Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Our common stock quoted on the OTC Bulletin Board under the Symbol "PVOTF". Our common stock was listed for quotation on April 13, 2010.
The following table reflects the high and low bid information for our common stock obtained from Stockwatch and reflects inter-dealer prices, without retail mark-up, markdown or commission, and may not necessarily represent actual transactions.
The high and low bid prices of our common stock for the periods indicated below are as follows:
OTC Bulletin Board (1)
Quarter Ended
High
Low
January 31, 2016
$ 1.10
$ 0.80
October 31, 2015
$ 1.07
$ 0.35
July 31, 2015
$ 0.37
$ 0.01
April 30, 2015
$ 0.40
$ 0.00
January 31, 2015
$ 0.068
$ 0.00
October 31, 2014
$ 0.068
$ 0.019
July 31, 2014
$ 0.12
$ 0.032
April 30, 2014
$ 0.395
$ 0.055
January 31, 2014
$ 0.17
$ 0.021
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(1) Over-the-counter market quotations reflect inter-dealer prices without retail mark-up, mark-down or commission, and may not represent actual transactions.
As of April 29, 2016, there were approximately 53 holders of record of our common stock. As of such date, 74,922,114 common shares were issued and outstanding.
Our common shares are issued in registered form. ClearTrust LLC, 16540 Pointe Village Drive, Suite 206, Lutz, Florida 33558, telephone number (813) 235-4490, is the registrar and transfer agent for our common shares.
Dividend Policy
We have not paid any cash dividends on our common stock and have no present intention of paying any dividends on the shares of our common stock. Our current policy is to retain earnings, if any, for use in our operations and in the development of our business. Our future dividend policy will be determined from time to time by our board of directors.
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Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities
Other than as set out below, we did not sell any equity securities which were not registered under the Securities Act during the year ended January 31, 2016 that were not otherwise disclosed on our quarterly reports on Form 10-Q or our current reports on Form 8-K filed during the year ended January 31, 2016.
Effective March 19, 2015, we entered into director services agreements with our past president and past director, Dr. BJ Bormann, and our directors, Dr. Wolfgang Renz and Dr. Patrick Frankham. Pursuant to the agreements each director shall provide director services to our company for a period of 24 months in consideration for 10,000,000 shares of our common stock payable in installments of 2,500,000 shares upon execution of the agreement, 2,500,000 after 6 months, 2,500,000 after 12 months and 2,500,000 after 24 months. Also effective March 19, 2015, we entered into a management consulting agreement with Dr. Giora Davidai. Pursuant to the agreement Dr. Davidai shall provide consulting services to our company for a term of 12 months renewable by mutual agreement for an additional 12 months. In consideration of the services, we agreed to pay to Dr. Davidai 10,000,000 shares of our common stock payable in installments of 2,500,000 share upon execution of the agreement, 2,500,000 after 6 months, or 2,500,000 after 12 months and 2,500,000 after 24 months (subject to renewal of the term). On March 20, 2015, we issued 40,000,000 common shares payable to Drs. Bormann, Renz, Frankham and Davidai pursuant to the above described agreements. The common shares not yet earned or payable were held in escrow to be released to the directors or consultant in accordance with the terms of their respective agreements. The 40,000,000 common shares were issued to two (2) US persons in reliance on Rule 506 under Regulation D and/or Section 4(2) of the Securities Act of 1933 and to two (2) non-US persons (as that term is defined in Regulation S of the Securities Act of 1933), in offshore transactions relying on Regulation S of the Securities Act of 1933. Effective November 3, 2015, share cancellation/return to treasury agreements were entered into with Drs. Bormann, Renz, Frankham and Davidai. Pursuant to each of the agreements, Drs. Bormann, Renz, Frankham and Davidai have agreed to the cancellation of 10,000,000 common shares in the capital of our Company such that an aggregate of 40,000,000 common shares in the capital of our Company were cancelled. On February 11, 2016, the management consulting agreement with Dr. Davidai was terminated.
On April 15, 2015, we issued an aggregate of 2,500,000 shares of our common stock to two individuals for services rendered. The shares were issued at a deemed price of $0.10 per share. The 2,500,000 common shares were issued to two non-US persons (as that term is defined in Regulation S of the Securities Act of 1933), in offshore transactions relying on Regulation S of the Securities Act of 1933.
Effective July 24, 2015, we closed a private placement by issuing an aggregate of 1,400,000 shares of our common stock at prices of $0.10 and $0.20 per share, for gross proceeds of $240,000. We issued the securities to two (2) non U.S. persons (at that term as defined in Regulation S of the Securities Act of 1933), relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and three (3) U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) relying upon Rule 506 of Regulation D of the Securities Act of 1933.
Effective July 29, 2015, we entered into an advisory board agreement with Dr. Pravin Chaturvedi, who is our current president and director. Pursuant to the agreement, Dr. Chaturvedi shall provide advisory services to our company for a period of 12 months in consideration for 100,000 shares of our common stock payable in installments of 25,000 shares on August 1, 2015, 25,000 on January 31, 2016, 25,000 on July 31, 2016 and 25,000 on January 31, 2017. On September 21, 2015, we issued 100,000 common shares payable to Dr. Chaturvedi pursuant to the above described agreement. The common shares not yet earned or payable were held in escrow to be released to the advisor in accordance with the terms of the agreement. The 100,000 common shares were issued to a US person in reliance on Rule 506 under Regulation D and/or Section 4(2) of the Securities Act of 1933.
Also on September 21, 2015, we issued 100,000 shares of our common stock to a consultant for strategic advisory, investor relations and public relations services. We relied on Regulation D and/or Section 4(2) of the Securities Act of 1933.
Effective November 23, 2015 and December 4, 2015, we issued 4,512,500 and 237,500, respectively, shares of common stock to Clear Trust LLC, as nominee for the shareholders of IndUS, as consideration for the shares of IndUS acquired from such shareholders of IndUS. We relied on Regulation D and/or Section 4(2) of the Securities Act of 1933.
Effective November 20, 2015, we entered into an employment agreement with our president and director, Dr. Chaturvedi. Pursuant to the agreement, we agreed to pay Dr. Chaturvedi 25,000 shares of our common stock each month until a financing transaction is consummated. 8,333 shares of our common stock were issued on November 30, 2015 and 25,000 shares of our common stock were issued on each of the following dates: December 31, 2015, January 29, 2016, February 29, 2016 and March 31, 2016.
On February 29, 2016, we issued 100,000 shares of our common stock to two (2) consultants for investor and public relations services. We relied on Regulation D and/or Section 4(2) of the Securities Act of 1933.
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Equity Compensation Plan Information
Except as disclosed below, we do not have a stock option plan in favor of any director, officer, consultant or employee of our company.
Convertible Securities
As of April 29, 2016, we had outstanding options to purchase 13,450,000 shares of our common stock at exercise prices ranging from $0.10 to $0.70 and exercisable until November 30, 2020 to February 22, 2021. As of April 29, 2016, we had no warrants outstanding.
Purchase of Equity Securities by the Issuer and Affiliated Purchasers
We did not purchase any of our shares of common stock or other securities during our fourth quarter of our fiscal year ended January 31, 2016.
Item 6. Selected Financial Data
As a "smaller reporting company", we are not required to provide the information required by this Item.