<PAGE>
Filed pursuant to Rule 424(b)(3) and (c)
Registration No. 333-41643
PROSPECTUS SUPPLEMENT NO. 1
dated January 15, 1998
(to Prospectus dated December 5, 1997)
COMMODORE APPLIED TECHNOLOGIES, INC.
This Prospectus Supplement supplements the information contained in that
certain Reoffer Prospectus of Commodore Applied Technologies, Inc., a Delaware
corporation (the "Company"), dated December 5, 1997 (the "Prospectus"),
relating to the potential sale from time to time of up to 2,024,875 shares of
the Company's common stock, par value $0.001 per share (the "Common Stock"),
issuable upon exercise of stock options granted under the Amended and Restated
Commodore Applied Technologies, Inc. 1996 Stock Option Plan (the "Plan").
This Prospectus Supplement is not complete without, and may not be
delivered or utilized except in connection with, the Prospectus. This
Prospectus Supplement is qualified by reference to the Prospectus, except to
the extent that the information herein contained supercedes the information
contained in the Prospectus. Capitalized terms used herein but not defined
shall have the meanings ascribed to such terms in the Prospectus.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY
OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
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The date of this Prospectus Supplement is January 15, 1998.
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The information set forth in the Prospectus under the caption "SELLING
STOCKHOLDERS" is hereby deleted and replaced with the following information:
This Prospectus may be used by certain officers, directors and controlling
stockholders of the Company for the resale to the public of Shares to be issued
to them upon exercise of options heretofore or hereafter granted under the
Plan. Such persons may be deemed to be in a control relationship with the
Company within the meaning of the Securities Act and the rules and regulations
of the Commission thereunder, and such Shares may be deemed to be "control
securities" within the meaning of General Instruction C to Form S-8. The
securities referred to in this paragraph may also be resold pursuant to Rule
144 under the Securities Act or in other transactions exempt from registration.
The persons who may resell Shares pursuant to this Prospectus are referred
to in this Prospectus collectively as "Selling Stockholders." The following
table sets forth as to each Selling Stockholder: the name of the Selling
Stockholder; the nature of any position, office or other material relationship
with the Company or its affiliates within the past three (3) years; the number
of shares of Common Stock of the Company and the percentage of the outstanding
shares of such class owned as of January 12, 1998; the number of such shares
which may be sold hereby for the account of the Selling Stockholder; and the
number of such shares and percentage of the outstanding shares of such class
that will be owned by the Selling Stockholder, assuming the sale of all the
Shares offered hereby.
<TABLE>
<CAPTION>
Shares of Shares of
Common Stock Number of Common Stock
Owned Prior to Shares Owned After
the Sale(1) Which May the Sale
Name and ------------------------- Be Sold ------------------------
Position/Relationship Number Percent(2) Hereby(3) Number Percent (2)
- -------------------------------- ----------- ------------ ----------- -------- ------------
<S> <C> <C> <C> <C> <C>
Paul E. Hannesson(4) ......... 400,000 1.8% 400,000 * *
Edwin L. Harper(5) ............ 162,375 * 162,375 * *
Michael D. Fullwood(6) ......... 125,000 * 125,000 * *
Kenneth L. Adelman(7) ......... 217,500 * 217,500 * *
Andrew P. Oddi(8) ............ 75,000 * 75,000 * *
Herbert A. Cohen(9) ............ 67,500 * 67,500 * *
David L. Mitchell(10) ......... 67,500 * 67,500 * *
Ed L. Romero(11) ............... 67,500 * 67,500 * *
Tom J. Fatjo, Jr.(12) ......... 67,500 * 67,500 * *
Jeane J. Kirkpatrick(13) ...... 67,500 * 67,500 * *
Thomas E. Noel(14) ............ 250,000 1.1% 250,000 * *
Carl O. Magnell(15) ............ 107,500 * 107,500 * *
Rayburn Hanzlik (16) ......... 75,000 * 75,000 * *
William E. Ingram (17) ......... 150,000 * 150,000 * *
Albert E. Abel (18) ............ 125,000 * 125,000 * *
Total ........................ 2,024,875 8.9% 2,024,875 * *
</TABLE>
- ------------
* Represents less than 1% of outstanding Common Stock.
(1) Shares of Common Stock issued or issuable to the Selling Stockholders upon
exercise of currently outstanding stock options or warrants, whether or
not exercisable, are included.
(2) Percentages based on 22,746,334 shares of Common Stock outstanding as of
January 12, 1998.
