AquaBounty (AQB) 10-Q 9 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 01, 2017
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Trading Symbol	AQB
Entity Registrant Name	Aquabounty Technologies, Inc.
Entity Central Index Key	1,603,978
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		8,895,094

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2017	Dec. 31, 2016
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	0
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
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

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares outstanding	8,885,009	6,463,936

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 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	0	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 (in dollars per share)	$ (0.24)	$ (0.35)
Weighted average number of common shares -
basic and diluted (in shares)	8,400,795	5,248,306

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity - 3 months ended Mar. 31, 2017 - USD ($)	Total	Common Stock	Additional paid-in capital	Accumulated other comprehensive loss	Accumulated deficit
Beginning Balance at Dec. 31, 2016	$ 2,028,055	$ 6,464	$ 101,581,724	$ (286,272)	$ (99,273,861)
Beginning Balance, outstanding (in shares) at Dec. 31, 2016		6,463,936
Beginning Balance, issued (in shares) at Dec. 31, 2016		6,463,936
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(2,055,743)				(2,055,743)
Other comprehensive loss	(14,286)			(14,286)
Issuance of common stock, net of expenses	24,989,257	$ 2,421	24,986,836
Issuance of common stock, net of expenses (in shares)		2,421,073
Share based compensation	12,061		12,061
Ending Balance at Mar. 31, 2017	$ 24,959,344	$ 8,885	$ 126,580,621	$ (300,558)	$ (101,329,604)
Ending Balance, outstanding (in shares) at Mar. 31, 2017		8,885,009
Ending Balance, issued (in shares) at Mar. 31, 2017		8,885,009

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating activities
Net loss	$ (2,055,743)	$ (1,818,977)
Adjustment to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	46,873	31,588
Share-based compensation	12,061	59,912
Gain on disposal of equipment	0	(2,861)
Changes in operating assets and liabilities:
Other receivables	72,445	19,273
Inventory	(101,046)	0
Prepaid expenses and other assets	(191,015)	(211,053)
Accounts payable and accrued liabilities	(287,597)	(33,187)
Net cash used in operating activities	(2,504,022)	(1,955,305)
Investing activities
Purchase of property, plant and equipment	(457,223)	(11,523)
Proceeds from sale of equipment	0	2,861
Payment of patent costs	0	(4,197)
Net cash used in investing activities	(457,223)	(12,859)
Financing activities
Proceeds from issuance of debt	125,758	0
Repayment of term debt	(4,563)	0
Proceeds from the issuance of convertible debt	0	2,500,000
Proceeds from the issuance of common stock, net	24,989,257	0
Net cash provided by financing activities	25,110,452	2,500,000
Effect of exchange rate changes on cash and cash equivalents	(1,212)	3,832
Net change in cash and cash equivalents	22,147,995	535,668
Cash and cash equivalents at beginning of period	3,324,609	1,313,421
Cash and cash equivalents at the end of period	25,472,604	1,849,089
Supplemental disclosure of cash flow information and non-cash transactions:
Interest paid in cash	5,280	0
Acquisition of equipment through vendor payables	$ 54,297	$ 0

Nature of business and organiza

Nature of business and organization	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of business and organization	Nature of business and organization AquaBounty Technologies, Inc. (the “Parent” and, together with its subsidiaries, the “Company”) was incorporated in December 1991 in the State of Delaware for the purpose of conducting research and development of the commercial viability of a group of proteins commonly known as antifreeze proteins (AFPs). In 1996, the Parent obtained the exclusive licensing rights for a gene construct (transgene) used to create a breed of farm‑raised Atlantic salmon that exhibit growth rates that are substantially faster than traditional salmon. In 2015, the Parent obtained approval from the US Food and Drug Administration (the “FDA”) for the production, sale, and consumption of its AquAdvantage Salmon product in the United States. In 2016, the Parent obtained approval from Health Canada, the department of the government of Canada responsible for national public health, for the sale and consumption of its AquAdvantage Salmon product in Canada. Previously, in 2013, the Parent obtained approval from Environment Canada, the agency of the government of Canada responsible for regulating environmental policies and issues, for the production of the product. AQUA Bounty Canada Inc. (the “Canadian Subsidiary”) was incorporated in January 1994 in Canada for the purpose of establishing a commercial biotechnology laboratory to conduct research and development programs related to the Parent’s technologies. AquaBounty Panama, S. de R.L. (the “Panama Subsidiary”) was incorporated in May 2008 in Panama for the purpose of conducting commercial trials of the Company’s AquAdvantage Salmon. AquaBounty Farms, Inc. (the “US Subsidiary”) was incorporated in December 2014 in the State of Delaware for the purpose of conducting commercial trials of the Company’s AquAdvantage Salmon. AquaBounty Brasil Participacoes Ltda. (the “Brazil Subsidiary”) was incorporated in May 2015 in Brazil for the purpose of conducting commercial trials of the Company’s AquAdvantage Salmon.

