UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry Into a Material Definitive Agreement
On December 18, 2023, PetVivo Holdings, Inc. (the “Company”) entered into a Distribution Agreement (the “Agreement” or “Distribution Agreement”) with Covetrus North America, LLC (“Covetrus”), which has an effective date of January 1, 2024. Pursuant to the Agreement, the Company appointed Covetrus on a non-exclusive basis as the Company’s distributor with the right to promote, market, distribute, and sell the Company’s products specifically identified on a products list (the “Products”) for one (1) year within the United States, including the District of Columbia and all its possessions and territories, with the exception of Puerto Rico. All customers to whom Covetrus sells the Products must be licensed veterinarians. The initial products are small and large syringes for small and large animal veterinarians, respectively. The Company will sell its products to Covetrus at prices set forth on a pricing list, which may change from time to time. Covetrus is solely responsible for determining the price at which it sells the Products to it customers. The Company will also provide Covetrus with certain financial incentives based on the number of Products sold.
The Agreement has an initial term of one (1) year (the “Initial Term”), after which the Agreement shall automatically renew for subsequent terms of one (1) year (each, a “Renewal Term”, and collectively with the Initial Term, the “Term”), unless either party elects not to renew the Term by providing written notice to the other party at least 30 days’ prior to the end of the then current Term. Either party (a) may terminate without cause by giving written notice to the other party at least 30 days before the end of the then current Term, in which case the Agreement shall terminate upon the expiration of the then current Term, and (b) may terminate with cause, effective immediately, by giving written notice to the other party if, among other things, (i) the other party fails to pay an amount due under the Agreement or commits a material breach of the Agreement that is irremediable or not remedied within 90 days after receiving written notice requesting that such issue be remedied, or (ii) upon the bankruptcy or insolvency of the other party.
The Company made certain representations and warranties in the Agreement and agreed to indemnify Covetrus against certain damages and losses.
The foregoing description of the terms of the Distribution Agreement is not complete and is qualified in its entirety by reference to the Distribution Agreement, a copy of which the Company intends to file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended December 31, 2023. The Company intends to redact certain confidential portions of the Distribution Agreement upon filing because such confidential portions are not material and would be competitively harmful to the Company if publicly disclosed.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PETVIVO HOLDINGS, INC. | ||
| Date: December 22, 2023 | By: | /s/ John Lai |
| Name: | John Lai | |
| Title: | Chief Executive Officer | |
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