8-K

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): July 19, 2023

AVALON GLOBOCARE CORP.

(Exact name of registrant as specified in its charter)

Delaware	001-38728	47-1685128
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4400 Route 9 South, Suite 3100 Freehold, New Jersey	07728
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (732) 780-4400

Not Applicable

(Former name or former address, if changed since last report.)

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):

☐	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, par value $0.0001 per share	ALBT	The Nasdaq Capital Market

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 7.01. Regulation FD.

On July 19, 2023, Avalon GloboCare Corp. (the “Company”) issued a press release announcing that Laboratory Services MSO, LLC (“Lab Services”) entered into an exclusive Master Service Agreement (the “MSA”) with GeneX Laboratory Professional Corp. (“GeneX”). A copy of the press release is attached hereto as Exhibit 99.1.

The information set forth in this Current Report on Form 8-K under Item 7.01, including the information contained in Exhibit 99.1, is being furnished to the Securities and Exchange Commission, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.

Item 8.01 Other Events.

On July 19, 2023, the Company issued a press release announcing the signing of the MSA by and between Lab Services and GeneX. The Company owns forty percent (40%) of the issued and outstanding equity interests of Lab Services. GeneX is a CLIA-certified and CAP-accredited laboratory located in Orange County, California that has been dormant and is seeking a partner to utilize their license networks. GeneX has licenses with major providers such as Aetna California, Anthem BC of California, United Health Care, Cigna, Noridian Medicare, TRICare West, and Medicaid in 21 states, including Alaska, Alabama, Arizona, California, Colorado, Idaho, Indiana, Iowa, Kentucky, Mississippi, Maine, Montana, Nebraska, New Mexico, North Dakota, Ohio, Oklahoma, Oregon, South Carolina, Texas and Washington. GeneX offers a range of testing, including Liquid Chromatography-Mass Spectrometry (LC-MS) drug testing, genetic testing, urinary testing and COVID-19 PCR testing. Those tests will now be performed utilizing the Lab Services infrastructure and resources, providing a potentially significant expansion opportunity for Lab Services to perform services through in-network insurance providers previously unavailable to Lab Services.

Item 9.01. Financial Statements and Exhibits.

(d) The following exhibit is furnished with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	Press Release issued by Avalon GloboCare Corp., dated July 19, 2023.
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, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AVALON GLOBOCARE CORP.
Dated:  July 19, 2023	By:	/s/ Luisa Ingargiola
	Name:	Luisa Ingargiola
	Title:	Chief Financial Officer

2

EX-99.1

Exhibit 99.1

 

Avalon GloboCare’s Laboratory Services MSO Signs Exclusive In-Network Lab Services Agreement Providing Significant Expansion Opportunity into 21 States

MSA Signed with GeneX Laboratory, an In-Network Laboratory Licensed in Multiple States Including Medicare and Medicaid

Laboratory Services MSO will be the Exclusive Testing Provider for Toxicology Testing, Genetic Testing and Others

FREEHOLD, N.J., July 19, 2023 (GLOBE NEWSWIRE) – Avalon GloboCare Corp. (“Avalon” or the “Company”) (NASDAQ: ALBT), a developer of innovative precision diagnostics and provider of clinical laboratory services, today announced Laboratory Services MSO, LLC (“LSM”), has signed an exclusive Master Service Agreement (“MSA”) with GeneX Laboratory Professional Corp. (“GeneX”). Avalon owns a 40% interest in LSM.

Genex is a CLIA-certified and CAP-accredited laboratory located in Orange County, California that has been dormant and seeking a partner to utilize their valuable license networks. GeneX has licenses with major providers such as Aetna California, Anthem BC of California, United Health Care, Cigna, Noridian Medicare, TRICare West, and Medicaid in 21 states, including Alaska, Alabama, Arizona, California, Colorado, Idaho, Indiana, Iowa, Kentucky, Mississippi, Maine, Montana, Nebraska, New Mexico, North Dakota, Ohio, Oklahoma, Oregon, South Carolina, Texas and Washington. GeneX offers a range of high- quality testing, including Liquid Chromatography-Mass Spectrometry (LC-MS) drug testing, genetic testing, urinary testing and COVID-19 PCR testing. Those tests will now be performed utilizing the LSM infrastructure and resources providing significant expansion opportunity for LSM to perform services through in-network insurance providers previously unavailable.

David Jin, M.D., Ph.D., President and Chief Executive Officer of Avalon, commented, “This agreement is a key step in expanding LSM’s service offering to customers and providing them access to refer business in-network. GeneX provides top-tier, comprehensive laboratory testing services and works with major providers in addition to Medicaid in 21 states. This further expands our geographic testing footprint and should result in significant revenue for Avalon.”

“Our strategy is to take advantage of a unique roll-up opportunity within the highly fragmented market for laboratory testing and services. We continue to target laboratories with exceptional performance, positive revenue track records and niche-market advantages. By leveraging LSM’s experience and infrastructure, we expect to achieve significant synergies with respect to revenue growth and market shares,” concluded Dr. Jin.

About Avalon GloboCare Corp.

Avalon GloboCare Corp. (NASDAQ: ALBT) is a commercial stage company dedicated to developing and delivering innovative, transformative, precision diagnostics and clinical laboratory services. Avalon is establishing a leading role in the innovation of diagnostic testing, utilizing proprietary technology to deliver precise, genetics-driven results. The Company also provides laboratory services, offering a broad portfolio of diagnostic tests including drug testing, toxicology, and a broad array of test services, from general bloodwork to anatomic pathology, and urine toxicology. For more information about Avalon GloboCare, please visit www.avalon-globocare.com.

For the latest updates on Avalon GloboCare’s developments, please follow our twitter at @avalongc_avco

Forward-Looking Statements

Certain statements contained in this press release may constitute “forward-looking statements.” 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 LSM. 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 Securities and Exchange Commission located at their website (http://www.sec.gov). 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. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. 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.

Contact Information:

Avalon GloboCare Corp.

4400 Route 9, Suite 3100

Freehold, NJ 07728

PR@Avalon-GloboCare.com

Investor Relations:

Crescendo Communications, LLC

Tel: (212) 671-1020 Ext. 304

albt@crescendo-ir.com

XML

Cover	Jul. 19, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 19, 2023
Entity File Number	001-38728
Entity Registrant Name	AVALON GLOBOCARE CORP.
Entity Central Index Key	0001630212
Entity Tax Identification Number	47-1685128
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	4400 Route 9 South
Entity Address, Address Line Two	Suite 3100
Entity Address, City or Town	Freehold
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07728
City Area Code	732
Local Phone Number	780-4400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	ALBT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false