AquaBounty (AQB) 10-K 8 Mar 18 2017 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Mar. 02, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Aquabounty Technologies, Inc.
Entity Central Index Key	1,603,978
Document Period End Date	Dec. 31, 2017
Document Type	10-K
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Public Float			$ 16.7
Entity Common Stock, Shares Outstanding		12,598,552
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	FY

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 492,861	$ 3,324,609
Certificate of deposit	13,422	10,666
Other receivables	183,926	164,743
Inventory	172,363	0
Prepaid expenses and other current assets	527,322	72,983
Total current assets	1,389,894	3,573,001
Property, plant and equipment, net	21,802,976	1,723,707
Definite-lived intangible assets, net	184,995	198,698
Indefinite-lived intangible assets	191,800	191,800
Other assets	162,093	21,628
Total assets	23,731,758	5,708,834
Current liabilities:
Accounts payable and accrued liabilities	2,666,855	1,017,851
Current debt	49,794	17,913
Total current liabilities	2,716,649	1,035,764
Long-term debt	3,034,420	2,645,015
Total liabilities	5,751,069	3,680,779
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value, 2000,000,000 shares authorized; 8,895,094 (2016: 6,463,936) shares outstanding	8,895	6,464
Additional paid-in capital	126,718,186	101,581,724
Accumulated other comprehensive loss	(213,884)	(286,272)
Accumulated deficit	(108,532,508)	(99,273,861)
Total stockholders’ equity	17,980,689	2,028,055
Total liabilities and stockholders’ equity	$ 23,731,758	$ 5,708,834

Consolidated Balance Sheets Par

Consolidated Balance Sheets Parenthetical - $ / shares	Dec. 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 (in shares)	200,000,000	200,000,000
Common stock, shares outstanding (in shares)	8,895,094	6,463,936

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Revenues
Product Revenues	$ 53,278	$ 0	$ 0
Costs and expenses
Product Costs	50,777	0	0
Sales and marketing	799,009	860,365	993,706
Research and development	3,371,767	3,429,400	3,338,411
General and administrative	5,063,824	3,775,289	2,696,369
Total costs and expenses	9,285,377	8,065,054	7,028,486
Operating loss	(9,232,099)	(8,065,054)	(7,028,486)
Other income (expense)
Gain on disposal of equipment	941	2,861	1,912
Interest expense	(21,537)	(402,554)	(10)
Other income (expense), net	(5,952)	(5,914)	(4,928)
Total other income (expense)	(26,548)	(405,607)	(3,026)
Net loss	(9,258,647)	(8,470,661)	(7,031,512)
Other comprehensive income (loss):
Foreign currency translation gain (loss)	72,388	(59,840)	228,740
Total other comprehensive income (loss)	72,388	(59,840)	228,740
Comprehensive loss	$ (9,186,259)	$ (8,530,501)	$ (6,802,772)
Basic and diluted net loss per share (in dollars per share)	$ (1.06)	$ (1.60)	$ (1.40)
Weighted average number of common shares -basic and diluted (in shares)	8,772,494	5,303,114	5,037,368

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($)	Total	Common stock	Additional paid-in capital	Accumulated other comprehensive loss	Accumulated deficit
Beginning balance (in shares) at Dec. 31, 2014		4,818,002
Beginning balance at Dec. 31, 2014	$ 3,509,379	$ 4,818	$ 87,731,421	$ (455,172)	$ (83,771,688)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(7,031,512)				(7,031,512)
Other comprehensive income (loss)	228,740			228,740
Issuance of common stock, net of expenses (in shares)		424,269
Issuance of common stock, net of expenses	3,000,000	$ 425	2,999,575
Share based compensation (in shares)		5,334
Share based compensation	237,822	$ 5	237,817
Ending balance (in shares) at Dec. 31, 2015		5,247,605
Ending balance at Dec. 31, 2015	(55,571)	$ 5,248	90,968,813	(226,432)	(90,803,200)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(8,470,661)				(8,470,661)
Other comprehensive income (loss)	(59,840)			(59,840)
Conversion of debt and accrued interest to common stock (in shares)		1,212,908
Conversion of debt and accrued interest to common stock	10,395,833	$ 1,213	10,394,620
Exercise of options for common stock (in shares)		524
Share based compensation (in shares)		2,899
Share based compensation	218,294	$ 3	218,291
Ending balance (in shares) at Dec. 31, 2016		6,463,936
Ending balance at Dec. 31, 2016	2,028,055	$ 6,464	101,581,724	(286,272)	(99,273,861)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(9,258,647)				(9,258,647)
Other comprehensive income (loss)	72,388			72,388
Issuance of common stock, net of expenses (in shares)		2,421,073
Issuance of common stock, net of expenses	$ 24,989,257	$ 2,421	24,986,836
Exercise of options for common stock (in shares)	8,334	8,334
Exercise of options for common stock	$ 27,502	$ 8	27,494
Share based compensation (in shares)		1,751
Share based compensation	122,134	$ 2	122,132
Ending balance (in shares) at Dec. 31, 2017		8,895,094
Ending balance at Dec. 31, 2017	$ 17,980,689	$ 8,895	$ 126,718,186	$ (213,884)	$ (108,532,508)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Operating activities
Net loss	$ (9,258,647)	$ (8,470,661)	$ (7,031,512)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation and amortization	184,946	153,996	105,952
Share-based compensation	122,134	218,294	237,822
Gain on disposal of equipment	(941)	(2,861)	(1,912)
Non-cash interest expense	0	395,833	0
Changes in operating assets and liabilities:
Other receivables	(11,440)	(121,640)	(21,195)
Inventory	(169,991)	0	0
Prepaid expenses and other assets	(592,602)	38,054	(12,421)
Accounts payable and accrued liabilities	625,763	340,092	(25,032)
Net cash used in operating activities	(9,100,778)	(7,448,893)	(6,748,298)
Investing activities
Purchase of property, plant and equipment	(18,893,264)	(934,495)	(74,113)
Deposits on equipment purchases	(153,663)	(156,982)	0
Proceeds from sale of equipment	941	23,844	0
Payment of patent costs	0	(5,664)	(30,372)
Net cash used in investing activities	(19,045,986)	(1,073,297)	(104,485)
Financing activities
Proceeds from issuance of debt	256,807	547,142	44,004
Repayment of term debt	(35,812)	(6,268)	0
Proceeds from the issuance of convertible debt	0	10,000,000	0
Proceeds from the issuance of common stock, net	24,989,257	0	3,000,000
Proceeds from exercise of stock options	27,502	0	0
Net cash provided by financing activities	25,237,754	10,540,874	3,044,004
Effect of exchange rate changes on cash and cash equivalents	77,262	(7,496)	(41,062)
Net change in cash and cash equivalents	(2,831,748)	2,011,188	(3,849,841)
Cash and cash equivalents at beginning of period	3,324,609	1,313,421	5,163,262
Cash and cash equivalents at the end of period	492,861	3,324,609	1,313,421
Supplemental disclosure of cash flow information and non-cash transactions:
Interest paid in cash	21,537	6,721	10
Conversion of convertible debt and accrued interest to common stock	0	10,395,833	0
Property and equipment included in accounts payable and accrued liabilities	$ 1,036,240	$ 50,132	$ 0

Nature of business and organiza

Nature of business and organization	12 Months Ended
	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of business and organization	Nature of business and organization Nature of business AquaBounty Technologies, Inc. (the “Parent”) 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 for the production, sale, and consumption of its AquAdvantage Salmon product in the United States. In 2016, the Parent obtained approval from Health Canada for the sale and consumption of its AquAdvantage Salmon product in Canada. Previously, in 2013, the Parent obtained approval from Environment Canada 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 biotechnology laboratory to conduct research and development programs related to the Parent’s technologies and to commercialize the Parent’s products. 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 Parent’s products. AquaBounty Farms, Inc. (the “US Subsidiary”) was incorporated in December 2014 in the State of Delaware for the purpose of conducting field trials and commercializing the Parent’s products in the United States. AquaBounty Farms Indiana LLC (the “Indiana Subsidiary”), which is wholly owned by the US Subsidiary, was formed in June 2017 in the State of Delaware for the purpose of operating its aquaculture facility in Albany, Indiana. AquaBounty Brasil Participacoes Ltda. (the “Brazil Subsidiary”) was incorporated in May 2015 in Brazil for the purpose of conducting field trials and commercializing the Parent’s products. Basis of presentation The 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.; AquaBounty Farms Indiana LLC; and AquaBounty Brasil Participacoes Ltda. The entities are collectively referred to herein as the “Company.” All inter-company transactions and balances have been eliminated upon consolidation. Certain balances in the prior periods Financial Statements have been reclassified to conform with the presentation of the 2017 Financial Statements. On January 5, 2017, the Company implemented a 1-for-30 reverse share split of its outstanding common shares. All share balances in the Financial Statements and accompanying notes have been restated to reflect this change. Liquidity and Management’s Plan The Company has experienced net losses and negative cash flows from operations since its inception and has cumulative losses attributable to common stockholders of $108.5 million as of December 31, 2017. As a result, management has performed an analysis to evaluate the entity’s ability to continue as a going concern within one year after the date that the financial statements are available to be issued. The Company has historically financed its operations through issuances of equity and the proceeds of debt instruments and will continue to do so until such time that the Company is able to achieve positive cash flows from operations. The Company continues to actively pursue various funding options, including equity offerings, to obtain additional funds to continue the development of its products and bring them to commercial markets. In January 2018, the Company completed a public offering resulting in net proceeds of $10.6 million (Note 16). Using the proceeds of this financing and the ability to manage expenditures, including the slow down, delaying, or halting of construction projects at our farm sites, management has determined that the Company has sufficient funds to continue as a going concern. Therefore, the accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

