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Avalon GloboCare Corp.

ALBT
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Business Summary

Avalon GloboCare Corp. (ALBT) is a technology-innovation company strategically focused on developing innovative products and services for consumer health and technology markets. The company has evolved its business in response to market conditions, shifting from an initial focus on cellular therapy and laboratory services to its current two primary segments: consumer health technology and artificial intelligence content technology. ALBT is actively seeking complementary bolt-on AI acquisitions to generate near-term revenue .

The company's core business model revolves around two distinct segments. The consumer health technology segment distributes the Keto Air breathalyzer device, a non-invasive product for measuring ketosis levels, sold in North America with FDA registration . This product is marketed through social media influencers and a commercial relationship with the Law Enforcement Association of America, leveraging the relevance of metabolic health monitoring for law enforcement personnel . The artificial intelligence content technology segment, operated through its wholly-owned subsidiary Avalon Quantum AI, LLC, develops and commercializes an AI-driven, short-form video generation platform. This platform, currently in Phase 1 beta testing, automates video content creation for podcasters by scraping the internet for relevant videos, identifying popular content, and generating three-minute videos with AI-generated avatars replicating the creator's voice and likeness .

For the fiscal year ended December 31, 2025, Avalon GloboCare Corp. reported a net loss from continuing operations of $17,518,873 , significantly higher than the $7,039,604 net loss from continuing operations in the prior year. The total net loss for 2025 was $18,260,976 , compared to $7,903,394 in 2024. Diluted EPS for common shareholders was a loss of $5.64 in 2025, compared to a loss of $8.44 in 2024. The company's working capital deficit increased by $2,005,180 to $12,651,237 at December 31, 2025, from $10,646,057 at December 31, 2024. Cash and equivalents stood at $109,091 at December 31, 2025, a decrease from $2,658,182 at December 31, 2024. Total outstanding indebtedness (excluding discontinued operations) was approximately $1.1 million as of December 31, 2025.

Year-over-year, the net loss from continuing operations increased by $10,479,269 , or 148.9% . Other operating expenses increased by $3,989,374 , or 99.99% , primarily driven by a 254.9% increase in advertising and marketing expenses to $843,497 and a 230.4% increase in professional fees to $5,254,207 . The increase in professional fees was mainly due to consulting, accounting, and legal services related to the potential merger with YOOV Group Holding Limited . Compensation and related benefits decreased by $207,280 , or 15.8% . The company also recognized a loss on extinguishment of debt of $9,076,587 in 2025, compared to none in 2024, resulting from a reduction in the conversion price of its June 2024 Convertible Note .

Significant operational developments during the period include the discontinuation of the THC breathalyzer device development in March 2026 due to lack of funding , which does not affect Keto Air operations . The company exited its 40% equity interest in Laboratory Services MSO, LLC on February 26, 2025, receiving cash proceeds of $1,745,000 and surrendering its Series B Preferred Stock . The proposed merger with YOOV Group Holding Limited was terminated effective January 21, 2026 . On December 15, 2025, ALBT completed the acquisition of RPM Interactive, Inc., a generative artificial intelligence software company, through a subsidiary merger, issuing 19,500 shares of Series E Non-Voting Convertible Preferred Stock with a stated value of $1,000 per share, totaling $19.5 million . In February 2026, the company sold 100% of the membership interests of Avalon RT 9 Properties, LLC to its Chairman, Wenzhao Lu, for approximately $9,000,000 .

Business Outlook

Avalon GloboCare Corp. anticipates that its operating costs will increase significantly in the upcoming period . The company expects its cash used in operating activities to increase in the next 12 months due to the development and commercialization of new products, and an increase in public relations and/or sales promotions for existing and/or new brands as it expands within existing markets or enters new markets .

A major growth vector for the company is the artificial intelligence content technology segment, specifically the RPM platform. Phase 2 of the RPM platform is currently in development and is expected to launch in Q3 of 2026 . This phase is designed to expand the platform's user base beyond podcasters to a broader range of content creators and marketers, including social media influencers and businesses involved in product marketing and e-commerce . Phase 2 will also feature a more refined AI avatar generation system with enhanced voice and likeness replication capabilities . The company believes this expansion represents a significant step toward commercial scaling of the RPM platform .

The company is also actively evaluating complementary AI acquisitions that could generate near-term revenue to supplement current operations while the RPM platform continues its development and commercial launch phases . However, there is no assurance that any such acquisition will be identified, completed, or successfully integrated .

Regarding its cost structure, the company expects professional fees to decrease in the near future . Compensation and related benefits are expected to remain at their current level with minimal increase . Advertising and marketing expenses are also expected to remain at their current level with minimal increase .

