Avalon GloboCare Announces Closing of up to $9.75 Million Private Placement Priced At-the-Market under Nasdaq Rules

Rhea-AI Summary

Avalon GloboCare (NASDAQ: ALBT) closed a private placement priced at-the-market on Feb 27, 2026, selling 6,372,550 shares (or pre-funded warrants) with associated warrants at $0.51 per share, raising approximately $3.25 million of gross proceeds.

The financing includes Series A-1 and A-2 warrants to purchase up to 6,372,550 shares each, exercisable at $0.51 if and when stockholder approval is effective; A-1 expire five years and A-2 expire 18 months from stockholder approval. The company may receive up to ~$6.5 million more if warrants are fully exercised. Net proceeds are intended for debt repayment and working capital.

Positive

• $3.25M gross proceeds closed
• Potential additional proceeds of $6.5M if warrants fully exercised
• Proceeds designated for debt repayment and working capital

Negative

• Issuance creates potential dilution from 6,372,550 shares plus warrant exercise
• Warrants exercisable only after stockholder approval, creating execution uncertainty
• Securities subject to resale restrictions until registration is filed

Key Figures

Upfront gross proceeds: $3.25 million Potential warrant proceeds: $6.5 million Total private placement size: Up to $9.75 million +5 more

8 metrics

Upfront gross proceeds $3.25 million Aggregate gross proceeds from private placement before fees

Potential warrant proceeds $6.5 million If all Series A-1 and A-2 warrants are fully exercised for cash

Total private placement size Up to $9.75 million Combined upfront and potential warrant proceeds

Shares / pre-funded warrants 6,372,550 Common shares (or pre-funded warrants) sold in the placement

Warrants per series 6,372,550 Series A-1 and A-2 warrants each to purchase up to this many shares

Purchase and exercise price $0.51 per share Price per share (or pre-funded warrant) and warrant exercise price

Series A-1 term 5 years Expiration from date of stockholder approval

Series A-2 term 18 months Expiration from date of stockholder approval

Market Reality Check

Price: $1.09 Vol: Volume 35,612,423 is 91% ...

high vol

$1.09 Last Close

Volume Volume 35,612,423 is 91% above the 20-day average of 18,679,389. high

Technical Price $1.49 is trading 28.0% below the 200-day MA of $2.07 and 87.2% below the 52-week high.

Peers on Argus

ALBT rose 36.7% with elevated volume, while peers showed mixed, smaller moves; t...

2 Up

ALBT rose 36.7% with elevated volume, while peers showed mixed, smaller moves; two peers in momentum (LRHC up 18.87%, WETH up 8.53%) and no same-day peer news, pointing to a stock-specific reaction tied to ALBT’s capital actions.

Previous Private placement Reports

1 past event · Latest: Feb 26 (Neutral)

Same Type Pattern 1 events

Date	Event	Sentiment	Move	Catalyst
Feb 26	Private placement terms	Neutral	+36.7%	Announced structure and proceeds expectations for this private placement financing.

Pattern Detected

Tag-specific history is limited: the prior private placement announcement on Feb 26, 2026 saw a strong 36.7% move, suggesting the market has recently reacted sharply to ALBT’s financing developments.

Recent Company History

Over recent months, Avalon GloboCare has combined balance sheet restructuring with AI-focused growth steps. On Feb 26, 2026, it announced this private placement structure, targeting $3.25M upfront and up to $6.5M via warrants, which coincided with a 36.7% move. Earlier 2026 updates included multiple AI patent filings, entry into AMD’s AI Developer Program, and debenture conversions, all supporting a pivot toward AI and diagnostics while addressing legacy debt.

Historical Comparison

+36.7% avg move · In the past 6 months, ALBT has one prior private placement headline, which coincided with a 36.7% mo...

private placement

+36.7%

Average Historical Move private placement

In the past 6 months, ALBT has one prior private placement headline, which coincided with a 36.7% move. Today’s closing announcement continues that same financing cycle rather than introducing a new capital structure shock.

The private placement progressed from definitive agreements announced on Feb 26, 2026 to formal closing on Feb 27, 2026, maintaining the same share, warrant, and proceeds structure outlined earlier.

Market Pulse Summary

This announcement finalizes a previously disclosed private placement, delivering $3.25M in upfront g...

Analysis

This announcement finalizes a previously disclosed private placement, delivering $3.25M in upfront gross proceeds and up to $6.5M more if Series A-1 and A-2 warrants are fully exercised. Proceeds are earmarked for debt repayment and general purposes, continuing Avalon’s recent balance sheet restructuring. Investors may track how quickly warrants become exercisable after stockholder approval, how the added share supply interacts with a small market cap, and future updates on AI and diagnostic initiatives.

Key Terms

private placement, at-the-market, pre-funded warrants, warrants, +4 more

8 terms

private placement financial

"announced the closing of its previously announced private placement priced at-the-market"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

at-the-market financial

"private placement priced at-the-market under Nasdaq rules"

"At-the-market" is a method for companies to sell new shares of stock directly into the open market over time, rather than all at once. It allows companies to raise money gradually, similar to selling slices of a pie instead of the entire pie at once, which can help manage the sale's impact on the stock price. This approach gives investors a steady supply of shares while providing companies with flexible funding options.

pre-funded warrants financial

"common stock (or pre-funded warrants in lieu thereof), Series A-1 warrants"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

warrants financial

"Series A-1 warrants to purchase up to an aggregate of 6,372,550 shares"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

accredited investors financial

"The securities were offered only to accredited investors."

Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.

registration rights agreement regulatory

"Pursuant to a registration rights agreement, the Company has agreed to file"

A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.

section 4(a)(2) regulatory

"private placement under Section 4(a)(2) of the Securities Act of 1933"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

regulation d regulatory

"and Regulation D promulgated thereunder and, along with the shares"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

AI-generated analysis. Not financial advice.

$3.25 Million Upfront With up to Approximately $6.5 Million of Potential Aggregate Proceeds Upon the Exercise in Full of Warrants

FREEHOLD, N.J., Feb. 27, 2026 (GLOBE NEWSWIRE) -- Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a diversified company focused on the development of precision diagnostic consumer products and generative AI publishing and software, today announced the closing of its previously announced private placement priced at-the-market under Nasdaq rules for the issuance and sale of 6,372,550 shares of its common stock (or pre-funded warrants in lieu thereof), Series A-1 warrants to purchase up to an aggregate of 6,372,550 shares of common stock and Series A-2 warrants to purchase up to an aggregate of 6,372,550 shares of common stock, at a purchase price of $0.51 per share (or pre-funded warrant in lieu thereof) and associated warrants. The warrants have an exercise price of $0.51 per share and will be exercisable beginning on the effective date of stockholder approval of the issuance of the shares upon exercise of the warrants. The Series A-1 warrants will expire five years from the date of stockholder approval and the Series A-2 warrants will expire eighteen months from the date of stockholder approval.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering. Roth Capital Partners acted as financial advisor to the Company.

The aggregate gross proceeds to the Company from the offering were approximately $3.25 million, before deducting placement agent fees and other offering expenses. The potential additional gross proceeds to the Company from the warrants, if fully-exercised on a cash basis, will be approximately $6.5 million. No assurance can be given that any of such warrants will become exercisable or will be exercised. The Company intends to use the net proceeds from the offering for the repayment of certain outstanding debt and for working capital and general corporate purposes.

The securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”) and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants sold in the offering, have not been registered under the Act or applicable state securities laws. Accordingly, such securities may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. Pursuant to a registration rights agreement, the Company has agreed to file one or more registration statements with the SEC covering the resale of the unregistered securities to be issued in the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Avalon GloboCare Corp.

Avalon GloboCare Corp. (NASDAQ: ALBT) is a technology-focused company developing and acquiring innovative artificial intelligence platforms. Through its AI-driven subsidiary, Avalon Quantum AI LLC, the Company is advancing next-generation AI systems, including automated video generation, enterprise documentation, and workflow automation solutions. Avalon is also expanding its intellectual property portfolio in cellular therapy and generative AI publishing and software. In addition, Avalon is marketing the KetoAir™ breathalyzer device, which is registered with the U.S. Food and Drug Administration as a Class I medical device, and plans to pursue additional diagnostic applications for the technology.

For more information about Avalon, please visit www.avalon-globocare.com. Information on the Company’s website does not constitute a part of and is not incorporated by reference into this press release.

Forward-Looking Statements

Certain statements contained in this press release are “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are made based on our expectations and beliefs concerning future events impacting the Company and therefore involve several risks and uncertainties. You can identify these statements by the fact that they use words such as “will”, “anticipate”, “estimate”, “expect”, “should”, “may”, and other words and terms of similar meaning or use of future dates; however, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact, including statements regarding the use of proceeds from the offering, the receipt of stockholder approval for the warrants and the exercise of the warrants prior to their expiration. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors as disclosed in our filings with the SEC, accessible through the SEC’s website (http://www.sec.gov), including our most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed or furnished with the SEC. In addition to these factors, actual future performance, outcomes, and results may differ materially because of more general factors, including (without limitation) general industry and market conditions and growth rates, economic conditions, and governmental and public policy changes. The forward-looking statements included in this press release represent the Company's views as of the date of this press release and these views could change. The Company disclaims any obligation to update forward-looking statements. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of the press release. The contents of any website referenced in this press release are not incorporated by reference herein.

Contact Information:
Avalon GloboCare Corp.
4400 Route 9 South, Suite 3100
Freehold, NJ 07728
PR@Avalon-GloboCare.com

Investor Relations:
Crescendo Communications, LLC
Tel: (212) 671-1020 Ext. 304
albt@crescendo-ir.com

FAQ

How much did Avalon GloboCare (ALBT) raise in the Feb 27, 2026 private placement?

Avalon raised approximately $3.25 million in gross proceeds from the private placement. According to the company, the amount is before placement agent fees and offering expenses and excludes potential proceeds from any future warrant exercises.

What is the total potential funding from Avalon GloboCare (ALBT) including warrants?

Including warrants, Avalon could receive about $6.5 million additional if fully exercised. According to the company, that $6.5 million is potential gross proceeds contingent on warrants becoming exercisable and being exercised.

When can Avalon GloboCare (ALBT) warrant holders exercise their warrants after the Feb 27, 2026 offering?

Warrants become exercisable only when stockholder approval is effective for the issuance upon exercise. According to the company, Series A-1 warrants expire five years and Series A-2 warrants expire 18 months after that approval date.

What will Avalon GloboCare (ALBT) use the net proceeds from the $3.25M offering for?

The company intends to use net proceeds to repay certain outstanding debt and for working capital and general corporate purposes. According to the company, those are the stated priorities for deploying the funds raised.

Are the securities sold by Avalon GloboCare (ALBT) in the Feb 27, 2026 placement immediately tradable?

No, the securities were issued in an unregistered private placement and are not immediately tradable. According to the company, resale is restricted until one or more registration statements are filed and become effective under the Securities Act.