GERMANTOWN, Md., Dec. 29, 2016 /PRNewswire/ — Intrexon Corporation (NYSE: XON)(“Intrexon” or the “Company”), a leader in the engineering and industrialization of biology to improve the quality of life and health of the planet, today announced a special stock dividend of 53,296,710 shares of common stock of AquaBounty Technologies, Inc. (“AquaBounty”), subject to adjustment to reflect a 1:30 reverse stock split of AquaBounty’s common stock that is expected to be implemented by AquaBounty prior to the distribution of the special stock dividend (the “Distribution”). The Distribution is expected to be made on January 18, 2017 (the “Distribution Date”) to all Intrexon shareholders of record on January 9, 2017 (the “Record Date”).
The Distribution will occur by way of a pro rata dividend on shares of Intrexon common stock outstanding at the close of business (i.e., 5:00 PM, New York City time) on the Record Date. On the Distribution Date, each of Intrexon’s shareholders who held shares on the Record Date will receive a fraction of a share of AquaBounty common stock for every share of Intrexon’s common stock that the shareholder holds. The number of shares of AquaBounty common stock that each Intrexon shareholder of record will be entitled to receive will be calculated by dividing the total number of shares of AquaBounty common stock to be distributed by the total number of shares of Intrexon common stock outstanding at the close of business on the Record Date, multiplied by the total number of shares of Intrexon common stock the Intrexon shareholder holds at the close of business on the Record Date. The shares of AquaBounty common stock will be issued in book-entry form only and fractional shares will not be issued in the Distribution. Shareholders will instead receive an amount in cash for such fractional interest.
“While biotechnology has provided significantly positive impacts in agriculture to help meet the ever-expanding challenge of feeding the world’s growing population, AquaBounty’s game-changing platform represents the first real contribution to aquaculture from advanced biotechnology. AquaBounty’s approach should enable efficient terrestrial farming of fish in an environmentally responsible manner, without damaging the oceans, to offer consumers a fresh, delicious Atlantic salmon that is generally free of antibiotics, vaccines and other treatments that are necessary to minimize infection in sea cages today,” said Randal J. Kirk, Chairman and Chief Executive Officer of Intrexon. “Following our previously announced capital investment, the listing of AquaBounty on NASDAQ will position it to focus on commencing commercial production in order to fully capitalize on the significant promise of its pioneering efforts that led to the FDA’s first approval of an engineered food animal. Through this dividend, we are pleased to provide direct participation by our shareholders in the future of AquaBounty as it executes its mission to revolutionize first the multi-billion dollar Atlantic salmon and ultimately the aquaculture industry.”
Following the Distribution, Intrexon will continue to hold a majority of AquaBounty’s outstanding common stock.
Prior to the Distribution Date, Intrexon will mail to its shareholders an information statement regarding the Distribution that will be attached as an exhibit to the registration statement filed by AquaBounty with the U.S. Securities and Exchange Commission on Form 10. The information statement will provide Intrexon shareholders with more information on the Distribution and the details of the transaction.
About Intrexon Corporation
Intrexon Corporation (NYSE: XON) is Powering the Bioindustrial Revolution with Better DNA™ to create biologically-based products that improve the quality of life and the health of the planet. The Company’s integrated technology suite provides its partners across diverse markets with industrial-scale design and development of complex biological systems delivering unprecedented control, quality, function, and performance of living cells. We call our synthetic biology approach Better DNA®, and we invite you to discover more at www.dna.com or follow us on Twitter at @Intrexon, on Facebook, and LinkedIn.
Intrexon, Powering the Bioindustrial Revolution with Better DNA, and Better DNA are trademarks of Intrexon and/or its affiliates. Other names may be trademarks of their respective owners.
Safe Harbor Statement
This press release contains statements relating to future actions and results, including with respect to the special stock dividend, which are “forward-looking” statements within the meaning of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of words like “expects,” “will,” “believes,” “intends,” “estimates,” or other words of similar meaning. Although management believes that the plans and objectives reflected in or suggested by these forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and are based on assumptions and expectations of future events that may not be realized. Forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, the fact that the spin-off distribution may not be completed as anticipated or at all and that delays or difficulties in completing the spin-off may be experienced; market conditions in general and those applicable to the spin-off; factors affecting the expected timeline for completing the spin-off; the effect the spin-off may have on Intrexon’s stock price; the risk that the anticipated benefits from the spin-off may not be fully realized or may take longer to realize than expected; and the risk that the conditions precedent for the completion of the spin-off are not satisfied. The Company refers you to the documents that it files from time to time with the U.S. Securities and Exchange Commission, such as its reports on Form 10-K, Form 10-Q and Form 8-K, as well as the “Risk Factors” section of the filed Registration Statement on Form 10, for a discussion of these and other risks and uncertainties. Except as required by applicable law, neither Intrexon nor AquaBounty undertakes any duty to update any such forward-looking statements as a result of future developments or new information.
For more information regarding Intrexon Corporation, contact:
Vice President, Investor Relations
Tel: +1 (561) 410-7052
Marie Rossi, Ph.D.
Senior Manager, Technical Communications
Tel: +1 (301) 556-9850
SOURCE Intrexon Corporation