Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2016 | Sep. 25, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | PetVivo Holdings, Inc. | |
Entity Central Index Key | 1,512,922 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 17,340,934 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2016 | Mar. 31, 2016 |
Current Assets | ||
Cash and Cash Equivalents | $ 3,089 | $ 258 |
Accounts Receivable | 163 | |
Employee Advance | 15,900 | |
Prepaids | 13,731 | 19,121 |
Total Current Assets | 16,983 | 35,279 |
Property and Equipment: | ||
Property & equipment | 103,504 | 103,504 |
Less: accumulated depreciation | (102,965) | (102,694) |
Total Fixed Assets | 539 | 810 |
Other Assets: | ||
Goodwill | 13,407,693 | |
Trademark and Patents-Net | 2,020,458 | 3,245,662 |
Total Other Assets | 2,020,458 | 16,653,355 |
Total Assets | 2,037,980 | 16,689,444 |
Current Liabilities: | ||
Accounts Payable & Accrued Expenses | 1,655,292 | 1,063,538 |
Note Payable and Accrued Interest-Related Party | 203,297 | 193,370 |
Notes Payable | 155,106 | 165,849 |
Convertible Notes Payable, net of discount of $0 and $3,311 at December 31, 2016 and March 31, 2016, respectively | 31,689 | |
Derivative Liability | 24,460 | |
Total Current Liabilities | 2,013,695 | 1,478,906 |
Stockholders' equity: | ||
Common Stock, par value $0.001, 250,000,000 shares authorized, issued 9,021,306 and 7,931,639 outstanding at December 31, 2016 and March 31, 2016 | 9,022 | 7,931 |
Common Stock to be issued | 60,200 | 1,576,649 |
Additional Paid-In Capital | 30,418,061 | 28,224,376 |
Accumulated Deficit | (44,971,069) | (29,879,283) |
Total Petvivo Stockholders' (Deficit) Equity | (14,483,786) | (70,327) |
Noncontrolling interest | 14,508,071 | 15,280,865 |
Total stockholder's equity | 24,285 | 15,210,538 |
Total Liabilities and Stockholders' Equity | $ 2,037,980 | $ 16,689,444 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2016 | Mar. 31, 2016 |
Condensed Consolidated Balance Sheets Parenthetical | ||
Convertible Notes Payable, net of discount | $ 0 | $ 3,311 |
Stockholders' Equity: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 |
Common Stock, Shares Issued | 9,021,306 | 7,931,639 |
Common Stock, Shares Outstanding | 9,021,306 | 7,931,639 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Consolidated Statements Of Operations | ||||
Revenues | $ 2,163 | $ 7,079 | $ 75,000 | |
Cost of Revenues | ||||
Gross Profit | 2,163 | 7,079 | 75,000 | |
Operating Expenses: | ||||
Research and Development | 42,192 | 40,910 | 117,235 | 145,853 |
General and Administration | 458,508 | 280,696 | 15,603,313 | 1,447,832 |
Total Operating Expenses | 500,700 | 321,606 | 15,720,548 | 1,593,685 |
Operating Loss | (498,537) | (321,606) | (15,713,469) | (1,518,685) |
Other Income (Expense) | ||||
Gain on Settlement of Debt | 24,460 | 154,644 | ||
Change in Fair Value of Derivatives | 63,709 | 103,853 | ||
Interest expense | (8,555) | (56,868) | (175,571) | (260,754) |
Amortization of Issue Costs | (168,150) | (948,395) | ||
Total Other Expense | (8,555) | (161,309) | (151,111) | (950,652) |
Net Loss before taxes | (507,092) | (482,915) | (15,864,580) | (2,469,337) |
Income Tax Provision | ||||
Net Loss | (507,092) | (482,915) | (15,864,580) | (2,469,337) |
Net loss attributable to noncontrolling Interest | 225,092 | 90,982 | 772,794 | 266,538 |
Net Loss attributable to Petvivo | $ (282,000) | $ (391,933) | $ (15,091,786) | $ (2,202,799) |
Net loss per share- basic and diluted | $ (0.03) | $ (0.05) | $ (1.68) | $ (0.28) |
Weighted average common shares outstanding- basic and diluted | 9,081,482 | 7,819,846 | 9,000,488 | 7,838,685 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY (UNAUDITED) - USD ($) | Common Stock | Additional Paid-In Capital | Retained Earnings | Non- controlling Interest | Stock to be Issued | Total |
Beginning Balance, Shares at Mar. 31, 2015 | 7,700,289 | |||||
Beginning Balance, Amount at Mar. 31, 2015 | $ 7,700 | $ 26,381,094 | $ (26,227,539) | $ 161,255 | ||
Non-Controlling Interest | 16,683,000 | 16,683,000 | ||||
Common stock issued for cash, Shares | 10,600 | |||||
Common stock issued for cash, Amount | $ 10 | 37,090 | 37,100 | |||
Common stock issued for services, Shares | 149,000 | |||||
Common stock issued for services, Amount | $ 149 | 555,101 | 555,250 | |||
Common shares issued to settle liabiolities, Shares | 70,500 | |||||
Common shares issued to settle liabiolities, Amount | $ 71 | 281,929 | 282,000 | |||
Issuance of Gel Del preferred stock for cash | 100,005 | 100,005 | ||||
Stock issued to extend debt, Shares | 1,250 | |||||
Stock issued to extend debt, Amount | $ 1 | 4,349 | 4,350 | |||
Write off of Preacquisition liabilities | (423,282) | (423,282) | ||||
Exercise of Gel Del options | 195 | 195 | ||||
Settlement of derivative liabilities | 427,870 | 427,870 | ||||
Stock to be issued | 1,576,649 | 1,576,649 | ||||
Inducement to convert debt | $ 536,943 | 536,943 | ||||
Net Loss | $ (3,651,744) | $ (1,079,053) | (4,730,797) | |||
Ending Balance, Amount at Mar. 31, 2016 | $ 7,931,639 | $ 15,210,538 | ||||
Ending Balance, Shares at Mar. 31, 2016 | 7,931 | 28,224,376 | (29,879,283) | 15,280,865 | 1,576,649 | 15,210,538 |
Common stock issued for cash, Shares | 66,500 | |||||
Common stock issued for cash, Amount | $ 67 | $ 99,684 | $ 99,751 | |||
Common stock issued for services, Shares | 137,500 | 0 | ||||
Common stock issued for services, Amount | $ 138 | 232,362 | $ 232,500 | |||
Stock to be issued | $ 60,200 | 60,200 | ||||
Stock issued to reduce debt, Shares | 788,325 | |||||
Stock issued to reduce debt, Amount | $ 789 | 1,575,860 | (1,576,649) | |||
Stock issued for interest, Shares | 97,342 | |||||
Stock issued for interest, Amount | $ 97 | 151,379 | 151,476 | |||
Warrants issued for services | 134,400 | 134,400 | ||||
Net Loss | $ (15,091,786) | $ (772,794) | (15,864,580) | |||
Ending Balance, Amount at Dec. 31, 2016 | $ 9,022 | $ 30,418,061 | $ (44,971,069) | $ 14,508,071 | $ 60,200 | $ 24,285 |
Ending Balance, Shares at Dec. 31, 2016 | 9,021,306 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net loss for the period | $ (507,092) | $ (482,915) | $ (15,864,580) | $ (2,469,337) | $ (4,730,797) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Non-cash consulting expense | 134,400 | ||||
Stock issued for services | 232,500 | 474,503 | |||
Stock issued for interest | 151,476 | ||||
Depreciation and amortization | 583,966 | 65,532 | |||
Amortization of debt issued cost | 948,395 | ||||
Goodwill and patent impairment loss | 14,081,031 | ||||
Derivative (gain) or loss adjustment | (103,853) | ||||
Forgiveness of Debt | (24,460) | (154,644) | |||
License | 488,000 | ||||
Changes in Operating Assets and Liabilities | |||||
Increase (Decrease) in advances and receivables | 15,900 | (15,500) | |||
Increase (Decrease) in prepaid expense | 5,390 | (60,221) | |||
Increase in accounts payable and accrued expenses | 596,423 | 397,601 | |||
Net Cash Used in Operating Activities | (87,954) | (429,524) | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Increase in patent costs | (31,833) | ||||
Net Cash (Used in) Provided by Investing Activities | (31,833) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from stock | 99,750 | 100,005 | |||
Increase in notes from related parties | 4,305 | ||||
Proceed from convertible notes | 524,750 | ||||
Proceeds from loans | 12,500 | ||||
Cash received from common stock subscription | 60,200 | ||||
Repayments of convertible notes | (35,000) | ||||
Repayments of loan | (19,137) | (210,505) | |||
Net Cash Provided by Financing Activities | 122,618 | 414,250 | |||
Net Increase (Decrease) in Cash | 2,831 | (15,274) | |||
Cash at Beginning of Period | 258 | 39,863 | 39,863 | ||
Cash at End of Period | $ 3,089 | $ 24,589 | 3,089 | 24,589 | $ 258 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||||
Cash paid during the year for Interest | |||||
Cash paid during the year for Income taxes paid | |||||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||||
Shares issued as payment of note payable | 1,576,649 | 1,362,246 | |||
Shares issued as payament for acccrued salaries | $ 282,000 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION | (A) Basis of Presentation The accompanying condensed consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") and pursuant to the rules and regulations of the SEC. Certain information and note disclosures, which are included in annual financial statements, have been omitted pursuant to these rules and regulations. We believe the disclosures made in these interim unaudited financial statements are adequate to make the information not misleading. Although these interim financial statements at December 31, 2016 and for the three and nine months ended December 31, 2016 and 2015 are unaudited, in the opinion of our management, such statements include all adjustments (consisting of normal and normal recurring entries) necessary to present fairly our financial position, results of operations and cash flows for the periods presented. The results for the three months and nine months ended December 31, 2016 are not necessarily indicative of the results to be expected for the year ended March 31, 2017 or for any future period. These unaudited interim financial statements should be read and considered in conjunction with our audited financial statements and the notes thereto for the year ended March 31, 2016, included in our annual report on Form 10-K filed with the SEC. PetVivo Inc. was originally incorporated under the laws of the state of Minnesota on August 1, 2013. The financials are the result of a merger between Technologies Scan Corp., a corporation incorporated in the State of Nevada on March 31, 2009, now known as PetVivo Holdings, Inc., and PetVivo Inc. For accounting purposes the Company is treating the merger as a reverse merger whereby the financials presented are those of the surviving entity that, which is PetVivo Holdings, Inc. The merger was completed on April 10, 2017. PetVivo is in the business of distribution of medical devices and biomaterials for the treatment of afflictions and diseases in animals. On April 10, 2015 the Company agreed to acquire Gel-Del Technologies, Inc. On April 10, 2017, the Company finalized the acquisition of Gel-Del Technologies, Inc. (B) Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of PetVivo Holdings, Inc. and its wholly owned operating subsidiary, PetVivo Inc. as well as its variable interest entity (VIE) Gel-Del Technologies, Inc. and its subsidiary, Cosmeta Corp. All intercompany accounts have been eliminated upon consolidation. The consolidation including the VIE is included since PetVivo controls Gel-Del as well as the fact that an agreement for its acquisition has occurred. The accounting for the acquisition of Gel-Del Technologies, begun with the closing of the Security Exchange Agreement on April 10, 2015 and completed with the Agreement and Plan of Merger on April 10, 2017, at which time the Company issued 5,450,000 shares valued at market at $0.40 per share, which equaled $2,180,000 on the date of completion (April 10, 2017). (C) 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 reported period. Actual results could differ from those estimates. Significant estimates include estimated useful lives and potential impairment of property and equipment, estimate of fair value of share based payments and derivative instruments and recorded debt discount, valuation of deferred tax assets and valuation of in-kind contribution of services and interest. (D) 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. At December 31, 2016 and March 31, 2016, the Company had no cash equivalents. (E) Concentration-Risk The Company maintains its cash with various financial institutions, which may exceed federally insured limits throughout the period. (F) Machinery & Equipment Machinery and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of furniture fixtures and equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life of five (3) years for equipment, (5) years for automobile, and (7) years for furniture and fixtures. Upon sale or retirement of computer equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in statements of operations. (G) Patents and Trademarks The company capitalizes direct costs for their maintenance and advancement of their patents and trademarks and amortizes these costs over a useful life of 60 months. (H) Loss Per Share In accordance with the accounting guidance now codified as FASB ASC Topic 260, "Earnings 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. (I) Revenue Recognition The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, "Revenue Recognition". In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. Revenues consist of Kush product sales to veterinary clinics (J) Research and Development The Company expenses research and development costs as incurred. (K) Fair Value of Financial Instruments The Company applies the accounting guidance under Financial Accounting Standards Board ("FASB") ASC 820-10, "Fair Value Measurements" 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 payable, accrued expenses, notes payable, notes payable - related party, loan payable - related party and convertible notes payable. The carrying amount of the Company's financial instruments approximates their fair value as of December 31, 2016 and March 31, 2016, due to the short-term nature of these instruments. 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 notes 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 at December 31, 2016. The following liabilities were measured on the condensed consolidated balance sheets at fair value on a recurring basis utilizing significant unobservable inputs or Level 3 assumptions in their valuation. The following tables provide a reconciliation of the beginning and ending balances of the liabilities: Fair Value Change New Fair Value April 1, in fair Convertible Dec. 31, 2016 Value Notes Payment 2016 Notes payable at fair value $ 31,689 $ 3,311 $ - $ (35,000 ) $ - (L)Recent Accounting Pronouncements In August 2014, the FASB issued Accounting Standards Update "ASU" 2014-15 on "Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern". Currently, there is no guidance in U.S. GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments, effective for fiscal years beginning after December 15, 2016, require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition. All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable. |
