INVO Fertility opens $15 million equity line to fund clinic acquisitions

Independent fertility clinics have become an active target for healthcare roll-up capital. Against that backdrop, INVO Fertility, Inc. (Nasdaq: IVF) disclosed on July 24, 2026 that it had entered into a purchase agreement with Alumni Capital LP. The deal gives the Sarasota, Florida-based company the right to sell up to $15 million of its common stock to fund the acquisition of established, profitable fertility clinics, with a potential ceiling of $50 million if both parties agree.

The mechanics of the Alumni Capital arrangement

The deal takes the form of an "Any Market Purchase Agreement," an on-demand equity line where INVO controls the timing and size of every draw. Three pricing formulas govern each sale. Under the first, INVO receives 94% of the lowest volume-weighted average price over the prior five business days, settling within five business days. The second pays 97% of the prior business day's lowest traded price, with a one-day settlement. A third, applicable only when the stock is not trading on an eligible market, prices shares at 85% of the lowest five-day traded price.

Nasdaq rules ordinarily cap share issuances at 19.99% of shares outstanding before an agreement, but INVO's stockholders approved exceeding that ceiling on July 23, 2026, the day before the pact was signed. Alumni Capital is separately barred from holding more than 9.99% of INVO's outstanding shares at any point under the arrangement.

The commitment fee is 1% of the commitment amount, payable either in cash within five business days of signing or in shares priced off a five-day VWAP once the required SEC registration statement is effective. If both parties agree in writing to raise the ceiling to $50 million, an additional 1% fee applies to the incremental amount.

Clinic roll-up as the commercial logic

INVO has been explicit about the intended use: acquiring established, profitable fertility clinics rather than building from scratch. Buying operating businesses means inheriting existing patient volume and referral networks from day one, which shortens the path to revenue compared with greenfield development.

That positions INVO as a consolidator in a sector where independent clinics still hold significant share. An equity line gives the company flexibility to time acquisitions against deal flow rather than commit to a fixed debt repayment schedule, a structural advantage in a market where acquisition timelines are rarely predictable.

The macro caveat

The arrangement cannot be drawn until an SEC registration statement on Form S-1 is declared effective, leaving the actual funding timeline subject to regulatory review. Market conditions at each draw date will determine which pricing option makes sense for INVO, and the stock price at that moment determines the dilution absorbed by existing shareholders. Those two variables sit between the $15 million commitment and any capital actually reaching the company.

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