BGM Group announces 30-for-1 share consolidation, trading from October 1, 2026

The consolidation terms

BGM Group Ltd. said in a Form 6-K filed September 24, 2026 that it will consolidate all of its issued and unissued Class A ordinary shares, Class B ordinary shares and preferred shares at a ratio of thirty for one. Every 30 Class A shares will become one Class A share, and the same ratio applies to Class B and preferred shares. Par value moves from US$0.0001 to US$0.003 for each class. No fractional shares will be issued. A holder who would receive a fraction of a share will instead receive one whole share.

The Class A shares are expected to begin trading on a post-consolidation basis at the market open on October 1, 2026. They will stay on The Nasdaq Capital Market under the symbol BGM, with the new CUSIP number G7307E131. Shareholders who hold in brokerage accounts or in street name need take no action. Holders of paper certificates will exchange them through Transhare Corporation, which is the transfer agent and also the exchange agent.

Approvals and the share count

Shareholders approved the consolidation at an extraordinary general meeting on September 5, 2026. The board approved it on August 11, 2026. As of September 21, 2026, there were 380,623,358 Class A ordinary shares outstanding. The consolidation will reduce that number to 12,687,445, subject to adjustment for fractional shares.

Immediately after the consolidation, authorised share capital rises to US$15,090,000. That capital is divided into 5,000,000,000 Class A ordinary shares, 20,000,000 Class B ordinary shares and 10,000,000 preferred shares, each with a par value of US$0.003. The Class A authorisation is large against the 12,687,445 shares expected to be outstanding afterwards. The 6-K does not say what the increase in authorised capital is for.

The 6-K gives no reason for the consolidation itself. The 20-F for the fiscal year ended September 30, 2025 defines the Class A ordinary shares at a par value of US$0.00833335 each. That does not match the US$0.0001 par value the 6-K gives for the shares before the consolidation, and the 6-K does not say when the par value changed.

The money and the business

The 20-F reports revenue of $37.9 million for fiscal 2025, up from $25.1 million for fiscal 2024. It reports a net loss of $19.9 million for fiscal 2025, against a net loss of $1.4 million for fiscal 2024. The company used $2.4 million in operations in fiscal 2025, after providing $544,238 in fiscal 2024. Cash and cash equivalents were $9.8 million at September 30, 2025. A consolidation changes the share count and the par value. It does not change those reported dollar amounts.

BGM, formerly Qilian International Holding Group Limited, is a Cayman Islands company with its principal executive office in Chengdu, China. The 20-F says BGM does not own its variable interest entity, Gansu Qilianshan Pharmaceutical Co. Ltd., through equity ownership. BGM controls that entity through contractual arrangements. The product list in the 20-F runs from Ahan antibacterial paste and Gan Di Xin antitussive medicine to licorice extracts, oxytetracycline products, a heparin sodium preparation and Xiongguan fertilizers. The filing also defines Zhu Xiaochang sausage casings as a food product.

The 6-K is signed by Huandi Zhao, Co-Chief Executive Officer and Director, and is dated September 24, 2026. It does not say how the company plans to fund the cash it used in operations in fiscal 2025, and it contains no update on the business since September 30, 2025.

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