Aqua Bounty Tech Inc ABTX Change in shareholding and proposed offer

  Aqua Bounty Tech Inc (ABTX) - Change in shareholding and proposed offer

RNS Number : 0356Q
Aqua Bounty Technologies, Inc.
31 October 2012
 



31 October 2012

                                       

                        AquaBounty Technologies, Inc.

                       ("AquaBounty" or "the Company")

                                       

                  Change in Shareholding and Proposed Offer

                                       

AquaBounty Technologies, Inc. (AIM: ABTX), a biotechnology company focused  on 
enhancing productivity  in the  aquaculture  market, announces  that  Linnaeus 
Capital Partners,  B.V. ("Linnaeus")  and its  subsidiary Tethys  Ocean,  B.V. 
("Tethys"), together the largest shareholders  in the Company, have agreed  to 
sell their  combined shareholdings  to  Intrexon Corporation  ("Intrexon"),  a 
privately held biotechnology company.

Intrexon has  agreed to  purchase 48,631,444  common shares  (47.65 %  of  the 
current  issued  share  capital  of  the  Company),  representing  the  entire 
shareholding of Linnaeus  and Tethys,  for $6.0  million or  12.3 cents  (7.64 
pence) per share.  The  acquisition price represents a  premium of 49% to  the 
closing price of 5.12  pence per AquaBounty common  share on 31 October  2012, 
being the last business day prior to the acquisition of the shares.  Following
the close of this  transaction, Linnaeus and Tethys  will have no interest  in 
AquaBounty shares and their four Directors on the Company's Board will  resign 
their seats.

AquaBounty's Certificate of  Incorporation requires any  person that  acquires 
securities representing 30% or more of its  voting power to make a cash  offer 
for the remaining issued and outstanding  capital stock of the Company at  the 
highest price that  person has paid  in the preceding  12 months.   Therefore, 
Intrexon has informed the Board  that it will make  an offer ("the Offer")  to 
all other  shareholders  at  the same  price  per  share for  the  issued  and 
outstanding share capital of the Company not owned by them.

The  Company  is  in  discussion  with  Intrexon  about  the  next  steps  and 
shareholders can  expect  to  receive  a circular  from  the  Board  with  its 
recommended course of action.  A further announcement outlining the details of
the Offer will be  made at the earliest  available opportunity.  Intrexon  and 
AquaBounty have executed  an agreement restricting  certain activities of  the 
Company prior to, and during, the tender offer.

Number of Relevant  Securities in  Issue: The Company's  issued share  capital 
consists of 102,255,688 common shares with a nominal value per share of $0.001
with each share having equal voting rights.

 

 

Enquiries:

 

AquaBounty Technologies
David Frank, Chief Financial Officer                             +1 978 648
6000

 

Nomura Code Securities
Giles Balleny                                                               
+44 (0)207 776 1200

 

Luther Pendragon
Harry Chathli, Claire Norbury                                       +44 (0)207
618 9100

                     This information is provided by RNS
           The company news service from the London Stock Exchange
 
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MSCUAAWRUSAROAA -0- Oct/31/2012 18:18 GMT