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BioNexus Gene Lab Corp

For the period ended Jun 30, 2025. Filed Aug 18, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 18, 2025

BGLC$0.83-3.1%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-15.

0001477932-25-003821

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-18.

0001477932-25-006023

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 91 previous paragraphs and 134 current paragraphs.

50 unchanged; 28 reworded; 52 added; 13 removed; 0 previous and 4 current paragraphs rearranged.

Tables are not compared: 6 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (52)

Current report

Our Q2 2025 gross margin increased 170 bps YoY to 16.3% on improved mix and pricing. Operating expenses increased primarily due to sales & marketing investments ($608k vs $136k in Q2’24), reflecting channel development and pre‑commercialization activities. Other income was lower YoY chiefly because the reversal of expected credit losses normalized ($69.8k in Q2’25 vs $552.7k in Q2’24). These factors drove a swing from $259k operating profit in Q2’24 to $(611)k in Q2’25.

Current report

In July 2025, subsequent to the period covered by this report, the Company, through MRNA Scientific Sdn. Bhd., entered into a non‑binding term sheet with Fidelion Diagnostics Pte Ltd (“Fidelion”), a Singapore-based precision diagnostics company specializing in tumor-agnostic, minimal residual disease (MRD) detection. The non-binding term sheet is for a contemplated strategic, cross‑equity alliance and exclusive commercialization rights for the VitaGuard™ MRD platform in Southeast Asia. The transaction remains subject to execution of definitive agreements.

Current report

Chemrex Corporation Sdn. Bhd., while currently deriving substantially all revenues from industrial chemical trading, has commenced a planned transition into a contract development and manufacturing organization (“CDMO”) model focused on biotechnology and high-technology manufacturing. The CDMO transition is being implemented in phases, beginning with facility upgrades, equipment procurement, and quality management system enhancements aimed at achieving Good Manufacturing Practice (GMP) certification. This shift is expected to result in a gradual reallocation of Chemrex’s revenue mix toward higher-margin biotech manufacturing contracts by 2026.

Current report

The Company’s Ethereum-focused treasury strategy, approved by the Board in March 2025, remains a key element of our capital management approach. Ethereum holdings are intended as a long-term strategic asset and may be deployed, staked, or otherwise utilized to enhance liquidity, diversify reserves, and support capital market transactions. Management is actively monitoring regulatory developments in relevant jurisdictions, including Wyoming and Malaysia, to ensure compliance and optimize the strategy. We did not hold digital assets as of June 30, 2025 as the Management is still reviewing multiple proposals and cash allocation strategies.

Current report

(d) Strategic Alliance with Tongshu Gene and Fidelion Diagnostics Pte Ltd

Current report

On July 30, 2025, the Company entered into a non-binding term sheet with Fidelion Diagnostics Pte Ltd (“Fidelion”) for a contemplated strategic cross-equity alliance and exclusive commercialization rights for Fidelion’s VitaGuard™ minimal residual disease (MRD) platform in Southeast Asia. Under the term sheet, the Company will acquire a strategic equity stake in Fidelion and Fidelion will receive an equity investment and license fee from the Company. The transaction is subject to execution of definitive agreements. VitaGuard™ is a tumor-naïve, liquid biopsy MRD platform capable of detecting cancer recurrence at variant allele frequencies as low as 0.02%, with cost per test expected to be under USD $300. The Company intends to lead regulatory submissions and a phased roll-out in Singapore and Malaysia, followed by expansion through ASEAN markets. For additional details, refer to the Company’s Current Report on Form 8-K filed July 30, 2025.

Current report

On June 17, 2025, the Board of Directors of BioNexus Gene Lab Corp. (the “Company”) appointed Ms. Chong Set Fui (Angeline) as the Company’s Chief Financial Officer and Principal Financial Officer, effective immediately.

Current report

Ms. Chong, age 62, has over 25 years of senior financial leadership experience, including serving as the Chief Financial Officer of Avillion Berhad from 2013 until November 2024. She is a member of the Association of Chartered Certified Accountants (ACCA) and the Malaysian Institute of Accountants (MIA), and brings deep expertise in corporate financial reporting, internal controls, and regional operations oversight.

Current report

Ms. Chong will concurrently serve as Chief Financial Officer of the Company’s wholly-owned subsidiary, MRNA Scientific Sdn. Bhd., and will perform the responsibilities of the Principal Financial Officer of BioNexus Gene Lab Corp. in accordance with U.S. federal securities laws and Nasdaq rules. For additional details, refer to the Company’s Current Report on Form 8-K filed June 17, 2025.

