Avalon GloboCare Eliminates Majority of Debentures Through $2.6 Million Conversion, Strengthening Balance Sheet, Reduces Overhang

Avalon GloboCare (NASDAQ: ALBT) announced conversion of the majority of its outstanding debentures from a June 2024 convertible note financing, strengthening its balance sheet and reducing overhang.

Rhea-AI Summary

Avalon GloboCare (NASDAQ: ALBT) announced conversion of the majority of its outstanding debentures from a June 2024 convertible note financing, strengthening its balance sheet and reducing overhang.

The financing had an aggregate principal of $2.8 million; $288,000 was repaid in cash and $2.6 million was converted into common stock, which the company believes has largely been sold. Avalon said the conversion improves financial transparency and supports its return to Nasdaq minimum stockholders' equity compliance while enabling progress on diagnostic and AI initiatives.

Positive

• Majority of $2.8M debentures eliminated by conversion
• Return to Nasdaq minimum stockholders' equity compliance

Negative

• Share issuance from $2.6M conversion may cause dilution
• Company belief that converted shares were sold could prolong trading overhang

Argus Feb 2 session

-6.87% close to close Open Argus

Details

News Market Reaction – ALBT

In the Feb 2 session, ALBT declined 6.87%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved -6.9% in the session following this news. A negative reaction despite balance-sheet ...

Analysis

The stock moved -6.9% in the session following this news. A negative reaction despite balance-sheet improvement would fit a pattern where Avalon’s positive operational updates, including prior AI and Nasdaq compliance milestones, were followed by selling. This conversion removed $2.6 million of debenture principal but increased equity. Given historical net losses of $15.94 million over six months and prior financing complexity, some investors may have focused on dilution risk or long-term profitability concerns rather than near-term debt reduction.

Key Figures

Convertible note principal: $2.8 million Principal repaid in cash: $288 thousand Principal converted to equity: $2.6 million +5 more

Convertible note principal

$2.8 million

Aggregate principal from June 2024 institutional investor financing

Principal repaid in cash

$288 thousand

Portion of June 2024 debenture principal repaid in cash

Principal converted to equity

$2.6 million

Debenture principal converted into common stock, eliminating majority of debt

Net loss

$15.94 million

Net loss for six months ended June 30, 2025 (Form 10-Q)

Operating cash flow

-$3.03 million

Negative operating cash flow for six months ended June 30, 2025

Equity deficit

$3,891,270

Stockholders’ equity deficit as of quarter ended March 31, 2025

Nasdaq equity minimum

$2,500,000

Minimum stockholders’ equity required for continued Nasdaq listing

Indemnification cap

$500,000

Per-side cap on indemnification under YOOV merger termination agreement

Historical Context

5 past events · Latest: Jan 22

5 events

1. Jan 22

   AI patent filing

   24h Move

   +1.6%

   Subsidiary filed U.S. provisional patent for compliance-focused AI video system.

2. Jan 20

   Product & launch plans

   24h Move

   -6.0%

   FDA registration renewal for KetoAir and planned AI-driven B2B/B2C launch.

3. Jan 12

   Nasdaq compliance

   24h Move

   -10.2%

   Regained compliance with Nasdaq stockholders’ equity listing requirement.

4. Dec 30

   AI platform highlight

   24h Move

   -6.0%

   Showcased RPM’s Catch-Up generative AI video platform and use cases.

5. Dec 15

   AI acquisition

   24h Move

   -24.6%

   Completed all-stock acquisition of RPM Interactive via Series E preferred.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

debentures, convertible note financing, Nasdaq, generative AI

4 terms

debentures financial

"announced the conversion of the majority of its outstanding debentures, significantly"

A debenture is a company’s long-term IOU sold to investors that promises regular interest payments and repayment of principal at a set date; unlike equity, it represents debt rather than ownership. Think of it like lending money to a business in exchange for a fixed stream of payments, so investors watch a debenture’s interest rate and the borrower’s financial health to judge income reliability and risk of not being repaid.

convertible note financing financial

"originated from a June 2024 institutional investor convertible note financing"

A convertible note financing is a loan investors give to a company that is intended to turn into shares later instead of being paid back in cash. Think of it like a bridge loan that comes with a coupon you can swap for ownership at the next funding round, usually at a discounted price or a preset valuation limit. It matters to investors because it lets them support a company early while delaying a precise valuation, but it also affects future ownership percentages and risk exposure when the loan converts into equity.

