Source-grounded facts extracted from Avalon GloboCare Corp.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Avalon GloboCare Corp. entered into Mortgage and Security Agreement dated March 27, 2024 (Mast Hill Mortgage) with Mast Hill Fund L.P. valued at $2,200,000.00 combined principal sum (effective 2024-03-27).
“On March 27, 2024, Avalon Globocare Corp. (the "Company") entered into a Mortgage and Security Agreement (the "Mast Hill Mortgage") with Mast Hill Fund L.P. ("Mast Hill") to secure the payment performance and obligation under certain follow-up financing agreements described below.”
Avalon GloboCare Corp. entered into Membership Interest Purchase Agreement with Wenzhao Lu valued at $3,000,000 (effective 2023-11-17).
“On November 17, 2023, Avalon Globocare Corp., a Delaware corporation (the “Company”), entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Wenzhao Lu (the “Purchaser”), pursuant to which (i) the Purchaser acquired from the Company 30% of the total outstanding membership interests of Avalon RT 9 Properties, LLC, a wholly owned subsidiary of the Company (“Avalon RT9”) for a cash purchase price of $3,000,000”
Avalon GloboCare Corp. received a nasdaq noncompliance notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“November 3, 2023, Avalon GloboCare Corp. (the “Company”) received written notice (the “Notice”) from the Nasdaq Stock Market, LLC (“Nasdaq”) that the closing bid price for the Company’s common stock had been below $1.00 per share for the previous 30 consecutive business days, and that the Company is therefore not in compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market as set forth in Nasdaq Listing Rule 5550(a)(2). The Notice has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market. In accordanc”
Avalon GloboCare Corp. incurred senior notes of $350,000.00 with Firstfire Global Opportunities Fund, LLC at 13%.
“Firstfire acquired the Notes with principal amount of $350,000.00 and paid the purchase price of $332,500.00 after an original issue discount of $17,500.00”
Avalon GloboCare Corp. incurred senior notes of $350,000.00 with Mast Hill Fund, L.P. at 13%.
“Mast Hill acquired the Notes with principal amount of $350,000.00 and paid the purchase price of $332,500.00 after an original issue discount of $17,500.00”
Avalon GloboCare Corp. entered into Mortgage and Security Agreement with Mast Hill Fund, L.P. and Firstfire Global Opportunities Fund, LLC valued at Secures payment performance and obligation under the Notes in the combined principal sum of $700,000 (effective 2023-10-09).
“On October 9, 2023, the Company entered into mortgage and security agreement (the “Mortgage and Security Agreement”) with Mast Hill and Firstfire (the “Secured Parties”) to secure the payment performance and obligation under the Notes.”
Avalon GloboCare Corp. entered into Security Agreements with Mast Hill Fund, L.P. and Firstfire Global Opportunities Fund, LLC valued at Security interest in certain property of the Company and its subsidiaries to secure obligations unde (effective 2023-10-09).
“The Company and its subsidiaries have entered into that certain security agreements (the “ Security Agreements ”), creating a security interest in certain property of the Company and its subsidiaries to secure the prompt payment, performance and discharge in full of all of the Company’s obligations under the Notes.”
Avalon GloboCare Corp. entered into Securities Purchase Agreements with Mast Hill Fund, L.P. and Firstfire Global Opportunities Fund, LLC valued at 13% senior secured promissory notes in the aggregate principal amount of $700,000.00, convertible in (effective 2023-10-09).
“On October 9, 2023, AVALON GLOBOCARE CORP. (the “ Company ”) entered into securities purchase agreements (the “ Securities Purchase Agreements ”) with Mast Hill Fund, L.P. (“Mast Hill”) and Firstfire Global Opportunities Fund, LLC. (“Firstfire”) for the issuance of 13% senior secured promissory notes in the aggregate principal amount of $700,000.00 (collectively the “ Notes ”) convertible into shares of common stock, par value $0.0001 per share, of the Company, as well as the issuance of up to 70,000 shares of common stock as a commitment fee and warrants for the purchase of up to 105,000 shares of Common Stock at an initial price per share of $2.50 and common share purchase warrants for the purchase of up to 87,500 shares of Common Stock at an initial price per share of $1.80 (collectively, the “October 2023 Warrants”).”