Basis of presentation

Basis of presentation	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of presentation	Basis of presentation The unaudited interim consolidated financial statements include the accounts of AquaBounty Technologies, Inc. and its wholly owned subsidiaries, AQUA Bounty Canada Inc.; AquaBounty Panama, S. de R.L.; AquaBounty Farms, Inc.; and AquaBounty Brasil Participacoes Ltda. All inter-company transactions and balances have been eliminated upon consolidation. The unaudited interim consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”) consistent with those applied in, and should be read in conjunction with, the Company’s audited financial statements and related footnotes for the year ended December 31, 2016. The unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position as of March 31, 2017, and its results of operations and cash flows for the interim periods presented and are not necessarily indicative of results for subsequent interim periods or for the full year. The unaudited interim consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements, as allowed by the relevant SEC rules and regulations; however, the Company believes that its disclosures are adequate to ensure that the information presented is not misleading. On January 5, 2017, the Company implemented a 1-for-30 reverse share split of its outstanding common shares. All share balances in the unaudited interim consolidated financial statements and accompanying notes have been restated to reflect this change. Net loss per share Basic and diluted net loss per share available to common stockholders has been calculated by dividing net loss by the weighted average number of common shares outstanding during the year. Basic net loss is based solely on the number of common shares outstanding during the year. Fully diluted net loss per share includes the number of shares of common stock issuable upon the exercise of warrants and options with an exercise price less than the fair value of the common stock. Since the Company is reporting a net loss for all periods presented, all potential common shares are considered anti‑dilutive and are excluded from the calculation of diluted net loss per share. Inventory The Company has adopted Accounting Standards Update 2015-11 “Inventory - Simplifying the Measurement of Inventory.” The main provision of the guidance is that an entity should measure inventory at the lower of cost or net realizable value (“NRV”), where NRV is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. During the quarter ended March 31, 2017, management identified a market for certain of the livestock inventory in Panama. As a result, the Company’s balance sheet reflects $59,041 of livestock inventory and $42,005 of feed as of March 31, 2017. Livestock inventory is reflected on the consolidated balance sheet at the lower of cost or NRV. Cost is determined based on a calculation that takes into consideration total biomass, expected yield, and direct and indirect costs incurred. Feed inventory represents the average cost of purchased feed on hand at period end that is utilized to grow and sustain the livestock. Liquidity and Management’s Plan In January 2017, the Company completed an equity subscription with Intrexon Corporation (“Intrexon”), the Parent’s majority shareholder, resulting in net proceeds of $25 million . Management believes that this will provide adequate funds for ongoing operations, planned capital expenditures, and working capital requirements through at least May 2018.

Risks and uncertainties

Risks and uncertainties	3 Months Ended
	Mar. 31, 2017
Risks and Uncertainties [Abstract]
Risks and uncertainties	Risks and uncertainties The Company is subject to risks and uncertainties common in the biotechnology and aquaculture industries. Such risks and uncertainties include, but are not limited to: (i) results from current and planned product development studies and trials; (ii) decisions made by the FDA or similar regulatory bodies in other countries with respect to approval and commercial sale of any of the Company’s proposed products; (iii) the commercial acceptance of any products approved for sale and the Company’s ability to manufacture, distribute, and sell for a profit any products approved for sale; (iv) the Company’s ability to obtain the necessary patents and proprietary rights to effectively protect its technologies; and (v) the outcome of any collaborations or alliances entered into by the Company. Concentration of credit risk Financial instruments that potentially subject the Company to credit risk consist principally of cash and cash equivalents and certificates of deposit. This risk is minimized by the Company’s policy of investing in financial instruments with short-term maturities issued by highly rated financial institutions. The Company’s cash balances may at times exceed insurance limitations. The Company holds cash balances in bank accounts located in Canada to fund its local operations. These amounts are subject to foreign currency exchange risk, which is minimized by the Company’s policy to limit the balances held in these accounts. Balances in Canadian bank accounts totaled $274,089 at March 31, 2017 . Financial instruments The carrying amounts reported in the consolidated balance sheets for other receivables and accounts payable approximate fair value based on the short-term maturity of these instruments. The carrying value of term debt approximates its fair value since it provides for market terms and interest rates. Included in other assets is a long-term investment that consists of 216,281 shares of common stock of A/F Protein, Inc. (“AFP”), equating to less than 1% ownership, with a cost basis of $21,628 , which the Company believes to be the best estimate of market value.

