NewGenIvf Group Limited has announced a private placement of up to $3,500,000 principal amount of unsecured convertible notes which consist of two tranches, an initial tranche of an aggregate principal amount of notes of up to $1,750,000 and including an original issue discount of up to $122,500 and subsequent tranches of an aggregate principal amount of notes of up to $1,750,000 and including an original issue discount of up to $122,500 on February 29, 2024. The notes bear an interest rate of 12.75% per annum and will have an initial maturity date of six (6) months from the issuance date. The company will issue 295,000 ordinary shares shares at a 100% conversion rate.

The transaction involves investor participation of JAK Opportunities VI LLC. All the securities issued under the offering is subject to a lock-up period of 180 days after each closing of the notes. The securities to be offered in reliance on Regulation D.