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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
February
12, 2024
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
February 12, 2024, PetVivo Holdings, Inc. (the “Company”) issued a press release announcing financial results for the third
quarter ended December 31, 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.
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:
February 12, 2024 |
By: |
/s/
John Lai |
| |
Name: |
John
Lai |
| |
Title: |
Chief
Executive Officer |
Exhibit
99.1
PetVivo
Reports Third Quarter of Fiscal 2024 Financial Results
Conference
call begins at 4:00 p.m. Central time today
EDINA,
MN (February 12, 2024) – PetVivo Holdings, Inc. (Nasdaq: PETV), an emerging biomedical device company focused on the commercialization
of innovative medical therapeutics for animals, announces financial results for the three months ended December 31, 2023 (“third
quarter of 2024”).
Key
highlights from the third quarter of 2024 and through February 12, 2024, include the following:
| ● | Developed
a multi-distribution sales strategy, including entering into non-exclusive distribution agreements
with Covetrus North America LLC and MW Veterinary Supply Co.; |
| ● | Added
a new Board member, Diane Levitan, who is a licensed veterinarian. |
Subsequent
to December 31, 2023, the Company raised an aggregate of $1.2 million in gross proceeds in a private offering.
Management
Commentary
“We
are excited about the progress the Company has made this past quarter, including the addition of Covetrus North America, LLC. (Covetrus),
to distribute our products beginning in January 2024,” said John Lai, Chief Executive Officer of PetVivo Holdings, Inc. The addition
of the vast distribution resources offered by Covetrus to the distribution resources offered by our other distribution partner, MWI Animal
Health, arms PetVivo with the two largest animal health industry distributors in the United States selling Spryng™ with OsteoCushion™
Technology
Third
Quarter Financial Results
For
The Three Months Ended December 31, 2023 Compared to The Three Months Ended December 31, 2022
Total
Revenues. Revenues were $595,891 and $510,109 for three months ended December 31, 2023 and 2022, respectively. Revenues in the
three months ended December 31, 2023 consist of sales of our Spryng™ product to MWI Veterinary Supply Co. (MWI) of $439,922, Covetrus
of $106,074 and to veterinary clinics in the amount of $49,265. In the three months ended December 31, 2022, our revenues of $510,109
consisted of sales of our Spryng™ product to MWI of $456,502 and to veterinary clinics in the amount of $53,607 of sales to veterinary
clinics.
Cost
of Sales. Cost of sales were $183,087 and $223,687 for the three months ended December 31, 2023 and 2022, respectively. Cost
of sales includes product costs related to the sale of our Spryng™ products and labor and overhead costs.
Operating
Expenses. Operating expenses were $2,546,428 and $2,605,240 for the three months ended December 31, 2023 and 2022, respectively.
Operating expenses consisted of general and administrative, sales and marketing and research and development expenses.
Operating
Loss. As a result of the foregoing, our operating loss was $2,133,624 and $2,318,818 for the three months ended December 31,
2023 and 2022, respectively. The decrease was related to the increase in revenues and lower costs of sales as compared to the prior year.
Other
Income. Other income was $383,776 for the three months ended December 31, 2023 as compared to other income of $7,200 for the
three months ended December 31, 2022. Other income in 2023 consisted primarily of the extinguishment of payables. Other income in 2022
consisted of net interest income.
Net
Loss. Our net loss for the three months ended December 31, 2023 was $1,749,848 or ($0.12) per share as compared to a net loss
of $2,311,618 or ($0.23) per share for the three months ended December 31, 2022. The decrease was related to the extinguishment of payables.
The weighted average number of shares outstanding was 14,271,530 compared to 10,098,658 for the three months ended December 31, 2023
and 2022, respectively.
For
The Nine Months Ended December 31, 2023 Compared to The Nine Months Ended December 31, 2022
Revenues.
Revenues were $920,440 for the nine months ended December 31, 2023 compared to revenues of $791,563 in the nine months ended December
31, 2022. Revenues in the nine months ended December 31, 2023 consisted of sales of our Spryng™ product MWI of $595,891, Covetrus
of $106,074 and to veterinary clinics in the amount of $196,419. In the nine months ended December 31, 2022, our revenues of $791,563
consisted of sales of our Spryng™ product to MWI of $574,766 and to veterinary clinics in the amount of $191,797 of sales to veterinary
clinics.
Cost
of Sales. Cost of sales was $406,270 and $424,866 for the nine months ended December 31, 2023 and 2022, respectively. Cost of
sales includes product costs related to the sale of products and labor and overhead costs.
Operating
Expenses. Operating expenses were $8,485,714 and $6,771,176 for the nine months ended December 31, 2023 and 2022, respectively.
Operating expenses consisted of general and administrative, sales and marketing, and research and development expenses.
Operating
Loss. As a result of the foregoing, our operating loss was $7,971,544 and $6,404,479 for the nine months ended December 31, 2023
and 2022, respectively. The increase in our operating loss, was related to the costs to support the launch of Spryng™, stock issued
for services and stock compensation.
Other
(Expense) Income. Other expense was $333,034 for the nine months ended December 31, 2023 as compared to other income of $15,844
for the nine months ended December 31, 2022, respectively. Other expense in 2023 consisted of a loss on extinguishment of debt of $534,366,
the settlement payment and interest expense partially offset by the extinguishment of payables of $385,874. Other income in 2022 consisted
of interest income.
Net
Loss. Our net loss for the nine months ended December 31, 2023 was $8,304,578 or ($0.64) per share as compared to a net loss
of $6,388,635 or ($0.64) per share for the nine months ended December 31, 2022. The weighted average number of shares outstanding was
12,976,851 compared to 10,047,040 for the nine months ended December 31, 2023 and 2022, respectively.
Balance
Sheet and Inventory
As
of December 31, 2023, our current assets were $1,492,884, including $80,085 in cash and cash equivalents, $518,696 in accounts receivable
and $467,467 in inventory. Our working capital deficit as of December 31, 2023 was $169,236.
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=aabb88e0-5162-4f89-8aaf-69e333b45beb
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:
February 12, 2024
Time:
4:00 p.m. CT (5:00 pm ET)
Dial-in
number: +1 253 205 0468
Conference
ID: 84597743640
Passcode:
192442
About
PetVivo Holdings, Inc.
PetVivo
Holdings, Inc. (the “Company”) is in the business of licensing and commercializing its proprietary medical devices and biomaterials
for the treatment and/or management of afflictions and diseases in animals, initially for dogs and horses. The Company began commercialization
of its lead product Spryng™ with OsteoCushion™ Technology, a veterinarian-administered, intraarticular injection for the
management of lameness and other joint afflictions such as osteoarthritis in dogs and horses in September 2021. The Company has a pipeline
of additional products for the treatment of animals in various stages of development. A portfolio of twenty patents protects the Company’s
biomaterials, products, production processes and methods of use.
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)
| | |
December 31, 2023 (Unaudited) | | |
March 31, 2023 | |
| Assets: | |
| | | |
| | |
| Current Assets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 80,085 | | |
$ | 475,314 | |
| Accounts receivable | |
| 518,686 | | |
| 86,689 | |
| Inventory | |
| 467,467 | | |
| 370,283 | |
| Prepaid expenses and other assets | |
| 426,646 | | |
| 491,694 | |
| Total Current Assets | |
| 1,492,884 | | |
| 1,423,980 | |
| | |
| | | |
| | |
| Property and Equipment, net | |
| 823,280 | | |
| 630,852 | |
| | |
| | | |
| | |
| Other Assets: | |
| | | |
| | |
| Operating lease right-of-use asset | |
| 1,253,815 | | |
| 317,981 | |
| Patents and trademarks, net | |
| 32,333 | | |
| 38,649 | |
| Security deposit | |
| 27,490 | | |
| 27,490 | |
| Total Other Assets | |
| 1,313,638 | | |
| 384,120 | |
| Total Assets | |
$ | 3,629,802 | | |
$ | 2,438,952 | |
| | |
| | | |
| | |
| Liabilities and Stockholders’ Equity: | |
| | | |
| | |
| Current Liabilities | |
| | | |
| | |
| Accounts payable | |
$ | 1,094,152 | | |
$ | 588,713 | |
| Accrued expenses | |
| 241,959 | | |
| 779,882 | |
| Operating lease liability – short term | |
| 196,263 | | |
| 78,149 | |
| Notes payables and accrued interest | |
| 129,746 | | |
| 6,936 | |
| Total Current Liabilities | |
| 1,662,120 | | |
