8-K
INSPIRE VETERINARY PARTNERS, INC. (IVPR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
t he Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 1, 2023
INSPIRE VETERINARY PARTNERS, INC.
(Exact name of registrant as specified in its charter)
| Nevada<br><br> <br>(State or other<br> jurisdiction of incorporation) | 001-41792<br><br> <br>(Commission<br> File Number) | 85-4359258<br><br> <br>(I.R.S. Employer<br> Identification No.) |
|---|---|---|
| 780 Lynnhaven Parkway, Suite 400<br><br> <br>Virginia Beach, VA<br><br> <br>(Address of principal executive offices) | 23452<br><br> <br>(Zip Code) | |
| --- | --- |
Registrant’s telephone number, including area code: (757) 734-5464
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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 $0.0001 | IVP | Nasdaq Capital Market |
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
x
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.
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Section 7 – Regulation FD
Item 7.01 Regulation FD Disclosure
On September 1, 2023, we released the press release furnished herewith as Exhibit 99.1.
Section 9 – Financial Statements and Exhibits
Item. 9.01. Financial Statements and Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release |
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: <br>September 1<br>, 2023 | INSPIRE VETERINARY PARTNERS, INC. | |
|---|---|---|
| By: | /s/ Kimball Carr | |
| Name: | Kimball Carr | |
| Title: | President and Chief Executive Officer |
Exhibit 99.1
Inspire Veterinary Partners, Inc. Announces **** Non-Binding Letter of Intent to Acquire Two Animal Hospitals and Enter the State of Oregon
| · | Proposed acquisition to add 2 animal hospitals to Inspire’s network of 13 animal hospitals |
|---|---|
| · | Expansion into a new state, Oregon, constituting our first emergency veterinary clinic and first rehabilitation hospital |
| --- | --- |
| · | The transaction is expected to close as early as the third quarter of 2023 |
| --- | --- |
| · | Opportunity to continue to acquire individual animal hospitals remains strong |
| --- | --- |
Virginia Beach, VA, (September 1, 2023) (ACCESSWIRE) — Inspire Veterinary Partners, Inc. (Nasdaq: IVP) (“Inspire” or the “Company”), an owner and provider of pet health care services throughout the US, today announced that it has entered into a non-binding letter of intent to acquire a 100% ownership interest in two animal hospitals. The hospitals would represent expansion by Inspire into a new state, Oregon, and the Company’s first emergency veterinary clinic and first rehabilitation hospital under its network.
Inspire expects to acquire real estate associated with the purchases. The proposed acquisitions are subject to customary closing conditions and are currently expected to be completed as early as the third quarter of 2023.
Inspire’s due diligence review of the target acquisition has already commenced, and upon satisfactory completion, the Company intends to proceed towards executing a definitive acquisition agreement and closing the transaction as soon as all closing conditions are met.
Kimball Carr, Chairman, Chair, President & Chief Executive Officer of Inspire, stated, “We are very excited for this opportunity to acquire two new hospital teams who share our mutual belief that we can make a difference in the veterinary profession and serve even more clients and pets, for the first time, in the great state of Oregon.”
The letter of intent is non-binding and subject to additional diligence and other factors, and as such, there can be no assurance that the Company will enter into a definitive acquisition agreement or that the terms of any such agreement will not change, or that the proposed acquisition will be consummated in the third quarter of 2023 or at all.
About Inspire Veterinary Partners, Inc.
Inspire Veterinary Partners is an owner/operator of veterinary hospitals in the US. As the Company expands, it expects to acquire additional veterinary hospitals, including mixed animal facilities, critical and emergency care, and other specialty services such as equine, in additional locations.
For more information, please visit: www.inspirevet.com.
Connect with Inspire Veterinary Partners, Inc.
https://www.facebook.com/InspireVeterinaryPartners/
https://www.linkedin.com/company/inspire-veterinary-partners/
No Offer or Solicitation
This press release relates to the proposed acquisitions. This press release does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements regarding the Company’s current expectations. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ include, but are not limited to, risks and uncertainties related to the satisfaction of customary closing conditions related to the anticipated acquisitions, or factors that result in changes to the Company's anticipated results of operations related to the anticipated acquisitions. These and other risks and uncertainties are described more fully in the section captioned ”Risk Factors“ in the Company’s Registration Statement on Form S-1 filed with the SEC. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.
Investor Contact
TraDigital IR Kevin McGrath +1-646-418-7002 kevin@tradigitalir.com
General Inquires
Morgan Wood
Mwood@inspirevet.com
Source: Inspire Veterinary Partners, Inc.