Current Report Filing (8-k)
November 06 2019 - 4:37PM
Edgar (US Regulatory)
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
Date of Report (Date
of earliest event reported): November 1, 2019
AVALON GLOBOCARE CORP.
(Exact name of registrant as specified in its
charter)
Delaware
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000-55709
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47-1685128
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer Identification
Number)
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4400 Route 9 South, Suite 3100, Freehold, New
Jersey 07728
(Address of principal executive offices) (zip
code)
646-762-4517
(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 (see General Instruction
A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☒
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbols
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Name of each exchange on which registered
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Common Stock, $0.0001 par value per share
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AVCO
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The Nasdaq Capital Market
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Item 1.01. Entry Into a Material
Definitive Agreement.
Item 1.02. Termination of a Material
Definitive Agreement.
Item 2.03. Creation of a Direct
Financing Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
As previously disclosed, Avalon GloboCare Corp.
(the “Company”) entered into a Line of Credit Agreement (the “Line of Credit Agreement”) providing
the Company with a $20 million line of credit (the “Line of Credit”) from Wenzhao “Daniel” Lu (the “Lender”),
a significant shareholder and director of the Company. Under the Line of Credit, the Company received a loan from the Lender of
$800,000 on November 1, 2019. Loans drawn under the Line of Credit bear interest at an annual rate of 5% and each individual loan
will be payable three years from the date of issuance. The Company may, at its option, prepay any borrowings under the Line of
Credit, in whole or in part at any time prior to maturity, without premium or penalty.
On October 18, 2019, the Company and third-party
institutional investors (the (“Warrant Holders”) holding Stock Purchase Warrants to acquire 1,714,288 shares of common
stock of the Company (the “Warrants”) entered into a Warrant Redemption and Cancellation Agreement (the “Redemption
Agreement”). The Warrants had an exercise price of $3.50 per share and were originally issued as part of the Company’s
registered direct offering in April 2019. The Redemption Agreement provides that the Company will redeem the Warrants for a purchase
price of approximately $1.4 million with 50% of the Warrants to be redeemed on or before October 25, 2019 and the balance to be
redeemed on or before November 8, 2019. Following each closing, the Warrants that were redeemed shall be cancelled. The initial
closing occurred on October 25, 2019 and the second closing occurred on November 6, 2019 resulting in all of the Warrants being
redeemed and cancelled.
Item 9.01
Financial Statements and Exhibits
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(1)
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Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on September 3,
2019.
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(2)
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Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on October 21, 2019.
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SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AVALON GLOBOCARE CORP.
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Date:
November 6, 2019
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By:
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/s/
Luisa Ingargiola
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Name:
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Luisa Ingargiola
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Title:
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Chief Financial Officer
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