicron-Levels-During-Independent-Testing-41269181/


See the similarities ??????????


Now why is $ATMFF trading SIGNIFICANTLY less than $AERC ???

ATMFF should be at a minimum of $5/sh


GO $ATMFF

$ATMFF: AERC just got FDA approval.................


ATMFF isn't far behind............. watch this one blast off to $5sh


GO $ATMFF

And your analysis?

https://www.stockscores.com/chart.asp?TickerSymbol=atmff&TimeRange=1825&Interval=m&Volume=1&ChartType=CandleStick&Stockscores=1&ChartWidth=1100&ChartHeight=480&LogScale=None&Band=None&avgType1=SMA&movAvg1=50&avgType2=SMA&movAvg2=200&Indicator1=AccDist&Indicator2=CMF&Indicator3=StochRSI&Indicator4=MACD&endDate=&CompareWith=&entryPrice=&stopLossPrice=&candles=redgreen

sleeper

Great vid of how this works

https://www.stockscores.com/chart.asp?TickerSymbol=atmff&TimeRange=1825&Interval=m&Volume=1&ChartType=CandleStick&Stockscores=1&ChartWidth=1100&ChartHeight=480&LogScale=None&Band=None&avgType1=SMA&movAvg1=50&avgType2=SMA&movAvg2=200&Indicator1=AccDist&Indicator2=CMF&Indicator3=StochRSI&Indicator4=MACD&endDate=&CompareWith=&entryPrice=&stopLossPrice=&candles=redgreen

This is very good opportunity here looking forward to a nice runup . Suprised more peoples eyes arent on this . Buying more waiting for blast off.go $ATMFF

$ATMFF: No Problem.... remember what $SOLCF paid for their


10% share interest in $ATMFF


THEY PAID $2.38 A SHARE !!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!

And here we are at 0.03

Do the MATH !!!!!!!!!!!!

Here's the source...............


https://investorshub.advfn.com/boards/read_msg.aspx?message_id=168383945

Even half ot $2.38 and we are golden.

Mind you, the way AERC just ran to $20, I think we are wayyyyyyyy more than that but right now the getting is VERYYYYYYYYYYY GOOD here at 0.03

GO $ATMFF

Thanks for info appreciate it ..will look at $RASP