Current report

Concurrent with the new appointment, Mr. Su-Leng Tan Lee ceased his role as acting Chief Financial Officer and Principal Financial Officer of the Company.

Current report

Chemrex contributed $2,256,787 (99.8%) of the total revenue for the current quarter ended June 30, 2025 as compared to revenue of $1,969,068 (99.7%) of the total revenue for the same quarter in the previous year The increase in revenue of 14.6% was mainly due to higher sales volume, supported by continued demand from existing customers.

Current report

MRNA Scientific had incurred $2,725 (0.1%) of the total cost of revenues during the current quarter ended June 30, 2025. This represents an increase of 15.8% as compared to $2,353 (0.1%) for the same quarter in the previous year. The slight increase in cost of revenue for the current quarter ended June 30, 2025 despite lower revenue was mainly due to higher cost incurred.

Current report

Chemrex had incurred $1,889,506 (99.9%) of total cost of revenue during the current quarter ended June 30, 2025. This represents an increase of 12.2% as compared to $1,683,491 (99.9%) in the previous year’s same quarter. The increase in cost of revenues for the current quarter ended June 30, 2025 was mainly due to the increase in revenues.

Current report

Gross Profit.* *For the current quarter ended June 30, 2025, we had total gross profit of $368,022. This represents an increase of 27.5% as compared to $288,720 in the previous year’s same quarter.

Current report

MRNA Scientific contributed $741 (0.2%) of the total gross profit of $368,022 for the current quarter ended June 30, 2025 as compared to gross profit of $3,143 (1.1%) of the total gross profit for the same quarter in the previous year. The decrease in gross profit during the current quarter by 76.4% was mainly due to lower revenue and higher laboratory cost incurred.

Current report

Chemrex contributed $367,281 (99.8%) of the total gross profit for the current quarter ended June 30, 2025 as compared to $285,577 (98.9%) of the total gross profit for the same quarter in the previous year. This represents an increase in gross profit of 28.6% mainly due to the increase in revenues registered in the current quarter.

Current report

Other Income**.** For the current quarter ended June 30, 2025, other income has reduced by 71.3% to $209,461, compared to $730,105 for the same quarter in the previous year.

Current report

Operating Expenses.** **For the current quarter ended June 30, 2025, total operating expenses amounted to $1,188,776, representing an increase of 56.5% compared to $759,657 for the same quarter in the previous year. This increase was primarily attributed to the increase in sales and marketing expenses and research and development expenses, partially offset by a decrease in general and administrative and fair value loss on investment in equity securities, The breakdown of the expenses are as follows:

Current report

MRNA Scientific incurred $28,424 (4.7%) of the total combined sales and marketing expenses of $608,427 for the current quarter ended June 30, 2025, compared to $23,011 (16.9%) of the total combined sales and marketing expenses of $136,494 for the same quarter in the previous year. This represents an increase of 23.5% mainly due to the increase in the directors’ remuneration as a result of additional scope of work being undertaken by such directors.

Current report

Research and Development Expenses: For the current quarter ended June 30, 2025, MRNA Scientific incurred $12,557 (100%), compared to $8,198 (100%) for the same quarter in the previous year. This reflects an increase of 53.2% primarily due to a change in the exchange rate used to convert local currency to U.S. dollars (4.31 in the current quarter versus 4.73 in the same quarter last year) rather than a rise in actual R&D activity or spending.

Current report

General and Administrative Expenses: For current quarter ended June 30, 2025, the total general and administrative expenses amounted to $516,790, compared to $558,829 for the same quarter in the previous year, a decrease of $42,039 or 7.5%. The details by entity are as follows:

Current report

Chemrex incurred $161,591 (31.3%) of the total combined general and administrative expenses of $516,790, compared to $121,741 (21.8%) of the total combined general and administrative expenses of $558,829 for the same quarter in the previous year, an increase of 32.7%. The increase was primarily due to losses of realized and unrealized foreign exchange during the period and transport charges.

Current report

BGLC, the parent company, incurred $206,035 (39.9%) of total general and administrative of $516,790 for the current quarter ended June 30, 2025, compared to $363,934 (65.1%) of the total combined general and administrative expenses of $558,829 for the same quarter in the previous year This represents a decrease of 43.4% mainly due to lower directors’ fees and legal fees incurred during the current quarter.

Current report

**Fair value loss on investments in equity securities:**For the current quarter ended June 30, 2025, Chemrex incurred a loss on investments in equity securities of $51,002 (100% of the total), compared to $56,136 (100% of the total) for the same quarter in the previous year. This represents a reduction of 9.1%, due to improved market conditions and stabilization in the valuation of the company’s equity investment portfolio.