Property, plant and equipment

Property, plant and equipment	3 Months Ended
	Mar. 31, 2017
Property, Plant and Equipment [Abstract]
Property, plant and equipment	Property, plant and equipment Major classifications of property, plant and equipment are summarized as follows: March 31, December 31, 2017 2016 Land $ 177,235 $ 157,107 Building and improvements 2,214,138 1,714,166 Equipment 1,046,618 1,037,549 Office furniture and equipment 79,089 78,780 Vehicles 27,439 27,201 Total property and equipment $ 3,544,519 $ 3,014,803 Less accumulated depreciation and amortization (1,345,208 ) (1,291,096 ) Property, plant and equipment, net $ 2,199,311 $ 1,723,707 Depreciation and amortization expense was $43,447 and $28,253 for the three months ended March 31, 2017 and 2016 , respectively. Included in Buildings and Improvements is $765 thousand of construction in progress for renovation and new construction costs incurred at our Rollo Bay farm site. The Company currently has an additional $900 thousand committed to these renovations.

Accounts payable and accrued li

Accounts payable and accrued liabilities	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities Accounts payable and accrued liabilities include the following: March 31, December 31, 2017 2016 Accounts payable $ 267,194 $ 161,768 Accrued payroll including vacation 208,721 242,436 Accrued professional fees 137,066 500,430 Accrued research and development costs 89,279 87,751 Accrued taxes 51,400 22,994 Accrued other 31,002 2,472 Accounts payable and accrued liabilities $ 784,662 $ 1,017,851

Debt

Debt	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Debt	Debt The current material terms and conditions of debt outstanding are as follows: Interest Monthly Maturity March 31, 2017 December 31, 2016 ACOA AIF grant (C$2,871,919) 0% Royalties - $ 2,154,514 $ 2,135,846 ACOA term loan (C$164,497) 0% C$3,120 June 2026 123,407 — Finance PEI term loan (C$717,093) 4% C$4,333 July 2021 527,167 527,082 Total debt $ 2,805,088 $ 2,662,928 less: current portion (18,249 ) (17,913 ) Long-term debt $ 2,786,839 $ 2,645,015 Principal payments due on the Finance PEI term loan debt are as follows: Year FPEI 1 2017 $ 13,548 2018 18,806 2019 19,572 2020 20,368 2021 454,873 Total $ 527,167 1. The amounts due under the ACOA AIF grant and term loan debt are not included in the maturity schedule above due to the uncertainty of the timing of repayment. Atlantic Canada Opportunities Agency (“ACOA”) ACOA is a Canadian government agency that provides funding to support the development of businesses and to promote employment in the Atlantic region of Canada. In January 2009, the Canadian Subsidiary was awarded a grant from ACOA to provide a contribution towards the funding of a research and development project. The total amount claimed under the award over the five -year claim period was $2,154,514 . No further funds are available under this grant. Amounts claimed by the Canadian Subsidiary must be repaid in the form of a 10% royalty on any products that are commercialized out of this research project, until the loan is fully repaid. The first scheduled repayment was June 30, 2015, and subsequent repayments are due annually until the full balance of the contributed funds is paid. The Company has not generated any revenue from the sale of products related to this research, and therefore no repayments have been made. In February 2016, the Canadian Subsidiary executed an agreement with ACOA to partially finance the renovations to the Rollo Bay site. The terms of the agreement include funding up to $253,000 with repayment commencing after the final draw-down of the funds. The loan term is nine years with a zero percent interest rate. The Canadian Subsidiary has drawn down $123,407 as of March 31, 2017 . Finance PEI (“FPEI”) FPEI is a corporation of the Ministry of Economic Development and Tourism for Prince Edward Island, Canada, and administers business financing programs for the provincial government. In August 2016, the Canadian Subsidiary obtained a loan from FPEI in the amount of $547,142 to partially finance the purchase of the assets of the former Atlantic Sea Smolt plant in Rollo Bay West on Prince Edward Island. The loan is being repaid through monthly payments of principal and interest with a balloon payment for the balance due in July 2021. The loan is collateralized by a mortgage executed by the Canadian Subsidiary, which conveys a first security interest in all of its current and acquired assets. The loan is guaranteed by the Parent. The Company recognized interest expense of $5,270 and $24,306 for the three months ended March 31, 2017 and 2016 , respectively, on its interest-bearing debt.

Stockholders' equity

Stockholders' equity	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Stockholders' equity	Stockholders’ equity The Company is presently authorized to issue up to 240 million shares of stock, of which 40 million are authorized as preferred stock and 200 million as common stock. Common stock The holders of the common stock are entitled to one vote for each share held at all meetings of stockholders. Dividends and distribution of assets of the Company in the event of liquidation are subject to the preferential rights of any outstanding preferred shares. At March 31, 2017 , the Company had reserved 185,591 shares of common stock for the exercise of options. Recent issuances In January 2017, the Company closed an equity subscription of approximately $25 million with Intrexon for 2,421,073 common shares at a price of $10.326 per share. In December 2016, the Company issued 1,212,908 shares of common stock upon the conversion of the outstanding principal and accrued interest of $10.4 million on a convertible debt facility the Company entered into with Intrexon on February 22, 2016 (the “Convertible Debt”). Restricted stock The Company grants restricted common stock to the Chairman of the Board of Directors as part of his compensation package. Generally, the shares are fully vested upon the third anniversary of the grant date. Unvested shares can be cancelled upon termination of the Chairman’s services. A summary of the Company’s unvested shares of restricted stock as of March 31, 2017 , is as follows: Shares Weighted average grant date fair value Unvested at December 31, 2016 4,169 $ 7.72 Granted — — Vested (687 ) 7.14 Unvested at March 31, 2017 3,482 $ 7.84 During the three months ended March 31, 2017 and 2016 , the Company expensed $4,905 and $3,356 , respectively, related to the Chairman’s restricted stock awards. At March 31, 2017 , the balance of unearned share-based compensation to be expensed in future periods related to the restricted stock awards is $27,289 . The period over which the unearned share-based compensation is expected to be earned is approximately two years. Stock options In 2006, the Company established the 2006 Equity Incentive Plan (the “2006 Plan”). The 2006 Plan provided for the issuance of incentive stock options to employees of the Company and non‑qualified stock options and awards of restricted and direct stock purchases to Directors, officers, employees, and consultants of the Company. In accordance with its original terms, no further shares may be granted under the 2006 Plan subsequent to March 18, 2016. All outstanding awards under the 2006 Plan will continue until their individual termination dates. In March 2016, the Company’s Board of Directors adopted the AquaBounty Technologies, Inc. 2016 Equity Incentive Plan (the “2016 Plan”) to replace the 2006 Plan. The 2016 Plan provides for the issuance of incentive stock options, non‑qualified stock options, and awards of restricted and direct stock purchases to Directors, officers, employees, and consultants of the Company. The aggregate number of shares of common stock that may be issued pursuant to awards granted under the 2016 Plan cannot exceed 450,000 . The 2016 Plan was approved by the Company’s shareholders at its Annual Meeting on April 26, 2016. As of March 31, 2017 , no awards have been granted under the 2016 Plan. The Company’s option activity under the 2006 Plan is summarized as follows: Number of Weighted Outstanding at December 31, 2016 185,591 $ 7.89 Issued — — Exercised — — Expired — — Outstanding at March 31, 2017 185,591 $ 7.89 Exercisable at March 31, 2017 183,840 $ 7.90 Unless otherwise indicated, options issued to employees, members of the Board of Directors, and non‑employees are vested over one to three years and are exercisable for a term of ten years from the date of issuance. There were no stock options granted or exercised during the three months ended March 31, 2017 . The total intrinsic value of all options outstanding was $936,575 and $602,773 at March 31, 2017 , and December 31, 2016 , respectively. The total intrinsic value of exercisable options was $928,713 and $597,872 at March 31, 2017 , and December 31, 2016 , respectively. The following table summarizes information about options outstanding and exercisable at March 31, 2017 : Weighted average exercise price of outstanding options Number of options outstanding Weighted average remaining estimated life (in years) Number of options exercisable Weighted average price of outstanding and exercisable options $3.30 87,671 2.3 87,671 $3.60 800 5.3 800 $5.70 10,336 7.9 9,883 $6.90 29,038 4.3 27,740 $7.50 15,837 6.1 15,837 $9.60 8,300 8.4 8,300 $9.90 800 1.3 800 $10.50 1,600 6.3 1,600 $10.80 2,400 7.3 2,400 $19.50 2,554 0.2 2,554 $23.40 26,255 6.8 26,255 185,591 183,840 $7.90 Total share-based compensation on stock-option grants amounted to $7,156 and $56,556 for the three months ended March 31, 2017 and 2016 , respectively. At March 31, 2017 , the balance of unearned share‑based compensation to be expensed in future periods related to unvested share‑based awards is $6,355 . The period over which the unearned share‑based compensation is expected to be earned is approximately one year.

