05/15/2026 | Press release | Distributed by Public on 05/15/2026 15:20
Management's Discussion and Analysis of Financial Condition and Results of Operations
Description of Business
As used herein, unless the context otherwise indicates, references to the "Company," "we," "our," "us," "BioNexus" refer to BioNexus Gene Lab Corp., a Wyoming company ("BGLC"), and its wholly owned subsidiaries, MRNA Scientific Sdn. Bhd. ("MRNA Scientific Malaysia"), and Chemrex Corporation Sdn. Bhd. ("Chemrex"), both are Malaysian companies.
BGLC is an emerging technology company focused on the application of functional genomics to enable early detection of infectious diseases and cancers. On August 23, 2017, we acquired all of the outstanding capital stock of MRNA Scientific Malaysia, which was incorporated in Malaysia on April 7, 2015. MRNA Scientific Malaysia owns algorithm software, technology, and know-how related to the detection of common diseases through blood analysis which we use in our business. Our non-invasive blood screening tests analyze changes in ribonucleic acid (or RNA) to Coronavirus, Dengue, HIV, HPV and the risk potentiality of cancers diseases. This unique blood genomic biomarker approach is based on the scientific observation that circulating blood reflects, in a detectable way, what is occurring throughout the body currently.
The corporate and principal office address of the Company and MRNA Scientific Malaysia is Unit A-28-7, Level 28, Tower A, Menara UOA Bangsar, No.5 Jln Bangsar Utama 1 , Kuala Lumpur, Malaysia., our lab is located at Lab 353, Chemical Science Centre, University Science Malaysia, George Town, Penang, Malaysia. Another lab focuses on Covid-19 and colon cancer screening is located at 4th floor, Lifecare Diagnostic Centre, Kuala Lumpur, Malaysia. Our telephone number is (+60) 18-2218762 and our website is www.bionexusgenelab.com.
Chemrex is a wholesaler of industrial chemicals for the manufacture of industrial, medical, appliance, aero, automotive, mechanical and electronic industries in ASEAN region. On December 31, 2020, we acquired all of the outstanding capital stock of Chemrex, which was incorporated in Malaysia on September 29, 2004.
Chemrex's corporate office and distribution and storage center is located at 4 Jalan CJ 1/6 Kawasan Perusahaan Cheras Jaya, Selangor, Malaysia. Its phone number is (+60) 1922-23815 and website is www.chemrex.com.my.
General
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, 2026 and March 31, 2025, 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.
Overview
During the current quarter ended March 31, 2026, BioNexus Gene Lab Corp. ("BGLC", the "Company", "we", "us" or "our") continued to develop and refine its strategic focus across its three operational segments: healthcare diagnostics (MRNA Scientific Sdn. Bhd.), specialty chemicals (Chemrex Corporation Sdn. Bhd.), and innovation-focused ventures (including digital health and blockchain-linked financial strategies).
We successfully completed the integration of Nasdaq-listed operations following our 2023 uplisting, while maintaining a stable liquidity position and initiating expansion into the digital healthcare and decentralized asset infrastructure sectors.
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Strong Liquidity Position and Clean Capital Structure
As of March 31, 2026, the Company had cash and cash equivalents of $2,397,977 (consisting of bank balances of $1,337,554, and fixed deposit with original maturities of three months or less of $1,060,423) and total liquidity exceeding $4million. "Total liquidity" is a management liquidity metric comprised of cash and cash equivalents, fixed deposits with original maturities greater than three months, 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 17 for significant-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.
In light of the recent governance enhancements and upcoming growth initiatives, including expansion into digital health and decentralized financial infrastructure, the Company is actively exploring additional capital-raising mechanisms. These may include at-the-market offerings, private placements, or strategic financing arrangements subject to Nasdaq and SEC compliance.
Management believes current cash and expected financing under our proposed up to $20 million ATM program with Maxim Group LLC are sufficient to finance operations for at least the next 12 months.
Focus and Development of Core Biotech Business
In July 2025, 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.
Thereafter, on November 28, 2025, the Company completed a Share Subscription and Shareholders' Agreement with Fidelion, among others. The parties also entered into an Intellectual Property License Agreement, pursuant to which the Company obtained exclusive commercial rights to the VitaGuard™ Minimal Residual Disease (MRD) platform in the ASEAN region, on a perpetual and exclusive basis. VitaGuard™ is a next-generation, AI-enabled platform for minimal residual disease (MRD) monitoring. Designed as a high-efficiency, high-fidelity liquid biopsy system, VitaGuard™ enables clinicians to detect early signs of cancer recurrence and support precision-treatment decision making.
In January 2026, the Company announced the formal commencement of the deployment phase for the VitaGuard™ MRD platform in connection with its licensing arrangement. In connection with the advancement of the MRD platform, during the current quarter, the Company has focused on its plans for commercialization in the ASEAN markets deepening its collaboration with Fidelion and its newly appointed Chief Commercial Officer, Dr Muthu Meyyappan. The Company also strengthened ties with the developer of the VitaGuard system, Tongshu Biotechnology (Hong Kong) Co., Limited ("Tongshu") and is currently advancing plans to develop new testing facilities to enable the rollout of VitaGuard as a Laboratory Developed Test ("LDT") in the ASEAN region.
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 at some point in the future.
Digital Assets and Treasury Management
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 March 31, 2026 as the management is still reviewing multiple proposals and cash allocation strategies.
Strategic Positioning for Growth and Innovation
Looking ahead, the Company intends to capitalize on its clean balance sheet and low compliance cost profile to pursue selective mergers, acquisitions, and joint ventures that align with our long-term strategy.
Nasdaq Compliance Timeline & Milestones
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November 2023: Received initial Nasdaq compliance notice; promptly initiated proactive engagement and compliance measures. |
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May 2024: Successfully secured initial 180-day compliance extension, reflecting constructive Nasdaq dialogue. |
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November 2024: Requested Nasdaq hearing, leading to constructive panel engagement and temporary compliance extension approval. |
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April 2025: Implemented strategic 1-for-10 reverse stock split, proactively ensuring continued compliance and strengthening market position. |
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April 2025: Full Nasdaq compliance achieved, reinforcing market stability and investor confidence. |
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Our leadership team remains fully committed and confident in maintaining robust compliance with Nasdaq listing standards. We view compliance as fundamental to our growth strategy and market credibility. Our proactive compliance approach, prudent capital market strategies, and transparent shareholder communication reflect management's dedication to safeguarding shareholder value and company reputation.
Recent Developments.
(a) Strategic Alliance with Tongshu Biotechnology (Hong Kong) Co., Limited and Fidelion Diagnostics Pte Ltd
As disclosed elsewhere herein, 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.
On November 28, 2025, the Company disclosed the completion of a Share Subscription and Shareholders' Agreement (the "SSSA") by and among Fidelion, the Company, Tongshu Biotechnology (Hong Kong) Co., Limited ("Tongshu"), Mr. Su-Leng Tan Lee (the Company's Chief Executive Officer), Molecule Bio LLC and Rainy Morning Technology (Hong Kong) Limited.
Pursuant to the SSSA, Fidelion allotted and issued to the Company 180 Ordinary Shares, representing approximately 15% of Fidelion's enlarged share capital. In consideration, the Company issued 392,329 shares of its restricted common stock to Fidelion (or approximately 16.6% of the Company's issued and outstanding common stock).
As a condition to completion, the Company and Fidelion also entered into an Intellectual Property License Agreement, pursuant to which the Company obtained exclusive commercial rights to the VitaGuard™ Minimal Residual Disease (MRD) platform in the ASEAN region, on a perpetual and exclusive basis. The license fee is payable over a 24-month instalment schedule.
(b) Appointment of officers, directors, committee appointments, and appointment of officers
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.
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.
(c) Internal Controls Enhancement
During and subsequent to the reporting period ended March 31, 2026, as a result of recent transactions occurring at its Chemrex subsidiary, the Company focused on enhancing its internal control environment and improving governance procedures within its Chemrex subsidiary. Following the internal review of these recent transactions, management has implemented additional protocols to strengthen compliance with corporate policies and regulatory requirements, particularly concerning related-party transactions and transaction authorization at the subsidiary level.
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The Company also acknowledges a recent communication from our independent auditors JP Centurion & Partners, in which the audit firm expressed concerns regarding certain aspects of Chemrex's financial reporting and internal control structure. The Company is addressing these matters through comprehensive oversight, led by the audit committee, to ensure transparency, accuracy, and compliance in all reported information. These efforts aim to reinforce the integrity of our financial reporting and provide shareholders with reliable information on the Company's operational and financial performance.
