AquaBounty (AQB) 10-Q 8 May 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 08, 2018
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Trading Symbol	AQB
Entity Registrant Name	Aquabounty Technologies, Inc.
Entity Central Index Key	1,603,978
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		12,826,820

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 6,839,389	$ 492,861
Certificate of deposit	13,045	13,422
Other receivables	217,536	183,926
Inventory	125,293	172,363
Prepaid expenses and other current assets	156,973	527,322
Total current assets	7,352,236	1,389,894
Property, plant and equipment, net	23,599,868	21,802,976
Definite-lived intangible assets, net	181,569	184,995
Indefinite-lived intangible assets	191,800	191,800
Other assets	162,093	162,093
Total assets	31,487,566	23,731,758
Current liabilities:
Accounts payable and accrued liabilities	2,092,927	2,666,855
Current debt	59,260	49,794
Total current liabilities	2,152,187	2,716,649
Long-term debt	3,001,813	3,034,420
Total liabilities	5,154,000	5,751,069
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value, 200,000,000 shares authorized; 12,675,533 (2017: 8,895,094) shares outstanding	12,676	8,895
Additional paid-in capital	137,629,187	126,718,186
Accumulated other comprehensive loss	(326,002)	(213,884)
Accumulated deficit	(110,982,295)	(108,532,508)
Total stockholders’ equity	26,333,566	17,980,689
Total liabilities and stockholders’ equity	$ 31,487,566	$ 23,731,758

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, share authorized (in shares)	200,000,000	200,000,000
Common stock, shares outstanding (in shares)	12,675,533	8,895,094

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues
Product revenues	$ 19,097	$ 0
Costs and expenses
Product costs	16,232	0
Sales and marketing	81,647	208,288
Research and development	977,817	720,022
General and administrative	1,386,873	1,120,788
Total costs and expenses	2,462,569	2,049,098
Operating loss	(2,443,472)	(2,049,098)
Other income (expense)
Gain on disposal of equipment	1,160	0
Interest expense	(5,402)	(5,280)
Other income (expense), net	(2,073)	(1,365)
Total other income (expense)	(6,315)	(6,645)
Net loss	(2,449,787)	(2,055,743)
Other comprehensive loss:
Foreign currency translation loss	(112,118)	(14,286)
Total other comprehensive loss	(112,118)	(14,286)
Comprehensive loss	$ (2,561,905)	$ (2,070,029)
Basic and diluted net loss per share (in dollars per share)	$ (0.21)	$ (0.24)
Weighted average number of common shares - basic and diluted (in shares)	11,940,874	8,400,795

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity - 3 months ended Mar. 31, 2018 - USD ($)	Total	Common Stock	Additional paid-in capital	Accumulated other comprehensive loss	Accumulated deficit
Beginning Balance, issued and outstanding (in shares) at Dec. 31, 2017		8,895,094
Beginning Balance at Dec. 31, 2017	$ 17,980,689	$ 8,895	$ 126,718,186	$ (213,884)	$ (108,532,508)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(2,449,787)				(2,449,787)
Other comprehensive loss	(112,118)			(112,118)
Issuance of common stock and warrants, net of expenses (in shares)		3,692,307
Issuance of common stock and warrants, net of expenses	10,616,048	$ 3,692	10,612,356
Exercise of warrants for common stock (in shares)		76,981
Exercise of warrants for common stock	250,188	$ 77	250,111
Share based compensation (in shares)		11,151
Share based compensation	48,546	$ 12	48,534
Ending Balance, issued and outstanding (in shares) at Mar. 31, 2018		12,675,533
Ending Balance at Mar. 31, 2018	$ 26,333,566	$ 12,676	$ 137,629,187	$ (326,002)	$ (110,982,295)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Operating activities
Net loss	$ (2,449,787)	$ (2,055,743)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation and amortization	67,450	46,873
Share-based compensation	48,546	12,061
Gain on disposal of equipment	(1,160)	0
Changes in operating assets and liabilities:
Other receivables	(39,371)	72,445
Inventory	46,047	(101,046)
Prepaid expenses and other assets	369,621	(191,015)
Accounts payable and accrued liabilities	(508,423)	(287,597)
Net cash used in operating activities	(2,467,077)	(2,504,022)
Investing activities
Purchase of property, plant and equipment	(2,034,048)	(457,223)
Proceeds on sale of equipment	1,173	0
Net cash used in investing activities	(2,032,875)	(457,223)
Financing activities
Proceeds from issuance of debt	0	125,758
Repayment of term debt	(14,168)	(4,563)
Proceeds from the issuance of common stock and warrants, net	10,616,048	24,989,257
Proceeds from the exercise of stock warrants	250,188	0
Net cash provided by financing activities	10,852,068	25,110,452
Effect of exchange rate changes on cash and cash equivalents	(5,588)	(1,212)
Net change in cash and cash equivalents	6,346,528	22,147,995
Cash and cash equivalents at beginning of period	492,861	3,324,609
Cash and cash equivalents at the end of period	6,839,389	25,472,604
Supplemental disclosure of cash flow information and non-cash transactions:
Interest paid in cash	5,402	5,280
Property and equipment included in accounts payable and accrued liabilities	976,208	54,297
Acquisition of equipment under debt agreement	$ 75,911	$ 0

