8-K
PetVivo Holdings, Inc. (PETV)
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
June 29, 2022
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<br><br> <br>of incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| 5251 Edina Industrial Blvd.<br><br> <br>Edina, Minnesota | 55349 | |
| --- | --- | |
| (Address<br> of principal executive offices) | (Zip<br> 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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<br> Stock, par value $0.001 | PETV | The<br> Nasdaq Stock Market LLC |
| Warrants<br> to purchase Common Stock | PETVW | The<br> Nasdaq Stock Market LLC |
| Item 8.01 | Other Events |
|---|
On June 29, 2022, PetVivo Holdings, Inc. (the “Company”) issued a press release regarding its financial results for its fiscal year ended March 31, 2022 and a business update. The press release includes information about the Company’s conference call scheduled on June 29, 2022 at 4 p.m. CST. 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 Company filed its Annual Report on Form 10-K for its fiscal year ended March 31, 2022 with the Securities and Exchange Commission on June 24, 2022.
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 June 29, 2022 |
| 104 | Cover<br> page Interactive Data File (embedded within Inline XBRL document) |
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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:<br> June 29, 2022 | By: | /s/ John Lai |
| Name: | John<br> Lai | |
| Title: | Chief<br> Executive Officer |
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Exhibit99.1
PetVivoto Discuss Financial Results for the Fiscal Year End ended March 31, 2022 and Business Update
Conferencecall begins at 4:00 p.m. Central time today
EDINA,MN (June 29, 2022) – 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 its fiscal year ended March 31, 2022.
Key highlights for our fiscal year ended March 31, 2022, were:
| ● | Raised<br> $11.25 million in uplisting to Nasdaq in August 2021 |
|---|---|
| ● | Generation<br> of over $100,000 in revenue from sales of our lead product, Spryng™ with OsteoCushion™ Technology |
| ● | Rebranding<br> of Spryng™, launch of Sprynghealth.com and PetVivo.com websites |
| ● | Partnered<br> with Ethos on canine tolerance and efficacy study |
| ● | Attracted<br> an experienced management team to lead the Company |
ManagementCommentary
“The most significant event on our financial results during the fiscal year ended March 31, 2022, was our generation of over $100,000 in revenues from the commercialization and sale of our primary product, Spryng™, to veterinary clinics.” Said John Lai, Chief Executive Officer of PetVivo.
“We continue to use the proceeds from our initial public offering to expand our sales and marketing efforts to generate clinical data to gain vet acceptance and generate increased revenue from the sale of Spryng™”.
FiscalYear Ended March 31, 2022 (“fiscal 2022”) Compared to The Year Ended March 31, 2021 (“fiscal 2021”)
TotalRevenues. Revenues increased to $115,586 in fiscal 2022 compared to $12,578 in fiscal 2021 and consisted of sales to veterinary clinics. The Company began commercialization of its Spryng™ product in September 2021.
TotalCost of Sales. Cost of sales was $201,154 in fiscal 2022 compared to $10,695 for fiscal 2021. The increase is directly related to increased sales of the Spryng™ product. Cost of sales includes product costs related to the sale of products and labor and overhead costs. The increase and the negative gross margin are primarily attributed to our product costs and related product launch expenses from the commercialization of Spryng™ in September 2021.
OperatingExpenses. Operating expenses increased to $4,970,960 in fiscal 2022 compared to $1,960,871 in fiscal 2021. Operating expenses consisted of general and administrative, sales and marketing, and research and development expenses. The increase is primarily due to increased G&A expenses and sales and marketing expenses related to the sale of our Spryng™ product.
General and administrative (“G&A”) expenses were $3,148,494 and $1,767,664 in fiscal 2022 and 2021, respectively. General and administrative expenses include compensation and benefits, contracted services, consulting fees, stock compensation and incremental public company costs.
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Sales and marketing expenses were $1,347,585 and $94,997 in fiscal 2022 and 2021, respectively. Sales and marketing expenses include compensation, consulting, tradeshows, and stock compensation costs to support the launch of our Spryng™ product.
Research and development (“R&D”) expenses were $474,881 and $98,230 in fiscal 2022 and 2021, respectively. The increase was related to clinical studies and efforts to support the launch of Spryng™.
OperatingLoss. As a result of the foregoing, the Company’s operating loss was $5,056,528 and $1,958,988 in fiscal 2022 and 2021, respectively. The increase was related to the costs to support the launch of Spryng™ and the incremental public company costs.
OtherIncome (Expense). Other income was $41,533 in fiscal 2022 as compared to expense of $1,563,792 in fiscal 2021. Other income in fiscal 2022 consisted of the forgiveness of PPP Loan of $31,680 and net interest income of $9,853. Other expense in fiscal 2021 consisted primarily of derivative expense related to debt financing of $1,702,100 and interest expense of $228,595 partially offset by a gain on debt extinguishment of $366,903.
NetLoss. The Company’s net loss in fiscal 2022 was $5,014,995 or ($0.57) as compared to a net loss of $3,522,780 or ($0.57) per share in fiscal 2021. The weighted average number of shares outstanding was 8,760,877 compared to 6,198,717 for fiscal 2022 and 2021, respectively.
BalanceSheet and Inventory
At March 31, 2022, the Company had $6.1 million in cash and working capital of $5.6 million. The Company increased its inventory to $98,000 as of March 31, 2022 in order to support its expected revenue growth in 2023.
BusinessUpdate
In the first quarter of fiscal 2023, the Company entered into a Distribution Services Agreement with MWI Veterinarian Supply Co., a pre-eminent national distributor of veterinarian products (“MWI”). Pursuant to this agreement, we appointed MWI to distribute, advertise, promote, market, supply and sell our lead product, Spryng™ and other products on an exclusive basis for two (2) years within the United States.