(d) Reverse Stock Split
On March 19, 2025, the "Company held a Special Meeting of Shareholders (the "Meeting") to approve a reverse stock split of the Company's outstanding shares of common stock, with a ratio ranging from one-for-five (1:5) to one-for-ten (1:10), with the exact ratio to be set at the discretion of the Board of Directors. After a quorum was established, the shareholders approved the Reverse Stock Split. Thereafter, on that same date, the Board of Directors set the reverse stock split ratio at 1 for 10. The Reverse Stock Split became effective on April 7, 2025.
(e) Filing of Form S-3 Registration Statement.
As stated elsewhere herein, on November 7, 2025, the Company filed a registration statement on Form S-3 with the U.S. Securities and Exchange Commission to register up to $100 million of securities that may be offered from time to time. The Company concurrently entered into an Equity Distribution Agreement (the "Agreement") with Maxim Group LLC (the "Agent"), pursuant to which the Company may offer and sell, from time to time, shares of its common stock, no par value (the "Common Stock"), having an aggregate offering price of up to $20,000,000 through the Agent, acting as the Company's exclusive sales agent (the "ATM Program").
Sales, if any, will be made in transactions deemed to be "at-the-market" offerings as defined in Rule 415 under the Securities Act of 1933, as amended, which may be made directly on The Nasdaq Capital Market or otherwise at prevailing market prices, at prices related to prevailing market prices, or at negotiated prices, as permitted by the Agreement. The Company is not obligated to sell any shares under the Agreement, and the Agent is not required to purchase any shares. No sales will be made pursuant to the Agreement unless and until the Company's shelf Registration Statement on Form S-3 is declared effective by the U.S. Securities and Exchange Commission and the Company has filed the applicable prospectus supplement. The Form S-3 became effective on November 27, 2025, and 53,478 shares have been sold for proceeds of $267,311 as of the date of filing of this Form 10-Q.
(f) ARC Group International Equity Purchase Agreement
On November 28, 2025, the Company entered into an Equity Purchase Agreement (the "Purchase Agreement") with ARC Group International Ltd. ("ARC"), the parent of ARC Group Securities, a FINRA registered broker/dealer. Under the terms of the Purchase Agreement, ARC has committed to purchase, from time to time at the Company's discretion, up to $500,000,000 of the Company's common stock, no par value per share ("Common Stock"), over a 36-month period (the "Facility").
Under the Facility, the Company, in its sole discretion and subject to the terms and conditions of the Purchase Agreement, may direct ARC to purchase registered shares of Common Stock at a purchase price equal to a specified discount to the prevailing volume-weighted average price during an agreed pricing period, the discount being between 3.0% and 3.5%. ARC may not purchase shares under the Facility that would result in its beneficial ownership exceeding 9.99% of the Company's then-outstanding Common Stock and is prohibited from short selling or hedging transactions involving the Company's securities.
As consideration for ARC's commitment under the Facility, the Company issued to ARC 175,000 shares of Common Stock on November 26, 2025.
Results of Operations
Exchange Rates
Translation of amounts from MYR into US$1.00 has been made at the following exchange rates for the respective period and year:
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March 31, 2026 |
December 31, 2025 |
|||||||
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Period ended March 31, 2026 /Year-ended December 31, 2025 US$:MYR exchange rate |
4.046 | 4.061 | ||||||
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January 1, 2026 to March 31, 2026 |
January 1, 2025 to March 31, 2025 |
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3 months average US$1: MYR exchange rate |
3.966 | 4.450 | ||||||
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Results of Operations for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 (unaudited).
The following table sets forth key selected financial data for the three months ended March 31, 2026 and 2025.
Consolidated
|
Three month period ended March 31, |
||||||||
|
2026 |
2025 |
|||||||
|
REVENUE (including $nil and $16,070 of revenue from related party for the period ended March 31, 2026 and 2025 respectively) |
$ | 22,842 | $ | 2,137,075 | ||||
|
COST OF REVENUE |
(23,632 | ) | (1,793,582 | ) | ||||
|
GROSS (LOSS)/PROFIT |
(790 | ) | 343,493 | |||||
|
OTHER INCOME |
||||||||
|
Dividend income |
- | 8,934 | ||||||
|
Interest income |
17,179 | 23,568 | ||||||
|
Fair value gain on investments in equity securities |
- | 4,514 | ||||||
|
Reversal of expected credit losses |
26,743 | 25,153 | ||||||
|
Gain from foreign exchange |
5,617 | - | ||||||
|
Others |
8,147 | 29,251 | ||||||
|
TOTAL OTHER INCOME |
57,686 | 91,420 | ||||||
|
OPERATING EXPENSES |
||||||||
|
Sales and marketing |
(52,733 | ) | (540,695 | ) | ||||
|
Research and development |
(14,487 | ) | (12,139 | ) | ||||
|
General and administrative (including $nil and $1,044 of rental expenses to related party for the period ended March 31, 2026 and 2025, respectively) |
(327,669 | ) | (391,876 | ) | ||||
|
Fair value loss on investments in equity securities |
- | (68,497 | ) | |||||
|
Provision for expected credit losses |
(202,497 | ) | (40,124 | ) | ||||
|
TOTAL OPERATING EXPENSES |
(597,386 | ) | (1,053,331 | ) | ||||
|
LOSS FROM OPERATIONS |
(540,490 | ) | (618,418 | ) | ||||
|
FINANCE COSTS |
(3,085 | ) | (4,909 | ) | ||||
|
LOSS BEFORE TAX |
(543,575 | ) | (623,327 | ) | ||||
|
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS |
$ | (543,575 | ) | $ | (623,327 | ) | ||
|
Other comprehensive income |
||||||||
|
Foreign currency translation gain |
21,900 | 72,159 | ||||||
|
COMPREHENSIVE LOSS |
$ | (521,675 | ) | $ | (551,168 | ) | ||
|
Earnings per share - Basic and diluted |
(0.225 | ) | (0.347 | ) | ||||
|
Weighted average number of common stocks outstanding, Basic and Diluted # |
2,417,314 | 1,796,766 | ||||||
# Weighted average shares outstanding and per share amount have been adjusted for the periods shown to reflect the 1-for-10 reverse stock split effected on April 7, 2025 and the 1-for-12 reverse stock split effected on July 20, 2023, on a retroactive basis as described in Note 15.
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Revenues
Revenues decreased by 99% for the current quarter ended March 31, 2026 compared to same quarter in the prior year primarily due to lower business volume at our Chemrex subsidiary. The significant drop in revenues results from the prior actions of the former management of Chemrex which negatively impacted Chemrex's operations and profitability (See Item II Other Information - Part 1 Legal Proceedings herein). Following these actions, the Company has begun transitioning towards a new business model for Chemrex. This model includes expanding into different chemical types and exploring the Contract Development and Manufacturing Organization business. The Company intends to carry out its plans for the change in Chemrex's operating model and is hopeful that this model will yield improved results in the future.
Cost of Revenues
Cost of revenue decreased by 99% for the current quarter ended March 31, 2026 compared to same quarter in the prior year primarily due to significantly lower revenues described above.
Other Income
Other income decreased by 37% for the current quarter ended March 31, 2026 compared to the same quarter in the prior year. Dividend, fair value gain on investment in equity securities and interest income were reduced due to divestments of equity securities owned and reduced term deposits held in interest bearing accounts.
Operating Expenses
Operating expenses decreased by 43% for the current quarter ended March 31, 2026 compared to same quarter in the prior year. The reason for the lower operating expenses for the current quarter was mainly due to lower sales and marketing expenses attributable to lower head count at Chemrex resulting from the change in management as well as reduced general administration expenses partially offset by higher provision of expected credit losses.
Loss from Operations
Our loss from operations was reduced by 12% due to the reasons outlined above.
Tax Expense
We had no tax expense for both current quarter ended March 31, 2026 and the same quarter in the prior year due to losses from our operating subsidiaries.
Foreign Currency Translation Gain
We are exposed to fluctuations in foreign exchange rates on the translation of monetary assets and liabilities denominated in currencies other than the US Dollar. Therefore, any change in the relevant exchange rate will require us to recognize a transaction gain or loss on revaluation. For the quarter ended March 31, 2026, we had foreign currency translation gain of $21,900 compared with foreign currency translation gain of $72,159 for same quarter in the previous year.
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The following table sets forth key selected financial data for the three months ended March 31, 2026 and 2025.
Consolidated
|
MRNA Scientific and Chemrex Corporation |
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Provision for genomic screening services |
Trading of industrial chemicals |
Provision for genomic screening services |
Trading of industrial chemicals |
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Three months period ended March 31, 2026 |
Three months period ended March 31, 2025 |
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REVENUE |
$ | 1,311 | $ | 21,531 | $ | 3,068 | $ | 2,134,007 | ||||||||
|
COST OF REVENUE |
(667 | ) | (22,965 | ) | (1,406 | ) | (1,792,176 | ) | ||||||||
|
GROSS PROFIT/(LOSS) |
644 | (1,434 | ) | 1,662 | 341,831 | |||||||||||
|
OTHER INCOME |
||||||||||||||||
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Dividend income |
- | - | - | 8,934 | ||||||||||||
|
Interest income |
14,232 | 2,947 | 20,002 | 3,566 | ||||||||||||
|
Fair value gain on investments in equity securities |
- | - | - | 4,514 | ||||||||||||
|
Gain from foreign exchange |
3,827 | 1,790 | - | - | ||||||||||||
|
Reversal of expected credit losses |
- | 26,743 | - | 25,153 | ||||||||||||
|
Others |
- | 8,146 | 3,893 | 25,383 | ||||||||||||
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TOTAL OTHER INCOME |
18,059 | 39,627 | 23,895 | 67,525 | ||||||||||||
|
OPERATING EXPENSES |
||||||||||||||||
|
Sales and marketing |
(35,145 | ) | (861 | ) | (27,640 | ) | (508,990 | ) | ||||||||
|
Research and development |
(14,487 | ) | - | (12,139 | ) | - | ||||||||||
|
General and administrative |
(55,451 | ) | (56,007 | ) | (56,006 | ) | (125,133 | ) | ||||||||
|
Fair value loss on investments in equity securities |
- | - | - | (68,497 | ) | |||||||||||
|
Provision for expected credit losses |
- | (202,497 | ) | - | (40,124 | ) | ||||||||||
|
TOTAL OPERATING EXPENSES |
(105,083 | ) | (259,365 | ) | (95,785 | ) | (742,744 | ) | ||||||||
|
LOSS FROM OPERATIONS |
(86,380 | ) | (221,172 | ) | (70,228 | ) | (333,388 | ) | ||||||||
|
FINANCE COSTS |
(2,816 | ) | - | (3,364 | ) | (1,502 | ) | |||||||||
|
LOSS BEFORE TAX |
$ | (89,196 | ) | $ | (221,172 | ) | (73,592 | ) | (334,890 | ) | ||||||
|
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS |
$ | (89,196 | ) | $ | (221,172 | ) | $ | (73,592 | ) | $ | (334,890 | ) | ||||
The following table sets forth key selected financial data for the three months ended March 31, 2026 and 2025.
Segmented
Revenue
|
Three months period ended March 31 2026 |
Three months period ended March 31, 2025 |
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|
Revenue $ |
Change from prior year % |
Contribution to total revenue |
Revenue $ |
Contribution to total revenue |
||||||||||||||||
|
MRNA Scientific |
1,311 | (57.27 | )% | 5.74 | % | 3,068 | 0.14 | % | ||||||||||||
|
Chemrex |
21,531 | (98.99 | )% | 94.26 | % | 2,134,007 | 99.86 | % | ||||||||||||
| 22,842 | (98.93 | )% | 100.00 | % | 2,137,075 | 100.00 | % | |||||||||||||
MRNA Scientific's revenue decreased by 57.27%, primarily attributed to lower sales volume and client referrals from diagnostic centers.
Revenue for Chemrex, as discussed above, decreased by 98.99% mainly due to lower business volume as a result of the actions of former management which occurred during the course of fiscal year 2025, the results of which manifested this quarter.
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Cost of Revenues and Gross Margin
|
Three months period ended March 31 |
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|
2026 |
2025 |
|||||||
|
Cost of Revenue |
||||||||
|
MRNA Scientific |
667 | 1,406 | ||||||
|
Chemrex |
22,965 | 1,792,176 | ||||||
|
Total cost of sale |
23,632 | 1,793,582 | ||||||
|
Gross Margin percentage |
||||||||
|
MRNA Scientific |
49.12 | % | 54.17 | % | ||||
|
Chemrex |
(6.66 | )% | 16.02 | % | ||||
|
Total Gross Margin percentage |
(3.46 | )% | 16.07 | % | ||||
The gross margin percentage for MRNA Scientific reduced slightly during the quarter ended March 31, 2026 compared to same quarter in the previous year mainly due to a different mix of services with lower gross margins.
The gross margin percentage for Chemrex is -6.66% during the quarter ended March 31, 2026 compared to same quarter in the previous year of 16.02% mainly due to direct manufacturing costs despite low production volumes.