Commitments and contingencies

Commitments and contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and contingencies The Company recognizes and discloses commitments when it enters into executed contractual obligations with other parties. The Company accrues contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. There have been no material changes to the commitments and contingencies disclosed in our annual report on Form 10-K as of and for the year ended December 31, 2016.

Related Party Collaboration Agr

Related Party Collaboration Agreement	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Related Party Collaboration Agreement	Related Party Collaboration Agreement In February 2013, the Company entered into an Exclusive Channel Collaboration agreement (“ECC”) with Intrexon pursuant to which the Company will use Intrexon’s UltraVector and other technology platforms to develop and commercialize additional genetically modified traits in finfish for human consumption. Total Intrexon service costs incurred under the terms of this agreement for the three months ended March 31, 2017 and 2016 , amounted to $181,500 and $239,688 , respectively, and are included as a component of research and development expense in Consolidated Statements of Operations and Comprehensive Loss. Included in accounts payable and accrued liabilities at March 31, 2017 , and December 31, 2016 , are amounts due to Intrexon under the ECC totaling $55,000 and $73,780 , respectively.

Basis of presentation (Policies

Basis of presentation (Policies)	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Consolidation	The unaudited interim consolidated financial statements include the accounts of AquaBounty Technologies, Inc. and its wholly owned subsidiaries, AQUA Bounty Canada Inc.; AquaBounty Panama, S. de R.L.; AquaBounty Farms, Inc.; and AquaBounty Brasil Participacoes Ltda. All inter-company transactions and balances have been eliminated upon consolidation.
Basis of presentation	The unaudited interim consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”) consistent with those applied in, and should be read in conjunction with, the Company’s audited financial statements and related footnotes for the year ended December 31, 2016. The unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position as of March 31, 2017, and its results of operations and cash flows for the interim periods presented and are not necessarily indicative of results for subsequent interim periods or for the full year. The unaudited interim consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements, as allowed by the relevant SEC rules and regulations; however, the Company believes that its disclosures are adequate to ensure that the information presented is not misleading.
Net loss per share	Basic and diluted net loss per share available to common stockholders has been calculated by dividing net loss by the weighted average number of common shares outstanding during the year. Basic net loss is based solely on the number of common shares outstanding during the year. Fully diluted net loss per share includes the number of shares of common stock issuable upon the exercise of warrants and options with an exercise price less than the fair value of the common stock. Since the Company is reporting a net loss for all periods presented, all potential common shares are considered anti‑dilutive and are excluded from the calculation of diluted net loss per share.
New accounting pronouncements	The Company has adopted Accounting Standards Update 2015-11 “Inventory - Simplifying the Measurement of Inventory.” The main provision of the guidance is that an entity should measure inventory at the lower of cost or net realizable value (“NRV”), where NRV is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.

Property, plant and equipment (

Property, plant and equipment (Tables)	3 Months Ended
	Mar. 31, 2017
Property, Plant and Equipment [Abstract]
Schedule of property, plant and equipment	Major classifications of property, plant and equipment are summarized as follows: March 31, December 31, 2017 2016 Land $ 177,235 $ 157,107 Building and improvements 2,214,138 1,714,166 Equipment 1,046,618 1,037,549 Office furniture and equipment 79,089 78,780 Vehicles 27,439 27,201 Total property and equipment $ 3,544,519 $ 3,014,803 Less accumulated depreciation and amortization (1,345,208 ) (1,291,096 ) Property, plant and equipment, net $ 2,199,311 $ 1,723,707

Accounts payable and accrued 18

Accounts payable and accrued liabilities (Tables)	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Schedule of accounts payable and accrued liabilities	Accounts payable and accrued liabilities include the following: March 31, December 31, 2017 2016 Accounts payable $ 267,194 $ 161,768 Accrued payroll including vacation 208,721 242,436 Accrued professional fees 137,066 500,430 Accrued research and development costs 89,279 87,751 Accrued taxes 51,400 22,994 Accrued other 31,002 2,472 Accounts payable and accrued liabilities $ 784,662 $ 1,017,851

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Schedule of debt	The current material terms and conditions of debt outstanding are as follows: Interest Monthly Maturity March 31, 2017 December 31, 2016 ACOA AIF grant (C$2,871,919) 0% Royalties - $ 2,154,514 $ 2,135,846 ACOA term loan (C$164,497) 0% C$3,120 June 2026 123,407 — Finance PEI term loan (C$717,093) 4% C$4,333 July 2021 527,167 527,082 Total debt $ 2,805,088 $ 2,662,928 less: current portion (18,249 ) (17,913 ) Long-term debt $ 2,786,839 $ 2,645,015
Schedule of maturities of debt	Principal payments due on the Finance PEI term loan debt are as follows: Year FPEI 1 2017 $ 13,548 2018 18,806 2019 19,572 2020 20,368 2021 454,873 Total $ 527,167 1. The amounts due under the ACOA AIF grant and term loan debt are not included in the maturity schedule above due to the uncertainty of the timing of repayment.

Stockholders' equity (Tables)

Stockholders' equity (Tables)	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Schedule of restricted stock activity	A summary of the Company’s unvested shares of restricted stock as of March 31, 2017 , is as follows: Shares Weighted average grant date fair value Unvested at December 31, 2016 4,169 $ 7.72 Granted — — Vested (687 ) 7.14 Unvested at March 31, 2017 3,482 $ 7.84
Schedule of stock option activity	The Company’s option activity under the 2006 Plan is summarized as follows: Number of Weighted Outstanding at December 31, 2016 185,591 $ 7.89 Issued — — Exercised — — Expired — — Outstanding at March 31, 2017 185,591 $ 7.89 Exercisable at March 31, 2017 183,840 $ 7.90
Summary of options outstanding and exercisable	The following table summarizes information about options outstanding and exercisable at March 31, 2017 : Weighted average exercise price of outstanding options Number of options outstanding Weighted average remaining estimated life (in years) Number of options exercisable Weighted average price of outstanding and exercisable options $3.30 87,671 2.3 87,671 $3.60 800 5.3 800 $5.70 10,336 7.9 9,883 $6.90 29,038 4.3 27,740 $7.50 15,837 6.1 15,837 $9.60 8,300 8.4 8,300 $9.90 800 1.3 800 $10.50 1,600 6.3 1,600 $10.80 2,400 7.3 2,400 $19.50 2,554 0.2 2,554 $23.40 26,255 6.8 26,255 185,591 183,840 $7.90

Basis of presentation (Details)

Basis of presentation (Details)	Jan. 05, 2017	Jan. 31, 2017USD ($)	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reverse stock split conversion ratio	0.0333
Inventory [Line Items]
Inventory			$ 101,046		$ 0
Subsidiary, Sale of Stock [Line Items]
Proceeds from the issuance of common stock, net			24,989,257	$ 0
Intrexon
Subsidiary, Sale of Stock [Line Items]
Proceeds from the issuance of common stock, net		$ 25,000,000
Livestock
Inventory [Line Items]
Inventory			59,041
Feed
Inventory [Line Items]
Inventory			$ 42,005

Risks and uncertainties (Detail

Risks and uncertainties (Details)	Mar. 31, 2017USD ($)shares
A/F Protein, Inc.
Concentration Risk [Line Items]
Long-term investment (in shares) | shares	216,281
Ownership percentage (less than)	1.00%
Cost basis	$ 21,628
Concentration of credit risk | Cash | Canada
Concentration Risk [Line Items]
Deposits in Canadian bank accounts	$ 274,089

Property, plant and equipment23

Property, plant and equipment (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 3,544,519		$ 3,014,803
Less accumulated depreciation and amortization	(1,345,208)		(1,291,096)
Property, plant and equipment, net	2,199,311		1,723,707
Depreciation and amortization expense	43,447	$ 28,253
Capital Additions
Property, Plant and Equipment [Line Items]
Additional amount committed to renovations	900,000
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	177,235		157,107
Building and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	2,214,138		1,714,166
Construction in progress	765,000
Equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	1,046,618		1,037,549
Office furniture and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	79,089		78,780
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 27,439		$ 27,201

Accounts payable and accrued 24

Accounts payable and accrued liabilities (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Accounts payable	$ 267,194	$ 161,768
Accrued payroll including vacation	208,721	242,436
Accrued professional fees	137,066	500,430
Accrued research and development costs	89,279	87,751
Accrued taxes	51,400	22,994
Accrued other	31,002	2,472
Accounts payable and accrued liabilities	$ 784,662	$ 1,017,851

