Bon Natural Life announces share buyback of up to $1.0 million

The program

Bon Natural Life Limited (Nasdaq: BON) said on June 3, 2025 in a press release, furnished on Form 6-K, that its board had approved a share repurchase program under which the company may buy up to US$1.0 million of its Class A ordinary shares. The release, datelined Xi'an, China, describes BON as a Cayman Islands company engaged in the natural, health and personal care industries and as a bio-ingredient solution provider. The buyback is to be made from time to time in the open market.

The release says the timing and number of shares bought will depend on price, corporate and regulatory requirements, market conditions and other corporate liquidity requirements and priorities. It also says the program does not oblige the company to buy any particular number of shares and may be suspended, modified or discontinued at any time. The release gives no price limit, no end date and no share count.

Who buys the shares

The company has appointed TradeUp Securities as its exclusive agent to purchase securities under a Purchase Plan Agreement. The release does not describe the agreement's terms beyond that, and it names no counsel and no other advisor. It does not state the number of Class A ordinary shares outstanding, so the scale of a $1.0 million program against the company's share count cannot be measured from the release. It also does not say where the money for the buyback will come from, and it gives no cash balance.

The company behind the buyback

The company's annual report on Form 20-F says it began its natural products and ingredients business through Xi'an App-Chem Bio(Tech) Co., Ltd., a Chinese corporation formed in April of 2006. Bon Natural Life Limited was incorporated in the Cayman Islands on December 11, 2019 as an offshore holding company to facilitate financing and offshore listing. Its operating businesses sit in China.

The annual report says the company closed its initial public offering on June 28, 2021, selling 2,200,000 ordinary shares at $5.00 per share, and that the shares started trading on the Nasdaq Capital Market under the ticker "BON" on June 24, 2021. The underwriters exercised the over-allotment option on July 2, 2021. Gross proceeds, including the over-allotment shares, totaled $12.65 million before underwriting discounts and other expenses, and net proceeds were approximately $11.3 million.

How cash moves inside the group

The annual report also describes the cash path from the U.S.-listed parent to its operations. Funds that enter Bon Natural Life after an offering of securities can be transferred to Tea Essence, a Hong Kong company, and from there to the operating entities through a wholly foreign-owned enterprise. The report says no dividends or distributions of a subsidiary had been made to the company in the periods it presents.

It says the PRC subsidiaries may pay dividends only out of accumulated profits, if any, determined under PRC accounting standards. Each must also set aside at least 10% of its after-tax profits each year, if any, into a statutory reserve until the reserve reaches 50% of its registered capital. Those reserves are not distributable as cash dividends. The report adds that Chinese capital controls and limits on converting RMB into foreign currencies could make it difficult to remit dividends. A withholding tax of 10% applies to dividends payable by Chinese companies to non-PRC-resident enterprises, which may be reduced to 5% for payments to a Hong Kong enterprise, though the report says there is no assurance the reduced rate will apply.

The annual report also says the company does not expect to pay any cash dividends and intends to use earnings for research and development, new products and expanded production capacity. It does not address share buybacks.

What the release leaves open

The release does not say whether the company has bought any shares under the program or intends to buy at a particular price, and it does not say when purchases will be reported. The program is an authorization only. The company may stop it at any time, and the $1.0 million cap is the only figure the company gave for its size.

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