AquaBounty Technologies Enters Material Definitive Agreement

TL;DR

AquaBounty signed a big deal on 6/28, details TBD.

AI Summary

On June 28, 2024, AquaBounty Technologies, Inc. entered into a material definitive agreement. The company, headquartered in Harvard, Massachusetts, filed an 8-K report detailing this event. The filing does not specify the nature of the agreement or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for AquaBounty Technologies, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details about the material definitive agreement introduces uncertainty regarding its impact on the company.

Key Players & Entities

• AquaBounty Technologies, Inc. (company) — Registrant
• June 28, 2024 (date) — Date of earliest event reported
• Harvard, Massachusetts (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share AQB The NASDAQ Stock Mark
• $9.5 m — ment from AQB Ohio for cash proceeds of $9.5 million, subject to customary adjustments

Filing Documents

• aqb-20240628x8k.htm (8-K) — 72KB
• aqb-20240628xex10_1.htm (EX-10.1) — 483KB
• 0001603978-24-000053.txt ( ) — 735KB
• aqb-20240628.xsd (EX-101.SCH) — 2KB
• aqb-20240628_lab.xml (EX-101.LAB) — 17KB
• aqb-20240628_pre.xml (EX-101.PRE) — 12KB
• aqb-20240628x8k_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 28, 2024, AquaBounty Farms Indiana LLC ("AQB Indiana"), a Delaware limited liability company, and AquaBounty Farms Ohio LLC ("AQB Ohio" and, together with AQB Indiana, the "Seller"), an Ohio limited liability company, both wholly owned subsidiaries of AquaBounty Technologies, Inc. (the "Company"), entered into an Asset Purchase Agreement (the "Agreement) with Superior Fresh LLC ("Superior Fresh"), a Wisconsin limited liability company, pursuant to which Superior Fresh will acquire AQB Indiana's land-based aquaculture facility in Albany, Indiana and certain equipment from AQB Ohio for cash proceeds of $9.5 million, subject to customary adjustments (the "Sale"). Portions of the proceeds of the Sale are expected to be used to reduce the Company's secured term loan with JMB Capital Partners Lending, LLC. The Asset Purchase Agreement contains customary representations, warranties, covenants and indemnification provisions. The Sale is expected to close in July 2024, subject to various closing conditions. The Asset Purchase Agreement contains certain termination rights for both Superior Fresh and Seller. The foregoing description of the material terms of the Asset Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Asset Purchase Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995, as amended, including regarding the timing of the completion of the Sale and the use of the Sale proceeds. The forward-looking statements in this Current Report on Form 8-K are neither promises nor guarantees, and you should not place undue reliance on these statements because they involve significant risks and uncertainties about the Company. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are: risks that the Seller or Superior Fresh terminates the APA; risks that closing conditions under the Asset Purchase Agreement are not satisfied; risks the Sale is not completed in accordance with the Company's expected timing or at all; and other risks and uncertainties discussed in the Company's filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date hereof, and, except as required by law, the Company undertakes no obligation to update or revise these forward-looking statements.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Description 10.1* Asset Purchase Agreement, dated as of June 28, 2024, by and among AquaBounty Farms Ohio LLC, AquaBounty Farms Indiana LLC, and Superior Fresh LLC. 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). (*) Certain schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request.

SIGNATURES

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) Date: July 2, 2024 /s/ David A. Frank David A. Frank Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR