Freehold-based Avalon GloboCare Corp., a developer of precision diagnostic consumer products, announced that it has acquired RPM Interactive, Inc., in New Brunswick, a generative AI publishing and software company, in an all-stock transaction.
As a result of the acquisition, the company believes its stockholders’ equity now exceeds the $2.5 million minimum required for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1).
RPM has developed the Catch-Up SaaS platform, a system that intelligently sources relevant video clips, generates human-like AI commentary, creates an engaging on-screen avatar and publishes finished content to all major platforms — all on an automated basis.
Avalon plans to leverage the Catch-Up platform to support and amplify marketing initiatives for KetoAir, the company’s FDA-registered breathalyzer designed to help consumers easily monitor and manage their wellness and metabolic health.
The pairing of Avalon’s consumer health products with RPM’s AI-driven content engine is expected to accelerate audience reach, digital engagement and adoption of Avalon’s product portfolio.
“The acquisition of RPM is an important strategic step for Avalon,” said Meng Li, interim chief executive officer and chief operating officer of Avalon GloboCare. “Integrating RPM’s AI-driven video studio with our consumer health products, starting with the launch of KetoAir, will enhance our marketing capabilities, broaden our digital reach and support our long-term value creation strategy.
“We look forward to leveraging RPM’s technology to elevate our brand visibility and strengthen our position in the precision wellness market.”
“RPM’s Catch-Up SaaS platform represents a breakthrough in how short-form video content can be created, scaled and monetized,” said Michael Mathews, chief executive officer of RPM.
“By leveraging our fully automated generative AI video studio to support the marketing and efforts behind Avalon’s KetoAir, we believe we can significantly enhance digital engagement and create new opportunities to reach health and wellness-focused consumers.”
Pursuant to the merger agreement, Mathews has been appointed to Avalon’s board of directors. Mathews is a seasoned technology and digital media executive with more than two decades of leadership experience across AI, internet services, digital marketing and online learning sectors.
E.F. Hutton & Co. served as financial advisor to RPM Interactive, Inc. in connection with the transaction.
As part of the acquisition, New Brunswick-based Myseum, Inc. (formerly DatChat Inc.), a privacy and social media technology company focused on innovative and creative user platforms, has completed the sale of its approximately 34% ownership interest in RPM Interactive, Inc.
Under the terms of the acquisition, Avalon has agreed to issue 19,500 shares of Series E Non-Voting Convertible Preferred Stock to RPM’s stockholders, representing a total purchase price of $19.5 million.
Each share of Series E Preferred Stock carries a stated value of $1,000 and is convertible into shares of Avalon’s common stock at a $1.50 conversion price, subject to customary conditions.