DERIVATIVE LIABILITY_NOTES PAYA
DERIVATIVE LIABILITY/NOTES PAYABLE CONVERTIBLE DEBENTURES | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 2 - DERIVATIVE LIABILITY/NOTES PAYABLE CONVERTIBLE DEBENTURES | In April of 2016 the Company’s sole convertible debenture was paid in full for $35,000. |
RELATED PARTY PAYABLE
RELATED PARTY PAYABLE | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 3 - RELATED PARTY PAYABLE | At December 31, 2016, the company is obligated for unpaid officer salaries and advances of $674,692. |
NOTE PAYABLE
NOTE PAYABLE | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Note 4 - NOTE PAYABLE | The Company is obligated on the following notes: 1. Third Party Individuals 67,826 2. Bank Credit Line * 67,595 3. Bank Loan 19,685 Total $ 155,106 *As of September 7, 2017, Gel-Del Technologies, Inc. was delinquent in the monthly payments of the Bank Credit Line and a Bank Credit Card through the same banking institution. The Company is in discussions with the bank regarding assuming and/or restructuring the Bank Credit Line having an outstanding balance of $50,000 and the Bank Credit Card having an outstanding balance of $10,000; both were originally incurred by Gel-Del Technologies, Inc. There are no assurances that the Company can restructure this note on favorable terms, if at all. The Company has a bank credit line of $75,000 At December 31, 2016 there was $7,405. of unused credit. Interest is at 6.5%. As mentioned above, as of September 7, 2017, the Company is in discussions with the bank regarding assuming and/or restructuring the Bank Credit Line, which was originally incurred by Gel-Del Technologies, Inc. The Company is indebted on a note bearing interest at prime plus 5.5% to a bank with a monthly payment of $2,786 and expiring in January, 2017. All assets of Gel-Del are pledged as collateral. On February 23, 2017, the Company paid this note in full and received a release of the collateral pledge in all assets of Gel-Del. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 5 - GOING CONCERN | As reflected in the accompanying condensed consolidated financial statements, the Company had no significant revenue and had a negative equity and material losses. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management intends to raise additional funds either through a private placement or through the public process. 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 the viability 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 generate funds. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
COMMON STOCK
COMMON STOCK | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 6 - COMMON STOCK | The Company issued 95,100 shares of common stock in the quarter ended June 30, 2015, of which 14,000 shares were for services valued at market for $56,000. 70,500 shares were issued for debt reduction of $282,000 and 10,600 shares for cash of $37,100. From July 1, 2015 to September 30, 2015 the Company issued 1,250 shares for an extension of a convertible debt consideration valued at market for an expense of $4,350. From October 1, 2015 to December 31, 2015 the Company issued 125,000 shares of stock for services valued at market which equaled $474,500. Some of the services are recognized over a one year contract with the unearned portion shown as prepaid expense. From January 1 to March 31, 2016 10,000 shares were issued for services of $24,750. In March 2016, the Company agreed to settle their convertible debt with interest by issuing 788,325 shares at $2.00 per share. The actual shares issuance occurred in April 2016. Also during this period the Company received $100,000 for stock in Gel-Del pursuant to a subscription agreement. From April 1, 2016 to June 30, 2016 the Company issued 953,142 shares of which 788,325 were issued to satisfy debt of $1,575,860, 40,000 shares for cash of $60,000, 97,432 shares for interest for a market value of $151,476 and the remainder of 27,000 shares for services valued at market for $42,363. From July 1, 2016 to September 30, 2016, the Company issued 136,525 shares of common stock in the quarter ended September 30, 2016, of which 110,025 shares were for services valued at market for $190,000, and 26,500 shares for cash of $39,750. From October 1, 2016 to December 31, 2016, the Company issued -0- shares of common stock in the quarter ended December 31, 2016, of which -0- shares were for services valued at market for $-0-, and -0- shares for cash of $-0-. |
AGREEMENT AND PLAN OF MERGER
AGREEMENT AND PLAN OF MERGER | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 7 - AGREEMENT AND PLAN OF MERGER | The Agreement and Plan of Merger was completed by the Company’s wholly-owned subsidiary, PetVivo Holdings Newco Inc. (“Newco”) and Gel-Del (the “Merger Agreement”). In accordance with the terms and provisions of the Merger Agreement, the Company effected a statutory merger transaction resulting in an exchange by the shareholders of Gel-Del on a pro rata basis of 100% of all outstanding Gel-Del capital stock in exchange for 5,540,000 shares of our restricted common stock, which represented approximately 30% of the total issued and outstanding shares of our common stock post-merger. On April 10, 2017, the Merger Agreement was consummated and the Company completed the acquisition of the total issued and outstanding shares of common stock of Gel-Del from the Gel-Del shareholders. The acquisition was completed and consummated through a statutory merger between Gel-Del and NewCo, which resulted in Gel-Del being the surviving entity and becoming our wholly-owned subsidiary. The Merger Agreement became effective upon the filing with the Secretary of State of Minnesota on April 10, 2017. Upon the effectiveness of the Merger Agreement, each share of Gel-Del common stock issued and outstanding immediately prior to the consummation of the Merger Agreement was converted into the right to receive 0.788 common share of the Company. Gel-Del did not have any outstanding options, warrants or other derivative securities or rights convertible into securities. Through this Merger Agreement, the Company acquired all of Gel-Del's technology and related patents and other intellectual property (IP) and production techniques, as well as Gel-Del's modern and secure biomedical product manufacturing facilities being jointly constructed by Gel-Del and the Company in Edina, Minnesota. In view of the completion of the Agreement and Plan of Merger, the shares of common stock were issued on or about September 5, 2017. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
NOTE 8 - SUBSEQUENT EVENTS | Effective March 8, 2017, John Lai and John Dolan each agreed to cash settlements of $43,625 for $174,500 of their past due compensation, which was subsequently converted into a total of 1,308,750 restricted shares of PetVivo Holdings common stock. Regarding John Lai, his converted shares were offset and reduced by 500,000 shares incident to a former escrow arrangement, resulting in Mr. Lai receiving 154,375 shares through this transaction. David Masters agreed to a cash settlement of $45,591.90 for $455,919 of his past due compensation and subsequently converted the cash settlement into 683,878 shares. Randall Meyer agreed to a cash settlement of $40,500 for $405,000 of his past due compensation and subsequently converted the cash settlement into 607,500 shares. All of the foregoing securities issuances were unregistered and made by the Company as non-public transactions, and accordingly exempt from registration in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended. On April 10, 2017, Upon the effectiveness of the Merger, each share of Gel-Del common stock outstanding immediately prior to the effective time of the Merger was converted into the right to receive 0.788 common share of the Company. Gel-Del had no outstanding options, warrants or other derivative securities or rights convertible into its securities. As a result of the Merger, the Company issued a total of 5,450,000 shares of its unregistered common stock to the pre-merger shareholders of Gel-Del common stock. The issuance of these shares of common stock of PetVivo is unregistered in reliance upon an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended. Effective April 10, 2017, On April 10 2017, On June 26, 2017 David Masters agreed to an adjusted cash settlement of $30,750 for $307,500 of his past due compensation and subsequently converted the adjusted cash settlement into 461,250 shares. Randall Meyer agreed to an adjusted cash settlement of $30,750 for $307,500 of his past due compensation and subsequently converted the adjusted cash settlement into 461,250 shares. John F. Dolan agreed to an adjusted cash settlement of $33,068.50 for $132,274 of his past due compensation and subsequently converted the adjusted cash settlement into 496,028 shares. John Lai agreed to a cash settlement of $29,979 for $119,918 of his past due compensation and subsequently converted the adjusted cash settlement into 449,692 shares. Effective July 17, 2017 |
SUMMARY OF SIGNIFICANT ACCOUN15
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Policies) | 9 Months Ended |
Dec. 31, 2016 | |
Summary Of Significant Accounting Policies And Organization Policies | |
Basis of Presentation | The accompanying condensed consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") and pursuant to the rules and regulations of the SEC. Certain information and note disclosures, which are included in annual financial statements, have been omitted pursuant to these rules and regulations. We believe the disclosures made in these interim unaudited financial statements are adequate to make the information not misleading. Although these interim financial statements at December 31, 2016 and for the three and nine months ended December 31, 2016 and 2015 are unaudited, in the opinion of our management, such statements include all adjustments (consisting of normal and normal recurring entries) necessary to present fairly our financial position, results of operations and cash flows for the periods presented. The results for the three months and nine months ended December 31, 2016 are not necessarily indicative of the results to be expected for the year ended March 31, 2017 or for any future period. These unaudited interim financial statements should be read and considered in conjunction with our audited financial statements and the notes thereto for the year ended March 31, 2016, included in our annual report on Form 10-K filed with the SEC. PetVivo Inc. was originally incorporated under the laws of the state of Minnesota on August 1, 2013. The financials are the result of a merger between Technologies Scan Corp., a corporation incorporated in the State of Nevada on March 31, 2009, now known as PetVivo Holdings, Inc., and PetVivo Inc. For accounting purposes the Company is treating the merger as a reverse merger whereby the financials presented are those of the surviving entity that, which is PetVivo Holdings, Inc. The merger was completed on April 10, 2017. PetVivo is in the business of distribution of medical devices and biomaterials for the treatment of afflictions and diseases in animals. On April 10, 2015 the Company agreed to acquire Gel-Del Technologies, Inc. On April 10, 2017, the Company finalized the acquisition of Gel-Del Technologies, Inc. |
Principles of Consolidation | The accompanying condensed consolidated financial statements include the accounts of PetVivo Holdings, Inc. and its wholly owned operating subsidiary, PetVivo Inc. as well as its variable interest entity (VIE) Gel-Del Technologies, Inc. and its subsidiary, Cosmeta Corp. All intercompany accounts have been eliminated upon consolidation. The consolidation including the VIE is included since PetVivo controls Gel-Del as well as the fact that an agreement for its acquisition has occurred. The accounting for the acquisition of Gel-Del Technologies, begun with the closing of the Security Exchange Agreement on April 10, 2015 and completed with the Agreement and Plan of Merger on April 10, 2017, at which time the Company issued 5,450,000 shares valued at market at $0.40 per share, which equaled $2,180,000 on the date of completion (April 10, 2017). |
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 reported period. Actual results could differ from those estimates. Significant estimates include estimated useful lives and potential impairment of property and equipment, estimate of fair value of share based payments and derivative instruments and recorded debt discount, valuation of deferred tax assets and valuation of in-kind contribution of services and interest. |
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. At December 31, 2016 and March 31, 2016, the Company had no cash equivalents. |
Concentration-Risk | The Company maintains its cash with various financial institutions, which may exceed federally insured limits throughout the period. |
Machinery & Equipment | Machinery and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of furniture fixtures and equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life of five (3) years for equipment, (5) years for automobile, and (7) years for furniture and fixtures. Upon sale or retirement of computer equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in statements of operations. |
Patents and Trademarks | The company capitalizes direct costs for their maintenance and advancement of their patents and trademarks and amortizes these costs over a useful life of 60 months. |
Loss Per Share | In accordance with the accounting guidance now codified as FASB ASC Topic 260, "Earnings 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. |
Revenue Recognition | The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, "Revenue Recognition". In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. Revenues consist of Kush product sales to veterinary clinics. |
Research and Development | The Company expenses research and development costs as incurred. |
Fair value of financial instruments | The Company applies the accounting guidance under Financial Accounting Standards Board ("FASB") ASC 820-10, "Fair Value Measurements" 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 payable, accrued expenses, notes payable, notes payable - related party, loan payable - related party and convertible notes payable. The carrying amount of the Company's financial instruments approximates their fair value as of December 31, 2016 and March 31, 2016, due to the short-term nature of these instruments. 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 notes 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 at December 31, 2016. The following liabilities were measured on the condensed consolidated balance sheets at fair value on a recurring basis utilizing significant unobservable inputs or Level 3 assumptions in their valuation. The following tables provide a reconciliation of the beginning and ending balances of the liabilities: Fair Value Change New Fair Value April 1, in fair Convertible Dec. 31, 2016 Value Notes Payment 2016 Notes payable at fair value $ 31,689 $ 3,311 $ - $ (35,000 ) $ - |
Recent Accounting Pronouncements | In August 2014, the FASB issued Accounting Standards Update "ASU" 2014-15 on "Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern". Currently, there is no guidance in U.S. GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments, effective for fiscal years beginning after December 15, 2016, require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition. All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable. |
SUMMARY OF SIGNIFICANT ACCOUN16
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Tables) | 9 Months Ended |
Dec. 31, 2016 | |
Summary Of Significant Accounting Policies And Organization Tables | |
Significant unobservable inputs | Fair Value Change New Fair Value April 1, in fair Convertible Dec. 31, 2016 Value Notes Payment 2016 Notes payable at fair value $ 31,689 $ 3,311 $ - $ (35,000 ) $ - |
NOTE PAYABLE (Tables)
NOTE PAYABLE (Tables) | 9 Months Ended |
Dec. 31, 2016 | |
Note Payable Tables | |
Note Payable | 1. Third Party Individuals 67,826 2. Bank Credit Line * 67,595 3. Bank Loan 19,685 Total $ 155,106 |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details) | 9 Months Ended |
Dec. 31, 2016USD ($) | |
Summary Of Significant Accounting Policies And Organization Details | |
Notes payable at fair value | $ 31,689 |
Change in fair value | 3,311 |
New convertible notes | |
Payment | (35,000) |
Notes payable at fair value |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION (Details Narrative) - USD ($) | Apr. 10, 2017 | Dec. 31, 2016 |
Furniture and Fixtures [Member] | ||
Assets estimated useful life | 7 years | |
Equipment [Member] | ||
Assets estimated useful life | 3 years | |
Automobile [Member] | ||
Assets estimated useful life | 5 years | |
Patents And Trademarks [Member] | ||
Assets estimated useful life | 5 years | |
Subsequent Event [Member] | Gel-Del Technologies, Inc. [Member] | ||
Common stock share issuable for merger considertion | 5,450,000 | |
Market value per share | $ 0.40 | |
Aggregate stock value | $ 2,180,000 |
DERIVATIVE LIABILITY_NOTES PA20
DERIVATIVE LIABILITY/NOTES PAYABLE CONVERTIBLE DEBENTURES (Details Narrative) | Apr. 30, 2016USD ($) |
Derivative Liabilitynotes Payable Convertible Debentures Details Narrative | |
Convertible debentures outstanding | $ 35,000 |
RELATED PARTY PAYABLE (Details
RELATED PARTY PAYABLE (Details Narrative) | Dec. 31, 2016USD ($) |
Related Party Payable Details Narrative | |
Unpaid officer salaries and advances | $ 674,692 |
NOTE PAYABLE (Details)
NOTE PAYABLE (Details) - USD ($) | Dec. 31, 2016 | Mar. 31, 2016 |
Note Payable Details | ||
Third Party Individuals | $ 67,826 | |
Bank Credit Line | 67,595 | |
Bank Loan | 19,685 | |
Total | $ 155,106 | $ 165,849 |
NOTE PAYABLE (Details Narrative
NOTE PAYABLE (Details Narrative) | 9 Months Ended |
Dec. 31, 2016USD ($) | |
Credit Line outstanding balance by Gel-Del Technologies | $ 50,000 |
Bank credit line | 75,000 |
Unused credit | $ 7,405 |
Interest rate | 6.50% |
Note bearing interest | 5.50% |
Monthly payment | $ 2,786 |
Note expiring date | January, 2017 |
Credit Card [Member] | |
Credit Line outstanding balance by Gel-Del Technologies | $ 10,000 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Mar. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2016 | Mar. 31, 2016 | |
Common Stock Details Narrative | |||||||||
Common stock issued for services, Shares | 110,025 | 27,000 | 10,000 | 125,000 | 14,000 | 0 | |||
Common stock issued for services, Amount | $ 190,000 | $ 42,363 | $ 24,750 | $ 474,500 | $ 56,000 | $ 232,500 | $ 555,250 | ||
Stock issued to reduce debt, Shares | 70,500 | ||||||||
Stock issued to reduce debt, Amount | $ 1,575,860 | $ 282,000 | |||||||
Common stock issued for cash, Shares | 26,500 | 40,000 | 10,600 | ||||||
Common stock issued for cash, Amount | $ 39,750 | $ 60,000 | $ 37,100 | $ 99,751 | $ 37,100 | ||||
Stock issued to extend debt, Shares | 1,250 | ||||||||
Convertible debt consideration valued for expense | $ 4,350 | ||||||||
Common stock shares issued | 136,525 | 953,142 | 95,100 | 0 | |||||
Stock issued for interest, Shares | 97,342 | ||||||||
Stock issued for interest, Amount | $ 151,476 | $ 151,476 | |||||||
Subscription received | $ 100,000 | ||||||||
Debt conversion converted instrument, shares issued | 788,325 | 788,325 | |||||||
Conversion price | $ 2 | $ 2 | $ 2 |
AGREEMENT AND PLAN OF MERGER (D
AGREEMENT AND PLAN OF MERGER (Details Narrative) - Gel-Del [Member] - $ / shares | 9 Months Ended | |
Dec. 31, 2016 | Apr. 10, 2017 | |
Common stock share issuable for merger considertion | 5,540,000 | |
Merger agreement description | The Company effected a statutory merger transaction resulting in an exchange by the shareholders of Gel-Del on a pro rata basis of 100% of all outstanding Gel-Del capital stock in exchange for 5,540,000 shares of our restricted common stock, which represented approximately 30% of the total issued and outstanding shares of our common stock post-merger. | |
Subsequent Event [Member] | ||
Merger agreement upon converted to share | $ 0.788 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Jun. 08, 2017 | Apr. 10, 2017 | Mar. 08, 2017 | Jul. 17, 2017 | Jun. 26, 2017 | Dec. 31, 2016 | Mar. 31, 2016 |
Trademarks and Patents Net | $ 2,020,458 | $ 3,245,662 | |||||
Share issued | 15,210,538 | ||||||
Subsequent Event [Member] | Gel-Del Technologies, Inc. [Member] | |||||||
Merger agreement upon converted to share receive | $ 0.788 | ||||||
Unregistered common stock shares issued | 5,450,000 | ||||||
Realized loss | $ 14,081,031 | ||||||
Trademarks and Patents Net | $ 673,340 | ||||||
Agreement transaction dated | Nov. 24, 2014 | ||||||
Market value per share | $ 0.40 | ||||||
Common stock share issuable for merger considertion | 5,450,000 | ||||||
Aggregate stock value | $ 2,180,000 | ||||||
Original amount recorded for securities exchange | 16,600,000 | ||||||
Impairment of Goodwill amount | $ 13,407,693 | ||||||
Subsequent Event [Member] | Mr. Hayne [Member] | |||||||
Officers compensation periodic payment | $ 5,500 | ||||||
Frequiently of monthly salary payment | 2,500 | ||||||
Salary payble | $ 8,000 | ||||||
Terms of employment agreement description | Mr. Hayne shall receive a base salary of $8,000 monthly, of which $2,500 is payable to him monthly and $5,500 is earned but deferred until the Company receives capital funding in an amount of at least $1,000,000. Upon receipt of such funding, Mr. Hayne shall be paid his deferred salary he has earned plus a monthly amount based on an annual rate of at least $96,000. | ||||||
Restricted common stock granted for bonus | 200,000 | ||||||
Share issuable inducement | 1,250,000 | ||||||
Share issued | 50,000 | ||||||
Escrow deposit share | 1,200,000 | ||||||
Subsequent Event [Member] | John Lai [Member] | |||||||
Acquired compensation due | $ 119,918 | ||||||
Settlement of acquired compensation due | $ 29,979 | ||||||
Common stock shares issuable reduced due to escrow arrangement | 500,000 | ||||||
Common stock shares receved due to transaction | 154,375 | ||||||
Subsequent Event [Member] | John Lai [Member] | Restricted Shares [Member] | |||||||
Shares issuable against settlement | 449,692 | ||||||
Subsequent Event [Member] | John F. Dolan [Member] | |||||||
Acquired compensation due | $ 132,274 | ||||||
Settlement of acquired compensation due | $ 33,069 | ||||||
Subsequent Event [Member] | John F. Dolan [Member] | Restricted Shares [Member] | |||||||
Shares issuable against settlement | 496,028 | ||||||
Subsequent Event [Member] | Randall Meyer [Member] | |||||||
Acquired compensation due | $ 307,500 | ||||||
Settlement of acquired compensation due | $ 30,750 | ||||||
Subsequent Event [Member] | Randall Meyer [Member] | Restricted Shares [Member] | |||||||
Shares issuable against settlement | 607,500 | 461,250 | |||||
Subsequent Event [Member] | David Masters [Member] | |||||||
Acquired compensation due | $ 455,919 | $ 307,500 | |||||
Settlement of acquired compensation due | $ 45,592 | $ 30,750 | |||||
Subsequent Event [Member] | David Masters [Member] | Restricted Shares [Member] | |||||||
Shares issuable against settlement | 683,878 | 461,250 | |||||
Subsequent Event [Member] | Four officers/directors [Member] | |||||||
Acquired compensation due | $ 1,209,919 | ||||||
Subsequent Event [Member] | Four officers/directors [Member] | Restricted Shares [Member] | |||||||
Shares issuable against settlement | 2,100,128 | 2,100,128 | |||||
Subsequent Event [Member] | Randall Meyer one [Member] | |||||||
Acquired compensation due | 405,000 | ||||||
Settlement of acquired compensation due | 40,500 | ||||||
Subsequent Event [Member] | John Lai and John Dolan [Member] | |||||||
Acquired compensation due | 174,500 | ||||||
Settlement of acquired compensation due | $ 43,625 | ||||||
Subsequent Event [Member] | John Lai and John Dolan [Member] | Restricted Shares [Member] | PetVivo Holdings [Member] | |||||||
Shares issuable against settlement | 1,308,750 |