Current report

Provision for expected credit losses. For the current three month period ended June 30, 2025, Chemrex incurred $69,759 (100% of the total), compared to $552,663 (100% of the total) for the same period in the previous year. This represents a reduction of 87.4%, mainly due to improvements in the collection process.

Current report

For the current six month period ended June 30, 2025, we had total revenue of $4,397,328, an increase of 0.9% as compared to total revenue of $4,356,415 for the same*** ***period in the previous year.

Current report

Chemrex contributed $4,390,794 (99.9%) of the total revenue for the current six month period ended June 30, 2025 as compared to $4,347,754 (99.8%) of the total revenue for the same period in the previous year. The increase in revenue of 0.99%, was mainly driven by improved sales performance, supported by stronger demand from key customers and expanded marketing efforts.

Current report

Cost of Revenue. For the current six month period ended June 30, 2025, we incurred $3,685,813 in cost of revenues, as compared to $3,702,664 for the same*** ***period in the previous year. The decrease in cost of revenue of 0.5% was due to the reason stated below.

Current report

MRNA Scientific had incurred $4,131 (0.1%) of the total cost of revenues during the current six month period ended June 30, 2025. This represents a decrease of 10.3% as compared to $4,605 (0.1%) for the same period in the previous year due to lower cost incurred in the first quarter.

Current report

Chemrex had incurred $3,681,682 (99.9%) of the total cost of revenue during the current six month period ended June 30, 2025. This represents a marginal reduction of 0.44% as compared to $3,698,059 (99.9%) for the same period in the previous year due to effectiveness in cost of production despite slight increase in revenue.

Current report

MRNA Scientific had a gross profit of $2,403 (0.3%) of the total gross profit of $711,515 for the current six month period ended June 30, 2025, as compared to $4,056 (0.6%) of the total gross profit of $653,751 for the same period in the previous year. The decrease in gross profit by 40.8% was due to lower revenue and higher cost incurred.

Current report

Chemrex contributed $709,112 (99.7%) of the total gross profit for the current six month period ended June 30,2025, as compared to $649,695 (99.4%) of the total gross profit for the same period in the previous year. The gross profit increased by 9.15% for the current period due to increase in revenues.

Current report

Other Income. For the current six month period ended June 30, 2025, we had $300,881 other income as compared to $931,952 for the same period in the previous year. This represents a decrease of 67.7%.

Current report

Sales and Marketing Expenses increasedsignificantly** **to $1,149,122 for the current six month period ended June 30, 2025, compared to $290,365 in same period in the previous year. This represents an increase of 295.8% primarily attributable to higher compensation expense at the Chemrex subsidiary (93%). The details by entity are as follows:

Showing the first 40 of 52 passages. Open the source sections for the rest.

Removed paragraphs (13)

Previous report

Chemrex contributed $2,134,007 (99.9%) of the total revenue for the current quarter ended March 31, 2025 as compared to $2,378,686 (99.9%) of the total revenue for the quarter ended March 31, 2024. Chemrex’s revenues had the decrease of 10.29% from prior quarter. The decline in revenue during the first quarter of 2025 was primarily due to a slowdown in market demand, as well as disruptions related to the implementation of Malaysian government mandated e-Invoicing requirements, which affected certain customers' purchasing activity.

Previous report

Chemrex had incurred $1,792,176 (99.9%) of the total cost of revenue during the current quarter period ended March 31, 2025 as compared to the quarter ended March 31, 2024 wherein Chemrex had incurred $2,014,568 (99.9%) of the total cost of revenue. The decrease in Chemrex’s cost of revenues of 11.04% for the current period was due to decreased revenues for the current period.

Previous report

MRNA Scientific had incurred $1,406 (0.1%) of the total cost of revenue during the current quarter period ended March 31, 2025 as compared to $2,252 (0.1%) for the quarterly period ended March 31, 2024. Cost of revenue had decreased by 37.6% from prior quarter due to decreased revenues for the current period.

Previous report

Chemrex contributed $341,831 (99.5%) of the total gross profit for the current quarter ended March 31, 2025 as compared to $364,118 (99.7%) of the total gross profit for the quarter ended March 31, 2024. Chemrex’s gross profit decreased by $22,287 from the prior quarter, an approximately 6.12% decrease. The gross profit decrease for Chemrex in current quarter was due to its decreased revenues for the period.

Previous report

MRNA Scientific contributed $1,662 (0.5%) of the total gross profit of $343,493 for the current quarter ended March 31, 2025 as compared to gross profit of $913 (0.3%) of the total gross profit from the quarter ended March 31, 2024. The increase during the current period of approximately 82% from the prior period due to reduced cost of revenue for the current period.

Previous report

Other Income**.** For the quarterly period ended March 31, 2025, we had of $91,420 as compared to of $201,847 for the quarterly period ended March 31,* *2024, a decrease of approximately 54.7%.

Previous report

MRNA Scientific incurred $27,640 (5.1%) of the total combined sales and marketing expenses of $540,695 for the current quarter ended March 31, 2025, compared to $31,105 (20.2%) of the total combined sales and marketing expenses of $153,871 for the quarter ended March 31, 2024. This reflects a decrease of approximately 11.1%. The decline was primarily due to the sales & marketing scope being undertaken by senior management personnel instead of additional sales & marketing staff.

Previous report

General and Administrative Expenses rose to $391,876 in current quarter ended March 31, 2025 from $315,794 for the quarter ended March 31, 2024, an increase of 24.09%. This overall increase was driven by higher costs across all entities, with Chemrex, MRNA Scientific, and BGLC contributing as follows:

Previous report

Chemrex incurred $125,133 (31.93%) of the total combined general and administrative expenses of $391,876, compared to $130,421 (41.3%) of the total combined general and administrative expenses of $315,794 for the quarter ended March 31, 2024, a decrease of 4.05%. The reduction was primarily due to reduced losses of realised and unrealised foreign exchange during the period.

Previous report

BGLC, the parent company, incurred $210,737 (53.78%) of total general and administrative of $391,876 for the current quarter ended March 31, 2025, compared to $147,098 (46.58%) of total general and administrative for the quarter ended March 31, 2024. This represents an increase of approximately 43.3%, in general and administrative costs for the current quarter ended March 31, 2025. The rise in expenses was largely attributable to higher directors’ fees during the current quarter

Previous report

By comparison, for the three months ended March 31, 2024, the Company generated net cash of $3,650 from investing activities. This was primarily the result of proceeds from the disposal of investment in equity securities amounting to $211,344, which more than offset the outflows from the acquisition of share investments of $(174,247), purchase of plant and equipment of $(21,945), and changes in fixed deposits of $(20,448). Dividend income for the period was $8,946.
Reworded paragraphs (28)

Previous wording

We were incorporated in the State of Wyoming on May 12, 2017 and operations of our Malaysian company began operations in July 2017. Consequently, the following discussion and analysis of the results of operations and financial condition of the Company is for fiscal periods ended March 31,2025 and March 31,2024, respectively. This information should be read in conjunction with the consolidated financial statements and notes to the financial statements that are included elsewhere herein. The consolidated financial statements presented herein (and to which this discussion relates) reflect the results of operations of the Company and its Malaysian subsidiaries. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors. We use words such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could,” and similar expressions to identify forward-looking statements. We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this report, except as required by law. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this quarterly report, which are designed to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

Current wording

We were incorporated in the State of Wyoming on May 12, 2017 and operations of our Malaysian company began operations in July 2017. Consequently, the following discussion and analysis of the results of operations and financial condition of the Company is for fiscal periods ended June 30, 2025 and June 30, 2024, respectively. This information should be read in conjunction with the consolidated financial statements and notes to the financial statements that are included elsewhere herein. The consolidated financial statements presented herein (and to which this discussion relates) reflect the results of operations of the Company and its Malaysian subsidiaries. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors. We use words such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could,” and similar expressions to identify forward-looking statements. We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this report, except as required by law. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this quarterly report, which are designed to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

Previous wording

As of March 31, 2025, the Company had cash and cash equivalents of $3.6 million and total liquidity exceeding $6 million, including cash and cash equivalents, trade receivables, net of allowance for credit losses and short-term liquid investments. This liquidity position, combined with minimal outstanding debt and a simplified capital structure, provides a solid foundation for operational continuity, strategic investments, and potential M&A activities. We believe our capital structure - free of preferred stock, convertible debt, or high-yield instruments - positions us favorably to pursue growth initiatives on shareholder-friendly terms.

Current wording

As of June 30, 2025, the Company had cash and cash equivalents of $1.54 million and total liquidity exceeding $6 million. “Total liquidity” is a management liquidity metric comprised of cash and cash equivalents, fixed deposits with original maturities greater than three months, investments in equity securities, and trade receivables, net. See the Condensed Consolidated Balance Sheets and Note 2 (Summary of Significant Accounting Policies) for definitions of cash equivalents and fixed deposits. See also Note 15 for subsequent‑events updates (Fidelion term sheet; Chemrex CDMO authorization) that may affect capital allocation and future liquidity planning. This liquidity position, combined with minimal outstanding debt and a simplified capital structure, provides a solid foundation for operational continuity, strategic investments, and potential M&A activities. We believe our capital structure - free of preferred stock, convertible debt, or high-yield instruments - positions us favorably to pursue growth initiatives on shareholder-friendly terms.

