Current Report Filing (8-k)
December 14 2020 - 04:14PM
Edgar (US Regulatory)
false000160397800016039782020-12-142020-12-14
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
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Date of Report (Date of earliest event reported) |
December 14, 2020 |
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AquaBounty Technologies, Inc. |
(Exact name of registrant as specified in its charter) |
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Delaware |
001-36426
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04-3156167 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
2 Mill & Main Place, Suite 395, Maynard,
Massachusetts
(Address of principal executive offices)
978-648-6000
(Registrant’s telephone number, including area code)
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(Former name or former address, if changed since last
report.) |
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Title of each class |
Trading Symbol(s) |
Name of exchange on which registered |
Common Stock, par value $0.001 per share
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AQB |
The NASDAQ Stock Market LLC |
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:
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☐ |
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 8.01. Other Events.
As previously reported, on December 10, 2020, AquaBounty
Technologies, Inc. (the “Company”) entered into an underwriting
agreement (the “Underwriting Agreement”) with Oppenheimer & Co.
Inc. and Lake Street Capital Markets, LLC, as the representatives
of the underwriters named therein (the “Underwriters”), relating to
the underwritten public offering (the “Offering”) at a public
offering price of $6.50 per share of up to an aggregate of
10,028,000 shares of the Company’s common stock (the “Shares”),
which includes an over-allotment option granted to the
Underwriters, exercisable for 30 days, to purchase up to 1,308,000
shares.
On December 14, 2020, the Company consummated the sale of the
Shares at a public offering price of $6.50 per share, including the
full exercise of the underwriters’ over-allotment option,
generating gross proceeds of approximately
$65.2 million.
After deducting underwriting discounts and commissions, the net
proceeds to the Company from the Offering were approximately
$60.4 million.
The Offering and sale of the Shares was made pursuant to a
prospectus supplement dated December 10, 2020, which is part of the
Company’s Registration Statement on Form S-3 (File No. 333-224184),
which was filed on April 6, 2018; amended on April 23, 2018; and
declared effective by the Securities and Exchange Commission on
April 27, 2018; and a related registration statement on Form S-3
(File No. 333- 251257) filed on December 10, 2020 pursuant to Rule
462(b) under the Securities Act of 1933, as amended.
On December 14, 2020, the Company issued a press release regarding
the closing of the Offering. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated by reference
herein.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits.
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.
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AquaBounty Technologies, Inc. |
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(Registrant) |
December 14, 2020 |
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/s/ David A. Frank |
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David A. Frank |
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Chief Financial Officer |