Aqua Bounty Tech Inc - Equity Subscription
Equity Subscription
AquaBounty Technologies, Inc. (AIM: ABTX, ABTU; OTC: AQBT), a biotechnology companyfocused on enhancing productivity in the aquaculture market and a majority-owned subsidiary ofIntrexon Corporation ("Intrexon"), is pleased to announce that yesterday it executed an EquitySubscription Agreement with Intrexon, to issue 12,728,044 new Common Shares (the"Subscription Shares") subject to Admission, raising US$3.0 million (approximately £1.9 million)before expenses (the "Fundraising").
The issue price of the Subscription Shares is 15.0 pence ($0.2357 based on a conversion rate of£1:$1.5711) per share, which represents the closing price of the Company's shares on AIM on 23June 2015 being the latest practical date prior to the signature of the Subscription Agreement.
Background
As at the date of this announcement, the Company's New Animal Drug Application forAquAdvantage® Salmon has not yet received approval from the U.S. Food and DrugAdministration ("FDA"). However, the Company continues to move forward with itscommercialization efforts and research and development activities in preparation for an approval.As stated in the Company's full-year results announcement of 25 February 2015, the Company hadcash and cash equivalents of $5,163,262 on 31 December 2014. It also noted that a fundraise wouldlikely be required during the first half of the year.
Following advice from its advisors, it was determined that the Company's near-term need for fundsand the legal and regulatory constraints associated with a public offering of securities to itsshareholders made it impractical and costly to open the Fundraising to all shareholders.
The funds raised will provide sufficient capital to allow the Company to operate at least to the endof 2015 with the minimum of dilution to existing shareholders.
Related party transaction
Two Directors of the Company, Thomas R. Kasser and Rick Sterling, as employees of Intrexon themajority shareholder (the "Intrexon Directors"), recused themselves from the vote by the Board toapprove and authorize the Company to enter into the Subscription Agreement. The Directors otherthan the Intrexon Directors (the "Independent Directors"), along with the Company's officers,negotiated the terms of the Subscription Agreement on behalf of the Company.
Intrexon currently holds 86,386,624 Common Shares (representing 59.70 per cent of theCompany's existing Common Shares) and has agreed with the Company to subscribe for all12,728,044 Subscription Shares in the Fundraising. Following completion of its subscription,Intrexon would have an interest in 62.96 per cent of the Company's enlarged share capital.
As Intrexon is a "substantial shareholder" of the Company, its participation in the Fundraisingconstitutes a "related party transaction" under the AIM Rules.
The Independent Directors consider, having consulted with the Company's nominated adviser,Stifel Nicolaus Europe, that the terms on which Intrexon is participating in the Fundraising are fairand reasonable insofar as the Company's shareholders are concerned.
Admission
For further information, please contact:
AquaBounty Technologies
David Frank, Chief Financial Officer
+1 978 648 6048
Stifel Nicolaus Europe, Ltd.
Giles Balleny
+44 (0)20 7710 7499
Luther Pendragon
Harry Chathli, Claire Norbury
+44 (0)20 7618 9100