Advanced Biomed to sell Taiwan R&D unit for $490K

Advanced Biomed Inc. has entered into a material definitive agreement to sell 100% of the issued and outstanding shares of its wholly owned Taiwan subsidiary, Advanced Biomed Inc. (Taiwan), for an aggregate purchase price of US$490,000.

Rhea-AI Filing Summary

Advanced Biomed Inc. has entered into a material definitive agreement to sell 100% of the issued and outstanding shares of its wholly owned Taiwan subsidiary, Advanced Biomed Inc. (Taiwan), for an aggregate purchase price of US$490,000. This entity conducts the company’s biomedical research and development operations, including the A+PerfusC integrated perfusion 3D cell culture platform.

The buyer is described as an unrelated third party, and the transaction is expected to close within three months from June 30, 2026, subject to conditions in the share purchase agreement. After this disposition, Advanced Biomed plans to continue operating its remaining businesses, including AI-focused operations through Acellent Technologies (Hong Kong) Co. Limited.

Insights

Healthcare transactions analyst

Advanced Biomed is divesting its Taiwan R&D arm for $490K while retaining AI operations.

Advanced Biomed entered a share purchase agreement to sell 100% of its Taiwan subsidiary, which houses biomedical R&D and the A+PerfusC 3D cell culture platform, for US$490,000. The buyer is an unrelated third party, and closing is expected within three months of June 30, 2026, subject to closing conditions.

This move shifts the company’s profile away from in-house biomedical R&D toward its remaining businesses, notably AI-focused operations at Acellent Technologies (Hong Kong) Co. Limited. The filing highlights typical execution risks such as satisfaction of closing conditions and post-disposition strategic direction, without quantifying broader financial impacts or providing comparative performance data.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Taiwan subsidiary sale price: US$490,000 Equity interest sold: 100% of issued and outstanding shares Expected closing timeframe: Within three months

3 metrics

Taiwan subsidiary sale price US$490,000 Aggregate purchase price under share purchase agreement dated June 30, 2026

Equity interest sold 100% of issued and outstanding shares Advanced Biomed Inc. (Taiwan) wholly owned subsidiary

Expected closing timeframe Within three months From June 30, 2026 agreement date, subject to closing conditions

Key Terms

Material Definitive Agreement, Share Purchase Agreement, Emerging growth company, forward-looking statements, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01 Entry into a Material Definitive Agreement."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Share Purchase Agreement financial

"entered into a Share Purchase Agreement (the “Agreement”)"

A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

forward-looking statements regulatory

"contains forward-looking statements within the meaning of the federal securities laws."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

Disposition financial

"operations following the Disposition, and the other factors discussed"

FAQ

What major transaction did Advanced Biomed Inc. (ADVB) disclose in this 8-K?

Advanced Biomed disclosed a share purchase agreement to sell 100% of the issued and outstanding shares of its Taiwan subsidiary for US$490,000. This subsidiary conducts biomedical research and development operations, including the A+PerfusC integrated perfusion 3D cell culture platform.

What assets is Advanced Biomed Inc. (ADVB) selling in Taiwan?

The company agreed to sell all shares of Advanced Biomed Inc. (Taiwan), its wholly owned subsidiary. This Taiwan entity runs the company’s biomedical research and development operations, including the A+PerfusC integrated perfusion 3D cell culture platform, to an unrelated third party under a share purchase agreement.

What is the sale price for Advanced Biomed Inc. (ADVB)’s Taiwan subsidiary?

The aggregate purchase price is US$490,000 for 100% of the issued and outstanding shares of Advanced Biomed Inc. (Taiwan). This figure reflects the total consideration agreed between Advanced Biomed and the unrelated third-party buyer, subject to the terms and conditions in the share purchase agreement.

When is Advanced Biomed Inc. (ADVB) expecting the Taiwan subsidiary sale to close?

The transaction is expected to close within three months from June 30, 2026, the date of the share purchase agreement. Completion remains subject to satisfaction of the closing conditions described in the agreement, so the precise closing date will depend on meeting those conditions.

What businesses will Advanced Biomed Inc. (ADVB) continue after selling its Taiwan subsidiary?

After completing the disposition, Advanced Biomed plans to continue operating its remaining businesses, including AI-focused operations through Acellent Technologies (Hong Kong) Co. Limited. The filing specifies that biomedical research and development activities in the Taiwan subsidiary are being sold, not these remaining AI-related operations.

Does Advanced Biomed Inc. (ADVB) include forward-looking statements in this disclosure?

Yes. The company states the report contains forward-looking statements under federal securities laws, noting actual results may differ due to risks. Examples include satisfaction of closing conditions and strategic direction after the disposition, along with other factors discussed in its SEC filings.

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

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Accepted by SEC EDGAR 06/30/2026 - 04:34 PM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

June 30, 2026

Date of Report (Date of earliest event reported)

Advanced Biomed Inc.

(Exact name of Company as specified in its charter)

Nevada		001-42548		87-2177170
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)

No. 689-85 Xiaodong Road, Yongkang District

Tainan City, Taiwan 

(Address of principal executive offices)

886-6-3121716

(Registrant’s telephone number including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		ADVB		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On June 30, 2026, Advanced Biomed Inc. (the “Company”) entered into a Share Purchase Agreement (the “Agreement”) with an unrelated third party, pursuant to which the Company agreed to sell 100% of the issued and outstanding shares of Advanced Biomed Inc. (Taiwan), a company organized under the laws of Taiwan (the Republic of China) and a wholly-owned subsidiary of the Company (the “Taiwan Subsidiary”), for an aggregate purchase price of US$490,000, subject to the terms and conditions set forth in the Agreement. The transaction is expected to close within three (3) months from the date of the Agreement.

The Taiwan Subsidiary conducts the Company’s biomedical research and development operations, including the A+PerfusC integrated perfusion 3D cell culture platform. Following completion of the transaction, the Company will continue to operate its remaining businesses, including the AI-focused operations conducted through Acellent Technologies (Hong Kong) Co. Limited.

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Forward-Looking Statements.

This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause actual results to differ materially from those expressed or implied. Factors that could cause actual results to differ include, among others, the satisfaction of closing conditions, the Company’s strategic direction and operations following the Disposition, and the other factors discussed in the Company’s filings with the SEC. The Company undertakes no obligation to publicly update any forward-looking statement except as required by law.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Share Purchase Agreement, dated as of June 30, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Advanced Biomed Inc.
Date: June 30, 2026	By:	/s/ Xiaomin Chen
		Xiaomin Chen
		Chief Executive Officer

2

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 SHARE PURCHASE AGREEMENT, DATED AS OF JUNE 30, 2026 40.8 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB