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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
July 30, 1996
AQUASEARCH, INC.
(Exact Name of Registrant as Specified in its Charter)
Colorado
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(State or Other Jurisdiction of Incorporation)
33-23460-LA 33-003435
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(Commission File No.) (IRS Employer
Identification Number)
73-4460 Queen Ka'ahumanu Highway
Suite 110
Kailua-Kona, Hawaii 96740
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(Address of Principal Executive Offices)
(808) 326-9301
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On July 30, 1996, Aquasearch, Inc. (the "Registrant") issued the press
release which is attached to this Form 8-K as Exhibit 1.
[Signature Page Follows]
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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.
Dated: July 30, 1996
AQUASEARCH, INC.
By: /s/ Mark E. Huntley
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Mark E. Huntley, Ph.D.
President and Chief Executive Officer
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AQUASEARCH, INC.
BRINGING THE OCEANS TO LIFE
NEWS RELEASE
CONTACT: George Ulrich at Aquasearch July 30,1996
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Tel: (808) 326-9301
FAX: (808) 326-9401
WebSite: http//www.hula.net/aqse/mainpage.htm
FOR IMMEDIATE RELEASE
AQUASEARCH RECEIVES PATENT FOR MICROALGAE PRODUCTION PROCESS
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KAILUA-KONA, Hawaii (July 30,1996) - Aquasearch Inc. (AQSE.bb), a marine
bioscience manufacturer of microalgae, has been granted a U.S. patent for its
closed system microalgae cultivation process.
Aquasearch's core technology is the "Aquasearch Growth Module," a
photosynthetic cultivation system that is closed to the atmosphere. The
system was invented several years ago by scientists from the prestigious
Scripps Institution of Oceanography. They applied a new finding in nature -
that microalgae production rates were controlled by turbulence of the water -
and incorporated it into the design of the Aquasearch Growth Module.
Microalgae are a rich source of proteins, sugars, fats, amino acids,
vitamins, enzymes, pigments and other bioactive compounds that have existing
and potential commercial applications in fields such as animal and human
nutrition, food colorings, cosmetics, diagnostic products, pharmaceuticals,
fine chemicals, pigments and dyes. There are approximately 30,000 species of
microalgae, but they are the only group of microbes that have remained
largely unexploited because an efficient, economical process for
industrial-scale production has remained elusive.
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The other groups of microbes - bacteria, yeasts and fungi - are the basis of
multi-billion-dollar markets in pharmaceuticals and other natural products.
Using its patented process, Aquasearch has begun production of a microalgae
that contains astaxanthin, a red pigment used in animal and aquaculture
feeds. According to industry sources, the world market for astaxanthin is
currently estimated at $125 million annually, and continued growth is
expected. The astaxanthin market for fish feeds has grown at 15% per year
over the past decade. In May, Aquasearch signed an exclusive agreement with
a multi-billion dollar, European food conglomerate, Cultor, Ltd., for
commercial production of natural astaxanthin.
The Company believes that Cultor currently utilizes close to 25% of the
world's astaxanthin production, substantially all of which (in contrast to
Aquasearch's natural product) is derived synthetically from petrochemicals.
Aquasearch plans to significantly expand and improve its production
facilities and processes within the next 18 months in order to meet
production targets agreed with Cultor. Even after this expansion, Aquasearch
will not be in a position to provide more than 15% of Cultor's current
requirements.
"Microalgae companies around the world had been trying for more than a decade
to produce astaxanthin from microalgae," said Dr. Mark Huntley, CEO of
Aquasearch. "We believe we are the first to produce commercial quantities of
natural astaxanthin from microalgae at economically viable production costs.
We believe this patent is applicable to the production of all species of
microalgae in turbulent closed systems - not just astaxanthin - and that it
could provide us with a valuable competitive advantage."
In addition to filing its patent in the U.S., Aquasearch has filed an
application under the Patent Cooperation Treaty and is pursuing foreign
patent protection.
The Aquasearch patent applies to a broad range of turbulence.
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"Our patent doesn't prevent others from using other different cultivation
technologies with extraordinarily low flow rates of water. But all the
microalgae we have studied grow best under turbulent conditions," said
Huntley.
"We believe this patented, platform technology is the keystone in our
long-term business strategy to develop and commercialize high value natural
microalgae products in the fields of animal and human nutrition, food
colorings, cosmetics, diagnostic products, pharmaceuticals, fine chemicals,
pigments and/or dyes," said Huntley.
CORPORATE INFORMATION
Aquasearch develops and commercializes high value natural products from
microalgae using its proprietary, cost-effective, photosynthetic
closed-system technology known as the "Aquasearch Growth Module." Microalgae
are a diverse group of approximately 30,000 species of microscopic plants
that have a wide range of physiological and biochemical characteristics. The
Company was incorporated in Colorado in 1989, developed its technology in
California during the period from inception through 1995, and built its first
production facility at the Natural Energy Laboratory of Hawaii Authority at
Keahole Point on the Big Island of Hawaii in 1995. Aquasearch is a
publicly-traded company on the Nasdaq Electronic Bulletin Board under the
symbol ("AQSE.bb").
"SAFE-HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995
This press release contains forward-looking information within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, including statements regarding the expected
continued growth of the world astaxanthin market, the planned expansion of
the Company's production facilities and processes, the validity or
enforceability of the Company's patent claims and the target markets in the
Company's long term business strategy. Except for historical information,
the matters discussed in this press release are subject to certain risks and
uncertainties that could cause the actual results to differ materially from
those projected. Factors that could cause actual results to differ
materially include the following: the size and growth of the market for the
Company's products; shareholder approval of the agreement with Cultor; the
Company's performance under its agreement with Cultor; the Company's ability
to fund its capital requirements in the near term and in the long term; the
Company's ability to scale up its existing and planned production facilities;
cost and yield issues relating to production of the Company's products;
pricing pressures; concentration of accounts in a few major customers;
litigation involving intellectual property rights and other matters; the
Company's ability to attract and retain key personnel; competition; and other
factors listed from time to time in the Company's SEC reports. Aquasearch
assumes no responsibility to update the information included in this press
release.
