$IVF

INVO Fertility, Inc.

CIK:0001417926|SEC Filings

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Revenue:
Total revenue	$ 2,175,485	$ 1,863,654	$ 4,190,710	$ 3,500,839
Operating expenses:
Cost of services	1,352,665	1,090,540	2,634,912	2,131,485
Cost of goods sold	60,147	3,063	65,299	7,047
Selling, general, and administrative expenses	1,906,750	2,193,049	4,082,849	3,750,371
Impairment loss		1,397,353		1,397,353
Depreciation and amortization	145,573	169,737	288,271	404,199
Total operating expenses	3,465,135	4,853,742	7,071,331	7,690,455
Loss from operations	(1,289,650)	(2,990,088)	(2,880,621)	(4,189,616)
Other income (expense):
Gain (loss) from equity method joint ventures	(7,154)	(19,911)	15,014	(4,815)
Gain on remeasurement	2,452,032		2,452,032
Gain (loss) on change in fair value of warrant liability		1,660,160	(3,790,225)	1,660,160
Loss on debt extinguishment	(172,621)	(692,270)	(172,621)	(692,270)
Gain on settlement		939,500		939,500
Interest income	139,514		139,514
Interest expense	(177,227)	(440,596)	(357,550)	(748,435)
Total other income (expense)	2,234,544	1,446,883	(1,713,836)	1,154,140
Net income (loss) from continuing operations before income taxes	944,894	(1,543,205)	(4,594,457)	(3,035,476)
Provision for income taxes	56,154		56,154
Net income (loss) from continuing operations before income taxes	888,740	(1,543,205)	(4,650,611)	(3,035,476)
Discontinued operations (Note 6)
Loss on disposal of NTI		(1,534,517)		(1,534,517)
Loss on discontinued operations of NTI		(541,247)		(16,452,562)
Net income (loss)	$ 888,740	$ (3,618,969)	$ (4,650,611)	$ (21,022,555)
Income (loss) from continuing operations per share
Basic	$ 0.42	$ (155.31)	$ (2.48)	$ (405.93)
Diluted	0.35	(155.31)	(2.48)	(405.93)
Loss from discontinued operations per common share
Basic		(208.91)		(2,405.38)
Diluted		(208.91)		(2,405.38)
Income (loss) per common share:
Basic	0.42	(364.23)	(2.48)	(2,811.31)
Diluted	$ 0.35	$ (364.23)	$ (2.48)	$ (2,811.31)
Weighted average number of common shares outstanding:
Basic	2,105,595	9,936	1,873,019	7,478
Diluted	2,592,025	9,936	1,873,019	7,478
Clinic Revenue [Member]
Revenue:
Total revenue	$ 2,167,785	$ 1,832,094	$ 4,150,018	$ 3,453,647
Product [Member]
Revenue:
Total revenue	$ 7,700	$ 31,560	$ 40,692	$ 47,192

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended				6 Months Ended		12 Months Ended
	Jun. 30, 2026	Mar. 31, 2026	Jun. 30, 2025	Mar. 31, 2025	Jun. 30, 2026	Jun. 30, 2025	Dec. 31, 2025
Cash flows used in operating activities:
Net loss	$ 888,740	$ (5,539,351)	$ (3,618,969)	$ (17,403,586)	$ (4,650,611)	$ (21,022,555)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash stock compensation issued for services					95,181	668,805
Fair value of vested stock options					188,622	82,530
Non-cash compensation for services						90,000
Provision for credit losses					41,230
Amortization of discount on notes payable						350,179
(Gain) loss from equity method investment	7,154		19,911		(15,014)	4,815
Loss from debt extinguishment	172,621		692,270		172,621	692,270
Remeasurement of note receivable	(2,452,032)				(2,452,032)
Changes in fair value on warrant liability			(1,660,160)		3,790,225	(1,660,160)
Impairment loss						16,042,422
Loss on disposition						1,534,517
Gain on settlement						(999,500)
Depreciation and amortization					288,271	404,198
Changes in assets and liabilities:
Accounts receivable					(66,344)	(67,374)
Interest receivable					(139,514)
Inventory					(3,422)	7,153
Prepaid expenses and other current assets					(102,684)	(274,633)
Accounts payable and accrued expenses					(488,346)	(689,107)
Accrued compensation					137,671	216,480
Deferred revenue					66,601	232,491
Other current liabilities						(1,000,000)
Leasehold liability					35,936	9,407
Accrued interest					27,458	114,901
Deferred tax liabilities					56,129
Net cash used in operating activities					(3,018,022)	(5,263,155)
Cash used in investing activities:
Payments to acquire property, plant, and equipment					(19,571)	(23,527)
Cash received in acquisition					17,355
Payment for acquisition					(210,000)
Divesture of NAYA						(6,569)
Net cash used in investing activities					(212,216)	(30,096)
Cash from financing activities:
Proceeds from the sale of common stock, net of offering costs						8,747,902
Proceeds from sale of preferred stock						500,000
Proceeds from warrant exercise, net					7,094,845	1,024,637
Payment deferred acquisition consideration					(2,025,000)
Preferred stock redemption						(4,000,000)
Principal payments on notes payable					(184,504)	(1,171,503)
Net cash provided by financing activities					4,885,341	5,101,036
Increase (decrease) in cash					1,655,103	(192,215)
Cash at beginning of period		$ 2,077,842		$ 741,396	2,077,842	741,396	$ 741,396
Cash at end of period	$ 3,732,945		$ 549,181		3,732,945	549,181	$ 2,077,842
Supplemental disclosure of cash flow information:
Interest					415,496	283,348
Noncash activities:
Preferred stock redemption adjustment						521,922
Common and preferred stock issued upon conversion notes payable and accrued interest						2,050,000
Preferred stock exchange						1,188,000
Preferred stock issued for acquisition					400,000
Debt and accrued interest converted to common stock					288.00
Common stock issued for accounts payable					$ 5,192	$ 23,460

Consolidated Balance Sheets - USD ($)	Jun. 30, 2026	Dec. 31, 2025
Current assets
Cash	$ 3,732,945	$ 2,077,842
Accounts receivable, net of allowances of $110,871 and $69,641 as of June 30, 2026 and December 31, 2025, respectively	257,729	217,263
Inventory, net of allowances of $40,000 and $0 as of June 30, 2026 and December 31, 2025, respectively	251,290	225,253
Prepaid expenses and other current assets	360,801	241,145
Total current assets	4,602,765	2,761,503
Property and equipment, net	832,851	386,165
Lease right of use	2,151,844	1,286,217
Intangible assets, net	1,359,445	1,325,145
Goodwill	9,251,563	5,878,986
Investment in NAYA Therapeutics	2,466,810	2,466,810
Total assets	25,834,562	20,220,124
Current liabilities
Accounts payable and accrued liabilities	1,601,018	2,034,057
Accrued compensation	450,141	285,946
Deferred revenue	788,498	721,897
Lease liability, current portion	407,568	208,987
Additional payments for acquisition, current portion	2,098,000	3,925,000
Warrant liability		1,881,078
Other current liabilities	47,812
Total current liabilities	6,519,724	10,331,629
Lease liability, net of current portion	1,874,057	1,171,075
Liability for excess losses of equity method investee		448,474
Notes payable – net of current portion	513,386	744,725
Deferred tax liability	56,129
Other liabilities, net of current portion	79,688
Additional payments for acquisition, net of current portion	300,000	300,000
Total liabilities	9,342,984	12,995,903
Stockholders’ equity
Common Stock, $.0001 par value; 50,000,000 shares authorized; 2,295,035 and 477,366 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively	229	239
Additional paid-in capital	112,126,967	96,187,026
Accumulated deficit	(96,035,618)	(91,369,403)
Total stockholders’ equity	16,491,578	7,224,221
Total liabilities and stockholders’ equity	25,834,562	20,220,124
Series C-2 Preferred Stock [Member]
Stockholders’ equity
Preferred stock, value		2,406,359
Series D Preferred Stock [Member]
Stockholders’ equity
Preferred stock, value	400,000
Nonrelated Party [Member]
Current assets
Note receivable	5,169,284	5,029,770
Current liabilities
Notes payable	505,298	394,664
Related Party [Member]
Current assets
Note receivable		1,085,528
Current liabilities
Notes payable	$ 621,389	$ 880,000