For capital allocation, the company will need to raise additional capital or generate substantial revenue to support its development and commercialization efforts . As of December 31, 2025, cash from continuing operations was approximately $0.1 million , and the current cash balance cannot be projected to cover operating expenses for the next twelve months . The company plans to raise capital through the sale of equity or debt to implement its business plan . In March 2026, the company obtained a business loan in the principal amount of $787,500 , with net proceeds of $750,000 , repayable in 30 weekly installments of $37,800 by October 20, 2026 .

The company explicitly flagged several structural headwinds and execution risks to its growth plan. These include the inherent difficulties of early-stage companies, such as implementing growth strategy, countering competitors, pursuing new users, maintaining adequate expense control, attracting and retaining qualified personnel, reacting to user preferences, successfully launching products, and maintaining regulatory compliance . The success of the AI platform and Keto Air product is uncertain, and market acceptance of AI-driven offerings is not guaranteed . The company also faces intense competition in both segments, with many competitors having substantially greater resources . The generative AI industry is evolving rapidly, and technologies, platforms, and distribution channels may be superseded or disrupted .

Geopolitical developments and trade restrictions, particularly those affecting the supply chain for the Keto Air device sourced from a Hong Kong-based technology group, could disrupt operations, increase costs, or prevent sourcing sufficient inventory . Changes in government spending priorities and regulatory policy, especially concerning artificial intelligence, data privacy, or consumer protection, could result in new or more stringent requirements .

Risk Factors

Avalon GloboCare Corp. faces substantial risks, including a limited operating history in its current business segments and a history of net losses, with an accumulated deficit of approximately $105.9 million as of December 31, 2025, raising substantial doubt about its ability to continue as a going concern. The company has not generated sustainable revenue since inception, and there is no assurance it will achieve profitability . Intense competition in both consumer health technology and AI content technology segments, where many competitors possess significantly greater financial resources and market presence, poses a material threat . The rapidly evolving nature of AI technology presents risks of failure to gain market acceptance, inability to secure sufficient intellectual property rights, and the unpredictability of AI technology . Legal and reputational risks are significant due to the AI avatar feature, implicating state right of publicity and biometric privacy laws, which are rapidly evolving and vary by state, potentially leading to substantial liability or regulatory enforcement actions . The platform's content sourcing may infringe third-party intellectual property rights, leading to costly litigation . Furthermore, content generated by the RPM platform may be restricted or removed by major social media platforms due to their evolving content policies, impairing the product's utility and commercial appeal . The company is highly dependent on third parties for the supply of the Keto Air device, and any disruption could adversely affect operations . Cybersecurity breaches or incidents could damage the company's reputation and business, especially as its data footprint expands . The company will need to raise additional capital to fund operations and growth, and there is no assurance it can do so on acceptable terms, or at all, which could lead to curtailment or cessation of operations . Outstanding indebtedness of approximately $1.1 million (excluding discontinued operations) could adversely affect financial condition and liquidity, with potential for immediate repayment if obligations are breached . Future sales and issuances of securities, including conversion of outstanding preferred stock, could result in substantial dilution to existing stockholders . The Series E Non-Voting Convertible Preferred Stock is subject to an Exchange Cap and requires stockholder approval under Nasdaq Listing Rule 5635 , which is not assured, potentially affecting capital raising or requiring redemption . Failure to maintain compliance with Nasdaq listing standards could lead to delisting, reduced liquidity, and difficulty in raising financing . Significant related party transactions, such as the sale of the Route 9 property to a director for approximately $9,000,000 , create conflicts of interest and could affect stockholder confidence . Adverse economic conditions, geopolitical developments, and trade restrictions, particularly affecting the Hong Kong-based supply chain for Keto Air, could reduce demand and disrupt operations .

Management Priorities

Management's message to shareholders emphasizes a strategic pivot towards technology-innovation, with a particular focus on artificial intelligence platforms, while continuing to develop and commercialize the Keto Air breathalyzer device. They highlight the acquisition of RPM Interactive, Inc. in December 2025 as a key step in advancing next-generation AI systems, including automated video generation and workflow automation solutions. Management explicitly states that they anticipate it will take approximately one year from the date of this Annual Report for the company to begin generating meaningful revenue from the RPM platform . They are actively evaluating complementary bolt-on AI acquisitions that could generate near-term revenue to supplement current operations . Despite incurring significant net losses from continuing operations of $17,518,873 in 2025 and having a working capital deficit of $12,651,237 , management maintains that the company plans to raise capital through the sale of equity or debt to implement its business plan . They acknowledge the substantial doubt about the company's ability to continue as a going concern, as noted by their independent registered public accounting firm . Key strategic priorities appear to be the successful commercialization of the RPM platform, continued assessment and refinement of the Keto Air product line, and the pursuit of additional AI acquisitions to drive revenue growth.

