On August 17, 2020, Aduro Biotech, Inc. ("Aduro" or the "Company"), Aspire Merger Sub, Inc. ("Merger Sub") and Chinook Therapeutics U.S., Inc. ("Chinook") reported that it entered into Amendment No. 1 (the "Amendment") to the Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), dated June 1, 2020, by and among the Company, Merger Sub and Chinook (Filing, 8-K, Aduro Biotech, AUG 18, 2020, View Source [SID1234563776]). The Amendment revises the Merger Agreement to, among other things, reflect Chinook’s contemplated private placement financing, which is expected to occur immediately prior to the closing of the merger of Merger Sub with and into Chinook (the "Merger"). The Amendment revises the Exchange Ratio to be used for purposes of determining the number of shares of Aduro common stock to be received by Chinook stockholders in the Merger to exclude the shares of common stock issued by Chinook in its proposed private placement financing from the shares of Chinook capital stock treated as outstanding for purposes of the Exchange Ratio.

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Other than as expressly modified pursuant to the Amendment, the Merger Agreement remains in full force and effect as originally executed on June 1, 2020. The foregoing summary of the terms of the Amendment is subject to, and qualified in its entirety by, the copy of the Amendment filed as Exhibit 2.1 to this Current Report on Form 8-K, which is incorporated herein by reference.