Nature of business and organiza

Nature of business and organization	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of business and organization	Nature of business and organization AquaBounty Technologies, Inc. (the “Parent” and, together with its subsidiaries, the “Company”) was incorporated in December 1991 in the State of Delaware for the purpose of conducting research and development of the commercial viability of a group of proteins commonly known as antifreeze proteins. In 1996, the Parent obtained the exclusive licensing rights for a gene construct (transgene) used to create a breed of farm‑raised Atlantic salmon that exhibit growth rates that are substantially faster than traditional salmon. In 2015, the Parent obtained approval from the US Food and Drug Administration (the “FDA”) for the production, sale, and consumption of its AquAdvantage® Salmon product in the United States. In 2016, the Parent obtained approval from Health Canada 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 for the purpose of establishing a commercial biotechnology laboratory to conduct research and development programs related to the Parent’s technologies and to commercialize the Parent’s products in Canada. 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 “U.S. 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 U.S. Subsidiary, was formed in June 2017 in the State of Delaware for the purpose of operating its aquaculture facility in Albany, Indiana. AquaBounty Brasil Participações Ltda. (the “Brazil Subsidiary”) was incorporated in May 2015 for the purpose of conducting field trials and commercializing the Parent’s products in Brazil.

Basis of presentation

Basis of presentation	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of presentation	Basis of presentation The unaudited interim consolidated financial statements include the accounts of AquaBounty Technologies, Inc. and its wholly owned direct and indirect subsidiaries, AQUA Bounty Canada Inc.; AquaBounty Panama, S. de R.L.; AquaBounty Farms, Inc.; AquaBounty Farms Indiana LLC; and AquaBounty Brasil Participações Ltda. All inter-company transactions and balances have been eliminated upon consolidation. The unaudited interim consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”) consistent with those applied in, and should be read in conjunction with, the Company’s audited financial statements and related footnotes for the year ended December 31, 2017. The unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position as of March 31, 2018, and its results of operations and cash flows for the interim periods presented and are not necessarily indicative of results for subsequent interim periods or for the full year. The unaudited interim consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements, as allowed by the relevant SEC rules and regulations; however, the Company believes that its disclosures are adequate to ensure that the information presented is not misleading. Net loss per share Basic and diluted net loss per share available to common stockholders has been calculated by dividing net loss by the weighted average number of common shares outstanding during the period. Basic net loss is based solely on the number of common shares outstanding during the period. 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. Accounting Pronouncements In February 2016, the Financial Accounting Standards Board 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 recently issued, but not yet effective, accounting standards to have a material effect on its results of operations or financial condition. Liquidity and Management’s Plan At March 31, 2018, the Company’s cash balance totaled $6.8 million . Management has evaluated the Company’s cash resources as of May 1, 2018, in view of its planned spending for ongoing operations, capital expenditures, and working capital for the next twelve months and has determined that its current funds will be used by the end of December 2018 primarily due to increased working capital requirements. However, management believes that the Company can continue as a going concern. Management’s assessment is based on its belief that the Company will be able to raise additional equity or debt to fund its requirements. Additionally, management has the ability to manage expenditures, including the slowing down, delaying, or halting of construction projects at our farm sites, in order to slow down spending to conserve the Company’s cash if there is a delay in obtaining new funding. 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.

Risks and uncertainties

Risks and uncertainties	3 Months Ended
	Mar. 31, 2018
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 mitigated by the Company’s policy to limit the balances held in these accounts. Balances in Canadian bank accounts totaled $860,147 at March 31, 2018 . 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.

