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

Rhea-AI Summary

Aduro Clean Technologies (Nasdaq: ADUR) priced an underwritten U.S. public offering of 1,739,130 common shares with accompanying warrants (half‑warrant structure) to raise approximately US$20.0 million gross.

Each full warrant is exercisable into one common share at US$16.00, exercisable immediately, and expires three years from issuance. The offering is expected to close on or about December 22, 2025 and includes a 45‑day over‑allotment option for up to 260,869 additional shares and/or warrants. Net proceeds are intended primarily for construction of the Demonstration‑Scale Plant, with any remainder for R&D, corporate purposes, and working capital.

Positive

• Gross proceeds of approximately US$20.0M
• Proceeds earmarked for Demonstration‑Scale Plant construction

Negative

• Issuance of 1,739,130 shares will dilute existing shareholders
• Accompanying warrants add potential further dilution at US$16.00 exercise

Key Figures

Gross proceeds US$20 million Underwritten U.S. public offering announced Dec 19, 2025

Shares offered 1,739,130 common shares Base size of the Dec 2025 underwritten offering

Warrants offered 869,565 warrants Half-warrant per share in Dec 2025 offering

Warrant exercise price US$16.00 per share Whole warrants from Dec 2025 offering, 3-year term

Over-allotment shares 260,869 common shares 45-day over-allotment option granted to underwriters

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

Warrant term 3 years Expiration from date of issuance for Dec 2025 offering warrants

Prior offering size US$8 million Underwritten public offering closed June 11, 2025

Market Reality Check

$4.52 Last Close

Volume Volume 368,935 is slightly below the 20-day average of 397,106 ahead of the offering. normal

Technical Price 12.17 is trading above the 200-day MA of 10.07 before this offering news.

Peers on Argus

While ADUR traded down 4.1% ahead of this equity offering, key peers in Pollution & Treatment Controls such as ARQ, ERII, CECO, FTEK and PCT showed positive moves between 0.91% and 10.42%, indicating a more stock-specific move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 16	Program completion	Positive	+1.3%	Graduation from Shell GameChanger program validating Hydrochemolytic™ Technology.
Dec 03	Collaboration deal	Positive	+15.9%	Multi-year ECOCE collaboration to recycle flexible plastic packaging in Mexico.
Nov 20	Technical milestone	Positive	+7.7%	Successful pilot-scale steam-cracking of Hydrochemolytic™ oil from waste plastics.
Nov 13	Marketing exposure	Positive	-6.8%	Planned TV feature and conference presentations highlighting Hydrochemolytic™ Technology.
Nov 06	Site LOI	Positive	-8.8%	Non‑binding LOI for Netherlands site for demonstration plant and expansion option.

Pattern Detected

Recent technology and partnership updates often saw positive price alignment, while some strategic expansion news drew negative reactions.

Recent Company History

This announcement follows a series of technology and commercialization milestones. On Nov 6, 2025, Aduro signed a non‑binding LOI for a European demonstration plant site, which drew a negative reaction. Subsequent news on media exposure, pilot-scale steam cracking success, and a collaboration with ECOCE in Mexico generally produced positive price moves. Graduation from Shell’s GameChanger program on Dec 16, 2025 also saw a modest gain. Today’s offering links directly to funding the Demonstration-Scale Plant referenced in prior updates.

Market Pulse Summary

This announcement details a US$20 million underwritten offering of 1,739,130 shares with accompanying warrants, intended to fund Aduro’s Demonstration-Scale Plant and broader corporate needs. It follows prior June 2025 offerings and recent technical milestones, tying capital-raising directly to scale-up plans. Investors may monitor closing of the transaction, warrant take-up at the US$16.00 exercise price, and subsequent updates on construction progress and commercial partnerships.

Key Terms

underwritten public offering financial

"announced the pricing of its underwritten U.S. public offering (the “Offering”)"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

warrants financial

"accompanying warrants to purchase 869,565 common shares for gross proceeds"

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.

over-allotment option financial

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

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

"registration statement on Form F-10, as amended (File No. 333-292023)"

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 will be 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.

base prospectus regulatory

"Base Shelf Prospectus relating to the Offering and describing the terms thereof has been filed"

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

registration regulatory

"offered or sold in the United States absent registration or an applicable exemption"

Registration is the formal filing or listing of a company, security, product, or document with a government or regulatory agency so it may be legally offered, sold, or publicly disclosed. Think of it like registering a car before you can drive it: it creates official records, requires certain disclosures, and signals that regulators have at least reviewed basic information. Investors care because registration increases transparency, enables trading or market access, and can materially affect a company’s liquidity, fundraising options, and regulatory risk.

exemption from registration regulatory

"absent registration or an applicable exemption from registration, nor shall there be any offer"

Exemption from registration means that certain financial instruments or offerings are not required to go through a formal registration process with regulatory authorities. This can make it easier and faster for companies to raise money or offer securities to investors. For investors, it matters because it may affect how much information is available about the investment and the level of oversight involved.

AI-generated analysis. Not financial advice.

LONDON, Ontario, Dec. 19, 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 pricing 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 are being 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, will become exercisable immediately and will expire three years from the date of issuance.

D. Boral Capital LLC is acting as lead underwriter for the Offering. Roth Capital Partners is acting 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. The Offering is expected to close on or about December 22, 2025, subject to the satisfaction of customary closing conditions.

In addition, the Company has 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 is being 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 will offer and sell the securities in the United States only. No securities will be 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 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 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 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/7393ad12-99af-4dbf-bf2d-8c68f67a681c

FAQ

What did Aduro (ADUR) announce on December 19, 2025 about a public offering?

Aduro priced an underwritten U.S. offering of 1,739,130 shares with warrants to raise ~US$20M gross.

When is the ADUR offering expected to close and are there contingencies?

The offering is expected to close on or about December 22, 2025, subject to customary closing conditions.

What are the warrant terms in Aduro's (ADUR) December 2025 offering?

Each full warrant is exercisable into one share at US$16.00, becomes exercisable immediately, and expires three years from issuance.

How will Aduro use the net proceeds from the US$20M ADUR offering?

Aduro intends to use net proceeds primarily for construction of its Demonstration‑Scale Plant, with remainder for R&D, corporate purposes, and working capital.

Does the ADUR offering include an over‑allotment option and size?

Yes; underwriters have a 45‑day over‑allotment option to purchase up to 260,869 additional shares and/or warrants for additional shares.

Where can investors find the final prospectus for the ADUR offering?

A final prospectus supplement will be filed with Canadian authorities and the SEC and will be available at www.sec.gov when posted.