IVF — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-14

• HRCFG INVO, LLC (the “Alabama JV”) was originally established as a partnership with HRCFG, LLC (“HRCFG”). On June 24, 2026, we acquired HRCFG and the Alabama JV became a wholly owned subsidiary. The day to day clinical operations are handled by on site staff. Our corporate staff manages finance, bil…

• On July 24, 2026, we entered into an Any Market Purchase Agreement (the “AMPA”) with Alumni Capital LP (“Alumni”), pursuant to which we have the right, but not the obligation, to sell to Alumni up to $15 million of shares of our common stock (the “Commitment Amount”), which may be increased to up to…

• Our right to require purchases was conditioned on the effectiveness of a registration statement on Form S-1 covering the underlying shares. We filed the registration statement with the SEC on July 24, 2026, and the SEC declared it effective on August 4, 2026 (the “Effectiveness Date”), satisfying th…

• Issuances under the AMPA are subject to a Nasdaq exchange cap of 19.99% of shares outstanding immediately prior to signing, unless stockholder approval is obtained or an exception applies; our stockholders approved issuances in excess of this cap on July 23, 2026. Alumni’s beneficial ownership is se…

• We agreed to pay Alumni a commitment fee equal to 1% of the Commitment Amount (and, if applicable, 1% of any additional Commitment Amount), payable, at our election, in cash or in shares of common stock (or pre-funded warrants, at Alumni’s election) within five business days following the Effectiven…

Text removed vs the prior filing · source: 10-Q · 2026-06-22

• We established HRCFG INVO, LLC (the “Alabama JV”) with HRCFG, LLC (“HRCFG”). The responsibilities of HRCFG’s principals include providing clinical practice expertise, performing recruitment functions, providing all necessary training, and providing day-to-day management of the Alabama JV. Our respon…

• Both letters also stated that, in accordance with Nasdaq rules, we have 60 calendar days from the date of the 10-K Letter to submit a plan to regain compliance with the Timely Filing Rule. Should the Staff accept such plan, it could grant an exception of up to 180 calendar days from the 10-K Filing’…

• Our 10-K Filing was filed with the SEC on June 2, 2026. We received an additional letter from the Staff on June 9, 2026 indicating we were no longer noncompliant on our 10-K Filing but as the 10-Q Filing had not been completed, we were still noncompliant with the Timely Filing Rule.

• None of the above letters from the Staff had an immediate effect on the listing of our common stock.

• Cost of services for the three months ended March 31, 2026 was approximately $1.3 million, compared to approximately $1.0 million for the three months ended March 31, 2025. The increase of approximately $0.3 million or 23% directly correlates to the increase in clinic revenue.