aibioBio Green Med reports second-quarter results and updates Future NRG deal
Tickers BGMS
Net loss was $0.4 million for the quarter ended June 30, 2026, while the company advances a share exchange that would make Future NRG Sdn. Bhd. a wholly owned subsidiary.
Key facts
- Company
- Bio Green Med Solution, Inc. (NASDAQ: BGMS)
- News type
- Mergers
- Primary source
- Bio Green Med Solution, Inc. 8-K (2026-08-14)
Bio Green Med Solution, Inc. (Nasdaq: BGMS) reported second-quarter results for the three months ended June 30, 2026, in a press release attached to a Form 8-K filed on August 14, 2026. The release is dated August 12, 2026, and includes a business update. The first item in the company's list of quarterly highlights was the Business Combination Agreement it signed in June with Future NRG Sdn. Bhd.
The Future NRG exchange
Under the agreement, Future NRG and each of its shareholders, the Selling Shareholders, will voluntarily exchange all of their ordinary shares in Future NRG for shares of BGMS common stock. At closing, Future NRG would become a wholly owned subsidiary of BGMS. The number of exchange shares depends on a formula in the agreement. On a pro forma basis, the Selling Shareholders would own more than 99% of the combined company, and pre-exchange BGMS stockholders would own less than 1%.
Either party may terminate the agreement if the exchange is not closed by December 31, 2026.
The June financing
In June, the company entered into a securities purchase agreement with certain foreign accredited investors. The investors agreed to buy 1,103,338 shares of common stock at $0.72 per share, for aggregate gross proceeds of $794,403. The release does not name the investors or any placement agent.
Quarterly results
Product revenue from sales and distribution of fire safety equipment was $336,000 for the quarter. The company acquired Fitters Sdn. Bhd. on September 12, 2025. Cost of sales for that business was $257,000, which the company says gives a gross margin of approximately 23%, on $336,000 of revenue.
Product revenue was the only revenue line in the quarter. General and administrative expenses fell by about $0.7 million, to $0.5 million from $1.2 million a year earlier. The company attributed the decline to several one-time costs linked to two changes of control in 2025 and to lower operating costs under current management. Total other income, net, was $22,000, mostly from foreign exchange gains. The net loss for the quarter was $0.4 million, compared with $1.3 million in the same period of 2025, which included a loss from discontinued operations of $68,000. Net cash used in operating activities was $0.4 million.
In July, the board declared a quarterly cash dividend of $0.15 per share on the 6% Convertible Exchangeable Preferred Stock. The dividend was paid on August 1, 2026, to holders of record on July 23, 2026.
Cash and runway
As of June 30, 2026, cash and cash equivalents totaled $3.8 million, compared with $3.5 million as of December 31, 2025. The company estimates that its current cash resources will fund planned expenditure into the first quarter of 2027.
About the company
Bio Green Med Solution is a Delaware corporation and was formerly engaged in biopharmaceutical activities. It shifted its operations to fire safety protection and distribution after the Fitters acquisition. The release says the company is focused on advancing opportunities across these sectors while maintaining its commitment to long-term value creation for shareholders. Its annual report, filed March 30, 2026, shows revenue of $0 for 2025 and $43,000 for 2024, and net loss of $3.0 million for 2025 compared with $11.2 million for 2024.
The weight of the deal and the cash
The business is tiny and still loses money: a net loss of $0.4 million on $336,000 of revenue, after a net loss of $3.0 million for 2025 on $0 of annual-report revenue. The lower loss rests partly on one-time costs falling away, and cash rose to $3.8 million largely because of the $794,403 share sale. The company's own estimate is that cash lasts only into the first quarter of 2027, so it will likely need more money, and it still pays the preferred dividend.
The Future NRG exchange would leave pre-exchange BGMS stockholders with less than 1% of the combined company, and the number of exchange shares depends on a formula the release does not spell out. The release gives no closing conditions beyond the December 31, 2026 termination right.