Sarnia, ON, June 20, 2022 – Aduro Clean Technologies Inc. (“Aduro” or the “Company”) (CSE: ACT) (OTCQB: ACTHF) (FSE: 9D50), a Canadian developer of patented water-based technologies to chemically recycle plastics, and to transform heavy crude and renewable oils into new-era resources and higher-value fuels, is pleased to announce that the Company’s board of directors has approved the grant of an aggregate of 550,000 stock options (the “Options”) to purchase up to 550,000 common shares (the “Shares”) in the capital of the Company to an officer and a consultant of the Company in accordance with the Company’s Stock Option Plan. Of the 550,000 Options, 400,000 Options were granted to the officer of the Company and are exercisable for a period of 10 years and 150,000 Options were granted to the consultant and are exercisable for a period of 2 years, unless terminated pursuant to the terms of the stock option plan. The Options are exercisable at $0.70 per Share. The Options granted to the officer vest monthly over 24 months. The Options granted to the consultant vest monthly over 12 months.
Pursuant to the policies of the Canadian Securities Exchange, the Options are subject to a hold period of four months from the date of the Option Grant.
The grants of Options to the directors and senior officers of the Company were “related party transactions” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on section 5.5(b) of MI 61‐ 101 for an exemption from the formal valuation requirements of MI 61‐ 101 in respect of the Options granted to the directors and officers of the Company as no securities of the Company are listed on a specified market as defined in MI 61‐ 101. Aduro relied on section 5.7(a) of MI 61-101 for an exemption from the minority approval requirements of MI 61-101 in respect of the Options granted to the directors and officers of the Company as neither the fair market value of the subject matter of, nor the fair market of the consideration for, the options granted to the directors and officers of Aduro exceeded 25% of the Company’s market capitalization.
The material change report to be filed in relation to the Options grant will not be filed at least 21 days prior to the completion of the Options grant as contemplated by MI 61-101. The Company believes that this shorter period is reasonable and necessary in the circumstances as the completion of the Options grant occurred shortly before the issuance of this news release and the filing of such material change report.
None of the securities acquired will be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This news release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities in any state where such offer, solicitation, or sale would be unlawful.
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 activates unique properties of water in a chemistry platform that operates at relatively low temperatures and cost, a game-changing approach that converts low-value feedstocks into 21st-century resources. With funding and support from Bioindustrial Innovation Canada, the company has developed a pre-pilot reactor system to upgrade heavy petroleum into lighter oil.
For further information, please contact:
Ofer Vicus, CEO
Abe Dyck, Investor Relations
Investor Cubed Inc.
Neil Simon, CEO
+ 1 647 258 3310
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. 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. 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. Important factors that could cause actual results to differ materially from the Company’s expectations include adverse market conditions and other factors beyond the control of the parties. 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 CSE has not reviewed, approved, or disapproved the content of this news release.
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES