FREEHOLD, N.J., March 10, 2025 (GLOBE NEWSWIRE) — Avalon GloboCare Corp. (NASDAQ: ALBT), a commercial-stage company dedicated to developing and delivering precision diagnostic consumer products, announced today that it has entered into a definitive merger agreement with YOOV Group Holding Limited, a leading provider of business artificial intelligence automation solutions. Under the agreement, YOOV will merge with and into Avalon. The combined company is expected to operate under the name YOOV, Inc. and expected to continue trading on The Nasdaq Capital Market under the symbol “YOOV”. The transaction is expected to close in the third quarter of 2025. The completion of the Proposed Merger is subject to several conditions, including the approval of the stockholders of Avalon.
YOOV’s highly advanced AIaaS (Artificial Intelligence as a Service) platform is transforming enterprise workflow management, communication, and operational efficiency. The company’s proprietary AIaaS platform makes AI accessible and empowers businesses of all sizes to streamline processes, optimize resources, and improve productivity through intelligent automation. With a strong emphasis on scalability and flexibility, YOOV enables businesses to adapt their platforms to their specific needs, thereby maximizing the impact of automation across various sectors.
Driven by increasing demand for AI-powered business automation, YOOV had unaudited revenue of $45.7 million and net income of $3.4 million for the calendar year ended December 31, 2024, compared to unaudited revenue of $28.7 million and a net loss of $2.4 million for the calendar year ended December 31, 2023. In addition, YOOV had unaudited revenue of $29.6 million and net income of $1.3 million for the fiscal year ended March 31, 2024 compared to unaudited revenue of $21.5 million and a net loss of ($527,403), for the fiscal year ended March 31, 2023.
Dr. David Jin, M.D., Ph.D., CEO of Avalon GloboCare, stated, “We believe this transaction is in the best interest of our shareholders, providing a unique opportunity to unlock value and participate in the future of AI-driven automation. We believe that YOOV’s advanced AI technology, strong market presence, and rapid growth trajectory represent a compelling market opportunity. We believe this merger has the potential to drive innovation, scalability, and long-term shareholder value.”
Phil Wong, Co-Founder and CEO of YOOV, commented, “We believe this merger will provide us with a foundation to accelerate our growth, extend our impact across industries, and strengthen our ability to drive innovation. We look forward to leveraging this opportunity to create lasting value for our respective businesses and shareholders.”
About the Proposed Transaction, Management & Organization
Under the terms of the merger agreement, subject to stockholder approval, on a pro forma basis, post-merger Avalon equityholders are expected to collectively own between approximately 2.5% to 2.2% and YOOV equityholders are expected to collectively own between approximately 97.5% and 97.8% of the common stock of the combined company on a pro forma basis, depending on the market price of Avalon’s common stock at the time of the completion of the merger.
The merger agreement has been approved by the boards of directors of both companies and is subject to stockholder approval of both companies and other customary closing conditions. The proposed merger is expected to close in the third quarter of 2025.
Following the merger, Phil Wong will become Chairman, Chief Executive Officer, and President. The merger agreement provides that the board of directors of the combined company will be composed of seven members, with five members initially designated by YOOV and two members initially designated by Avalon.
Roth Capital Partners acted as the exclusive financial advisor to Avalon in connection with the merger.
For further information regarding the terms and conditions contained in the Merger Agreement, please see Avalon’s current report on Form 8-K, which was filed with the U.S. Securities and Exchange Commission in connection with the Proposed Merger.
The financial information contained in this press release is unaudited and is based on preliminary internal data of YOOV. In addition, the information for the fiscal years ended March 31, 2023, and March 31, 2024, is subject to completion of YOOV’s audit. This financial information is subject to change and may differ from the final audited financial statements. Avalon and YOOV do not undertake any obligation to update this information, except as required by applicable law. Readers are cautioned not to place undue reliance on this unaudited financial information, as it may not provide a complete or accurate picture of YOOV’s financial condition or results of operations.
About YOOV Group Holding
YOOV is an Artificial Intelligence (AI) as a Service (AIaaS) platform specializing in intelligent business automation, integrating AI, process and data into one platform to make business operations easy, efficient, and effortless. YOOV empowers businesses of all sizes to use AI without the need for extensive resources or technical expertise. By seamlessly integrating robotic process automation (RPA) with advanced AI capabilities, YOOV delivers versatile solutions tailored to meet the diverse needs of various industries. Over the years, YOOV has been growing rapidly with a strong global presence.
Beyond its core AI automation solutions, YOOV extends its offerings into financial and insurance services through its subsidiaries, YOOV Capital Limited and YOOV Insurance Services Limited. These subsidiaries leverage YOOV’s commercial data insights to provide credit evaluation and insurance brokerage services, further enhancing the YOOV ecosystem and delivering added value to clients.
For more information about YOOV, please visit www.yoov.com.
About Avalon GloboCare Corp.
Avalon GloboCare Corp. (NASDAQ: ALBT) is a commercial-stage company dedicated to developing and delivering precision diagnostic consumer products. Avalon is currently marketing the Keto Air breathalyzer device and plans to develop additional diagnostic uses of the breathalyzer technology. In addition, the company owns and operates commercial real estate. For more information about Avalon GloboCare, please visit www.avalon-globocare.com.
