Exhibit 5.1
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 | | DURHAM JONES & PINEGAR, P.C. 111 South Main Street, Suite 2400 Salt Lake City, Utah 84111 801.415.3000 801.415.3500 Fax www.djplaw.com |
March 12, 2020
Board of Directors
Dynatronics Corporation
7030 Park Centre Dr.
Cottonwood Heights, Utah 84121
Re: | Registration Statement on FormS-3 (FileNo. 333-224930), as amended and supplemented; Shares of Common Stock, no par value per share, having an aggregate offering price of up to $10,000,000 |
Ladies and Gentlemen:
We are acting as counsel to Dynatronics Corporation, a Utah corporation (the “Company”), in connection with the issuance and sale of up to $10,000,000 of shares of common stock, no par value per share, of the Company (the “Shares”), from time to time and at various prices in an “at the market offering” pursuant to the terms of the Equity Distribution Agreement, dated March 12, 2020 (the “Agreement”), between the Company, on the one hand, and Canaccord Genuity LLC and Roth Capital Partners, LLC, as sales agents, on the other hand. The offering of the Shares by the Company is being made pursuant to its registration on FormS-3, as amended (No.333-224930) (the “Registration Statement”), filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Act”) on May 15, 2018, the accompanying prospectus dated May 23, 2018 (the “Base Prospectus”) that forms a part thereof and the prospectus supplement dated March 12, 2020 (the “Prospectus Supplement” and together with the Base Prospectus, the “Prospectus”). This opinion letter is furnished to you at your request to enable you to fulfill the requirements of Item 601(b)(5) of RegulationS-K, 17 C.F.R. § 229.601(b)(5), in connection with the Registration Statement.
For purposes of this opinion letter, we have examined copies of such agreements, instruments and documents as we have deemed an appropriate basis on which to render the opinions hereinafter expressed. In our examination of the aforesaid documents, we have assumed the genuineness of all signatures, the legal capacity of all natural persons, the accuracy and completeness of all documents submitted to us, the authenticity of all original documents, and the conformity to authentic original documents of all documents submitted to us as copies (including pdfs). As to all matters of fact, we have relied on the representations and statements of fact made in the documents so reviewed, and we have not independently established the facts so relied on. This opinion letter is given, and all statements herein are made, in the context of the foregoing.