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 1, Business — Overview
  2. [2] Item 1, Business — Consumer Health Technology Segment - Keto-Air Breathalyzer
  3. [3] Item 1, Business — Market Opportunity
  4. [4] Item 1, Business — The RPM Platform — Phase 1
  5. [5] Item 7, MD&A — Net Loss from Continuing Operations
  6. [6] Item 7, MD&A — Net Loss from Continuing Operations
  7. [7] Item 7, MD&A — Net Loss
  8. [8] Item 7, MD&A — Net Loss
  9. [9] Item 7, MD&A — Net Loss Attributable to Avalon GloboCare Corp. Common Shareholders
  10. [10] Item 7, MD&A — Net Loss Attributable to Avalon GloboCare Corp. Common Shareholders
  11. [11] Item 7, MD&A — Liquidity and Capital Resources
  12. [12] Item 7, MD&A — Liquidity and Capital Resources
  13. [13] Item 7, MD&A — Liquidity and Capital Resources
  14. [14] Item 7, MD&A — Liquidity and Capital Resources
  15. [15] Item 7, MD&A — Liquidity and Capital Resources
  16. [16] Item 1A, Risk Factors — We have outstanding indebtedness that could adversely affect our financial condition and liquidity.
  17. [17] Item 7, MD&A — Net Loss from Continuing Operations
  18. [18] Item 7, MD&A — Net Loss from Continuing Operations
  19. [19] Item 7, MD&A — Other Operating Expenses
  20. [20] Item 7, MD&A — Other Operating Expenses
  21. [21] Item 7, MD&A — Other Operating Expenses
  22. [22] Item 7, MD&A — Other Operating Expenses
  23. [23] Item 7, MD&A — Other Operating Expenses
  24. [24] Item 7, MD&A — Other Operating Expenses
  25. [25] Item 7, MD&A — Other Operating Expenses
  26. [26] Item 7, MD&A — Other Operating Expenses
  27. [27] Item 7, MD&A — Other Operating Expenses
  28. [28] Item 7, MD&A — Other (Expense) Income
  29. [29] Item 7, MD&A — Other (Expense) Income
  30. [30] Item 1, Business — Consumer Health Technology Segment - Keto-Air Breathalyzer
  31. [31] Item 1, Business — Consumer Health Technology Segment - Keto-Air Breathalyzer
  32. [32] Item 1, Business — Laboratory Services Strategy (2023–2025)
  33. [33] Item 1, Business — Laboratory Services Strategy (2023–2025)
  34. [34] Item 1, Business — Search for Strategic Acquisitions and YOOV Merger Agreement (2024–2025)
  35. [35] Item 1, Business — Acquisition of RPM Interactive, Inc. and Formation of Avalon Quantum AI, LLC (December 2025)
  36. [36] Item 1, Business — Acquisition of RPM Interactive, Inc. and Formation of Avalon Quantum AI, LLC (December 2025)
  37. [37] Item 1, Business — Acquisition of RPM Interactive, Inc. and Formation of Avalon Quantum AI, LLC (December 2025)
  38. [38] Item 2, Properties — Sale of Route 9 Property
  39. [39] Item 1A, Risk Factors — We will need to raise additional capital to fund our operations and growth, and we may not be able to do so on acceptable terms, or at all.
  40. [40] Item 7, MD&A — Cash Flows for the Year Ended December 31, 2025 Compared to the Year Ended December 31, 2024
  41. [41] Item 1, Business — Phase 2 Development
  42. [42] Item 1, Business — Phase 2 Development
  43. [43] Item 1, Business — Phase 2 Development
  44. [44] Item 1, Business — Phase 2 Development
  45. [45] Item 1, Business — Phase 2 Development
  46. [46] Item 1, Business — Phase 2 Development
  47. [47] Item 7, MD&A — Other Operating Expenses
  48. [48] Item 7, MD&A — Other Operating Expenses
  49. [49] Item 7, MD&A — Other Operating Expenses
  50. [50] Item 1A, Risk Factors — We will need to raise additional capital to fund our operations and growth, and we may not be able to do so on acceptable terms, or at all.
  51. [51] Item 1A, Risk Factors — We will need to raise additional capital to fund our operations and growth, and we may not be able to do so on acceptable terms, or at all.
  52. [52] Item 7, MD&A — Going Concern
  53. [53] Item 7, MD&A — Going Concern
  54. [54] Item 9B, Other Information — Business Loan and Security Agreement
  55. [55] Item 9B, Other Information — Business Loan and Security Agreement
  56. [56] Item 9B, Other Information — Business Loan and Security Agreement
  57. [57] Item 9B, Other Information — Business Loan and Security Agreement
  58. [58] Item 1A, Risk Factors — We may encounter difficulties associated with early-stage companies that could adversely affect our operations.
  59. [59] Item 1A, Risk Factors — We may not be successful in commercializing our AI platform or our Keto Air product, either of which would materially harm our business.
  60. [60] Item 1A, Risk Factors — We face intense competition in both of our business segments, and many of our competitors have substantially greater resources than we do.
