UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) | May 9, 2017 |
AquaBounty Technologies, Inc. |
(Exact name of registrant as specified in its charter) |
Delaware | 001-36426 | 04-3156167 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
2 Mill & Main Place, Suite 395, Maynard, Massachusetts | 01754 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code | 978-648-6000 |
(Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On May 9, 2017, AquaBounty Technologies, Inc. (the “Company”) issued a press release regarding its financial and operational results for the quarter ended March 31, 2017. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information included in this Current Report on Form 8-K pursuant to Item 2.02, including Exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Press release issued by AquaBounty Technologies, Inc. on May 9, 2017, furnished herewith. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AquaBounty Technologies, Inc. | ||
(Registrant) | ||
May 9, 2017 | /s/ David A. Frank | |
David A. Frank | ||
Chief Financial Officer | ||
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press release issued by AquaBounty Technologies, Inc. on May 9, 2017, furnished herewith. | |
AquaBounty Technologies, Inc.
Results for the quarter ended March 31, 2017
MAYNARD, Massachusetts, May 9, 2017 - AquaBounty Technologies, Inc. (NASDAQ: AQB; AIM: ABTU) (“AquaBounty” or the “Company”), a biotechnology company focused on enhancing productivity in the aquaculture market and a majority-owned subsidiary of Intrexon Corporation (NYSE: XON), announces the Company’s financial results for the quarter ended March 31, 2017.
Financial and Operational Summary:
• | Completed a US$25.0 million equity subscription with Intrexon Corporation |
• | Implemented a 1-for-30 reverse share split and completed the listing of the Company’s common shares on the NASDAQ Capital Market |
• | Continued to progress the Company’s renovation plans at Rollo Bay and submitted a follow-on request to authorities to construct a broodstock facility and a grow-out facility on the site |
• | Seeking shareholder approval to de-list the Company’s common shares from trading on AIM |
Ronald Stotish, Chief Executive Officer of AquaBounty, stated: “We are pleased by the progress we’ve made during the first quarter on our 2017 goals. We completed the listing of our common shares on the NASDAQ Capital Market, aided by the infusion of $25.0 million in new equity from Intrexon. This has allowed us to continue with, and expand upon, our plans to renovate the former Atlantic Sea Smolt plant in Rollo Bay on Prince Edward Island. We have submitted an application to the provincial regulatory authorities for the construction of a broodstock facility to house our non-transgenic Atlantic salmon stock and a 250 metric ton recirculating aquaculture system (“RAS”) facility to grow out our AquAdvantage® Salmon. We see this as the first step in our commercialization plan. We are also continuing to search for sites to establish our first RAS grow-out facility in the United States, and we expect to complete this process this year.”
Forward-Looking Statements:
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact contained in this press release are forward-looking statements, including statements regarding the nature of and progress toward the Company’s commercialization plan; the anticipated progress to be made by the Company during 2017; the completion of the Rollo Bay renovations and the regulatory approval for, and construction of, a broodstock facility and grow-out unit; and the establishment of a grow-out facility in the United States. Forward-looking statements may be identified with words such as “will,” “may,” “expect,” “plan,” “anticipate,” “upcoming,” “believe,” “estimate”, or similar terminology, and the negative of these terms. Forward-looking statements are not promises or guarantees of future performance, and are subject to a variety of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. Forward-looking statements speak only as of the date hereof, and, except as required by law, we undertake no obligation to update or revise these forward-looking statements. For additional information regarding these and other risks faced by us, refer to our public filings with the Securities and Exchange Commission (“SEC”), available on the Investors section of our website at www.aquabounty.com and on the SEC’s website at www.sec.gov.
Enquiries:
Generally
AquaBounty Technologies, Inc.
David A. Frank, Chief Financial Officer +1 978 648 6000
AIM Investors
Stifel Nicolaus Europe Limited
Stewart Wallace +44 20 7710 7600
Luther Pendragon
Harry Chathli, Claire Norbury +44 20 7618 9100
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AquaBounty Technologies, Inc.
Consolidated Balance Sheets
(Unaudited)
As of | ||||||||
March 31, | December 31, | |||||||
2017 | 2016 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 25,472,604 | $ | 3,324,609 | ||||
Certificate of deposit | 10,749 | 10,666 | ||||||
Other receivables | 92,455 | 164,743 | ||||||
Inventory | 101,046 | — | ||||||
Prepaid expenses and other current assets | 264,228 | 72,983 | ||||||
Total current assets | 25,941,082 | 3,573,001 | ||||||
Property, plant and equipment, net | 2,199,311 | 1,723,707 | ||||||
Definite-lived intangible assets, net | 195,273 | 198,698 | ||||||
Indefinite-lived intangible assets | 191,800 | 191,800 | ||||||
Other assets | 21,628 | 21,628 | ||||||
Total assets | $ | 28,549,094 | $ | 5,708,834 | ||||
Liabilities and stockholders’ equity | ||||||||
Current liabilities: | ||||||||
Accounts payable and accrued liabilities | $ | 784,662 | $ | 1,017,851 | ||||
Current debt | 18,249 | 17,913 | ||||||
Total current liabilities | 802,911 | 1,035,764 | ||||||
Long-term debt | 2,786,839 | 2,645,015 | ||||||
Total liabilities | 3,589,750 | 3,680,779 | ||||||
Commitments and contingencies | ||||||||
Stockholders’ equity: | ||||||||
Common stock, $0.001 par value, 200,000,000 shares authorized; | ||||||||
8,885,009 (2016: 6,463,936) shares outstanding | 8,885 | 6,464 | ||||||
Additional paid-in capital | 126,580,621 | 101,581,724 | ||||||
Accumulated other comprehensive loss | (300,558 | ) | (286,272 | ) | ||||
Accumulated deficit | (101,329,604 | ) | (99,273,861 | ) | ||||
Total stockholders’ equity | 24,959,344 | 2,028,055 | ||||||
Total liabilities and stockholders’ equity | $ | 28,549,094 | $ | 5,708,834 | ||||
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AquaBounty Technologies, Inc.
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)
Three Months Ended March 31, | ||||||||
2017 | 2016 | |||||||
Costs and expenses | ||||||||
Sales and marketing | $ | 208,288 | $ | 201,377 | ||||
Research and development | 720,022 | 815,257 | ||||||
General and administrative | 1,120,788 | 779,525 | ||||||
Total costs and expenses | 2,049,098 | 1,796,159 | ||||||
Operating loss | (2,049,098 | ) | (1,796,159 | ) | ||||
Other income (expense) | ||||||||
Gain on disposal of equipment | — | 2,861 | ||||||
Interest expense | (5,280 | ) | (24,306 | ) | ||||
Other income (expense), net | (1,365 | ) | (1,373 | ) | ||||
Total other income (expense) | (6,645 | ) | (22,818 | ) | ||||
Net loss | $ | (2,055,743 | ) | $ | (1,818,977 | ) | ||
Other comprehensive loss: | ||||||||
Foreign currency translation loss | (14,286 | ) | (96,993 | ) | ||||
Total other comprehensive loss | (14,286 | ) | (96,993 | ) | ||||
Comprehensive loss | $ | (2,070,029 | ) | $ | (1,915,970 | ) | ||
Basic and diluted net loss per share | $ | (0.24 | ) | $ | (0.35 | ) | ||
Weighted average number of common shares - | ||||||||
basic and diluted | 8,400,795 | 5,248,306 | ||||||
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