Summary of significant accounti

Summary of significant accounting policies	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Summary of significant accounting policies	Summary of significant accounting policies Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and the reported amounts of expenses during the reporting periods. Actual results could differ from those estimates. Comprehensive loss The Company displays comprehensive loss and its components as part of its consolidated financial statements. Comprehensive loss consists of net loss and other comprehensive income (loss). Other comprehensive income (loss) includes foreign currency translation adjustments. Foreign currency translation The functional currency of the Parent is the US Dollar. The functional currency of the Canadian Subsidiary is the Canadian Dollar (C$), and the functional currency of the Panama, US, Indiana, and Brazil Subsidiaries is the US Dollar. For the Canadian Subsidiary, assets and liabilities are translated at the exchange rates in effect at the balance sheet date, equity accounts are translated at the historical exchange rate, and the income statement accounts are translated at the average rate for each period during the year. Net translation gains or losses are adjusted directly to a separate component of other comprehensive income (loss) within stockholders’ equity (deficit). Cash equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash equivalents consist primarily of business savings accounts. Certificate of deposit The Company has a six-month certificate of deposit at December 31, 2017 and 2016 , that currently bears interest at 0.45% . It is renewable semi-annually in January and July. Inventories The Company measures 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. Intangible assets Definite-lived intangible assets include patents and licenses. Patent costs consist primarily of legal and filing fees incurred to file patents on proprietary technology developed by the Company. Patent costs are amortized on a straight-line basis over 20 years beginning with the filing date of the applicable patent. License fees are capitalized and expensed over the term of the licensing agreement. Indefinite-lived intangible assets include trademark costs, which are capitalized with no amortization as they have an indefinite life. Property, plant and equipment Property, plant and equipment are carried at cost, and depreciation expense commences when the asset is placed into service, which may include receiving applicable regulatory approval. The Company depreciates all asset classes over their estimated useful lives, as follows: Building 25 years Equipment 7 - 10 years Office furniture and equipment 3 years Leasehold improvements shorter of asset life or lease term Vehicles 3 years Impairment of long-lived assets The Company reviews the carrying value of its long-lived tangible assets and definite-lived intangible assets on an annual basis or more frequently if facts and circumstances suggest that they may be impaired. The carrying values of such assets are considered impaired when the anticipated identifiable undiscounted cash flows from such assets are less than their carrying values. An impairment loss, if any, is recognized in the amount of the difference between the carrying amount and fair value. Indefinite-lived intangible assets are subject to impairment testing annually or more frequently if impairment indicators arise. The Company’s impairment testing utilizes a discounted cash flow analysis that requires significant management judgment with respect to revenue and expense growth rates, changes in working capital, and the selection and use of the appropriate discount rate. An impairment loss is recognized in the amount of the difference between the carrying amount and fair value. Revenue Recognition The Company records revenue on the sale of a product when all revenue recognition criteria are fulfilled, including identifying the contract with a customer; identifying the performance obligations in the contract; determining the transaction price; allocating the transaction price to the performance obligations in the contract; and recognizing revenue when (or as) the Company satisfies a performance obligation. In addition, collectability is assessed before applying the revenue recognition criteria. The Company evaluates customer credit risk in order to conclude it is “probable” it will collect the amount of consideration due in exchange for the goods or services. Income taxes The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recorded for the expected future tax consequences of temporary differences between the financial reporting and income tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences reverse. A valuation allowance is established to reduce net deferred tax assets to the amount expected to be realized. The Company follows accounting guidance regarding the recognition, measurement, presentation, and disclosure of uncertain tax positions in the financial statements. Tax positions taken or expected to be taken in the course of preparing the Company’s tax returns are required to be evaluated to determine whether the tax positions are “more likely than not” to be upheld under regulatory review. The resulting tax impact of these tax positions is recognized in the financial statements based on the results of this evaluation. The Company did not recognize any tax liabilities associated with uncertain tax positions, nor has it recognized any interest or penalties related to unrecognized tax positions. Generally, the Company is no longer subject to federal and state tax examinations by tax authorities for years before 2014. 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. Share-based compensation The Company measures and recognizes all share-based payment awards, including stock options made to employees and Directors, based on estimated fair values. The fair value of a share-based payment award is estimated on the date of grant using an option pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service period in the Company’s consolidated statement of operations. The Company uses the Black-Scholes option pricing model (“Black-Scholes”) as its method of valuation. Non-employee stock-based compensation is accounted for using Black-Scholes to determine the fair value of warrants or options awarded to non-employees with the fair value of such issuances expensed over the period of service. Business Combinations In accounting for business combination transactions, the Company first evaluates whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If that threshold is met, the set is not a business and the transaction is deemed an asset purchase. If, however, the assets acquired include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs, then the transaction is deemed to be the purchase of a business.

Risks and uncertainties

Risks and uncertainties	12 Months Ended
	Dec. 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 C $71,308 ( $56,804 ) at December 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. AFP and the Company have certain shareholders in common.

Inventory

Inventory	12 Months Ended
	Dec. 31, 2017
Inventory Disclosure [Abstract]
Inventory	Inventory Major classifications of inventory are summarized as follows for December 31, 2017 and 2016 : 2017 2016 Feed $ 60,161 — Eggs 73,967 — Fish in process 38,235 — Total inventory $ 172,363 $ —

Property, plant and equipment

Property, plant and equipment	12 Months Ended
	Dec. 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 for December 31, 2017 and 2016 : 2017 2016 Land $ 676,083 $ 157,107 Building and improvements 9,187,160 1,436,814 Construction in process 5,119,961 277,352 Equipment 8,211,510 1,037,549 Office furniture and equipment 136,091 78,780 Vehicles 29,135 27,201 Total property and equipment $ 23,359,940 $ 3,014,803 Less accumulated depreciation and amortization (1,556,964 ) (1,291,096 ) Property, plant and equipment, net $ 21,802,976 $ 1,723,707 Depreciation and amortization expense for 2017 on property, plant and equipment was $171,242 ( 2016 : $140,649 ; 2015 : 104,842 ). In July 2016, the Company purchased the property, plant and equipment of the former Atlantic Sea Smolt plant in Rollo Bay West on Prince Edward Island for $717,225 , including legal and other expenses incurred. The Company allocated the purchase price to land, building, and equipment based on valuations and management’s estimates. Included in construction in process is $4.5 million for construction costs incurred at the site for the renovation of the existing hatchery building and the construction of two new buildings for grow-out of our fish and for maintaining our broodstock. The Company currently has an additional $0.9 million committed to this project. In June 2017, the Company purchased the aquaculture facility of Bell Fish Company LLC in Albany, Indiana, for $14.2 million , including legal and other expenses incurred. The facility and related assets acquired from Bell Fish Company LLC provide one input into the Company’s process for growing its product, and, accordingly, the purchase of the facility was accounted for as an asset purchase rather than the acquisition of a “business,” consistent with ASU 2017-01, “Business Combinations: Clarifying the Definition of a Business.” There are no future obligations related to the asset purchase for the Company; no liabilities were assumed; and no workforce, inventory, or customers were acquired. The Company allocated the purchase price to land, buildings, and equipment based on external valuations and management’s estimates. The Company intends to invest approximately $5.0 million to upgrade the facility for use to grow out its AquAdvantage Salmon for harvest and sale in the United States. Included in construction in process is $0.6 million in renovations costs incurred at the site. The Company currently has an additional $1.2 million committed to this project.

Prepaid expenses and other curr

Prepaid expenses and other current assets	12 Months Ended
	Dec. 31, 2017
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid expenses and other current assets	Prepaid expenses and other current assets Prepaid expenses and other current assets include the following at December 31, 2017 and 2016 : 2017 2016 Prepaid insurance $ 84,801 $ 35,544 Prepaid supplies 33,132 17,066 Prepaid professional services 16,059 17,533 Prepaid rent and lease deposits 5,852 2,840 Deferred costs of public offering 387,478 — Total prepaid expenses and other current assets $ 527,322 $ 72,983

Accounts payable and accrued li

Accounts payable and accrued liabilities	12 Months Ended
	Dec. 31, 2017
Payables and Accruals [Abstract]
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities Accounts payable and accrued liabilities include the following at December 31, 2017 and 2016 : 2017 2016 Accounts payable $ 1,089,919 $ 161,768 Accrued payroll including vacation 364,368 242,436 Accrued professional fees 438,378 500,430 Accrued research and development costs 4,800 87,751 Accrued franchise and excise taxes 240,880 22,994 Accrued construction costs 509,950 — Accrued other 18,560 2,472 Accounts payable and accrued liabilities $ 2,666,855 $ 1,017,851

