31.05.2024 11:43:32 - dpa-AFX: GNW-Adhoc: Aduro Clean Technologies Announces Private Placement of up to $2.5 Million
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES
LONDON, Ontario, May 31, 2024 (GLOBE NEWSWIRE) -- Aduro Clean Technologies Inc
(https://www.adurocleantech.com/?utm_source=AduroWebsite&utm_campaign=PR114&utm_
medium=PressRelease). ("Aduro" or the "Company") (CSE: ACT) (OTCQX: ACTHF) (FSE:
9D50), a Canadian 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, is pleased to announce a non-brokered
private placement consisting of a minimum of 1,538,462 units of the Company
(each, a "Unit") and a maximum of 1,923,080 Units, at a price of $1.30 per Unit,
for gross proceeds of a minimum of $2,000,001 and a maximum of $2,500,004 (the
"LIFE Offering").
Each Unit will consist of one (1) common share in the capital of the Company
(each, a "Common Share") and one-half (1/2) of one Common Share purchase warrant
(each whole warrant, a "Warrant"). Each Warrant will be exercisable into one (1)
Common Share (each, a "Warrant Share") at a price of $1.60 per Warrant Share for
a period of two (2) years, provided that if the Common Shares have a closing
price on the Canadian Securities Exchange (the "CSE") (or such other securities
exchange on which the Common Shares may be traded at such time) of $1.90 or
greater per Common Share for a period of ten (10) consecutive trading days at
any time after the issuance of the Warrants, then the Company may accelerate the
expiry date of the Warrants by giving notice to the holders thereof (by
disseminating a news release advising of the acceleration of the expiry date of
the Warrants) and, in such case, the Warrants will expire on the thirtieth
(30(th)) day after the date of such notice.
There is an offering document (the "Offering Document
(https://restricted.adurocleantech.com/aduro-life-offering-may-2024-en.pdf)")
related to the LIFE Offering that can be accessed under the Company's profile at
www.sedarplus.ca (http://www.sedarplus.ca) and on the Company's website at
www.adurocleantech.com (https://adurocleantech.com/ir?utm_source=ACT-IR-
LIFE&utm_campaign=PR114&utm_medium=PressRelease). Prospective investors should
read the LIFE Offering Document before making an investment decision.
As disclosed in the Offering Document, the Company intends to use the net
proceeds from the LIFE Offering to fund their research and development of the
Company's chemical recycling technologies and for general administrative and
working capital expenses.
The Units offered as a part of the LIFE Offering shall be offered to purchasers
resident in all provinces of Canada, including Quebec, pursuant to the listed
issuer financing exemption under Part 5A of NI 45-106 (the "Listed Issuer
Financing Exemption"). Units offered under the Listed Issuer Financing Exemption
will not be subject to resale restrictions to Canadian resident investors
pursuant to applicable Canadian securities laws.
The LIFE Offering is anticipated to close on or about June 14, 2024, or such
later date as the Company may determine. The closing is subject to certain
conditions including, but not limited to, a minimum of $2,000,001 in gross
proceeds being raised by the LIFE Offering and the receipt of all necessary
regulatory and other approvals, including the Company's completion of its filing
obligations under the policies of the CSE.
As disclosed in the Offering Document, the Company may pay finder's fees under
the LIFE Offering as permitted by CSE policy and applicable securities laws.
None of the securities sold in connection with the LIFE Offering will be
registered under the United States Securities Act of 1933, as amended, and none
of these securities may be offered or sold in the United States. 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 jurisdiction in which
such offer, solicitation or sale would be unlawful.
For further information, please contact:
Ofer Vicus, CEO
ovicus@adurocleantech.com (mailto:ovicus@adurocleantech.com)
Abe Dyck, Investor Relations
ir@adurocleantech.com (mailto:ir@adurocleantech.com)
+1 226 784 8889
Arrowhead
Thomas Renaud, Managing Director
enquire@arrowheadbid.com
(mailto:enquire@arrowheadbid.com)+1 212 619 6889
Forward-Looking Statements
This news release contains forward-looking statements. All statements, other
than statements of historical fact that address activities, events or
developments that the Company believes, expects or anticipates will or may occur
in the future are forward-looking statements. Forward-looking statements in this
news release include statements regarding: the Company completing the Offering
as planned, the intended use of proceeds of the Offering, the closing conditions
of the Offering, the CSE approval of the Offering and the anticipated closing
date of the Offering. The forward-looking statements reflect management's
current expectations based on information currently available and are subject to
a number of risks and uncertainties that may cause outcomes to differ materially
from those discussed in the forward-looking statements including: the Company
may not complete the Offering as proposed; the CSE may not approve the Offering;
the proceeds of the Offering may not be used as stated in this news release; the
Company may be unable to satisfy all of the conditions to the Closing; adverse
market conditions and other factors beyond the control of the parties. Although
the Company believes that the assumptions inherent in the forward-looking
statements are reasonable, forward-looking statements are not guarantees of
future performance and, accordingly, undue reliance should not be put on such
statements due to their inherent uncertainty. Factors that could cause actual
results or events to differ materially from current expectations include general
market conditions and other factors beyond the control of the Company. The
Company expressly disclaims any intention or obligation to update or revise any
forward-looking statements whether as a result of new information, future events
or otherwise, except as required by applicable law.
The Canadian Securities Exchange (operated by CNSX Markets Inc.) has neither
approved nor disapproved of the contents of this press release.
A photo accompanying this announcement is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/8ce31889-c111-4a65-a8ec-
9172a9ed1224
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