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) | June 22, 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☑
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.01 Completion of Acquisition or Disposition of Assets.
On June 22, 2017, AquaBounty Technologies, Inc. (“AquaBounty”) completed the acquisition of the Albany, Indiana, aquaculture facility owned by Bell Fish Company LLC, a Delaware limited liability company (“Bell”), pursuant to the
terms of the Asset Purchase Agreement with Bell dated as of June 9, 2017 (the “Purchase Agreement”). AquaBounty’s entry into the Purchase Agreement was previously disclosed in a Current Report on Form 8-K filed on June 13, 2017.
AquaBounty acquired, among other things, (i) any and all land owned by Bell, together with all buildings, structures, fixtures, improvements, and other appurtenances located thereon and any and all of Bell’s interests in easements, licenses, rights of access, and rights of way relating thereto; (ii) certain tangible personal property owned by Bell used in the ownership, operation, and maintenance of the real property; (iii) Bell’s rights under certain contracts, including rights as tenant under certain leases; and (iv) all supplies owned by Bell and used in the operation of the property (all of the foregoing, collectively, the “Property”). As AquaBounty will not be continuing Bell’s business of farming trout, the Property does not include inventory, aquatic biomass (i.e., fish and fish eggs), cash, cash equivalents, accounts receivable, deposits, certain scheduled contracts, intellectual property, employee plans, or specified excluded assets. The consideration given for the Property was $14.0 million in cash.
The foregoing description of the acquisition does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which will be filed with AquaBounty’s Quarterly Report on Form 10-Q for the three months ending June 30, 2017.
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) | ||
June 23, 2017 | /s/ David A. Frank | |
David A. Frank | ||
Chief Financial Officer | ||
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