Debt

Debt	12 Months Ended
	Dec. 31, 2017
Debt Disclosure [Abstract]
Debt	Debt The current terms and conditions of long-term debt outstanding at December 31, 2017 and 2016 , are as follows: Interest Monthly Maturity 2017 2016 ACOA AIF grant (C$2,871,919) 0% Royalties - $ 2,287,771 $ 2,135,846 ACOA term loan (C$337,000) 0% C$3,120 June 2026 251,056 — PEI Finance term loan (C$717,093) 4% C$4,333 July 2021 545,387 527,082 Total debt $ 3,084,214 $ 2,662,928 less: current portion (49,794 ) (17,913 ) Long-term debt $ 3,034,420 $ 2,645,015 Principal payments due on the long-term debt are as follows: Year AIF ACOA FPEI Total 2018 $ — $ 29,825 $ 19,969 $ 49,794 2019 — 29,825 20,783 50,608 2020 — 29,825 21,628 51,453 2021 — 29,825 483,007 512,832 2022 — 29,825 — 29,825 Thereafter 2,287,771 101,931 — 2,389,702 Total $ 2,287,771 $ 251,056 $ 545,387 $ 3,084,214 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 C $2,871,919 ( $2,287,771 ). 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 did not generate any revenue from the sale of products related to this research during 2016 or 2017 and therefore did not make a royalty payment during 2017. Revenue from the sale of AquaAdvantage Salmon are not subject to the royalty and the Company does not expect to commercialize products that would be subject to the royalty in the next five years. 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 C $337,000 ( $268,454 ) with repayment commencing after the final draw-down of the funds. The loan term is nine years with a zero percent interest rate. As of December 31, 2017, the Canadian Subsidiary has drawn down the full amount of available funds and commenced repayment. 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 C $717,093 ( $571,236 ) 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. Intrexon Intrexon is a public company specializing in next-generation synthetic biology and the Company’s majority shareholder. In February 2016, Intrexon agreed to provide the Company with a $10.0 million convertible debt facility. The unsecured loan could be drawn-down in increments of $2.5 million , carried an interest rate of 10.0% , and all principal and accrued interest would mature on March 1, 2017. In December 2016, Intrexon converted the outstanding balance of $10.0 million plus accrued interest of $395,833 into 1,212,908 common shares in the Company. The Company recognized interest expense in 2017 of $21,520 (2016: $402,554 ; 2015: $0 ) on its interest-bearing debt.

Stockholders' equity

Stockholders' equity	12 Months Ended
	Dec. 31, 2017
Equity [Abstract]
Shareholders' 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. At December 31, 2017 , the Company had zero shares ( 2016 : zero ) of preferred stock and 8,895,094 shares (2016: 6,463,936 ) of common stock, issued and outstanding. In December 2016, the Board approved a reverse share split ratio of 1-for-30 to be implemented on January 5, 2017. All share balances in the Financial Statements and accompanying notes have been restated to reflect this change. 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 December 31, 2017 , the Company had reserved 227,203 shares of common stock for the exercise of options. Recent issuances In January 2017, the Company closed an equity subscription of $25 million with Intrexon for 2,421,073 common shares at a price of $10.326 . 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 the convertible debt facility with Intrexon. In June 2015 the Company closed an equity subscription of $3.0 million with Intrexon for 424,269 common shares at a price of $7.07 . 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 December 31, 2017 , is as follows: Shares Weighted average grant date fair value Unvested at December 31, 2016 4,169 $ 7.72 Granted 1,751 14.20 Vested (3,223 ) 8.19 Unvested at December 31, 2017 2,697 $ 11.37 During 2017 , the Company expensed $26,400 ( 2016 : $18,070 ; 2015 : $8,604 ) related to the Chairman’s restricted stock awards. At December 31, 2017 , the balance of unearned share-based compensation to be expensed in future periods related to the restricted stock awards is $30,652 . 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 stock 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. The Company’s option activity under the 2006 Plan and the 2016 Plan is summarized as follows: Number of options Weighted average exercise price Outstanding at December 31, 2016 185,591 $ 7.89 Issued 52,500 14.20 Exercised (8,334 ) 3.30 Expired (2,554 ) 19.50 Outstanding at December 31, 2017 227,203 $ 9.39 Exercisable at December 31, 2017 192,748 $ 8.55 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. The weighted average fair value of stock options granted during 2017 was $4.55 ( 2016 : $4.46 ; 2015 : $4.06 ). The total intrinsic value of options exercised in 2017 was $43,420 ( 2016 : $6,338 ; 2015 : $0 ). At December 31, 2017 , the total intrinsic value of all options outstanding was $17,454 ( 2016 : $602,773 ), the total intrinsic value of exercisable options was $17,454 ( 2016 : $597,872 ), and the total number of shares available for grant under the 2016 Plan was 397,500 ( 2016 : 450,000 ). The following table summarizes information about options outstanding and exercisable at December 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 - $5.70 90,473 2.2 90,395 $6.90 - $9.60 53,175 4.7 52,713 $9.90 - $10.80 4,800 5.2 4,800 $14.20 - $23.40 78,755 8.2 44,840 227,203 192,748 $8.55 The fair values of stock option grants to employees and members of the Board of Directors during 2017 , 2016 , and 2015 were measured on the date of grant using Black-Scholes, with the following weighted average assumptions: 2017 2016 2015 Expected volatility 78% 53% 88% Risk free interest rate 1.80% 1.31% 1.54% Expected dividend yield 0.0% 0.0% 0.0% Expected life (in years) 5 5 5 The risk-free interest rate is estimated using the Federal Funds interest rate for a period that is commensurate with the expected term of the awards. The expected dividend yield is zero because the Company has never paid a dividend and does not expect to do so for the foreseeable future. The expected life was based on a number of factors including historical experience, vesting provisions, exercise price relative to market price, and expected volatility. The Company believes that all groups of employees demonstrate similar exercise and post-vesting termination behavior and, therefore, does not stratify employees into multiple groups and forfeitures are recognized as they occur. The expected volatility was estimated using the Company’s historical price volatility over a period that is commensurate with the expected term of the awards. Total share-based compensation on stock-option grants amounted to $95,734 in 2017 ( 2016 : $200,224 ; 2015 : $229,218 ). At December 31, 2017 , the balance of unearned share-based compensation to be expensed in future periods related to unvested share-based awards is $157,395 . The period over which the unearned share-based compensation is expected to be earned is approximately two years. Share-based compensation The following table summarizes share-based compensation costs recognized in the Company’s Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2017 , 2016 , and 2015 : 2017 2016 2015 Research and development $ 3,168 $ 2,115 $ 6,699 Sales and marketing 9,315 65,517 75,843 General and administrative 109,651 150,662 155,280 Total share-based compensation $ 122,134 $ 218,294 $ 237,822

Income taxes

Income taxes	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income taxes	Income taxes On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was signed into law and significantly revised U.S. corporate income tax law by, among other things, reducing the corporate income tax rate to 21% effective January 1, 2018, and implementing a modified territorial tax system that includes a one-time transition tax on deemed repatriated earnings of foreign subsidiaries. The SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed, including computations, in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The Company has recognized provisional tax impacts related to revaluation of the Company’s domestic deferred tax assets and the impact of revaluation of those deferred tax assets on the Company’s valuation allowance and included those amounts in the consolidated financial statements for the year ended December 31, 2017. The actual impact of the Tax Act may differ from the Company’s estimates due to, among other things, changes in interpretations and assumptions made and guidance that may be issued as a result of the Tax Act. The components of loss before income taxes for the years ended December 31, 2017 , 2016 , and 2015 , are presented below: 2017 2016 2015 Domestic $ (6,526,706 ) $ (5,950,862 ) $ (4,780,607 ) Foreign (2,731,941 ) (2,519,799 ) (2,250,905 ) Loss before income taxes $ (9,258,647 ) $ (8,470,661 ) $ (7,031,512 ) Income taxes computed using the federal statutory income tax rate differs from the Company’s effective tax rate for the years ended December 31, 2017 , 2016 , and 2015 , primarily due to the following: 2017 2016 2015 Income tax benefit $ (3,147,940 ) $ (2,880,025 ) $ (2,390,714 ) State and provincial income tax, net of federal benefit (678,438 ) (604,354 ) (47,976 ) Permanent differences (2,923 ) 234,247 158,207 US-Foreign rate differential 371,551 359,729 (165,029 ) Other, net (98,947 ) 73,220 (11,125 ) Effect of tax reform 3,687,844 — — 131,147 (2,817,183 ) (2,456,637 ) Change in valuation allowance (131,147 ) 2,817,183 2,456,637 Total income tax $ — $ — $ — As of December 31, 2017 , the Company has net domestic operating loss carryforwards of approximately $28.2 million to offset future federal taxable income, which begin to expire in 2019. The future utilization of the net operating loss and tax credit carryforwards, however, is subject to annual use limitations based on the change in stock ownership rules of Internal Revenue Code Sections 382 and 383. The Company experienced a change in ownership under these rules during 2012 and revised its calculation of net operating loss carryforwards based on annual limitation rules. The Company also has foreign net operating loss carryforwards in the amount of approximately $15.7 million and foreign research and development expense tax credits of approximately $2.8 million at December 31, 2017 , which expire at various times commencing in 2018. Since the Company has incurred only losses from inception and there is uncertainty related to the ultimate use of the loss carryforwards and tax credits, a valuation allowance has been recognized to offset the Company’s deferred tax assets, and no benefit for income taxes has been recorded. Significant components of the Company’s deferred tax assets and liabilities are as follows: 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 12,411,425 $ 12,844,999 Foreign research and development tax credit carryforwards 2,832,340 2,428,094 Property and equipment 482,161 412,283 Accounts receivable and other 270 400 Stock options 40,071 50,580 Accrued vacation 26,054 34,107 Accrued compensation 58,131 — Intangible assets (110,899 ) (162,057 ) Total deferred tax assets $ 15,739,553 $ 15,608,406 Valuation allowance $ (15,739,553 ) $ (15,608,406 ) Net deferred tax assets $ — $ — The valuation allowance increased by $131,147 during 2017 and increased by $2,817,183 during 2016 . The increase in 2017 is primarily due to increases in foreign research and development tax credits and property and equipment, offset by a reduction in net operating loss carryforwards resulting from the impact of tax reform. The increase in 2016 was primarily due to an increase in deferred tax assets for net operating loss carryforwards and foreign tax credits.

