Form 8-K - Current report

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): December 14, 2023

PURE BIOSCIENCE, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-14468		33-0530289
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

771 Jamacha Rd., #512 El Cajon, California		92019
(Address of principal executive offices)		(Zip Code)

9669 Hermosa Avenue Rancho Cucamonga, California		91730
(Address of principal executive offices)		(Zip Code)

(Former name or former address, if changed since last report)

Registrant’s telephone number, including area code: (619) 596-8600

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 (see General Instruction A.2. below):

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On December 14, 2023, PURE Bioscience, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended October 31, 2023 and related information. A copy of the press release is attached as Exhibit 99.1.

The information in this Item 2.02 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

	99.1	Press Release, dated December 14, 2023.
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission.

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.

	PURE BIOSCIENCE, INC.

Dated: December 14, 2023	By:	/s/ Robert F. Bartlett
		Robert F. Bartlett
		Chief Executive Officer

EXHIBIT INDEX

Exhibit Number		*Description*

99.1		Press Release, dated December 14, 2023.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit 99.1

PURE Bioscience Reports Fiscal First Quarter 2024

Financial Results

Update on Business and PURE’s SDC-Based Antimicrobial Food Safety Solutions

El Cajon, CA (December 14, 2023) – PURE Bioscience, Inc. (OTCQB: PURE) (“PURE,” the “Company” or “we”), creator of the patented non-toxic silver dihydrogen citrate (SDC) antimicrobial, today reported financial results for the fiscal first quarter ended October 31, 2023.

Summary of Results – Fiscal First Quarter Operations

	●	Net product sales were $718,000 and $467,000 for the fiscal first quarters ended October 31, 2023 and 2022, respectively. The increase of $251,000 was attributable to increased sales across our distribution and end-user network.
	●	Net loss for the fiscal first quarter ended October 31, 2023 was $735,000, compared to $993,000 for the fiscal first quarter ended October 31, 2022.
	●	Net loss, excluding share-based compensation, for the fiscal first quarter ended October 31, 2023 was $655,000, compared to $909,000 for the fiscal first quarter ended October 31, 2022.
	●	Net loss per share was ($0.01) for the fiscal first quarter ended October 31, 2023, compared to ($0.01) for the fiscal first quarter ended October 31, 2022.

Robert Bartlett, Chief Executive Officer, said, “As indicated by our Q1 revenue our sales initiatives are beginning to pay off. Our product revenue increased $251,000 against the first quarter of the prior year and over $100,000 compared with Q4 of our last fiscal year. As the world begins to look for alternatives to traditional toxic chemistries, more are turning to PURE’s innovative solutions,” concluded Bartlett.

Business Update

While remaining committed to and increasing revenue by bringing unique solutions to the industry, our team remains focused on the following:

	●	*Customer first approach.* Servicing the customer with site visits has allowed our team to gain trust with plant management. In-person meetings provide a great opportunity to collaborate with our customers to ensure we meet their unique food safety sanitization challenges.
	●	*Corporate engagement.* Regular meetings with key corporate leadership has allowed the Company to calibrate on specific customer challenges and goals, show where we can provide solutions, and ensure alignment for the best customer experience.
	●	*Leveraging decades of combined experience.* Our sales and technical staff have a combined total of nearly 100 years’ experience in food plant environments. By working together, our team is able to help solve the many challenges our customers face.
	●	*Innovative solutions.* Our team continues to educate itself on industry trends and trajectory to help take our customer experience to the next level. We are in the early stages of working with industry partners on conceptual development to enhance the sanitation processes using internet of things (IoT), software as a service (SaaS), and automation in addition to ongoing R&D work.

Tim Steffensmeier, Vice President of Sales, said, “Our efficacy and unique safety profile is opening doors across the food processing industry as the go-to final step for killing resistant bacteria. The Company’s unique regulatory approvals and application technology allows food processing plants to use our chemistry in the production process as an effective intervention step, in addition to routine and periodic cleaning. We view this as a competitive advantage that further differentiates our solution versus the status quo. Customer focus, team experience and leveraging new application technology, as well as trade show attendance and targeted marketing have heightened our brand awareness and solutions within the food safety industry. Doors that were once closed are now opening,” concluded Steffensmeier.

About PURE Bioscience, Inc.

PURE is focused on developing and commercializing our proprietary antimicrobial products primarily in the food safety arena. We provide solutions to combat the health and environmental challenges of pathogen and hygienic control. Our technology platform is based on patented, stabilized ionic silver, and our initial products contain silver dihydrogen citrate, better known as SDC. This is a broad-spectrum, non-toxic antimicrobial agent, and formulates well with other compounds. As a platform technology, SDC is distinguished from existing products in the marketplace because of its superior efficacy, reduced toxicity and mitigation of bacterial resistance. PURE’s mailing address located in El Cajon, California (San Diego County area) serves as its official address for all business requirements. Additional information on PURE is available at www.purebio.com.

Forward-looking Statements: Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Statements in this press release, including quotes from management, concerning the Company’s expectations, plans, business outlook, future performance, future potential revenues, expected results of the Company’s marketing efforts, the execution of contracts under negotiation and any other statements concerning assumptions made or expectations as to any future events, conditions, performance or other matters, are “forward-looking statements.” Forward-looking statements inherently involve risks and uncertainties that could cause our actual results to differ materially from any forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the Company’s failure to implement or otherwise achieve the benefits of its proposed business initiatives and plans; acceptance of the Company’s current and future products and services in the marketplace, including the Company’s ability to convert successful evaluations and tests for PURE Control and PURE Hard Surface into customer orders and customers continuing to place product orders as expected and to expand their use of the Company’s products; the Company’s ability to maintain relationships with its partners and other counterparties; the Company’s ability to generate sufficient revenues and reduce its operating expenses in order to reach profitability; the Company’s ability to raise the funding required to support its continued operations and the implementation of its business plan; the ability of the Company to develop effective new products and receive required regulatory approvals for such products, including the required data and regulatory approvals required to use its SDC-based technology as a direct food contact processing aid in raw meat processing and to expand its use in OLR poultry processing; competitive factors, including customer acceptance of the Company’s SDC-based products that are typically more expensive than existing treatment chemicals; dependence upon third-party vendors, including to manufacture its products; and other risks detailed in the Company’s periodic report filings with the Securities and Exchange Commission (the SEC), including its Form 10-K for the fiscal year ended July 31, 2023 and Form 10-Q for the fiscal first quarter ended October 31, 2023. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this release.

Contact:

Mark Elliott, VP Finance

PURE Bioscience, Inc.

Phone: 619-596-8600 ext.: 116

PURE Bioscience, Inc.

Condensed Consolidated Balance Sheets

	October 31, 2023			July 31, 2023
	(Unaudited)
Assets
Current assets
Cash and cash equivalents	$	1,440,000		$	1,095,000
Accounts receivable		347,000			285,000
Inventories, net		104,000			88,000
Restricted cash		75,000			75,000
Prepaid expenses		100,000			61,000
Total current assets		2,066,000			1,604,000
Property, plant and equipment, net		184,000			221,000
Total assets	$	2,250,000		$	1,825,000
Liabilities and stockholders’ equity (deficiency)
Current liabilities
Accounts payable	$	652,000		$	422,000
Accrued liabilities		154,000			110,000
Total current liabilities		806,000			532,000
Long-term liabilities
Note payable to related parties		1,827,000			1,021,000
Total long-term liabilities		1,827,000			1,021,000
Total liabilities		2,633,000			1,553,000
Commitments and contingencies
Stockholders’ equity (deficiency)
Preferred stock, $0.01 par value: 5,000,000 shares authorized, no shares issued and outstanding		—			—
Common stock, $0.01 par value: 150,000,000 shares authorized, 111,856,473 shares issued and outstanding at October 31, 2023, and July 31, 2023		1,119,000			1,119,000
Additional paid-in capital		132,478,000			132,398,000
Accumulated deficit		(133,980,000	)		(133,245,000	)
Total stockholders’ equity (deficiency)		(383,000	)		272,000
Total liabilities and stockholders’ equity (deficiency)	$	2,250,000		$	1,825,000