Inventory

Inventory	3 Months Ended
	Mar. 31, 2018
Inventory Disclosure [Abstract]
Inventory	Inventory Major classifications of inventory are summarized as follows: March 31, December 31, 2018 2017 Feed $ 49,873 $ 60,161 Eggs 24,552 73,967 Fish in process 50,868 38,235 Total inventory $ 125,293 $ 172,363

Property, plant and equipment

Property, plant and equipment	3 Months Ended
	Mar. 31, 2018
Property, Plant and Equipment [Abstract]
Property, plant and equipment	Property, plant and equipment Major classifications of property, plant and equipment are summarized as follows: March 31, December 31, 2018 2017 Land $ 720,166 $ 676,083 Building and improvements 9,130,696 9,187,160 Construction in process 6,910,525 5,119,961 Equipment 8,253,941 8,211,510 Office furniture and equipment 135,065 136,091 Vehicles 28,346 29,135 Total property and equipment $ 25,178,739 $ 23,359,940 Less accumulated depreciation and amortization (1,578,871 ) (1,556,964 ) Property, plant and equipment, net $ 23,599,868 $ 21,802,976 Depreciation and amortization expense was $64,024 and $43,447 for the three months ended March 31, 2018 and 2017 , respectively. Included as construction in process is $5.4 million for renovation and new construction costs incurred at our Rollo Bay farm site. An additional $1.2 million has been committed. The grow-out building is expected to be complete by year end and the broodstock building during the first quarter of 2019. On June 22, 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 Company intends 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 $1.5 million in renovation costs incurred at the site. The Company currently has an additional $0.8 million committed to this project. This facility is expected to go into service in the third quarter of 2018, although upgrades will continue through 2019.

Accounts payable and accrued li

Accounts payable and accrued liabilities	3 Months Ended
	Mar. 31, 2018
Payables and Accruals [Abstract]
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities Accounts payable and accrued liabilities include the following: March 31, December 31, 2018 2017 Accounts payable $ 1,076,845 $ 1,089,919 Accrued payroll including vacation 260,843 364,368 Accrued professional fees and research costs 248,722 443,178 Accrued franchise and excise taxes 109,237 240,880 Accrued construction costs 367,940 509,950 Accrued other 29,340 18,560 Accounts payable and accrued liabilities $ 2,092,927 $ 2,666,855

Debt

Debt	3 Months Ended
	Mar. 31, 2018
Debt Disclosure [Abstract]
Debt	Debt The current material terms and conditions of debt outstanding are as follows: Original loan amount Interest Monthly Maturity March 31, 2018 December 31, 2017 ACOA AIF grant (C$2,871,919) 0% Royalties - $ 2,225,737 $ 2,287,771 ACOA term loan (C$337,000) 0% C$3,120 June 2026 236,995 251,056 Kubota Canada Ltd. (C$95,961) 0% C$1,142 January 2025 $ 72,599 $ — Finance PEI term loan (C$717,093) 4% C$4,333 July 2021 525,742 545,387 Total debt $ 3,061,073 $ 3,084,214 less: current portion (59,260 ) (49,794 ) Long-term debt $ 3,001,813 $ 3,034,420 Estimated principal payments remaining on loan debt are as follows: Year AIF ACOA FPEI Kubota Total 2018 $ — $ 21,762 $ 14,571 $ 7,968 $ 44,301 2019 — 29,016 20,219 10,624 59,859 2020 — 29,016 21,042 10,624 60,682 2021 — 29,016 469,910 10,624 509,550 2022 — 29,016 — 10,624 39,640 Thereafter 2,225,737 99,169 — 22,135 2,347,041 Total $ 2,225,737 $ 236,995 $ 525,742 $ 72,599 $ 3,061,073 Atlantic Canada Opportunities Agency (“ACOA”) ACOA is a Canadian government agency that provides funding to support the development of businesses and 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. Contributions under the grant were made through 2014 and no further funds are available. 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. Revenue from the sale of AquAdvantage 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. All available funding under the agreement was disbursed through May 2017, and no further amounts are available. The loan is being repaid over a period of nine years. Kubota Canada Ltd. (“Kubota”) Kubota is a manufacturer of power equipment for the construction, agriculture, commercial, and residential industries. In January 2018, the Canadian Subsidiary financed the purchase of equipment through a lease with Kubota. The total amount financed was $75,911 and is being repaid in monthly installments. The loan is secured by the underlying equipment. 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 to partially finance the purchase of the assets of the former Atlantic Sea Smolt plant in Rollo Bay West on Prince Edward Island. The loan is being repaid through monthly payments of principal and interest with a balloon payment for the balance due in July 2021. The loan is collateralized by a mortgage executed by the Canadian Subsidiary, which conveys a first security interest in all of its current and acquired assets. The loan is guaranteed by the Parent. The Company recognized interest expense of $5,331 and $5,270 for the three months ended March 31, 2018 and 2017 , respectively, on its interest-bearing debt.