Avalon GloboCare Corp. shareholders approved Advisory vote on frequency of future advisory votes on executive compensation at the 2023-10-12 meeting.
“ONE YEAR TWO YEARS THREE YEARS ABSTAIN BROKER NON-VOTES 5,529,740 21,533 3,545 2,631 1,707,228”
Avalon GloboCare Corp. shareholders approved Advisory vote on compensation of named executive officers at the 2023-10-12 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES 5,517,897 32,782 6,770 1,707,228”
Avalon GloboCare Corp. shareholders approved Approve the Amended and Restated 2020 Stock Incentive Plan (Plan Proposal) at the 2023-10-12 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES 5,451,360 87,665 18,424 1,707,228”
Avalon GloboCare Corp. shareholders approved Approve the Note Share Issuance Proposal (potential issuance of shares pursuant to May and July securities purchase agreements, notes, and warrants) at the 2023-10-12 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES 5,518,830 20,888 17,731 1,707,228”
Avalon GloboCare Corp. shareholders approved Approve the Preferred Share Issuance Proposal (potential issuance of shares upon conversion of Series A and Series B Convertible Preferred Stock in connection with acquisition of Laboratory Services MSO, LLC) at the 2023-10-12 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES 5,518,824 21,487 17,138 1,707,228”
Avalon GloboCare Corp. shareholders approved Ratify the appointment of Marcum LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-10-12 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES 7,218,220 13,827 32,630 N/A”
Avalon GloboCare Corp. shareholders approved Election of seven directors at the 2023-10-12 meeting.
“FOR WITHHELD BROKER NON-VOTES Wenzhao Lu 5,528,621 28,828 1,707,228 David Jin, MD, PhD 5,550,026 7,423 1,707,228 Steven A. Sanders 5,503,532 53,917 1,707,228 Lourdes Felix 5,525,718 31,731 1,707,228 Wilbert J. Tauzin II 5,530,783 26,666 1,707,228 William B. Stilley, III 5,502,958 54,491 1,707,228 Tevi Troy 5,503,496 53,953 1,707,228”
Avalon GloboCare Corp. incurred convertible notes of $500,000.00 with Firstfire Global Opportunities Fund, LLC at 13%.
“On July 6, 2023, AVALON GLOBOCARE CORP. (the “ Company ”) entered into securities purchase agreements (the “ Securities Purchase Agreements ”) with Firstfire Global Opportunities Fund, LLC (“ Firstfire ”) for the issuance of 13% senior secured promissory notes in the aggregate principal amount of $500,000.00”
Avalon GloboCare Corp. entered into Securities Purchase Agreements with Firstfire Global Opportunities Fund, LLC valued at $500,000.00 (effective 2023-07-06).
“On July 6, 2023, AVALON GLOBOCARE CORP. (the “ Company ”) entered into securities purchase agreements (the “ Securities Purchase Agreements ”) with Firstfire Global Opportunities Fund, LLC (“ Firstfire ”) for the issuance of 13% senior secured promissory notes in the aggregate principal amount of $500,000.00”
Avalon GloboCare Corp. entered into Sales Agreement with Roth Capital Partners, LLC valued at up to $3,500,000 (effective 2023-06-16).
“On June 16, 2023, Avalon GloboCare Corp. (the “Company”) entered into that certain sales agreement (the “Sales Agreement”) with Roth Capital Partners, LLC (“Roth”), as sales agent, pursuant to which the Company may issue and sell, from time to time, through Roth, shares of its common stock, par value $0.0001 per share (the “Common Stock”).”
Avalon GloboCare Corp. incurred convertible notes of $1,500,000.00 with Mast Hill Fund, L.P. at 13%.
“On May 23, 2023, AVALON GLOBOCARE CORP. (the “ Company ”) entered into securities purchase agreements (the “ Securities Purchase Agreements ”) with Mast Hill Fund, L.P. (“ Mast Hill ”) for the issuance of 13% senior secured promissory notes in the aggregate principal amount of $1,500,000.00 (collectively the “ Notes ”) convertible into shares of common stock, par value $0.0001 per share, of the Company, as well as the issuance of up to 75,000 shares of common stock as a commitment fee and warrants for the purchase of up to 230,000 shares of common stock of the Company.”
Avalon GloboCare Corp. incurred mortgage of $1,000,000.00 with S&P Principal LLC at accrue interest at the annual rate of 13.0% maturing October, 2025.
“On May 18, 2023, the Company, as sole member of Avalon RT9 Properties, LLC, a New Jersey limited liability company (“ Avalon RT9 ”), authorized Avalon RT9 to execute and deliver, that certain balloon mortgage note, dated May 24, 2023 in favor of S&P Principal LLC (the “ Lender ”) in the original principal amount of $1,000,000.00 (the “ Balloon Mortgage Note ”), which Balloon Mortgage Note shall accrue interest at the annual rate of 13.0% and be paid in monthly installments of interest-only in the amount of $10,833.33 commencing in June, 2023 and continuing through October, 2025 (at which point any unpaid balance of principal, interest and other charges shall be due and payable), and be secured by a second-lien mortgage on certain real property and improvements located at 4400 Route 9, Freehold, Monmouth County, New Jersey, as evidenced by that Second Mortgage and Security Agreement dated May 24, 2023 (the “ Mortgage ”).”
Avalon GloboCare Corp. entered into Securities Purchase Agreement (Convertible Note Financing) with Mast Hill Fund, L.P. valued at aggregate principal amount of $1,500,000.00, convertible into common stock at $4.5 per share, with w (effective 2023-05-23).
“Convertible Note Financing On May 23, 2023, AVALON GLOBOCARE CORP. (the “ Company ”) entered into securities purchase agreements (the “ Securities Purchase Agreements ”) with Mast Hill Fund, L.P. (“ Mast Hill ”) for the issuance of 13% senior secured promissory notes in the aggregate principal amount of $1,500,000.00 (collectively the “ Notes ”) convertible into shares of common stock, par value $0.0001 per share, of the Company, as well as the issuance of up to 75,000 shares of common stock as a commitment fee and warrants for the purchase of up to 230,000 shares of common stock of the Company.”
Avalon GloboCare Corp. entered into Balloon Mortgage Note with S&P Principal LLC valued at $1,000,000.00 principal amount, 13% annual interest (effective 2023-05-24).
“Balloon Mortgage Note On May 18, 2023, the Company, as sole member of Avalon RT9 Properties, LLC, a New Jersey limited liability company (“ Avalon RT9 ”), authorized Avalon RT9 to execute and deliver, that certain balloon mortgage note, dated May 24, 2023 in favor of S&P Principal LLC (the “ Lender ”) in the original principal amount of $1,000,000.00 (the “ Balloon Mortgage Note ”), which Balloon Mortgage Note shall accrue interest at the annual rate of 13.0% and be paid in monthly installments of interest-only in the amount of $10,833.33 commencing in June, 2023 and continuing through October, 2025 (at which point any unpaid balance of principal, interest and other charges shall be due and payable), and be secured by a second-lien mortgage on certain real property and improvements located at 4400 Route 9, Freehold, Monmouth County, New Jersey, as evidenced by that Second Mortgage and Security Agreement dated May 24, 2023 (the “ Mortgage ”).”
Avalon GloboCare Corp. reported the twelve months ended December 31, 2022 results: revenue $14.7 million, net income $6.3 million.
“LSM 2022 Financial Highlights · Revenue was $14.7 million · Gross profit was $8.1 million · Total operating expense was $2.4 million · Net income was $6.3 million”
Avalon GloboCare Corp. completed an acquisition involving SCBC Holdings LLC for $21,000,000 (closed 2023-02-09).
“Services MSO (the “ Purchased Interests ”), free and clear of all liens (the “ Transaction ”). The consideration paid by Buyer to Seller for the Purchased Interests consisted of $21,000,000, which comprised of (i) $9,000,000 in cash, (ii) $11,000,000 pursuant to the issuance of 11,000 shares of the Company’s newly designated Series B Convertible Preferred Stock (the “”
Avalon GloboCare Corp. entered into Amended MIPA with Seller.