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details)	3 Months Ended
	Mar. 31, 2017CAD	Mar. 31, 2017USD ($)	Mar. 31, 2017CAD	Dec. 31, 2016USD ($)	Dec. 31, 2016CAD	Aug. 31, 2016USD ($)	Feb. 29, 2016	Jan. 31, 2009USD ($)
Debt Instrument [Line Items]
Total		$ 2,805,088		$ 2,662,928
less: current portion		(18,249)		(17,913)
Long-term debt		$ 2,786,839		2,645,015
Government grant | ACOA AIF Grant
Debt Instrument [Line Items]
Interest rate		0.00%	0.00%
Total		$ 2,154,514	CAD 2,871,919	2,135,846	CAD 2,871,919			$ 2,154,514
Term loan | ACOA Term Loan
Debt Instrument [Line Items]
Interest rate		0.00%	0.00%				0.00%
Monthly repayment | CAD	CAD 3,120
Total		$ 123,407	CAD 164,497	0
Term loan | Finance PEI Term Loan
Debt Instrument [Line Items]
Interest rate		4.00%	4.00%
Monthly repayment | CAD	CAD 4,333
Total		$ 527,167	CAD 717,093	$ 527,082	CAD 717,093	$ 547,142

Debt - Debt Maturities (Details

Debt - Debt Maturities (Details)	Mar. 31, 2017USD ($)	Mar. 31, 2017CAD	Dec. 31, 2016USD ($)	Dec. 31, 2016CAD	Aug. 31, 2016USD ($)
Long-term Debt, Fiscal Year Maturity [Abstract]
Total	$ 2,805,088		$ 2,662,928
Term loan | Finance PEI Term Loan
Long-term Debt, Fiscal Year Maturity [Abstract]
2,017	13,548
2,018	18,806
2,019	19,572
2,020	20,368
2,021	454,873
Total	$ 527,167	CAD 717,093	$ 527,082	CAD 717,093	$ 547,142

Debt - Narrative (Details)

Debt - Narrative (Details)	1 Months Ended		3 Months Ended
	Feb. 29, 2016USD ($)	Jan. 31, 2009USD ($)	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)	Mar. 31, 2017CAD	Dec. 31, 2016USD ($)	Dec. 31, 2016CAD	Aug. 31, 2016USD ($)
Debt Instrument [Line Items]
Total long-term debt claimed			$ 2,805,088			$ 2,662,928
Interest expense on debt			5,270	$ 24,306
Government grant | ACOA AIF Grant
Debt Instrument [Line Items]
Debt instrument term (in years)		5 years
Total long-term debt claimed		$ 2,154,514	$ 2,154,514		CAD 2,871,919	2,135,846	CAD 2,871,919
Royalty (as a percent)		10.00%
Repayments of long-term debt		$ 0
Interest rate			0.00%		0.00%
Term loan | ACOA Term Loan
Debt Instrument [Line Items]
Debt instrument term (in years)	9 years
Total long-term debt claimed			$ 123,407		CAD 164,497	0
Maximum borrowing capacity	$ 253,000
Interest rate	0.00%		0.00%		0.00%
Term loan | Finance PEI Term Loan
Debt Instrument [Line Items]
Total long-term debt claimed			$ 527,167		CAD 717,093	$ 527,082	CAD 717,093	$ 547,142
Interest rate			4.00%		4.00%

Stockholders' equity - Narrativ

Stockholders' equity - Narrative (Details)	1 Months Ended		3 Months Ended
	Jan. 31, 2017USD ($)$ / sharesshares	Dec. 31, 2016USD ($)shares	Mar. 31, 2017USD ($)voteshares	Mar. 31, 2016USD ($)shares
Equity [Abstract]
Total authorized shares (in shares)			240,000,000
Preferred stock, share authorized (in shares)			40,000,000
Common stock, share authorized (in shares)		200,000,000	200,000,000
Number of votes per share of common stock | vote			1
Shares of common stock reserved for the exercise of options (in shares)			185,591
Class of Stock [Line Items]
Issuance of common stock, net of expenses | $			$ 24,989,257
Conversion of debt and accrued interest to common stock | $		$ 10,400,000
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Intrinsic value of options outstanding | $		602,773	936,575
Intrinsic value of options exercisable | $		$ 597,872	928,713
Unearned share-based compensation expense to be expensed in future periods | $			$ 6,355
2016 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock authorized for issuance (in shares)				450,000
Options granted (in shares)			0
2006 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)			0
Exercised (in shares)			0
Common Stock
Class of Stock [Line Items]
Issuance of common stock, net of expenses | $			$ 2,421
Issuance of common stock, net of expenses (in shares)			2,421,073
Conversion of debt and accrued interest to common stock (in shares)		1,212,908
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			3 years
Unearned share-based compensation expense | $			$ 27,289
Period of recognition			2 years
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share-based compensation expense | $			$ 7,156	$ 56,556
Period of recognition			1 year
Employee Stock Option | 2006 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period			10 years
Employee Stock Option | 2006 Plan | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			1 year
Employee Stock Option | 2006 Plan | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			3 years
Chairman | Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share-based compensation expense | $			$ 4,905	$ 3,356
Intrexon | Common Stock
Class of Stock [Line Items]
Issuance of common stock, net of expenses | $	$ 25,000,000
Issuance of common stock, net of expenses (in shares)	2,421,073
Issuance of common stock, stock price (in dollars per share) | $ / shares	$ 10.326