| 1,453,680 | |
| Non-Current Liabilities | |
| | | |
| | |
| Note payable and accrued interest (net of current portion) | |
| 15,030 | | |
| 20,415 | |
| Operating lease liability (net of current portion) | |
| 1,057,552 | | |
| 239,832 | |
| Total Non-Current Liabilities | |
| 1,072,582 | | |
| 260,247 | |
| Total Liabilities | |
| 2,734,702 | | |
| 1,713,927 | |
| Commitments and Contingencies (see Note 9) | |
| - | | |
| - | |
| Stockholders’ Equity: | |
| | | |
| | |
| Preferred Stock, par value $0.001, 20,000,000 shares authorized, no shares issued and outstanding at December 31, 2023 and March 31, 2023 | |
| - | | |
| - | |
| Common Stock, par value $0.001, 250,000,000 shares authorized, 14,921,209 and 10,950,220 issued and outstanding at December 31, 2023 and March 31, 2023, respectively | |
| 14,921 | | |
| 10,950 | |
| Common Stock to be Issued | |
| - | | |
| 137,500 | |
| Common Stock Receivable | |
| (27,000 | ) | |
| - | |
| Additional Paid-In Capital | |
| 81,055,786 | | |
| 72,420,604 | |
| Accumulated Deficit | |
| (80,148,607 | ) | |
| (71,844,029 | ) |
| Total Stockholders’ Equity | |
| 895,100 | | |
| 725,025 | |
| Total Liabilities and Stockholders’ Equity | |
$ | 3,629,802 | | |
$ | 2,438,952 | |
PETVIVO
HOLDINGS, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| | |
Three Months Ended December 31, | | |
Nine Months Ended
December 31, | |
| | |
2023 | | |
2022 | | |
2023 | | |
2022 | |
| Revenues | |
$ | 595,891 | | |
$ | 510,109 | | |
$ | 920,440 | | |
$ | 791,563 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cost of Sales | |
| 183,087 | | |
| 223,687 | | |
| 406,270 | | |
| 424,866 | |
| Gross Profit | |
| 412,804 | | |
| 286,422 | | |
| 514,170 | | |
| 366,697 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses: | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| Sales and Marketing | |
| 1,032,575 | | |
| 1,047,549 | | |
| 3,053,184 | | |
| 2,572,103 | |
| Research and Development | |
| 231,066 | | |
| 248,157 | | |
| 695,156 | | |
| 460,197 | |
| General and Administrative | |
| 1,282,787 | | |
| 1,309,534 | | |
| 4,737,374 | | |
| 3,738,876 | |
| | |
| | | |
| | | |
| | | |
| | |
| Total Operating Expenses | |
| 2,546,428 | | |
| 2,605,240 | | |
| 8,485,714 | | |
| 6,771,176 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating Loss | |
| (2,133,624 | ) | |
| (2,318,818 | ) | |
| (7,971,544 | ) | |
| (6,404,479 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other (Expense) Income | |
| | | |
| | | |
| | | |
| | |
| Loss on Extinguishment of Debt | |
| - | | |
| - | | |
| (534,366 | ) | |
| - | |
| Settlement Expense | |
| - | | |
| - | | |
| (180,000 | ) | |
| - | |
| Extinguishment of payables | |
| 385,874 | | |
| - | | |
| 385,874 | | |
| - | |
| Interest (Expense) Income | |
| (2,098 | ) | |
| 7,200 | | |
| (4,542 | ) | |
| 15,844 | |
| | |
| | | |
| | | |
| | | |
| | |
| Total Other Income (Expense) | |
| 383,776 | | |
| 7,200 | | |
| (333,034 | ) | |
| 8,644 | |
| | |
| | | |
| - | | |
| | | |
| - | |
| Loss before taxes | |
| (1,749,848 | ) | |
| (2,311,618 | ) | |
| (8,304,578 | ) | |
| (6,388,635 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Income Tax Provision | |
| - | | |
| - | | |
| - | | |
| - | |
| | |
| | | |
| | | |
| | | |
| | |
| Net Loss | |
$ | (1,749,848 | ) | |
$ | (2,311,618 | ) | |
$ | (8,304,578 | ) | |
$ | (6,388,635 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net Loss Per Share: | |
| | | |
| | | |
| | | |
| | |
| Basic and Diluted | |
$ | (0.12 | ) | |
$ | (0.23 | ) | |
$ | (0.64 | ) | |
$ | (0.64 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted Average Common Shares Outstanding: | |
| | | |
| | | |
| | | |
| | |
| Basic and Diluted | |
| 14,271,530 | | |
| 10,098,658 | | |
| 12,976,851 | | |
| 10,047,040 | |
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-Publisher SEC
-Name Securities Act
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-Section 425
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