Previous wording

Under Rule 5810(c)(3)(A), the Company automatically was provided a period of 180 calendar days, until May 6, 2024, to regain compliance.

Current wording

Under Rule 5810(c)(3)(A), the Company automatically was provided with a period of 180 calendar days, until May 6, 2024, to regain compliance.

Previous wording

(d) Appointment of director, committee appointments, and appointment of officers

Current wording

(e) Appointment of officers, directors, committee appointments, and appointment of officers

Previous wording

Results of Operations for the Period Ended March 31, 2025 Compared to the Period Ended March 31, 2024 (unaudited).

Current wording

Results of Operations for the three and six months ended June 30, 2025 compared to the three and six months ended June 30, 2024 (unaudited).

Previous wording

The following table sets forth key selected financial data for the three months ended March 31, 2025 and 2024.

Current wording

The following table sets forth key selected financial data for the three months and six months ended June 30, 2025 and 2024.

Previous wording

Revenue.* For the quarter ended March 31, 2025, we had total revenue of $2,137,075 as compared to total revenue of $2,381,851 for the quarter ended *March 31, 2024, a decrease of 10.3% from the prior quarter.

Current wording

Revenue.* *For the current quarter ended June 30, 2025, we had total revenue of $2,260,253, an increase of 14.5% as compared to total revenue of $1,974,564 for the same quarter in the previous year.

Previous wording

Cost of Revenue**.** For the quarter ended March 31, 2025, we incurred $1,793,582 in cost of revenue, as compared to $2,016,820 for the quarter ended* *March 31, 2024, a decrease of 11.1% was due to reason as stated below.

Current wording

Cost of Revenue**.** For the current quarter ended June 30, 2025, we incurred $1,892,231 in cost of revenues, as compared to $1,685,844 for the same quarter in the previous year. The increase of 12.2% was due to reason as stated below.

Previous wording

Chemrex contributed $67,525 (73.9%) of total other income for the current quarter ended March 31, 2025 as compared to $163,153 (80.8%) of the total other income for the quarter ended March 31, 2024. This represents a decrease of approximately 58.61%. The decline in other income for the current period was primarily due to lower bank interest earnings, a decrease in fair value gains on investments in equity securities, a slight reduction in dividends received from investments, the absence of gains on disposal of equity securities of $6,181, and decrease in reversal of expected credit losses of $31,752 which occurred during same period in the prior year.

Current wording

Chemrex contributed $180,892 (86.4%) of total other income for the current quarter ended June 30, 2025 as compared to $692,741 (94.9%) of the total other income for the same quarter in the previous year. This represents a decrease of 73.9%. The lower in other income for the current quarter was primarily due to lower bank interest earnings, a decrease in fair value gains on investments in equity securities, a slight reduction in dividends received from investments, the absence of gains on disposal of equity securities and lower reversal of expected credit losses.

Previous wording

Sales and Marketing Expensesincreased significantly to $540,695 for current quarter ended March 31, 2025, compared to $153,871 in quarter ended March 31, 2024, an increase of 251.4%. This increase was primarily attributable to higher spending at the Chemrex subsidiary. The details by entity are as follows:

Current wording

Sales and Marketing Expenses increased significantly to $608,427 for the current quarter ended June 30 , 2025, compared to $136,494 in the previous year’s same quarter, an increase of 345.8%. This increase was primarily attributable to higher compensation expense at the Chemrex subsidiary. The details by entity are as follows:** **

Previous wording

Chemrex incurred $508,990 (94.1%) of the total combined sales and marketing expenses of $540,695 for current quarter ended March 31, 2025, compared to $120,442 (78.3%) of the total combined sales and marketing expenses of $153,871 for the quarter ended March 31, 2024. This represents an increase of 266.62% for Chemrex in 2025, mainly attributed by higher officer/directors’ remuneration and associated statutory employment contributions and to lesser extent, a new contract for services appointed on August 1, 2024, which is focused on business development efforts to expand both locally and internationally.

Current wording

Chemrex incurred $559,541 (92%) of the total combined sales and marketing expenses of $608,427 for the current quarter ended June 30, 2025, compared to $103,257 (75.6%) of the total combined sales and marketing expenses of $136,494 for the same quarter in the previous year. This represents an increase of 441.9% mainly attributed by higher officer/directors’ remuneration, which includes associated statutory employment contributions and to a lesser extent, a new contract for services appointed on August 1, 2024. The contract focuses on business development efforts to expand both locally and internationally.

