Avalon GloboCare Corp. Files 8-K with Key Corporate Updates
Ticker: ALBT · Form: 8-K · Filed: Jan 10, 2025 · CIK: 1630212
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-governance
TL;DR
Avalon GloboCare filed an 8-K on Jan 6, 2025, covering material agreements, equity sales, and charter changes.
AI Summary
Avalon GloboCare Corp. filed an 8-K on January 10, 2025, reporting on several key events. These include entering into a material definitive agreement, unregistered sales of equity securities, and amendments to its articles of incorporation or bylaws. The filing also covers financial statements and exhibits, with the earliest reported event date being January 6, 2025.
Why It Matters
This 8-K filing signals significant corporate actions by Avalon GloboCare Corp., potentially impacting its operational structure, financing, and future strategic direction.
Risk Assessment
Risk Level: medium — The filing mentions unregistered sales of equity securities and amendments to corporate documents, which can introduce complexities and potential risks for investors.
Key Players & Entities
- Avalon GloboCare Corp. (company) — Registrant
- January 6, 2025 (date) — Earliest event reported
- January 10, 2025 (date) — Filing date
FAQ
What was the nature of the material definitive agreement entered into by Avalon GloboCare Corp.?
The filing indicates an entry into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
What were the terms of the unregistered sales of equity securities?
The filing confirms unregistered sales of equity securities occurred, but the specific terms, number of shares, or price are not detailed in the provided excerpt.
What amendments were made to Avalon GloboCare Corp.'s articles of incorporation or bylaws?
The filing states that amendments to articles of incorporation or bylaws were made, but the specific changes are not elaborated upon in the provided text.
What is the significance of the 'Financial Statements and Exhibits' item in this 8-K filing?
This item indicates that financial statements and other relevant exhibits are being filed as part of this report, providing further details on the company's financial status and the events described.
When was Avalon GloboCare Corp. incorporated and in which state?
Avalon GloboCare Corp. was incorporated in Delaware, as stated in the filing.
Filing Stats: 1,237 words · 5 min read · ~4 pages · Grade level 12.7 · Accepted 2025-01-10 17:00:23
Key Financial Figures
- $0.0001 — ch registered Common Stock, par value $0.0001 per share ALBT The Nasdaq Capital M
- $1,000 — D Preferred Stock has a stated value of $1,000 (the "Stated Value"). The Series D Pr
- $2 — es") at a conversion per share equal to $2.41, at the option of the holder, at any
Filing Documents
- ea0227364-8k_avalon.htm (8-K) — 41KB
- ea022736401ex10-1_avalon.htm (EX-10.1) — 41KB
- ea022736401ex10-2_avalon.htm (EX-10.2) — 25KB
- ex10-1_001.jpg (GRAPHIC) — 946KB
- ex10-1_002.jpg (GRAPHIC) — 1090KB
- ex10-1_003.jpg (GRAPHIC) — 1144KB
- ex10-1_004.jpg (GRAPHIC) — 1192KB
- ex10-1_005.jpg (GRAPHIC) — 1248KB
- ex10-1_006.jpg (GRAPHIC) — 1307KB
- ex10-1_007.jpg (GRAPHIC) — 891KB
- ex10-1_008.jpg (GRAPHIC) — 1225KB
- ex10-1_009.jpg (GRAPHIC) — 387KB
- ex10-1_010.jpg (GRAPHIC) — 154KB
- ex10-1_011.jpg (GRAPHIC) — 449KB
- ex10-1_012.jpg (GRAPHIC) — 354KB
- 0001213900-25-002723.txt ( ) — 14606KB
- albt-20250106.xsd (EX-101.SCH) — 3KB
- albt-20250106_lab.xml (EX-101.LAB) — 33KB
- albt-20250106_pre.xml (EX-101.PRE) — 22KB
- ea0227364-8k_avalon_htm.xml (XML) — 4KB
02. Unregistered
Item 3.02. Unregistered Sales of Equity Securities. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The securities described above have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state, and were offered and sold in reliance on the exemption from registration under the Securities Act afforded by Section 4(a)(2) thereof. Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On January 6, 2025, the Company filed a certificate of designations of preferences, rights, and limitations of Series D Convertible Preferred Stock (the "Series D Certificate of Designations") with the Department of State, Division of Corporations, of the State of Delaware, which provides for the designation of 5,000 shares of Series D Preferred Stock of the Company, par value $0.0001 per share, upon the terms and conditions as set forth in the Series D Certificate of Designations. Each share of Series D Preferred Stock has a stated value of $1,000 (the "Stated Value"). The Series D Preferred Stock shall rank (i) senior to the Company's common stock (the "Common Stock") and any other class or series of capital stock of the Company created hereafter, the terms of which specifically provide that such class or series shall rank junior to the Series D Preferred Stock, (ii) pari passu with any class or series of capital stock of the Company created hereafter specifically ranking, by its terms, on par with the Series D Preferred Stock, (iii) pari passu with the Series B Convertible Preferred Stock of the Company (the "Series B Preferred Stock") with respect to its rights, preferences and restrictions, and (iv) pari passu with the Series C Convertible Preferred Stock of the Company (the "Series C Preferred Stock"). Holders of the Series D Preferred Stock have no voting power except as otherwise required by the Delaware General C
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AVALON GLOBOCARE CORP. Dated: January 10, 2025 By: /s/ Luisa Ingargiola Name: Luisa Ingargiola Title: Chief Financial Officer 2