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
November 15, 2021
Date of Report (Date of earliest event reported)
PETVIVO HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 000-55167 | 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, par value $0.001 | PETV | The Nasdaq Stock Market LLC | ||
| Warrants to purchase Common Stock | PETVW | The Nasdaq Stock Market LLC |
Item 2.02 Results of Operations and Financial Condition.
On November 15, 2021, PetVivo Holdings, Inc. (the “Company”) issued a press release announcing financial results for the second quarter ended September 30, 2021. 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 November 15, 2021 |
| 104 | Cover page Interactive Data File (embedded within Inline XBRL document) |
| 2 |
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: November 15, 2021 | By: | /s/ John Lai |
| Name: | John Lai | |
| Title: | Chief Executive Officer | |
| 3 |
Exhibit 99.1
PetVivo Reports Second Quarter 2022 Financial Results
Raised approximately 11.25 million in connection with Initial Public Offering
Rebranded Kush™ as Spryng™ and commenced sales of Spryng™
Conference call begins at 4:00 p.m. Central time today
EDINA, MN (November 15, 2021) – 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 and six months ended September 30, 2021.
Highlights from the second quarter of 2022 and recent weeks include the following (all comparisons are with the second quarter of 2021, unless otherwise indicated):
| ● | Raised approximately $11,254,000 from a registered public offering of our units, which closed on August 13, 2021 | |
| ● | Uplisted to Nasdaq in connection with the registered offering, where our common stock and warrants trade under the symbols “PETV” and “PETVW,” respectively | |
| ● | Rebranded Kush™ as Spryng™ and commenced sales of Spryng™ | |
| ● | Made several key hires to strengthen our management team |
Management Commentary
“The most significant event from last quarter was raising $9,781,000 in net proceeds in our registered offering,” said John Lai, Chief Executive Officer of PetVivo. “We ended the quarter with cash of over $8.8 million.”
“We are using the net proceeds from this offering to expand our sales and marketing efforts to gain vet acceptance and generate revenue from the sale of Spryng™. We also engaged Kick as our advertising agency across multiple marketing services disciplines.”
Mr. Lai continued, “We also added key members to our manufacturing team to ensure our manufacturing capacity to support the launch of Spryng™.”
Second Quarter Financial Results
Revenue was $4,977 for the three months ended September 30, 2021 compared with $4,790 for the three months ended September 30, 2020, and consisted of sales to veterinary clinics.
Cost of sales was $-0- and $350 for the three months ended September 30, 2021 and 2020, respectively.
General and administrative expenses were $756,186 and $787,427 for the three months ended September 30, 2021 and 2020, respectively.
Sales and marketing expenses were $235,767 and $35,580 for the three months ended September 30, 2021 and 2020, respectively.
Research and development expenses were $116,380 and $ -0- for the three months ended September 30, 2021 and 2020, respectively. The increase was related to efforts to support the launch of Spryng™.
Other expense was $2,118 for the three months ended September 30, 2021 as compared to $529,435 for the three months ended September 30, 2020. Other expense in 2021 consisted of interest expense. Other expense in 2020 consisted primarily of derivative expense related to debt financing of $389,300 and interest expense of $140,651.
Net loss for the three months ended September 30, 2021 was $(1,105,474) or ($0.13) as compared to a net loss of $(1,348,002) or ($0.23) per share for the three months ended September 30, 2020. Net loss decreased primarily due to the derivative expense recognized on the debt financing in 2020.
Six Month Financial Results
Revenue was $9,122 and $6,797 for six months ended September 30, 2021 and 2020, respectively, and consisted of sales to veterinary clinics.
Cost of sales was $5,051 and $350 for the six months ended September 30, 2021 and 2020, respectively.
General and administrative expenses were $1,087,131 and $1,184,820 for the six months ended September 30, 2021 and 2020, respectively.
Sales and marketing expenses were $285,498 and $82,262 for the six months ended September 30, 2021 and 2020, respectively.
Research and development expenses were $253,317 and $ -0- for the six months ended September 30, 2021 and 2020, respectively. The increase was related to efforts to support the launch of Spryng™.
Other income was $25,772 for the six months ended September 30, 2021 as compared to expense of $901,375 for the six months ended September 30, 2020. Other income in 2021 consisted of the forgiveness of PPP Loan and accrued interest of $31,680 partially offset by and interest expense of $5,908. Other expense in 2020 consisted primarily of derivative expense related to debt financing of $731,500 and interest expense of $170,873.
Net loss for the six months ended September 30, 2021 was $(1,596,103) or ($0.21) as compared to a net loss of $(2,162,010) or ($0.37) per share for the six months ended September 30, 2020. Net loss decreased primarily due to the derivative expense recognized on the debt financing in 2020.
Conference Call and Webcast
A live webcast of the conference call and related earnings release materials can be accessed on PetVivo’s Investor Relations website at https://petvivo.com/pages/investors. A replay of the webcast will be available through the same link following the conference call.
The conference call can be accessed live over the phone by dialing 1-(346) 248-770. The conference ID is 96523640792 and the Passcode is 058908.
About PetVivo Holdings, Inc.
PetVivo Holdings, Inc. 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.
PetVivo has a pipeline of seventeen products for the treatment of animals and people. A portfolio of twenty-one patents protects the Company’s biomaterials, products, production processes and methods of use. The Company’s lead product SPRYNG™, a veterinarian-administered, intraarticular injection for the treatment of osteoarthritis in dogs and horses, is scheduled for expanded commercial sale in the fourth quarter of this year.
