Aduro Clean Technologies Announces Closing of US$20 Million Underwritten Public Offering

Rhea-AI Summary

Aduro Clean Technologies (Nasdaq: ADUR) closed an underwritten U.S. public offering on Dec 22, 2025, issuing 1,739,130 common shares with accompanying warrants (half‑warrants equating to 869,565 whole warrants) for gross proceeds of approximately US$20 million before fees.

Each whole warrant is exercisable immediately at US$16.00 and expires three years from issuance. Aduro intends to use net proceeds to fund its Demonstration‑Scale Plant and for R&D, corporate purposes and working capital. Underwriters have a 45‑day over‑allotment option for up to 260,869 shares and/or 130,434 warrants.

Positive

• Gross proceeds of ~US$20 million raised
• Net proceeds earmarked for Demonstration‑Scale Plant construction

Negative

• Issuance of 1,739,130 shares creates immediate shareholder dilution
• Warrants exercisable at US$16.00 could add future dilution within three years

Key Figures

Common shares offered 1,739,130 shares Underwritten U.S. public offering

Warrants offered 869,565 warrants Accompanying warrants in offering

Gross proceeds approximately US$20 million Before underwriting discounts and expenses

Warrant exercise price US$16.00 per share Exercise price for each whole warrant

Warrant term 3 years Expiration from date of issuance

Over-allotment shares 260,869 shares Additional common shares under 45-day option

Over-allotment warrants 130,434 warrants Additional warrants under 45-day option

SEC file number 333-292023 Form F-10 registration statement

Market Reality Check

$4.52 Last Close

Volume Volume 815,042 vs 20-day average 470,132 (relative 1.73x) ahead of/around the offering news. high

Technical Shares at $11.72, trading above 200-day MA of $10.14 despite equity financing.

Peers on Argus 1 Up

Peer activity did not confirm a sector-wide move. Only ZONE appeared in momentum scans, up 5.42% with no news, suggesting ADUR’s action was stock-specific to the financing.

Market Pulse Summary

This announcement detailed a completed U.S. underwritten public offering of 1,739,130 shares plus 869,565 warrants for gross proceeds of approximately US$20 million, with funds earmarked mainly for a Demonstration-Scale Plant. The financing increases Aduro’s capital resources but also introduces dilution and warrant overhang. With no recent news history provided, key items to watch would include deployment of proceeds, project execution milestones, and any further capital markets activity.

Key Terms

warrants financial

"together with accompanying warrants to purchase 869,565 common shares"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

exercise price financial

"Each whole warrant has an exercise price of US$16.00 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

over-allotment option financial

"granted the underwriters a 45-day over-allotment option to purchase up to"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

Form F-10 regulatory

"pursuant to an effective shelf registration statement on Form F-10, as amended"

Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.

prospectus supplement regulatory

"A final prospectus supplement with the final terms was filed"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

prospectus regulatory

"Before you invest, you should read the prospectus and other documents"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

U.S. Securities and Exchange Commission regulatory

"filed with the U.S. Securities and Exchange Commission (“SEC")"

The U.S. Securities and Exchange Commission is a government agency responsible for overseeing the stock market and protecting investors. It sets rules to ensure that companies share truthful information and that trading is fair, helping to maintain trust in the financial system. This oversight is important because it helps prevent fraud and ensures that investors can make informed decisions.

Nasdaq regulatory

"Aduro Clean Technologies Inc. ... (Nasdaq: ADUR)"

The Nasdaq is a stock exchange where many companies' shares are bought and sold, functioning much like a marketplace for investments. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping them track the value of those companies and make informed decisions. As one of the largest and most technology-focused markets, it also reflects trends and developments in the business world.

AI-generated analysis. Not financial advice.

LONDON, Ontario, Dec. 22, 2025 (GLOBE NEWSWIRE) -- Aduro Clean Technologies Inc. (“Aduro” or the “Company”) (Nasdaq: ADUR) (CSE: ACT) (FSE: 9D5), a clean technology company using the power of chemistry to transform lower-value feedstocks, like waste plastics, heavy bitumen, and renewable oils, into resources for the 21^st century, today announced the closing of its underwritten U.S. public offering (the “Offering”) of 1,739,130 common shares, together with accompanying warrants to purchase 869,565 common shares for gross proceeds of approximately US$20 million, before deducting underwriting discounts and offering expenses. The common shares were sold in combination with an accompanying half warrant (with each whole warrant being exercisable into one common share of the Company). Each whole warrant has an exercise price of US$16.00 per share, are exercisable immediately and will expire three years from the date of issuance.

