INSPIRE VETERINARY PARTNER SEC Filings

Inspire Veterinary Partners, Inc. (IVP) has received a notice from Nasdaq stating that its common stock no longer meets the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2). The notice also explains that the company is not eligible for an automatic compliance period because it has completed reverse stock splits over the past one and two years with a cumulative ratio of 250 shares or more to one under Listing Rule 5810(c)(3)(A)(iv). Nasdaq has stated that IVP’s securities will be suspended from trading on the Nasdaq Capital Market at the opening of business on November 24, 2025, with a Form 25-NSE filed to remove the securities from listing and registration, unless the company appeals by November 20, 2025. IVP plans to request a hearing, which will temporarily halt the suspension or delisting process, but there is no assurance it will retain its Nasdaq listing.

Inspire Veterinary Partners (IVP) filed its Q3 2025 10‑Q, reporting quarterly revenue of $4,316,132, up modestly from $4,049,025 a year ago. The company posted a net loss of $2,526,273 for the quarter, improving from a $3,489,326 loss last year. For the nine months, revenue was $12,238,875 versus $13,270,973, with a net loss of $7,975,878 versus $10,297,539.

Total assets rose to $23,955,766 from $20,195,994, and stockholders’ equity increased to $4,168,681 from $1,562,005, aided by new financing. Cash used in operations was $3,555,276 year‑to‑date; cash, cash equivalents and restricted cash ended at $576,246. Interest expense was $559,111 in Q3 and $1,385,891 year‑to‑date.

The company disclosed “substantial doubt” about its ability to continue as a going concern due to recurring losses, an accumulated deficit of $44,326,158, and negative working capital of $5,894,301 as of September 30, 2025. IVP completed private placements of Series B preferred stock in July and September for approximately $6 million combined and recognized a $2,571,429 investment in equity securities. Nasdaq later confirmed compliance with its minimum stockholders’ equity requirement.

Inspire Veterinary Partners (IVP) entered a financing agreement, issuing two Senior Convertible Promissory Notes on November 5, 2025 to Keystone Capital Partners, LLC and Seven Knots, LLC. Each note has $178,571.43 principal with a 30% original issue discount, for a $125,000 purchase price per note, bears 10% annual interest paid monthly, and matures on August 5, 2026, unless earlier converted or repaid.

The notes are convertible at the holder’s option at a price equal to 90% of the lowest sale price over the 20 trading days before conversion, with an adjustment if the Company later issues at a lower price. A 4.99% beneficial ownership cap applies, adjustable up to 9.99% with notice. The Company must prepay 25% of gross proceeds from its existing equity line with Seven Knots at a 120% premium, and a $1,000,000 Qualified Financing triggers full repayment at a 120% premium. Upon default, amounts may be accelerated at 120% and interest increases to up to 24% per annum. Proceeds are for general working capital.

Inspire Veterinary Partners, Inc. will hold its 2025 Annual Meeting on December 10, 2025 at 10 a.m. ET as a virtual audio webcast. Stockholders will vote to elect seven directors and to ratify M&K CPAS, PLLC as the independent auditor for 2025. The Board recommends voting FOR all nominees and FOR auditor ratification.

The record date is October 14, 2025. As of that date, 3,647,610 Class A shares were outstanding (one vote per share) and 3,020,750 Class B shares were outstanding (25 votes per share), giving Class B holders 75,518,750 votes. A quorum requires at least 26,441,565 votes represented in person or by proxy.

On October 16, 2025, the company appointed M&K CPAS, PLLC and dismissed Kreit & Chiu CPA LLP. There were no disagreements reported; K&C previously identified material weaknesses in internal control, and its 2023–2024 audit reports included an explanatory paragraph on substantial doubt about going concern.

Inspire Veterinary Partners (IVP) changed auditors. On October 16, 2025, the company dismissed Kreit & Chiu CPA LLP and appointed M&K CPAS, PLLC as its independent registered public accounting firm to audit the financial statements for the year ended December 31, 2025. The Audit Committee approved the change.

The company reported no disagreements with Kreit & Chiu on accounting principles, disclosure, or audit procedures. Kreit & Chiu previously identified material weaknesses in internal control over financial reporting, and its audit reports for 2024 and 2023 included an explanatory paragraph expressing substantial doubt about the company’s ability to continue as a going concern. A letter from Kreit & Chiu dated October 21, 2025 is filed as Exhibit 16.1.

Inspire Veterinary Partners, Inc. (IVP) is filing an S-1 that describes a roll-up veterinary business model driven by acquisitions of individual hospitals and related real estate. For the six months ended June 30, 2025, the company reported $16.59M of revenue (flat year-over-year) and a net loss of $5.45M, and it sustained a net loss of $3.03M for the three months ended June 30, 2025. Management discloses substantial acquisitions completed since 2021 (multiple clinics with transaction values reported) and ongoing financing from notes, convertible instruments, a common stock purchase agreement and other debt.

The filing discloses notes payable of approximately $11.98M, elevated interest expense and non-cash charges that contributed to a going-concern statement: management says additional financing is required to continue operations for the next 12 months. The prospectus also notes a Nasdaq listing deficiency and potential dilution from a range of outstanding warrants, options and preferred conversions totaling material share counts.

Erinn Thomas-Mackey, a director of Inspire Veterinary Partners, Inc. (IVP), reported acquiring 1,447 shares of Class A common stock through the exercise of a stock option on 09/26/2024. The option had a listed exercise price of $17 and the transaction leaves Ms. Thomas-Mackey with 1,447 shares held directly. The Form 4 notes the reported share amounts were adjusted for a 25-for-1 reverse stock split effected by the issuer on 01/27/2025.

The filing also discloses that this Form 4 was submitted late due to an inadvertent administrative error and bears a signature date of 09/22/2025.

Inspire Veterinary Partners, Inc. (IVP) filed an S-1 registration statement describing an offering of Class A common stock and related resale registration rights with investor Seven Knots, LLC. The company discloses it has a limited operating history, is not profitable, and has generated U.S. net operating loss carryforwards that may be unusable if future taxable income does not materialize. IVP lists numerous operational and regulatory risks including challenges integrating acquisitions, recruiting and retaining veterinarians, cybersecurity and data risks, compliance with state and federal veterinary and controlled-substance laws, and Nasdaq listing deficiency notices. The prospectus summarizes outstanding and potentially issuable equity: 3,609,285 Class A shares outstanding as of September 16, 2025; multiple tranches of warrants, options and convertible preferred stock that together could materially increase diluted shares (examples include 7,593,000 shares from conversion of Series B preferred, 1,092,896+1,092,896 warrants at $1.83, and 9,450,000 shares reserved under the 2022 Equity Incentive Plan). The offering contemplates up to 35,000,000 Class A shares in this offering on a pro forma as-adjusted basis and describes conditions required for purchase agreement effectiveness.