Previous wording

BGLC, the parent company, incurred $4,065 (0.8%) of the total combined sales and marketing expenses of $540,695 for the current quarter ended March 31, 2025, compared to $2,324 (1.5%) of the total combined sales and marketing expenses of $153,871 for the quarter ended March 31, 2024. This represents an increase of 74.9% in sales and marketing expenses for the current quarter ended March 31, 2025. The rise was mainly due to overseas travel expenses incurred during the current quarter.

Current wording

BGLC, the parent company, incurred $20,462 (3.3%) of the total combined sales and marketing expenses of $608,427 for the current quarter ended June 30, 2025, compared to $10,226 (7.5%) of the total combined sales and marketing expenses of $136,494 for the same quarter in the previous year. This represents an increase of 100.1% in sales and marketing expenses for the current quarter ended June 30, 2025. The increase was mainly due to overseas travel expenses and business development expenses incurred during the current quarter.

Previous wording

MRNA Scientific incurred $56,006 (14.29%) of the total combined general and administrative of $391,876 for the current quarter ended March 31, 2025, compared to $38,275 (12.12%) for the quarter ended March 31, 2024, representing an increase of 46.3%. The increase was mainly due to higher amortization of the right-of-use asset, increased utility expenses, legal adviser fees, staff welfare, and an unrealized foreign exchange loss amounting to $18,630.

Current wording

MRNA Scientific incurred $149,164 (28.9%) of the total combined general and administrative of $516,790 for the current quarter ended June 30, 2025, compared to $73,154 (13.1%) of the total combined general and administrative expenses of $558,829 for the same quarter in the previous year representing an increase of 103.9%. The increase was mainly due to repair costs of lab equipment, amortization of the right-of-use asset, increased utility expenses, legal adviser fees, realized foreign exchange loss and an unrealized foreign exchange loss amounting to $89,757.

Previous wording

Loss from Operations. We had a loss from operations of $618,418 for the quarter ended March 31, 2025 as compared to a loss of $79,028 for the quarter* *ended March 31, 2024, an increase of approximately 682.5% from the prior period, for the reasons discussed above.

Current wording

(Loss)/Profit from Operations. We had a loss from operations of $611,293 for the current quarter ended June 30, 2025 as compared to a profit of $259,168 for the same quarter in the previous year. The loss from operations is due to the reasons discussed above.

Previous wording

Income tax expense**.** For the quarter ended March 31, 2025, we had no provision of income tax expense as compared to tax expenses of $20,068 for the quarter ended* *March 31, 2024 for Chemrex.

Current wording

Income tax expense**.** For the current quarter ended June 30, 2025 there is no provision of income tax expense for Chemrex as compared to tax expenses of $55,584 for the same quarter in the previous year.

Previous wording

MRNA Scientific contributed $3,068 (0.1%) of the total revenue for the quarter ended March 31, 2025 as compared to revenue of $3,165 (0.1%) of the total revenue from the quarter ended March 31, 2024. These results reflects a slight revenue decline of approximately 3.1%. The decrease was primarily due to fewer client referrals from diagnostic centers and the continued unavailability of a key RNA machine, which has been under repair since last year. The equipment breakdown has not only affected MRNA operations but also impacted general BGS sales, limiting testing capacity and service availability. The repair process remains ongoing, but the machine is expected to return to operation by the second quarter of 2025, which should help restore service levels and support revenue recovery.

Current wording

MRNA Scientific contributed $6,534 (0.1%) of the total revenue for the current six month period ended June 30, 2025, as compared to revenue of $8,661 (0.2%) of the total revenue from the same period in the previous year. The decrease in revenue of 24.6% was primarily due to fewer client referrals from diagnostic centers and the continued unavailability of a key RNA machine, which has been under repair since last year. The equipment breakdown has not only affected MRNA operations but also impacted on general BGS sales, limiting testing capacity and service availability.

Previous wording

Gross Profit.* For the quarterly period ended March 31, 2025, we had total gross profit of $343,493 as compared to gross profit of $365,031 for the *quarterly period ended March 31, 2024, a decrease of approximately 5.9% from the prior period.

Current wording

Gross Profit*.** ***For the current six month period ended June 30, 2025, we had total gross profit of $711,515, an increase of 8.8% as compared to gross profit of $653,751 for the same period in the previous year.

