AquaBounty Technologies, Inc. Form 8-K Filing

AquaBounty Technologies, Inc. has entered into securities exchange agreements to exchange approximately $4 million in principal plus accrued interest for Series A Convertible Preferred Stock. The company also sold an additional 27,386 shares of Series A Convertible Preferred Stock for $500,000 in cash. These transactions, collectively termed the "Offering", were conducted as private placements. Univest Securities, LLC acted as the placement agent, receiving a 7.0% fee on the cash proceeds. The Series A Preferred Stock is convertible into common stock and carries specific rights including senior ranking, an 18.0% annual dividend rate, liquidation preferences, and voting rights. The company has filed a Certificate of Designations to establish these terms, which include protective provisions requiring a supermajority vote of Series A Preferred Stockholders for certain corporate actions. Redemption rights are also detailed, triggered under specific conditions, including a debt or equity financing exceeding $20 million. The securities were issued under an exemption from registration pursuant to Section 4(a)(2) of the Securities Act and/or Regulation D, with recipients representing accredited investor status.