UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 2.02. Results of Operations and Financial Condition.
On March 17, 2025, PURE Bioscience, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended January 31, 2025 and related information. A copy of the press release is attached as Exhibit 99.1.
The information in this Item 2.02 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press Release, dated March 17, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission. |
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.
| PURE BIOSCIENCE, INC. | ||
| Dated: March 17, 2025 | By: | /s/ Robert F. Bartlett |
| Robert F. Bartlett | ||
| Chief Executive Officer | ||
EXHIBIT INDEX
Exhibit Number |
Description | |
| 99.1 | Press Release, dated March 17, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Exhibit 99.1
PURE Bioscience Reports Fiscal Second Quarter 2025
Financial Results
EL CAJON, Calif. – PURE Bioscience, Inc. (OTCQB: PURE) (“PURE,” the “Company” or “we”), creator of the patented non-toxic silver dihydrogen citrate (SDC) antimicrobial, today reported financial results for the fiscal second quarter ended January 31, 2025.
Summary of Results – Fiscal Second Quarter Operations
| ● | Net product sales were $391,000 and $325,000 for the fiscal second quarter ended January 31, 2025 and 2024, respectively. The increase of $66,000 was attributable to increased sales across our distribution network. | |
| ● | Net loss for the fiscal second quarter ended January 31, 2025 was $798,000, compared to $1,002,000 for the fiscal second quarter ended January 31, 2024. Selling, general and administrative expenses decreased by $194,000. The decrease was due to reductions in personnel costs, professional service fees and share-based compensation. | |
| ● | Net loss, excluding share-based compensation, for the fiscal second quarter ended January 31, 2025 was $771,000, compared to $938,000 for the fiscal second quarter ended January 31, 2024. | |
| ● | Net loss per share was ($0.01) for the fiscal second quarters ended January 31, 2025 and 2024, respectively. |
Summary of Results – Prior Six Months
| ● | Net product sales were $946,000 and $1,043,000 for the six months ended January 31, 2025 and 2024, respectively. The decrease of $97,000 was attributable to decreased sales across our end user network. | |
| ● | Net loss for the six months ended January 31, 2025 was $1,487,000, compared to $1,737,000 for the six months ended January 31, 2024. Selling, general and administrative expenses decreased by $386,000. The decrease was due to reductions in personnel costs, professional service fees and share-based compensation. | |
| ● | Net loss, excluding share-based compensation, for the six months ended January 31, 2025 was $1,403,000, compared to $1,593,000 for the six months ended January 31, 2024. | |
| ● | Net loss per share was ($0.01) for the six months ended January 31, 2025, compared to $(0.02) for the six months ended January 31, 2024. |
Robert Bartlett, Chief Executive Officer, stated, “Our fiscal second quarter year-over-year sales growth demonstrates the progress we are making with our direct customers and distribution network. This quarter’s biggest accomplishment was advancing our dairy membrane solutions from the microbiological laboratory bench work to the Dairy Pilot Processing Center for scale-up testing at a leading California State University and into full-scale commercial in-plant pilots. Since the launch of our in-plant pilot program, we have been working closely with a large distribution partner to ensure success in the field.”
Successful pilot treatments of both Ultra-Filtration (UF) and Reverse Osmosis (RO) membrane systems have been pivotal in proving the viability of the Company’s solution in the dairy industry. These treatments have provided invaluable data necessary to move forward with launching a new solution that promises to revolutionize the industry.
The new non-oxidizing membrane solution offers a range of benefits, including conserving water and energy, removing fouling, restoring throughput, and prolonging membrane life. Furthermore, it reduces operational costs by minimizing Clean-In-Place cycle downtime, a critical factor in dairy operations.
“We are committed to expanding the availability of this innovative solution and improving operational efficiency in the dairy industry,” concluded Bartlett.
About PURE Bioscience, Inc.
PURE is committed to redefining chemical safety through its innovative technology. With a focus on efficacy and effectiveness, PURE develops advanced solutions that meet the highest safety standards and produce best-in-class results for its consumers and distributors. PURE continues to focus on developing and commercializing our proprietary antimicrobial products, primarily in the food and beverage industry. We provide solutions to combat the health and environmental challenges of pathogens and hygienic control. Our technology platform is based on patented, stabilized ionic silver, and our initial products contain silver dihydrogen citrate, better known as SDC. This broad-spectrum, non-toxic antimicrobial agent formulates well with other compounds. As a platform technology, SDC is distinguished from existing products in the marketplace because of its superior efficacy, reduced toxicity, and mitigation of bacterial resistance. Additional information on PURE is available at www.purebio.com.
Forward-looking Statements: Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Statements in this press release, including quotes from management, concerning the Company’s expectations, plans, business outlook, future performance, future potential revenues, expected results of the Company’s marketing efforts, the execution of contracts under negotiation, and any other statements concerning assumptions made or expectations as to any future events, conditions, performance or other matters, are “forward-looking statements.” Forward-looking statements inherently involve risks and uncertainties that could cause our actual results to differ materially from any forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the Company’s failure to implement or otherwise achieve the benefits of its proposed business initiatives and plans; acceptance of the Company’s current and future products and services in the marketplace, including the Company’s ability to convert successful evaluations and tests for PURE Control and PURE Hard Surface into customer orders and customers continuing to place product orders as expected and to expand their use of the Company’s products; the Company’s ability to maintain relationships with its partners and other counterparties; the Company’s ability to generate sufficient revenues and reduce its operating expenses in order to reach profitability; the Company’s ability to raise the funding required to support its continued operations and the implementation of its business plan; the ability of the Company to develop effective new products and receive required regulatory approvals for such products, including the required data and regulatory approvals required to use its SDC-based technology as a direct food contact processing aid in raw meat processing; competitive factors, including customer acceptance of the Company’s SDC-based products that are typically more expensive than existing treatment chemicals; dependence upon third-party vendors, including to manufacture its products; and other risks detailed in the Company’s periodic report filings with the Securities and Exchange Commission (the SEC), including its Form 10-K for the fiscal year ended July 31, 2024, Form 10-Q for the fiscal first quarter ended October 31, 2024, and Form 10-Q for the fiscal second quarter ended January 31, 2025. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this release.
Contact:
Mark Elliott, VP Finance