“he Series B Preferred Stock to the Seller, the terms of which are set forth below. The Company designated up to 15,000 shares of the”
Avalon GloboCare Corp. received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).
“January 20, 2023, the Company received a letter from the Staff of Nasdaq indicating that it has regained compliance with the Minimum Bid Requirement and this matter is now closed. SIGNATURES Pursuant to the requirements of the Securities and 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 23, 2023 By: /s/ Luisa Ingargiola Name: Luisa Ingargiola Title: Chief Financial Officer”
Avalon GloboCare Corp.: Effected a 1-to-10 reverse stock split of common stock via a Certificate of Amendment to the Certificate of Incorporation (effective 2023-01-05).
“On December 22, 2022, the Company, filed a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of the State of Delaware (the "Certificate of Amendment"), which effected a reverse stock split of its common stock at a ratio of 1-to-10 with an effective time of, 12:01 a.m. eastern time, January 5, 2023”
Avalon GloboCare Corp. shareholders approved Ratify the appointment of MARCUM LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022. at the 2022-12-29 meeting.
“(2) Ratify the appointment of MARCUM LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022. This matter was determined based on majority of the shares cast. For Against Abstain 71,144,419 77,386 62,977”
Avalon GloboCare Corp. shareholders approved Elect six directors until his successor is duly elected and qualified, or until his earlier death, resignation or removal. at the 2022-12-29 meeting.
“(1) Elect six directors until his successor is duly elected and qualified, or until his earlier death, resignation or removal. The six directors receiving the highest vote were appointed to the board. The following Directors were elected to the board. For Withheld Wenzhao “Daniel” Lu 53,982,841 590,963 David Jin, MD, PhD 54,000,145 573,659 Steven A. Sanders 53,931,438 642,366 Wilbert J. Tauzin, II 53,984,652 589,152 William B. Stilley, III 53,939,369 634,435 Tevi Troy 53,939,946 633,858”
Avalon GloboCare Corp.: Filed Certificate of Designation for Series A Preferred Stock, designating up to 15,000 shares and setting preferences, rights, and limitations (effective 2022-11-03).
“On November 3, 2022 the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Preferred Stock (the “ Series A Certificate of Designation ”), which became effective immediately with the Secretary of State of the State of Delaware, attached hereto as Exhibit 3.1.”
Avalon GloboCare Corp. entered into Securities Purchase Agreement with Wenzhao Lu valued at $4,000,000 (effective 2022-12-14).
“On December 14, 2022, the Company entered into a Securities Purchase Agreement with Wenzhao Lu, the Company’s Chairman of the Board, pursuant to which the Company sold to Mr. Lu 4,000 shares of its Series A Preferred Stock, stated value $1,000, for the gross proceeds of $4,000,000 (the “ Private Placement ”).”
Avalon GloboCare Corp.: Filed a Certificate of Designation for Series A Preferred Stock with the Delaware Secretary of State, effective immediately on November 3, 2022 (effective 2022-11-03).
“on November 3, 2022 the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Preferred Stock (the “ Series A Certificate of Designation ”), which became effective immediately with the Secretary of State of the State of Delaware”
Avalon GloboCare Corp. entered into Membership Interest Purchase Agreement with SCBC Holdings LLC valued at up to thirty-one million dollars ($31,000,000) (effective 2022-11-07).
“On November 7, 2022, Avalon Laboratory Services, Inc. (the “ Buyer ”), a wholly-owned subsidiary of Avalon GloboCare Corp. (the “ Company ”), entered into a Membership Interest Purchase Agreement (the “ MIPA ”), by and among SCBC Holdings LLC (the “ Seller ”), the Zoe Family Trust, and Bryan Cox and Sarah Cox as individuals (each an “ Owner ” and collectively, the “ Owners ”), and Laboratory Services MSO, LLC (“ Laboratory Services MSO ”), pursuant to which, subject to the terms and conditions set forth in the MIPA, the Buyer will acquire from the Seller, sixty percent (60%) of all the issued and outstanding equity interests of the Laboratory Services MSO (the “ Purchased Interests ”), free and clear of all liens (the “ Transaction ”).”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.