D. Boral Capital LLC acted as lead underwriter for the Offering. Roth Capital Partners acted as financial advisor for the Offering.

Aduro intends to use the net proceeds from the Offering for expenditures related to the construction of its Demonstration-Scale Plant and the remainder (if any) for ongoing research and development, general corporate purposes and working capital.

In addition, the Company granted the underwriters a 45-day over-allotment option to purchase up to an additional 260,869 common shares and/or warrants to purchase an additional 130,434 common shares.

The Offering was made pursuant to an effective shelf registration statement on Form F-10, as amended (File No. 333-292023), previously filed with the U.S. Securities and Exchange Commission (“SEC”) on December 15, 2025 and became effective upon filing, and the Company’s Canadian short form base shelf prospectus dated December 15, 2025 (the “Base Shelf Prospectus”). Aduro offered and sold the securities in the United States only. No securities were offered or sold to Canadian purchasers.

The Base Shelf Prospectus relating to the Offering and describing the terms thereof was filed with the applicable securities commissions in Canada and with the SEC in the United States and is available for free by visiting the Company’s profiles on the SEDAR+ website maintained by the Canadian Securities Administrators at www.sedarplus.ca or the SEC’s website at www.sec.gov, as applicable. A final prospectus supplement with the final terms was filed with the securities regulatory authorities in the Canadian provinces of British Columbia and Ontario and with the SEC. Copies of the final prospectus may be obtained at the SEC's website at www.sec.gov or from D. Boral Capital LLC, Attention: 590 Madison Avenue 39th Floor, New York, NY 10022, or by email at info@dboralcapital.com, or by telephone at +1(212)-970-5150.

Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more complete information about the Company and the Offering. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy any of the Company's securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company's securities in any state or jurisdiction in which such offers, solicitations or sales would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Aduro Clean Technologies

Aduro Clean Technologies is a developer of patented water-based technologies to chemically recycle waste plastics; convert heavy crude and bitumen into lighter, more valuable oil; and transform renewable oils into higher-value fuels or renewable chemicals. The Company’s Hydrochemolytic™ Technology relies on water as a critical agent in a chemistry platform that operates at relatively low temperatures and cost, a game-changing approach that converts low-value feedstocks into resources for the 21^st century.

For further information, please contact:

Abe Dyck, Head of Corporate Development and Investor Relations
ir@adurocleantech.com
+1 226 784 8889

KCSA Strategic Communications
Jack Perkins, Senior Vice President
aduro@kcsa.com

D. Boral Capital LLC.
dbccapitalmarkets@dboralcapital.com
+1 212 970 5150

Forward-Looking Statements

This press release contains forward-looking statements regarding the Company's current expectations. These forward-looking statements include, without limitation, references to the Company's expectations regarding the closing of the public offering and its anticipated use of net proceeds from the offering. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ include, but are not limited to, risks and uncertainties related to the satisfaction of customary closing conditions related to the public offering, or factors that result in changes to the Company's anticipated use of proceeds. These and other risks and un-certainties are described more fully in the section captioned "Risk Factors" in the Company's annual information form dated May 20, 2025, which is available on SEDAR+ at www.sedarplus.ca, on EDGAR at www.sec.gov. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law, including the securities laws of the United States and Canada.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/2a412244-df52-4dcc-a370-86dd2d9db55f.

FAQ

How many common shares did Aduro (ADUR) sell in the Dec 22, 2025 offering?

Aduro sold 1,739,130 common shares in the offering.

What were the gross proceeds from Aduro's (ADUR) US public offering on Dec 22, 2025?

The offering generated approximately US$20 million in gross proceeds before fees.

What are the terms of the warrants issued with Aduro (ADUR) shares on Dec 22, 2025?

Accompanying half‑warrants equal 869,565 whole warrants, exercisable at US$16.00, expiring in three years.

How will Aduro (ADUR) use the net proceeds from the US offering?

Aduro intends to fund its Demonstration‑Scale Plant and the remainder for R&D, corporate purposes and working capital.

Does Aduro (ADUR) have an over‑allotment option tied to the Dec 22, 2025 offering?

Yes; underwriters have a 45‑day option for up to 260,869 shares and/or 130,434 warrants.