(3) Represents the aggregate number of Shares (subject to adjustment) issuable
to the Selling Stockholder upon exercise of currently outstanding options
granted under the Plan.
(4) Mr. Hannesson has been a director of the Company since March 1996 and was
appointed Chairman of the Board in November 1996. Mr. Hannesson also
served as Chief Executive Officer of the Company from March to October
1996 and as President from March to September 1996, and was re-appointed
Chief
2
<PAGE>
Executive Officer on November 18, 1996 and President on May 1, 1997. Mr.
Hannesson has been a director of Environmental since February 1993 and was
appointed its Chairman of the Board and Chief Executive Officer in November
1996. Mr. Hannesson also served as President of Environmental from February
1993 to July 1996 and was re-appointed President on May 1, 1997. Mr.
Hannesson also currently serves as the Chairman of the Board and Chief
Executive Officer of Separation, Solution and CFC. Mr. Hannesson also
serves as Chairman of the Board of Lanxide Corporation ("Lanxide"), a
research and development company developing metal and ceramic materials.
Lanxide is affiliated with the Company by significant common ownership.
(5) Dr. Harper served as President and Chief Operating Officer of both the
Company and Environmental from November 1, 1996 to April 1997, and has
served as Vice Chairman of the Company and Environmental since that date.
Dr. Harper served as Chairman of the Board and Chief Executive Officer of
Separation, Solution and CFC from January to April 1997, and has served as
Vice Chairman of all such companies since that date. Dr. Harper also
serves as a private consultant to the Company, Environmental, Solution,
Separation and CFC.
(6) Mr. Fullwood was appointed Senior Vice President, Chief Financial and
Administrative Officer, Secretary and General Counsel of the Company,
Environmental, Solution, Separation and CFC effective May 12, 1997. Mr.
Fullwood was elected a director of Lanxide and was appointed Senior Vice
President, Chief Financial and Administrative Officer and General Counsel
of Lanxide on July 7, 1997.
(7) Dr. Adelman has served as a director of the Company and Environmental
since July 1996 and was appointed Executive Vice President, Marketing and
International Development of the Company as of May 1, 1997. Dr. Adelman
also joined the Board of Directors of Separation in April 1997.
(8) Mr. Oddi was appointed Vice President and Treasurer of the Company,
Environmental, Separation, Solution and CFC effective May 12, 1997. Mr.
Oddi served as the Vice President of Finance, Chief Financial Officer and
Secretary of the Company from March to November 1996. Mr. Oddi also served
as Vice President of Finance & Administration and Chief Financial Officer
of Environmental from 1987 to April 1997, and served as the Vice
President--Finance of Separation from September 1996 to April 1997.
(9) Mr. Cohen has served as a director of the Company and Environmental since
July 1996.
(10) Mr. Mitchell has served as a director of the Company and Environmental
since July 1996 and as a director of Separation since April 1997.
(11) Mr. Romero has served as a director of the Company since October 1996.
(12) Mr. Fatjo has served as a director of the Company since November 1996.
(13) Dr. Kirkpatrick has served as a director of the Company since December
1997.
(14) Mr. Noel has served as a director of the Company since October 1996 and
served as the Company's President and Chief Executive Officer from October
to November 17, 1996. Mr. Noel was appointed President and Chief Operating
Officer of Solution effective December 1, 1996.
(15) Mr. Magnell has served as a Vice President of the Company since June 1996
and served as a Vice President of Environmental from September 1995 to
June 1996.
(16) Mr. Hanzlik has served as a Vice President of the Company since January
1997 and served as General Counsel, Chief Administrative Officer and
Secretary of the Company from January to April 1997. Mr. Hanzlik also
served as Vice President, General Counsel and Secretary of Environmental,
Solution, Separation and CFC from January to April 1997.
(17) Mr. Ingram served as the Company's Vice President and Controller from
October 1996 to March 1997, as its Vice President, Finance from March to
April 1997, and was reappointed Vice President and Controller effective
May 1, 1997. Mr. Ingram was also appointed Vice President and Controller
of Environmental, Separation, Solution and CFC effective May 1, 1997.
(18) Mr. Abel has served as a Vice President of the Company since March 1996.
The Company does not know whether any of the Selling Stockholders will use
this Prospectus in connection with the offer or sale of any Shares, or, if this
Prospectus is so used, how many Shares will be offered or sold. The information
set forth in this section may be updated by the Company by use of supplements
to this Prospectus issued subsequent to the date hereof.
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