Stockholders' equity

Stockholders' equity	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Stockholders' equity	Stockholders’ equity Recent issuances In January 2018, the Company completed a public offering of 3,692,307 Common Shares and warrants for 4,246,153 Common Shares. Net proceeds to the Company were $10.6 million after deducting discounts, fees, and expenses. Intrexon Corporation, the Company’s majority shareholder, participated in the offering, purchasing 1,538,461 Common Shares and warrants for 1,538,461 Common Shares for gross proceeds of $5.0 million . In March 2018, the Company issued 76,981 Common Shares in conjunction with the exercise of warrants, with total proceeds of $250,188 . Warrants In connection with a public offering of Common Shares that was completed in January 2018, the Company issued warrants to purchase 4,246,153 Common Shares. Each warrant has an exercise price per share of $3.25 , is immediately exercisable, and will expire five years from the date of issuance. The following table summarizes information about outstanding warrants at March 31, 2018 : Number of warrant shares Weighted average exercise price Outstanding at December 31, 2017 Issued 4,246,153 $3.25 Exercised (76,981 ) 3.25 Outstanding at March 31, 2018 4,169,172 $3.25 Exercisable at March 31, 2018 4,169,172 $3.25 Share-based compensation Restricted stock A summary of the Company’s unvested shares of restricted stock as of March 31, 2018 , is as follows: Shares Weighted average grant date fair value Unvested at December 31, 2017 2,697 $11.37 Granted 11,151 2.50 Vested (1,004 ) 7.02 Unvested at March 31, 2018 12,844 $4.01 During the three months ended March 31, 2018 and 2017 , the Company expensed $6,967 and $4,905 , respectively, related to the Chairman’s restricted stock awards. At March 31, 2018 , the balance of unearned share-based compensation to be expensed in future periods related to the restricted stock awards is $51,346 . The period over which the unearned share-based compensation is expected to be earned is approximately 2.8 years. Stock options The Company’s option activity is summarized as follows: Number of options Weighted average exercise price Outstanding at December 31, 2017 227,203 $9.39 Issued 113,561 2.50 Outstanding at March 31, 2018 340,764 $7.09 Exercisable at March 31, 2018 207,390 $8.37 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 the three months ended March 31, 2018 , was $1.65 . The total intrinsic value of all options outstanding was $51,102 and $17,454 at March 31, 2018 , and December 31, 2017 , respectively. The total intrinsic value of exercisable options was $4,480 and $17,454 at March 31, 2018 , and December 31, 2017 , respectively. The following table summarizes information about options outstanding and exercisable at March 31, 2018 : Weighted average exercise price of outstanding options Number of options outstanding Weighted average remaining estimated life (in years) Number of options exercisable Weighted average exercise price of outstanding and exercisable options $2.50 - $5.70 204,034 6.4 100,427 $6.90 - $9.60 53,175 4.5 52,989 $9.90 - $10.80 4,800 4.9 4,800 $14.20 - $23.40 78,755 8.0 49,174 340,764 207,390 $8.37 Total share-based compensation on stock-option grants amounted to $41,579 and $7,156 for the three months ended March 31, 2018 and 2017 , respectively. At March 31, 2018 , the balance of unearned share-based compensation to be expensed in future periods related to unvested share-based awards was $305,761 . The period over which the unearned share-based compensation is expected to be earned is approximately 1.9 years.

Commitments and contingencies

Commitments and contingencies	3 Months Ended
	Mar. 31, 2018
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. See Note 5 for commitments related to our renovation and construction costs. There have been no other material changes to the commitments and contingencies disclosed in our annual report on Form 10‑K as of and for the year ended December 31, 2017.

Related Party Collaboration Agr

Related Party Collaboration Agreement	3 Months Ended
	Mar. 31, 2018
Related Party Transactions [Abstract]
Related Party Collaboration Agreement	Related Party Collaboration Agreement In February 2013, the Company entered into an Exclusive Channel Collaboration agreement (“ECC”) with Intrexon pursuant to which the Company will use Intrexon’s UltraVector and other technology platforms to develop and commercialize additional genetically modified traits in finfish for human consumption. Total Intrexon service costs incurred under the terms of this agreement for the three months ended March 31, 2018 and 2017 , amounted to $84,480 and $181,500 , respectively, and are included as a component of research and development expense in our Consolidated Statements of Operations and Comprehensive Loss. Included in accounts payable and accrued liabilities at March 31, 2018 , and December 31, 2017 , are amounts due to Intrexon under the ECC totaling $38,477 and $135,301 , respectively.

