SCHEDULE: Yubo International Biotech Converts Debt to Equity, Boosting Chinaone Technology's Stake to 15.1%

Yubo International Biotech Limited converted $2.53 million in debt owed to its beneficial owners into 50.6 million Class A Common Stock shares, increasing Chinaone Technology Limited's beneficial ownership to 15.1%.

Summary

• Yubo International Biotech Limited entered into a Securities Purchase Agreement on July 23, 2025, with FlyDragon International Limited and Chinaone Technology Limited.
• The agreement involved the sale of an aggregate of 50,600,000 shares of Class A Common Stock.
• At the closing of the transaction, 42,000,000 shares were issued to FlyDragon and 8,600,000 shares were issued to Chinaone.
• The purchase price for these shares was $0.05 per share.
• The consideration for the shares was paid in the form of cancellation of certain indebtedness that was due and payable to Jun Wang and Yang Wang.
• The transaction resulted in an increase of over 1% in the aggregate percentage ownership reported by Chinaone Technology Limited and Yang Wang.
• Chinaone Technology Limited and Yang Wang now beneficially own 25,811,400 shares of Class A Common Stock, representing 15.1% of the class.
• This percentage is based on an aggregate of 170,416,343 shares of Class A Common Stock, consisting of 119,816,343 shares outstanding as of May 14, 2025, and the 50,600,000 shares issued in connection with this transaction.

Sentiment

Score: 6

Explanation: The conversion of debt to equity is generally a positive step for a company's financial health, as it reduces liabilities and strengthens the balance sheet. However, the significant dilution and the very low conversion price of $0.05 per share suggest potential underlying challenges or a low valuation, which tempers the overall positive sentiment.

Positives

• The conversion of indebtedness into equity strengthens the Issuer's balance sheet by reducing liabilities.
• The transaction provides capital to the Issuer without incurring new cash outflows for debt repayment.

Negatives

• Significant dilution for existing shareholders due to the issuance of 50,600,000 new shares.
• The share price of $0.05 per share for the conversion may indicate a low valuation or distressed situation for the company.

Future Outlook

This Schedule 13D filing focuses on changes in beneficial ownership and does not provide specific forward-looking statements or guidance regarding the company's future operations or financial performance.

Industry Context

Debt-to-equity conversions are a common financial strategy for companies, particularly in sectors like biotech, to improve their balance sheet by reducing liabilities and strengthening their capital structure. This type of transaction can be indicative of a company seeking to manage its debt burden or raise capital without incurring new cash obligations, often seen in companies with significant R&D or operational expenses.

Comparison to Industry Standards

• Debt-to-equity conversions are a standard corporate finance tool used to restructure a company's balance sheet, often employed by companies looking to reduce debt or improve financial ratios.
• The conversion price of $0.05 per share is notably low, which could suggest a distressed valuation for Yubo International Biotech Limited compared to typical equity raises in the biotech industry, where valuations are often higher, especially for companies with promising pipelines or established products.
• Without specific financial performance metrics or details on Yubo's product pipeline, direct comparisons to the financial results or valuations of comparable biotech companies are limited. However, such a low share price for a capital raise often implies a challenging market perception or financial situation.

Related Party Transactions

• The Securities Purchase Agreement involved Chinaone Technology Limited, which is 100% owned and controlled by Yang Wang, one of the reporting persons.
• The consideration for the shares was the cancellation of indebtedness due and payable to Jun Wang and Yang Wang, indicating a transaction with related parties.

Stakeholder Impact

• Shareholders: Experience significant dilution due to the issuance of 50,600,000 new shares, but benefit from the company's strengthened balance sheet due to debt reduction.
• Creditors (specifically Jun Wang and Yang Wang): Their debt claims have been converted into equity, changing their financial position from creditors to shareholders.

Key Dates

Recommendation

While the debt-to-equity conversion is a positive for the company's balance sheet by reducing liabilities, the significant dilution and the very low conversion price of $0.05 per share suggest the company may be in a challenging financial position or that its equity is valued very low. For a seasoned investor, this indicates a need for further due diligence on the company's operational performance and future prospects. The transaction itself is a necessary step to clean up the balance sheet, but it does not inherently signal strong growth or immediate upside without more comprehensive information. Holding allows for observation of future developments and a clearer understanding of the company's strategic direction post-conversion.

Keywords

Yubo International Biotech Limited, Chinaone Technology Limited, Yang Wang, Schedule 13D, beneficial ownership, debt-to-equity conversion, share issuance, Class A Common Stock, SEC filing, corporate finance, equity financing