Commitments and contingencies

Commitments and contingencies	12 Months Ended
	Dec. 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. Lease commitments In July 2017, the Company extended the lease for its office space in Maynard, Massachusetts. The new lease for 3,558 square feet of office space has a term of five years and seven months, ending March 2023. Lease payments over the term total $332,824 . In May 2016, the Company extended its lease for its Panama farm site. The lease has a term of two years, ending in May 2018, with total rent payments of $360,000 . In addition, the Company leases office space in Brazil on a month-to-month basis. Total rent expense in 2017 was $214,634 ( 2016 : $202,788 ; 2015 : $202,237 ). Future minimum commitments under the Company’s operating leases are $392,824 with $114,411 in 2018 and $62,858 in 2019. The following table summarizes our significant contractual obligations and commercial commitments at December 31, 2017, and the effects such obligations are expected to have on our liquidity and cash flows in future periods (in thousands): Total Less than 1-3 years 3-5 years More than Maynard office lease 333 54 128 134 17 Panama site lease 60 60 — — — Total $ 393 $ 114 $ 128 $ 134 $ 17 Employment agreements The Company has employment agreements with certain of its officers. The agreements provide for base pay and benefits, as defined. Under certain circumstances of termination, the Company must make severance payments.

Retirement plan

Retirement plan	12 Months Ended
	Dec. 31, 2017
Retirement Benefits [Abstract]
Retirement plan	Retirement plan The Company has a savings and retirement plan for its US employees that qualifies under Section 401(k) of the Internal Revenue Code. The plan covers substantially all employees and provides for voluntary contributions by participating employees up to the maximum contribution allowed under the Internal Revenue Code. Contributions by the Company can be made, as determined by the Board of Directors, provided the amount does not exceed the maximum permitted by the Internal Revenue Code. Company contributions made and expensed in operations in connection with the plan during the year ended December 31, 2017 , amounted to $31,308 ( 2016 : $33,422 ; 2015 : $29,931 ). The Company also has a Registered Retirement Savings Plan for its Canadian employees. Company contributions made and expensed in operations in connection with the plan during the year ended December 31, 2017 , amounted to $26,578 ( 2016 : $21,777 ; 2015 : $16,274 ).

Related Party Collaboration Agr

Related Party Collaboration Agreement	12 Months Ended
	Dec. 31, 2017
Related Party Transactions [Abstract]
Related Party Collaboration Agreement	Related Party Collaboration Agreement In February 2013, the Company entered into the ECC with Intrexon, its majority shareholder, 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. The ECC, which can be terminated by the Company upon 90 days’ written notice, grants the Company a worldwide license to use specified patents and other intellectual property of Intrexon in connection with the research, development, use, importing, manufacture, sale, and offer for sale of products involving DNA administered to finfish for human consumption. Such license is exclusive with respect to any clinical development, selling, offering for sale, or other commercialization of developed products, and otherwise is non-exclusive. Under the ECC and subject to certain exceptions, the Company is responsible for, among other things, the performance of the program, including development, commercialization, and certain aspects of manufacturing developed products. Among other things, Intrexon is responsible for the costs of establishing manufacturing capabilities and facilities for the bulk manufacture of certain products developed under the program; certain other aspects of manufacturing; costs of discovery-stage research with respect to platform improvements; and costs of filing, prosecution, and maintenance of Intrexon’s patents. The Company will pay Intrexon quarterly 16.66% of the gross profits calculated under the terms of the agreement for each developed product. The Company has likewise agreed to pay Intrexon 50% of quarterly revenue obtained from a sublicensor in the event of a sublicensing arrangement. In addition, the Company will reimburse Intrexon for the costs of certain services provided by Intrexon. No royalties were paid to Intrexon in 2017 , and the Company does not expect to pay royalties in 2018. Total Intrexon service costs incurred under the terms of this agreement amounted to $562,039 in 2017 ( 2016 : $912,182 ; 2015 : $1,186,404 ), of which $135,301 is included in accounts payable and accrued liabilities at December 31, 2017 ( 2016 : $73,780 ), and is included as a component of research and development expense in the Consolidated Statements of Operations and Comprehensive Loss.

Recently Issued Accounting Stan

Recently Issued Accounting Standards	12 Months Ended
	Dec. 31, 2017
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Recently Issued Accounting Standards	Recently Issued Accounting Standards Recently issued accounting pronouncements that may be relevant to the Company are the following: In August 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The core principle of the guidance is that an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are available to be issued. When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events that will alleviate the substantial doubt are adequately disclosed in the footnotes to the financial statements. This guidance is now effective and has been adopted by the Company. In February 2016, the FASB issued ASU 2016-02, “Leases,” which requires a lessee to recognize lease liabilities for the lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and right-of-use assets, representing the lessee’s right to use, or control the use of, specified assets for the lease term. Additionally, the new guidance has simplified accounting for sale and leaseback transactions. Lessor accounting is largely unchanged. The ASU is effective for fiscal years beginning after December 15, 2018. It is expected that assets and liabilities will increase based upon the present value of remaining lease payments for leases in place at the adoption date. Based on current leases in place, this is not expected to be material to the Company’s consolidated financial statements; however, such amounts may be material to the financial statements depending on terms of any lease renewals and other leases entered into. Management does not expect any other recently issued, but not yet effective, accounting standards to have a material effect on its results of operations or financial condition.

Quarterly Financial Information

Quarterly Financial Information (unaudited)	12 Months Ended
	Dec. 31, 2017
Quarterly Financial Data [Abstract]
Quarterly Financial Information (unaudited)	Quarterly Financial Information (unaudited) The following information has been derived from unaudited consolidated statements that, in the opinion of management, include all recurring adjustments necessary for a fair statement of such information. Three Months Ended 2017 March 31 June 30 September 30 December 31 Revenue $ — $ 53,278 $ — $ — Operating loss (2,049,098 ) (2,087,074 ) (2,439,230 ) (2,655,756 ) Net loss (2,055,743 ) (2,093,436 ) (2,446,219 ) (2,663,249 ) Basic and diluted net loss per share $ (0.24 ) $ (0.24 ) $ (0.28 ) $ (0.30 ) Three Months Ended 2016 March 31 June 30 September 30 December 31 Revenue $ — $ — $ — $ — Operating loss (1,796,159 ) (1,979,021 ) (2,008,917 ) (2,280,957 ) Net loss (1,818,977 ) (2,063,836 ) (2,141,826 ) (2,446,022 ) Basic and diluted net loss per share $ (0.35 ) $ (0.39 ) $ (0.41 ) $ (0.45 )

Subsequent events

Subsequent events	12 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
Subsequent Events	Subsequent events On January 17, 2018, the Company completed a public offering totaling $12 million for 3,692,307 of its common shares at a price of $3.25 . The transaction included an equivalent number of warrants, each with a five -year term and a $3.25 strike price. The Company’s underwriter had a thirty -day period within which it had the option to purchase up to 533,846 additional common shares and/or warrants to cover over-allotments. As of February 17, 2018, the underwriter had exercised its option to purchase zero common shares and 533,846 warrants for a total of $5,338 . Intrexon participated in the offering, purchasing 1,538,461 shares of common stock and warrants for $5 million .