Stockholders' equity - Restrict

Stockholders' equity - Restricted stock activity (Details) - Restricted Stock	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Shares
Unvested, beginning balance (in shares) | shares	4,169
Granted (in shares) | shares	0
Vested (in shares) | shares	(687)
Unvested, ending balance (in shares) | shares	3,482
Weighted average grant date fair value
Unvested, beginning balance (in dollars per share) | $ / shares	$ 7.72
Granted (in dollars per share) | $ / shares	0
Vested (in dollars per share) | $ / shares	7.14
Unvested, ending balance (in dollars per share) | $ / shares	$ 7.84

Stockholders' equity - Stock op

Stockholders' equity - Stock option activity (Details) - 2006 Plan	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Number of options
Outstanding, beginning balance (in shares) | shares	185,591
Issued (in shares) | shares	0
Options exercised (in shares) | shares	0
Expired (in shares) | shares	0
Outstanding, ending balance (in shares) | shares	185,591
Exercisable (in shares) | shares	183,840
Weighted average exercise price
Outstanding, beginning balance (in dollars per share) | $ / shares	$ 7.89
Issued (in dollars per share) | $ / shares	0
Exercised (in dollars per share) | $ / shares	0
Expired (in dollars per share) | $ / shares	0
Outstanding, ending balance (in dollars per share) | $ / shares	7.89
Exercisable (in dollars per share) | $ / shares	$ 7.90

Stockholders' equity - Summary

Stockholders' equity - Summary of options outstanding and exercisable (Details)	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 7.90
Number of options outstanding (in shares)	185,591
Number of options exercisable (in shares)	183,840
Weighted average price of exercisable options (in dollars per share) | $ / shares	$ 7.90
$ 3.30
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 3.30
Number of options outstanding (in shares)	87,671
Weighted average remaining estimated life (in years)	2 years 3 months 18 days
Number of options exercisable (in shares)	87,671
$ 3.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 3.60
Number of options outstanding (in shares)	800
Weighted average remaining estimated life (in years)	5 years 3 months 18 days
Number of options exercisable (in shares)	800
$ 5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 5.70
Number of options outstanding (in shares)	10,336
Weighted average remaining estimated life (in years)	7 years 10 months 24 days
Number of options exercisable (in shares)	9,883
$ 6.90
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 6.90
Number of options outstanding (in shares)	29,038
Weighted average remaining estimated life (in years)	4 years 3 months 18 days
Number of options exercisable (in shares)	27,740
$ 7.50
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 7.50
Number of options outstanding (in shares)	15,837
Weighted average remaining estimated life (in years)	6 years 1 month 6 days
Number of options exercisable (in shares)	15,837
$ 9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 9.60
Number of options outstanding (in shares)	8,300
Weighted average remaining estimated life (in years)	8 years 4 months 24 days
Number of options exercisable (in shares)	8,300
$ 9.90
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 9.90
Number of options outstanding (in shares)	800
Weighted average remaining estimated life (in years)	1 year 3 months 18 days
Number of options exercisable (in shares)	800
$ 10.50
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 10.50
Number of options outstanding (in shares)	1,600
Weighted average remaining estimated life (in years)	6 years 3 months 18 days
Number of options exercisable (in shares)	1,600
$ 10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 10.80
Number of options outstanding (in shares)	2,400
Weighted average remaining estimated life (in years)	7 years 3 months 18 days
Number of options exercisable (in shares)	2,400
$ 19.50
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 19.50
Number of options outstanding (in shares)	2,554
Weighted average remaining estimated life (in years)	2 months 12 days
Number of options exercisable (in shares)	2,554
$ 23.40
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 23.40
Number of options outstanding (in shares)	26,255
Weighted average remaining estimated life (in years)	6 years 9 months 18 days
Number of options exercisable (in shares)	26,255

Related Party Collaboration A32

Related Party Collaboration Agreement (Details) - Intrexon Corporation - ECC Agreement - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Accounts Payable and Accrued Liabilities
Related Party Transaction [Line Items]
Accounts payable and accrued liabilities	$ 55,000		$ 73,780
Research and Development Expense
Related Party Transaction [Line Items]
Service costs incurred	$ 181,500	$ 239,688