PURE Bioscience, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

	Three months ended
	October 31,
	2023			2022
Net product sales	$	718,000		$	467,000
Royalty revenue		4,000			4,000
Total revenue		722,000			471,000
Cost of goods sold		280,000			214,000
Gross Profit		442,000			257,000
Operating costs and expenses
Selling, general and administrative		1,073,000			1,165,000
Research and development		80,000			78,000
Total operating costs and expenses		1,153,000			1,243,000
Loss from operations		(711,000	)		(986,000	)
Other income (expense)
Other income (expense), net		—			(5,000	)
Interest expense, net		(24,000	)		(2,000	)
Total other income (expense)		(24,000	)		(7,000	)
Net loss	$	(735,000	)	$	(993,000	)
Basic and diluted net loss per share	$	(0.01	)	$	(0.01	)
Shares used in computing basic and diluted net loss per share		111,856,473			111,356,473

PURE Bioscience, Inc.

Condensed Consolidated Statement of Stockholders’ Equity (Deficiency)

(Unaudited)

	Common Stock				Additional Paid-In		Accumulated			Total Stockholders’ Equity
	Shares		Amount		Capital		Deficit			(Deficiency)
Balance July 31, 2023		111,856,473	$	1,119,000	$	132,398,000	$	(133,245,000	)	$	272,000
Share-based compensation expense - stock options		—		—		80,000		—			80,000
Net loss		—		—		—		(735,000	)		(735,000	)
Balance October 31, 2023 (Unaudited)		111,856,473	$	1,119,000	$	132,478,000	$	(133,980,000	)	$	(383,000	)

	Common Stock				Additional Paid-In		Accumulated			Total Stockholders’
	Shares		Amount		Capital		Deficit			Equity
Balance July 31, 2022		111,356,473	$	1,114,000	$	132,079,000	$	(129,284,000	)	$	3,909,000
Share-based compensation expense - stock options		—		—		63,000		—			63,000
Share-based compensation expense - restricted stock units		—		—		21,000		—			21,000
Net loss		—		—		—		(993,000	)		(993,000	)
Balance October 31, 2022 (Unaudited)		111,356,473	$	1,114,000	$	132,163,000	$	(130,277,000	)	$	3,000,000

PURE Bioscience, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	Three Months Ended
	October 31,
	2023			2022
Operating activities
Net loss	$	(735,000	)	$	(993,000	)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation		80,000			84,000
Depreciation and amortization		37,000			30,000
Changes in operating assets and liabilities:
Accounts receivable		(62,000	)		(51,000	)
Inventories		(16,000	)		(60,000	)
Prepaid expenses		(39,000	)		(36,000	)
Accounts payable and accrued liabilities		274,000			124,000
Interest on note payable		21,000			—
Net cash used in operating activities		(440,000	)		(902,000	)
Investing activities
Purchases of property, plant and equipment		—			(37,000	)
Net cash used in investing activities		—			(37,000	)
Financing activities
Net proceeds from note payable to related parties		785,000			—
Net cash provided by financing activities		785,000			—
Net increase and (decrease) in cash and cash equivalents, and restricted cash		345,000			(939,000	)
Cash and cash equivalents, and restricted cash at beginning of period		1,170,000			3,466,000
Cash and cash equivalents, and restricted cash at end of period	$	1,515,000		$	2,527,000
Reconciliation of cash and cash equivalents, and restricted cash to the condensed consolidated balance sheets
Cash and cash equivalents	$	1,440,000		$	2,452,000
Restricted cash	$	75,000		$	75,000
Total cash and cash equivalents and restricted cash	$	1,515,000		$	2,527,000

Cover	Dec. 14, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 14, 2023
Entity File Number	001-14468
Entity Registrant Name	PURE BIOSCIENCE, INC.
Entity Central Index Key	0001006028
Entity Tax Identification Number	33-0530289
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	771 Jamacha Rd.
Entity Address, Address Line Two	#512
Entity Address, City or Town	El Cajon
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92019
City Area Code	(619)
Local Phone Number	596-8600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false