PURE Bioscience, Inc.
Phone: 619-596-8600 ext.: 116
PURE Bioscience, Inc.
Condensed Consolidated Balance Sheets
| January 31, 2025 | July 31, 2024 | |||||||
| (Unaudited) | ||||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 202,000 | $ | 349,000 | ||||
| Accounts receivable | 180,000 | 298,000 | ||||||
| Inventories, net | 75,000 | 56,000 | ||||||
| Restricted cash | 75,000 | 75,000 | ||||||
| Prepaid expenses | 30,000 | 27,000 | ||||||
| Total current assets | 562,000 | 805,000 | ||||||
| Property, plant and equipment, net | 12,000 | 13,000 | ||||||
| Total assets | $ | 574,000 | $ | 818,000 | ||||
| Liabilities and stockholders’ deficiency | ||||||||
| Current liabilities | ||||||||
| Accounts payable | $ | 700,000 | $ | 601,000 | ||||
| Accrued liabilities | 166,000 | 132,000 | ||||||
| Total current liabilities | 866,000 | 733,000 | ||||||
| Long-term liabilities | ||||||||
| Convertible notes payable to related parties | 3,975,000 | 2,949,000 | ||||||
| Total long-term liabilities | 3,975,000 | 2,949,000 | ||||||
| Total liabilities | 4,841,000 | 3,682,000 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders’ deficiency | ||||||||
| Preferred stock, $0.01 par value: 5,000,000 shares authorized, no shares issued and outstanding | — | — | ||||||
| Common stock, $0.01 par value: 200,000,000 shares authorized, 111,856,473 shares issued and outstanding at January 31, 2025, and July 31, 2024 | 1,119,000 | 1,119,000 | ||||||
| Additional paid-in capital | 132,696,000 | 132,612,000 | ||||||
| Accumulated deficit | (138,082,000 | ) | (136,595,000 | ) | ||||
| Total stockholders’ deficiency | (4,267,000 | ) | (2,864,000 | ) | ||||
| Total liabilities and stockholders’ deficiency | $ | 574,000 | $ | 818,000 | ||||
PURE Bioscience, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
| Six Months Ended | Three months Ended | |||||||||||||||
| January 31, | January 31, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Net product sales | $ | 946,000 | $ | 1,043,000 | $ | 391,000 | $ | 325,000 | ||||||||
| Royalty revenue | 1,000 | 5,000 | — | 1,000 | ||||||||||||
| Total revenue | 947,000 | 1,048,000 | 391,000 | 326,000 | ||||||||||||
| Cost of goods sold | 395,000 | 429,000 | 164,000 | 149,000 | ||||||||||||
| Gross profit | 552,000 | 619,000 | 227,000 | 177,000 | ||||||||||||
| Operating costs and expenses | ||||||||||||||||
| Selling, general and administrative | 1,752,000 | 2,138,000 | 871,000 | 1,065,000 | ||||||||||||
| Research and development | 152,000 | 156,000 | 81,000 | 76,000 | ||||||||||||
| Total operating costs and expenses | 1,904,000 | 2,294,000 | 952,000 | 1,141,000 | ||||||||||||
| Loss from operations | (1,352,000 | ) | (1,675,000 | ) | (725,000 | ) | (964,000 | ) | ||||||||
| Other income (expense) | ||||||||||||||||
| Other income (expense), net | (3,000 | ) | — | (3,000 | ) | — | ||||||||||
| Interest expense, net | (132,000 | ) | (62,000 | ) | (70,000 | ) | (38,000 | ) | ||||||||
| Total other income (expense) | (135,000 | ) | (62,000 | ) | (73,000 | ) | (38,000 | ) | ||||||||
| Net loss | $ | (1,487,000 | ) | $ | (1,737,000 | ) | $ | (798,000 | ) | $ | (1,002,000 | ) | ||||
| Basic and diluted net loss per share | $ | (0.01 | ) | $ | (0.02 | ) | $ | (0.01 | ) | $ | (0.01 | ) | ||||
| Shares used in computing basic and diluted net loss per share | 111,856,473 | 111,856,473 | 111,856,473 | 111,856,473 | ||||||||||||
PURE Bioscience, Inc.