Summary of significant accoun23

Summary of significant accounting policies (Policies)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Basis of presentation	The 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.; AquaBounty Farms Indiana LLC; and AquaBounty Brasil Participacoes Ltda. The entities are collectively referred to herein as the “Company.” All inter-company transactions and balances have been eliminated upon consolidation.
Reclassification	Certain balances in the prior periods Financial Statements have been reclassified to conform with the presentation of the 2017 Financial Statements.
Use of estimates	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and the reported amounts of expenses during the reporting periods. Actual results could differ from those estimates.
Comprehensive loss	The Company displays comprehensive loss and its components as part of its consolidated financial statements. Comprehensive loss consists of net loss and other comprehensive income (loss). Other comprehensive income (loss) includes foreign currency translation adjustments.
Foreign currency translations	The functional currency of the Parent is the US Dollar. The functional currency of the Canadian Subsidiary is the Canadian Dollar (C$), and the functional currency of the Panama, US, Indiana, and Brazil Subsidiaries is the US Dollar. For the Canadian Subsidiary, assets and liabilities are translated at the exchange rates in effect at the balance sheet date, equity accounts are translated at the historical exchange rate, and the income statement accounts are translated at the average rate for each period during the year. Net translation gains or losses are adjusted directly to a separate component of other comprehensive income (loss) within stockholders’ equity (deficit).
Cash equivalents	The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash equivalents consist primarily of business savings accounts.
Inventories	The Company measures 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.
Intangible assets	Definite-lived intangible assets include patents and licenses. Patent costs consist primarily of legal and filing fees incurred to file patents on proprietary technology developed by the Company. Patent costs are amortized on a straight-line basis over 20 years beginning with the filing date of the applicable patent. License fees are capitalized and expensed over the term of the licensing agreement. Indefinite-lived intangible assets include trademark costs, which are capitalized with no amortization as they have an indefinite life
Property, plant and equipment	Property, plant and equipment are carried at cost, and depreciation expense commences when the asset is placed into service, which may include receiving applicable regulatory approval. The Company depreciates all asset classes over their estimated useful lives, as follows: Building 25 years Equipment 7 - 10 years Office furniture and equipment 3 years Leasehold improvements shorter of asset life or lease term Vehicles 3 years
Impairment of long-lived assets	The Company reviews the carrying value of its long-lived tangible assets and definite-lived intangible assets on an annual basis or more frequently if facts and circumstances suggest that they may be impaired. The carrying values of such assets are considered impaired when the anticipated identifiable undiscounted cash flows from such assets are less than their carrying values. An impairment loss, if any, is recognized in the amount of the difference between the carrying amount and fair value. Indefinite-lived intangible assets are subject to impairment testing annually or more frequently if impairment indicators arise. The Company’s impairment testing utilizes a discounted cash flow analysis that requires significant management judgment with respect to revenue and expense growth rates, changes in working capital, and the selection and use of the appropriate discount rate. An impairment loss is recognized in the amount of the difference between the carrying amount and fair value.
Revenue Recognition	The Company records revenue on the sale of a product when all revenue recognition criteria are fulfilled, including identifying the contract with a customer; identifying the performance obligations in the contract; determining the transaction price; allocating the transaction price to the performance obligations in the contract; and recognizing revenue when (or as) the Company satisfies a performance obligation. In addition, collectability is assessed before applying the revenue recognition criteria. The Company evaluates customer credit risk in order to conclude it is “probable” it will collect the amount of consideration due in exchange for the goods or services.
Income taxes	The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recorded for the expected future tax consequences of temporary differences between the financial reporting and income tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences reverse. A valuation allowance is established to reduce net deferred tax assets to the amount expected to be realized. The Company follows accounting guidance regarding the recognition, measurement, presentation, and disclosure of uncertain tax positions in the financial statements. Tax positions taken or expected to be taken in the course of preparing the Company’s tax returns are required to be evaluated to determine whether the tax positions are “more likely than not” to be upheld under regulatory review. The resulting tax impact of these tax positions is recognized in the financial statements based on the results of this evaluation. The Company did not recognize any tax liabilities associated with uncertain tax positions, nor has it recognized any interest or penalties related to unrecognized tax positions. Generally, the Company is no longer subject to federal and state tax examinations by tax authorities for years before 2014.
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.
Share-based compensation	The Company measures and recognizes all share-based payment awards, including stock options made to employees and Directors, based on estimated fair values. The fair value of a share-based payment award is estimated on the date of grant using an option pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service period in the Company’s consolidated statement of operations. The Company uses the Black-Scholes option pricing model (“Black-Scholes”) as its method of valuation. Non-employee stock-based compensation is accounted for using Black-Scholes to determine the fair value of warrants or options awarded to non-employees with the fair value of such issuances expensed over the period of service.
Business Combinations	In accounting for business combination transactions, the Company first evaluates whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If that threshold is met, the set is not a business and the transaction is deemed an asset purchase. If, however, the assets acquired include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs, then the transaction is deemed to be the purchase of a business.
Recently issued accounting standards	Recently issued accounting pronouncements that may be relevant to the Company are the following: In August 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The core principle of the guidance is that an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are available to be issued. When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events that will alleviate the substantial doubt are adequately disclosed in the footnotes to the financial statements. This guidance is now effective and has been adopted by the Company. In February 2016, the FASB issued ASU 2016-02, “Leases,” which requires a lessee to recognize lease liabilities for the lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and right-of-use assets, representing the lessee’s right to use, or control the use of, specified assets for the lease term. Additionally, the new guidance has simplified accounting for sale and leaseback transactions. Lessor accounting is largely unchanged. The ASU is effective for fiscal years beginning after December 15, 2018. It is expected that assets and liabilities will increase based upon the present value of remaining lease payments for leases in place at the adoption date. Based on current leases in place, this is not expected to be material to the Company’s consolidated financial statements; however, such amounts may be material to the financial statements depending on terms of any lease renewals and other leases entered into. Management does not expect any other recently issued, but not yet effective, accounting standards to have a material effect on its results of operations or financial condition.

Summary of significant accoun24

Summary of significant accounting policies (Tables)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Property, Plant and Equipment	The Company depreciates all asset classes over their estimated useful lives, as follows: Building 25 years Equipment 7 - 10 years Office furniture and equipment 3 years Leasehold improvements shorter of asset life or lease term Vehicles 3 years Major classifications of property, plant and equipment are summarized as follows for December 31, 2017 and 2016 : 2017 2016 Land $ 676,083 $ 157,107 Building and improvements 9,187,160 1,436,814 Construction in process 5,119,961 277,352 Equipment 8,211,510 1,037,549 Office furniture and equipment 136,091 78,780 Vehicles 29,135 27,201 Total property and equipment $ 23,359,940 $ 3,014,803 Less accumulated depreciation and amortization (1,556,964 ) (1,291,096 ) Property, plant and equipment, net $ 21,802,976 $ 1,723,707

Inventory (Tables)

Inventory (Tables)	12 Months Ended
	Dec. 31, 2017
Inventory Disclosure [Abstract]
Schedule of Inventory	Major classifications of inventory are summarized as follows for December 31, 2017 and 2016 : 2017 2016 Feed $ 60,161 — Eggs 73,967 — Fish in process 38,235 — Total inventory $ 172,363 $ —

Property, plant and equipment (

Property, plant and equipment (Tables)	12 Months Ended
	Dec. 31, 2017
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	The Company depreciates all asset classes over their estimated useful lives, as follows: Building 25 years Equipment 7 - 10 years Office furniture and equipment 3 years Leasehold improvements shorter of asset life or lease term Vehicles 3 years Major classifications of property, plant and equipment are summarized as follows for December 31, 2017 and 2016 : 2017 2016 Land $ 676,083 $ 157,107 Building and improvements 9,187,160 1,436,814 Construction in process 5,119,961 277,352 Equipment 8,211,510 1,037,549 Office furniture and equipment 136,091 78,780 Vehicles 29,135 27,201 Total property and equipment $ 23,359,940 $ 3,014,803 Less accumulated depreciation and amortization (1,556,964 ) (1,291,096 ) Property, plant and equipment, net $ 21,802,976 $ 1,723,707

Prepaid expenses and other cu27

Prepaid expenses and other current assets (Tables)	12 Months Ended
	Dec. 31, 2017
Prepaid Expense and Other Assets, Current [Abstract]
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses and other current assets include the following at December 31, 2017 and 2016 : 2017 2016 Prepaid insurance $ 84,801 $ 35,544 Prepaid supplies 33,132 17,066 Prepaid professional services 16,059 17,533 Prepaid rent and lease deposits 5,852 2,840 Deferred costs of public offering 387,478 — Total prepaid expenses and other current assets $ 527,322 $ 72,983

Accounts payable and accrued 28

Accounts payable and accrued liabilities (Tables)	12 Months Ended
	Dec. 31, 2017
Payables and Accruals [Abstract]
Schedule of Accounts Payable and Accrued Liabilities	Accounts payable and accrued liabilities include the following at December 31, 2017 and 2016 : 2017 2016 Accounts payable $ 1,089,919 $ 161,768 Accrued payroll including vacation 364,368 242,436 Accrued professional fees 438,378 500,430 Accrued research and development costs 4,800 87,751 Accrued franchise and excise taxes 240,880 22,994 Accrued construction costs 509,950 — Accrued other 18,560 2,472 Accounts payable and accrued liabilities $ 2,666,855 $ 1,017,851

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2017
Debt Disclosure [Abstract]
Schedule of Long-term Debt Instruments	The current terms and conditions of long-term debt outstanding at December 31, 2017 and 2016 , are as follows: Interest Monthly Maturity 2017 2016 ACOA AIF grant (C$2,871,919) 0% Royalties - $ 2,287,771 $ 2,135,846 ACOA term loan (C$337,000) 0% C$3,120 June 2026 251,056 — PEI Finance term loan (C$717,093) 4% C$4,333 July 2021 545,387 527,082 Total debt $ 3,084,214 $ 2,662,928 less: current portion (49,794 ) (17,913 ) Long-term debt $ 3,034,420 $ 2,645,015
Schedule of Maturities of Long-term Debt	Principal payments due on the long-term debt are as follows: Year AIF ACOA FPEI Total 2018 $ — $ 29,825 $ 19,969 $ 49,794 2019 — 29,825 20,783 50,608 2020 — 29,825 21,628 51,453 2021 — 29,825 483,007 512,832 2022 — 29,825 — 29,825 Thereafter 2,287,771 101,931 — 2,389,702 Total $ 2,287,771 $ 251,056 $ 545,387 $ 3,084,214

Stockholders' equity (Tables)

