UNITED STATES
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): August 14, 2014

 

CANNAVEST CORP.
(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

333-173215

(Commission File Number)

80-0944970

(I.R.S. Employer Identification No.)

 

2688 South Rainbow Boulevard, Suite B

Las Vegas, Nevada 89146

(Address of principal executive offices)

 

(866) 290-2157
(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

 

 

 
 

 

Item 2.02        Results of Operations and Financial Condition

 

The information provided below in “Item 7.01– Regulation FD Disclosure” of this Current Report on Form 8-K is incorporated by reference into this Item 2.02.

 

Item 7.01        Regulation FD Disclosure

 

On August 14, 2014, CannaVEST Corp. (the “Company”) announced the release of its Second Quarter 2014 earnings. A copy of the press release issued by the Company announcing the release of Second Quarter 2014 earnings is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information set forth under this Item 7.01, including Exhibit 99.1, is being furnished and, as a result, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01        Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1Press Release of CannaVEST Corp., dated August 14, 2014.

 

 

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.

 

Date: August 14, 2014

 

CANNAVEST CORP.

 

 

 

By: /s/ Michael Mona, Jr.                    

Michael Mona, Jr.

President and Chief Executive Officer

 

 



Exhibit 99.1

 

CannaVest Reports Second Quarter 2014 Financial Results

 

LAS VEGAS, August 14, 2014 /PRNewswire/ -- CannaVest Corp. - (“CannaVest” or the “Company”) is reporting financial results for the quarter ending June 30, 2014.

 

During the quarter, CannaVest continued investing in its San Diego headquarters and laboratory facilities expansion, and in its sales, marketing, and finance personnel additions; and it completed a major milestone in establishing a domestic industrial hemp cultivation infrastructure, via its involvement in one of the first U.S. pilot cultivations of industrial hemp.

 

“We continue to expand our infrastructure investment, both internally, and now, in the field,” said Michael Mona, President and Chief Executive Officer of CannaVest. “By making investments in key personnel and operating infrastructure, and now, with our historic involvement in the first legal cultivation pilot at Kentucky’s Murray State University since the passage of the 2014 Farm Bill- we are positioned to establish industrial hemp as a vital U.S. commodity.”

 

Second Quarter 2014 Operating Results

The Company's net income for the second quarter of 2014 was $8,040,430, or $0.24 per share (basic and diluted), compared to a net loss of $348,134, or $0.04 per share (basic and diluted) for the same period in 2013.

 

Net income for the second quarter 2014 included $7,899,306 of gain on sale of the Company’s equity investment in KannaLife Sciences, Inc. (“KannaLife”). The Company sold its 24.97% equity investment in KannaLife for 500,000 shares of Company common stock held by PhytoSPHERE Systems, LLC, an affiliate of KannaLife. There was no cash exchanged in the transaction. Net income from operations was $131,892 for the quarter ended June 30, 2014, compared to an operating loss of $327,611 for the same period in 2013.

 

Selling, general and administrative expenses for the second quarter of 2014 were $1,507,423 compared to $419,002 for the same period in 2013. The increase was related to the continued growth of the operations of the Company, technology infrastructure investments, and increased legal and marketing costs.

 

Research and development costs for the second quarter of 2014 were $156,501. This includes the cost of process development, rental of laboratory space, personnel costs, laboratory supplies, product development and testing.

 

Balance Sheet Highlights

As of June 30, 2014, the Company had cash of approximately $9.3 million. Stockholders equity amounted to approximatiely $22.4 million as of June 30, 2014.

 

For a further discussion of the Company's financial results for the period ended June 30, 2014, please refer to the Company's consolidated financial statements and related Management Discussion and Analysis, which can be found at www.cannavest.com or EDGAR at www.sec.gov/edgar/searchedgar/webusers.htm in the Company’s Quarterly Report on Form 10-Q as filed with the U.S. Securities and Exchange Commission on August 14, 2014.

 

About CannaVest Corp.

CannaVest Corp. (OTCBB:CANV), located in Las Vegas, Nevada, focuses on the procurement and wholesale of the hemp plant extract cannabidiol (CBD), and the development, marketing and sale of end consumer products containing CBD, which is refined into its own PlusCBD Oil™ brand. CannaVest resells raw industrial hemp product to third parties, acquired through supply relationships in Europe. Additional information is available from OTCMarkets.com or by visiting www.cannavest.com.

 

CannaVest Corp.’s subsidiaries include: US Hemp Oil, LLC (“US Hemp Oil”) (www.ushempoil.com), CannaVest Laboratories, LLC (“CannaVest Laboratories”) (www.CannaVestLabs.com) and Plus CBD, LLC (formerly, Global Hemp Source, LLC) (“Plus CBD”). US Hemp Oil provides farming, procurement, processing, marketing and distribution services of bulk wholesale hemp seed. In addition, US Hemp Oil is involved with industry advocacy, creating greater public awareness and media exposure for the nutritional profile of hemp seeds and the environmental benefits of growing industrial hemp. CannaVEST Laboratories (formerly PhytoSPHERE Systems, LLC) provides processing technology and product development of hemp-based pharmaceutical and nutraceutical products. Plus CBD is the operating entity for Company sales and expense of CBD oil and end consumer products.

 

FORWARD-LOOKING DISCLAIMER

 

This press release may contain certain forward-looking statements and information, as defined within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and is subject to the Safe Harbor created by those sections. This material contains statements about expected future events and/or financial results that are forward-looking in nature and subject to risks and uncertainties. Such forward-looking statements by definition involve risks, uncertainties and other factors, which may cause the actual results, performance or achievements of CannaVest Corp. to be materially different from the statements made herein.

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