Aduro Clean Technologies Announces Closing of US$8 Million Underwritten Public Offering

Rhea-AI Summary

Aduro Clean Technologies has successfully closed an US$8 million underwritten public offering, selling 947,868 common shares with accompanying warrants. Each share and half warrant combination was priced at US$8.44, with whole warrants exercisable at US$10.13 per share for three years. The offering includes a 45-day over-allotment option for additional shares and warrants. D. Boral Capital LLC served as the sole book-running manager. The proceeds will fund research and development, construction of a Demonstration-Scale plant, and general corporate purposes. Aduro's Hydrochemolytic Technology focuses on converting waste plastics, heavy crude, and renewable oils into valuable resources using water-based technologies at relatively low temperatures.

Positive

• Secured significant funding of US$8 million through public offering
• Additional funding potential through 45-day over-allotment option
• Proceeds will fund crucial R&D and demonstration plant construction
• Warrants provide potential for additional future capital at US$10.13 per share

Negative

• Potential dilution for existing shareholders from new share issuance
• Additional dilution possible if over-allotment option is exercised
• Further dilution risk if warrants are exercised in the future

Insights

Investment Banking Analyst

Aduro secured $8M in financing through a public offering, strengthening its financial position for R&D and plant construction.

Aduro Clean Technologies has successfully closed its $8 million underwritten public offering, selling 947,868 common shares at $8.44 per share with accompanying half-warrants. This capital raise provides crucial funding for the company's continued development of its Hydrochemolytic™ Technology, which converts waste materials into valuable resources.

The structure of this offering is notable - each whole warrant has an exercise price of $10.13 (a 20% premium to the offering price) and a 3-year expiration window. If all warrants are eventually exercised, Aduro could receive up to an additional $4.8 million in proceeds, extending their runway further.

The company has strategically allocated the funds toward three critical areas: ongoing R&D, construction of their "Demonstration-Scale" plant, and working capital. The focus on the demonstration plant is particularly significant as it represents a crucial step in commercialization - validating their technology at a larger scale to prove commercial viability to potential partners and customers.

This financing comes at a pivotal moment for Aduro as they recently upgraded their listing to Nasdaq (symbol: ADUR), increasing visibility to U.S. investors. The offering was structured for U.S. investors only (explicitly excluding Canadian purchasers), suggesting a strategic pivot toward the deeper U.S. capital markets.

The underwriter's 45-day over-allotment option for an additional 142,180 shares and/or warrants provides flexibility to capture additional investor interest, potentially increasing proceeds by up to $1.2 million if fully exercised.

LONDON, Ontario, June 11, 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 947,868 common shares, together with accompanying warrants to purchase 473,934 common shares. The combined public offering price per common share and accompanying half warrant was US$8.44. The Company received gross proceeds of approximately US$8 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$10.13 per share and are exercisable immediately and will expire three years from the date of issuance.

D. Boral Capital LLC is acting as the sole book-running manager for the Offering.

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

In addition, the Company has granted the underwriters a 45-day over-allotment option to purchase up to an additional 142,180 common shares and/or warrants to purchase an additional 71,090 common shares.

The Offering was being made pursuant to an effective shelf registration statement on Form F-10, as amended (File No. 333-287475), previously filed with the U.S. Securities and Exchange Commission (“SEC”) and became effective on May 28, 2025, and the Company’s Canadian short form base shelf prospectus dated May 28, 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 has been 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 will be filed with the securities regulatory authorities in the Canadian provinces of British Columbia and Ontario and the SEC.

Copies of the final prospectus may be obtained, when available, 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 dbccapitalmarkets@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 Business 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 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 factors that may result in changes to the Company's anticipated use of proceeds. These and other risks and uncertainties 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/db6d1aa2-5e99-4198-94ab-937eea309560

FAQ

How much did Aduro Clean Technologies raise in their public offering?

Aduro Clean Technologies raised US$8 million in gross proceeds through their underwritten public offering of 947,868 common shares with accompanying warrants.

What is the exercise price and terms of ACTHF warrants from the offering?

Each whole warrant has an exercise price of US$10.13 per share, is exercisable immediately, and will expire three years from the date of issuance.

How will Aduro Clean Technologies use the proceeds from the offering?

The proceeds will be used for ongoing R&D costs, construction of a Demonstration-Scale plant, and general corporate purposes and working capital.

What is Aduro Clean Technologies' main technology focus?

Aduro's Hydrochemolytic Technology uses water-based processes to recycle waste plastics, convert heavy crude into lighter oil, and transform renewable oils into higher-value fuels or chemicals.

Who was the underwriter for ACTHF's public offering?

D. Boral Capital LLC acted as the sole book-running manager for the offering.