Item 1.02 Termination of a Material Definitive Agreement. As previously disclosed, on June 6, 2025, Advanced Biomed Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with Helena Global Investment Opportunities I Ltd.…
We are a holding company incorporated in the State of Nevada. We operate through Advanced Biomed Taiwan and Advanced Biomed HK. Advanced Biomed Taiwan is responsible for the main operation and the design and development of the company’s primary technologies and products. Since our establishment in 2014, we have been focusing on the integration of multiple interdisciplinary technologies and established our own microfluidic technology platform. Utilizing the physical and molecular biological characteristics of tumor cells, we have developed various advanced and original research through the joint application of semiconductor technology and biotechnology. This includes complex precision structures, dielectric detection, functional microfluidic biochips, microfluidic integrated semiconductor sensors, related application modules, and key components of medical testing equipment. We have also developed a series of medical testing equipment and related products by integrating various functions of microfluidic modules, automation software, and hardware. Our technologies and products can be used for early screening and detection, diagnosis and staging, and treatment of cancer through the detection of circulating tumor cells and related tumor markers in blood samples, capture of single circulating tumor cells, and single-cell sorting and determination. These products provide assistance in treatment selection and patient prognosis intervention once the required licenses and approvals hav
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Item 1.02Item 1.02 - Termination of Material Agreement
Item 1.02
Termination of a Material
Definitive Agreement.
As previously disclosed, on June 6, 2025, Advanced
Biomed Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with Helena Global Investment
Opportunities I Ltd. (the “Investor”), pursuant to which the Company had the right, but not the obligation, to issue and sell
to the Investor, from time to time at the Company’s sole discretion, up to $25,000,000 of shares of the Company’s common stock,
par value $0.001 per share (the “Common Stock”), subject to the terms, conditions and limitations set forth in the Purchase
Agreement.
On July 14, 2026, the Company delivered to the
Investor a written notice of termination of the Purchase Agreement (the “Termination Notice”) pursuant to Section 11.02(b)
of the Purchase Agreement, which permits the Company to terminate the Purchase Agreement upon five (5) trading days’ prior written
notice to the Investor, provided that (i) there are no outstanding Advance Notices (as defined in the Purchase Agreement) in respect of
which shares of Common Stock have yet to be issued and (ii) the Company has paid all amounts owed to the Investor pursuant to the Purchase
Agreement, including all Commitment Fee Shares (as defined in the Purchase Agreement).
As of the date of the Termination Notice, there
were no outstanding Advance Notices under the Purchase Agreement, and the Company had paid all amounts owed to the Investor pursuant to
the Purchase Agreement, including the issuance of all Commitment Fee Shares. As of the date of this Current Report on Form 8-K, the Company
has not issued or sold any shares of Common Stock to the Investor pursuant to any Advance under the Purchase Agreement, other than the
Commitment Fee Shares. In accordance with Section 11.02(b) of the Purchase Agreement, the termination of the Purchase Agreement will become
effective on July 21, 2026.
The foregoing description of the Purchase Agreement
does not purport to be complete and are qualified in their entirety by reference to the full text of the Purchase Agreement, a copy of
which was filed as Exhibit 99.1 to the Company’s Report on Form 6-K filed with the U.S. Securities and Exchange Commission on June
6, 2025, and is incorporated herein by reference.