  61. [61] Item 1A, Risk Factors — Our business is subject to rapid technological change, and if we fail to adapt, our business may be negatively impacted.
  62. [62] Item 1A, Risk Factors — Geopolitical developments and trade restrictions, including those affecting our supply chain for the Keto Air device, could adversely affect our operations.
  63. [63] Item 1A, Risk Factors — Changes in government spending priorities and regulatory policy could affect our business in ways we cannot predict.
  64. [64] Item 1A, Risk Factors — We have a history of net losses and an accumulated deficit, which raises substantial doubt about our ability to continue as a going concern.
  65. [65] Item 1A, Risk Factors — We have not generated sustainable revenue since inception, and we may not be able to generate sufficient revenue to achieve or maintain profitability.
  66. [66] Item 1A, Risk Factors — We face intense competition in both of our business segments, and many of our competitors have substantially greater resources than we do.
  67. [67] Item 1A, Risk Factors — Our RPM platform is in an early stage of development and is based on new and evolving AI technologies, which are subject to significant uncertainty.
  68. [68] Item 1A, Risk Factors — Our RPM platform's AI avatar feature, which replicates individual voices and likenesses, exposes us to significant legal risks under right of publicity, biometric privacy, and related laws.
  69. [69] Item 1A, Risk Factors — The content generated by our platform may infringe the intellectual property rights of third parties, which could expose us to significant liability.
  70. [70] Item 1A, Risk Factors — Our platform's content may be restricted or removed by major social media and content distribution platforms, which could significantly impair the utility and commercial appeal of our product.
  71. [71] Item 1A, Risk Factors — We depend on third parties for supplies and services critical to our Keto Air business, and any disruption could adversely affect our operations.
  72. [72] Item 1A, Risk Factors — Cybersecurity breaches or incidents could damage our reputation and adversely affect our business.
  73. [73] Item 1A, Risk Factors — We will need to raise additional capital to fund our operations and growth, and we may not be able to do so on acceptable terms, or at all.
  74. [74] Item 1A, Risk Factors — We have outstanding indebtedness that could adversely affect our financial condition and liquidity.
  75. [75] Item 1A, Risk Factors — We have outstanding indebtedness that could adversely affect our financial condition and liquidity.
  76. [76] Item 1A, Risk Factors — Future sales and issuances of our securities could result in additional dilution of the percentage ownership of our stockholders and could cause our share price to fall.
  77. [77] Item 1A, Risk Factors — Our Series E Non-Voting Convertible Preferred Stock is subject to an Exchange Cap and requires stockholder approval under Nasdaq Listing Rule 5635 prior to conversion, and there can be no assurance that we will obtain such approval.
  78. [78] Item 1A, Risk Factors — Our Series E Non-Voting Convertible Preferred Stock is subject to an Exchange Cap and requires stockholder approval under Nasdaq Listing Rule 5635 prior to conversion, and there can be no assurance that we will obtain such approval.
  79. [79] Item 1A, Risk Factors — We must maintain compliance with Nasdaq continued listing standards, and there can be no assurance that we will be able to do so.
  80. [80] Item 1A, Risk Factors — Significant related party transactions, including the sale of our Route 9 property to a director, create conflicts of interest and could adversely affect stockholder confidence in our corporate governance.
  81. [81] Item 1A, Risk Factors — Significant related party transactions, including the sale of our Route 9 property to a director, create conflicts of interest and could adversely affect stockholder confidence in our corporate governance.
  82. [82] Item 1A, Risk Factors — Adverse economic conditions could reduce demand for our products and services and harm our business.
  83. [83] Item 1A, Risk Factors — We have not generated sustainable revenue since inception, and we may not be able to generate sufficient revenue to achieve or maintain profitability.
  84. [84] Item 1, Business — Phase 2 Development
  85. [85] Item 7, MD&A — Net Loss from Continuing Operations
  86. [86] Item 7, MD&A — Going Concern
  87. [87] Item 7, MD&A — Going Concern
  88. [88] Item 1A, Risk Factors — We have a history of net losses and an accumulated deficit, which raises substantial doubt about our ability to continue as a going concern.

Analysis on 5/22/2026