Basis of presentation (Policies

Basis of presentation (Policies)	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Consolidation	The unaudited interim consolidated financial statements include the accounts of AquaBounty Technologies, Inc. and its wholly owned direct and indirect subsidiaries, AQUA Bounty Canada Inc.; AquaBounty Panama, S. de R.L.; AquaBounty Farms, Inc.; AquaBounty Farms Indiana LLC; and AquaBounty Brasil Participações Ltda. All inter-company transactions and balances have been eliminated upon consolidation.
Basis of presentation	The unaudited interim consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”) consistent with those applied in, and should be read in conjunction with, the Company’s audited financial statements and related footnotes for the year ended December 31, 2017. The unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position as of March 31, 2018, and its results of operations and cash flows for the interim periods presented and are not necessarily indicative of results for subsequent interim periods or for the full year. The unaudited interim consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements, as allowed by the relevant SEC rules and regulations; however, the Company believes that its disclosures are adequate to ensure that the information presented is not misleading.
Net loss per share	Basic and diluted net loss per share available to common stockholders has been calculated by dividing net loss by the weighted average number of common shares outstanding during the period. Basic net loss is based solely on the number of common shares outstanding during the period. 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.
Accounting Pronouncements	In February 2016, the Financial Accounting Standards Board 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 recently issued, but not yet effective, accounting standards to have a material effect on its results of operations or financial condition.

Inventory (Tables)

Inventory (Tables)	3 Months Ended
	Mar. 31, 2018
Inventory Disclosure [Abstract]
Major classifications of inventory	Major classifications of inventory are summarized as follows: March 31, December 31, 2018 2017 Feed $ 49,873 $ 60,161 Eggs 24,552 73,967 Fish in process 50,868 38,235 Total inventory $ 125,293 $ 172,363

Property, plant and equipment (

Property, plant and equipment (Tables)	3 Months Ended
	Mar. 31, 2018
Property, Plant and Equipment [Abstract]
Major classifications of property, plant and equipment	Major classifications of property, plant and equipment are summarized as follows: March 31, December 31, 2018 2017 Land $ 720,166 $ 676,083 Building and improvements 9,130,696 9,187,160 Construction in process 6,910,525 5,119,961 Equipment 8,253,941 8,211,510 Office furniture and equipment 135,065 136,091 Vehicles 28,346 29,135 Total property and equipment $ 25,178,739 $ 23,359,940 Less accumulated depreciation and amortization (1,578,871 ) (1,556,964 ) Property, plant and equipment, net $ 23,599,868 $ 21,802,976

Accounts payable and accrued 20

Accounts payable and accrued liabilities (Tables)	3 Months Ended
	Mar. 31, 2018
Payables and Accruals [Abstract]
Schedule of accounts payable and accrued liabilities	Accounts payable and accrued liabilities include the following: March 31, December 31, 2018 2017 Accounts payable $ 1,076,845 $ 1,089,919 Accrued payroll including vacation 260,843 364,368 Accrued professional fees and research costs 248,722 443,178 Accrued franchise and excise taxes 109,237 240,880 Accrued construction costs 367,940 509,950 Accrued other 29,340 18,560 Accounts payable and accrued liabilities $ 2,092,927 $ 2,666,855

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2018
Debt Disclosure [Abstract]
Material terms and conditions of outstanding debt	The current material terms and conditions of debt outstanding are as follows: Original loan amount Interest Monthly Maturity March 31, 2018 December 31, 2017 ACOA AIF grant (C$2,871,919) 0% Royalties - $ 2,225,737 $ 2,287,771 ACOA term loan (C$337,000) 0% C$3,120 June 2026 236,995 251,056 Kubota Canada Ltd. (C$95,961) 0% C$1,142 January 2025 $ 72,599 $ — Finance PEI term loan (C$717,093) 4% C$4,333 July 2021 525,742 545,387 Total debt $ 3,061,073 $ 3,084,214 less: current portion (59,260 ) (49,794 ) Long-term debt $ 3,001,813 $ 3,034,420
Estimated principal payments on loan debt	Estimated principal payments remaining on loan debt are as follows: Year AIF ACOA FPEI Kubota Total 2018 $ — $ 21,762 $ 14,571 $ 7,968 $ 44,301 2019 — 29,016 20,219 10,624 59,859 2020 — 29,016 21,042 10,624 60,682 2021 — 29,016 469,910 10,624 509,550 2022 — 29,016 — 10,624 39,640 Thereafter 2,225,737 99,169 — 22,135 2,347,041 Total $ 2,225,737 $ 236,995 $ 525,742 $ 72,599 $ 3,061,073

