Inspire Veterinary (Nasdaq: IVP) uses $5M preferred deal to address Nasdaq equity rules

Rhea-AI Filing Summary

Inspire Veterinary Partners, Inc. reported that Nasdaq previously notified the company on April 10, 2025 that its stockholders’ equity of $1,562,005 as of December 31, 2024 did not meet the Nasdaq Capital Market minimum under Listing Rule 5550(b)(1). The company submitted a compliance plan within the required 45-day window.

The company then entered into a Securities Purchase Agreement on July 28, 2025 for a private placement of up to 7,590 shares of Series B convertible preferred stock and accompanying warrants, with an aggregate offering amount of up to $10 million, to be sold in one or more closings. On July 29, 2025, it completed the first closing, issuing 6,340 shares of Series B Preferred Stock and 6,340,000 warrants for aggregate proceeds of approximately $5 million, received in cash and in securities in lieu of cash.

As of this report, the company believes that, because of the first closing of the private placement, it has regained compliance with Nasdaq’s stockholders’ equity requirement. Nasdaq will continue to monitor compliance, and the company may be subject to delisting if a future periodic report does not show that it remains in compliance.

Insights

Equity & Listing Standards Analyst

Inspire Veterinary uses a $5M preferred/warrant deal to address a Nasdaq equity deficiency but remains under ongoing listing scrutiny.

Inspire Veterinary Partners discloses that Nasdaq cited its stockholders’ equity of $1,562,005 as of December 31, 2024 as below the Nasdaq Capital Market minimum. The company responded with a plan and executed a private placement for up to 7,590 shares of Series B convertible preferred stock and related warrants, with an aggregate size of up to $10 million, structured in multiple closings.

The first closing on July 29, 2025 brought in approximately $5 million from 6,340 preferred shares and 6,340,000 warrants, paid partly in cash and partly via contributed securities. The company states it now believes this has restored compliance with Nasdaq’s stockholders’ equity requirement, improving its position relative to potential delisting tied to low equity levels.

However, Nasdaq will continue monitoring and can still move toward delisting if a subsequent periodic report does not demonstrate compliance. The actual impact for shareholders will depend on how the additional capital and the preferred stock and warrant structure affect future equity levels and reporting periods described in upcoming filings.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 20, 2025

INSPIRE VETERINARY PARTNERS, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41792		85-4359258
(State or other jurisdiction		(Commission File Number)		(I.R.S. Employer
of incorporation)				Identification No.)

780 Lynnhaven Parkway, Suite 400 Virginia Beach, VA		23452
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (757) 734-5464

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 $0.0001		IVP		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 8.01 Other Events.

As previously disclosed, on April 10, 2025, Inspire Veterinary Partners, (the “Company”) received a notice letter (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based on the Company’s stockholders’ equity of $1,562,005, as reported in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, the Company is no longer in compliance with the minimum stockholders’ equity requirement for continued inclusion on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1) (the “Stockholders’ Equity Requirement”).

The Company had 45 calendar days from the date of the Notice to submit its plan to regain compliance to Nasdaq, which was submitted on May 23, 2025.

Also, as previously disclosed, on July 28, 2025, the Company entered into a Securities Purchase Agreement with certain accredited investors for of up to 7,590 shares of Series B convertible preferred stock (“Series B Preferred Stock”) and accompanying warrants (“Warrants”) to purchase shares of the Company’s common stock (the “Private Placement”). The aggregate offering amount is up to $10 million, to be completed in one or more closings.

On July 29, 2025, the Company completed the first closing of the Private Placement, issuing 6,340 shares of Series B Preferred Stock and 6,340,000 Warrants for aggregate proceeds of approximately $5 million. Proceeds were received in cash and through the transfer of certain securities in lieu of cash.

As of the date of this Report on Form 8-K, the Company believes, as a result of the first closing of the Private Placement, it has regained compliance with the Stockholders’ Equity Requirement.

Nasdaq will continue to monitor the Company’s ongoing compliance with the stockholders’ equity requirement and, if at the time of its next periodic report the Company does not evidence compliance, it may be subject to delisting.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 20, 2025	INSPIRE VETERINARY PARTNERS, INC.
	By:	/s/ Kimball Carr
	Name:	Kimball Carr
	Title:	President and Chief Executive Officer

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FAQ

Why did Inspire Veterinary Partners (IVP) receive a notice from Nasdaq?

Inspire Veterinary Partners received a Nasdaq notice on April 10, 2025 because its stockholders’ equity was $1,562,005 as of December 31, 2024, which fell below the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market under Listing Rule 5550(b)(1).

How is Inspire Veterinary Partners (IVP) addressing its Nasdaq stockholders’ equity deficiency?

Inspire Veterinary Partners submitted a plan to Nasdaq within 45 days of the notice and entered into a Securities Purchase Agreement on July 28, 2025 for a private placement of up to 7,590 shares of Series B convertible preferred stock and accompanying warrants with an aggregate offering amount of up to $10 million.

What were the terms of the first closing of IVP’s private placement?

On July 29, 2025, Inspire Veterinary Partners completed the first closing of its private placement, issuing 6,340 shares of Series B Preferred Stock and 6,340,000 warrants for aggregate proceeds of approximately $5 million, received in cash and through transfer of certain securities in lieu of cash.

Has Inspire Veterinary Partners (IVP) regained compliance with Nasdaq’s equity requirement?

As of this report, Inspire Veterinary Partners states that, as a result of the first closing of the private placement, it believes it has regained compliance with Nasdaq’s minimum stockholders’ equity requirement under Listing Rule 5550(b)(1).

Can Inspire Veterinary Partners (IVP) still be delisted from Nasdaq?

Yes. Nasdaq will continue to monitor Inspire Veterinary Partners’ ongoing compliance with the stockholders’ equity requirement, and if a future periodic report does not evidence compliance, the company may be subject to delisting from the Nasdaq Capital Market.

What securities are involved in IVP’s private placement related to Nasdaq compliance?

The private placement involves up to 7,590 shares of Series B convertible preferred stock and accompanying warrants to purchase shares of Inspire Veterinary Partners’ common stock, with a total potential aggregate offering amount of up to $10 million.