Investors
News Release
BIO GREEN MED SOLUTION REPORTS SECOND QUARTER FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE
Aug 12 2026
Highlights of the second quarter ended June 30, 2026, or in some cases shortly thereafter, include:
- In June, the Company,
Future NRG Sdn. Bhd ., aMalaysia private limited company (“FNRG”) and each of the shareholders of FNRG (the “Selling Shareholders”), entered into a Business Combination Agreement (the “BCA”), pursuant to which the Selling Shareholders will voluntarily exchange all of their ordinary shares in FNRG for shares of common stock, par value$0.001 of the Company (the “Exchange Shares”), resulting in FNRG becoming a wholly owned subsidiary of the Company (the “Exchange”). At the closing of the Exchange: each then-outstanding ordinary share of FNRG will be converted into the right to receive a number of Exchange Shares calculated in accordance with the exchange ratio formula in the BCA, on a pro forma basis and based upon the number of Exchange Shares to be issued in the Exchange, the Selling Shareholders will own approximately more than 99% of the combined company and pre-Exchange Company stockholders will own less than 1% of the combined company. The BCA contains certain closing conditions and termination rights of each of the Company and FNRG. - In June, the Company entered into a Securities Purchase Agreement with certain foreign accredited investors, pursuant to which the investors agreed to purchase from the Company an aggregate of 1,103,338 shares of Common Stock, par value
$0.001 of the Company at a purchase price of$0.72 per share for aggregate gross proceeds of$794,403 , subject to the terms and conditions of the Purchase Agreement. - In July, the Board of Directors of the Company declared a quarterly cash dividend of
$0.15 per share on the Company’s 6% Convertible Exchangeable Preferred Stock, which cash dividend was paid onAugust 1, 2026 , to holders of record as of the close of business onJuly 23, 2026 .
“During the second quarter, we continued to sharpen our focus on our fire safety protection and distribution business while maintaining disciplined cost and cash management. Our fire safety business generated
Financial Highlights
As of
Net cash used in operating activities was
Following the acquisition of
Cost of sales related to sales and distribution of fire safety equipment was
General and administrative expenses decreased by approximately
Total other income, net, for the three months ended
Income tax provision for the three months ended
Net loss from discontinued operations was
Net loss for the three months ended
About
BGMS is a diversified company that was formerly engaged in the biopharmaceutical industry but as of
Forward-looking Statements
Except for historical information, certain matters discussed in this press release may be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance and involve various assumptions, known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by words such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or other comparable words. Actual results, performance or outcomes may differ materially from those expressed or implied by these forward-looking statements and may not align with historical performance and events due to a number of factors, including those discussed in the sections of our annual report on Form 10-K entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors,” and those discussed in our Form 10-Q quarterly reports filed after such annual report. BGMS’s
SOURCE:
info@bgmsglobal.com
CONSOLIDATED STATEMENTS OF OPERATIONS (LOSS)
(In $000s, except share and per share amounts)
| Three Months Ended | ||||||||
| 2026 | 2025 | |||||||
| Revenues: | ||||||||
| Product revenue - fire safety | $ | 336 | $ | - | ||||
| Revenues | $ | 336 | $ | - | ||||
| Operating expenses: | ||||||||
| Cost of sales | 257 | - | ||||||
| General and administrative | 497 | 1,249 | ||||||
| Total operating expenses | 754 | 1,249 | ||||||
| Operating loss | (418 | ) | (1,249 | ) | ||||
| Other income (expense): | ||||||||
| Foreign exchange gains (losses) | (18 | ) | (3 | ) | ||||
| Interest income | 9 | 2 | ||||||
| Other income, net | 31 | 2 | ||||||
| Total other income, net | 22 | 1 | ||||||
| Loss from continuing operations before taxes | (396 | ) | (1,248 | ) | ||||
| Income tax provision | (9 | ) | (2 | ) | ||||
| Net loss from continuing operations | (405 | ) | (1,250 | ) | ||||
| Discontinued operations: | ||||||||
| Operating losses from discontinued operations | - | (68 | ) | |||||
| Net income from discontinued operations | - | (68 | ) | |||||
| Net loss | (405 | ) | (1,318 | ) | ||||
| Dividend on convertible exchangeable preferred shares | (20 | ) | (20 | ) | ||||
| Net loss applicable to common shareholders | $ | (425 | ) | $ | (1,338 | ) | ||
| Basic and diluted earnings per common share: | ||||||||
| Net loss per share, continuing operations – basic and diluted (common shareholders) | $ | (0.08 | ) | $ | (0.93 | ) | ||
| Net income per share, discontinued operations – basic and diluted (common shareholders) | $ | - | $ | (0.05 | ) | |||
| Weighted average common shares outstanding | 5,598,701 | 1,360,626 | ||||||
CONSOLIDATED BALANCE SHEET
(In $000s, except share, per share, and liquidation preference amounts)
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 3,790 | $ | 3,505 | ||||
| Inventory | 972 | 1,384 | ||||||
| Accounts receivable | 1,074 | 1,257 | ||||||
| Prepaid expenses and other current assets | 133 | 110 | ||||||
| Total current assets | 5,969 | 6,256 | ||||||
| Property and equipment, net Property and equipment, net |
136 | 137 | ||||||
| Right-of-use lease asset | 7 | 12 | ||||||
| Goodwill | 1,570 | 1,570 | ||||||
| Property and equipment, net Non-current deposits |
172 | 210 | ||||||
| Total assets | $ | 7,854 | $ | 8,185 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 189 | $ | 617 | ||||
| Accrued and other current liabilities | 503 | 715 | ||||||
| Total current liabilities | 692 | 1,332 | ||||||
| Lease liability | - | 2 | ||||||
| Other liabilities | 2 | 9 | ||||||
| Total liabilities | 694 | 1,343 | ||||||
| Stockholders’ equity | 7,160 | 6,842 | ||||||
| Total liabilities and stockholders’ equity | $ | 7,854 | $ | 8,185 | ||||
Source: Bio Green Med Solution, Inc.