Stockholders' equity (Tables)	12 Months Ended
	Dec. 31, 2017
Equity [Abstract]
Nonvested Restricted Stock Shares Activity	A summary of the Company’s unvested shares of restricted stock as of December 31, 2017 , is as follows: Shares Weighted average grant date fair value Unvested at December 31, 2016 4,169 $ 7.72 Granted 1,751 14.20 Vested (3,223 ) 8.19 Unvested at December 31, 2017 2,697 $ 11.37
Share-based Compensation, Stock Options, Activity	The Company’s option activity under the 2006 Plan and the 2016 Plan is summarized as follows: Number of options Weighted average exercise price Outstanding at December 31, 2016 185,591 $ 7.89 Issued 52,500 14.20 Exercised (8,334 ) 3.30 Expired (2,554 ) 19.50 Outstanding at December 31, 2017 227,203 $ 9.39 Exercisable at December 31, 2017 192,748 $ 8.55
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range	The following table summarizes information about options outstanding and exercisable at December 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 - $5.70 90,473 2.2 90,395 $6.90 - $9.60 53,175 4.7 52,713 $9.90 - $10.80 4,800 5.2 4,800 $14.20 - $23.40 78,755 8.2 44,840 227,203 192,748 $8.55
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	The fair values of stock option grants to employees and members of the Board of Directors during 2017 , 2016 , and 2015 were measured on the date of grant using Black-Scholes, with the following weighted average assumptions: 2017 2016 2015 Expected volatility 78% 53% 88% Risk free interest rate 1.80% 1.31% 1.54% Expected dividend yield 0.0% 0.0% 0.0% Expected life (in years) 5 5 5
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs	The following table summarizes share-based compensation costs recognized in the Company’s Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2017 , 2016 , and 2015 : 2017 2016 2015 Research and development $ 3,168 $ 2,115 $ 6,699 Sales and marketing 9,315 65,517 75,843 General and administrative 109,651 150,662 155,280 Total share-based compensation $ 122,134 $ 218,294 $ 237,822

Income taxes (Tables)

Income taxes (Tables)	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Schedule of Income before Income Taxes	The components of loss before income taxes for the years ended December 31, 2017 , 2016 , and 2015 , are presented below: 2017 2016 2015 Domestic $ (6,526,706 ) $ (5,950,862 ) $ (4,780,607 ) Foreign (2,731,941 ) (2,519,799 ) (2,250,905 ) Loss before income taxes $ (9,258,647 ) $ (8,470,661 ) $ (7,031,512 )
Schedule of Effective Income Tax Rate Reconciliation	Income taxes computed using the federal statutory income tax rate differs from the Company’s effective tax rate for the years ended December 31, 2017 , 2016 , and 2015 , primarily due to the following: 2017 2016 2015 Income tax benefit $ (3,147,940 ) $ (2,880,025 ) $ (2,390,714 ) State and provincial income tax, net of federal benefit (678,438 ) (604,354 ) (47,976 ) Permanent differences (2,923 ) 234,247 158,207 US-Foreign rate differential 371,551 359,729 (165,029 ) Other, net (98,947 ) 73,220 (11,125 ) Effect of tax reform 3,687,844 — — 131,147 (2,817,183 ) (2,456,637 ) Change in valuation allowance (131,147 ) 2,817,183 2,456,637 Total income tax $ — $ — $ —
Schedule of Deferred Tax Assets and Liabilities	Significant components of the Company’s deferred tax assets and liabilities are as follows: 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 12,411,425 $ 12,844,999 Foreign research and development tax credit carryforwards 2,832,340 2,428,094 Property and equipment 482,161 412,283 Accounts receivable and other 270 400 Stock options 40,071 50,580 Accrued vacation 26,054 34,107 Accrued compensation 58,131 — Intangible assets (110,899 ) (162,057 ) Total deferred tax assets $ 15,739,553 $ 15,608,406 Valuation allowance $ (15,739,553 ) $ (15,608,406 ) Net deferred tax assets $ — $ —

Commitments and contingencies (

Commitments and contingencies (Tables)	12 Months Ended
	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Summary of Significant Contractual Obligations and Commercial Commitments	The following table summarizes our significant contractual obligations and commercial commitments at December 31, 2017, and the effects such obligations are expected to have on our liquidity and cash flows in future periods (in thousands): Total Less than 1-3 years 3-5 years More than Maynard office lease 333 54 128 134 17 Panama site lease 60 60 — — — Total $ 393 $ 114 $ 128 $ 134 $ 17

Quarterly Financial Informati33

Quarterly Financial Information (unaudited) (Tables)	12 Months Ended
	Dec. 31, 2017
Quarterly Financial Data [Abstract]
Quarterly Financial Information	The following information has been derived from unaudited consolidated statements that, in the opinion of management, include all recurring adjustments necessary for a fair statement of such information. Three Months Ended 2017 March 31 June 30 September 30 December 31 Revenue $ — $ 53,278 $ — $ — Operating loss (2,049,098 ) (2,087,074 ) (2,439,230 ) (2,655,756 ) Net loss (2,055,743 ) (2,093,436 ) (2,446,219 ) (2,663,249 ) Basic and diluted net loss per share $ (0.24 ) $ (0.24 ) $ (0.28 ) $ (0.30 ) Three Months Ended 2016 March 31 June 30 September 30 December 31 Revenue $ — $ — $ — $ — Operating loss (1,796,159 ) (1,979,021 ) (2,008,917 ) (2,280,957 ) Net loss (1,818,977 ) (2,063,836 ) (2,141,826 ) (2,446,022 ) Basic and diluted net loss per share $ (0.35 ) $ (0.39 ) $ (0.41 ) $ (0.45 )

Nature of business and organi34

Nature of business and organization (Details)	Jan. 05, 2017	Jan. 31, 2018USD ($)	Dec. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Dec. 31, 2015USD ($)	Dec. 31, 2014USD ($)
Subsequent Event [Line Items]
Reverse share split	0.0333
Cumulative losses attributable to common stockholders			$ (17,980,689)	$ (2,028,055)	$ 55,571	$ (3,509,379)
Subsequent Event
Subsequent Event [Line Items]
Net proceeds from public offering		$ 10,600,000
Accumulated deficit
Subsequent Event [Line Items]
Cumulative losses attributable to common stockholders			$ 108,532,508	$ 99,273,861	$ 90,803,200	$ 83,771,688

Summary of significant accoun35

Summary of significant accounting policies (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Building
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	25 years
Equipment | Minimum
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	7 years
Equipment | Maximum
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	10 years
Office furniture and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Vehicles
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Patents
Property, Plant and Equipment [Line Items]
Patents, useful life	20 years
Certificates of Deposit
Property, Plant and Equipment [Line Items]
Interest rate on certificate of deposit	0.45%	0.45%

Risks and uncertainties (Detail

Risks and uncertainties (Details) - Dec. 31, 2017	USD ($)shares	CADshares
A/F Protein, Inc.
Concentration Risk [Line Items]
Shares of common stock included in other assets (in shares) | shares	216,281	216,281
Ownership percent, less than	1.00%	1.00%
Cost basis of shares of common stock of A/F Protein | $	$ 21,628
Canada | Cash | Credit Concentration Risk
Concentration Risk [Line Items]
Balances in Canadian bank accounts	$ 56,804	CAD 71,308

Inventory (Details)

Inventory (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Inventory [Line Items]
Total inventory	$ 172,363	$ 0
Feed
Inventory [Line Items]
Total inventory	60,161	0
Eggs
Inventory [Line Items]
Total inventory	73,967	0
Fish in process
Inventory [Line Items]
Total inventory	$ 38,235	$ 0

Property, plant and equipment -

Property, plant and equipment - Schedule of Property, plant and equipment (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 23,359,940	$ 3,014,803
Less accumulated depreciation and amortization	(1,556,964)	(1,291,096)
Property, plant and equipment, net	21,802,976	1,723,707
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	676,083	157,107
Building and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	9,187,160	1,436,814
Construction in process
Property, Plant and Equipment [Line Items]
Total property and equipment	5,119,961	277,352
Equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	8,211,510	1,037,549
Office furniture and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	136,091	78,780
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 29,135	$ 27,201

Property, plant and equipment39

Property, plant and equipment - Narrative (Details)	1 Months Ended		12 Months Ended
	Jun. 30, 2017USD ($)	Jul. 31, 2016USD ($)building	Dec. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Dec. 31, 2015USD ($)
Property, Plant and Equipment [Line Items]
Depreciation			$ 171,242	$ 140,649	$ 104,842
Payments to acquire property, plant and equipment			$ 18,893,264	$ 934,495	$ 74,113
Atlantic Sea Smolt Plant
Property, Plant and Equipment [Line Items]
Payments to acquire property, plant and equipment		$ 717,225
Atlantic Sea Smolt Plant | Construction in process
Property, Plant and Equipment [Line Items]
Payments to acquire property, plant and equipment		$ 4,500,000
Number of buildings to be constructed | building		2
Additional amounts committed		$ 900,000
Bell Fish Company, LLC Aquaculture Facility | Construction in process
Property, Plant and Equipment [Line Items]
Payments to acquire property, plant and equipment	$ 600,000
Bell Fish Company, LLC Aquaculture Facility | Building
Property, Plant and Equipment [Line Items]
Payments to acquire property, plant and equipment	14,200,000
Additional amounts committed	1,200,000
Future obligations related to asset purchase	0
Liabilities assumed	0
Bell Fish Company, LLC Aquaculture Facility | Building | Capital Addition Purchase Commitments
Property, Plant and Equipment [Line Items]
Purchase commitment amount	$ 5,000,000