Disclosure Information
PetVivo 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
| September 30, 2021 (Unaudited) | March 31, 2021 | |||||||
| Assets: | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | $ | 8,817,472 | $ | 23,578 | ||||
| Inventory, net | 74,637 | - | ||||||
| Prepaid expenses and other assets | 618,813 | 123,575 | ||||||
| Total Current Assets | 9,510,922 | 147,153 | ||||||
| Property and Equipment, net | 207,400 | 214,038 | ||||||
| Other Assets: | ||||||||
| Deferred offering costs | - | 280,163 | ||||||
| Operating lease right-of-use asset | 144,577 | 157,760 | ||||||
| Trademark and patents, net | 43,024 | 27,932 | ||||||
| Security deposit | 8,201 | 8,201 | ||||||
| Total Other Assets | 195,802 | 474,056 | ||||||
| Total Assets | $ | 9,914,124 | $ | 835,247 | ||||
| Liabilities and Stockholders’ Equity (Deficit) | ||||||||
| Current Liabilities | ||||||||
| Accounts payable and accrued expenses | $ | 1,178,526 | $ | 962,885 | ||||
| Convertible notes and accrued interest | - | 235,671 | ||||||
| Accrued expenses – related parties | - | 36,808 | ||||||
| Operating lease liability – current portion | 26,882 | 26,582 | ||||||
| PPP Loan and accrued interest | 5,967 | 39,020 | ||||||
| Notes payable and accrued interest - directors | - | 20,000 | ||||||
| Notes payable and accrued interest – related party | - | 44,554 | ||||||
| Note payable and accrued interest | 6,358 | 39,528 | ||||||
| Total Current Liabilities | 1,217,733 | 1,405,048 | ||||||
| Other Liabilities | ||||||||
| Note payable and accrued interest | 30,442 | - | ||||||
| Operating lease liability (net of current portion) | 117,695 | 131,178 | ||||||
| Share-settled debt obligation – related party, net of debt discount | - | 196,000 | ||||||
| Total Other Liabilities | 148,137 | 327,178 | ||||||
| Total Liabilities | $ | 1,365,870 | $ | 1,732,226 | ||||
| Commitments and Contingencies | ||||||||
| Stockholders’ Equity (Deficit): | ||||||||
| Preferred stock, par value $0.001, 20,000,000 shares authorized, issued 0 and 0 shares outstanding at September 30, 2021 and March 31, 2021 | ||||||||
| Common stock, par value $0.001, 250,000,000 shares authorized, issued 9,731,343 and 6,799,113 shares outstanding at September 30, 2021 and March 31, 2021, respectively | 9,731 | 6,799 | ||||||
| Additional Paid-In Capital | 68,246,052 | 57,207,648 | ||||||
| Accumulated Deficit | (59,707,529 | ) | (58,111,426 | ) | ||||
| Total Stockholders’ Equity (Deficit) | 8,548,254 | (896,979 | ) | |||||
| Total Liabilities and Stockholders’ Equity (Deficit) | $ | 9,914,124 | $ | 835,247 | ||||
PETVIVO HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
|
Three Months Ended September 30, |
Six Months Ended September 30, |
|||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Revenues | $ | 4,977 | $ | 4,790 | $ | 9,122 | $ | 6,797 | ||||||||
| Cost of Sales | - | 350 | 5,051 | 350 | ||||||||||||
| Gross Profit (Loss) | 4,977 | 4,440 | 4,071 | 6,447 | ||||||||||||
| Operating Expenses: | ||||||||||||||||
| Sales and Marketing | 235,767 | 35,580 | 285,498 | 82,262 | ||||||||||||
| Research and Development | 116,380 | - | 253,317 | - | ||||||||||||
| General and Administrative | 756,186 | 787,427 | 1,087,131 | 1,184,820 | ||||||||||||
| Total Operating Expenses | 1,108,333 | 823,007 | 1,625,946 | 1,267,082 | ||||||||||||
| Operating Loss | $ | (1,103,356 | ) | $ | (818,567 | ) | $ | (1,621,875 | ) | $ | (1,260,635 | ) | ||||
| Other Income (Expense) | ||||||||||||||||
| Gain on Sale of Asset | - | - | - | 482 | ||||||||||||
| Gain on Debt Restructuring | - | 516 | - | 516 | ||||||||||||
| Forgiveness of PPP loan and accrued interest | - | - | 31,680 | - | ||||||||||||
| Derivative Expense | - | (389,300 | ) | - | (731,500 | ) | ||||||||||
| Interest Expense | (2,118 | ) | (140,651 | ) | (5,908 | ) | (170,873 | ) | ||||||||
| Total Other Income (Expense) | (2,118 | ) | (529,435 | ) | 25,772 | (901,375 | ) | |||||||||
| Net Loss before taxes | $ | (1,105,474 | ) | $ | (1,348,002 | ) | $ | (1,596,103 | ) | $ | (2,162,010 | ) | ||||
| Income Tax Provision | - | - | - | - | ||||||||||||
| Net Loss | (1,105,474 | ) | (1,348,002 | ) | (1,596,103 | ) | (2,162,010 | ) | ||||||||
| Net Loss Per Share: | ||||||||||||||||
| Basic and Diluted | $ | (0.13 | ) | $ | (0.23 | ) | $ | (0.21 | ) | $ | (0.37 | ) | ||||
| Weighted Average Common Shares Outstanding: | ||||||||||||||||
| Basic and Diluted | 8,749,233 | 5,839,086 | 7,757,099 | 5,787,107 | ||||||||||||
Shares retroactively restated for 1-for-4 reverse stock split in December of 2020