ADVFN Logo ADVFN

We could not find any results for:
Make sure your spelling is correct or try broadening your search.

Trending Now

Toplists

It looks like you aren't logged in.
Click the button below to log in and view your recent history.

Hot Features

Registration Strip Icon for charts Register for streaming realtime charts, analysis tools, and prices.

PETVW PetVivo Holdings Inc (PK)

0.0256
0.00 (0.00%)
26 Nov 2024 - Closed
Delayed by 15 minutes
Name Symbol Market Type
PetVivo Holdings Inc (PK) USOTC:PETVW OTCMarkets Equity Warrant
  Price Change % Change Price Bid Price Offer Price High Price Low Price Open Price Traded Last Trade
  0.00 0.00% 0.0256 0.0256 0.0499 0.0256 0.0256 0.0256 3,842 20:45:18

Form 10-Q - Quarterly report [Sections 13 or 15(d)]

14/11/2024 9:00pm

Edgar (US Regulatory)


false Q2 --03-31 2025 0001512922 P84M P63M P3Y 0001512922 2024-04-01 2024-09-30 0001512922 PETV:CommonStockParValue0.001Member 2024-04-01 2024-09-30 0001512922 PETV:WarrantsToPurchaseCommonStockMember 2024-04-01 2024-09-30 0001512922 2024-11-14 0001512922 2024-09-30 0001512922 2024-03-31 0001512922 us-gaap:SeriesAPreferredStockMember 2024-09-30 0001512922 us-gaap:SeriesAPreferredStockMember 2024-03-31 0001512922 2024-07-01 2024-09-30 0001512922 2023-07-01 2023-09-30 0001512922 2023-04-01 2023-09-30 0001512922 us-gaap:CommonStockMember 2024-03-31 0001512922 us-gaap:PreferredStockMember 2024-03-31 0001512922 us-gaap:AdditionalPaidInCapitalMember 2024-03-31 0001512922 us-gaap:RetainedEarningsMember 2024-03-31 0001512922 PETV:CommonStockToBeIssuedMember 2024-03-31 0001512922 us-gaap:CommonStockMember 2024-06-30 0001512922 us-gaap:PreferredStockMember 2024-06-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2024-06-30 0001512922 us-gaap:RetainedEarningsMember 2024-06-30 0001512922 PETV:CommonStockToBeIssuedMember 2024-06-30 0001512922 2024-06-30 0001512922 us-gaap:CommonStockMember 2023-03-31 0001512922 us-gaap:AdditionalPaidInCapitalMember 2023-03-31 0001512922 us-gaap:RetainedEarningsMember 2023-03-31 0001512922 PETV:CommonStockToBeIssuedMember 2023-03-31 0001512922 2023-03-31 0001512922 us-gaap:CommonStockMember 2023-06-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2023-06-30 0001512922 us-gaap:RetainedEarningsMember 2023-06-30 0001512922 PETV:CommonStockToBeIssuedMember 2023-06-30 0001512922 2023-06-30 0001512922 us-gaap:CommonStockMember 2024-04-01 2024-06-30 0001512922 us-gaap:PreferredStockMember 2024-04-01 2024-06-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2024-04-01 2024-06-30 0001512922 us-gaap:RetainedEarningsMember 2024-04-01 2024-06-30 0001512922 PETV:CommonStockToBeIssuedMember 2024-04-01 2024-06-30 0001512922 2024-04-01 2024-06-30 0001512922 us-gaap:CommonStockMember 2024-07-01 2024-09-30 0001512922 us-gaap:PreferredStockMember 2024-07-01 2024-09-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2024-07-01 2024-09-30 0001512922 us-gaap:RetainedEarningsMember 2024-07-01 2024-09-30 0001512922 PETV:CommonStockToBeIssuedMember 2024-07-01 2024-09-30 0001512922 us-gaap:CommonStockMember 2023-04-01 2023-06-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2023-04-01 2023-06-30 0001512922 us-gaap:RetainedEarningsMember 2023-04-01 2023-06-30 0001512922 PETV:CommonStockToBeIssuedMember 2023-04-01 2023-06-30 0001512922 2023-04-01 2023-06-30 0001512922 us-gaap:CommonStockMember 2023-07-01 2023-09-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2023-07-01 2023-09-30 0001512922 us-gaap:RetainedEarningsMember 2023-07-01 2023-09-30 0001512922 PETV:CommonStockToBeIssuedMember 2023-07-01 2023-09-30 0001512922 us-gaap:CommonStockMember 2024-09-30 0001512922 us-gaap:PreferredStockMember 2024-09-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2024-09-30 0001512922 us-gaap:RetainedEarningsMember 2024-09-30 0001512922 PETV:CommonStockToBeIssuedMember 2024-09-30 0001512922 us-gaap:CommonStockMember 2023-09-30 0001512922 us-gaap:AdditionalPaidInCapitalMember 2023-09-30 0001512922 us-gaap:RetainedEarningsMember 2023-09-30 0001512922 PETV:CommonStockToBeIssuedMember 2023-09-30 0001512922 2023-09-30 0001512922 PETV:ProductionAndComputerEquipmentAndFurnitureMember srt:MinimumMember 2024-09-30 0001512922 PETV:ProductionAndComputerEquipmentAndFurnitureMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:LeaseholdImprovementsMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:LeaseholdImprovementsMember srt:MaximumMember 2024-09-30 0001512922 PETV:PatentsAndTrademarksMember 2024-09-30 0001512922 us-gaap:WarrantMember 2024-04-01 2024-09-30 0001512922 us-gaap:WarrantMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:WarrantMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:WarrantMember srt:WeightedAverageMember 2024-09-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-04-01 2024-09-30 0001512922 us-gaap:StockOptionMember 2024-04-01 2024-09-30 0001512922 us-gaap:StockOptionMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:StockOptionMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:StockOptionMember srt:WeightedAverageMember 2024-09-30 0001512922 us-gaap:WarrantMember 2023-04-01 2023-09-30 0001512922 us-gaap:WarrantMember srt:MinimumMember 2023-09-30 0001512922 us-gaap:WarrantMember srt:MaximumMember 2023-09-30 0001512922 us-gaap:WarrantMember srt:WeightedAverageMember 2023-09-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2023-04-01 2023-09-30 0001512922 us-gaap:EmployeeStockOptionMember 2023-04-01 2023-09-30 0001512922 us-gaap:EmployeeStockOptionMember srt:MinimumMember 2023-09-30 0001512922 us-gaap:EmployeeStockOptionMember srt:MaximumMember 2023-09-30 0001512922 us-gaap:EmployeeStockOptionMember srt:WeightedAverageMember 2023-09-30 0001512922 us-gaap:ProductMember 2024-07-01 2024-09-30 0001512922 us-gaap:ProductMember 2023-07-01 2023-09-30 0001512922 us-gaap:ProductMember 2024-04-01 2024-09-30 0001512922 us-gaap:ProductMember 2023-04-01 2023-09-30 0001512922 PETV:SalesToConvetrusMember 2024-07-01 2024-09-30 0001512922 PETV:SalesToConvetrusMember 2023-07-01 2023-09-30 0001512922 PETV:SalesToConvetrusMember 2024-09-30 0001512922 PETV:SalesToConvetrusMember 2024-03-31 0001512922 PETV:SalesToConvetrusMember 2024-04-01 2024-09-30 0001512922 PETV:SalesToConvetrusMember 2023-04-01 2023-09-30 0001512922 PETV:InsuranceCostsMember 2024-09-30 0001512922 PETV:InvestorRelationsMember 2024-09-30 0001512922 PETV:NasdaqAndFINRAFeesMember 2024-09-30 0001512922 PETV:TradeshowsMember 2024-09-30 0001512922 PETV:ClinicalStudiesMember 2024-09-30 0001512922 PETV:InvestorRelationsMember 2024-03-31 0001512922 PETV:InsuranceCostsMember 2024-03-31 0001512922 PETV:NasdaqAndFINRAFeesMember 2024-03-31 0001512922 PETV:ConsultingMember 2024-03-31 0001512922 PETV:TradeshowsMember 2024-03-31 0001512922 us-gaap:LeaseholdImprovementsMember 2024-09-30 0001512922 us-gaap:LeaseholdImprovementsMember 2024-03-31 0001512922 us-gaap:EquipmentMember 2024-09-30 0001512922 us-gaap:EquipmentMember 2024-03-31 0001512922 PETV:ResearchAndDevelopmentEquipmentMember 2024-09-30 0001512922 PETV:ResearchAndDevelopmentEquipmentMember 2024-03-31 0001512922 PETV:ComputerEquipmentAndFurnitureMember 2024-09-30 0001512922 PETV:ComputerEquipmentAndFurnitureMember 2024-03-31 0001512922 2020-01-31 0001512922 2023-10-31 0001512922 2023-10-01 2023-10-31 0001512922 2024-02-05 2024-02-05 0001512922 us-gaap:ConvertibleDebtMember 2024-03-31 0001512922 us-gaap:ConvertibleDebtMember 2024-04-10 0001512922 us-gaap:ConvertibleDebtMember 2024-04-29 0001512922 us-gaap:ConvertibleDebtMember 2024-04-29 2024-04-29 0001512922 us-gaap:ConvertibleDebtMember 2024-09-10 0001512922 2024-09-27 0001512922 2017-05-31 0001512922 2017-05-01 2017-05-31 0001512922 PETV:ExtendedLeaseTermToTwoThousandTwentySixMember 2020-01-01 2020-01-31 0001512922 PETV:ExtendedLeaseTermToTwoThousandTwentySixMember 2020-01-31 0001512922 PETV:ExtendedLeaseTermToTwoThousandTwentySixMember 2024-09-30 0001512922 PETV:ExtendedLeaseTermToTwoThousandTwentySixMember 2024-03-31 0001512922 PETV:JanuaryTwoThousandTwentyTwoLeaseMember 2022-01-31 0001512922 PETV:JanuaryTwoThousandTwentyTwoLeaseMember 2022-01-01 2022-01-31 0001512922 PETV:JanuaryTwoThousandTwentyTwoLeaseMember 2024-09-30 0001512922 PETV:JanuaryTwoThousandTwentyTwoLeaseMember 2024-03-31 0001512922 PETV:JanuaryTenTwoThousandTwentyThreeLeaseMember 2023-01-10 0001512922 PETV:JanuaryTenTwoThousandTwentyThreeLeaseMember 2023-01-09 2023-01-10 0001512922 PETV:JanuaryTenTwoThousandTwentyThreeLeaseMember 2024-09-30 0001512922 PETV:JanuaryTenTwoThousandTwentyThreeLeaseMember 2024-03-31 0001512922 us-gaap:VehiclesMember 2023-06-30 0001512922 us-gaap:VehiclesMember 2024-04-01 2024-09-30 0001512922 us-gaap:VehiclesMember 2023-04-01 2023-09-30 0001512922 PETV:JuneTwoThousandTwentySixMember 2024-09-30 0001512922 PETV:NovemberSevenTwoThousandTwentySixMember 2024-09-30 0001512922 PETV:MarchTwoThousandTwentySevenMember 2024-09-30 0001512922 PETV:JuneTwoThousandThirtyThreeMember 2024-09-30 0001512922 PETV:DavidMastersMember srt:MinimumMember 2024-09-30 0001512922 PETV:DavidMastersMember 2024-04-01 2024-09-30 0001512922 PETV:DavidMastersMember 2023-09-01 2023-09-30 0001512922 PETV:TwoThousandAndTwentyEquityIncentivePlanMember 2020-07-10 0001512922 PETV:AmendedPlanMember 2022-10-13 0001512922 PETV:AmendedPlanMember 2022-10-14 0001512922 PETV:AmendedPlanMember 2024-09-30 0001512922 PETV:NonemployeeDirectorMember PETV:AmendedPlanMember 2022-10-13 2022-10-14 0001512922 2024-04-01 2024-04-30 0001512922 2024-05-01 2024-05-31 0001512922 2024-04-30 0001512922 2024-05-31 0001512922 PETV:ServiceProviderMember 2024-04-01 2024-04-30 0001512922 PETV:ServiceProviderMember 2024-05-01 2024-05-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-04-01 2024-04-30 0001512922 PETV:ServiceProviderMember 2024-07-01 2024-07-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-07-01 2024-07-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-09-01 2024-09-30 0001512922 srt:ExecutiveOfficerMember 2024-09-01 2024-09-30 0001512922 2023-04-01 2023-04-30 0001512922 2023-04-30 0001512922 2023-03-01 2023-03-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2023-06-01 2023-06-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember srt:ChiefExecutiveOfficerMember 2023-04-01 2023-04-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember srt:ChiefExecutiveOfficerMember 2023-05-01 2023-05-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember srt:ChiefExecutiveOfficerMember 2023-06-01 2023-06-30 0001512922 PETV:ServiceProviderMember 2023-04-01 2023-04-30 0001512922 PETV:ServiceProviderMember 2023-05-01 2023-05-31 0001512922 PETV:ServiceProviderMember 2023-06-01 2023-06-30 0001512922 PETV:ServiceProviderMember 2023-07-01 2023-07-31 0001512922 PETV:ServiceProviderMember us-gaap:CommonStockMember 2023-07-01 2023-07-31 0001512922 2023-08-01 2023-08-31 0001512922 2023-08-31 0001512922 PETV:ConvertibleDebenturesMember 2023-08-01 2023-08-31 0001512922 PETV:ConvertibleDebenturesMember 2023-08-31 0001512922 PETV:WarrantHoldersMember 2023-08-01 2023-08-31 0001512922 PETV:WarrantHoldersMember 2023-08-31 0001512922 PETV:ServiceProviderMember 2023-08-01 2023-08-31 0001512922 PETV:ServiceProviderMember us-gaap:CommonStockMember 2023-08-01 2023-08-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-08-01 2024-08-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember srt:ChiefExecutiveOfficerMember us-gaap:CommonStockMember 2023-04-01 2023-09-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember srt:ChiefExecutiveOfficerMember 2023-07-01 2023-07-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember srt:ChiefExecutiveOfficerMember 2023-08-01 2023-08-31 0001512922 PETV:ServiceProviderMember 2023-09-01 2023-09-30 0001512922 PETV:ServiceProviderMember us-gaap:CommonStockMember 2023-09-01 2023-09-30 0001512922 PETV:WarrantHoldersMember 2023-09-01 2023-09-30 0001512922 PETV:WarrantHoldersMember 2023-09-30 0001512922 2024-01-01 2024-09-30 0001512922 us-gaap:SeriesAPreferredStockMember 2024-04-01 2024-09-30 0001512922 PETV:TimeBasedRestrictedStockUnitsRSUMember 2024-07-01 2024-09-30 0001512922 PETV:TimeBasedRestrictedStockUnitsRSUMember 2023-07-01 2023-09-30 0001512922 PETV:TimeBasedRestrictedStockUnitsRSUMember 2024-04-01 2024-09-30 0001512922 PETV:TimeBasedRestrictedStockUnitsRSUMember 2023-04-01 2023-09-30 0001512922 PETV:TimeBasedRestrictedStockUnitsRSUMember 2024-09-30 0001512922 us-gaap:EmployeeStockOptionMember 2024-04-01 2024-09-30 0001512922 us-gaap:EmployeeStockOptionMember srt:DirectorMember 2024-04-01 2024-09-30 0001512922 us-gaap:EmployeeStockOptionMember srt:MinimumMember 2024-04-01 2024-09-30 0001512922 us-gaap:EmployeeStockOptionMember srt:MaximumMember 2024-04-01 2024-09-30 0001512922 us-gaap:EmployeeStockOptionMember 2024-07-01 2024-09-30 0001512922 us-gaap:EmployeeStockOptionMember 2023-07-01 2023-09-30 0001512922 us-gaap:EmployeeStockOptionMember 2023-04-01 2023-09-30 0001512922 us-gaap:EmployeeStockOptionMember 2024-09-30 0001512922 PETV:EmployeesAndDirectorsMember 2023-04-01 2024-03-31 0001512922 PETV:EmployeesAndDirectorsMember 2024-04-01 2024-09-30 0001512922 srt:MinimumMember 2024-09-30 0001512922 srt:MaximumMember 2024-09-30 0001512922 PETV:PrivateOfferingMember 2024-09-30 0001512922 us-gaap:WarrantMember 2024-07-01 2024-09-30 0001512922 us-gaap:WarrantMember 2023-07-01 2023-09-30 0001512922 us-gaap:WarrantMember 2024-04-01 2024-09-30 0001512922 us-gaap:WarrantMember 2023-04-01 2023-09-30 0001512922 us-gaap:WarrantMember 2024-09-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2023-03-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2023-04-01 2024-03-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-03-31 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-04-01 2024-09-30 0001512922 us-gaap:RestrictedStockUnitsRSUMember 2024-09-30 0001512922 2023-04-01 2024-03-31 0001512922 srt:MinimumMember 2024-03-31 0001512922 srt:MaximumMember 2024-03-31 0001512922 2022-04-01 2023-03-31 0001512922 us-gaap:WarrantMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:WarrantMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:WarrantMember srt:MaximumMember 2024-04-01 2024-09-30 0001512922 us-gaap:WarrantMember 2023-03-31 0001512922 us-gaap:WarrantMember 2023-04-01 2024-03-31 0001512922 us-gaap:WarrantMember 2024-03-31 0001512922 us-gaap:WarrantMember PETV:RangeOneMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeOneMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeOneMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeOneMember 2024-04-01 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeTwoMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeTwoMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeTwoMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeTwoMember 2024-04-01 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeThreeMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeThreeMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeThreeMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeThreeMember 2024-04-01 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeFourMember srt:MinimumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeFourMember srt:MaximumMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeFourMember 2024-09-30 0001512922 us-gaap:WarrantMember PETV:RangeFourMember 2024-04-01 2024-09-30 0001512922 us-gaap:CommonStockMember us-gaap:SubsequentEventMember 2024-10-01 2024-10-01 0001512922 us-gaap:CommonStockMember us-gaap:SubsequentEventMember 2024-10-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure utr:sqft

 

 

 

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

Mark One

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2024

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______ to _______

 

Commission File No. 001-40715

 

PetVivo Holdings, Inc.

(Name of small business issuer in its charter)

 

Nevada   99-0363559

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

5151 Edina Industrial Blvd Suite 575

Edina, Minnesota 55439

(Address of principal executive offices)

 

(952) 405-6216

(Issuer’s telephone number)

 

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

 

Securities registered pursuant to Section 12(g) of the Act:

 

Common Stock, $0.001

(Title of Class)

 

Indicate by check mark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files. Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

  Large accelerated filer Accelerated filer
  Non-accelerated filer Smaller reporting company
      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.

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:

 

Class   Outstanding as of November 14, 2024

Common Stock, $0.001

Preferred Stock (Series A), $0.001

 

20,857,164

3,045,000

 

 

 

 

 

 

PETVIVO HOLDINGS, INC.

FORM 10-Q

FOR THE PERIOD ENDED September 30, 2024

 

INDEX

 

  Page
   
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 3
     
PART I. FINANCIAL INFORMATION 4
     
Item 1. Financial Statements 4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 26
Item 3. Qualitative and Quantitative Disclosures About Market Risk 33
Item 4. Controls and Procedures 33
   
PART II. OTHER INFORMATION 33
   
Item 1. Legal Proceedings 33
Item 1A. Risk Factors 33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 34
Item 3. Defaults Upon Senior Securities 35
Item 4. Mine Safety Disclosure 35
Item 5. Other information 35
Item 6. Exhibits 36
     
SIGNATURES 37

 

2

 

 

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

 

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of PetVivo Holdings, Inc. (the “Company”), to be materially different from future results, performance, or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies, and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that the projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in “Risk Factors” included in documents we file from time to time with the U.S. Securities and Exchange Commission (the “SEC’), including our Annual Report on Form 10-K for our fiscal year ended March 31, 2024, (“2023 10-K Report”) and risks described in other SEC filings. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

 

3

 

 

PART I.

 

ITEM 1. FINANCIAL STATEMENTS

 

PETVIVO HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

 

  

September 30 2024

   March 31, 2024 
   (Unaudited)     
Assets:          
Current Assets          
Cash and cash equivalents  $126,239   $87,403 
Accounts receivable   133,680    18,669 
Inventory, net (Note 3)   372,115    390,076 
Prepaid expenses and other assets (Note 4)   614,350    545,512 
Total Current Assets   1,246,384    1,041,660 
           
Property and Equipment, net (Note 5)   777,330    821,656 
           
Other Assets:          
Operating lease right-of-use   1,101,557    1,194,348 
Trademark and patents, net (Note 6)   26,483    30,099 
Security deposit   34,990    27,490 
Total Other Assets   1,163,030    1,251,937 
Total Assets  $3,186,744   $3,115,253 
           
Liabilities and Stockholders’ Equity:          
           
Current Liabilities          
Accounts payable  $762,103   $821,230 
Accrued expenses and other payables   395,625    243,030 
Operating lease liability – short term   191,373    190,589 
Note payable and accrued interest   508,916    157,521 
Total Current Liabilities   1,858,017    1,412,370 
Other Liabilities          
Operating lease liability (net of current portion)   910,184    1,003,759 
Note payable and accrued interest (net of current portion)   9,372    13,171 
Total Other Liabilities   919,556    1,016,930 
Total Liabilities   2,777,573    2,429,300 
Commitments and Contingencies (see Note 10)   -    - 
Stockholders’ Equity:          
Series A Preferred Stock, par value $0.001, 20,000,000 shares authorized, 3,045,000 and zero issued and outstanding at September 30, 2024 and March 31, 2024, respectively   3,045    - 
Common Stock, par value $0.001, 250,000,000 shares authorized, 20,067,164 and 17,058,620 issued and outstanding at September 30, 2024 and March 31, 2024, respectively   20,067    17,059 
Common Stock to be Issued   132,000    - 
Additional Paid-In Capital   87,275,939    83,468,218 
Accumulated Deficit   (87,021,880)   (82,799,324)
Total Stockholders’ Equity   409,171    685,953 
Total Liabilities and Stockholders’ Equity  $3,186,744   $3,115,253 

 

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements

 

4

 

 

PETVIVO HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

                 
  

Three Months Ended

September 30,

   Six Months Ended
September 30,
 
   2024   2023   2024   2023 
Revenues  $200,720   $207,366   $324,470   $324,549 
                     
Cost of Sales   21,162    21,862    34,156    34,167 
Gross Profit   179,558    185,504    290,314    290,382 
                     
Operating Expenses:                    
                     
Sales and Marketing   620,307    1,078,725    1,154,720    2,020,611 
Research and Development   465,174    359,332    852,689    653,103 
General and Administrative   1,267,117    1,691,790    2,500,378    3,454,588 
                     
Total Operating Expenses   2,352,598    3,129,847    4,507,787    6,128,302 
                     
Operating Loss   (2,173,040)   (2,944,343)   (4,217,473)   (5,837,920)
                     
Other (Expense) Income                    
Loss on Extinguishment of Debt   -    (534,366)   -    (534,366)
Settlement Expense   -    (180,000)   -    (180,000)
Interest (Expense) Income   (2,453)   (2,444)   (5,083)   (2,444)
                     
Total Other (Expense) Income   (2,453)   (716,810)   (5,083)   (716,810)
         -         - 
Loss before taxes   (2,175,493)   (3,661,153)   (4,222,556)   (6,554,730)
                     
Income Tax Provision   -    -    -    - 
                     
Net Loss  $(2,175,493)  $(3,661,153)  $(4,222,556)  $(6,554,730)
                     
Net Loss Per Share:                    
Basic and Diluted  $(0.11)  $(0.28)  $(0.22)  $(0.53)
                     
Weighted Average Common Shares Outstanding:                    
Basic and Diluted   20,099,095    12,987,641    19,395,401    12,325,973 

 

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

 

5

 

 

PETVIVO HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

 

Three and Six Months Ended September 30, 2024

 

                             -     
   Common Stock   Preferred Stock   Additional Paid-in   Accumulated    Common Stock
to be
    
   Shares   Amount   Shares   Amount   Capital   Deficit    Issued   Total 
Balance at March 31, 2024   17,058,620   $17,059    -    -   $83,468,218   $(82,799,324)    -   $685,953 
Common stock sold   1,889,434    1,889    -    -    1,320,711    -     -    1,322,600 
Conversion of debt and interest to common stock   430,798    431    -    -    301,127    -     -    301,558 
Stock issued for services   376,000    376    -    -    213,784    -     -    214,160 
Stock-based compensation   -    -    -    -    352,295    -     -    352,295 
Vesting of restricted stock units   150,000    150    -    -    (150)   -     -    - 
Net loss   -    -    -    -    -    (2,047,063)    -    (2,047,063)
Balance at June 30, 2024   19,904,852   $19,905    -   $-   $85,655,985   $(84,846,387)    -   $829,503 
Preferred stock sold   -    -    3,045,000    3,045    1,214,955    -     -    1,218,000 
Stock issued for services   120,000    120    -    -    55,900    -     -    56,020 
Common stock in lieu of compensation   -    -    -    -    -    -     132,000    132,000 
Stock-based compensation   -    -    -    -    349,141    -     -    349,141 
Vesting of restricted stock units   42,312    42    -    -    (42)   -     -    - 
Net loss   -    -    -    -    -    (2,175,493)    -    (2,175,493)
Balance at September 30, 2024   20,067,164   $20,067    3,045,000   $3,045   $87,275,939   $(87,021,880)   $132,000   $409,171 

 

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

 

6

 

 

PETVIVO HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

 

Three and Six Months Ended September 30, 2023

 

                         
   Common Stock   Additional Paid-in   Accumulated  

Common Stock

to be

     
   Shares   Amount   Capital   Deficit   Issued   Total 
Balance at March 31, 2023   10,950,220   $10,950   $72,420,604   $(71,844,029)  $137,500   $725,025 
Common stock sold   793,585    794    2,092,800    -    (137,500)   1,956,094 
Stock issued for services   49,998    50    123,028    -    -    123,078 
Stock-based compensation   -    -    413,030    -    -    413,030 
Vesting of restricted stock units in lieu of compensation   30,300    31    74,558    -    -    74,589 
Vesting of restricted stock units   6,250    6    (6)   -    -    - 
Net loss   -    -    -    (2,893,577)   -    (2,893,577)
Balance at June 30, 2023   11,830,353   $11,831   $75,124,014   $(74,737,606)  $-   $398,239 
Common stock and warrants sold   1,200,002    1,200    1,774,582    -    -    1,775,782 
Stock issued for services   349,498    350    740,628    -    -    740,978 
Conversion of debt and interest to common stock   385,000    385    577,115    -    -    577,500 
Value of stock and warrants issued on extinguishment of debt   -    -    509,310    -    -    509,310 
Cashless warrant exercise   34,678    34    (34)   -    -    - 
Vesting of restricted stock units in lieu of compensation   20,200    20    40,986    -    -    41,006 
Vesting of restricted stock units   22,000    22    (22)   -    -    - 
Stock-based compensation   -    -    607,017    -    -    607,017 
Net loss   -    -    -    (3,661,153)   -    (3,661,153)
Balance at September 30, 2023   13,841,731   $13,842   $79,373,596   $(78,398,759)  $-   $988,679 

 

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

 

7

 

 

PETVIVO HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

         
   For the Six Months Ended 
  

September 30, 2024

   September 30, 2023 
CASH FLOWS FROM OPERATING ACTIVITIES:          
           
Net Loss For The Period  $(4,222,556)  $(6,554,730)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:          
Stock-based compensation   701,436    1,020,047 
Depreciation and amortization   66,540    63,364 
Consulting and investor relations services paid in stock   315,088    403,326 
Stock issued in lieu of compensation   132,000    115,595 
Loss on extinguishment of debt   -    534,366 
Interest on convertible debentures   2,900    2,444 
Changes in Operating Assets and Liabilities          
Increase in prepaid expenses and other current assets   (121,247)   (418,180)
(Increase) in accounts receivable   (115,011)   (69,199)
Decrease (increase) in inventory   17,961    (63,797)
Increase in accounts payable and accrued expenses   92,127    361,802 
Net Cash Used In Operating Activities   (3,130,762)   (4,604,962)
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of equipment   (18,598)   (93,618)
Net Cash Used in Investing Activities   (18,598)   (93,618)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Proceeds from the sale of common stock and warrants   1,322,600    3,731,876 
Proceeds from the sale of preferred stock and warrants   1,218,000    - 
Proceeds from issuance of convertible debentures   150,000    550,000 
Proceeds from notes payable   500,000    - 
Repayments of notes payable   (2,404)   (3,356)
Net Cash Provided by Financing Activities   3,188,196    4,278,520 
           
Net Increase (Decrease) in Cash   38,836    (420,060)
Cash at Beginning of Period   87,403    475,314 
Cash at End of Period  $126,239   $55,254 
           
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:          
Cash Paid During The Period For:          
Interest  $5,084   $846 
Taxes  $-   $- 
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING AND INVESTING ACTIVITIES          
Convertible debentures and accrued interest converted to common stock  $301,558   $577,500 
Stock granted for consulting services  $210,100   $626,540 
(Decrease) increase to operating lease right of use asset and operating lease liability  $(92,792)  $1,081,204 

 

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

 

8

 

 

PetVivo Holdings, Inc.

Condensed Notes to Consolidated Financial Statements

September 30, 2024

(Unaudited)

 

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

 

(A) Organization and Description

 

The Company is in the business of licensing and commercializing our 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 nineteen patents protects the Company’s biomaterials, products, production processes and methods of use. The Company’s operations are conducted from its headquarter facilities in suburban Minneapolis, Minnesota.

 

(B) Basis of Presentation

 

PetVivo Holdings, Inc. (the “Company”) was incorporated in Nevada under its former name in 2009 and entered its current business in 2014 through a stock exchange reverse merger with PetVivo, Inc., a Minnesota corporation. This merger resulted in PetVivo, Inc. becoming a wholly owned subsidiary of the Company. In April 2017, the Company acquired another Minnesota corporation, Gel-Del Technologies, Inc., through a statutory merger, which is also a wholly-owned subsidiary of the Company.

 

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. The results for the six months ended September 30, 2024, are not necessarily indicative of results to be expected for the year ending March 31, 2025, or for any other interim period or for any future year. These unaudited consolidated interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended March 31, 2024.

 

(C) Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of the Company and its two wholly owned Minnesota corporations, Gel-Del Technologies, Inc. and PetVivo, Inc. All intercompany accounts have been eliminated during consolidation.

 

(D) Use of Estimates

 

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include collectability of accounts receivable, inventory obsolescence, estimated useful lives and potential impairment of property and equipment and intangibles, estimate of fair value of share-based payments, distributor rebate payable, provision for product returns, right of use lease assets and liabilities and valuation of deferred tax assets.

 

9

 

 

(E) Cash and Cash Equivalents

 

The Company considers all highly-liquid, temporary cash investments with an original maturity of three months or less to be cash equivalents. The Company had no cash equivalents at September 30, 2024.

 

(F) Concentration Risk

 

The Company maintains its cash with various financial institutions, which at times may exceed federally insured limits. At September 30, 2024, the Company did not have cash balances in excess of the federally insured limits.

 

(G) Accounts Receivable

 

Accounts receivable consist primarily of amounts due from distributors (see revenue recognition). Accounts receivable is recorded based on management’s assessment of the expected consideration to be received, based on a detailed review of historical collections. Management relies on the results of the assessment, which includes payment history of the applicable payer as a primary source of information in estimating the collectability of our accounts receivable as well as a forecast of projected credit losses. We update our assessment on a quarterly basis, which to date has not resulted in any material adjustments to the valuation of our accounts receivable since all receivables to date have been collected. We believe the assessment provides reasonable estimates of our accounts receivable valuation, and therefore we believe that substantially all accounts receivable is fully collectible. Accordingly, as of September 30, 2024, and March 31, 2024, our allowance for credit losses was zero.

 

In fiscal 2023, the Company has adopted an accounting standard: Adoption of ASC 326, Financial Instruments - Credit Losses, which amends the impairment model by requiring entities to use a forward-looking approach to estimate lifetime expected credit losses on certain types of financial instruments, including trade receivables.

 

(H) Inventory

 

Inventories are recorded in accordance with Accounting Standards Codification (“ASC”) 330, Inventory, and are stated at the lower of cost or net realizable value. We account for inventories using the first in first out (“FIFO”) methodology. Provisions for inventory obsolescence are charged to Cost of Sales. There were no provisions for obsolescence for the six months ended September 30, 2024, and 2023, respectively.

 

(I) Property & Equipment

 

Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method (after considering their respective estimated residual values) over the assets estimated useful life of 3 to 5 years for production and computer equipment and furniture and 5 to 7 years for leasehold improvements.

 

(J) Patents and Trademarks

 

The Company capitalizes direct costs for the maintenance and advancement of their patents and trademarks and amortizes these costs over the lesser of the useful life of 60 months or the life of the patent. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.

 

(K) Loss Per Share

 

Basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

 

10

 

 

The Company had 13,089,178 warrants outstanding as of September 30, 2024, with varying exercise prices ranging from $.90 to $5.625 per share. The weighted average exercise price for these warrants is $2.41 per share. These warrants are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 60,938 restricted stock units outstanding as of September 30, 2024, which are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 995,042 stock options outstanding as of September 30, 2024, with varying exercise prices ranging from $0.80 to $2.79 per share. The weighted average exercise price for these options is $1.79 per share. These stock options are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 5,447,485 warrants outstanding as of September 30, 2023, with varying exercise prices ranging from $1.20 to $5.63 per share. The weighted average exercise price for these warrants is $4.04 per share. These warrants are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 177,334 restricted stock units outstanding as of September 30, 2023, which are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 1,354,088 stock options outstanding as of September 30, 2023, with varying exercise prices ranging from $1.39 to $2.79 per share. The weighted average exercise price for these options is $2.20 per share. These stock options are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company uses the guidance in Accounting Standards Codification (“ASC”) 260 to determine if-converted loss per share. ASC 260 states that convertible securities should be considered exercised on the latter of the first day of the reporting period’s quarter or the inception date of the debt instrument. Also, the if-converted method shall not be applied for the purposes of computing diluted EPS if the effect would be anti-dilutive.

 

(L) Revenue Recognition

 

The Company recognizes revenue in accordance with ASC 606 “Revenue from Contracts with Customers.”

 

The Company derives revenue from the sale of its pet care products directly to its veterinarian customers in the United States. The Company recognizes revenue when performance obligations under the terms of a contract with the veterinarian customer are satisfied. Product sales occur once control or title is transferred based on the commercial terms. Revenue is recognized upon delivery to the customer, which is when control of these products is transferred and in an amount that reflects the consideration the Company expects to receive for these products. Shipping costs charged to customers are reported as an offset to the respective shipping costs. The Company does not have any significant financing components as payment is received at or shortly after the point of sale.

 

The Company entered into a Distribution Services Agreement (the “Agreement”) with MWI Veterinary Supply Co. (the “Distributor”) on June 17, 2022. Contracts with the Distributor are evidenced by individual executed purchase orders subject to the terms of the Agreement. The contracts consist of a single performance obligation related to the sale of our pet care products. Product sales occur once control or title is transferred based on the commercial terms in the Agreement. Revenue is recognized upon delivery to the Distributor; payment is due within 60 days. The Agreement provides for a distribution fee payable to the Distributor equal to 5% of gross monthly sales payable in 45 days; the distribution fee is netted against revenue. The Agreement provides for a rebate payable to the Distributor based on annual sales volume that is retroactively applied. The rebate is estimated under the expected value method and is netted against revenue. Sales are subject to various right of return provisions; the Company uses an expected value method to estimate returns and has determined that any returns would be immaterial as of September 30, 2024. As a result, there is no return liability recorded. Shipping and handling costs are a fulfillment activity and are reported as cost of sales.

 

11

 

 

For the three months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $177,840 and $151,164, respectively. This represents 84% and 66% of total revenues for the three-month period ended September 30, 2024, and 2023, respectively.

 

For the six months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $231,192 and $186,732, respectively. This represents 68% and 52% of total revenues for the six months ended September 30, 2024, and 2023, respectively.

 

Assets and liabilities (included in accrued expenses) under the MWI Veterinary Supply Co. Agreement were as follows:

 

SCHEDULE OF RECOGNIZED REVENUE ASSETS AND LIABILITIES 

   September 30, 2024   March 31, 2024 
Accounts receivable: MWI Veterinary Supply Co.  $133,380   $18,669 
Rebate liability   57,264    57,264 
Distribution fee payable   9,250    7,583 

 

The Company entered into a Distribution Services Agreement (the “Covetrus Agreement”) with Covetrus North America LLC (“Covetrus”) on December 18, 2023. Contracts with Covetrus are evidenced by individual executed purchase orders subject to the terms of the Covetrus Agreement. The contracts consist of a single performance obligation related to the sale of our pet care products. Product sales occur once control or title is transferred based on the commercial terms in the Covetrus Agreement. Revenue is recognized upon delivery to the Distributor; payment is due within 60 days. The Covetrus Agreement provides for a rebate payable to the Distributor based on annual sales volume that is retroactively applied. The rebate is estimated under the expected value method and is netted against revenue. Sales are subject to various rights of return provisions; the Company uses an expected value method to estimate returns and has determined that any returns would be immaterial as of September 30, 2024. As a result, there is no return liability recorded. Shipping and handling costs are a fulfillment activity and are reported as cost of sales.

 

For the three months ended September 30, 2024, and 2023, the Company did not recognize revenue from product sales under the Covetrus Agreement. The Company did not have any Accounts Receivable from Covetrus at September 30, 2024, and March 31, 2024.

 

For the six months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $17,784 and $0, respectively. This represents 5% and 0% of total revenues for the six months ended September 30, 2024, and 2023, respectively.

 

(M) Research and Development

 

The Company expenses research and development costs as incurred.

 

(N) Fair Value of Financial Instruments

 

The Company applies the accounting guidance under ASC 820-10, “Fair Value Measurements”, as well as certain related Financial Accounting Standards Board (“FASB”) staff positions. This guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact business and considers assumptions that marketplace participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.

 

12

 

 

The guidance also establishes a fair value hierarchy for measurements of fair value as follows:

 

  Level 1 - quoted market prices in active markets for identical assets or liabilities.
     
  Level 2 - inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
     
  Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

 

The Company’s financial instruments consist of accounts receivable, accounts payable, accrued expenses and note payable and accrued interest. The carrying amount of the Company’s financial instruments approximates their fair value as of September 30, 2024, and March 31, 2024, due to the short-term nature of these instruments and the Company’s borrowing rate of interest.

 

In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The valuation of the Company’s note recorded at fair value is determined using Level 3 inputs, which consider (i) time value, (ii) current market, and (iii) contractual prices.

 

The Company had no assets and liabilities measured at fair value on a recurring basis on September 30, 2024, and March 31, 2024.

 

(O) Stock-Based Compensation - Non-Employees

 

Equity Instruments Issued to Parties Other Than Employees for Acquiring Goods or Services

 

The Company accounts for equity instruments issued to parties other than employees for acquiring goods or services under the guidance of ASC 505-50.

 

Pursuant to ASC 505-50-30, all transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date used to determine the fair value of the equity instrument issued is the date of grant.

 

The fair value of stock options and similar instruments is estimated on the date of grant using a Black-Scholes option-pricing valuation model. The ranges of assumptions for inputs are as follows:

 

● Expected term of share options and similar instruments: Pursuant to ASC Paragraph 718-10-50-2(f)(2)(i), the expected term of stock options and similar instruments represents the period of time the stock options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and holders’ expected exercise behavior into the fair value (or calculated value) of the instruments. The Company uses historical data to estimate holders’ expected exercise behavior.

 

● Expected volatility of the entity’s shares and the method used to estimate it. Pursuant to ASC Paragraph 718-10-50-2(f)(2)(ii), a thinly traded or nonpublic entity that uses the calculated value method shall disclose the reasons why it is not practicable for the Company to estimate the expected volatility of its stock price, the appropriate industry sector index that it has selected, the reasons for selecting that particular index, and how it has calculated historical volatility using that index. The Company uses its average historical volatility over the expected contractual life of the stock options or similar instruments as its expected volatility.

 

13

 

 

● Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected term of the share options and similar instruments.

 

● Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the expected term of the share options and similar instruments.

 

Pursuant to ASC Paragraphs 505-50-25-8 and 505-50-25-9, an entity may grant fully vested, non-forfeitable equity instruments that are exercisable by the grantee only after a specified period of time if the terms of the agreement provide for earlier exercisability if the grantee achieves specified performance conditions. Any measured cost of the transaction shall be recognized in the same period(s) and in the same manner as if the entity had paid cash for the goods or services or used cash rebates as a sales discount instead of paying with, or using, the equity instruments. A recognized asset, expense, or sales discount shall not be reversed if a share option and similar instrument that the counterparty has the right to exercise expires unexercised.

 

(P) Stock-Based Compensation

 

Stock options are valued using the Black-Scholes option-pricing model. The Black Scholes valuation model requires the input of highly subjective assumptions. The assumptions include the expected term of the option, the expected volatility of the price of our common stock, the expected dividend yield, and the risk-free interest rate. These estimates involve inherent uncertainties and the significant application of management’s judgment. If factors change and different assumptions are used, our stock-based compensation expense could be materially different in the future. We recognize compensation expense for these options on a straight-line basis over the requisite service period (see Note 11 – “Stockholders’ Equity”).

 

(Q) Income Taxes

 

The Company accounts for income taxes under ASC 740. Deferred tax assets and liabilities are determined based upon differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized.

 

As required by ASC 450, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority.

 

The Company is not currently under examination by any federal or state jurisdiction.

 

The Company’s policy is to record tax-related interest and penalties as a component of operating expenses.

 

(R) Recent Accounting Pronouncements

 

The Company has reviewed the FASB issued ASU accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company’s financial management.

 

14

 

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

 

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” which replaces the existing “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. Under the CECL model, the Company is required to present certain financial assets carried at amortized cost, such as insurance premium finance loans held for investment, at the net amount expected to be collected. The measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this standard in the consolidated financial statements for the six months ended September 30, 2024. The change had no impact on the Company’s financial statements.

 

All other newly issued but not yet effective accounting pronouncements have been deemed either immaterial or not applicable.

 

NOTE 2 – RECLASSIFICATION OF PRIOR YEAR PRESENTATION

 

Reclassification. Certain prior period amounts have been reclassified to conform to current period presentation.

 

Certain prior year amounts have been reclassified for consistency with the current year presentation in the Consolidated Statements of Operations related to Total Cost of Sales to move certain research and development costs and added as an Operating Expense. There were no reclassifications made to the Consolidated Balance Sheets, Consolidated Statements of Changes in Stockholders’ Equity or Consolidated Statements of Cash Flows.

 

NOTE 3 – INVENTORY

 

As of September 30, 2024, and March 31, 2024, the Company had inventory of $372,115 and $390,076, respectively.

 

The inventory components are as follows:

 

SCHEDULE OF INVENTORY 

   September 30, 2024   March 31, 2024 
Finished Goods  $12,303   $35,442 
Work in process   57,511    20,289 
Raw materials   302,301    334,345 
Total Net  $372,115   $390,076 

 

15

 

 

NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS

 

As of September 30, 2024, the Company had $614,350 in prepaid expenses and other current assets consisting primarily of $268,000 in insurance costs, $172,000 in investor relations, $46,000 in Nasdaq and FINRA fees, $35,000 in trade shows and $30,000 in clinical studies.

 

As of March 31, 2024, the Company had $545,512 in prepaid expenses and other current assets consisting primarily of $217,000 in investor relations services, $138,000 in insurance costs, $67,000 in Nasdaq and FINRA fees, $26,000 in consulting, and $44,000 in tradeshows.

 

NOTE 5 – PROPERTY AND EQUIPMENT

 

The components of property and equipment were as follows:

 

SCHEDULE OF PROPERTY AND EQUIPMENT 

   September 30, 2024   March 31, 2024 
Leasehold improvements  $418,041   $418,041 
Production equipment   673,219    661,204 
R&D equipment   25,184    25,184 
Computer equipment and furniture   151,400    144,817 
Total, at cost   1,267,844    1,249,246 
Accumulated depreciation   (490,514)   (427,590)
Total Net  $777,330   $821,656 

 

Depreciation expense was $31,661 and $30,078 for the three months ended September 30, 2024 and 2023, respectively. Depreciation expense was $62,924 and $59,089 for the six months ended September 30, 2024 and 2023, respectively.

 

NOTE 6 – PATENTS AND TRADEMARKS

 

The components of patents and trademarks, all of which are finite lived, were as follows:

 

SCHEDULE OF COMPONENTS OF PATENTS AND TRADEMARKS 

   September 30, 2024   March 31, 2024 
Patents  $3,870,057   $3,870,057 
Trademarks   26,142    26,142 
Total at cost   3,896,199    3,896,199 
Accumulated Amortization   (3,869,716)   (3,866,100)
Total net  $26,483   $30,099 

 

Amortization expense was $1,382 and $2,137 for the three months ended September 30, 2024 and 2023, respectively. Amortization expense was $3,616 and 4,275 for the six months ended September 30, 2024 and 2023, respectively.

 

NOTE 7 – ACCRUED EXPENSES AND OTHER PAYABLES

 

The components of accrued expenses were as follows:

 

SCHEDULE OF COMPONENTS OF ACCRUED EXPENSES 

   September 30, 2024   March 31, 2024 
Accrued payroll and related taxes  $214,765   $111,353 
Accrued expenses   180,860    131,677 
Total  $395,625   $243,030 

 

16

 

 

NOTE 8 – NOTE PAYABLE

 

In January 2020, the Company entered into a lease amendment for our corporate office facility whereby the lease term was extended through November of 2026 in exchange for a loan of $42,500. The note payable accrues interest at a rate of 6% per annum. At September 30, 2024, and March 31, 2024, the amount outstanding on the note was $16,857 and $20,528, respectively. At September 30, 2024, the Company classified $7,485 as a current liability and $9,372 in other liabilities. At March 31, 2024, the Company classified $7,521 as a current liability and $13,171 in other liabilities.

 

In October 2023 and amended in November 2023, the Company entered into a promissory note for $120,000. The note accrued interest at a rate of 10% per annum. The principal and accrued interest were due in February 2024. The holder of the note had the option to convert the principal and accrued interest into shares of the Company’s common stock at a conversion rate of $0.75 per share.

 

On February 5, 2024, the note and accrued interest of $123,255 was converted into 164,340 shares of common stock.

 

In March 2024, the Company entered into a convertible promissory note for $150,000. The note accrued interest at a rate of 10% per annum. The principal and accrued interest were due in April 2024. The holder of the note had the option to convert the principal and accrued interest into Units of the Company’s common stock and warrants at a conversion rate of $0.70 per Unit. On April 10, 2024, the company entered into another promissory note for an additional $150,000 whereby the new principal balance was $300,000 with the same terms. On April 29, 2024, the noteholder converted the $300,000 principal balance, along with $1,558 of accrued interest into Units, consisting of 430,798 common shares, in addition to the Company issuing 430,798 warrants to purchase shares with a strike price of $1.50 per share for a period of three years.

 

On September 9, 2024, the Company entered into a convertible promissory note for $150,000. The note accrued interest at a rate of 10% per annum. The holder of the note has the option to convert the principal and accrued interest at a conversion price of the lesser of i) the per Share price at which the Company sells Shares of the Company Common Stock in a Qualified Financing occurring on or before the Maturity Date of this Note, or ii) Fifty Cents ($0.50) per Share (“Conversion Price”); each Share consists of one (1) share of PetVivo Holdings, Inc. restricted common stock (“Common Stock”). On September 27, 2024, the Company entered into another promissory note for an additional $350,000 with the same terms. As of the date of this filing, the September 9, 2024 promissory note is in default.

 

NOTE 9 – RETIREMENT PLAN

 

In February 2021, the Company established a 401(k)-retirement plan for its employees in which eligible employees can contribute a percentage of their compensation. The Company may also make discretionary contributions. For the six months ended September 30, 2024, and 2023, the Company made contributions to the plan of $25,463 and $25,408, respectively.

 

NOTE 10 – COMMITMENTS AND CONTINGENCIES

 

Lease Obligations

 

We lease property and equipment under operating leases, typically with terms greater than 12 months, and determine if an arrangement contains a lease at inception. In general, an arrangement contains a lease if there is an identified asset, and we have the right to direct the use of and obtain substantially all of the economic benefit from the use of the identified asset. We record an operating lease liability at the present value of lease payments over the lease term on the commencement date. The related right of use (‘ROU”) operating lease asset reflects rental escalation clauses, as well as renewal options and/or termination options. The exercise of lease renewal and/or termination options is at our discretion and is included in the determination of the lease term and lease payment obligations when it is deemed reasonably certain that the option will be exercised. When available, we use the rate implicit in the lease to discount lease payments to present value; however, certain leases do not provide a readily determinable implicit rate. Therefore, we must estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement.

 

We classify our leases as buildings, vehicles or computer and office equipment and do not separate lease and nonlease components of contracts for any of the aforementioned classifications. In accordance with applicable guidance, we do not record leases with terms that are less than one year on the Consolidated Balance Sheets.

 

17

 

 

None of our lease agreements contain material restrictive covenants or residual value guarantees.

 

Buildings

 

The Company entered into an eighty-four-month lease for 3,577 square feet of newly constructed office, laboratory, and warehouse space located in Edina, Minnesota in May 2017. The base rent has annual increases of 2% and the Company is responsible for its proportional share of common space expenses, property taxes, and building insurance. This lease is terminable by the landlord if damage causes the property to no longer be utilized as an integrated whole and by the Company if damage causes the facility to be unusable for a period of 45 days. In January 2020, the Company entered into a lease amendment to extend the lease term through November of 2026 in exchange for receipt of a loan of $42,500 recorded to note payable. The monthly base rent as of September 30, 2024, and March 31, 2024, was $2,340.

 

The Company entered into a sixty-three month lease for 2,400 square feet of office space located in Edina, Minnesota in January 2022. This lease will expire in March 2027. The base rent has annual increases of 2.5% and the Company is responsible for its proportional share of common space expenses, property taxes, and building insurance. The monthly base rent as of September 30, 2024, and March 31, 2024, was $2,808.

 

On January 10, 2023, the Company entered into a new lease agreement for approximately 14,000 square feet of production and warehouse space with a commencement date of April 1, 2023, which is when the control and right of use for this asset has taken place. The initial monthly base rent is $8,420 and has annual increases of 2.5%. The Company is also responsible for its proportional share of common space expenses, property taxes, and building insurance. The lease will terminate on June 30, 2033, and the Company has a renewal option for a period of five years. The monthly base rent as of September 30, 2024, and March 31, 2024, was $8,420.

 

Vehicles

 

We leased vehicles for certain members of our field sales organization in the three months ended June 30, 2023, under a vehicle fleet program whereby the noncancelable lease is for a term of 48 months. The Company recognized an operating lease right-of-use asset for approximately $150,000 and corresponding and equal operating lease liability for the lessee. As of September 30, 2024, in addition to monthly rental fees specific to the vehicle, there are fixed monthly non-lease components that have been included in the ROU operating lease assets and operating lease liabilities. The non-lease components are not significant.

 

Operating lease expense for the six months ended September 30, 2024, and 2023, was $25,395 and $48,932 respectively.

 

The following is a maturity analysis of the annual undiscounted cash flows of the operating lease liabilities as of September 30, 2024:

 

      
2025  $139,225 
2026   226,166 
2027   179,916 
2028   114,410 
2029   114,273 
2030   117,228 
Thereafter   401,289 
Total  $1,292,507 
Less: amount representing interest   (190,950)
Total  $1,101,557 

 

18

 

 

In compliance with ASC 842, the Company recognized, based on the extended lease terms to June 2026, November 7, 2026, March 2027, and June 2033, a treasury rate of 0.12%, 0.40%, 7.9%, and 4.39%, respectively, an operating lease right-of-use assets for approximately $1,102,000 and corresponding and equal operating lease liabilities for the leases. As of September 30, 2024, the present value of future base rent lease payments based on the remaining lease terms and weighted average discount rate are approximately 3.9 years and 4.19%, respectively, are as follows:

 

      
Present value of future base rent lease payments  $1,101,557 
Base rent payments included in prepaid expenses   - 
Present value of future base rent lease payments – net  $1,101,557 

 

As of September 30, 2024, the present value of future base rent lease payments – net is classified between current and non-current assets and liabilities as follows:

 

      
Operating lease right-of-use asset  $1,101,557 
Total operating lease assets   1,101,557 
      
Operating lease current liability   191,373 
Operating lease other liability   910,184 
Total operating lease liabilities  $1,101,557 

 

Employment Agreements

 

The Company has employment agreements with its executive officers. As of September 30, 2024, these agreements contain severance benefits ranging from one month to six months if terminated without cause.

 

Legal Proceedings

 

David Masters, a former employee, board member, and consultant to the Company, has threatened to file suit against the Company to recover in excess of $2 million. Masters’ threatened litigation relates to allegations that the Company promised him additional compensation, shares, warrants, and future employment while he was associated with the Company. The Company mediated these claims with Masters in 2022 and executed a mediated settlement agreement resolving these claims for a one-time payment of $180,000, to be effective upon execution of a long form agreement containing these and other settlement terms. The parties appointed the mediator as arbitrator to resolve any disputes arising during the drafting of the long form agreement on commercially reasonable terms. In early 2023, Masters commenced arbitration to have certain terms in the long form agreement decided. The arbitrator issued an award setting the final terms of the agreement. Soon thereafter, Masters refused to execute the long form agreement set by the arbitrator; terminated the law firm representing him in the mediation, negotiations, and arbitration; suggested that the arbitration award was tainted by a conflict of interest; and threatened the claims set forth above.

 

In September 2023, Masters executed the long-term agreement and the Company recorded a settlement expense of $180,000. The settlement was paid in October 2023.

 

NOTE 11 – GOING CONCERN

 

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern.

 

The Company incurred a net loss $4,222,556 for the six months ended September 30, 2024, had net cash used in operating activities of $3,130,762 for the same period, and has an accumulated deficit of $87,021,880 on September 30, 2024. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of at least twelve months after the date of issuance of these financial statements. In view of these matters, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to achieve a level of profitability and/or to obtain adequate financing through the issuance of debt or equity in order to finance its operations.

 

19

 

 

Management believes that the actions presently being taken to further implement its business plan will enable the Company to continue as a going concern. While the Company believes in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and raise additional funds.

 

These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

NOTE 12 – STOCKHOLDERS’ EQUITY

 

Equity Incentive Plan

 

On July 10, 2020, our Board of Directors unanimously approved the PetVivo Holdings, Inc. 2020 Equity Incentive Plan (the “2020 Plan”), which authorized the issuance of up to 1,000,000 shares of our common stock as awards under the 2020 Plan, subject to approval by our stockholders at the Annual Meeting of Stockholders held on September 22, 2020, when it was approved by our stockholders and became effective. On October 14, 2022, the stockholders of the Company approved the PetVivo Holdings, Inc. Amended and Restated 2020 Equity Incentive Plan (the “Amended Plan”), which increased the number of shares of the Company’s common stock which may be granted under the Amended Plan from 1,000,000 to 3,000,000. Unless sooner terminated by the Board, the Amended Plan will terminate at midnight on July 10, 2030. The number of shares available to grant under the Plan was 30,000 at September 30, 2024.

 

Employees, consultants, advisors of the Company (or any subsidiary), and non-employee directors of the Company will be eligible to receive awards under the Amended Plan. In the case of consultants and advisors, however, their services cannot be in connection with the offer and sale of securities in a capital-raising transaction nor directly or indirectly to promote or maintain a market for PetVivo common stock.

 

The Amended Plan is administered by the Compensation Committee of our Board of Directors (the “Committee”), which has full power and authority to determine when and to whom awards will be granted, and the type, amount, form of payment, any deferral payment, and other terms and conditions of each award. Subject to provisions of the Amended Plan, the Committee may amend or waive the terms and conditions, or accelerate the exercisability, of an outstanding award. The Committee also has the authority to interpret and establish rules and regulations for the administration of the Amended Plan. In addition, the Board of Directors may also exercise the powers of the Committee.

 

The aggregate number of shares of PetVivo common stock available and reserved to be issued under the Amended Plan is 3,000,000 shares, but includes the following limits:

 

● the maximum aggregate number of shares of Common Stock granted as an Award to any Non-Employee Director in any one Plan Year will be 10,000 shares; provided that such limit will not apply to any election of a Non-Employee Director to receive shares of Common Stock in lieu of all or a portion of any annual Board, committee, chair or other retainer, or any meeting fees otherwise payable in cash.

 

20

 

 

Awards can be granted for no cash consideration or for any cash and other consideration as determined by the Committee. Awards may provide that upon the grant or exercise thereof, the holder will receive cash, shares of PetVivo common stock, other securities or property, or any combination of these in a single payment, installments, or on a deferred basis. The exercise price per share of any stock option and the grant price of any stock appreciation right may not be less than the fair market value of PetVivo common stock on the date of grant. The term of any award cannot be longer than ten years from the date of grant. Awards will be adjusted in the event of a stock dividend or other distribution, recapitalization, forward or reverse stock split, reorganization, merger or other business combination, or similar corporate transaction, in order to prevent dilution or enlargement of the benefits or potential benefits provided under the Amended Plan.

 

The Amended Plan permits the following types of awards: stock options, stock appreciation rights, restricted stock awards, restricted stock units, deferred stock units, performance awards, non-employee director awards, other stock-based awards, and dividend equivalents.

 

Common Stock

 

For the six months ended September 30, 2024, the Company issued 3,338,544 shares of common stock as follows:

 

i)

1,889,434 shares in connection with the sale of stock in April and May 2024 in exchange for proceeds of $1,322,600 at a price of $0.70 per share.

   
ii)

430,798 shares in April 2024 in connection with the conversion of a convertible note plus interest in exchange for proceeds of $301,558 at a price of $0.70 per share.

   
iii)

320,000 shares in April 2024 to service providers for consulting services valued at market on the date of grant of $173,400.

   
iv)

56,000 shares in May 2024 to service providers for consulting services valued at market on the date of grant of $40,760.

 
v) 150,000 shares related to vesting of restricted stock units (“RSUs”), vesting in April 2024.
   
vi) 120,000 shares in July 2024 to service providers for consulting services valued at market on the date of grant of $56,020.
   
vii) 5,000 shares related to vesting of restricted stock units (“RSUs”), vesting in July 2024.
   
viii) 37,312 shares related to vesting of restricted stock units (“RSUs”), vesting in September 2024.
   
ix) 330,000 shares to be issued to the Company’s executive officers, in lieu of compensation valued at $132,000, based on the closing stock prices on the issuance date.

 

For the six months ended September 30, 2023, the Company issued 2,891,511 shares of common stock as follows:

 

i) 793,585 shares in connection with the sale of stock in a registered direct offering which closed in April 2023 in exchange for proceeds of $2,182,359 net of offering costs of $88,765, at a price of $2.75 per share. The Company received $137,500 of those proceeds on March 31, 2023. The Company recorded this in common stock to be issued at March 31, 2023, and moved it to common stock and additional paid-in capital upon the issuance of shares of common stock in April 2023.
   
ii) 6,250 shares related to vesting of restricted stock units (“RSUs”), vesting in June 2023;
   
iii) 30,300 shares related to vesting of RSUs to John Lai, the Company’s Chief Executive Officer, in lieu of compensation valued as of $74,589, based on the closing stock prices on the vesting date with 10,100 shares vesting in April 2023, 10,100 shares vesting in May 2023, and 10,100 shares vesting in June 2023;
   
iv) 16,666 shares in April 2023 to service providers for consulting services valued at market on the date of grant of $48,581;
   
v) 16,666 shares in May 2023 to service providers for consulting services valued at market on the date of grant of $40,332;
   
vi) 16,666 shares in June 2023 to service providers for consulting services valued at market on the date of grant of $34,165;
   
vii) 16,666 shares in July 2023 to service providers for consulting services valued at market on the date of grant of $35,332;

 

21
 

 

viii) 42,000 shares in July 2023 to a service provider for consulting services valued at market on the date of grant of $89,040;
   
ix) 1,200,002 shares in connection with the sale of stock in August 2023 in exchange for proceeds of $1,775,782 net of offering costs of $24,218, at a price of $1.50 per share;
   
x) 385,000 shares in connection with the conversion of the Convertible Debentures in August 2023 totaling $577,500 including $27,500 of accrued interest at a price of $1.50 per share;
   
xi) 12,212 shares in August 2023 pursuant to a warrant holder’s cashless exercise of a warrant for purchase of 22,500 shares of common stock at a strike price of $1.33 per share;
   
xii) 16,666 shares in August 2023 to service providers for consulting services valued at market on the date of grant of $32,332;
   
xiii) 250,000 shares in August 2023 to a service provider for consulting services valued at market on the date of grant of $537,500;
   
xiv) 22,000 shares related to vesting of RSUs in August 2023;
   
xv) 20,200 shares related to vesting of RSUs to John Lai, the Company’s Chief Executive Officer, in lieu of compensation valued at $41,006, based on the closing stock prices on the vesting date with 10,100 shares vesting in July 2023 and 10,100 shares vesting in August 2023;
   
xvi) 16,666 shares in September 2023 to service providers for consulting services valued at market on the date of grant of $31,999;
   
xvii) 7,500 shares in September 2023 to a service provider for consulting services valued at market on the date of grant of $14,775; and
   
xviii) 22,466 shares in September 2023 pursuant to a warrant holder’s cashless exercise of warrants for purchase of 41,084 shares of common stock at a weighted average strike price of $1.35 per share;

 

The Company has issued shares of common stock to providers of investor relations services which are reported in the Consolidated Statements of Changes in Stockholders’ Equity. The value of these shares is reported as a prepaid expense and are amortized to expense over the contractual life of the respective consulting agreements. The amortization of stock issued for services as reported in the Consolidated Statements of Operations and Cash Flows was $315,088 and $403,326 for the six months ended September 30, 2024, and 2023, respectively. The difference of $100,928 in the Consolidated Statements of Operations and Cash Flows is the prepaid stock issued for services to investor relation firms.

 

Preferred Stock

 

For the six months ended September 30, 2024, the Company issued 3,045,000 shares of series A convertible preferred stock in exchange for proceeds of $1,218,000 at a price of $0.40 per share.

 

The certificate of designation of rights and preferences has an optional conversion provision whereby each share of Series A Preferred Stock shall be convertible at any time at the option of a holder into shares of Common Stock. The Series A Preferred Stock also has an automatic conversion whereby the preferred shares shall automatically convert into Common Stock upon the one year anniversary of the issuance of the Series A Preferred Stock.

 

Time-Based Restricted Stock Units

 

We have granted time-based restricted stock units to certain participants under the 2020 Plan that are stock settled with common shares. Time-based restricted stock units granted under the 2020 Plan vest over three years. Stock-based compensation expense included in the Consolidated Statements of Operations for time-based restricted stock units was $91,149 and $223,383 for the three months ended September 30, 2024, and 2023, respectively and $227,724 and $480,349 for the six months ended September 30, 2024, and 2023, respectively. At September 30, 2024, there was approximately $42,000 of total unrecognized compensation expense related to time-based restricted stock units that is expected to be recognized over a weighted-average period of one year.

 

22
 

 

Our time-based restricted stock unit activity for the year ended March 31, 2024, and the six months ended September 30, 2024 was as follows:

 

   Units Outstanding  

Weighted

Average Grant

Date Fair Value

Per Unit

  

Aggregate Intrinsic

Value (1)

 
Balance at March 31, 2023   256,084   $3.85   $643,209 
Granted   -    -      
Vested   (198,584)   3.82    - 
Cancelled   (25,500)   3.77    - 
Balance at March 31, 2024   32,000    4.08   $32,000 
Granted   321,250    0.72      
Vested   (282,312)   1.04      
Cancelled   (10,000)   3.04    - 
Balance at September 30, 2024   60,938   $0.62   $28,641 

 

(1) The aggregate intrinsic value of restricted stock units outstanding was based on our closing stock price on the last trading day of the period.

 

Stock Options

 

Stock options issued to employees and directors typically vest over three years (one year for directors) and have a contractual term of three to seven years. Stock-based compensation expense included in the Consolidated Statements of Operations for stock options was $148,614 and $278,470 for the three months ended September 30, 2024, and 2023, respectively and $321,939 and $509,123 for the six months ended September 30, 2024, and 2023, respectively. At September 30, 2024, there was approximately $572,000 of total unrecognized stock option expense which is expected to be recognized on a straight-line basis over a weighted-average period of 1.1 years.

 

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model. Annually, we make predictive assumptions regarding future stock price volatility, dividend yield, expected term, and forfeiture rate. The dividend yield assumption is based on expected annual dividend yield on a grant date. To date, no dividends on common stock have been paid by us. Expected volatility for grants is based on our average historical volatility over a similar period as the expected term assumption used for our options as the expected volatility. The risk-free interest rate is based on yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. We use the “simplified method” to determine the expected term of the stock option grants. We utilize this method because we do not have sufficient public company exercise data in which to make a reasonable estimate.

 

The following table sets forth the estimated fair values of our stock options granted:

 

   Six Months Ended   Year Ended 
   September 30, 2024   March 31,2024 
Expected term   3 years    6 years 
Expected volatility   78.2% -210.5%   75.9% - 95.7%
Risk-free interest rate   1.47% - 4.35%   3.46% – 4.52%
Expected dividend yield   0%   0%
Fair value on the date of grant  $0.64 – $2.79   $1.20 - $2.75 

 

23
 

 

Our stock option activity for the year ended March 31, 2024, and the six months ending September 30, 2024 is as follows:

 

   Options Outstanding   Weighted- Average Exercise Price Per Share (1)  

Weighted-

Average Remaining Contractual Life

 

Aggregate Intrinsic

Value (2)

 
Balance at March 31, 2023   884,849   $2.19   6.3 years  $100,200 
Granted   822,605    1.77         
Cancelled   (198,332)   2.03         
Balance at March 31, 2024   1,509,122    1.98   5.7 years  $- 
Granted   122,000    0.80         
Cancelled   (636,080)   2.06         
Balance at September 30, 2024   995,042   $1.79   2.2 years  $- 
                   
Options exercisable at September 30, 2024   310,742              

 

(1) The exercise price of each option granted during the period shown above was equal to the market price of the underlying stock on the date of grant.
   
(2) The aggregate intrinsic value of stock options outstanding was based on our closing stock price on the last trading day of the period.

 

Stock options granted for the year ended March 31, 2024, and the six months ended September 30, 2024 were to employees and directors. The fair value of these options on the date of grant was $1,107,799 and $1,169,717 for the year ended March 31, 2024, and the six months ended September 30, 2024, respectively.

 

Options exercisable at September 30, 2024, had exercise prices ranging from $1.39 to $2.79.

 

The following summarizes additional information about our stock options:

 

   Six Months Ended   Year Ended 
   September 30, 2024   Mar 31, 2024 
Number of:          
Non-vested options, beginning of period   936,707    709,394 
Non -vested options, end of period   684,300    936,707 
Vested options, end of period   310,742    572,415 

 

  

Six Months Ended

   Year Ended 
   September 30, 2024   Mar 31, 2024 
Weighted-average grant date fair value of:          
Non-vested options, beginning of period  $1.84   $2.23 
Non-vested options, end of period  $1.57   $1.84 
Vested options, end of period  $2.31   $2.21 
Forfeited options, during the period  $1.87   $2.03 

 

Warrants

 

During the six months ended September 30, 2024, the Company issued warrants to purchase an aggregate of 5,365,232 shares of common stock in connection with the sale of stock in a private offering.

 

24
 

 

These warrants’ values were arrived at by using the Black-Scholes valuation model with the following assumptions:

 

   Six Months Ended 
   September 30, 2024 
Stock price on valuation date  $0.49 - $0.82  
Exercise price  $0.90 - $1.50 
Term (years)   3.0 
Volatility   92.7% - 95.3%
Risk-free rate   4.02% - 4.15%

 

The Company did not issue any warrants for the three months ended September 30, 2023.

 

A summary of warrant activity for the year ended March 31, 2024, and the six months ended September 30, 2024 is as follows:

 

   Number of
Warrants
   Weighted-
Average
Exercise
Price
   Warrants
Exercisable
   Weighted-
Average
Exercisable
Price
 
                 
Outstanding, March 31, 2023   3,562,817   $5.05    3,540,317   $5.07 
Granted and issued   4,386,463    1.80           
Cashless warrant exercises   (63,584)   (1.34)          
Expired   (16,750)   (4.18)          
Outstanding, March 31, 2024   7,768,946    3.29    7,768,946    3.28 
Granted and issued   5,365,232    1.16           
Expired   (45,000)   1.33           
Outstanding, September 30, 2024   13,089,178   $2.41    13,089,178   $2.41 

 

On September 30, 2024, the range of warrant prices for shares under warrants and the weighted-average remaining contractual life is as follows:

 

   Warrants Outstanding   Warrants Exercisable 

Range of Warrant

Exercise Price

 

Number

of

Warrants

  

Weighted-

Average Exercise

Price

  

Weighted-

Average

Remaining

Contractual Life

(Years)

  

Number

of

Warrants

  

Weighted-

Average

Exercise

Price

 
$0.90-$1.50   3,207,228   $0.92    2.62    3,207,228   $0.92 
                          
$1.51-$2.00   6,572,956   $1.65    2.15    6,572,956   $1.65 
                          
2.01-4.00   235,438    2.34    0.50    235,438    2.34 
                          
4.01-5.63   3,043,556    5.63    1.83    3,043,556    5.63 
                          
Total   13,089,178   $2.41    2.16    13,089,178   $2.41 

 

Stock-based compensation expense included in the Consolidated Statements of Operations for warrants was $109,378 and $146,170 for the three months ended September 30, 2024, and 2023, respectively and $151,773 and $146,170 for the six months ended September 30, 2024, and 2023, respectively. At September 30, 2024, there was $1,525,000 of future unrecognized warrant expense.

 

For the six months ended September 30, 2024 and 2023, the total stock-based compensation on all instruments was $701,436 and $1,135,642, respectively.

 

NOTE 13 – SUBSEQUENT EVENTS

 

From October 1, 2024, through the date of this quarterly report 10Q filing, the Company issued a total of 460,000 restricted common shares, as follows: i) 25,000 restricted common shares for an investor relations consultant; ii) 210,000 restricted common shares to six independent board members as annual compensation for board service; iii); and 225,000 restricted common shares to four accredited investors who purchased the shares for $112,500 at $0.50 per share. The Company also raised $200,000 of short-term notes from two accredited investors with conversion provisions to convert at the lesser of the per share price at which the Company sells Shares of the Company may raise in a subsequent offering or $0.50 per share.

 

25
 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

GENERAL

 

PetVivo Holdings, Inc. (the “Company,” “PetVivo,” “we” or “us) is an emerging biomedical device company focused on the manufacturing, commercialization, and licensing of innovative medical devices and therapeutics for animals. The Company has a pipeline of products for the treatment of animals. A portfolio of nineteen patents protects the Company’s biomaterials, products, production processes, and methods of use. 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 the second quarter of its fiscal year ended March 31, 2022.

 

The Company was incorporated in March 2009 under Nevada law under a different name. The Company operates as one segment from its corporate headquarters in Edina, Minnesota.

 

CURRENT BUSINESS OPERATIONS

 

The Company is primarily engaged in the business of commercializing and licensing products in the veterinary market to treat and/or manage afflictions of companion animals such as dogs and horses. Most of our technology was developed for human biomedical applications, and we intend to leverage the investments already expended in their development to commercialize treatments for horses and companion animals in a capital and time-efficient way.

 

The Company’s initial product, Spryng™, and its pipeline products are derived from proprietary biomaterials that simulate a body’s cellular tissue by virtue of their reliance upon natural protein and carbohydrate compositions which incorporate such “tissue building blocks” as collagen, elastin, and proteoglycans such as heparin. Since these are naturally-occurring in the body, we believe they have an enhanced biocompatibility with living tissues compared to synthetic biomaterials such as those based upon alpha-hydroxy polymers (e.g PLA, PLGA, and the like), polyacrylamides, and other “natural” biomaterials that may lack the multiple proteins incorporated into our biomaterials. These proprietary protein-based biomaterials are similar to the body’s tissue thus allowing integration and tissue repair in long-term implantation in certain applications.

 

Our initial product, Spryng™, is a veterinary medical device designed to help reinforce and/or augment articular cartilage tissue for the management of lameness and other joint related afflictions, such as osteoarthritis, in horses and companion animals. Spryng™ is an intra-articular injectable product of biocompatible and insoluble particles that are slippery, wet-permeable, durable, and resilient to enhance the force cushioning function of the synovial fluid and cartilage. The particles mimic natural cartilage in composition, structure, and hydration. Multiple joints can be treated simultaneously. Our particles are comprised of collagen, elastin, and heparin, similar components found in natural cartilage. These particles show an effectiveness to reinforce and/or augment the cartilage, which enhances the functionality of the joint (e.g. provide cushion or shock-absorbing features to the joint and to provide joint lubricity).

 

26
 

 

Osteoarthritis, a common inflammatory joint disease in both dogs and horses, is a chronic, progressive, degenerative joint disease that is caused by a loss of synovial fluid and/or the deterioration of joint cartilage. Osteoarthritis affects approximately 14 million dogs and 1 million horses in the $11 billion companion animal veterinary care and product sales market.

 

Despite the market size, veterinary clinics and hospitals have very few treatments and/or drugs for use in treating osteoarthritis in dogs, horses, and other pets. As there is no cure for osteoarthritis, current solutions treat symptoms, but do not manage the cause. The current treatment for osteoarthritis in dogs generally consists of the use of nonsteroidal anti-inflammatory drugs (or “NSAIDs”) which are approved to alleviate pain and inflammation but present the potential for side effects relating to gastrointestinal, kidney, and liver damage and do not halt or slow joint degeneration. The Company offers an alternative to traditional treatments that only address the symptoms of the affliction. Spryng™ with OsteoCushion™ technology addresses the affliction, loss of synovial fluid, and/or the deterioration of joint cartilage, rather than treating just the symptoms and, to the best of our knowledge, has elicited minimal adverse side effects in dogs and horses. Spryng™-treated dogs and horses have shown an increase in activity even after they no longer are receiving pain medication or other treatments. Other treatments for osteoarthritis include steroid and/or hyaluronic acid injections, which are used for treating pain, inflammation and/or joint lubrication, but can be slow acting and/or short lasting.

 

We believe Spryng™ is an optimal solution to safely improve joint function in animals for several reasons:

 

  Spryng™ addresses the underlying problems which relate to deterioration of cartilage causing bones to contact each other and a lack of synovial fluid. Spryng™ provides a biocompatible lubricious cushion to the joint, which establishes a barrier between the bones, thereby protecting the remaining cartilage and bone.
  Spryng™ is easily administered with the standard intra-articular injection technique. Multiple joints can be treated simultaneously.
  Case studies indicate many dogs and horses have long-lasting multi-month improvement in lameness after having been treated with Spryng™.
  After receiving a Spryng™ injection, many canines are able to discontinue the use of NSAID’s, eliminating the risk of negative side effects.
  Spryng™ is an effective and economical solution for treating osteoarthritis. A single injection of Spryng™ is approximately $600 to $900 per joint and typically lasts for at least 12 months.

 

Historically, drug sales represent up to 30% of revenues at a typical veterinary practice (Veterinary Practice News). Revenues and margins at veterinary practices are being eroded because online, big-box, and traditional pharmacies have recently started filling veterinary prescriptions. Veterinary practices are looking for ways to replace lost prescription revenues with safe and effective products. Spryng™ is a veterinarian-administered medical device that should expand practice revenues and margins. We believe that the increased revenues and margins provided by Spryng™ will accelerate its adoption rate and propel it forward as the standard of care for canine and equine lameness related to or due to synovial joint issues.

 

We commenced sales of Spryng™ in the second quarter of fiscal 2022 and plan to increase our commercialization efforts of Spryng™ in the United States through our distribution relationship with MWI Veterinary Supply Co. (“Distributor” or “MWI”) and the use of sales reps, clinical studies, and market awareness to educate and inform key opinion leaders on the benefits of SpryngTM.

 

We entered into a Distribution Services Agreement (“Distribution Agreement”) with MWI on June 17, 2022. Pursuant to the Agreement, we appointed MWI to distribute, advertise, promote, market, supply, and sell the Company’s lead product, SpryngTM on an exclusive basis for two (2) years within the United States (the “Territory”), transitioning to a non-exclusive basis thereafter; provided however that the Company shall extend the exclusivity for an additional one (1) year if MWI achieves certain performance targets agreed upon by the parties. The Company can continue to sell Spryng™ within the Territory to established accounts, which include: (a) customers who have purchased SpryngTM from the Company prior to the date of the Agreement, (b) customers who require that they deal directly with the Company, (c) governmental agencies, and (d) customers that order via the internet who are not directly solicited by MWI to purchase Spryng™. All customers must be licensed veterinary practices.

 

27
 

 

Spryng™ is classified as a veterinary medical device under the United States Food and Drug Administration (“FDA”) rules and pre-market approval is not required by the FDA. Spryng™ completed a safety and efficacy study in rabbits in 2007. Since that time, more than 2,000 horses and dogs have been treated with Spryng™. We entered into a clinical trial services agreement with Colorado State University on November 5, 2020. We expect this university clinical study to be completed in March 2024. Additionally, the Company successfully completed an equine tolerance study in March 2022 and began two canine clinical studies with Ethos Veterinary Health, the first beginning in May of 2022 with anticipated completion in October 2023, and the second beginning in June of 2023 with an expected completion in October 2024. We anticipate these and other studies that we plan to initiate will be primarily used to expand our distribution outlets since the large international and national distributors generally require a third-party university study and other third-party studies prior to including a product in their catalog of products.

 

We manufacture our products in an ISO 7 certified clean room manufacturing facility in Minneapolis using our patented and scalable self-assembly production process, which minimizes the infrastructure requirements and manufacturing risks to deliver a consistent, high-quality product while being responsive to volume requirements. A second ISO cleanroom facility is expected to be operational later this year. We believe that having two manufacturing facilities will help us minimize supply risks, allow for continued scaling of our production capacity, and expand our research and development facilities.

 

We also have a pipeline of therapeutic devices for both veterinary and human clinical applications. Some such devices may be regulated by the FDA or other equivalent regulatory agencies, including but not limited to the Center for Veterinary Medicine (“CVM”). We anticipate growing our product pipeline through the acquisition or in-licensing of additional proprietary products from human medical device companies specifically for use in pets. In addition to commercializing our own products in strategic market sectors and in view of the Company’s vast proprietary product pipeline, the Company may establish strategic out-licensing partnerships to provide secondary revenues.

 

RESULTS OF OPERATIONS

 

The following discussion should be read in conjunction with our 2024 10-K Report and the consolidated financial statements and related notes in Item 1, Financial Statements appearing elsewhere in this Quarterly Report on Form 10-Q (“10-Q Report”). The following discussion may contain forward-looking statements, and our actual results may differ materially from the results suggested by these forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I, Item 1A of our 2024 10-K Report under the heading “Risk Factors,” as updated and supplemented by risks described in other SEC filings. The Company assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law.

 

We are a smaller reporting company and have incurred substantial losses in connection with our operations. We will need substantial capital to pursue our current plans to commercialize our initial product, Spryng™.

 

RESULTS OF OPERATIONS

 

   For the Three Months Ended September 30,   For the Six Months Ended September 30, 
   2024   2023   2024   2023 
                 
Revenues  $200,720   $207,366   $324,470   $324,549 
                     
Cost of Sales   21,162    21,862    34,156    34,167 
                     
Operating Expenses   2,352,598    3,129,847    4,507,787    6,128,302 
                     
Other (Expense) Income   (2,453)   (716,810)   (5,083)   (716,810)
                     
Net Loss  $(2,175,493)  $(3,661,153)  $(4,222,556)  $(6,554,730)
                     
Net loss per share - basic and diluted  $(0.11)  $(0.28)  $(0.22)  $(0.53)

 

28
 

 

For The Three Months Ended September 30, 2024, Compared to The Three Months Ended September 30, 2023

 

Total Revenues. Revenues were $200,720 and $207,366 for the three months ended September 30, 2024 and 2023, respectively. Revenues in the three months ended September 30, 2024, consist of sales of our Spryng™ products to our Distributors of $168,948 and to veterinary clinics in the amount of $31,771. Revenues in the three months ended September 30, 2023, consist of sales of our Spryng™ products to our Distributor of $135,976 and to veterinary clinics in the amount of $71,390.

 

Cost of Sales. Cost of sales were $21,162 and $21,862 for the three months ended September 30, 2024 and 2023, respectively. Cost of sales includes product costs related to the sale of our Spryng™ products and labor and overhead costs. Cost of sales in the three months ended September 30, 2024, compared to the three months ended September 30, 2023 remained constant.

 

Operating Expenses. Operating expenses were $2,352,598 and $3,129,847 for the three months ended September 30, 2024 and 2023, respectively. The decrease is primarily due to decreased general and administrative (“G&A”) expenses and sales and marketing expenses related to the sale of our Spryng™ products.

 

General and administrative (“G&A”) expenses were $1,267,117 and $1,691,790 for the three months ended September 30, 2024 and 2023, respectively. General and administrative expenses include compensation and benefits, contracted services, legal and consulting fees, and stock compensation expenses.

 

Sales and marketing expenses were $620,307 and $1,078,725 for the three months ended September 30, 2024 and 2023, 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 $465,174 and $359,332 for the three months ended September 30, 2024 and 2023, respectively. The increase was related to clinical studies and efforts to support the launch of Spryng™.

 

Operating Loss. As a result of the foregoing, our operating loss was $2,173,040 and $2,944,343 for the three months ended September 30, 2024 and 2023, respectively. The decrease was related to cost-cutting initiatives in general and administrative and sales and marketing expenses.

 

Other Expense. Other expense was $2,453 and $716,810 for the three months ended September 30, 2024 and 2023, respectively. Other expense in 2023 consisted of loss on extinguishment of debt and a settlement expense to David Masters.

 

Net Loss. Our net loss for the three months ended September 30, 2024 was $2,175,493 or ($0.11) per share as compared to a net loss of $3,661,153 or ($0.28) per share for the three months ended September 30, 2023. The decrease was related to cost-cutting initiatives in general and administrative expenses and sales and marketing expenses. The weighted average number of shares outstanding was 20,099,095 compared to 12,987,641 for the three months ended September 30, 2024 and 2023, respectively.

 

29
 

 

For The Six Months Ended September 30, 2024, Compared to The Six Months Ended September 30, 2023

 

Total Revenues. Revenues were $324,470 and $324,549 for the six months ended September 30, 2024 and 2023, respectively. Revenues in the six months ended September 30, 2024, consist of sales of our Spryng™ products to our Distributors of $237,239 and to veterinary clinics in the amount of $87,231. Revenues in the six months ended September 30, 2023, consist of sales of our Spryng™ products to our Distributor of $169,371 and to veterinary clinics in the amount of $155,178.

 

Cost of Sales. Cost of sales were $34,156 and $34,167 for the six months ended September 30, 2024 and 2023, respectively. Cost of sales includes product costs related to the sale of our Spryng™ products and labor and overhead costs. Cost of sales in the six months ended September 30, 2024, compared to the three months ended September 30, 2023 remained constant.

 

Operating Expenses. Operating expenses were $4,507,787 and $6,128,302 for the six months ended September 30, 2024 and 2023, respectively. The decrease is primarily due to decreased general and administrative (“G&A”) expenses and sales and marketing expenses related to the sale of our Spryng™ products.

 

General and administrative (“G&A”) expenses were $2,500,378 and $3,454,588 for the six months ended September 30, 2024 and 2023, respectively. General and administrative expenses include compensation and benefits, contracted services, legal and consulting fees, and stock compensation expenses.

 

Sales and marketing expenses were $1,154,720 and $2,020,611 for the six months ended September 30, 2024 and 2023, 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 $852,689 and $653,103 for the six months ended September 30, 2024 and 2023, respectively. The increase was related to clinical studies and efforts to support the launch of Spryng™.

 

Operating Loss. As a result of the foregoing, our operating loss was $4,217,473 and $5,837,920 for the six months ended September 30, 2024 and 2023, respectively. The decrease was related to cost-cutting initiatives in general and administrative and sales and marketing expenses.

 

Other Expense. Other expense was $5,083 and $716,810 for the six months ended September 30, 2024 and 2023, respectively. Other expense in 2023 consisted of loss on extinguishment of debt and a settlement expense to David Masters.

 

Net Loss. Our net loss for the six months ended September 30, 2024 was $4,222,556 or ($0.22) per share as compared to a net loss of $6,554,730 or ($0.53) per share for the six months ended September 30, 2023. The decrease was related to cost-cutting initiatives in general and administrative expenses and sales and marketing expenses. The weighted average number of shares outstanding was 19,395,401 compared to 12,325,973 for the six months ended September 30, 2024 and 2023, respectively.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of September 30, 2024, our current assets were $1,246,384, including $126,239 in cash and cash equivalents. In comparison, our current liabilities as of that date were $1,858,017 including $1,157,728 of accounts payable and accrued expenses. Our working capital deficit as of September 30, 2024 was $611,633.

 

From October 1, 2024, through the date of this quarterly report 10Q filing, the Company sold 225,000 restricted common shares to four accredited investors who purchased the shares for $112,500 at $0.50 per share. The Company also raised $200,000 of short-term notes from two accredited investors with conversion provisions to convert at the lesser of the per share price at which the Company sells Shares of the Company may raise in a subsequent offering or $0.50 per share.

 

30
 

 

We will need to raise additional capital in the future to support our efforts to commercialize Spryng™ and our ongoing operations. We expect to continue to raise additional capital through the sale of our securities from time to time for the foreseeable future to fund our business expansion. Our ability to obtain such additional capital will likely be subject to various factors, including our overall business performance and market conditions. There can be no guarantee that the Company will be successful in its ability to raise additional capital to fund its business plan.

 

Net Cash Used in Operating Activities – We used $3,130,762 of net cash in operating activities for the six months ended September 30, 2024. This cash used in operating activities was primarily attributable to our net loss of $4,222,556, partially offset by stock-based compensation expense of $701,436 and investor relations and consulting services paid in stock of $315,088.

 

Net Cash Used in Investing Activities – We used $18,598 of net cash in investing activities for the six months ended September 30, 2024, consisting of costs capitalized for manufacturing and computer equipment.

 

Net Cash Provided by Financing Activities – During the six months ended September 30, 2024, we provided net cash of $3,188,196 from the sale of common stock and preferred stock and proceeds from the issuance of convertible debentures and notes payable.

 

Inventory

 

Inventories are stated at cost, subject to the lower of cost or net realizable value. Cost includes materials, labor, and manufacturing overhead related to the purchase and production of inventories. Net realizable value is the estimated selling price less estimated costs of completion, disposal, and transportation. We regularly review inventory quantities on hand through an inventory count.

 

At September 30, 2024, the Company’s inventory had a carrying value of $372,115 and was broken down into $12,303 of finished goods, $57,511 of work in process, and $302,301 in raw materials.

 

At March 31, 2024, the Company’s inventory had a carrying value of $390,076 and was broken down into $35,442 of finished goods, $20,289 of work in process, and $334,345 in raw materials.

 

MATERIAL COMMITMENTS

 

Note Payable

 

As of September 30, 2024, we are obligated on a note and accrued interest of $18,288.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

As of September 30, 2024, and as of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

 

GOING CONCERN

 

The financial statements have been prepared assuming that we will continue as a going concern, which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business. Our working capital deficit at September 30, 2024 was $611,633. We have continued to realize losses from operations. We will need to raise additional capital in the future to support our efforts to commercialize Spryng™ and our ongoing operations. We expect to continue to raise additional capital through the sale of our securities from time to time for the foreseeable future to fund our business expansion. Our ability to obtain such additional capital will likely be subject to various factors, including our overall business performance and market conditions. There can be no guarantee that the Company will be successful in its ability to raise additional capital to fund its business plan.

 

31
 

 

CRITICAL ACCOUNTING POLICIES

 

We prepare our consolidated financial statements in accordance with generally accepted accounting standards in the United States of America. Our significant accounting policies are described in Note 1 to our consolidated financial statements attached hereto. We believe the following critical accounting policies involve the most significant judgments and estimates used in the preparation of the consolidated financial statements.

 

RECENTLY ISSUED ACCOUNTING STANDARDS

 

The Company has reviewed the FASB issued ASU accounting pronouncements and interpretations thereof that have effective dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and do not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to formal review of the Company’s financial management.

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

 

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” which replaces the existing “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. Under the CECL model, the Company is required to present certain financial assets carried at amortized cost, such as accounts receivable, at the net amount expected to be collected. The measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this standard in the consolidated financial statements for the year ended March 31, 2024. The change had no impact on the Company’s financial statements.

 

All other newly issued but not yet effective accounting pronouncements have been deemed either immaterial or not applicable.

 

32
 

 

ITEM 3. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not required

 

ITEM 4. CONTROLS AND PROCEDURES

 

DISCLOSURE CONTROLS AND PROCEDURES

 

Evaluation of disclosure controls and procedures.

 

We maintain controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosures.

 

Based upon their evaluation of those controls and procedures performed as of the end of the period covered by this report, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective.

 

Changes in internal control over financial reporting.

 

There were no significant changes in our internal control over financial reporting in the second quarter ended September 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

From time to time, we may become involved in legal proceedings arising in the ordinary course of our business, the resolution of which we do not anticipate would have, individually or in the aggregate, a material adverse effect on our business, financial condition, or results of operations.

 

Refer to Note 9. Commitments and Contingencies, in the Condensed Notes to Consolidated Financial Statements set forth in Part I, Item 1 Financial Statements of this Quarterly Report, for further information regarding legal contingencies.

 

ITEM 1A. RISK FACTORS

 

In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed in Part I, Item 1A Risk Factors in our Annual Report on Form 10-K for our fiscal year ended March 31, 2024. The risks discussed in our Annual Report on Form 10-K could materially affect our business, financial condition, and future results. The risks described in our Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be insignificant also may materially and adversely affect our business, financial condition, or operating results in the future.

 

33
 

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

On January 1, 2023, the Company entered into a services agreement with a consultant for a 12 month period. On the first day of April, May, and June, 2023, the Company issued 16,666 shares of its restricted common stock (for an aggregate of 49,998 shares) to the consultant for services rendered to the Company, which shares were valued at $48,581, $40,332, and $34,165, respectively.

 

On the first day of April, May, and June 2023, the Company issued 10,100 shares of its restricted common stock, for an aggregate of 30,300 shares, to its CEO in lieu of compensation for the three months valued at $74,589.

 

In April, May, and June 2023, the Company granted options to purchase an aggregate of 374,239 shares of our common stock under the PetVivo Holdings, Inc. Amended and Restated 2020 Equity Plan (“Amended Plan”) to 13 employees and 1 director. The exercise price of these options was the closing price of the Company’s common stock on the date of the grant, which ranged from $2.02 per share to $2.74 per share. The Employee options vest over a period of three years, with the first tranche vesting on the anniversary of the grant date. The employee options expire on the earlier of the date on which the employee’s service with the Company is terminated or seven years after the grant date.

 

On April 14, 2023, the Company made an initial grant of options to a new director to purchase 10,000 shares of the Company’s common stock. The options have an exercise price equal to $2.74, the closing price of the Company’s common stock on the date of grant, and the term is for seven years from the grant date. The options will vest on April 13, 2024, subject to continued service by the director through the vesting date. The new director also received a grant of options to purchase 10,239 shares at an exercise price of $2.74 per share, which represents his pro-rata compensation for serving as a Board member for the period between April 14, 2023 and September 30, 2023. The options vest on the earlier of (i) September 30, 2023, or (ii) the day immediately preceding the Company’s next annual meeting of stockholders following the grant date.

 

In June 2023, the Company issued 6,250 shares of common stock upon the vesting of restricted stock unit issued to two employees.

 

On the first day of July, August, and September 2023, the Company issued 16,666 shares of its restricted common stock (for an aggregate of 49,998 shares) to the consultant for services rendered in these months to the Company, which shares were valued at $35,332, $32,332, and $31,999, respectively. The Company entered into a services agreement with a consultant for a 12-month period on January 1, 2023.

 

On the first day of July and August 2023, the Company issued 10,100 shares of its restricted common stock, for an aggregate of 20,200 shares, to its CEO in lieu of compensation for the two months valued at $41,006.

 

In July and September 2023, the Company granted options to purchase an aggregate of 95,000 shares of its common stock under the PetVivo Holdings, Inc. Amended and Restated 2020 Equity Plan (“Amended Plan”) to three employees. The exercise price of these options was the closing price of the Company’s common stock on the date of the grant, which ranged from $1.82 per share to $2.00 per share. The Employee options vest over a period of three years, with the first tranche vesting on the anniversary of the grant date. The employee options expire on the earlier of the date on which the employee’s service with the Company is terminated or seven years after the grant date.

 

In July, August and September 2023, the Company issued 299,500 shares of common stock to service providers for consulting services valued at $641,315.

 

In August 2023, the Company issued 22,000 shares of common stock upon the vesting of restricted stock units issued to three employees.

 

In August 2023, the Company issued 12,212 shares of common stock pursuant to a warrant holder’s cashless exercise of a warrant to purchase 22,500 shares of common stock at a strike price of $1.33 per share.

 

34
 

 

In September 2023, the Company issued 22,466 shares of common stock pursuant to a warrant holder’s cashless exercise of warrants to purchase 41,084 shares of common stock at a weighted average strike price of $1.35 per share.

 

In April 2024, the Company issued 150,000 shares of its restricted common stock to its CEO valued at $90,000.

 

In April 2024, the Company sold 430,798 shares of common stock in connection with the conversion of a convertible note plus accrued interest in exchange for proceeds of $301,558 at a price of $0.70 per share.

 

In April and May 2024, the Company issued 1,889,434 shares of common stock in exchange for proceeds of $1,322,600 at a price of $0.70 per share.

 

In April and May 2024, the company issued 376,000 shares to service providers for consulting services valued at market on the date of grant of $214,160.

 

In July 2024, the Company issued 3,045,000 shares of series A convertible preferred stock in exchange for proceeds of $1,218,000 at a price of $0.40 per share.

 

In July 2024, the Company issued 120,000 shares to service providers for consulting services valued at market on the date of grant of $56,020.

 

In July and September 2024, the Company issued 42,312 shares of common stock upon the vesting of restricted stock units issued to four employees.

 

As of September 30, 2024, 330,000 shares to be issued to the Company’s executive officers, in lieu of compensation valued at $132,000, based on the closing stock prices on the issuance date.

 

All of the transactions described above were exempt from registration in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended, as a transaction by an issuer not involving a public offering. The consultants in these transactions represented their intention to acquire these securities for investment only and not with a view to offer or sell, in connection with any distribution of the securities, and appropriate legends were affixed to the share certificates and instruments issued in such transactions.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not required.

 

ITEM 5. OTHER INFORMATION

 

None

 

35
 

 

ITEM 6. EXHIBITS

 

The following exhibits are filed as part of this Quarterly Report.

 

Exhibit No.   Description
     
10.1   Form of Securities Purchase Agreement dated April 17, 2023 between PetVivo Holding Company, Inc. and investors (incorporated by reference to Exhibit 10.1 in the Company’s Current Report on Form 8-K filed with the SEC on April 17, 2023).
     
10.2   Finder’s Fee Agreement dated March 28, 2023, between PetVivo Holdings, Inc. and Bancroft Capital, LLC (incorporated by reference to Exhibit 10.2 in the Company’s Current Report on Form 8-K filed with the SEC on April 17, 2023).
     
31.1**   Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2**   Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2022.
     
32.1**   Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
32.2**   Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
101.INS   Inline XBRL Instance Document
     
101.SCH   Inline XBRL Taxonomy Extension Schema
     
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase
     
101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase
     
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase
     
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase
     
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

** Filed herewith

 

36
 

 

PETVIVO HOLDINGS, INC.

 

SIGNATURES

 

Pursuant to the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

November 14, 2024 By: /s/ John Lai
    John Lai
  Its: CEO, President, and Director
    (Principal Executive Officer)
     
November 14, 2024 By: /s/ Garry Lowenthal
    Garry Lowenthal
  Its: Chief Financial Officer
    (Principal Financial and Accounting Officer)

 

37

 

 

EXHIBIT 31.1

 

Certification of Principal Executive Officer

Required By Rule 13a-14(A) of the Securities Exchange Act of 1934, As Amended,

As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002

 

I, John Lai, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of PetVivo Holdings, Inc.;
   
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
   
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
   
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
     
  (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 14, 2024 By: /s/ John Lai
    John Lai
    CEO, President, and Director
    (Principal Executive Officer)

 

 

 

 

EXHIBIT 31.2

 

Certification of Principal Financial Officer

Required By Rule 13a-14(A) of the Securities Exchange Act of 1934, As Amended,

As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002

 

I, Garry Lowenthal, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of PetVivo Holdings, Inc.;
   
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
   
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
   
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
     
  (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
     
  (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 14, 2024 By: /s/ Garry Lowenthal
    Garry Lowenthal
    Chief Financial Officer
    (Principal Financial and Accounting Officer)

 

 
 

 

 

EXHIBIT 32.1

 

Certification of Principal Executive Officer

Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

 

In connection with the Quarterly Report of PetVivo Holdings, Inc., a Nevada corporation (the “Company”), on Form 10-Q for the quarter ended September 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), John Lai, Principal Executive Officer of the Company, certifies to the best of his knowledge, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
     
  (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

Date: November 14, 2024 By: /s/ John Lai
    John Lai
    CEO, President and Director
    (Principal Executive Officer)

 

 

 

 

EXHIBIT 32.2

 

Certification of Principal Financial Officer

Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

 

In connection with the Quarterly Report of PetVivo Holdings, Inc., a Nevada corporation (the “Company”), on Form 10-Q for the quarter ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Garry Lowenthal, Principal Financial Officer of the Company, certifies to the best of his knowledge, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
     
  (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

Date: November 14, 2024 By: /s/ Garry Lowenthal
    Garry Lowenthal
    Chief Financial Officer
    (Principal Financial and Accounting Officer)

 

 

 

 

v3.24.3
Cover - $ / shares
6 Months Ended
Sep. 30, 2024
Nov. 14, 2024
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Sep. 30, 2024  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2025  
Current Fiscal Year End Date --03-31  
Entity File Number 001-40715  
Entity Registrant Name PetVivo Holdings, Inc.  
Entity Central Index Key 0001512922  
Entity Tax Identification Number 99-0363559  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 5151 Edina Industrial  
Entity Address, Address Line Two Blvd Suite 575  
Entity Address, City or Town Edina  
Entity Address, State or Province MN  
Entity Address, Postal Zip Code 55439  
City Area Code (952)  
Local Phone Number 405-6216  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company true  
Elected Not To Use the Extended Transition Period false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   20,857,164
Entity Listing, Par Value Per Share $ 0.001  
Common Stock Par Value $0.001 [Member]    
Title of 12(b) Security Common Stock, par value $0.001  
Trading Symbol PETV  
Security Exchange Name NASDAQ  
Warrants to Purchase Common Stock [Member]    
Title of 12(b) Security Warrants to purchase Common Stock  
Trading Symbol PETVW  
Security Exchange Name NASDAQ  
v3.24.3
Consolidated Balance Sheets (Unaudited) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Current Assets    
Cash and cash equivalents $ 126,239 $ 87,403
Accounts receivable 133,680 18,669
Inventory, net (Note 3) 372,115 390,076
Prepaid expenses and other assets (Note 4) 614,350 545,512
Total Current Assets 1,246,384 1,041,660
Property and Equipment, net (Note 5) 777,330 821,656
Other Assets:    
Operating lease right-of-use 1,101,557 1,194,348
Trademark and patents, net (Note 6) 26,483 30,099
Security deposit 34,990 27,490
Total Other Assets 1,163,030 1,251,937
Total Assets 3,186,744 3,115,253
Current Liabilities    
Accounts payable 762,103 821,230
Accrued expenses and other payables 395,625 243,030
Operating lease liability – short term 191,373 190,589
Note payable and accrued interest 508,916 157,521
Total Current Liabilities 1,858,017 1,412,370
Other Liabilities    
Operating lease liability (net of current portion) 910,184 1,003,759
Note payable and accrued interest (net of current portion) 9,372 13,171
Total Other Liabilities 919,556 1,016,930
Total Liabilities 2,777,573 2,429,300
Commitments and Contingencies (see Note 10)
Stockholders’ Equity:    
Common Stock, par value $0.001, 250,000,000 shares authorized, 20,067,164 and 17,058,620 issued and outstanding at September 30, 2024 and March 31, 2024, respectively 20,067 17,059
Common Stock to be Issued 132,000
Additional Paid-In Capital 87,275,939 83,468,218
Accumulated Deficit (87,021,880) (82,799,324)
Total Stockholders’ Equity 409,171 685,953
Total Liabilities and Stockholders’ Equity 3,186,744 3,115,253
Series A Preferred Stock [Member]    
Stockholders’ Equity:    
Series A Preferred Stock, par value $0.001, 20,000,000 shares authorized, 3,045,000 and zero issued and outstanding at September 30, 2024 and March 31, 2024, respectively $ 3,045
v3.24.3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2024
Mar. 31, 2024
Common stock par value $ 0.001 $ 0.001
Common stock shares authorized 250,000,000 250,000,000
Common stock, shares issued 20,067,164 17,058,620
Common stock, shares outstanding 20,067,164 17,058,620
Series A Preferred Stock [Member]    
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized 20,000,000 20,000,000
Preferred stock, shares issued 3,045,000 0
Preferred stock, shares outstanding 3,045,000 0
v3.24.3
Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Statement [Abstract]        
Revenues $ 200,720 $ 207,366 $ 324,470 $ 324,549
Cost of Sales 21,162 21,862 34,156 34,167
Gross Profit 179,558 185,504 290,314 290,382
Operating Expenses:        
Sales and Marketing 620,307 1,078,725 1,154,720 2,020,611
Research and Development 465,174 359,332 852,689 653,103
General and Administrative 1,267,117 1,691,790 2,500,378 3,454,588
Total Operating Expenses 2,352,598 3,129,847 4,507,787 6,128,302
Operating Loss (2,173,040) (2,944,343) (4,217,473) (5,837,920)
Other (Expense) Income        
Loss on Extinguishment of Debt (534,366) (534,366)
Settlement Expense (180,000) (180,000)
Interest (Expense) Income (2,453) (2,444) (5,083) (2,444)
Total Other (Expense) Income (2,453) (716,810) (5,083) (716,810)
Loss before taxes (2,175,493) (3,661,153) (4,222,556) (6,554,730)
Income Tax Provision
Net Loss $ (2,175,493) $ (3,661,153) $ (4,222,556) $ (6,554,730)
Net Loss Per Share:        
Net Loss Per Share, Basic $ (0.11) $ (0.28) $ (0.22) $ (0.53)
Net Loss Per Share, Diluted $ (0.11) $ (0.28) $ (0.22) $ (0.53)
Weighted Average Common Shares Outstanding:        
Weighted Average Common Shares Outstanding, Basic 20,099,095 12,987,641 19,395,401 12,325,973
Weighted Average Common Shares Outstanding, Diluted 20,099,095 12,987,641 19,395,401 12,325,973
v3.24.3
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Preferred Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Common Stock to be Issued [Member]
Total
Balance at Mar. 31, 2023 $ 10,950   $ 72,420,604 $ (71,844,029) $ 137,500 $ 725,025
Balance, shares at Mar. 31, 2023 10,950,220          
Common stock sold $ 794   2,092,800 (137,500) 1,956,094
Common stock sold, shares 793,585          
Stock issued for services $ 50   123,028 123,078
Stock issued for services, shares 49,998          
Stock-based compensation   413,030 413,030
Vesting of restricted stock units $ 6   (6)
Vesting of restricted stock units, shares 6,250          
Net loss   (2,893,577) (2,893,577)
Vesting of restricted stock units in lieu of compensation $ 31   74,558 74,589
Vesting of restricted stock units in lieu of compensation, shares 30,300          
Balance at Jun. 30, 2023 $ 11,831   75,124,014 (74,737,606) 398,239
Balance, shares at Jun. 30, 2023 11,830,353          
Balance at Mar. 31, 2023 $ 10,950   72,420,604 (71,844,029) 137,500 $ 725,025
Balance, shares at Mar. 31, 2023 10,950,220          
Common stock sold, shares           2,891,511
Net loss           $ (6,554,730)
Balance at Sep. 30, 2023 $ 13,842   79,373,596 (78,398,759) 988,679
Balance, shares at Sep. 30, 2023 13,841,731          
Balance at Jun. 30, 2023 $ 11,831   75,124,014 (74,737,606) 398,239
Balance, shares at Jun. 30, 2023 11,830,353          
Conversion of debt and interest to common stock $ 385   577,115 577,500
Conversion of debt and interest to common stock, shares 385,000          
Stock issued for services $ 350   740,628 740,978
Stock issued for services, shares 349,498          
Stock-based compensation   607,017 607,017
Vesting of restricted stock units $ 22   (22)
Vesting of restricted stock units, shares 22,000          
Net loss   (3,661,153) (3,661,153)
Vesting of restricted stock units in lieu of compensation $ 20   40,986 41,006
Vesting of restricted stock units in lieu of compensation, shares 20,200          
Common stock and warrants sold $ 1,200   1,774,582 1,775,782
Common stock and warrants sold, shares 1,200,002          
Value of stock and warrants issued on extinguishment of debt   509,310 509,310
Cashless warrant exercise $ 34   (34)
Cashless warrant exercise, shares 34,678          
Balance at Sep. 30, 2023 $ 13,842   79,373,596 (78,398,759) 988,679
Balance, shares at Sep. 30, 2023 13,841,731          
Balance at Mar. 31, 2024 $ 17,059 83,468,218 (82,799,324) 685,953
Balance, shares at Mar. 31, 2024 17,058,620        
Common stock sold $ 1,889 1,320,711 1,322,600
Common stock sold, shares 1,889,434        
Conversion of debt and interest to common stock $ 431 301,127 301,558
Conversion of debt and interest to common stock, shares 430,798          
Stock issued for services $ 376 213,784 214,160
Stock issued for services, shares 376,000          
Stock-based compensation 352,295 352,295
Vesting of restricted stock units $ 150 (150)
Vesting of restricted stock units, shares 150,000          
Net loss (2,047,063) (2,047,063)
Balance at Jun. 30, 2024 $ 19,905 85,655,985 (84,846,387) 829,503
Balance, shares at Jun. 30, 2024 19,904,852        
Balance at Mar. 31, 2024 $ 17,059 83,468,218 (82,799,324) $ 685,953
Balance, shares at Mar. 31, 2024 17,058,620        
Common stock sold, shares           3,338,544
Net loss           $ (4,222,556)
Balance at Sep. 30, 2024 $ 20,067 $ 3,045 87,275,939 (87,021,880) 132,000 409,171
Balance, shares at Sep. 30, 2024 20,067,164 3,045,000        
Balance at Jun. 30, 2024 $ 19,905 85,655,985 (84,846,387) 829,503
Balance, shares at Jun. 30, 2024 19,904,852        
Stock issued for services $ 120 55,900 56,020
Stock issued for services, shares 120,000          
Stock-based compensation 349,141 349,141
Vesting of restricted stock units $ 42 (42)
Vesting of restricted stock units, shares 42,312          
Net loss (2,175,493) (2,175,493)
Preferred stock sold $ 3,045 1,214,955 1,218,000
Balance, shares   3,045,000        
Common stock in lieu of compensation 132,000 132,000
Balance, shares          
Balance at Sep. 30, 2024 $ 20,067 $ 3,045 $ 87,275,939 $ (87,021,880) $ 132,000 $ 409,171
Balance, shares at Sep. 30, 2024 20,067,164 3,045,000        
v3.24.3
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
6 Months Ended
Sep. 30, 2024
Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net Loss For The Period $ (4,222,556) $ (6,554,730)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:    
Stock-based compensation 701,436 1,020,047
Depreciation and amortization 66,540 63,364
Consulting and investor relations services paid in stock 315,088 403,326
Stock issued in lieu of compensation 132,000 115,595
Loss on extinguishment of debt 534,366
Interest on convertible debentures 2,900 2,444
Changes in Operating Assets and Liabilities    
Increase in prepaid expenses and other current assets (121,247) (418,180)
(Increase) in accounts receivable (115,011) (69,199)
Decrease (increase) in inventory 17,961 (63,797)
Increase in accounts payable and accrued expenses 92,127 361,802
Net Cash Used In Operating Activities (3,130,762) (4,604,962)
CASH FLOWS FROM INVESTING ACTIVITIES    
Purchase of equipment (18,598) (93,618)
Net Cash Used in Investing Activities (18,598) (93,618)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from the sale of common stock and warrants 1,322,600 3,731,876
Proceeds from the sale of preferred stock and warrants 1,218,000
Proceeds from issuance of convertible debentures 150,000 550,000
Proceeds from notes payable 500,000
Repayments of notes payable (2,404) (3,356)
Net Cash Provided by Financing Activities 3,188,196 4,278,520
Net Increase (Decrease) in Cash 38,836 (420,060)
Cash at Beginning of Period 87,403 475,314
Cash at End of Period 126,239 55,254
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
Interest 5,084 846
Taxes
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING AND INVESTING ACTIVITIES    
Convertible debentures and accrued interest converted to common stock 301,558 577,500
Stock granted for consulting services 210,100 626,540
(Decrease) increase to operating lease right of use asset and operating lease liability $ (92,792) $ 1,081,204
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION
6 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

 

(A) Organization and Description

 

The Company is in the business of licensing and commercializing our 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 nineteen patents protects the Company’s biomaterials, products, production processes and methods of use. The Company’s operations are conducted from its headquarter facilities in suburban Minneapolis, Minnesota.

 

(B) Basis of Presentation

 

PetVivo Holdings, Inc. (the “Company”) was incorporated in Nevada under its former name in 2009 and entered its current business in 2014 through a stock exchange reverse merger with PetVivo, Inc., a Minnesota corporation. This merger resulted in PetVivo, Inc. becoming a wholly owned subsidiary of the Company. In April 2017, the Company acquired another Minnesota corporation, Gel-Del Technologies, Inc., through a statutory merger, which is also a wholly-owned subsidiary of the Company.

 

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. The results for the six months ended September 30, 2024, are not necessarily indicative of results to be expected for the year ending March 31, 2025, or for any other interim period or for any future year. These unaudited consolidated interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended March 31, 2024.

 

(C) Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of the Company and its two wholly owned Minnesota corporations, Gel-Del Technologies, Inc. and PetVivo, Inc. All intercompany accounts have been eliminated during consolidation.

 

(D) Use of Estimates

 

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include collectability of accounts receivable, inventory obsolescence, estimated useful lives and potential impairment of property and equipment and intangibles, estimate of fair value of share-based payments, distributor rebate payable, provision for product returns, right of use lease assets and liabilities and valuation of deferred tax assets.

 

 

(E) Cash and Cash Equivalents

 

The Company considers all highly-liquid, temporary cash investments with an original maturity of three months or less to be cash equivalents. The Company had no cash equivalents at September 30, 2024.

 

(F) Concentration Risk

 

The Company maintains its cash with various financial institutions, which at times may exceed federally insured limits. At September 30, 2024, the Company did not have cash balances in excess of the federally insured limits.

 

(G) Accounts Receivable

 

Accounts receivable consist primarily of amounts due from distributors (see revenue recognition). Accounts receivable is recorded based on management’s assessment of the expected consideration to be received, based on a detailed review of historical collections. Management relies on the results of the assessment, which includes payment history of the applicable payer as a primary source of information in estimating the collectability of our accounts receivable as well as a forecast of projected credit losses. We update our assessment on a quarterly basis, which to date has not resulted in any material adjustments to the valuation of our accounts receivable since all receivables to date have been collected. We believe the assessment provides reasonable estimates of our accounts receivable valuation, and therefore we believe that substantially all accounts receivable is fully collectible. Accordingly, as of September 30, 2024, and March 31, 2024, our allowance for credit losses was zero.

 

In fiscal 2023, the Company has adopted an accounting standard: Adoption of ASC 326, Financial Instruments - Credit Losses, which amends the impairment model by requiring entities to use a forward-looking approach to estimate lifetime expected credit losses on certain types of financial instruments, including trade receivables.

 

(H) Inventory

 

Inventories are recorded in accordance with Accounting Standards Codification (“ASC”) 330, Inventory, and are stated at the lower of cost or net realizable value. We account for inventories using the first in first out (“FIFO”) methodology. Provisions for inventory obsolescence are charged to Cost of Sales. There were no provisions for obsolescence for the six months ended September 30, 2024, and 2023, respectively.

 

(I) Property & Equipment

 

Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method (after considering their respective estimated residual values) over the assets estimated useful life of 3 to 5 years for production and computer equipment and furniture and 5 to 7 years for leasehold improvements.

 

(J) Patents and Trademarks

 

The Company capitalizes direct costs for the maintenance and advancement of their patents and trademarks and amortizes these costs over the lesser of the useful life of 60 months or the life of the patent. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.

 

(K) Loss Per Share

 

Basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

 

 

The Company had 13,089,178 warrants outstanding as of September 30, 2024, with varying exercise prices ranging from $.90 to $5.625 per share. The weighted average exercise price for these warrants is $2.41 per share. These warrants are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 60,938 restricted stock units outstanding as of September 30, 2024, which are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 995,042 stock options outstanding as of September 30, 2024, with varying exercise prices ranging from $0.80 to $2.79 per share. The weighted average exercise price for these options is $1.79 per share. These stock options are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 5,447,485 warrants outstanding as of September 30, 2023, with varying exercise prices ranging from $1.20 to $5.63 per share. The weighted average exercise price for these warrants is $4.04 per share. These warrants are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 177,334 restricted stock units outstanding as of September 30, 2023, which are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 1,354,088 stock options outstanding as of September 30, 2023, with varying exercise prices ranging from $1.39 to $2.79 per share. The weighted average exercise price for these options is $2.20 per share. These stock options are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company uses the guidance in Accounting Standards Codification (“ASC”) 260 to determine if-converted loss per share. ASC 260 states that convertible securities should be considered exercised on the latter of the first day of the reporting period’s quarter or the inception date of the debt instrument. Also, the if-converted method shall not be applied for the purposes of computing diluted EPS if the effect would be anti-dilutive.

 

(L) Revenue Recognition

 

The Company recognizes revenue in accordance with ASC 606 “Revenue from Contracts with Customers.”

 

The Company derives revenue from the sale of its pet care products directly to its veterinarian customers in the United States. The Company recognizes revenue when performance obligations under the terms of a contract with the veterinarian customer are satisfied. Product sales occur once control or title is transferred based on the commercial terms. Revenue is recognized upon delivery to the customer, which is when control of these products is transferred and in an amount that reflects the consideration the Company expects to receive for these products. Shipping costs charged to customers are reported as an offset to the respective shipping costs. The Company does not have any significant financing components as payment is received at or shortly after the point of sale.

 

The Company entered into a Distribution Services Agreement (the “Agreement”) with MWI Veterinary Supply Co. (the “Distributor”) on June 17, 2022. Contracts with the Distributor are evidenced by individual executed purchase orders subject to the terms of the Agreement. The contracts consist of a single performance obligation related to the sale of our pet care products. Product sales occur once control or title is transferred based on the commercial terms in the Agreement. Revenue is recognized upon delivery to the Distributor; payment is due within 60 days. The Agreement provides for a distribution fee payable to the Distributor equal to 5% of gross monthly sales payable in 45 days; the distribution fee is netted against revenue. The Agreement provides for a rebate payable to the Distributor based on annual sales volume that is retroactively applied. The rebate is estimated under the expected value method and is netted against revenue. Sales are subject to various right of return provisions; the Company uses an expected value method to estimate returns and has determined that any returns would be immaterial as of September 30, 2024. As a result, there is no return liability recorded. Shipping and handling costs are a fulfillment activity and are reported as cost of sales.

 

 

For the three months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $177,840 and $151,164, respectively. This represents 84% and 66% of total revenues for the three-month period ended September 30, 2024, and 2023, respectively.

 

For the six months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $231,192 and $186,732, respectively. This represents 68% and 52% of total revenues for the six months ended September 30, 2024, and 2023, respectively.

 

Assets and liabilities (included in accrued expenses) under the MWI Veterinary Supply Co. Agreement were as follows:

 

SCHEDULE OF RECOGNIZED REVENUE ASSETS AND LIABILITIES 

   September 30, 2024   March 31, 2024 
Accounts receivable: MWI Veterinary Supply Co.  $133,380   $18,669 
Rebate liability   57,264    57,264 
Distribution fee payable   9,250    7,583 

 

The Company entered into a Distribution Services Agreement (the “Covetrus Agreement”) with Covetrus North America LLC (“Covetrus”) on December 18, 2023. Contracts with Covetrus are evidenced by individual executed purchase orders subject to the terms of the Covetrus Agreement. The contracts consist of a single performance obligation related to the sale of our pet care products. Product sales occur once control or title is transferred based on the commercial terms in the Covetrus Agreement. Revenue is recognized upon delivery to the Distributor; payment is due within 60 days. The Covetrus Agreement provides for a rebate payable to the Distributor based on annual sales volume that is retroactively applied. The rebate is estimated under the expected value method and is netted against revenue. Sales are subject to various rights of return provisions; the Company uses an expected value method to estimate returns and has determined that any returns would be immaterial as of September 30, 2024. As a result, there is no return liability recorded. Shipping and handling costs are a fulfillment activity and are reported as cost of sales.

 

For the three months ended September 30, 2024, and 2023, the Company did not recognize revenue from product sales under the Covetrus Agreement. The Company did not have any Accounts Receivable from Covetrus at September 30, 2024, and March 31, 2024.

 

For the six months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $17,784 and $0, respectively. This represents 5% and 0% of total revenues for the six months ended September 30, 2024, and 2023, respectively.

 

(M) Research and Development

 

The Company expenses research and development costs as incurred.

 

(N) Fair Value of Financial Instruments

 

The Company applies the accounting guidance under ASC 820-10, “Fair Value Measurements”, as well as certain related Financial Accounting Standards Board (“FASB”) staff positions. This guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact business and considers assumptions that marketplace participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.

 

 

The guidance also establishes a fair value hierarchy for measurements of fair value as follows:

 

  Level 1 - quoted market prices in active markets for identical assets or liabilities.
     
  Level 2 - inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
     
  Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

 

The Company’s financial instruments consist of accounts receivable, accounts payable, accrued expenses and note payable and accrued interest. The carrying amount of the Company’s financial instruments approximates their fair value as of September 30, 2024, and March 31, 2024, due to the short-term nature of these instruments and the Company’s borrowing rate of interest.

 

In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The valuation of the Company’s note recorded at fair value is determined using Level 3 inputs, which consider (i) time value, (ii) current market, and (iii) contractual prices.

 

The Company had no assets and liabilities measured at fair value on a recurring basis on September 30, 2024, and March 31, 2024.

 

(O) Stock-Based Compensation - Non-Employees

 

Equity Instruments Issued to Parties Other Than Employees for Acquiring Goods or Services

 

The Company accounts for equity instruments issued to parties other than employees for acquiring goods or services under the guidance of ASC 505-50.

 

Pursuant to ASC 505-50-30, all transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date used to determine the fair value of the equity instrument issued is the date of grant.

 

The fair value of stock options and similar instruments is estimated on the date of grant using a Black-Scholes option-pricing valuation model. The ranges of assumptions for inputs are as follows:

 

● Expected term of share options and similar instruments: Pursuant to ASC Paragraph 718-10-50-2(f)(2)(i), the expected term of stock options and similar instruments represents the period of time the stock options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and holders’ expected exercise behavior into the fair value (or calculated value) of the instruments. The Company uses historical data to estimate holders’ expected exercise behavior.

 

● Expected volatility of the entity’s shares and the method used to estimate it. Pursuant to ASC Paragraph 718-10-50-2(f)(2)(ii), a thinly traded or nonpublic entity that uses the calculated value method shall disclose the reasons why it is not practicable for the Company to estimate the expected volatility of its stock price, the appropriate industry sector index that it has selected, the reasons for selecting that particular index, and how it has calculated historical volatility using that index. The Company uses its average historical volatility over the expected contractual life of the stock options or similar instruments as its expected volatility.

 

 

● Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected term of the share options and similar instruments.

 

● Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the expected term of the share options and similar instruments.

 

Pursuant to ASC Paragraphs 505-50-25-8 and 505-50-25-9, an entity may grant fully vested, non-forfeitable equity instruments that are exercisable by the grantee only after a specified period of time if the terms of the agreement provide for earlier exercisability if the grantee achieves specified performance conditions. Any measured cost of the transaction shall be recognized in the same period(s) and in the same manner as if the entity had paid cash for the goods or services or used cash rebates as a sales discount instead of paying with, or using, the equity instruments. A recognized asset, expense, or sales discount shall not be reversed if a share option and similar instrument that the counterparty has the right to exercise expires unexercised.

 

(P) Stock-Based Compensation

 

Stock options are valued using the Black-Scholes option-pricing model. The Black Scholes valuation model requires the input of highly subjective assumptions. The assumptions include the expected term of the option, the expected volatility of the price of our common stock, the expected dividend yield, and the risk-free interest rate. These estimates involve inherent uncertainties and the significant application of management’s judgment. If factors change and different assumptions are used, our stock-based compensation expense could be materially different in the future. We recognize compensation expense for these options on a straight-line basis over the requisite service period (see Note 11 – “Stockholders’ Equity”).

 

(Q) Income Taxes

 

The Company accounts for income taxes under ASC 740. Deferred tax assets and liabilities are determined based upon differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized.

 

As required by ASC 450, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority.

 

The Company is not currently under examination by any federal or state jurisdiction.

 

The Company’s policy is to record tax-related interest and penalties as a component of operating expenses.

 

(R) Recent Accounting Pronouncements

 

The Company has reviewed the FASB issued ASU accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company’s financial management.

 

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

 

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” which replaces the existing “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. Under the CECL model, the Company is required to present certain financial assets carried at amortized cost, such as insurance premium finance loans held for investment, at the net amount expected to be collected. The measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this standard in the consolidated financial statements for the six months ended September 30, 2024. The change had no impact on the Company’s financial statements.

 

All other newly issued but not yet effective accounting pronouncements have been deemed either immaterial or not applicable.

 

v3.24.3
RECLASSIFICATION OF PRIOR YEAR PRESENTATION
6 Months Ended
Sep. 30, 2024
Accounting Changes and Error Corrections [Abstract]  
RECLASSIFICATION OF PRIOR YEAR PRESENTATION

NOTE 2 – RECLASSIFICATION OF PRIOR YEAR PRESENTATION

 

Reclassification. Certain prior period amounts have been reclassified to conform to current period presentation.

 

Certain prior year amounts have been reclassified for consistency with the current year presentation in the Consolidated Statements of Operations related to Total Cost of Sales to move certain research and development costs and added as an Operating Expense. There were no reclassifications made to the Consolidated Balance Sheets, Consolidated Statements of Changes in Stockholders’ Equity or Consolidated Statements of Cash Flows.

 

v3.24.3
INVENTORY
6 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
INVENTORY

NOTE 3 – INVENTORY

 

As of September 30, 2024, and March 31, 2024, the Company had inventory of $372,115 and $390,076, respectively.

 

The inventory components are as follows:

 

SCHEDULE OF INVENTORY 

   September 30, 2024   March 31, 2024 
Finished Goods  $12,303   $35,442 
Work in process   57,511    20,289 
Raw materials   302,301    334,345 
Total Net  $372,115   $390,076 

 

 

v3.24.3
PREPAID EXPENSES AND OTHER CURRENT ASSETS
6 Months Ended
Sep. 30, 2024
Prepaid Expenses And Other Current Assets  
PREPAID EXPENSES AND OTHER CURRENT ASSETS

NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS

 

As of September 30, 2024, the Company had $614,350 in prepaid expenses and other current assets consisting primarily of $268,000 in insurance costs, $172,000 in investor relations, $46,000 in Nasdaq and FINRA fees, $35,000 in trade shows and $30,000 in clinical studies.

 

As of March 31, 2024, the Company had $545,512 in prepaid expenses and other current assets consisting primarily of $217,000 in investor relations services, $138,000 in insurance costs, $67,000 in Nasdaq and FINRA fees, $26,000 in consulting, and $44,000 in tradeshows.

 

v3.24.3
PROPERTY AND EQUIPMENT
6 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT

 

The components of property and equipment were as follows:

 

SCHEDULE OF PROPERTY AND EQUIPMENT 

   September 30, 2024   March 31, 2024 
Leasehold improvements  $418,041   $418,041 
Production equipment   673,219    661,204 
R&D equipment   25,184    25,184 
Computer equipment and furniture   151,400    144,817 
Total, at cost   1,267,844    1,249,246 
Accumulated depreciation   (490,514)   (427,590)
Total Net  $777,330   $821,656 

 

Depreciation expense was $31,661 and $30,078 for the three months ended September 30, 2024 and 2023, respectively. Depreciation expense was $62,924 and $59,089 for the six months ended September 30, 2024 and 2023, respectively.

 

v3.24.3
PATENTS AND TRADEMARKS
6 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
PATENTS AND TRADEMARKS

NOTE 6 – PATENTS AND TRADEMARKS

 

The components of patents and trademarks, all of which are finite lived, were as follows:

 

SCHEDULE OF COMPONENTS OF PATENTS AND TRADEMARKS 

   September 30, 2024   March 31, 2024 
Patents  $3,870,057   $3,870,057 
Trademarks   26,142    26,142 
Total at cost   3,896,199    3,896,199 
Accumulated Amortization   (3,869,716)   (3,866,100)
Total net  $26,483   $30,099 

 

Amortization expense was $1,382 and $2,137 for the three months ended September 30, 2024 and 2023, respectively. Amortization expense was $3,616 and 4,275 for the six months ended September 30, 2024 and 2023, respectively.

 

v3.24.3
ACCRUED EXPENSES AND OTHER PAYABLES
6 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
ACCRUED EXPENSES AND OTHER PAYABLES

NOTE 7 – ACCRUED EXPENSES AND OTHER PAYABLES

 

The components of accrued expenses were as follows:

 

SCHEDULE OF COMPONENTS OF ACCRUED EXPENSES 

   September 30, 2024   March 31, 2024 
Accrued payroll and related taxes  $214,765   $111,353 
Accrued expenses   180,860    131,677 
Total  $395,625   $243,030 

 

 

v3.24.3
NOTE PAYABLE
6 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
NOTE PAYABLE

NOTE 8 – NOTE PAYABLE

 

In January 2020, the Company entered into a lease amendment for our corporate office facility whereby the lease term was extended through November of 2026 in exchange for a loan of $42,500. The note payable accrues interest at a rate of 6% per annum. At September 30, 2024, and March 31, 2024, the amount outstanding on the note was $16,857 and $20,528, respectively. At September 30, 2024, the Company classified $7,485 as a current liability and $9,372 in other liabilities. At March 31, 2024, the Company classified $7,521 as a current liability and $13,171 in other liabilities.

 

In October 2023 and amended in November 2023, the Company entered into a promissory note for $120,000. The note accrued interest at a rate of 10% per annum. The principal and accrued interest were due in February 2024. The holder of the note had the option to convert the principal and accrued interest into shares of the Company’s common stock at a conversion rate of $0.75 per share.

 

On February 5, 2024, the note and accrued interest of $123,255 was converted into 164,340 shares of common stock.

 

In March 2024, the Company entered into a convertible promissory note for $150,000. The note accrued interest at a rate of 10% per annum. The principal and accrued interest were due in April 2024. The holder of the note had the option to convert the principal and accrued interest into Units of the Company’s common stock and warrants at a conversion rate of $0.70 per Unit. On April 10, 2024, the company entered into another promissory note for an additional $150,000 whereby the new principal balance was $300,000 with the same terms. On April 29, 2024, the noteholder converted the $300,000 principal balance, along with $1,558 of accrued interest into Units, consisting of 430,798 common shares, in addition to the Company issuing 430,798 warrants to purchase shares with a strike price of $1.50 per share for a period of three years.

 

On September 9, 2024, the Company entered into a convertible promissory note for $150,000. The note accrued interest at a rate of 10% per annum. The holder of the note has the option to convert the principal and accrued interest at a conversion price of the lesser of i) the per Share price at which the Company sells Shares of the Company Common Stock in a Qualified Financing occurring on or before the Maturity Date of this Note, or ii) Fifty Cents ($0.50) per Share (“Conversion Price”); each Share consists of one (1) share of PetVivo Holdings, Inc. restricted common stock (“Common Stock”). On September 27, 2024, the Company entered into another promissory note for an additional $350,000 with the same terms. As of the date of this filing, the September 9, 2024 promissory note is in default.

 

v3.24.3
RETIREMENT PLAN
6 Months Ended
Sep. 30, 2024
Retirement Benefits [Abstract]  
RETIREMENT PLAN

NOTE 9 – RETIREMENT PLAN

 

In February 2021, the Company established a 401(k)-retirement plan for its employees in which eligible employees can contribute a percentage of their compensation. The Company may also make discretionary contributions. For the six months ended September 30, 2024, and 2023, the Company made contributions to the plan of $25,463 and $25,408, respectively.

 

v3.24.3
COMMITMENTS AND CONTINGENCIES
6 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

NOTE 10 – COMMITMENTS AND CONTINGENCIES

 

Lease Obligations

 

We lease property and equipment under operating leases, typically with terms greater than 12 months, and determine if an arrangement contains a lease at inception. In general, an arrangement contains a lease if there is an identified asset, and we have the right to direct the use of and obtain substantially all of the economic benefit from the use of the identified asset. We record an operating lease liability at the present value of lease payments over the lease term on the commencement date. The related right of use (‘ROU”) operating lease asset reflects rental escalation clauses, as well as renewal options and/or termination options. The exercise of lease renewal and/or termination options is at our discretion and is included in the determination of the lease term and lease payment obligations when it is deemed reasonably certain that the option will be exercised. When available, we use the rate implicit in the lease to discount lease payments to present value; however, certain leases do not provide a readily determinable implicit rate. Therefore, we must estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement.

 

We classify our leases as buildings, vehicles or computer and office equipment and do not separate lease and nonlease components of contracts for any of the aforementioned classifications. In accordance with applicable guidance, we do not record leases with terms that are less than one year on the Consolidated Balance Sheets.

 

 

None of our lease agreements contain material restrictive covenants or residual value guarantees.

 

Buildings

 

The Company entered into an eighty-four-month lease for 3,577 square feet of newly constructed office, laboratory, and warehouse space located in Edina, Minnesota in May 2017. The base rent has annual increases of 2% and the Company is responsible for its proportional share of common space expenses, property taxes, and building insurance. This lease is terminable by the landlord if damage causes the property to no longer be utilized as an integrated whole and by the Company if damage causes the facility to be unusable for a period of 45 days. In January 2020, the Company entered into a lease amendment to extend the lease term through November of 2026 in exchange for receipt of a loan of $42,500 recorded to note payable. The monthly base rent as of September 30, 2024, and March 31, 2024, was $2,340.

 

The Company entered into a sixty-three month lease for 2,400 square feet of office space located in Edina, Minnesota in January 2022. This lease will expire in March 2027. The base rent has annual increases of 2.5% and the Company is responsible for its proportional share of common space expenses, property taxes, and building insurance. The monthly base rent as of September 30, 2024, and March 31, 2024, was $2,808.

 

On January 10, 2023, the Company entered into a new lease agreement for approximately 14,000 square feet of production and warehouse space with a commencement date of April 1, 2023, which is when the control and right of use for this asset has taken place. The initial monthly base rent is $8,420 and has annual increases of 2.5%. The Company is also responsible for its proportional share of common space expenses, property taxes, and building insurance. The lease will terminate on June 30, 2033, and the Company has a renewal option for a period of five years. The monthly base rent as of September 30, 2024, and March 31, 2024, was $8,420.

 

Vehicles

 

We leased vehicles for certain members of our field sales organization in the three months ended June 30, 2023, under a vehicle fleet program whereby the noncancelable lease is for a term of 48 months. The Company recognized an operating lease right-of-use asset for approximately $150,000 and corresponding and equal operating lease liability for the lessee. As of September 30, 2024, in addition to monthly rental fees specific to the vehicle, there are fixed monthly non-lease components that have been included in the ROU operating lease assets and operating lease liabilities. The non-lease components are not significant.

 

Operating lease expense for the six months ended September 30, 2024, and 2023, was $25,395 and $48,932 respectively.

 

The following is a maturity analysis of the annual undiscounted cash flows of the operating lease liabilities as of September 30, 2024:

 

      
2025  $139,225 
2026   226,166 
2027   179,916 
2028   114,410 
2029   114,273 
2030   117,228 
Thereafter   401,289 
Total  $1,292,507 
Less: amount representing interest   (190,950)
Total  $1,101,557 

 

 

In compliance with ASC 842, the Company recognized, based on the extended lease terms to June 2026, November 7, 2026, March 2027, and June 2033, a treasury rate of 0.12%, 0.40%, 7.9%, and 4.39%, respectively, an operating lease right-of-use assets for approximately $1,102,000 and corresponding and equal operating lease liabilities for the leases. As of September 30, 2024, the present value of future base rent lease payments based on the remaining lease terms and weighted average discount rate are approximately 3.9 years and 4.19%, respectively, are as follows:

 

      
Present value of future base rent lease payments  $1,101,557 
Base rent payments included in prepaid expenses   - 
Present value of future base rent lease payments – net  $1,101,557 

 

As of September 30, 2024, the present value of future base rent lease payments – net is classified between current and non-current assets and liabilities as follows:

 

      
Operating lease right-of-use asset  $1,101,557 
Total operating lease assets   1,101,557 
      
Operating lease current liability   191,373 
Operating lease other liability   910,184 
Total operating lease liabilities  $1,101,557 

 

Employment Agreements

 

The Company has employment agreements with its executive officers. As of September 30, 2024, these agreements contain severance benefits ranging from one month to six months if terminated without cause.

 

Legal Proceedings

 

David Masters, a former employee, board member, and consultant to the Company, has threatened to file suit against the Company to recover in excess of $2 million. Masters’ threatened litigation relates to allegations that the Company promised him additional compensation, shares, warrants, and future employment while he was associated with the Company. The Company mediated these claims with Masters in 2022 and executed a mediated settlement agreement resolving these claims for a one-time payment of $180,000, to be effective upon execution of a long form agreement containing these and other settlement terms. The parties appointed the mediator as arbitrator to resolve any disputes arising during the drafting of the long form agreement on commercially reasonable terms. In early 2023, Masters commenced arbitration to have certain terms in the long form agreement decided. The arbitrator issued an award setting the final terms of the agreement. Soon thereafter, Masters refused to execute the long form agreement set by the arbitrator; terminated the law firm representing him in the mediation, negotiations, and arbitration; suggested that the arbitration award was tainted by a conflict of interest; and threatened the claims set forth above.

 

In September 2023, Masters executed the long-term agreement and the Company recorded a settlement expense of $180,000. The settlement was paid in October 2023.

 

v3.24.3
GOING CONCERN
6 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
GOING CONCERN

NOTE 11 – GOING CONCERN

 

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern.

 

The Company incurred a net loss $4,222,556 for the six months ended September 30, 2024, had net cash used in operating activities of $3,130,762 for the same period, and has an accumulated deficit of $87,021,880 on September 30, 2024. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of at least twelve months after the date of issuance of these financial statements. In view of these matters, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to achieve a level of profitability and/or to obtain adequate financing through the issuance of debt or equity in order to finance its operations.

 

 

Management believes that the actions presently being taken to further implement its business plan will enable the Company to continue as a going concern. While the Company believes in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and raise additional funds.

 

These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

v3.24.3
STOCKHOLDERS’ EQUITY
6 Months Ended
Sep. 30, 2024
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 12 – STOCKHOLDERS’ EQUITY

 

Equity Incentive Plan

 

On July 10, 2020, our Board of Directors unanimously approved the PetVivo Holdings, Inc. 2020 Equity Incentive Plan (the “2020 Plan”), which authorized the issuance of up to 1,000,000 shares of our common stock as awards under the 2020 Plan, subject to approval by our stockholders at the Annual Meeting of Stockholders held on September 22, 2020, when it was approved by our stockholders and became effective. On October 14, 2022, the stockholders of the Company approved the PetVivo Holdings, Inc. Amended and Restated 2020 Equity Incentive Plan (the “Amended Plan”), which increased the number of shares of the Company’s common stock which may be granted under the Amended Plan from 1,000,000 to 3,000,000. Unless sooner terminated by the Board, the Amended Plan will terminate at midnight on July 10, 2030. The number of shares available to grant under the Plan was 30,000 at September 30, 2024.

 

Employees, consultants, advisors of the Company (or any subsidiary), and non-employee directors of the Company will be eligible to receive awards under the Amended Plan. In the case of consultants and advisors, however, their services cannot be in connection with the offer and sale of securities in a capital-raising transaction nor directly or indirectly to promote or maintain a market for PetVivo common stock.

 

The Amended Plan is administered by the Compensation Committee of our Board of Directors (the “Committee”), which has full power and authority to determine when and to whom awards will be granted, and the type, amount, form of payment, any deferral payment, and other terms and conditions of each award. Subject to provisions of the Amended Plan, the Committee may amend or waive the terms and conditions, or accelerate the exercisability, of an outstanding award. The Committee also has the authority to interpret and establish rules and regulations for the administration of the Amended Plan. In addition, the Board of Directors may also exercise the powers of the Committee.

 

The aggregate number of shares of PetVivo common stock available and reserved to be issued under the Amended Plan is 3,000,000 shares, but includes the following limits:

 

● the maximum aggregate number of shares of Common Stock granted as an Award to any Non-Employee Director in any one Plan Year will be 10,000 shares; provided that such limit will not apply to any election of a Non-Employee Director to receive shares of Common Stock in lieu of all or a portion of any annual Board, committee, chair or other retainer, or any meeting fees otherwise payable in cash.

 

 

Awards can be granted for no cash consideration or for any cash and other consideration as determined by the Committee. Awards may provide that upon the grant or exercise thereof, the holder will receive cash, shares of PetVivo common stock, other securities or property, or any combination of these in a single payment, installments, or on a deferred basis. The exercise price per share of any stock option and the grant price of any stock appreciation right may not be less than the fair market value of PetVivo common stock on the date of grant. The term of any award cannot be longer than ten years from the date of grant. Awards will be adjusted in the event of a stock dividend or other distribution, recapitalization, forward or reverse stock split, reorganization, merger or other business combination, or similar corporate transaction, in order to prevent dilution or enlargement of the benefits or potential benefits provided under the Amended Plan.

 

The Amended Plan permits the following types of awards: stock options, stock appreciation rights, restricted stock awards, restricted stock units, deferred stock units, performance awards, non-employee director awards, other stock-based awards, and dividend equivalents.

 

Common Stock

 

For the six months ended September 30, 2024, the Company issued 3,338,544 shares of common stock as follows:

 

i)

1,889,434 shares in connection with the sale of stock in April and May 2024 in exchange for proceeds of $1,322,600 at a price of $0.70 per share.

   
ii)

430,798 shares in April 2024 in connection with the conversion of a convertible note plus interest in exchange for proceeds of $301,558 at a price of $0.70 per share.

   
iii)

320,000 shares in April 2024 to service providers for consulting services valued at market on the date of grant of $173,400.

   
iv)

56,000 shares in May 2024 to service providers for consulting services valued at market on the date of grant of $40,760.

 
v) 150,000 shares related to vesting of restricted stock units (“RSUs”), vesting in April 2024.
   
vi) 120,000 shares in July 2024 to service providers for consulting services valued at market on the date of grant of $56,020.
   
vii) 5,000 shares related to vesting of restricted stock units (“RSUs”), vesting in July 2024.
   
viii) 37,312 shares related to vesting of restricted stock units (“RSUs”), vesting in September 2024.
   
ix) 330,000 shares to be issued to the Company’s executive officers, in lieu of compensation valued at $132,000, based on the closing stock prices on the issuance date.

 

For the six months ended September 30, 2023, the Company issued 2,891,511 shares of common stock as follows:

 

i) 793,585 shares in connection with the sale of stock in a registered direct offering which closed in April 2023 in exchange for proceeds of $2,182,359 net of offering costs of $88,765, at a price of $2.75 per share. The Company received $137,500 of those proceeds on March 31, 2023. The Company recorded this in common stock to be issued at March 31, 2023, and moved it to common stock and additional paid-in capital upon the issuance of shares of common stock in April 2023.
   
ii) 6,250 shares related to vesting of restricted stock units (“RSUs”), vesting in June 2023;
   
iii) 30,300 shares related to vesting of RSUs to John Lai, the Company’s Chief Executive Officer, in lieu of compensation valued as of $74,589, based on the closing stock prices on the vesting date with 10,100 shares vesting in April 2023, 10,100 shares vesting in May 2023, and 10,100 shares vesting in June 2023;
   
iv) 16,666 shares in April 2023 to service providers for consulting services valued at market on the date of grant of $48,581;
   
v) 16,666 shares in May 2023 to service providers for consulting services valued at market on the date of grant of $40,332;
   
vi) 16,666 shares in June 2023 to service providers for consulting services valued at market on the date of grant of $34,165;
   
vii) 16,666 shares in July 2023 to service providers for consulting services valued at market on the date of grant of $35,332;

 

 

viii) 42,000 shares in July 2023 to a service provider for consulting services valued at market on the date of grant of $89,040;
   
ix) 1,200,002 shares in connection with the sale of stock in August 2023 in exchange for proceeds of $1,775,782 net of offering costs of $24,218, at a price of $1.50 per share;
   
x) 385,000 shares in connection with the conversion of the Convertible Debentures in August 2023 totaling $577,500 including $27,500 of accrued interest at a price of $1.50 per share;
   
xi) 12,212 shares in August 2023 pursuant to a warrant holder’s cashless exercise of a warrant for purchase of 22,500 shares of common stock at a strike price of $1.33 per share;
   
xii) 16,666 shares in August 2023 to service providers for consulting services valued at market on the date of grant of $32,332;
   
xiii) 250,000 shares in August 2023 to a service provider for consulting services valued at market on the date of grant of $537,500;
   
xiv) 22,000 shares related to vesting of RSUs in August 2023;
   
xv) 20,200 shares related to vesting of RSUs to John Lai, the Company’s Chief Executive Officer, in lieu of compensation valued at $41,006, based on the closing stock prices on the vesting date with 10,100 shares vesting in July 2023 and 10,100 shares vesting in August 2023;
   
xvi) 16,666 shares in September 2023 to service providers for consulting services valued at market on the date of grant of $31,999;
   
xvii) 7,500 shares in September 2023 to a service provider for consulting services valued at market on the date of grant of $14,775; and
   
xviii) 22,466 shares in September 2023 pursuant to a warrant holder’s cashless exercise of warrants for purchase of 41,084 shares of common stock at a weighted average strike price of $1.35 per share;

 

The Company has issued shares of common stock to providers of investor relations services which are reported in the Consolidated Statements of Changes in Stockholders’ Equity. The value of these shares is reported as a prepaid expense and are amortized to expense over the contractual life of the respective consulting agreements. The amortization of stock issued for services as reported in the Consolidated Statements of Operations and Cash Flows was $315,088 and $403,326 for the six months ended September 30, 2024, and 2023, respectively. The difference of $100,928 in the Consolidated Statements of Operations and Cash Flows is the prepaid stock issued for services to investor relation firms.

 

Preferred Stock

 

For the six months ended September 30, 2024, the Company issued 3,045,000 shares of series A convertible preferred stock in exchange for proceeds of $1,218,000 at a price of $0.40 per share.

 

The certificate of designation of rights and preferences has an optional conversion provision whereby each share of Series A Preferred Stock shall be convertible at any time at the option of a holder into shares of Common Stock. The Series A Preferred Stock also has an automatic conversion whereby the preferred shares shall automatically convert into Common Stock upon the one year anniversary of the issuance of the Series A Preferred Stock.

 

Time-Based Restricted Stock Units

 

We have granted time-based restricted stock units to certain participants under the 2020 Plan that are stock settled with common shares. Time-based restricted stock units granted under the 2020 Plan vest over three years. Stock-based compensation expense included in the Consolidated Statements of Operations for time-based restricted stock units was $91,149 and $223,383 for the three months ended September 30, 2024, and 2023, respectively and $227,724 and $480,349 for the six months ended September 30, 2024, and 2023, respectively. At September 30, 2024, there was approximately $42,000 of total unrecognized compensation expense related to time-based restricted stock units that is expected to be recognized over a weighted-average period of one year.

 

 

Our time-based restricted stock unit activity for the year ended March 31, 2024, and the six months ended September 30, 2024 was as follows:

 

   Units Outstanding  

Weighted

Average Grant

Date Fair Value

Per Unit

  

Aggregate Intrinsic

Value (1)

 
Balance at March 31, 2023   256,084   $3.85   $643,209 
Granted   -    -      
Vested   (198,584)   3.82    - 
Cancelled   (25,500)   3.77    - 
Balance at March 31, 2024   32,000    4.08   $32,000 
Granted   321,250    0.72      
Vested   (282,312)   1.04      
Cancelled   (10,000)   3.04    - 
Balance at September 30, 2024   60,938   $0.62   $28,641 

 

(1) The aggregate intrinsic value of restricted stock units outstanding was based on our closing stock price on the last trading day of the period.

 

Stock Options

 

Stock options issued to employees and directors typically vest over three years (one year for directors) and have a contractual term of three to seven years. Stock-based compensation expense included in the Consolidated Statements of Operations for stock options was $148,614 and $278,470 for the three months ended September 30, 2024, and 2023, respectively and $321,939 and $509,123 for the six months ended September 30, 2024, and 2023, respectively. At September 30, 2024, there was approximately $572,000 of total unrecognized stock option expense which is expected to be recognized on a straight-line basis over a weighted-average period of 1.1 years.

 

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model. Annually, we make predictive assumptions regarding future stock price volatility, dividend yield, expected term, and forfeiture rate. The dividend yield assumption is based on expected annual dividend yield on a grant date. To date, no dividends on common stock have been paid by us. Expected volatility for grants is based on our average historical volatility over a similar period as the expected term assumption used for our options as the expected volatility. The risk-free interest rate is based on yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. We use the “simplified method” to determine the expected term of the stock option grants. We utilize this method because we do not have sufficient public company exercise data in which to make a reasonable estimate.

 

The following table sets forth the estimated fair values of our stock options granted:

 

   Six Months Ended   Year Ended 
   September 30, 2024   March 31,2024 
Expected term   3 years    6 years 
Expected volatility   78.2% -210.5%   75.9% - 95.7%
Risk-free interest rate   1.47% - 4.35%   3.46% – 4.52%
Expected dividend yield   0%   0%
Fair value on the date of grant  $0.64 – $2.79   $1.20 - $2.75 

 

 

Our stock option activity for the year ended March 31, 2024, and the six months ending September 30, 2024 is as follows:

 

   Options Outstanding   Weighted- Average Exercise Price Per Share (1)  

Weighted-

Average Remaining Contractual Life

 

Aggregate Intrinsic

Value (2)

 
Balance at March 31, 2023   884,849   $2.19   6.3 years  $100,200 
Granted   822,605    1.77         
Cancelled   (198,332)   2.03         
Balance at March 31, 2024   1,509,122    1.98   5.7 years  $- 
Granted   122,000    0.80         
Cancelled   (636,080)   2.06         
Balance at September 30, 2024   995,042   $1.79   2.2 years  $- 
                   
Options exercisable at September 30, 2024   310,742              

 

(1) The exercise price of each option granted during the period shown above was equal to the market price of the underlying stock on the date of grant.
   
(2) The aggregate intrinsic value of stock options outstanding was based on our closing stock price on the last trading day of the period.

 

Stock options granted for the year ended March 31, 2024, and the six months ended September 30, 2024 were to employees and directors. The fair value of these options on the date of grant was $1,107,799 and $1,169,717 for the year ended March 31, 2024, and the six months ended September 30, 2024, respectively.

 

Options exercisable at September 30, 2024, had exercise prices ranging from $1.39 to $2.79.

 

The following summarizes additional information about our stock options:

 

   Six Months Ended   Year Ended 
   September 30, 2024   Mar 31, 2024 
Number of:          
Non-vested options, beginning of period   936,707    709,394 
Non -vested options, end of period   684,300    936,707 
Vested options, end of period   310,742    572,415 

 

  

Six Months Ended

   Year Ended 
   September 30, 2024   Mar 31, 2024 
Weighted-average grant date fair value of:          
Non-vested options, beginning of period  $1.84   $2.23 
Non-vested options, end of period  $1.57   $1.84 
Vested options, end of period  $2.31   $2.21 
Forfeited options, during the period  $1.87   $2.03 

 

Warrants

 

During the six months ended September 30, 2024, the Company issued warrants to purchase an aggregate of 5,365,232 shares of common stock in connection with the sale of stock in a private offering.

 

 

These warrants’ values were arrived at by using the Black-Scholes valuation model with the following assumptions:

 

   Six Months Ended 
   September 30, 2024 
Stock price on valuation date  $0.49 - $0.82  
Exercise price  $0.90 - $1.50 
Term (years)   3.0 
Volatility   92.7% - 95.3%
Risk-free rate   4.02% - 4.15%

 

The Company did not issue any warrants for the three months ended September 30, 2023.

 

A summary of warrant activity for the year ended March 31, 2024, and the six months ended September 30, 2024 is as follows:

 

   Number of
Warrants
   Weighted-
Average
Exercise
Price
   Warrants
Exercisable
   Weighted-
Average
Exercisable
Price
 
                 
Outstanding, March 31, 2023   3,562,817   $5.05    3,540,317   $5.07 
Granted and issued   4,386,463    1.80           
Cashless warrant exercises   (63,584)   (1.34)          
Expired   (16,750)   (4.18)          
Outstanding, March 31, 2024   7,768,946    3.29    7,768,946    3.28 
Granted and issued   5,365,232    1.16           
Expired   (45,000)   1.33           
Outstanding, September 30, 2024   13,089,178   $2.41    13,089,178   $2.41 

 

On September 30, 2024, the range of warrant prices for shares under warrants and the weighted-average remaining contractual life is as follows:

 

   Warrants Outstanding   Warrants Exercisable 

Range of Warrant

Exercise Price

 

Number

of

Warrants

  

Weighted-

Average Exercise

Price

  

Weighted-

Average

Remaining

Contractual Life

(Years)

  

Number

of

Warrants

  

Weighted-

Average

Exercise

Price

 
$0.90-$1.50   3,207,228   $0.92    2.62    3,207,228   $0.92 
                          
$1.51-$2.00   6,572,956   $1.65    2.15    6,572,956   $1.65 
                          
2.01-4.00   235,438    2.34    0.50    235,438    2.34 
                          
4.01-5.63   3,043,556    5.63    1.83    3,043,556    5.63 
                          
Total   13,089,178   $2.41    2.16    13,089,178   $2.41 

 

Stock-based compensation expense included in the Consolidated Statements of Operations for warrants was $109,378 and $146,170 for the three months ended September 30, 2024, and 2023, respectively and $151,773 and $146,170 for the six months ended September 30, 2024, and 2023, respectively. At September 30, 2024, there was $1,525,000 of future unrecognized warrant expense.

 

For the six months ended September 30, 2024 and 2023, the total stock-based compensation on all instruments was $701,436 and $1,135,642, respectively.

 

v3.24.3
SUBSEQUENT EVENTS
6 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 13 – SUBSEQUENT EVENTS

 

From October 1, 2024, through the date of this quarterly report 10Q filing, the Company issued a total of 460,000 restricted common shares, as follows: i) 25,000 restricted common shares for an investor relations consultant; ii) 210,000 restricted common shares to six independent board members as annual compensation for board service; iii); and 225,000 restricted common shares to four accredited investors who purchased the shares for $112,500 at $0.50 per share. The Company also raised $200,000 of short-term notes from two accredited investors with conversion provisions to convert at the lesser of the per share price at which the Company sells Shares of the Company may raise in a subsequent offering or $0.50 per share.

v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Policies)
6 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Description

(A) Organization and Description

 

The Company is in the business of licensing and commercializing our 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 nineteen patents protects the Company’s biomaterials, products, production processes and methods of use. The Company’s operations are conducted from its headquarter facilities in suburban Minneapolis, Minnesota.

 

Basis of Presentation

(B) Basis of Presentation

 

PetVivo Holdings, Inc. (the “Company”) was incorporated in Nevada under its former name in 2009 and entered its current business in 2014 through a stock exchange reverse merger with PetVivo, Inc., a Minnesota corporation. This merger resulted in PetVivo, Inc. becoming a wholly owned subsidiary of the Company. In April 2017, the Company acquired another Minnesota corporation, Gel-Del Technologies, Inc., through a statutory merger, which is also a wholly-owned subsidiary of the Company.

 

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. The results for the six months ended September 30, 2024, are not necessarily indicative of results to be expected for the year ending March 31, 2025, or for any other interim period or for any future year. These unaudited consolidated interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended March 31, 2024.

 

Principles of Consolidation

(C) Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of the Company and its two wholly owned Minnesota corporations, Gel-Del Technologies, Inc. and PetVivo, Inc. All intercompany accounts have been eliminated during consolidation.

 

Use of Estimates

(D) Use of Estimates

 

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include collectability of accounts receivable, inventory obsolescence, estimated useful lives and potential impairment of property and equipment and intangibles, estimate of fair value of share-based payments, distributor rebate payable, provision for product returns, right of use lease assets and liabilities and valuation of deferred tax assets.

 

 

Cash and Cash Equivalents

(E) Cash and Cash Equivalents

 

The Company considers all highly-liquid, temporary cash investments with an original maturity of three months or less to be cash equivalents. The Company had no cash equivalents at September 30, 2024.

 

Concentration Risk

(F) Concentration Risk

 

The Company maintains its cash with various financial institutions, which at times may exceed federally insured limits. At September 30, 2024, the Company did not have cash balances in excess of the federally insured limits.

 

Accounts Receivable

(G) Accounts Receivable

 

Accounts receivable consist primarily of amounts due from distributors (see revenue recognition). Accounts receivable is recorded based on management’s assessment of the expected consideration to be received, based on a detailed review of historical collections. Management relies on the results of the assessment, which includes payment history of the applicable payer as a primary source of information in estimating the collectability of our accounts receivable as well as a forecast of projected credit losses. We update our assessment on a quarterly basis, which to date has not resulted in any material adjustments to the valuation of our accounts receivable since all receivables to date have been collected. We believe the assessment provides reasonable estimates of our accounts receivable valuation, and therefore we believe that substantially all accounts receivable is fully collectible. Accordingly, as of September 30, 2024, and March 31, 2024, our allowance for credit losses was zero.

 

In fiscal 2023, the Company has adopted an accounting standard: Adoption of ASC 326, Financial Instruments - Credit Losses, which amends the impairment model by requiring entities to use a forward-looking approach to estimate lifetime expected credit losses on certain types of financial instruments, including trade receivables.

 

Inventory

(H) Inventory

 

Inventories are recorded in accordance with Accounting Standards Codification (“ASC”) 330, Inventory, and are stated at the lower of cost or net realizable value. We account for inventories using the first in first out (“FIFO”) methodology. Provisions for inventory obsolescence are charged to Cost of Sales. There were no provisions for obsolescence for the six months ended September 30, 2024, and 2023, respectively.

 

Property & Equipment

(I) Property & Equipment

 

Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method (after considering their respective estimated residual values) over the assets estimated useful life of 3 to 5 years for production and computer equipment and furniture and 5 to 7 years for leasehold improvements.

 

Patents and Trademarks

(J) Patents and Trademarks

 

The Company capitalizes direct costs for the maintenance and advancement of their patents and trademarks and amortizes these costs over the lesser of the useful life of 60 months or the life of the patent. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.

 

Loss Per Share

(K) Loss Per Share

 

Basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

 

 

The Company had 13,089,178 warrants outstanding as of September 30, 2024, with varying exercise prices ranging from $.90 to $5.625 per share. The weighted average exercise price for these warrants is $2.41 per share. These warrants are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 60,938 restricted stock units outstanding as of September 30, 2024, which are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 995,042 stock options outstanding as of September 30, 2024, with varying exercise prices ranging from $0.80 to $2.79 per share. The weighted average exercise price for these options is $1.79 per share. These stock options are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 5,447,485 warrants outstanding as of September 30, 2023, with varying exercise prices ranging from $1.20 to $5.63 per share. The weighted average exercise price for these warrants is $4.04 per share. These warrants are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 177,334 restricted stock units outstanding as of September 30, 2023, which are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company had 1,354,088 stock options outstanding as of September 30, 2023, with varying exercise prices ranging from $1.39 to $2.79 per share. The weighted average exercise price for these options is $2.20 per share. These stock options are excluded from the weighted average number of shares because they were considered anti-dilutive.

 

The Company uses the guidance in Accounting Standards Codification (“ASC”) 260 to determine if-converted loss per share. ASC 260 states that convertible securities should be considered exercised on the latter of the first day of the reporting period’s quarter or the inception date of the debt instrument. Also, the if-converted method shall not be applied for the purposes of computing diluted EPS if the effect would be anti-dilutive.

 

Revenue Recognition

(L) Revenue Recognition

 

The Company recognizes revenue in accordance with ASC 606 “Revenue from Contracts with Customers.”

 

The Company derives revenue from the sale of its pet care products directly to its veterinarian customers in the United States. The Company recognizes revenue when performance obligations under the terms of a contract with the veterinarian customer are satisfied. Product sales occur once control or title is transferred based on the commercial terms. Revenue is recognized upon delivery to the customer, which is when control of these products is transferred and in an amount that reflects the consideration the Company expects to receive for these products. Shipping costs charged to customers are reported as an offset to the respective shipping costs. The Company does not have any significant financing components as payment is received at or shortly after the point of sale.

 

The Company entered into a Distribution Services Agreement (the “Agreement”) with MWI Veterinary Supply Co. (the “Distributor”) on June 17, 2022. Contracts with the Distributor are evidenced by individual executed purchase orders subject to the terms of the Agreement. The contracts consist of a single performance obligation related to the sale of our pet care products. Product sales occur once control or title is transferred based on the commercial terms in the Agreement. Revenue is recognized upon delivery to the Distributor; payment is due within 60 days. The Agreement provides for a distribution fee payable to the Distributor equal to 5% of gross monthly sales payable in 45 days; the distribution fee is netted against revenue. The Agreement provides for a rebate payable to the Distributor based on annual sales volume that is retroactively applied. The rebate is estimated under the expected value method and is netted against revenue. Sales are subject to various right of return provisions; the Company uses an expected value method to estimate returns and has determined that any returns would be immaterial as of September 30, 2024. As a result, there is no return liability recorded. Shipping and handling costs are a fulfillment activity and are reported as cost of sales.

 

 

For the three months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $177,840 and $151,164, respectively. This represents 84% and 66% of total revenues for the three-month period ended September 30, 2024, and 2023, respectively.

 

For the six months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $231,192 and $186,732, respectively. This represents 68% and 52% of total revenues for the six months ended September 30, 2024, and 2023, respectively.

 

Assets and liabilities (included in accrued expenses) under the MWI Veterinary Supply Co. Agreement were as follows:

 

SCHEDULE OF RECOGNIZED REVENUE ASSETS AND LIABILITIES 

   September 30, 2024   March 31, 2024 
Accounts receivable: MWI Veterinary Supply Co.  $133,380   $18,669 
Rebate liability   57,264    57,264 
Distribution fee payable   9,250    7,583 

 

The Company entered into a Distribution Services Agreement (the “Covetrus Agreement”) with Covetrus North America LLC (“Covetrus”) on December 18, 2023. Contracts with Covetrus are evidenced by individual executed purchase orders subject to the terms of the Covetrus Agreement. The contracts consist of a single performance obligation related to the sale of our pet care products. Product sales occur once control or title is transferred based on the commercial terms in the Covetrus Agreement. Revenue is recognized upon delivery to the Distributor; payment is due within 60 days. The Covetrus Agreement provides for a rebate payable to the Distributor based on annual sales volume that is retroactively applied. The rebate is estimated under the expected value method and is netted against revenue. Sales are subject to various rights of return provisions; the Company uses an expected value method to estimate returns and has determined that any returns would be immaterial as of September 30, 2024. As a result, there is no return liability recorded. Shipping and handling costs are a fulfillment activity and are reported as cost of sales.

 

For the three months ended September 30, 2024, and 2023, the Company did not recognize revenue from product sales under the Covetrus Agreement. The Company did not have any Accounts Receivable from Covetrus at September 30, 2024, and March 31, 2024.

 

For the six months ended September 30, 2024, and 2023, the Company recognized revenue from product sales under the Agreement of $17,784 and $0, respectively. This represents 5% and 0% of total revenues for the six months ended September 30, 2024, and 2023, respectively.

 

Research and Development

(M) Research and Development

 

The Company expenses research and development costs as incurred.

 

Fair Value of Financial Instruments

(N) Fair Value of Financial Instruments

 

The Company applies the accounting guidance under ASC 820-10, “Fair Value Measurements”, as well as certain related Financial Accounting Standards Board (“FASB”) staff positions. This guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact business and considers assumptions that marketplace participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.

 

 

The guidance also establishes a fair value hierarchy for measurements of fair value as follows:

 

  Level 1 - quoted market prices in active markets for identical assets or liabilities.
     
  Level 2 - inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
     
  Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

 

The Company’s financial instruments consist of accounts receivable, accounts payable, accrued expenses and note payable and accrued interest. The carrying amount of the Company’s financial instruments approximates their fair value as of September 30, 2024, and March 31, 2024, due to the short-term nature of these instruments and the Company’s borrowing rate of interest.

 

In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The valuation of the Company’s note recorded at fair value is determined using Level 3 inputs, which consider (i) time value, (ii) current market, and (iii) contractual prices.

 

The Company had no assets and liabilities measured at fair value on a recurring basis on September 30, 2024, and March 31, 2024.

 

Stock-Based Compensation - Non-Employees

(O) Stock-Based Compensation - Non-Employees

 

Equity Instruments Issued to Parties Other Than Employees for Acquiring Goods or Services

 

The Company accounts for equity instruments issued to parties other than employees for acquiring goods or services under the guidance of ASC 505-50.

 

Pursuant to ASC 505-50-30, all transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date used to determine the fair value of the equity instrument issued is the date of grant.

 

The fair value of stock options and similar instruments is estimated on the date of grant using a Black-Scholes option-pricing valuation model. The ranges of assumptions for inputs are as follows:

 

● Expected term of share options and similar instruments: Pursuant to ASC Paragraph 718-10-50-2(f)(2)(i), the expected term of stock options and similar instruments represents the period of time the stock options and similar instruments are expected to be outstanding taking into consideration of the contractual term of the instruments and holders’ expected exercise behavior into the fair value (or calculated value) of the instruments. The Company uses historical data to estimate holders’ expected exercise behavior.

 

● Expected volatility of the entity’s shares and the method used to estimate it. Pursuant to ASC Paragraph 718-10-50-2(f)(2)(ii), a thinly traded or nonpublic entity that uses the calculated value method shall disclose the reasons why it is not practicable for the Company to estimate the expected volatility of its stock price, the appropriate industry sector index that it has selected, the reasons for selecting that particular index, and how it has calculated historical volatility using that index. The Company uses its average historical volatility over the expected contractual life of the stock options or similar instruments as its expected volatility.

 

 

● Expected annual rate of quarterly dividends. An entity that uses a method that employs different dividend rates during the contractual term shall disclose the range of expected dividends used and the weighted-average expected dividends. The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected term of the share options and similar instruments.

 

● Risk-free rate(s). An entity that uses a method that employs different risk-free rates shall disclose the range of risk-free rates used. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods within the expected term of the share options and similar instruments.

 

Pursuant to ASC Paragraphs 505-50-25-8 and 505-50-25-9, an entity may grant fully vested, non-forfeitable equity instruments that are exercisable by the grantee only after a specified period of time if the terms of the agreement provide for earlier exercisability if the grantee achieves specified performance conditions. Any measured cost of the transaction shall be recognized in the same period(s) and in the same manner as if the entity had paid cash for the goods or services or used cash rebates as a sales discount instead of paying with, or using, the equity instruments. A recognized asset, expense, or sales discount shall not be reversed if a share option and similar instrument that the counterparty has the right to exercise expires unexercised.

 

Stock-Based Compensation

(P) Stock-Based Compensation

 

Stock options are valued using the Black-Scholes option-pricing model. The Black Scholes valuation model requires the input of highly subjective assumptions. The assumptions include the expected term of the option, the expected volatility of the price of our common stock, the expected dividend yield, and the risk-free interest rate. These estimates involve inherent uncertainties and the significant application of management’s judgment. If factors change and different assumptions are used, our stock-based compensation expense could be materially different in the future. We recognize compensation expense for these options on a straight-line basis over the requisite service period (see Note 11 – “Stockholders’ Equity”).

 

Income Taxes

(Q) Income Taxes

 

The Company accounts for income taxes under ASC 740. Deferred tax assets and liabilities are determined based upon differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized.

 

As required by ASC 450, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority.

 

The Company is not currently under examination by any federal or state jurisdiction.

 

The Company’s policy is to record tax-related interest and penalties as a component of operating expenses.

 

Recent Accounting Pronouncements

(R) Recent Accounting Pronouncements

 

The Company has reviewed the FASB issued ASU accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company’s financial management.

 

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

 

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” which replaces the existing “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. Under the CECL model, the Company is required to present certain financial assets carried at amortized cost, such as insurance premium finance loans held for investment, at the net amount expected to be collected. The measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this standard in the consolidated financial statements for the six months ended September 30, 2024. The change had no impact on the Company’s financial statements.

 

All other newly issued but not yet effective accounting pronouncements have been deemed either immaterial or not applicable.

v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Tables)
6 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
SCHEDULE OF RECOGNIZED REVENUE ASSETS AND LIABILITIES

Assets and liabilities (included in accrued expenses) under the MWI Veterinary Supply Co. Agreement were as follows:

 

SCHEDULE OF RECOGNIZED REVENUE ASSETS AND LIABILITIES 

   September 30, 2024   March 31, 2024 
Accounts receivable: MWI Veterinary Supply Co.  $133,380   $18,669 
Rebate liability   57,264    57,264 
Distribution fee payable   9,250    7,583 
v3.24.3
INVENTORY (Tables)
6 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
SCHEDULE OF INVENTORY

The inventory components are as follows:

 

SCHEDULE OF INVENTORY 

   September 30, 2024   March 31, 2024 
Finished Goods  $12,303   $35,442 
Work in process   57,511    20,289 
Raw materials   302,301    334,345 
Total Net  $372,115   $390,076 
v3.24.3
PROPERTY AND EQUIPMENT (Tables)
6 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
SCHEDULE OF PROPERTY AND EQUIPMENT

The components of property and equipment were as follows:

 

SCHEDULE OF PROPERTY AND EQUIPMENT 

   September 30, 2024   March 31, 2024 
Leasehold improvements  $418,041   $418,041 
Production equipment   673,219    661,204 
R&D equipment   25,184    25,184 
Computer equipment and furniture   151,400    144,817 
Total, at cost   1,267,844    1,249,246 
Accumulated depreciation   (490,514)   (427,590)
Total Net  $777,330   $821,656 
v3.24.3
PATENTS AND TRADEMARKS (Tables)
6 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
SCHEDULE OF COMPONENTS OF PATENTS AND TRADEMARKS

The components of patents and trademarks, all of which are finite lived, were as follows:

 

SCHEDULE OF COMPONENTS OF PATENTS AND TRADEMARKS 

   September 30, 2024   March 31, 2024 
Patents  $3,870,057   $3,870,057 
Trademarks   26,142    26,142 
Total at cost   3,896,199    3,896,199 
Accumulated Amortization   (3,869,716)   (3,866,100)
Total net  $26,483   $30,099 
v3.24.3
ACCRUED EXPENSES AND OTHER PAYABLES (Tables)
6 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
SCHEDULE OF COMPONENTS OF ACCRUED EXPENSES

The components of accrued expenses were as follows:

 

SCHEDULE OF COMPONENTS OF ACCRUED EXPENSES 

   September 30, 2024   March 31, 2024 
Accrued payroll and related taxes  $214,765   $111,353 
Accrued expenses   180,860    131,677 
Total  $395,625   $243,030 
v3.24.3
COMMITMENTS AND CONTINGENCIES (Tables)
6 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
SCHEDULE OF MATURITY OF ANNUAL UNDISCOUNTED OPERATING LEASE LIABILITY

The following is a maturity analysis of the annual undiscounted cash flows of the operating lease liabilities as of September 30, 2024:

 

      
2025  $139,225 
2026   226,166 
2027   179,916 
2028   114,410 
2029   114,273 
2030   117,228 
Thereafter   401,289 
Total  $1,292,507 
Less: amount representing interest   (190,950)
Total  $1,101,557 
SCHEDULE OF BASE RENT LEASE PAYMENTS

 

      
Present value of future base rent lease payments  $1,101,557 
Base rent payments included in prepaid expenses   - 
Present value of future base rent lease payments – net  $1,101,557 
SCHEDULE OF LEASE CURRENT AND NON-CURRENT ASSETS AND LIABILITIES

As of September 30, 2024, the present value of future base rent lease payments – net is classified between current and non-current assets and liabilities as follows:

 

      
Operating lease right-of-use asset  $1,101,557 
Total operating lease assets   1,101,557 
      
Operating lease current liability   191,373 
Operating lease other liability   910,184 
Total operating lease liabilities  $1,101,557 
v3.24.3
STOCKHOLDERS’ EQUITY (Tables)
6 Months Ended
Sep. 30, 2024
Equity [Abstract]  
SCHEDULE OF TIME BASED RESTRICTED STOCK UNITS

 

   Units Outstanding  

Weighted

Average Grant

Date Fair Value

Per Unit

  

Aggregate Intrinsic

Value (1)

 
Balance at March 31, 2023   256,084   $3.85   $643,209 
Granted   -    -      
Vested   (198,584)   3.82    - 
Cancelled   (25,500)   3.77    - 
Balance at March 31, 2024   32,000    4.08   $32,000 
Granted   321,250    0.72      
Vested   (282,312)   1.04      
Cancelled   (10,000)   3.04    - 
Balance at September 30, 2024   60,938   $0.62   $28,641 

 

(1) The aggregate intrinsic value of restricted stock units outstanding was based on our closing stock price on the last trading day of the period.
SCHEDULE OF ESTIMATED FAIR VALUE ASSUMPTION

The following table sets forth the estimated fair values of our stock options granted:

 

   Six Months Ended   Year Ended 
   September 30, 2024   March 31,2024 
Expected term   3 years    6 years 
Expected volatility   78.2% -210.5%   75.9% - 95.7%
Risk-free interest rate   1.47% - 4.35%   3.46% – 4.52%
Expected dividend yield   0%   0%
Fair value on the date of grant  $0.64 – $2.79   $1.20 - $2.75 
SCHEDULE OF STOCK OPTION ACTIVITY

Our stock option activity for the year ended March 31, 2024, and the six months ending September 30, 2024 is as follows:

 

   Options Outstanding   Weighted- Average Exercise Price Per Share (1)  

Weighted-

Average Remaining Contractual Life

 

Aggregate Intrinsic

Value (2)

 
Balance at March 31, 2023   884,849   $2.19   6.3 years  $100,200 
Granted   822,605    1.77         
Cancelled   (198,332)   2.03         
Balance at March 31, 2024   1,509,122    1.98   5.7 years  $- 
Granted   122,000    0.80         
Cancelled   (636,080)   2.06         
Balance at September 30, 2024   995,042   $1.79   2.2 years  $- 
                   
Options exercisable at September 30, 2024   310,742              

 

(1) The exercise price of each option granted during the period shown above was equal to the market price of the underlying stock on the date of grant.
   
(2) The aggregate intrinsic value of stock options outstanding was based on our closing stock price on the last trading day of the period.
SCHEDULE OF ADDITIONAL INFORMATION ABOUT STOCK OPTIONS

The following summarizes additional information about our stock options:

 

   Six Months Ended   Year Ended 
   September 30, 2024   Mar 31, 2024 
Number of:          
Non-vested options, beginning of period   936,707    709,394 
Non -vested options, end of period   684,300    936,707 
Vested options, end of period   310,742    572,415 

 

  

Six Months Ended

   Year Ended 
   September 30, 2024   Mar 31, 2024 
Weighted-average grant date fair value of:          
Non-vested options, beginning of period  $1.84   $2.23 
Non-vested options, end of period  $1.57   $1.84 
Vested options, end of period  $2.31   $2.21 
Forfeited options, during the period  $1.87   $2.03 
SCHEDULE OF WARRANT’S USING BLACK-SCHOLES VALUATION

These warrants’ values were arrived at by using the Black-Scholes valuation model with the following assumptions:

 

   Six Months Ended 
   September 30, 2024 
Stock price on valuation date  $0.49 - $0.82  
Exercise price  $0.90 - $1.50 
Term (years)   3.0 
Volatility   92.7% - 95.3%
Risk-free rate   4.02% - 4.15%
SCHEDULE OF WARRANT ACTIVITY

A summary of warrant activity for the year ended March 31, 2024, and the six months ended September 30, 2024 is as follows:

 

   Number of
Warrants
   Weighted-
Average
Exercise
Price
   Warrants
Exercisable
   Weighted-
Average
Exercisable
Price
 
                 
Outstanding, March 31, 2023   3,562,817   $5.05    3,540,317   $5.07 
Granted and issued   4,386,463    1.80           
Cashless warrant exercises   (63,584)   (1.34)          
Expired   (16,750)   (4.18)          
Outstanding, March 31, 2024   7,768,946    3.29    7,768,946    3.28 
Granted and issued   5,365,232    1.16           
Expired   (45,000)   1.33           
Outstanding, September 30, 2024   13,089,178   $2.41    13,089,178   $2.41 
SCHEDULE OF RANGE OF WARRANT PRICES

On September 30, 2024, the range of warrant prices for shares under warrants and the weighted-average remaining contractual life is as follows:

 

   Warrants Outstanding   Warrants Exercisable 

Range of Warrant

Exercise Price

 

Number

of

Warrants

  

Weighted-

Average Exercise

Price

  

Weighted-

Average

Remaining

Contractual Life

(Years)

  

Number

of

Warrants

  

Weighted-

Average

Exercise

Price

 
$0.90-$1.50   3,207,228   $0.92    2.62    3,207,228   $0.92 
                          
$1.51-$2.00   6,572,956   $1.65    2.15    6,572,956   $1.65 
                          
2.01-4.00   235,438    2.34    0.50    235,438    2.34 
                          
4.01-5.63   3,043,556    5.63    1.83    3,043,556    5.63 
                          
Total   13,089,178   $2.41    2.16    13,089,178   $2.41 
v3.24.3
SCHEDULE OF RECOGNIZED REVENUE ASSETS AND LIABILITIES (Details) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accounts receivable: MWI Veterinary Supply Co. $ 133,380 $ 18,669
Rebate liability 57,264 57,264
Distribution fee payable $ 9,250 $ 7,583
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Mar. 31, 2024
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Cash equivalents $ 0   $ 0    
Provisions for inventory obsolescence 0 $ 0 $ 0 $ 0  
Monthly sales gross percentage     5.00%    
Revenue from contract with customer 200,720 207,366 $ 324,470 324,549  
Fair value, net asset (liability) 0   0   $ 0
Product [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Revenue from contract with customer $ 177,840 $ 151,164 $ 231,192 $ 186,732  
Percentage of net revenue 84.00% 66.00% 68.00% 52.00%  
Sales to Convetrus [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Revenue from contract with customer $ 0 $ 0 $ 17,784 $ 0  
Percentage of net revenue     5.00% 0.00%  
Accounts receivable net $ 0   $ 0   $ 0
Warrant [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Antidilutive securities excluded from computation of earnings per share amount     13,089,178 5,447,485  
Restricted Stock Units (RSUs) [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Antidilutive securities excluded from computation of earnings per share amount     60,938 177,334  
Equity Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Antidilutive securities excluded from computation of earnings per share amount     995,042    
Share-Based Payment Arrangement, Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Antidilutive securities excluded from computation of earnings per share amount       1,354,088  
Patents and Trademarks [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Estimated useful life of intangible assets 60 months   60 months    
Minimum [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price $ 0.64   $ 0.64   $ 1.20
Minimum [Member] | Warrant [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price 0.90 $ 1.20 0.90 $ 1.20  
Minimum [Member] | Equity Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price 0.80   0.80    
Minimum [Member] | Share-Based Payment Arrangement, Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price   1.39   1.39  
Maximum [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price 2.79   2.79   $ 2.75
Maximum [Member] | Warrant [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price 5.625 5.63 5.625 5.63  
Maximum [Member] | Equity Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price 2.79   2.79    
Maximum [Member] | Share-Based Payment Arrangement, Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price   2.79   2.79  
Weighted Average [Member] | Warrant [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price 2.41 4.04 2.41 4.04  
Weighted Average [Member] | Equity Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price $ 1.79   $ 1.79    
Weighted Average [Member] | Share-Based Payment Arrangement, Option [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Weighted average, exercise price   $ 2.20   $ 2.20  
Production and Computer Equipment and Furniture [Member] | Minimum [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Estimated useful life of assets 3 years   3 years    
Production and Computer Equipment and Furniture [Member] | Maximum [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Estimated useful life of assets 5 years   5 years    
Leasehold Improvements [Member] | Minimum [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Estimated useful life of assets 5 years   5 years    
Leasehold Improvements [Member] | Maximum [Member]          
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]          
Estimated useful life of assets 7 years   7 years    
v3.24.3
SCHEDULE OF INVENTORY (Details) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Inventory Disclosure [Abstract]    
Finished Goods $ 12,303 $ 35,442
Work in process 57,511 20,289
Raw materials 302,301 334,345
Total Net $ 372,115 $ 390,076
v3.24.3
INVENTORY (Details Narrative) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Inventory Disclosure [Abstract]    
Inventory $ 372,115 $ 390,076
v3.24.3
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details Narrative) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Prepaid expenses and other assets $ 614,350 $ 545,512
Insurance Costs [Member]    
Prepaid expenses and other assets 268,000 138,000
Investor Relations [Member]    
Prepaid expenses and other assets 172,000 217,000
Nasdaq and FINRA Fees [Member]    
Prepaid expenses and other assets 46,000 67,000
Trade Shows [Member]    
Prepaid expenses and other assets 35,000 44,000
Clinical Studies [Member]    
Prepaid expenses and other assets $ 30,000  
Consulting [Member]    
Prepaid expenses and other assets   $ 26,000
v3.24.3
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Property, Plant and Equipment [Line Items]    
Total, at cost $ 1,267,844 $ 1,249,246
Accumulated depreciation (490,514) (427,590)
Total Net 777,330 821,656
Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total, at cost 418,041 418,041
Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total, at cost 673,219 661,204
R&D Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total, at cost 25,184 25,184
Computer Equipment and Furniture [Member]    
Property, Plant and Equipment [Line Items]    
Total, at cost $ 151,400 $ 144,817
v3.24.3
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 31,661 $ 30,078 $ 62,924 $ 59,089
v3.24.3
SCHEDULE OF COMPONENTS OF PATENTS AND TRADEMARKS (Details) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]    
Patents $ 3,870,057 $ 3,870,057
Trademarks 26,142 26,142
Total at cost 3,896,199 3,896,199
Accumulated Amortization (3,869,716) (3,866,100)
Total net $ 26,483 $ 30,099
v3.24.3
PATENTS AND TRADEMARKS (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization expense $ 1,382 $ 2,137 $ 3,616 $ 4,275
v3.24.3
SCHEDULE OF COMPONENTS OF ACCRUED EXPENSES (Details) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Payables and Accruals [Abstract]    
Accrued payroll and related taxes $ 214,765 $ 111,353
Accrued expenses 180,860 131,677
Total $ 395,625 $ 243,030
v3.24.3
NOTE PAYABLE (Details Narrative) - USD ($)
1 Months Ended 3 Months Ended
Apr. 29, 2024
Feb. 05, 2024
Apr. 30, 2024
Oct. 31, 2023
Jun. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 27, 2024
Sep. 10, 2024
Apr. 10, 2024
Mar. 31, 2024
Jan. 31, 2020
Short-Term Debt [Line Items]                        
Notes payable       $ 120,000     $ 16,857 $ 350,000     $ 20,528 $ 42,500
Convertible promissory note interest rate       10.00%               6.00%
Notes payable, current liabilities             7,485       7,521  
Note payable other liabilities             $ 9,372       $ 13,171  
Note payable maturity date       February 2024                
Convertible promissory note conversion rate     $ 0.70 $ 0.75                
Note payable and accrued interest   $ 123,255     $ 301,558 $ 577,500            
Convertible common stock shares   164,340                    
Debt conversion converted shares issued     430,798                  
Convertible Debt [Member]                        
Short-Term Debt [Line Items]                        
Convertible promissory note interest rate                 10.00%   10.00%  
Convertible promissory note conversion rate                     $ 0.70  
Convertible promissory note                 $ 150,000 $ 150,000 $ 150,000  
Debt instrument face amount $ 300,000                 $ 300,000    
Accured interest $ 1,558                      
Debt conversion converted shares issued 430,798                      
Warrants to purchase shares 430,798                      
Warrants price per share $ 1.50                      
Preferred Stock, Convertible, Conversion Price                 $ 0.50      
v3.24.3
RETIREMENT PLAN (Details Narrative) - USD ($)
6 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Retirement Benefits [Abstract]    
Discretionary contributions $ 25,463 $ 25,408
v3.24.3
SCHEDULE OF MATURITY OF ANNUAL UNDISCOUNTED OPERATING LEASE LIABILITY (Details)
Sep. 30, 2024
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
2025 $ 139,225
2026 226,166
2027 179,916
2028 114,410
2029 114,273
2030 117,228
Thereafter 401,289
Total 1,292,507
Less: amount representing interest (190,950)
Total $ 1,101,557
v3.24.3
SCHEDULE OF BASE RENT LEASE PAYMENTS (Details)
Sep. 30, 2024
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Present value of future base rent lease payments $ 1,101,557
Base rent payments included in prepaid expenses
Present value of future base rent lease payments – net $ 1,101,557
v3.24.3
SCHEDULE OF LEASE CURRENT AND NON-CURRENT ASSETS AND LIABILITIES (Details) - USD ($)
Sep. 30, 2024
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]    
Operating lease right-of-use asset $ 1,101,557  
Total operating lease assets 1,101,557 $ 1,194,348
Operating lease current liability 191,373 190,589
Operating lease other liability 910,184 $ 1,003,759
Present value of future base rent lease payments – net $ 1,101,557  
v3.24.3
COMMITMENTS AND CONTINGENCIES (Details Narrative)
1 Months Ended 6 Months Ended
Jan. 10, 2023
USD ($)
ft²
Sep. 30, 2023
USD ($)
Jan. 31, 2022
ft²
Jan. 31, 2020
USD ($)
May 31, 2017
ft²
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 27, 2024
USD ($)
Mar. 31, 2024
USD ($)
Oct. 31, 2023
USD ($)
Jun. 30, 2023
USD ($)
Loss Contingencies [Line Items]                      
Operating lease term         84 months            
Area of land | ft²         3,577            
Annual increase in base rent, percentage         2.00%            
Lease extension description           the extended lease terms to June 2026, November 7, 2026, March 2027, and June 2033          
Notes payable       $ 42,500   $ 16,857   $ 350,000 $ 20,528 $ 120,000  
Operating lease liabilities           $ 1,101,557     1,194,348    
Weighted average remaining lease term           3 years 10 months 24 days          
Weighted average discount rate           4.19%          
David Masters [Member]                      
Loss Contingencies [Line Items]                      
Legal settlement amount           $ 180,000          
Settlement expense   $ 180,000                  
David Masters [Member] | Minimum [Member]                      
Loss Contingencies [Line Items]                      
Litigation reserve           $ 2,000,000          
June 2026 [Member]                      
Loss Contingencies [Line Items]                      
Operating lease treasury rate           0.12%          
November 7, 2026 [Member]                      
Loss Contingencies [Line Items]                      
Operating lease treasury rate           0.40%          
March 2027 [Member]                      
Loss Contingencies [Line Items]                      
Operating lease treasury rate           7.90%          
June 2033 [Member]                      
Loss Contingencies [Line Items]                      
Operating lease treasury rate           4.39%          
Vehicles [Member]                      
Loss Contingencies [Line Items]                      
Lease term                     48 months
Operating lease liabilities                     $ 150,000
Operating lease expense           $ 25,395 $ 48,932        
Extended Lease Term to 2026 [Member]                      
Loss Contingencies [Line Items]                      
Lease extension description       In January 2020, the Company entered into a lease amendment to extend the lease term through November of 2026              
Notes payable       $ 42,500              
Base rent           2,340     2,340    
Operating lease liabilities           1,102,000          
January 2022 Lease [Member]                      
Loss Contingencies [Line Items]                      
Operating lease term     63 months                
Area of land | ft²     2,400                
Annual increase in base rent, percentage     2.50%                
Base rent           2,808     2,808    
January 10, 2023 Lease[Member]                      
Loss Contingencies [Line Items]                      
Area of land | ft² 14,000                    
Annual increase in base rent, percentage 2.50%                    
Base rent $ 8,420         $ 8,420     $ 8,420    
Renewal term 5 years                    
v3.24.3
GOING CONCERN (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Sep. 30, 2023
Jun. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]              
Net loss $ 2,175,493 $ 2,047,063 $ 3,661,153 $ 2,893,577 $ 4,222,556 $ 6,554,730  
Net cash used in operating activities         3,130,762 $ 4,604,962  
Accumulated deficit $ 87,021,880       $ 87,021,880   $ 82,799,324
v3.24.3
SCHEDULE OF TIME BASED RESTRICTED STOCK UNITS (Details) - Restricted Stock Units (RSUs) [Member] - USD ($)
6 Months Ended 12 Months Ended
Sep. 30, 2024
Mar. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Time based RSU's, Balance 32,000 256,084
Time based RSU's, Weighted Average Grant Date Fair Value Per Unit, Balance $ 4.08 $ 3.85
Time based RSU's, Aggregate Intrinsic Value, RSU's, Balance [1] $ 32,000 $ 643,209
Time based RSU's, Granted 321,250
Time based RSU's, Weighted Average Vested Date Fair Value Per Unit, Granted $ 0.72
Time based RSU's, Vested (282,312) (198,584)
Time based RSU's, Weighted Average Vested Date Fair Value Per Unit, Vested $ 1.04 $ 3.82
Time based RSU's, Cancelled (10,000) (25,500)
Time based RSU's, Weighted Average Vested Date Fair Value Per Unit, Cancelled $ 3.04 $ 3.77
Time based RSU's, Balance 60,938 32,000
Time based RSU's, Weighted Average Grant Date Fair Value Per Unit, Balance $ 0.62 $ 4.08
Time based RSU's, Aggregate Intrinsic Value, RSU's, Balance [1] $ 28,641 $ 32,000
[1] The aggregate intrinsic value of restricted stock units outstanding was based on our closing stock price on the last trading day of the period.
v3.24.3
SCHEDULE OF ESTIMATED FAIR VALUE ASSUMPTION (Details) - $ / shares
6 Months Ended 12 Months Ended
Sep. 30, 2024
Mar. 31, 2024
Expected term 3 years 6 years
Expected volatility, minimum 78.20% 75.90%
Expected volatility, maximum 210.50% 95.70%
Risk-free interest rate, minimum 1.47% 3.46%
Risk-free interest rate, maximum 4.35% 4.52%
Expected dividend yield 0.00% 0.00%
Minimum [Member]    
Fair value on the date of grant $ 0.64 $ 1.20
Maximum [Member]    
Fair value on the date of grant $ 2.79 $ 2.75
v3.24.3
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - USD ($)
6 Months Ended 12 Months Ended
Sep. 30, 2024
Mar. 31, 2024
Mar. 31, 2023
Equity [Abstract]      
Options Outstanding, Beginning 1,509,122 884,849  
Weighted Average Exercise Price Per Share, Beginning [1] $ 1.98 $ 2.19  
Weighted Average Remaining Contractual Life 2 years 2 months 12 days 5 years 8 months 12 days 6 years 3 months 18 days
Aggregate Intrinsic Value, Beginning [2] $ 100,200  
Options Outstanding, Granted 122,000 822,605  
Weighted Average Exercise Price Per Share, Granted [1] $ 0.80 $ 1.77  
Options Outstanding, Cancelled (636,080) (198,332)  
Weighted Average Exercise Price Per Share, Cancelled [1] $ 2.06 $ 2.03  
Options Outstanding, Ending 995,042 1,509,122 884,849
Weighted Average Exercise Price Per Share, Ending [1] $ 1.79 $ 1.98 $ 2.19
Aggregate Intrinsic Value, Ending [2] $ 100,200
Options exercisable 310,742    
[1] The exercise price of each option granted during the period shown above was equal to the market price of the underlying stock on the date of grant.
[2] The aggregate intrinsic value of stock options outstanding was based on our closing stock price on the last trading day of the period.
v3.24.3
SCHEDULE OF ADDITIONAL INFORMATION ABOUT STOCK OPTIONS (Details) - $ / shares
6 Months Ended 12 Months Ended
Sep. 30, 2024
Mar. 31, 2024
Equity [Abstract]    
Non-vested options, beginning of year 936,707 709,394
Non -vested options, end of year 684,300 936,707
Vested options, end of year 310,742 572,415
Weighted-average grant date fair value, non-vested options, beginning of year $ 1.84 $ 2.23
Weighted-average grant date fair value, non-vested options, end of year 1.57 1.84
Weighted-average grant date fair value, vested options, end of year 2.31 2.21
Weighted-average grant date fair value, forfeited options, during the year $ 1.87 $ 2.03
v3.24.3
SCHEDULE OF WARRANT’S USING BLACK-SCHOLES VALUATION (Details) - $ / shares
6 Months Ended 12 Months Ended
Sep. 30, 2024
Mar. 31, 2024
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term 3 years 6 years
Volatility, minimum 78.20% 75.90%
Volatility, maximum 210.50% 95.70%
Risk-free rate, minimum 1.47% 3.46%
Risk-free rate, maximum 4.35% 4.52%
Minimum [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Stock price on valuation date $ 0.64 $ 1.20
Maximum [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Stock price on valuation date $ 2.79 $ 2.75
Warrant [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Volatility, minimum 92.70%  
Volatility, maximum 95.30%  
Risk-free rate, minimum 4.02%  
Risk-free rate, maximum 4.15%  
Warrant [Member] | Minimum [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Stock price on valuation date $ 0.49  
Exercise price 0.90  
Warrant [Member] | Maximum [Member]    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Stock price on valuation date 0.82  
Exercise price $ 1.50  
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term 3 years  
v3.24.3
SCHEDULE OF WARRANT ACTIVITY (Details) - Warrant [Member] - $ / shares
6 Months Ended 12 Months Ended
Sep. 30, 2024
Mar. 31, 2024
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Number of Warrants, Outstanding, Beginning balance 7,768,946 3,562,817
Weighted-Average Exercise Price, Outstanding, Beginning balance $ 3.29 $ 5.05
Warrants Exercisable, Outstanding, Beginning balance 7,768,946 3,540,317
Weighted-Average Exercisable Price, Beginning balance $ 3.28 $ 5.07
Number of Warrants, Granted and issued 5,365,232 4,386,463
Weighted-Average Exercise Price, Granted and issued $ 1.16 $ 1.80
Number of Warrants, Cashless warrant exercises   (63,584)
Weighted-Average Exercise Price, Cashless warrant exercises   $ (1.34)
Number of Warrants, Expired (45,000) (16,750)
Weighted-Average Exercise Price, Expired $ 1.33 $ (4.18)
Number of Warrants, Outstanding, Ending balance 13,089,178 7,768,946
Weighted-Average Exercise Price, Outstanding, Ending balance $ 2.41 $ 3.29
Warrants Exercisable, Outstanding, Ending balance 13,089,178 7,768,946
Weighted-Average Exercisable Price, Ending balance $ 2.41 $ 3.28
v3.24.3
SCHEDULE OF RANGE OF WARRANT PRICES (Details) - Warrant [Member]
6 Months Ended
Sep. 30, 2024
$ / shares
shares
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding $ 2.41
Number of Warrants, Outstanding | shares 13,089,178
Weighted-Average Remaining Contractual Life (Years), Outstanding 2 years 1 month 28 days
Number of Warrants, Exercisable | shares 13,089,178
Weighted-Average Exercise Price, Exercisable $ 2.41
Range One [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding $ 0.92
Number of Warrants, Outstanding | shares 3,207,228
Weighted-Average Remaining Contractual Life (Years), Outstanding 2 years 7 months 13 days
Number of Warrants, Exercisable | shares 3,207,228
Weighted-Average Exercise Price, Exercisable $ 0.92
Range One [Member] | Minimum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 0.90
Range One [Member] | Maximum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 1.50
Range Two [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding $ 1.65
Number of Warrants, Outstanding | shares 6,572,956
Weighted-Average Remaining Contractual Life (Years), Outstanding 2 years 1 month 24 days
Number of Warrants, Exercisable | shares 6,572,956
Weighted-Average Exercise Price, Exercisable $ 1.65
Range Two [Member] | Minimum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 1.51
Range Two [Member] | Maximum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 2.00
Range Three [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding $ 2.34
Number of Warrants, Outstanding | shares 235,438
Weighted-Average Remaining Contractual Life (Years), Outstanding 6 months
Number of Warrants, Exercisable | shares 235,438
Weighted-Average Exercise Price, Exercisable $ 2.34
Range Three [Member] | Minimum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 2.01
Range Three [Member] | Maximum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 4.00
Range Four [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding $ 5.63
Number of Warrants, Outstanding | shares 3,043,556
Weighted-Average Remaining Contractual Life (Years), Outstanding 1 year 9 months 29 days
Number of Warrants, Exercisable | shares 3,043,556
Weighted-Average Exercise Price, Exercisable $ 5.63
Range Four [Member] | Minimum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding 4.01
Range Four [Member] | Maximum [Member]  
Accumulated Other Comprehensive Income (Loss) [Line Items]  
Weighted-Average Exercise Price, outstanding $ 5.63
v3.24.3
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended 9 Months Ended 12 Months Ended
Oct. 14, 2022
Sep. 30, 2024
Aug. 31, 2024
Jul. 31, 2024
May 31, 2024
Apr. 30, 2024
Sep. 30, 2023
Aug. 31, 2023
Jul. 31, 2023
Jun. 30, 2023
May 31, 2023
Apr. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Jun. 30, 2024
Sep. 30, 2023
Jun. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Mar. 31, 2024
Mar. 31, 2023
Oct. 31, 2023
Oct. 13, 2022
Jul. 10, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Common stock sold, shares                                   3,338,544 2,891,511            
Number of shares sold         1,889,434 1,889,434   1,200,002       793,585                          
Proceeds from offering of shares         $ 1,322,600 $ 1,322,600   $ 1,775,782       $ 2,182,359 $ 137,500                        
Sale price per share         $ 0.70 $ 0.70   $ 1.50       $ 2.75                          
Shares issued           430,798                                      
Number of conversion shares issued value           $ 301,558                                      
Convertible conversion price           $ 0.70                                 $ 0.75    
Stock issued for services                           $ 56,020 $ 214,160 $ 740,978 $ 123,078                
Issuance of share value                             $ 1,322,600   1,956,094                
Payments of stock issuance costs               $ 24,218       $ 88,765                          
Vesting of restricted stock units in lieu of compensation                               $ 41,006 $ 74,589                
Amortization of stock issued for services                                   $ 315,088 $ 403,326            
Prepaid stock issued for services                                       $ 100,928          
Share based compensation                                   $ 701,436 1,020,047            
Stock options contractual term                                   2 years 2 months 12 days     5 years 8 months 12 days 6 years 3 months 18 days      
Stock based compensation                                   $ 701,436 1,135,642            
Private Offering [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Warrants to purchase of stock, shares   5,365,232                       5,365,232       5,365,232   5,365,232          
Minimum [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Weighted average, exercise price   $ 0.64                       $ 0.64       $ 0.64   $ 0.64 $ 1.20        
Exercise price   1.39                       1.39       1.39   1.39          
Maximum [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Weighted average, exercise price   2.79                       2.79       2.79   2.79 $ 2.75        
Exercise price   $ 2.79                       $ 2.79       $ 2.79   $ 2.79          
Series A Preferred Stock [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Issuance of share value                                   $ 1,218,000              
Preferred stock, shares issued   3,045,000                       3,045,000       3,045,000   3,045,000 0        
Weighted average, exercise price   $ 0.40                       $ 0.40       $ 0.40   $ 0.40          
Convertible Debentures [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Shares issued               385,000                                  
Convertible debentures amount               $ 577,500                                  
Accrued interest               $ 27,500                                  
Accrued interest price per share               $ 1.50                                  
Common Stock [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Common stock sold, shares                             1,889,434   793,585                
Stock issued for services, shares                           120,000 376,000 349,498 49,998                
Stock issued for services                           $ 120 $ 376 $ 350 $ 50                
Vesting of restricted stock units, shares                           42,312 150,000 22,000 6,250                
Issuance of share value                             $ 1,889   $ 794                
Vesting of restricted stock units in lieu of compensation, shares                               20,200 30,300                
Vesting of restricted stock units in lieu of compensation                               $ 20 $ 31                
Warrant [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Warrant exercise shares   13,089,178                       13,089,178       13,089,178   13,089,178          
Warrant exercise price   $ 2.41                       $ 2.41       $ 2.41   $ 2.41          
Share based compensation                           $ 109,378   146,170   $ 151,773 146,170            
Unrecognized warrant expenses   $ 1,525,000                       $ 1,525,000       $ 1,525,000   $ 1,525,000          
Warrant [Member] | Minimum [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Weighted average, exercise price   $ 0.49                       $ 0.49       $ 0.49   $ 0.49          
Warrant [Member] | Maximum [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Weighted average, exercise price   $ 0.82                       $ 0.82       $ 0.82   $ 0.82          
Restricted Stock Units (RSUs) [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Vesting of restricted stock units, shares   37,312 22,000 5,000   150,000       6,250                              
Time-Based Restricted Stock Units [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Share based compensation                           $ 91,149   223,383   $ 227,724 480,349            
Unrecognized warrant expenses   $ 42,000                       42,000       $ 42,000   $ 42,000          
Unrecognized compensation expenses recognition period                                   1 year              
Share-Based Payment Arrangement, Option [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Share based compensation                           148,614   $ 278,470   $ 321,939 $ 509,123            
Unrecognized compensation expenses recognition period                                   1 year 1 month 6 days              
Stock options vesting period                                   3 years              
Unrecognized compensation expenses   $ 572,000                       $ 572,000       $ 572,000   $ 572,000          
Share-Based Payment Arrangement, Option [Member] | Minimum [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Stock options contractual term                                   3 years              
Share-Based Payment Arrangement, Option [Member] | Maximum [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Stock options contractual term                                   7 years              
Service Provider [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Stock issued for services, shares       120,000 56,000 320,000 16,666 16,666 16,666 16,666 16,666 16,666                          
Stock issued for services       $ 56,020 $ 40,760 $ 173,400 $ 31,999 $ 32,332 $ 35,332 $ 34,165 $ 40,332 $ 48,581                          
Service Provider [Member] | Common Stock [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Stock issued for services, shares             7,500 250,000 42,000                                
Stock issued for services             $ 14,775 $ 537,500 $ 89,040                                
Executive Officer [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Common stock sold, shares   330,000                                              
Issuance of share value   $ 132,000                                              
Chief Executive Officer [Member] | Restricted Stock Units (RSUs) [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Vesting of restricted stock units, shares               10,100 10,100 10,100 10,100 10,100                          
Vesting of restricted stock units in lieu of compensation, shares                       30,300                          
Vesting of restricted stock units in lieu of compensation                       $ 74,589                          
Chief Executive Officer [Member] | Restricted Stock Units (RSUs) [Member] | Common Stock [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Vesting of restricted stock units in lieu of compensation, shares                                     20,200            
Vesting of restricted stock units in lieu of compensation                                     $ 41,006            
Warrant Holders [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Common stock sold, shares               12,212                                  
Number of shares sold             22,466                                    
Sale price per share             $ 1.35                 $ 1.35     $ 1.35            
Warrant exercise shares               22,500                                  
Warrant exercise price               $ 1.33                                  
Warrants to purchase of stock, shares             41,084                 41,084     41,084            
Director [Member] | Share-Based Payment Arrangement, Option [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Stock options vesting period                                   1 year              
Employees and Directors [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Fair value of options on the date of grant                                   $ 1,169,717     $ 1,107,799        
2020 Equity Incentive Plan [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Number of shares of common stock authorized                                                 1,000,000
Amended Plan [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Number of shares of common stock authorized 3,000,000                                             1,000,000  
Number of shares available to grant   30,000                       30,000       30,000   30,000          
Common stock available and reserved to be issued 3,000,000                                                
Amended Plan [Member] | Non-employee Director [Member]                                                  
Accumulated Other Comprehensive Income (Loss) [Line Items]                                                  
Maximum aggregate number of shares of common stock granted 10,000                                                
v3.24.3
SUBSEQUENT EVENTS (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Oct. 01, 2024
Sep. 30, 2024
Jun. 30, 2024
Sep. 30, 2023
Jun. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
May 31, 2024
Apr. 30, 2024
Aug. 31, 2023
Apr. 30, 2023
Subsequent Event [Line Items]                      
Stock Issued During Period, Shares, New Issues           3,338,544 2,891,511        
Sale of Stock, Price Per Share               $ 0.70 $ 0.70 $ 1.50 $ 2.75
Common Stock [Member]                      
Subsequent Event [Line Items]                      
Stock Issued During Period, Shares, New Issues     1,889,434   793,585            
Stock Issued During Period, Shares, Issued for Services   120,000 376,000 349,498 49,998            
Common Stock [Member] | Subsequent Event [Member]                      
Subsequent Event [Line Items]                      
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures 460,000                    
Stock Issued During Period, Shares, New Issues 25,000                    
Stock Issued During Period, Shares, Issued for Services 210,000                    
Stock Issued During Period, Shares, Purchase of Assets 225,000                    
Stock Issued During Period, Value, Purchase of Assets $ 112,500                    
Weighted average, exercise price $ 0.50                    
Short-Term Debt $ 200,000                    
Sale of Stock, Price Per Share $ 0.50                    

1 Year PetVivo (PK) Chart

1 Year PetVivo (PK) Chart

1 Month PetVivo (PK) Chart

1 Month PetVivo (PK) Chart