---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-008723"
form_type: "8-K"
ticker: "IVF"
cik: "0001417926"
company_name: "INVO Fertility, Inc."
filed_at: "2023-03-23T23:59:59+00:00"
generated_at: "2026-06-17T17:55:12.337888+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# INVO signs binding agreements to acquire Wisconsin Fertility Institute for $10M

## Summary
- Purchase price $10M payable over 3 years: $2.5M cash at close, then $2.5M annually in cash or stock at fixed prices.
- Target generated ~$5.5M revenue and ~$1.9M net income (trailing 12 months ending Sep 30, 2022).
- Closing expected Q2 2023; clinic will become wholly owned subsidiary.
- Dr. Elizabeth Pritts remains lead physician for minimum 3 years post-close.
- Also issued $135K convertible notes ($0.60 conversion) and 5-year warrants ($1.00 exercise).

## SEC filing metadata
- accession: 0001493152-23-008723
- form_type: 8-K
- ticker: IVF
- cik: 0001417926
- company_name: INVO Fertility, Inc.
- filed_at: 2023-03-23T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1417926/000149315223008723/0001493152-23-008723-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1417926/000149315223008723/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-008723
- JSON: https://secwatch.observer/filing/0001493152-23-008723.json
- Plain text: https://secwatch.observer/filing/0001493152-23-008723.txt

## Key facts
- Debt Financings
  INVO Fertility, Inc. incurred convertible notes of $135,000 at ten percent (10%) per annum maturing December 31, 2023.
  - Instrument: convertible notes
  - Principal: $135,000
  - Rate: ten percent (10%) per annum
  - Maturity: December 31, 2023
  - Event: incurrence
  source text: the Company entered into definitive securities purchase agreements (the “Purchase Agreements”) with accredited investors for their purchase of (i) unsecured convertible notes of the Company in the aggregate original principal amount of $135,000 (the “Notes”) with a fixed conversion price of $0.60
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315223008723/0001493152-23-008723-index.htm
- Material Agreements
  INVO Fertility, Inc. entered into Purchase Agreements with accredited investors valued at $135,000 (effective 2023-03-17).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: accredited investors
  - Value: $135,000
  - Effective: 2023-03-17
  source text: On March 17, 2023, the Company entered into definitive securities purchase agreements (the “Purchase Agreements”) with accredited investors for their purchase of (i) unsecured convertible notes of the Company in the aggregate original principal amount of $135,000 (the “Notes”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315223008723/0001493152-23-008723-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.