Item 1.01 Entry into a Material Definitive Agreement.
On June 9, 2017, AquaBounty Technologies, Inc. (“AquaBounty”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Bell Fish Company LLC, a Delaware limited liability company (“Bell”). Pursuant to the Purchase Agreement, AquaBounty has agreed to acquire Bell’s aquaculture facility in Albany, Indiana, together with certain related assets, for $14.0 million in cash.
The assets to be acquired include, 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 Purchase Agreement contains provision for an escrow of $2.5 million, and the closing of the transactions contemplated by the Purchase Agreement is subject to customary closing conditions.
The foregoing description of the Purchase Agreement 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 ended June 30, 2017.
Item 7.01 Regulation FD Disclosure.
On June 13, 2017, AquaBounty issued a press release announcing the signing of the Purchase Agreement. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
|
|
|
Exhibit No.
|
|
Description
|
99.1
|
|
Press release issued by AquaBounty Technologies, Inc. on June 13, 2017, furnished herewith.
|