Stockholders' equity (Tables)

Stockholders' equity (Tables)	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Schedule of outstanding warrants	The following table summarizes information about outstanding warrants at March 31, 2018 : Number of warrant shares Weighted average exercise price Outstanding at December 31, 2017 Issued 4,246,153 $3.25 Exercised (76,981 ) 3.25 Outstanding at March 31, 2018 4,169,172 $3.25 Exercisable at March 31, 2018 4,169,172 $3.25
Schedule of restricted stock activity	A summary of the Company’s unvested shares of restricted stock as of March 31, 2018 , is as follows: Shares Weighted average grant date fair value Unvested at December 31, 2017 2,697 $11.37 Granted 11,151 2.50 Vested (1,004 ) 7.02 Unvested at March 31, 2018 12,844 $4.01
Schedule of stock option activity	The Company’s option activity is summarized as follows: Number of options Weighted average exercise price Outstanding at December 31, 2017 227,203 $9.39 Issued 113,561 2.50 Outstanding at March 31, 2018 340,764 $7.09 Exercisable at March 31, 2018 207,390 $8.37
Summary of options outstanding and exercisable	The following table summarizes information about options outstanding and exercisable at March 31, 2018 : Weighted average exercise price of outstanding options Number of options outstanding Weighted average remaining estimated life (in years) Number of options exercisable Weighted average exercise price of outstanding and exercisable options $2.50 - $5.70 204,034 6.4 100,427 $6.90 - $9.60 53,175 4.5 52,989 $9.90 - $10.80 4,800 4.9 4,800 $14.20 - $23.40 78,755 8.0 49,174 340,764 207,390 $8.37

Basis of presentation (Details)

Basis of presentation (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash balance	$ 6,839,389	$ 492,861	$ 25,472,604	$ 3,324,609

Risks and uncertainties (Detail

Risks and uncertainties (Details)	Mar. 31, 2018USD ($)
Concentration of credit risk | Cash | Canada
Concentration Risk [Line Items]
Balance in Canadian bank accounts	$ 860,147

Inventory (Details)

Inventory (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Inventory [Line Items]
Inventory	$ 125,293	$ 172,363
Feed
Inventory [Line Items]
Inventory	49,873	60,161
Eggs
Inventory [Line Items]
Inventory	24,552	73,967
Fish in process
Inventory [Line Items]
Inventory	$ 50,868	$ 38,235

Property, plant and equipment -

Property, plant and equipment - Schedule of property, plant and equipment (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 25,178,739	$ 23,359,940
Less accumulated depreciation and amortization	(1,578,871)	(1,556,964)
Property, plant and equipment, net	23,599,868	21,802,976
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	720,166	676,083
Building and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	9,130,696	9,187,160
Construction in process
Property, Plant and Equipment [Line Items]
Total property and equipment	6,910,525	5,119,961
Equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	8,253,941	8,211,510
Office furniture and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	135,065	136,091
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 28,346	$ 29,135

Property, plant and equipment27

Property, plant and equipment - Additional Information (Details) - USD ($)	Jun. 22, 2017	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense		$ 64,024	$ 43,447
Construction in process		25,178,739		$ 23,359,940
Purchase of land, buildings, and equipment		2,034,048	$ 457,223
Capital Additions | Rollo Bay farm site
Property, Plant and Equipment [Line Items]
Amount committed to renovations		1,200,000
Capital Additions | Bell Fish Company, LLC aquaculture facility
Property, Plant and Equipment [Line Items]
Amount committed to renovations		800,000
Construction in process
Property, Plant and Equipment [Line Items]
Construction in process		6,910,525		$ 5,119,961
Construction in process | Rollo Bay farm site
Property, Plant and Equipment [Line Items]
Construction in process		5,400,000
Construction in process | Bell Fish Company, LLC aquaculture facility
Property, Plant and Equipment [Line Items]
Construction in process		$ 1,500,000
Facility | Bell Fish Company, LLC aquaculture facility
Property, Plant and Equipment [Line Items]
Purchase of land, buildings, and equipment	$ 14,200,000

Accounts payable and accrued 28

Accounts payable and accrued liabilities (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Payables and Accruals [Abstract]
Accounts payable	$ 1,076,845	$ 1,089,919
Accrued payroll including vacation	260,843	364,368
Accrued professional fees and research costs	248,722	443,178
Accrued franchise and excise taxes	109,237	240,880
Accrued construction costs	367,940	509,950
Accrued other	29,340	18,560
Accounts payable and accrued liabilities	$ 2,092,927	$ 2,666,855

