SARASOTA, Fla., Nov. 28,
2023 /PRNewswire/ -- INVO Bioscience, Inc. (Nasdaq:
INVO) ("INVO" or the "Company"), a healthcare services company
focused on expanding access to advanced fertility treatment
worldwide with its INVOcell® medical device and the intravaginal
culture ("IVC") procedure it enables, today announced the Company
received notice from The Nasdaq Capital Market, LLC ("Nasdaq"),
dated November 22, 2023, informing
INVO that it has regained compliance with the minimum stockholders'
equity requirement as set forth under NASDAQ Listing Rule
5550(b)(1) for continued listing on Nasdaq. The Company will
be subject to a mandatory panel monitor for a period of one year
from the date of the notification.
Nasdaq had previously notified INVO on November 23, 2022 that INVO was not in compliance
with the minimum stockholders' equity rule because it failed to
maintain stockholders' equity of at least $2,500,000. In order to regain compliance
with the rule, the Company was required to demonstrate
stockholder's equity of at least $2,500,000.
On November 20, 2023, the Company
entered into a share exchange agreement with Cytovia Therapeutics
Holdings, Inc. ("Cytovia") for Cytovia's acquisition of 1,200,000
shares of the Company's newly designated Series B Preferred Stock
in exchange for 163,637 shares of common stock of NAYA Biosciences
Inc. ("NAYA") held by Cytovia valued at $6,000,000. On November
20, 2023, the Company and Cytovia closed on the exchange of
shares. Prior to the share exchange, Cytovia owned $50,000,000 in NAYA shares which it received as
partial consideration for the acquisition by NAYA of two NK Engager
bi-specific antibodies targeting, respectively, GPC3 for the
treatment of Hepatocellular Carcinoma and CD38 for the treatment of
Multiple Myeloma.
As a result of the exchange and based on the significant
reduction in net loss demonstrated in INVO's Form 10-Q for the
quarter ended September 30, 2023, the
ongoing and further expected reduction in certain operating costs,
including the end of research and development expenses related to
securing FDA clearance for the INVOcell label update, and profits
from the operations of our previously-acquired clinic, Wisconsin
Fertility Institute, the Company's stockholders' equity was
sufficient to maintain its Nasdaq listing.
As previously noted on October 23,
2023, INVO and NAYA, a company dedicated to increasing
patient access to breakthrough treatments in oncology and
regenerative medicine, jointly announced that they had entered into
a definitive merger agreement (the "Merger") for INVO to acquire
NAYA Biosciences in an all-stock transaction. Both companies
are continuing to work on outstanding closing conditions for the
contemplated merger including, without limitation, the
effectiveness of a registration statement on Form S-4 to be filed
by the Company, the approval of the merger by INVO's stockholders
and NAYA's stockholders, and the completion of equity
financings.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, Section 21E of the Securities Exchange Act of 1934, as
amended, or the Private Securities Litigation Reform Act of 1995.
All statements other than statements of historical facts included
in this press release are forward-looking statements. In some
cases, forward-looking statements can be identified by words such
as "believe," "intend," "expect," "anticipate," "plan,"
"potential," "continue," or similar expressions. Such
forward-looking statements include risks and uncertainties, and
there are important factors that could cause actual results to
differ materially from those expressed or implied by such
forward-looking statements. These factors, risks, and uncertainties
are discussed in INVO Bioscience's filings with the Securities and
Exchange Commission. Investors should not place any undue reliance
on forward-looking statements since they involve known and unknown
uncertainties and other factors which are, in some cases, beyond
INVO Bioscience's control which could, and likely will, materially
affect actual results, levels of activity, performance or
achievements. Any forward-looking statement reflects INVO
Bioscience's current views with respect to future events and is
subject to these and other risks, uncertainties and assumptions
relating to operations, results of operations, growth strategy and
liquidity. INVO Bioscience assumes no obligation to publicly update
or revise these forward-looking statements for any reason, or to
update the reasons actual results could differ materially from
those anticipated in these forward-looking statements, even if new
information becomes available in the future. The contents of any
website referenced in this press release are not incorporated by
reference herein.
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SOURCE INVO Bioscience, Inc.