NewGen to repurchase all outstanding convertible notes and warrants previously held by a significant investor in move to strengthen its capital structure Settlement to eliminate potential dilution from convertible notes and warrants Company views that this will position the Company’s market capitalization to be undervalued relative to net assets BANGKOK, June 16, 2026 (GLOBE NEWSWIRE) -- NewGenIVF Group Limited (Nasdaq: NIVF) (“NewGen” or the “Company”) today announced that it has entered into a Repurchase and Forbearance Agreement (the “Settlement Agreement”) with a significant investor (the “Investor”). Under the terms of the Settlement Agreement, NewGen will repurchase all outstanding convertible notes and warrants previously issued to the Investor (the “Original Securities”) pursuant to the securities purchase agreements entered into between the parties in August 2024 and April 2025 (the “Existing Securities Purchase Agreements”), and the Investor will forbear from converting the outstanding convertible notes, exercising the outstanding warrants, and effectuating additional closings under the Existing Securities Purchase Agreements, subject to the terms of the Settlement Agreement. The Original Securities consist of senior convertible notes and certain warrants issued under the Existing Securities Purchase Agreements, the outstanding amounts and terms of which are set forth in the Settlement Agreement and the Company’s prior filings with the SEC. Effective as of today, the Investor shall forbear conversion of existing notes, exercise of warrants, and effectuating additional closings under the Existing Securities Purchase Agreements, for so long as the Company is not in default of its obligations thereunder. The convertible notes will be repurchased and cancelled upon full payment of the note purchase price, and the warrants will be repurchased and cancelled upon full payment of the warrant purchase price, removing potential equity dilution. The Company expects to emerge from the Settlement Agreement with a more simplified capital structure that provides greater clarity for existing and prospective shareholders. The aggregate consideration under the Settlement Agreement is payable pursuant to a scheduled instalment payment plan extending through late 2027. The Company may prepay all or any portion of the outstanding amounts at any time without penalty. Details of the Settlement Agreement may be viewed in the Company’s Form-6-K filed with the SEC today. Management and the board believe that the extinguishment of the potential dilution represents a meaningful reset for the Company’s capital structure and equity value profile. Following the removal of these instruments, management believes the Company’s equity value will more accurately reflect its underlying net asset position and long-term value potential. The Company views that it is better positioned for improved investor visibility and continued execution of initiatives intended to enhance shareholder value. Alfred Siu, Founder, Chairman and Chief Executive Officer of NewGen, commented, “This settlement represents a pivotal moment for NewGen. By eliminating potential dilution from the convertible note and warrants, we believe we are strengthening our capital structure. With a clear capital structure, we believe the market will have greater clarity to recognize the intrinsic value of our diversified portfolio of assets. We remain committed to executing on our strategic initiatives and delivering long-term value for our shareholders.” The Company will continue to evaluate strategic alternatives to further enhance shareholder value, including potential future financings that do not carry similar dilutive overhang structures. With a clean capital structure in place, the Company is better positioned to pursue value-accretive strategic investments, including the potential expansion of its existing stake in K25.ai. In parallel, management recently adopted a Digital Asset Treasury strategy as part of its broader plan to diversify reserve assets and enhance long-term shareholder value. About NewGenIVF Group Limited NewGenIVF Group is a tech-forward, diversified, multi-jurisdictional growth company pursuing opportunities across real estate development, digital asset innovation and reproductive health solutions. The Company operates through “NewGenProperty,” focused on real estate development projects in the UAE’s Ras Al Khaimah Emirate; “NewGenDigital,” focused on digital asset and DeFi solutions; and “NewGenSup,” focused on health and longevity products and solutions. NewGenIVF’s legacy business involves IVF and assisted reproductive treatment services across Asia. To learn more, visit www.nivf.global. The information contained on, or accessible through, NewGenIVF’s website is not incorporated by reference into this press release and should not be considered part of this press release. Forward-Looking Statements This press release contains “forward-looking stat