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|8-KFeb 19, 5:00 PM ET

Avalon GloboCare Corp. 8-K

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Avalon GloboCare Sells RT9 Subsidiary, Amends Bridge Note

What Happened
Avalon GloboCare Corp. (ALBT) announced in an 8-K filed Feb 19, 2026 that it closed an amended sale of 100% of the membership interests of its subsidiary Avalon RT9 to Wenzhao Lu, the Company’s chairman, and amended an unsecured bridge note. The Amended and Restated Membership Interest Purchase Agreement (dated Feb 18, 2026) records aggregate consideration of $9,000,000: $3,100,000 in cash advanced by the purchaser and the satisfaction in full of an approximately $5,900,000 mortgage balance. As a result of the closing, Avalon GloboCare is released from all guarantor obligations on the mortgage for the property at 4400 Route 9 South, Freehold, NJ (the Company’s principal office). Separately, on Feb 15, 2026 the Company entered Amendment #2 to a $375,000 unsecured bridge note (originally dated Dec 11, 2025) extending three payment deadlines into March–May 2026.

Key Details

  • Buyer: Wenzhao Lu (Company Chairman). Sale closed under Amended MIPA dated Feb 18, 2026.
  • Consideration: $3,100,000 cash advanced by purchaser + ~ $5,900,000 mortgage payoff = $9,000,000 total.
  • Asset sold: 100% of Avalon RT9 (owner of property at 4400 Route 9 South, Freehold, NJ). Company relieved of mortgage guarantor obligations.
  • Note amendment: $375,000 unsecured bridge note payment deadlines extended to Mar 16, 2026; Apr 15, 2026; and May 15, 2026.
  • Pro forma financials related to the transaction will be filed by amendment no later than May 4, 2026.

Why It Matters
This transaction removes a real-estate asset (and the related mortgage liability guaranty) from Avalon GloboCare’s balance sheet and converts that exposure into cash plus elimination of the mortgage guarantee. For investors, the sale changes the company’s asset and liability profile and may affect future occupancy/lease arrangements (the property housed the company’s principal office). The bridge note amendment provides short-term cash flow relief by pushing payment deadlines into mid‑2026. The company will file pro forma financials by May 4, 2026 to show the accounting impact.