MBAI · Check-Cap Ltd. Ordinary Share

Check-Cap Ltd. filed a Form 6-K on May 12, 2026, providing audited financial statements of MBody AI Corp. for the year ended December 31, 2025, and the stub period from inception (October 7, 2024) to December 31, 2024. The filing also includes unaudited pro forma combined financial statements illustrating the effect of the proposed reverse recapitalization merger, where MBody AI will become a wholly-owned subsidiary of Check-Cap. MBody AI reported strong revenue growth, with total net revenue of $2.4 million in FY2025 compared to $47,940 in the prior stub period, driven primarily by customer subscription contract revenue ($2.2 million) and product sales ($73,655). Gross profit improved to $1.35 million from $2,490, reflecting a shift toward higher-margin subscription revenue. Net income was $507,851 versus $1,089 in the prior period. The pro forma combined balance sheet shows total assets of $10.9 million and an accumulated deficit of $(165.4 million), largely attributable to Check-Cap's historical losses. The merger is expected to close in the first half of 2026, with MBody AI shareholders owning approximately 90% of the combined entity. The filing also includes a consent from the independent auditor for incorporation by reference into Check-Cap's registration statements.