8-K
filed December 15, 2025, 6:59 PM ET
ticker ALBT
CIK 0001630212
M&A
confidence high
sentiment neutral
materiality 0.70
Avalon GloboCare Corp. (ALBT): M&A transaction — Avalon GloboCare acquires RPM Interactive for $19.5M in Series E Preferred Stock; resolves Nasdaq equity deficiency
Avalon GloboCare Corp.
- Acquired RPM Interactive, a generative AI SaaS platform for automated short-form video, via merger with subsidiary Avalon Quantum AI.
- Issued 19,500 shares of Series E Non-Voting Convertible Preferred Stock with $19.5M stated value; convertible at $1.50 per share from May 12, 2026.
- Company believes stockholders' equity now exceeds $2.5 million Nasdaq minimum, resolving listing deficiency.
- Appointed Michael Mathews (CEO of Aspen Group) to board as director effective immediately after merger.
- Also issued $375,000 bridge note (net $300K) to Allen O Cage Jr., with $125K payments due Feb-Apr 2026.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Avalon GloboCare Corp. incurred loan of $375,000 with Allen O Cage Jr. maturing April 15, 2026.
- Instrument
- loan
- Principal
- $375,000
- Counterparty
- Allen O Cage Jr.
- Maturity
- April 15, 2026
- Event
- incurrence
Exact text from the filing
On December 11, 2025, Avalon GloboCare Corp., a Delaware corporation (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with Allen O Cage Jr., an individual (the “Holder”), pursuant to which the Company issued an unsecured bridge note (the “Note”) with a maturity date of April 15, 2026 (the “Maturity Date”), in the principal sum of $375,000 (the “Principal Sum”).
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Avalon GloboCare Corp.: Amended articles of incorporation to designate Series E Non-Voting Convertible Preferred Stock (effective 2025-12-12).
- Change
- charter amendment
- Effective
- 2025-12-12
Exact text from the filing
On December 12, 2025, the Company filed a certificate of designations of preferences, rights, and limitations of Series E Non-Voting Convertible Preferred Stock (the “Series E Certificate of Designations”) with the Department of State, Division of Corporations, of the State of Delaware, which provides for the designation of 19,500 shares of Series E Preferred Stock of the Company, par value $0.0001 per share, upon the terms and conditions as set forth in the Series E Certificate of Designations.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Avalon GloboCare Corp. completed an acquisition involving RPM INTERACTIVE, INC. for $19,500,000 (closed 2025-12-12).
- Action
- acquisition
- Counterparty
- RPM INTERACTIVE, INC.
- Consideration
- $19,500,000
- Closing
- 2025-12-12
Exact text from the filing
Delaware corporation (the “Company” or “Avalon”), acquired RPM INTERACTIVE, INC., a Nevada corporation (“RPM”), in accordance with the terms of the Agreement and Plan of Merger, dated December 12, 2025, as amended by Amendment No.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Avalon GloboCare Corp. entered into Purchase Agreement with Allen O Cage Jr. valued at $375,000 (effective 2025-12-11).
- Action
- entry
- Agreement
- credit facility
- Counterparty
- Allen O Cage Jr.
- Value
- $375,000
- Effective
- 2025-12-11
Exact text from the filing
On December 11, 2025, Avalon GloboCare Corp., a Delaware corporation (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with Allen O Cage Jr., an individual (the “Holder”), pursuant to which the Company issued an unsecured bridge note (the “Note”) with a maturity date of April 15, 2026 (the “Maturity Date”), in the principal sum of $375,000 (the “Principal Sum”).
View on SEC.gov
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