Previous wording

MRNA Scientific contributed $23,895 (26.1%) of total other income for the current quarter ended March 31, 2025 as compared to $38,694 (19.2%) of the other income for the quarter ended March 31, 2024. This represents a decline of approximately 38.2%. The decrease was mainly driven by a drop in USD interest rates, which led to lower interest income from fixed deposits. Furthermore, unlike the prior year, there were no foreign exchange gains recognized from foreign currency accounts held in Malaysia during the current quarter.

Current wording

MRNA Scientific had $52,464 (17.4%) for the current six month period ended June 30, 2025, as compared to $76,058 (8.2%) for the same period in the previous year. This represents a reduction of 31% mainly due to the drop in USD interest rates, which led to lower interest income from fixed deposits. Furthermore, unlike the previous year, there were no foreign exchange gains recognized from foreign currency accounts held in Malaysia during the current period.

Previous wording

Operating Expenses.** **For the quarter ended March 31, 2025, total operating expenses amounted to $1,053,331, representing an increase of approximately 63.3% compared to $645,906 for the quarter ended March 31, 2024. This increase was primarily attributed by higher sales and marketing, general and administrative, and research and development expenses, partially offset by a decrease in the provision for expected credit losses. The breakdown is as follows:

Current wording

Operating Expenses.** **For the current six month period ended June 30, 2025, total operating expenses amounted to $2,242,107, representing an increase of 59.5% compared to $1,405,563 for the same period in the previous year. The increase was primarily attributed to the increase in sales and marketing expenses, research and development expenses, general and administrative expenses and fair value loss on investment in equity securities partially offset by a decrease in the provision for expected credit losses, The breakdown is as follows:

Previous wording

Research and Development Expenses: For the current quarter ended March 31, 2025, MRNA Scientific incurred $12,139 (100%), compared to $11,475 (100%) for the quarter ended March 31, 2024. This reflects a slight increase of 5.8%, or $664. The variance is primarily attributed to the use of a different exchange rate for converting local currency to USD during the current quarter, rather than an actual increase in underlying R&D activity or spending.

Current wording

Research and Development Expenses: For the current six month period ended June 30, 2025, MRNA Scientific incurred $24,696 (100% of the total), compared to $19,673 (100% of the total) for the same period in the previous year. This reflects an increase of 25.5% primarily attributed to the use of a different exchange rate for converting local currency to USD during the current period, rather than an actual increase in underlying R&D activity or spending.

Previous wording

Provision for Expected Credit Losses:* *For the current quarter ended March 31, 2025, Chemrex incurred $40,124 (100%), compared to $120,469 (100%) for the quarter ended March 31, 2024. a reduction of 66.69%, mainly due to improved credit risk profiles and more effective receivables collection processes

Current wording

Provision for Expected Credit Losses:* *For the current six month period ended June 30, 2025, Chemrex incurred $40,124 (100% of the total), compared to $120,469 (100% of the total) for the same period in the previous year. This represents a reduction of 66.69%, mainly due to improved credit risk profiles and more effective receivables collection processes.

Previous wording

Foreign currency exchange gain/(loss)*.We are exposed to fluctuations in foreign exchange rates on the revaluation of monetary assets and liabilities denominated *in currencies other than the US Dollar. Therefore, any change in the relevant exchange rate would require us to recognize a transaction gain or loss on revaluation. For the three-month period ended March 31, 2025, we experienced a foreign currency gain of $72,159 as compared with a foreign currency loss of $209,908 for the three-month period ended March 31, 2024.

Current wording

***Foreign currency translation gain/(loss).We are exposed to fluctuations in foreign exchange rates on the revaluation of monetary assets and liabilities ***denominated in currencies other than the US Dollar. Therefore, any change in the relevant exchange rate would require us to recognize a transaction gain or loss on revaluation. For the current six-month period ended June 30, 2025, we experienced a foreign currency gain of $439,237 as compared to a foreign currency loss of $207,445 for the same period in the previous year.

Previous wording

As of March 31, 2025, we had working capital of $4,982,026 compared with working capital of $6,415,877 as of December 31, 2024. The decrease in working capital as of March 31,2025, from December 31,2024, was due principally to operational losses, undertaking strategic investments, and expansion of operations in line with the Company’s overall strategic plans.

Current wording

As of June 30, 2025, we had working capital of $4,621,505 compared with working capital of $5,479,146 as of December 31,2024. The decrease in working capital was due principally to operational losses, undertaking strategic investments, and expansion of operations in line with the Company’s overall strategic plans.

