UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On March 2, 2023, AquaBounty Farms Ohio LLC (“AQB Ohio”), an Ohio limited liability company and a wholly-owned subsidiary of AquaBounty Technologies, Inc. (the “Company”), entered into an Agreement For Architectural/Engineering Services (the “Agreement) with Clark, Richardson and Biskup Consulting Engineers, Inc. (“CRBE”), effective March 1, 2023, pursuant to which CRBE will design a land-based aquaculture facility to raise and produce 10,000 metric tons of salmon annually in Pioneer, Ohio (the “Project”), as previously disclosed by the Company. Subject to certain conditions in this Agreement, AQB Ohio will pay CRBE fees consisting of (1) a lump sum of $6,810,487 for the basic scope of design services covered by this Agreement, which include allowances of (a) $250,000 for cost estimating support services and (b) $200,000 for design revision and value engineering services, (2) an additional $200,000 incentive payment for providing certain deliverables by agreed upon dates, and (3) construction administration services, which will be billed based on a time and expense basis. The Agreement is subject to customary undertakings, covenants, obligations, rights, remedies, and conditions.
The foregoing description of the material terms of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit |
Description | |
| 10.1* | Agreement For Architectural/Engineering Services between AquaBounty Farms Ohio LLC and Clark, Richardson and Biskup Consulting Engineers, Inc. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
| (*) | Certain schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AquaBounty Technologies, Inc. | ||||||
| (Registrant) | ||||||
| March 3, 2023 | /s/ David A. Frank | |||||
| David A. Frank | ||||||
| Chief Financial Officer | ||||||