Nasdaq regulatory

"aligns with our recent return to compliance with Nasdaq’s minimum stockholders’"

The Nasdaq is a stock exchange where many companies' shares are bought and sold, functioning much like a marketplace for investments. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping them track the value of those companies and make informed decisions. As one of the largest and most technology-focused markets, it also reflects trends and developments in the business world.

View in glossary

generative AI technical

"precision diagnostic consumer products and generative AI publishing and software"

Generative AI is a type of computer technology that can create new content, like text, images, or music, on its own. It’s important because it can produce realistic and useful material quickly, which could change how we create art, write stories, or even develop new products. Think of it as a smart robot that can invent and produce things almost like a human.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Conversion Improves Capital Structure, and Reinforces Nasdaq Compliance, Enhancing Shareholder Value

Company Believes That Substantially All of the Converted Shares Have Been Sold

FREEHOLD, N.J., Feb. 02, 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 conversion of the majority of its outstanding debentures, significantly strengthening the Company’s balance sheet.

The debentures originated from a June 2024 institutional investor convertible note financing with an aggregate principal amount of $2.8 million. Of this amount, $288 thousand of principal was repaid in cash, while the remaining $2.6 million of principal was converted into shares of Avalon’s common stock in accordance with the terms of the debentures, eliminating the majority of Avalon’s outstanding debt. The Company believes that substantially all of the converted shares have been sold.

The Company believes the debenture conversion removes a significant balance-sheet overhang, improves financial transparency, and supports long-term shareholder value creation as Avalon continues advancing its diagnostic, intellectual property, and AI-driven initiatives.

“This conversion represents a meaningful milestone for Avalon,” said Meng Li, Avalon’s Interim Chief Executive Officer and Chief Operating Officer. “By substantially reducing debt, we have strengthened our capital structure, enhanced capital efficiency, and improved our overall financial flexibility. Importantly, this progress aligns with our recent return to compliance with Nasdaq’s minimum stockholders’ equity requirement and positions us to execute our strategic growth initiatives with greater confidence.”

About Avalon GloboCare Corp.

Avalon GloboCare Corp. (NASDAQ: ALBT) is a diversified company focused on the development of precision diagnostic consumer products, the advancement of intellectual property in generative artificial intelligence publishing and software. Avalon is currently marketing the KetoAir™ breathalyzer device and plans to develop additional diagnostic uses of the breathalyzer technology. The KetoAir™ is registered with the U.S. Food and Drug Administration as a Class I medical device. The Company also continues to focus on advancing its intellectual property portfolio through existing patent applications. In addition, Avalon owns and operates commercial real estate.

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 ability to enter into a definitive agreement, as well as the Company’s commercialization, distribution and sales of its products and the product’s ability to compete with other similar products. 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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Avalon GloboCare (ALBT) convert on February 2, 2026?

Avalon converted $2.6 million of debenture principal into common stock, reducing outstanding debt. According to the company, the conversion follows a June 2024 convertible note financing with aggregate principal of $2.8 million, of which $288,000 was repaid in cash.

How does the $2.6M conversion affect Avalon GloboCare's (ALBT) balance sheet?

The conversion substantially reduced the company's debt burden and improved capital structure. According to the company, eliminating most debentures removes a balance-sheet overhang and enhances financial transparency and flexibility for strategic initiatives.

Did Avalon GloboCare (ALBT) repay any of the June 2024 debenture principal in cash?

Yes, Avalon repaid $288,000 in cash from the June 2024 convertible note financing. According to the company, the remaining $2.6 million of principal was converted into common stock under the debenture terms.

Will the debenture conversion affect Avalon GloboCare (ALBT) shareholders through dilution?

Yes; conversion into common stock increases share count and can dilute existing holders. According to the company, the converted shares were largely sold, which may amplify dilution and short-term trading overhang.

Does the conversion impact Avalon's Nasdaq compliance and strategic plans (ALBT)?

The conversion supports Avalon's return to Nasdaq minimum stockholders' equity compliance and execution of growth plans. According to the company, the reduced debt improves capital efficiency and positions Avalon to advance diagnostic and AI-driven initiatives.