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

August 10, 2023

Date of Report (Date of earliest event reported)

PETVIVO HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada

001-40715

99-0363559

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

5251 Edina Industrial Blvd.

Edina, Minnesota

55349

(Address of principal executive offices)

(Zip Code)

(952) 405-6216

Registrant’s telephone number, including area code

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

☐	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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	PETV	The Nasdaq Stock Market LLC
Warrants	PETVW	The Nasdaq Stock Market LLC

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

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 August 10, 2023, PetVivo Holdings, Inc. (the “Company”) issued a press release announcing financial results for the first quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated in this Item 2.02 by reference.

The information contained under this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Furthermore, the information contained under this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.

99.1	Press Release of PetVivo Holdings, Inc. dated August 10, 2023

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PETVIVO HOLDINGS, INC.

Date: August 10, 2023	By:	/s/ John Lai
	Name:	John Lai
	Title:	Chief Executive Officer

Exhibit 99.1

PetVivo Reports First Quarter of Fiscal 2024 Financial Results

Conference call begins at 4:00 p.m. Central time today

EDINA, MN (August 10, 2023) – PetVivo Holdings, Inc. (Nasdaq: PETV and PETVW), an emerging biomedical device company focused on the commercialization of innovative medical therapeutics for animals, announces financial results for the three months ended June 30, 2023 (“first quarter of 2024”).

Key highlights from the first quarter of 2024, include the following (all comparisons are with the first quarter of 2023, unless otherwise indicated):

	●	Added Spencer Breithaupt, a veteran in the animal health industry and former member of the leadership team at MWI Animal Health, to the Company’s Board of Directors; and
	●	Raised $2.1 million from the sale of the Company’s common stock in a registered direct offering in the first quarter of 2024.

Subsequent to June 30, 2023, the Company raised an aggregate of $2,325,000 in net proceeds from two offerings. On July 27, 2023, the Company raised $550,000 in a private offering of convertible notes. On August 9, 2023, the Company raised net proceeds of $1,775,000 from a registered direct offering of its common stock, conducted concurrently with a private offering of warrants.

Management Commentary

“We are focused on building momentum in our business, underscored by the increased use of Spryng™ with OsteoCushion Technology, by veterinarian practices across the United States and our focus on completing clinical studies, which support the efficacy and use of Spryng™ in horses, dogs and cats,” said John Lai, CEO of PetVivo Holdings. “Spryng™ is currently used by over 450 veterinarian clinics in 47 states in the United States”.

Mr. Lai also noted that “the Company expects to complete several clinical studies and abstracts demonstrating the efficacy for the use of Spryng™ in horses, dogs and cats by the third quarter. We believe that these studies and abstracts will help us expand our distribution outlets since the large international and national distributors generally require a third-party university study and other third-party studies prior to including a product in their catalog of products.”

First Quarter Financial Results

Total Revenues. Revenues were $117,183 and $58,174 for three months ended June 30, 2023 and 2022, respectively. Revenues in the three months ended June 30, 2023, consist of sales of our Spryng™ products to MWI Veterinary Supply Co. (“Distributor”) of $33,790 and to veterinary clinics in the amount of $83,393. In the three months ended June 30, 2022, our revenues of $58,174 consisted entirely of sales to veterinary clinics. The increase in our revenues in the three months ended June 30, 2023, compared to the three months ended June 30, 2022, is due to sales to our Distributor pursuant to our distribution services agreement (“Distribution Agreement”) dated June 17, 2022 with the Distributor and increased sales to veterinary clinics.

Cost of Sales. Cost of sales were $82,269 and $53,020 for the three months ended June 30, 2023 and 2022, respectively. Cost of sales includes product costs related to the sale of our Spryng™ products and labor and overhead costs. The increase in cost of sales in the three months ended June 30, 2023, is due to the increased sales to our Distributor pursuant to our Distribution Agreement and increased sales to veterinary clinics.

Operating Expenses. Operating expenses were $2,928,491 and $1,971,247 for the three months ended June 30, 2023 and 2022, respectively. The increase is primarily due to increased general and administrative expenses and sales and marketing expenses related to the sale of our Spryng™ products.

Operating Loss. As a result of the foregoing, our operating loss was $2,893,577 and $1,966,093 for the three months ended June 30, 2023 and 2022, respectively. The increase was related to the costs to support the launch of Spryng™.

Other Income. Other income was $0 for the three months ended June 30, 2023, as compared to other income of $665 for the three months ended June 30, 2022. Other income in 2022 consisted of net interest income.

Net Loss. Our net loss for the three months ended June 30, 2023 was $2,893,577 or ($0.25) per share as compared to a net loss of $1,965,428 or ($0.20) per share for the three months ended June 30, 2022. The increase was related to the costs to support the launch of Spryng™. The weighted average number of shares outstanding was 11,657,035 compared to 9,988,361 for the three months ended June 30, 2023 and 2022, respectively.

Balance Sheet and Inventory

As of June 30, 2023, our current assets were $1,016,382, including $218,978 in cash and cash equivalents. In comparison, our current liabilities as of that date were $1,464,943 including $1,305,695 of accounts payable and accrued expenses. Our working capital deficit as of June 30, 2023 was $448,561.

Going Concern and Working Capital

The Company’s audited financial statements for fiscal 2023, included in its Annual Report on Form 10-K for the year ended March 31, 2023, contained a going concern opinion from its independent registered public accounting firm.

In August 2023, the Company raised an additional $2,325,00 in net proceeds from two offerings.

Conference Call and Webcast

A live webcast of the conference call and related earnings release materials can be accessed on the Company’s Investor Relations website at:

https://audience.mysequire.com/webinar-view?webinar_id=7982d224-6a39-4cd3-800a-51ceb97d772c

A replay of the webcast will be available through the same link following the conference call. Participants can also access the call using the dial-in details below:

Date: Thursday, August 10, 2023

Time: 4:00 p.m. CT (5:00 pm ET)

Dial-in number: +1 (253) 215 8782

Conference ID: 97831788047

Passcode: 858476

About PetVivo Holdings, Inc.

PetVivo Holdings, Inc. (the “Company”) is an emerging biomedical device company currently focused on the manufacturing, commercialization, and licensing of innovative medical devices and therapeutics for animals. The Company’s strategy is to leverage human therapies for the treatment of dogs and horses in a capital and time-efficient way. A key component of this strategy is the accelerated timeline to revenues for veterinary medical devices, which enter the market much earlier than more stringently regulated pharmaceuticals and biologics.

The Company has a pipeline of additional products for the treatment of animals and people. A portfolio of nineteen patents protects the Company’s biomaterials, products, production processes, and methods of use. The Company’s lead product is Spryng™, a veterinarian-administered, intraarticular injection for the treatment of osteoarthritis in dogs and horses.

Cautionary Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts, including without limitation the Company’s proposed development and commercial timelines, and can be identified by the use of words such as “may,” “will,” “expect,” “project,” “estimate,” “anticipate,” “plan,” “believe,” “potential,” “should,” “continue” or the negative versions of those words or other comparable words. Forward-looking statements are not guarantees of future actions or performance. These forward-looking statements are based on information currently available to the Company and its current plans or expectations and are subject to a number of uncertainties and risks that could significantly affect current plans. Risks concerning the Company’s business are described in detail in the Company’s Annual Report on Form 10-K for the year ended March 31, 2023, and other periodic and current reports filed with the Securities and Exchange Commission. The Company is under no obligation to, and expressly disclaims any such obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise.

Disclosure Information

The Company uses and intends to continue to use its Investor Relations website as a means of disclosing material nonpublic information, and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor the Company’s Investor Relations website, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations, and webcasts.

Contact:

John Lai, CEO

PetVivo Holdings, Inc.

Email: info1@petvivo.com

(952) 405-6216

(Tables to follow)

PETVIVO HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	June 30, 2023 (Unaudited)			March 31, 2023

Assets:
Current Assets
Cash and cash equivalents	$	218,978		$	475,314
Accounts receivable		47,108			86,689
Inventory, net		406,030			370,283
Prepaid expenses and other assets		344,266			491,694
Total Current Assets		1,016,382			1,423,980

Property and Equipment, net		649,235			630,852

Other Assets:
Operating lease right-of-use		1,369,579			317,981
Trademark and patents, net		36,511			38,649
Security deposit		27,490			27,490
Total Other Assets		1,433,580			384,120
Total Assets	$	3,099,197		$	2,438,952

Liabilities and Stockholders’ Equity:

Current Liabilities
Accounts payable	$	591,923		$	588,713
Accrued expenses		713,772			779,882
Operating lease liability – short term		152,214			78,149
Note payable and accrued interest		7,034			6,936
Total Current Liabilities		1,464,943			1,453,680
Other Liabilities
Note payable and accrued interest (net of current portion)		18,650			20,415
Operating lease liability (net of current portion)		1,217,365			239,832
Total Other Liabilities		1,236,015			260,247
Total Liabilities		2,700,958			1,713,927
Commitments and Contingencies
Stockholders’ Equity:
Preferred Stock, par value $0.001, 20,000,000 shares authorized, no shares issued and outstanding at June 30, 2023 and March 31, 2023		-			-
Common Stock, par value $0.001, 250,000,000 shares authorized, 11,830,353 and 10,950,220 issued and outstanding at June 30, 2023 and March 31, 2023, respectively		11,831			10,950
Common Stock to be Issued		-			137,500
Additional Paid-In Capital		75,124,014			72,420,604
Accumulated Deficit		(74,737,606	)		(71,844,029	)
Total Stockholders’ Equity		398,239			725,025
Total Liabilities and Stockholders’ Equity	$	3,099,197		$	2,438,952

PETVIVO HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	For the Three Months Ended
	June 30, 2023			June 30, 2022

Revenues	$	117,183		$	58,174

Cost of Sales		82,269			53,020

Gross Profit		34,914			5,154

Operating Expenses:

Sales and Marketing		941,886			656,569
General and administrative		1,762,798			1,243,022
Research and development		223,807			71,656
Total Operating Expenses		2,928,491			1,971,247

Operating Loss		(2,893,577	)		(1,966,093	)

Other Income
Interest income		-			665
Total Other Income		-			665

Loss before taxes		(2,893,577	)		(1,965,428	)

Income Tax Provision		-			-

Net Loss	$	(2,893,577	)	$	(1,965,428	)

Net Loss Per Share:
Basic and Diluted	$	(0.25	)	$	(0.20	)

Weighted Average Common Shares Outstanding:
Basic and Diluted		11,657,035			9,988,361

Cover	Aug. 10, 2023
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 10, 2023
Entity File Number	001-40715
Entity Registrant Name	PETVIVO HOLDINGS, INC.
Entity Central Index Key	0001512922
Entity Tax Identification Number	99-0363559
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	5251 Edina Industrial Blvd.
Entity Address, City or Town	Edina
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55349
City Area Code	(952)
Local Phone Number	405-6216
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock [Member]
Title of 12(b) Security	Common Stock
Trading Symbol	PETV
Security Exchange Name	NASDAQ
Warrants
Title of 12(b) Security	Warrants
Trading Symbol	PETVW
Security Exchange Name	NASDAQ