Previous wording

The following is a summary of the Company’s cash flows (used in) / generated from operating, investing, and financing activities for the three months ended March 31, 2025, and 2024

Current wording

The following is a summary of the Company’s cash flows (used in) / generated from operating, investing, and financing activities for the six months ended June 30, 2025, and 2024

Previous wording

During the three months ended March 31, 2025 , the Company incurred a net loss of $(623,327) which, after adjusting for amortization, depreciation, dividend income, allowances for expected credit losses, recovery for expected credit losses, fair value loss on investment in equity securities, an increase in trade and other receivables, a decrease in inventories, advance payment from customer and a substantial reduction in trade payables, operating lease liabilities, resulted in net cash of $(824,072) being used in operating activities during the three months ended March 31, 2025 .

Current wording

During the six months ended June 30, 2025, the Company incurred a net loss of $(1,239,499) which, after adjusting for amortization, depreciation, dividend income, allowances for expected credit losses, recovery for expected credit losses, fair value loss on investment in equity securities, an increase in trade and other receivables, a decrease in inventories, advance payment from customer, trade and other payables, and operating lease liabilities, resulted in net cash of $(1,561,979) being used in operating activities during the six months ended June 30, 2025 .

Previous wording

By comparison, during the three months ended March 31, 2024, the Company incurred a net loss of $(103,757) which, after adjusting for amortization, depreciation, dividend income, fair value gain on investment in equity securities, allowances for expected credit losses, recovery for expected credit losses, gain on disposal on share investment, decrease in inventories and advance payment from customer, an increase in trade receivables and a substantial increase in trade payables, and decrease in operating lease liabilities, resulted in net cash of $(37,153) being used in operating activities during the three months ended March 31, 2024

Current wording

By comparison, during the same period last year, the Company incurred a net profit of $95,347 which, after adjusting for amortization, depreciation, dividend income, allowances for expected credit losses, recovery for expected credit losses, fair value gain on share investment, gain on disposal on share investment, loss arising from settlement of supplier contract dispute, a decrease in inventories and operating lease liabilities, increase in trade and other receivables, advance payment from customer and a substantial reduction in trade and other payables, resulted in net cash of $(709,428) being used in operating activities during the six months ended June 30, 2024.

Previous wording

During the three months ended March 31, 2025, the Company recorded net cash used in investing activities of $(15,646), primarily due to the purchase of plant and equipment totalling $(9,052), partially offset by dividend income of $8,934 and a change in fixed deposits placed for more than three months of $(15,528).

Current wording

During the six months ended June 30, 2025, the Company recorded net cash used in investing activities of $(44,178), primarily due to the purchase of plant and equipment totaling $(30,511) and a change in fixed deposits placed for more than three months of $(31,227), partially offset by dividend income of $17,560.

Previous wording

During the three months ended March 31, 2025, the Company had net cash of $(860) used in financing activities due to a loan repayment of $860 to a director. By comparison during the three-month ended March 31, 2024, the Company had net cash of $26,930 generated from financing activities for advances from directors of $26,930

Current wording

By comparison, during the same period in the previous year, the Company had net cash of $202,344 generated from financing activities for advances from directors
Rearranged current paragraphs (4)

Current report — wording carried from elsewhere

MRNA Scientific contributed $3,466 (0.2%) of the total revenue for the current quarter ended June 30, 2025, as compared to revenue of $5,496 (0.3%) of the total revenue from the same quarter in the previous year. The decrease in revenue of 36.9% was primarily due to fewer client referrals from diagnostic centers and the continued unavailability of a key RNA machine, which has been under repair since last year.

Current report — wording carried from elsewhere

MRNA Scientific contributed $28,569 (13.6%) of total other income for the current quarter ended June 30, 2025 as compared to $37,364 (5.1%) of the other income for the same quarter in the previous year. This represents a decline of 23.5% mainly due to the drop in USD interest rates, which led to lower interest income from fixed deposits.

Current report — wording carried from elsewhere

Foreign currency exchange gain*.We are exposed to fluctuations in foreign exchange rates on the revaluation of monetary assets and liabilities denominated *in currencies other than the US Dollar. Therefore, any change in the relevant exchange rate would require us to recognize a transaction gain or loss on revaluation. For the current quarter ended June 30, 2025, we experienced a foreign currency gain of $367,078 as compared with a foreign currency gain of $2,463 for the same quarter in the previous year.

Current report — wording carried from elsewhere

Chemrex contributed $248,417 (82.6%) of other income for the current six month period ended June 30, 2025, as compared to $855,894 (91.8%) for the same period in the previous year. This represents a decrease of 70.98% primarily due to lower bank interest earnings, a decrease in fair value gains on investments in equity securities, a slight reduction in dividends received from investments, the absence of gains on disposal of equity securities and lower amount of reversal of expected credit losses.