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details)	3 Months Ended
	Mar. 31, 2018CAD ($)	Mar. 31, 2018USD ($)	Dec. 31, 2017CAD ($)	Dec. 31, 2017USD ($)
Debt Instrument [Line Items]
Total Debt		$ 3,061,073		$ 3,084,214
less: current portion		(59,260)		(49,794)
Long-term debt		3,001,813		3,034,420
ACOA AIF Grant (C$2,871,919)
Debt Instrument [Line Items]
Total Debt		2,225,737
ACOA term loan (C$337,000)
Debt Instrument [Line Items]
Total Debt		236,995
Kubota Canada Ltd (C$95,961)
Debt Instrument [Line Items]
Total Debt		72,599
Finance PEI term loan (C$717,093)
Debt Instrument [Line Items]
Total Debt		$ 525,742
Government grant | ACOA AIF Grant (C$2,871,919)
Debt Instrument [Line Items]
Original loan amount	$ 2,871,919		$ 2,871,919
Interest rate	0.00%	0.00%
Total Debt		$ 2,225,737		2,287,771
Term loan | ACOA term loan (C$337,000)
Debt Instrument [Line Items]
Original loan amount	$ 337,000
Interest rate	0.00%	0.00%
Monthly repayment	$ 3,120
Total Debt		$ 236,995		251,056
Term loan | Kubota Canada Ltd (C$95,961)
Debt Instrument [Line Items]
Original loan amount	$ 95,961	$ 75,911
Interest rate	0.00%	0.00%
Monthly repayment	$ 1,142
Total Debt		$ 72,599		0
Term loan | Finance PEI term loan (C$717,093)
Debt Instrument [Line Items]
Original loan amount	$ 717,093		$ 717,093
Interest rate	4.00%	4.00%
Monthly repayment	$ 4,333
Total Debt		$ 525,742		$ 545,387

Debt - Debt Maturities (Details

Debt - Debt Maturities (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Year
2,018	$ 44,301
2,019	59,859
2,020	60,682
2,021	509,550
2,022	39,640
Thereafter	2,347,041
Total	3,061,073	$ 3,084,214
Atlantic Canada Opportunities Agency AIF Grant
Year
2,018	0
2,019	0
2,020	0
2,021	0
2,022	0
Thereafter	2,225,737
Total	2,225,737
Atlantic Canada Opportunities Agency Term Loan
Year
2,018	21,762
2,019	29,016
2,020	29,016
2,021	29,016
2,022	29,016
Thereafter	99,169
Total	236,995
PEI Finance Term Loan
Year
2,018	14,571
2,019	20,219
2,020	21,042
2,021	469,910
2,022	0
Thereafter	0
Total	525,742
Kubota Canada Ltd
Year
2,018	7,968
2,019	10,624
2,020	10,624
2,021	10,624
2,022	10,624
Thereafter	22,135
Total	$ 72,599

Debt - Additional Information (

Debt - Additional Information (Details)	1 Months Ended		3 Months Ended
	Feb. 29, 2016	Jan. 31, 2009	Mar. 31, 2018USD ($)	Mar. 31, 2017USD ($)	Mar. 31, 2018CAD ($)	Mar. 31, 2018USD ($)	Dec. 31, 2017CAD ($)
Debt Instrument [Line Items]
Interest expense on debt			$ 5,331	$ 5,270
Government grant | Atlantic Canada Opportunities Agency AIF Grant
Debt Instrument [Line Items]
Royalty (as a percent)		10.00%
Acquisition of equipment under debt agreement					$ 2,871,919		$ 2,871,919
Term loan | Atlantic Canada Opportunities Agency Term Loan
Debt Instrument [Line Items]
Debt instrument term (in years)	9 years
Acquisition of equipment under debt agreement					337,000
Term loan | Kubota Canada Ltd
Debt Instrument [Line Items]
Acquisition of equipment under debt agreement					$ 95,961	$ 75,911

Stockholders' equity - Recent I

Stockholders' equity - Recent Issuances (Details) - USD ($)	1 Months Ended		3 Months Ended
	Mar. 31, 2018	Jan. 31, 2018	Mar. 31, 2018
Warrant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued (in shares)		4,246,153	4,246,153
Exercise of warrants for common stock (in shares)			76,981
January 2018 Public Offering
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from warrant exercises	$ 250,188
Proceeds from public offering		$ 10,600,000
Exercise of warrants for common stock (in shares)	76,981
Common Stock | January 2018 Public Offering
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued (in shares)		3,692,307
Intrexon Corporation | January 2018 Public Offering
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from public offering		$ 5,000,000
Intrexon Corporation | January 2018 Public Offering | Warrant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued (in shares)		1,538,461
Intrexon Corporation | Common Stock | January 2018 Public Offering
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued (in shares)		1,538,461