Prepaid expenses and other cu40

Prepaid expenses and other current assets (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid insurance	$ 84,801	$ 35,544
Prepaid supplies	33,132	17,066
Prepaid professional services	16,059	17,533
Prepaid rent and lease deposits	5,852	2,840
Deferred costs of public offering	387,478	0
Total prepaid expenses and other current assets	$ 527,322	$ 72,983

Accounts payable and accrued 41

Accounts payable and accrued liabilities (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Accounts payable	$ 1,089,919	$ 161,768
Accrued payroll including vacation	364,368	242,436
Accrued professional fees	438,378	500,430
Accrued research and development costs	4,800	87,751
Accrued franchise and excise taxes	240,880	22,994
Accrued construction costs	509,950	0
Accrued other	18,560	2,472
Accounts payable and accrued liabilities	$ 2,666,855	$ 1,017,851

Debt - Conditions of Long Term

Debt - Conditions of Long Term Debt Outstanding (Details)	12 Months Ended
	Dec. 31, 2017CAD	Dec. 31, 2017USD ($)	Dec. 31, 2017CAD	Dec. 31, 2016USD ($)	Dec. 31, 2016CAD	Aug. 31, 2016USD ($)	Aug. 31, 2016CAD	Feb. 29, 2016USD ($)	Feb. 29, 2016CAD	Jan. 31, 2009USD ($)	Jan. 31, 2009CAD
Debt Instrument [Line Items]
Total debt		$ 3,084,214		$ 2,662,928
less: current portion		(49,794)		(17,913)
Long-term debt		$ 3,034,420		2,645,015
Loans Payable | ACOA AIF grant (C$2,871,919)
Debt Instrument [Line Items]
Interest rate		0.00%	0.00%
Total debt		$ 2,287,771		2,135,846						$ 2,287,771	CAD 2,871,919
Debt instrument, face amount | CAD			CAD 2,871,919		CAD 2,871,919
Secured Debt | ACOA term loan (C$337,000)
Debt Instrument [Line Items]
Interest rate		0.00%	0.00%					0.00%	0.00%
Monthly repayment | CAD	CAD 3,120
Total debt		$ 251,056		0
Debt instrument, face amount			CAD 337,000					$ 268,454	CAD 337,000
Secured Debt | PEI Finance term loan (C$717,093)
Debt Instrument [Line Items]
Interest rate		4.00%	4.00%
Monthly repayment | CAD	CAD 4,333
Total debt		$ 545,387		$ 527,082
Debt instrument, face amount			CAD 717,093		CAD 717,093	$ 571,236	CAD 717,093

Debt - Debt Maturities (Details

Debt - Debt Maturities (Details)	Dec. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Jan. 31, 2009USD ($)	Jan. 31, 2009CAD
Debt Instrument [Line Items]
2,018	$ 49,794
2,019	50,608
2,020	51,453
2,021	512,832
2,022	29,825
Thereafter	2,389,702
Total debt	3,084,214	$ 2,662,928
Loans Payable | AIF
Debt Instrument [Line Items]
2,018	0
2,019	0
2,020	0
2,021	0
2,022	0
Thereafter	2,287,771
Total debt	2,287,771	2,135,846	$ 2,287,771	CAD 2,871,919
Secured Debt | ACOA
Debt Instrument [Line Items]
2,018	29,825
2,019	29,825
2,020	29,825
2,021	29,825
2,022	29,825
Thereafter	101,931
Total debt	251,056	0
Secured Debt | FPEI
Debt Instrument [Line Items]
2,018	19,969
2,019	20,783
2,020	21,628
2,021	483,007
2,022	0
Thereafter	0
Total debt	$ 545,387	$ 527,082

Debt - Narrative (Details)

Debt - Narrative (Details)

1 Months Ended

12 Months Ended

Dec. 31, 2016USD ($)shares

Feb. 29, 2016USD ($)

Jan. 31, 2009USD ($)

Dec. 31, 2017USD ($)

Dec. 31, 2016USD ($)

Dec. 31, 2015USD ($)

Dec. 31, 2017CAD

Dec. 31, 2016CAD

Aug. 31, 2016USD ($)

Aug. 31, 2016CAD

Feb. 29, 2016CAD

Jan. 31, 2009CAD

Debt Instrument [Line Items]

Long-term debt

$ 2,662,928

$ 3,084,214

$ 2,662,928

Interest expense

21,520

402,554

$ 0

Common stock

Debt Instrument [Line Items]

Shares of common stock converted (in shares) | shares

1,212,908

Loans Payable | AIF

Debt Instrument [Line Items]

Claim period

5 years

Long-term debt

$ 2,135,846

$ 2,287,771

$ 2,287,771

2,135,846

CAD 2,871,919

Royalty percentage

10.00%

Interest rate

0.00%

0.00%

Debt instrument, face amount | CAD

CAD 2,871,919

CAD 2,871,919

Secured Debt | ACOA

Debt Instrument [Line Items]

Claim period

9 years

Long-term debt

0

$ 251,056

0

Interest rate

0.00%

0.00%

0.00%

0.00%

Debt instrument, face amount

$ 268,454

CAD 337,000

CAD 337,000

Secured Debt | FPEI

Debt Instrument [Line Items]

Long-term debt

527,082

$ 545,387

527,082

Interest rate

4.00%

4.00%

Debt instrument, face amount

CAD 717,093

CAD 717,093

$ 571,236

CAD 717,093

Convertible Debt

Debt Instrument [Line Items]

Interest rate

10.00%

10.00%

Debt instrument, face amount

$ 10,000,000

Draw down amount

$ 2,500,000

Conversion amount

10,000,000

Accrued interest

$ 395,833

$ 395,833

Stockholders' equity - Narrativ

Stockholders' equity - Narrative (Details)	Jan. 05, 2017	Jan. 31, 2017USD ($)$ / sharesshares	Dec. 31, 2016USD ($)shares	Jun. 30, 2015USD ($)$ / sharesshares	Dec. 31, 2017USD ($)vote$ / sharesshares	Dec. 31, 2016USD ($)$ / sharesshares	Dec. 31, 2015USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shares authorized (in shares)					240,000,000
Preferred stock, shares authorized (in shares)					40,000,000
Common stock, shares authorized (in shares)			200,000,000		200,000,000	200,000,000
Preferred stock, shares issued (in shares)			0		0	0
Preferred stock, shares outstanding (in shares)			0		0	0
Common stock, shares issued (in shares)			6,463,936		8,895,094	6,463,936
Common stock, shares outstanding (in shares)			6,463,936		8,895,094	6,463,936
Reverse share split	0.0333
Number of votes per share | vote					1
Issuance of common stock, net of expenses | $					$ 24,989,257		$ 3,000,000
Conversion of debt and accrued interest to common stock | $						$ 10,395,833
Weighted average of stock options granted (in dollars per share) | $ / shares					$ 4.55	$ 4.46	$ 4.06
Intrinsic value of options exercised | $					$ 43,420	$ 6,338	$ 0
Intrinsic value of all options outstanding | $			$ 602,773		17,454	602,773
Intrinsic value of exercisable options | $			$ 597,872		17,454	597,872
Total share based compensation on stock-option grants | $					122,134	$ 218,294	237,822
Unearned share-based compensation to be expensed in future periods | $					$ 157,395
2016 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum amount of awards granted under the 2016 Plan (in shares)					450,000
Shares available for grant (in shares)			450,000		397,500	450,000
Common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock, net of expenses | $		$ 25,000,000			$ 2,421		$ 425
Issuance of common stock, net of expenses (in shares)		2,421,073			2,421,073		424,269
Price of shares issued (in dollars per share) | $ / shares		$ 10.326
Shares of common stock converted (in shares)			1,212,908			1,212,908
Conversion of debt and accrued interest to common stock | $						$ 1,213
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options exercisable (in shares)					227,203
Exercisable term					10 years
Expected dividend yield					0.00%	0.00%	0.00%
Total share based compensation on stock-option grants | $					$ 95,734	$ 200,224	$ 229,218
Period for recognition					2 years
Employee Stock Option | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					1 year
Employee Stock Option | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					3 years
Intrexon | Common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock, net of expenses | $				$ 3,000,000
Issuance of common stock, net of expenses (in shares)				424,269
Price of shares issued (in dollars per share) | $ / shares				$ 7.07

Stockholders' equity - Restrict

Stockholders' equity - Restricted stock (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Weighted average grant date fair value
Expense related to Chairman's restricted stock awards	$ 122,134	$ 218,294	$ 237,822
Restricted Stock
Shares
Beginning balance (in shares)	4,169
Granted (in shares)	1,751
Vested (in shares)	(3,223)
Ending balance (in shares)	2,697	4,169
Weighted average grant date fair value
Beginning balance (in dollars per share)	$ 7.72
Granted (in dollars per share)	14.20
Vested (in dollars per share)	8.19
Ending balance (in dollars per share)	$ 11.37	$ 7.72
Compensation to be expensed in future periods	$ 30,652
Period for recognition	2 years
Board of Directors Chairman | Restricted Stock
Weighted average grant date fair value
Expense related to Chairman's restricted stock awards	$ 26,400	$ 18,070	$ 8,604