ConferenceCall 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://audience.mysequire.com/webinar-view?webinar_id=4247f378-9329-46f0-adcf-44720e7f5ae6
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: Wednesday, June 29^th^, 2022
Time: 4:00 p.m CT (5:00 pm ET)
Dial-in: +1-346-248-7799
Meeting ID: 97245185036
Passcode: 740720
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AboutPetVivo 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 entered 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 management of lameness and joint afflictions, such as osteoarthritis, in dogs and horses, is scheduled for expanded commercial sale in the fourth quarter of this year.
CautionaryNote 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, 2021, 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.
DisclosureInformation
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)
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PETVIVOHOLDINGS, INC.
CONDENSEDCONSOLIDATED BALANCE SHEETS
| March 31,2021 | |||||
|---|---|---|---|---|---|
| Current Assets | |||||
| Cash and cash equivalents | 6,106,827 | $ | 23,578 | ||
| Accounts receivable | 2,596 | - | |||
| Inventory, net | 98,313 | - | |||
| Prepaid expenses and other assets | 547,664 | 123,575 | |||
| Total Current Assets | 6,755,400 | 147,153 | |||
| Property and Equipment, net | 311,549 | 214,038 | |||
| Other Assets: | |||||
| Deferred offering costs | - | 280,163 | |||
| Operating lease right-of-use asset | 299,101 | 157,760 | |||
| Patents and trademarks, net | 48,452 | 27,932 | |||
| Security deposits | 12,830 | 8,201 | |||
| Total Other Assets | 360,383 | 474,056 | |||
| Total Assets | 7,427,332 | $ | 835,247 | ||
| Liabilities and Stockholders’ Equity (Deficit) | |||||
| Current Liabilities | |||||
| Accounts payable | 323,384 | $ | 408,873 | ||
| Accrued expenses | 784,375 | 554,012 | |||
| Convertible notes and accrued interest | - | 235,671 | |||
| Accrued expenses – related parties | - | 36,808 | |||
| Operating lease liability – current portion | 59,178 | 26,582 | |||
| PPP Loan and accrued interest | - | 39,020 | |||
| Notes payable and accrued interest - directors | - | 20,000 | |||
| Notes payable and accrued interest – related party | - | 44,554 | |||
| Note payable and accrued interest (current portion) | 6,549 | 39,528 | |||
| Total Current Liabilities | 1,173,486 | 1,405,048 | |||
| Other Liabilities | |||||
| Note payable and accrued interest (net of current portion) | 27,201 | - | |||
| Operating lease liability (net of current portion) | 239,923 | 131,178 | |||
| Share-settled debt obligation – related party, net of debt discount | - | 196,000 | |||
| Total Other Liabilities | 267,124 | 327,178 | |||
| Total Liabilities | 1,440,610 | 1,732,226 | |||
| Commitments and Contingencies (see Note 13) | |||||
| Stockholders’ Equity (Deficit): | |||||
| Preferred stock, par value 0.001, 20,000,000 shares authorized, issued 0 and 0 shares outstanding at March 31, 2022 and March 31, 2021 | - | - | |||
| Common stock, par value 0.001, 250,000,000 shares authorized, issued 9,988,361 and 6,799,113 shares outstanding at March 31, 2022 and March 31, 2021, respectively | 9,988 | 6,799 | |||
| Additional Paid-In Capital | 69,103,155 | 57,207,648 | |||
| Accumulated Deficit | (63,126,421 | ) | (58,111,426 | ) | |
| Total Stockholders’ Equity (Deficit) | 5,986,722 | (896,979 | ) | ||
| Total Liabilities and Stockholders’ Equity (Deficit) | 7,427,332 | $ | 835,247 |
All values are in US Dollars.
Theaccompanying notes are an integral part of these audited consolidated financial statements.
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PETVIVOHOLDINGS, INC.
CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Year Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||
| Revenues | $ | 115,586 | $ | 12,578 | ||
| Cost of Sales | 201,154 | 10,695 | ||||
| Gross Profit (Loss) | (85,568 | ) | 1,883 | |||
| Operating Expenses: | ||||||
| Sales and Marketing | 1,347,585 | 94,977 | ||||
| Research and Development | 474,881 | 98,230 | ||||
| General and Administrative | 3,148,494 | 1,767,664 | ||||
| Total Operating Expenses | 4,970,960 | 1,960,871 | ||||
| Operating Loss | (5,056,528 | ) | (1,958,988 | ) | ||
| Other Income (Expense) | ||||||
| Gain on Debt Extinguishment | - | 366,903 | ||||
| Forgiveness of PPP loan and accrued interest | 31,680 | - | ||||
| Derivative Expense | - | (1,702,100 | ) | |||
| Interest Income (Expense) | 9,853 | (228,595 | ) | |||
| Total Other Income (Expense) | 41,533 | (1,563,792 | ) | |||
| Net Loss before taxes | (5,014,995 | ) | (3,522,780 | ) | ||
| Income Tax Provision | - | - | ||||
| Net Loss | $ | (5,014,995 | ) | $ | (3,522,780 | ) |
| Net Loss Per Share: | ||||||
| Basic and Diluted | $ | (0.57 | ) | $ | (0.57 | ) |
| Weighted Average Common Shares Outstanding: | ||||||
| Basic and Diluted | 8,760,877 | 6,198,717 |
Theaccompanying notes are an integral part of these audited consolidated financial statements.
Sharesretroactively restated for 1-for-4 reverse stock split in December of 2020.
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