Stockholders' equity - Warrants

Stockholders' equity - Warrants (Details) - Warrant	1 Months Ended	3 Months Ended
	Jan. 31, 2018shares	Mar. 31, 2018$ / sharesshares
Number of options
Outstanding, beginning balance (in shares)
Issued (in shares)	4,246,153	4,246,153
Exercised (in shares)		76,981
Outstanding, ending balance (in shares)		4,169,172
Exercisable (in shares)		4,169,172
Weighted average exercise price
Issues (in dollars per share) | $ / shares		$ 3.25
Exercised (in dollars per share) | $ / shares		3.25
Outstanding, ending balance (in dollars per share) | $ / shares		3.25
Exercisable (in dollars per share) | $ / shares		$ 3.25

Stockholders' equity - Restrict

Stockholders' equity - Restricted stock activity (Details) - Restricted Stock	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Shares
Unvested, beginning balance (in shares) | shares	2,697
Granted (in shares) | shares	11,151
Vested (in shares) | shares	(1,004)
Unvested, ending balance (in shares) | shares	12,844
Weighted average grant date fair value
Unvested, beginning balance (in dollars per share) | $ / shares	$ 11.37
Granted (in dollars per share) | $ / shares	2.50
Vested (in dollars per share) | $ / shares	7.02
Unvested, ending balance (in dollars per share) | $ / shares	$ 4.01

Stockholders' equity - Stock op

Stockholders' equity - Stock option activity (Details)	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Number of options
Outstanding, beginning balance (in shares) | shares	227,203
Issued (in shares) | shares	113,561
Outstanding, ending balance (in shares) | shares	340,764
Exercisable (in shares) | shares	207,390
Weighted average exercise price
Outstanding, beginning balance (in dollars per share) | $ / shares	$ 9.39
Issued (in dollars per share) | $ / shares	2.50
Outstanding, ending balance (in dollars per share) | $ / shares	7.09
Exercisable (in dollars per share) | $ / shares	$ 8.37

Stockholders' equity - Summary

Stockholders' equity - Summary of options outstanding and exercisable (Details)	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares)	340,764
Number of options exercisable (in shares)	207,390
Weighted average exercise price of outstanding and exercisable options (in dollars per share) | $ / shares	$ 8.37
$2.50 - $5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares)	204,034
Weighted average remaining estimated life (in years)	6 years 4 months 24 days
Number of options exercisable (in shares)	100,427
$6.90 - $9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares)	53,175
Weighted average remaining estimated life (in years)	4 years 6 months
Number of options exercisable (in shares)	52,989
$9.90 - $10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of options outstanding (in shares)	4,800
Weighted average remaining estimated life (in years)	4 years 10 months 24 days
Number of options exercisable (in 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)	78,755
Weighted average remaining estimated life (in years)	8 years
Number of options exercisable (in shares)	49,174
Minimum | $2.50 - $5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 2.50
Minimum | $6.90 - $9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	6.90
Minimum | $9.90 - $10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	9.90
Minimum | $14.20 - $23.40
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	14.20
Maximum | $2.50 - $5.70
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	5.70
Maximum | $6.90 - $9.60
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	9.60
Maximum | $9.90 - $10.80
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	10.80
Maximum | $14.20 - $23.40
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Weighted average price of outstanding options (in dollars per share) | $ / shares	$ 23.40

Stockholders' equity - Addition

Stockholders' equity - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average fair value of stock options granted (in dollars per share)	$ 1.65
Intrinsic value of options outstanding	$ 51,102		$ 17,454
Intrinsic value of options exercisable	4,480		$ 17,454
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unearned share-based compensation expense	$ 51,346
Period of recognition	2 years 9 months 18 days
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share-based compensation expense	$ 41,579	$ 7,156
Period of recognition	1 year 10 months 24 days
Expiration period	10 years
Unearned share-based compensation expense to be expensed in future periods	$ 305,761
Employee Stock Option | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	1 year
Employee Stock Option | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	3 years
Chairman | Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share-based compensation expense	$ 6,967	$ 4,905

Related Party Collaboration A38

Related Party Collaboration Agreement (Details) - Intrexon Corporation - ECC Agreement - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Accounts Payable and Accrued Liabilities
Related Party Transaction [Line Items]
Accounts payable and accrued liabilities	$ 38,477		$ 135,301
Research and Development Expense
Related Party Transaction [Line Items]
Service costs incurred	$ 84,480	$ 181,500