---
title: "BGM Group files late notice for 20-F over XY Management acquisition accounting"
url: "https://aibio.space/news/bgm-group-files-late-notice-20-f-xy-management-acquisition-accounting/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-01-30"
section: "Distress"
tickers: "NASDAQ:BGM"
source: "https://www.sec.gov/Archives/edgar/data/1779578/000110465926008672/tm264562d1_nt20f.htm"
summary: "BGM Group Ltd. says it cannot file its annual report on Form 20-F for the year ended September 30, 2025 on time. It is still finishing the consolidation an"
---

By the aibio.space news desk.

Sources

- [BGM Group Ltd. NT 20-F (2026-01-30)](https://www.sec.gov/Archives/edgar/data/1779578/000110465926008672/tm264562d1_nt20f.htm)
- [BGM Group Ltd. 20-F (2025-01-27): business](https://www.sec.gov/Archives/edgar/data/1779578/000141057825000056/bgm-20240930x20f.htm)
- [BGM Group Ltd. financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1779578/000110465926085247/)

[BGM](https://aibio.space/companies/bgm/)

2026-01-30

# BGM Group files late notice for 20-F over XY Management acquisition accounting

Tickers [BGM](https://aibio.space/companies/bgm/)

BGM Group Ltd. says it cannot file its annual report on Form 20-F for the year ended September 30, 2025 on time. It is still finishing the consolidation and acquisition accounting for its purchase of YX Management Company Limited.

## Key facts

- **Company**: BGM Group Ltd. (NASDAQ: BGM)

- **News type**: Distress

- **Primary source**: [BGM Group Ltd. NT 20-F (2026-01-30)](https://www.sec.gov/Archives/edgar/data/1779578/000110465926008672/tm264562d1_nt20f.htm)

*An aerial view of the Capitol and its grounds. CC0, via rawpixel. The picture shows the field, not the companies named.*

BGM Group Ltd. (Nasdaq: [BGM](https://aibio.space/companies/bgm/)) filed a Form 12b-25 notice of late filing on January 30, 2026. The notice covers the annual report on Form 20-F for the fiscal year ended September 30, 2025. A Form 12b-25 lets a company delay a periodic report and gives it extra time to file. The company says it has determined that it cannot file the annual report on time without unreasonable effort or expense.

## Why the report is late

The notice says the company needs more time to finalize its consolidated financial statements. The reason is an acquisition of 100% of the equity securities of YX Management Company Limited, which the notice calls XY Management. BGM says it must consolidate XY Management and complete the acquisition accounting for the deal, and that both remain to be finished.

The company says it entered into a transaction agreement with the existing shareholders of XY Management. It disclosed that agreement in a Form 6-K furnished to the Securities and Exchange Commission on March 19, 2025. The notice does not say when the acquisition closed, what it cost, or how many shares were issued for it.

## What the box checks show

The company checked the box saying the annual report will be filed on or before the fifteenth calendar day after the prescribed due date. It also said all other periodic reports required over the preceding 12 months have been filed. Asked whether it expects a significant change in results of operations from the prior fiscal year, it answered no.

The notice gives no revenue, loss or cash figures for the year. The company's answer that results will not change significantly from the prior year sits alongside its statement that it cannot yet complete the accounts of the acquired business. The notice does not explain how the company reached that view without the completed accounts. It is signed by Chen Xin, Co-Chief Executive Officer, who is also named as the contact.

The notice does not mention Nasdaq, and it does not say whether the company has received any listing notice.

## The business and its structure

The company's annual report filed in January 2025 says BGM was formerly known as Qilian International Holding Group Limited and is an exempted company with limited liability incorporated in the Cayman Islands. The notice gives its principal executive office in Chengdu, in the People's Republic of China.

The report describes a structure built on two subsidiaries that BGM owns through equity ownership, along with a variable interest entity, Gansu QLS, and its subsidiaries, which BGM does not own through equity ownership. The report defines Ahan Antibacterial Paste as a disinfection paste made from a mixture of 11 traditional Chinese herbal ingredients, used to treat refractory chronic skin diseases. Jiuquan Ahan Biotechnology Co., Ltd., which the report calls Ahan, is 100% owned by Gansu QLS.

The annual report refers to a holding company structure and contractual arrangements, which it describes in a separate section. The notice does not address that structure.

## What the filing leaves open

The notice does not give a new filing date beyond the 15-day window, and it does not say what the company will do if it cannot file within that window. It does not say whether the acquisition has closed or whether any part of it is still pending.

Taken together, the late filing involves three open questions for shareholders: the accounting for an acquisition that the company must still consolidate, the company's contractual arrangements with its variable interest entity, and a filing date that is only a 15-day window rather than a specific day. The notice answers none of them in full.

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---
Source page: https://aibio.space/news/bgm-group-files-late-notice-20-f-xy-management-acquisition-accounting/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "BGM Group files late notice for 20-F over XY Management acquisition accounting", 2026-01-30, https://aibio.space/news/bgm-group-files-late-notice-20-f-xy-management-acquisition-accounting/