Condensed Consolidated Statement of Stockholders’ Equity (Deficiency)
(Unaudited)
| Six Months Ended January 31, 2025 | Six Months Ended January 31, 2024 | |||||||||||||||||||||||||||||||||||||||
| Common Stock | Additional Paid-In | Accumulated | Total Stockholders’ | Common Stock | Additional Paid-In | Accumulated | Total Stockholders’ | |||||||||||||||||||||||||||||||||
| Shares | Amount | Capital | Deficit | Equity | Shares | Amount | Capital | Deficit | Equity | |||||||||||||||||||||||||||||||
| Balances at beginning of period | 111,856,473 | $ | 1,119,000 | $ | 132,612,000 | $ | (136,595,000 | ) | $ | (2,864,000 | ) | 111,856,473 | $ | 1,119,000 | $ | 132,398,000 | $ | (133,245,000 | ) | $ | 272,000 | |||||||||||||||||||
| Share-based compensation expense - stock options | — | — | 84,000 | — | 84,000 | — | — | 144,000 | — | 144,000 | ||||||||||||||||||||||||||||||
| Share-based compensation expense - restricted stock units | — | — | — | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||
| Net loss | — | — | — | (1,487,000 | ) | (1,487,000 | ) | — | — | — | (1,737,000 | ) | (1,737,000 | ) | ||||||||||||||||||||||||||
| Balances at end of period (Unaudited) | 111,856,473 | $ | 1,119,000 | $ | 132,696,000 | $ | (138,082,000 | ) | $ | (4,267,000 | ) | 111,856,473 | $ | 1,119,000 | $ | 132,542,000 | $ | (134,982,000 | ) | $ | (1,321,000 | ) | ||||||||||||||||||
| Three Months Ended January 31, 2025 | Three Months Ended January 31, 2024 | |||||||||||||||||||||||||||||||||||||||
| Common Stock | Additional Paid-In | Accumulated | Total Stockholders’ | Common Stock | Additional Paid-In | Accumulated | Total Stockholders’ | |||||||||||||||||||||||||||||||||
| Shares | Amount | Capital | Deficit | Equity | Shares | Amount | Capital | Deficit | Equity | |||||||||||||||||||||||||||||||
| Balances at beginning of period (Unaudited) | 111,856,473 | $ | 1,119,000 | $ | 132,669,000 | $ | (137,284,000 | ) | $ | (3,496,000 | ) | 111,856,473 | $ | 1,119,000 | $ | 132,478,000 | $ | (133,980,000 | ) | $ | (383,000 | ) | ||||||||||||||||||
| Share-based compensation expense - stock options | — | — | 27,000 | — | 27,000 | — | — | 64,000 | — | 64,000 | ||||||||||||||||||||||||||||||
| Share-based compensation expense - restricted stock units | — | — | — | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||
| Net loss | — | — | — | (798,000 | ) | (798,000 | ) | — | — | — | (1,002,000 | ) | (1,002,000 | ) | ||||||||||||||||||||||||||
| Balances at end of period (Unaudited) | 111,856,473 | $ | 1,119,000 | $ | 132,696,000 | $ | (138,082,000 | ) | $ | (4,267,000 | ) | 111,856,473 | $ | 1,119,000 | $ | 132,542,000 | $ | (134,982,000 | ) | $ | (1,321,000 | ) | ||||||||||||||||||
PURE Bioscience, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| Six Months Ended | ||||||||
| January 31, | ||||||||
| 2025 | 2024 | |||||||
| Operating activities | ||||||||
| Net loss | $ | (1,487,000 | ) | $ | (1,737,000 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Share-based compensation | 84,000 | 144,000 | ||||||
| Depreciation and amortization | 1,000 | 74,000 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | 118,000 | 114,000 | ||||||
| Inventories | (19,000 | ) | 14,000 | |||||
| Prepaid expenses | (3,000 | ) | (1,000 | ) | ||||
| Interest on note payable to related parties | 126,000 | 56,000 | ||||||
| Accounts payable and accrued liabilities | 133,000 | 13,000 | ||||||
| Net cash used in operating activities | (1,047,000 | ) | (1,323,000 | ) | ||||
| Financing activities | ||||||||
| Net proceeds from note payable to related parties | 900,000 | 785,000 | ||||||
| Net cash provided by financing activities | 900,000 | 785,000 | ||||||
| Net decrease in cash, cash equivalents, and restricted cash | (147,000 | ) | (538,000 | ) | ||||
| Cash, cash equivalents, and restricted cash at beginning of period | 424,000 | 1,170,000 | ||||||
| Cash, cash equivalents, and restricted cash at end of period | $ | 277,000 | $ | 632,000 | ||||
| Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||||||||
| Cash and cash equivalents | $ | 202,000 | $ | 557,000 | ||||
| Restricted cash | $ | 75,000 | $ | 75,000 | ||||
| Total cash, cash equivalents and restricted cash | $ | 277,000 | $ | 632,000 | ||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid for taxes | $ | — | — | |||||