Stockholders' equity - Stock Op

Stockholders' equity - Stock Option Activity (Details)	12 Months Ended
	Dec. 31, 2017$ / sharesshares
Number of options
Beginning balance (in shares) | shares	185,591
Issued (in shares) | shares	52,500
Exercised (in shares) | shares	(8,334)
Expired (in shares) | shares	(2,554)
Ending balance (in shares) | shares	227,203
Exercisable (in shares) | shares	192,748
Weighted average exercise price
Beginning balance (in dollars per share) | $ / shares	$ 7.89
Issued (in dollars per share) | $ / shares	14.20
Exercised (in dollars per share) | $ / shares	3.30
Expired (in dollars per share) | $ / shares	19.50
Ending balance (in dollars per share) | $ / shares	9.39
Exercisable (in dollars per share) | $ / shares	$ 8.55

Stockholders' equity - Summary

Stockholders' equity - Summary of Options Outstanding and Exercisable (Details)	12 Months Ended
	Dec. 31, 2017$ / sharesshares
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares) | shares	227,203
Number of options exercisable (in shares) | shares	192,748
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	$ 8.55
Weighted average exercise price of exercisable options (in dollars per share) | $ / shares	$ 8.55
$3.30 - $5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares) | shares	90,473
Weighted average remaining estimated life (in years)	2 years 2 months 12 days
Number of options exercisable (in shares) | shares	90,395
$6.90 - $9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares) | shares	53,175
Weighted average remaining estimated life (in years)	4 years 8 months 12 days
Number of options exercisable (in shares) | shares	52,713
$9.90 - $10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares) | shares	4,800
Weighted average remaining estimated life (in years)	5 years 2 months 12 days
Number of options exercisable (in shares) | shares	4,800
$14.20 - $23.40
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares) | shares	78,755
Weighted average remaining estimated life (in years)	8 years 2 months 12 days
Number of options exercisable (in shares) | shares	44,840
Minimum | $3.30 - $5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	$ 3.30
Minimum | $6.90 - $9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	6.90
Minimum | $9.90 - $10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	9.90
Minimum | $14.20 - $23.40
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	14.20
Maximum | $3.30 - $5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	5.70
Maximum | $6.90 - $9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	9.60
Maximum | $9.90 - $10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	10.80
Maximum | $14.20 - $23.40
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average exercise price of outstanding options (in dollars per share) | $ / shares	$ 23.40

Stockholders' equity - Weighted

Stockholders' equity - Weighted Average Assumptions (Details) - Employee Stock Option	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	78.00%	53.00%	88.00%
Risk free interest rate	1.80%	1.31%	1.54%
Expected dividend yield	0.00%	0.00%	0.00%
Expected life (in years)	5 years	5 years	5 years

Stockholders' equity - Compensa

Stockholders' equity - Compensation Costs Recognized on Financial Statements (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation	$ 122,134	$ 218,294	$ 237,822
Research and development
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation	3,168	2,115	6,699
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation	9,315	65,517	75,843
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation	$ 109,651	$ 150,662	$ 155,280

Income taxes - Components of Lo

Income taxes - Components of Loss Before Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Domestic	$ (6,526,706)	$ (5,950,862)	$ (4,780,607)
Foreign	(2,731,941)	(2,519,799)	(2,250,905)
Loss before income taxes	$ (9,258,647)	$ (8,470,661)	$ (7,031,512)

Income taxes - Components of In

Income taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Income tax benefit	$ (3,147,940)	$ (2,880,025)	$ (2,390,714)
State and provincial income tax, net of federal benefit	(678,438)	(604,354)	(47,976)
Permanent differences	(2,923)	234,247	158,207
US-Foreign rate differential	371,551	359,729	(165,029)
Other, net	(98,947)	73,220	(11,125)
Effect of tax reform	3,687,844	0	0
Income tax expense, before valuation allowance	131,147	(2,817,183)	(2,456,637)
Change in valuation allowance	(131,147)	2,817,183	2,456,637
Total income tax	$ 0	$ 0	$ 0

Income taxes - Narrative (Detai

Income taxes - Narrative (Details) $ in Millions	Dec. 31, 2017USD ($)
Domestic Tax Authority
Tax Credit Carryforward [Line Items]
Domestic operating loss carryforwards	$ 28.2
Foreign Tax Authority
Tax Credit Carryforward [Line Items]
Domestic operating loss carryforwards	15.7
Foreign Tax Authority | Research Tax Credit Carryforward
Tax Credit Carryforward [Line Items]
Foreign research and development tax credit carryforwards	$ 2.8

Income taxes - Components of De

Income taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 12,411,425	$ 12,844,999
Foreign research and development tax credit carryforwards	2,832,340	2,428,094
Property and equipment	482,161	412,283
Accounts receivable and other	270	400
Stock options	40,071	50,580
Accrued vacation	26,054	34,107
Accrued compensation	58,131	0
Intangible assets	(110,899)	(162,057)
Total deferred tax assets	15,739,553	15,608,406
Valuation allowance	(15,739,553)	(15,608,406)
Net deferred tax assets	0	0
Increases in valuation allowance	$ 131,147	$ 2,817,183

Commitments and contingencies -

Commitments and contingencies - Narrative (Details)	1 Months Ended		12 Months Ended
	Jul. 31, 2017USD ($)ft²	May 31, 2016USD ($)	Dec. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Dec. 31, 2015USD ($)
Operating Leased Assets [Line Items]
Future minimum lease payments			$ 392,824
Rent expense			214,634	$ 202,788	$ 202,237
Less than 1 year			114,411
Minimum commitments due in 2019			62,858
Office Space Located in Maynard, Massachusetts
Operating Leased Assets [Line Items]
Square feet of office space | ft²	3,558
Future minimum lease payments	$ 332,824		333,000
Term of lease contract	5 years 7 months
Less than 1 year			54,000
Panama Farm Site
Operating Leased Assets [Line Items]
Future minimum lease payments		$ 360,000	60,000
Term of lease contract		2 years
Less than 1 year			$ 60,000

Commitments and contingencies56

Commitments and contingencies - Summary of Significant Contractual Obligations and Commercial Commitments (Details) - USD ($)	Dec. 31, 2017	Jul. 31, 2017	May 31, 2016
Operating Leased Assets [Line Items]
Total	$ 392,824
Less than 1 year	114,411
1-3 years	128,000
3-5 years	134,000
More than 5 years	17,000
Office Space Located in Maynard, Massachusetts
Operating Leased Assets [Line Items]
Total	333,000	$ 332,824
Less than 1 year	54,000
1-3 years	128,000
3-5 years	134,000
More than 5 years	17,000
Panama Farm Site
Operating Leased Assets [Line Items]
Total	60,000		$ 360,000
Less than 1 year	60,000
1-3 years	0
3-5 years	0
More than 5 years	$ 0

Retirement plan (Details)

Retirement plan (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
United States
Defined Contribution Plan Disclosure [Line Items]
Employer contributions to retirement plan	$ 31,308	$ 33,422	$ 29,931
Canada
Defined Contribution Plan Disclosure [Line Items]
Employer contributions to retirement plan	$ 26,578	$ 21,777	$ 16,274

Related Party Collaboration A58

Related Party Collaboration Agreement (Details) - Exclusive Channel Collaborations Agreement - Intrexon - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Feb. 28, 2013
Related Party Transaction [Line Items]
Percentage of gross profits due quarterly to Intrexon				16.66%
Percentage of quarterly revenue from sublicensor due to Intrexon				50.00%
Service costs incurred	$ 562,039	$ 912,182	$ 1,186,404
Amounts included in accounts payable and accrued liabilities	$ 135,301	$ 73,780

Quarterly Financial Informati59

Quarterly Financial Information (unaudited) (Details) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Quarterly Financial Data [Abstract]
Product Revenues	$ 0	$ 0	$ 53,278	$ 0	$ 0	$ 0	$ 0	$ 0	$ 53,278	$ 0	$ 0
Operating loss	(2,655,756)	(2,439,230)	(2,087,074)	(2,049,098)	(2,280,957)	(2,008,917)	(1,979,021)	(1,796,159)	(9,232,099)	(8,065,054)	(7,028,486)
Net loss	$ (2,663,249)	$ (2,446,219)	$ (2,093,436)	$ (2,055,743)	$ (2,446,022)	$ (2,141,826)	$ (2,063,836)	$ (1,818,977)	$ (9,258,647)	$ (8,470,661)	$ (7,031,512)
Basic and diluted net loss per share (in dollars per share)	$ (0.30)	$ (0.28)	$ (0.24)	$ (0.24)	$ (0.45)	$ (0.41)	$ (0.39)	$ (0.35)	$ (1.06)	$ (1.60)	$ (1.40)

Subsequent events (Details)

Subsequent events (Details) - Subsequent Event - USD ($)	Feb. 17, 2018	Jan. 17, 2018
Subsequent Event [Line Items]
Warrants issued, term		5 years
Exercise price of warrants (in dollars per share)		$ 3.25
Proceeds from warrants	$ 5,338
Intrexon
Subsequent Event [Line Items]
Number of shares issued	1,538,461
Common stock and warrants purchased by Intrexon, value	$ 5,000,000
Common stock
Subsequent Event [Line Items]
Number of shares issued	0
Public Offering | Common stock
Subsequent Event [Line Items]
Value of stock issued		$ 12,000,000
Number of shares issued		3,692,307
Price per share (in dollars per share)		$ 3.25
Over-Allotment Option
Subsequent Event [Line Items]
Warrants purchased (in shares)	533,846
Over-Allotment Option | Common stock
Subsequent Event [Line Items]
Number of shares issued		533,846