Other Income
|
Three months period ended March 31 |
||||||||||||
|
2026 |
2025 |
|||||||||||
|
$ |
Change from prior year same quarter |
$ |
||||||||||
|
MRNA Scientific |
18,059 | (24.42 | )% | 23,895 | ||||||||
|
Chemrex |
39,627 | (41.32 | )% | 67,525 | ||||||||
| 57,686 | (36.90 | )% | 91,420 | |||||||||
Other income for MRNA Scientific reduced during the quarter ended March 31, 2026 compared to same quarter in the previous year mainly due to lower interest income derived from deposits held in interest bearing accounts.
|
MRNA Scientific (Provision for genomic screening services) |
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|
OTHER INCOME |
Three months period ended March 31, 2026 |
Change from prior year |
Three months period ended March 31, 2025 |
|||||||||
|
$ |
% |
$ |
||||||||||
|
Interest income |
14,232 | (28.85 | )% | 20,002 | ||||||||
|
Gain from unrealised foreign exchange |
3,827 | 100.00 | )% | - | ||||||||
|
Other |
- | (100.00 | )% | 3,893 | ||||||||
| 18,059 | (24.42 | )% | 23,895 | |||||||||
Chemrex recorded lower other income during the quarter ended March 31, 2026 compared to same quarter in the previous year. Dividends, fair value gain on investment in equity securities and interest income were reduced due to reductions in shares owned partly offset by higher reversal of expected credit losses due to effort put into our collection.
|
Chemrex (Trading of industrial chemicals) |
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|
OTHER INCOME |
Three months period ended March 31, 2026 |
Change from prior year |
Three months period ended March 31, 2025 |
|||||||||
|
$ |
% |
$ |
||||||||||
|
Dividend income |
- | (100.00 | )% | 8,934 | ||||||||
|
Interest income |
2,947 | (17.36 | )% | 3,566 | ||||||||
|
Fair value gain on investments in equity securities |
- | (100.00 | )% | 4,514 | ||||||||
|
Reversal of expected credit losses |
26,743 | 6.32 | % | 25,153 | ||||||||
|
Gain from unrealised foreign exchange |
1,790 | 100.00 | % | - | ||||||||
|
Others |
8,147 | (67.87 | )% | 25,358 | ||||||||
| 39,626 | (41.32 | )% | 67,525 | |||||||||
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Sales and Marketing
|
Three month periods ended March 31 |
||||||||||||
|
2026 |
2025 |
|||||||||||
|
$ |
Change from prior year |
$ |
||||||||||
|
MRNA Scientific |
35,145 | 27.15 | % | 27,640 | ||||||||
|
Chemrex |
861 | (99.83 | )% | 508,990 | ||||||||
|
BGLC |
16,727 | 311.49 | % | 4,065 | ||||||||
| 52,733 | (90.25 | )% | 540,695 | |||||||||
Sales and marketing expenses for MRNA Scientific for the quarter ended March 31. 2026 increased by 27.15% mainly due to higher staff and director remuneration compared to same quarter in previous year. Sales and marketing expenses for Chemrex was reduced by 99.83% primarily due to lower associated staff remuneration as a result of the change in management and variable selling expenses.
Sales and marketing expenses for BGLC has increased for the quarter ended March 31, 2026 compared to same quarter in prior year due to increase in business development cost as compared to same quarter in previous year.
Research and Development
Research and development costs for the quarter ended March 31, 2026 were solely related to MRNA Scientific's continued development of its blood-based genomic screening (BGS) test.
General and Administrative
|
Three month periods ended March 31, |
||||||||||||
|
2026 |
2025 |
|||||||||||
|
$ |
Change from prior year |
$ |
||||||||||
|
MRNA Scientific |
55,451 | (0.99 | )% | 56,006 | ||||||||
|
Chemrex |
56,007 | (55.24 | )% | 125,133 | ||||||||
|
BGLC |
216,211 | 2.60 | % | 210,737 | ||||||||
| 327,669 | (16.38 | )% | 391,876 | |||||||||
General and administrative expenses for MRNA Scientific were slightly reduced by 0.99% due to lower office expenses being incurred. General and administrative expenses for Chemrex reduced by 55.24% primarily due to lower staff salaries and other office expenses.
General and administrative expenses for BGLC increased by 2.60% due to corporate insurance costs.
Provision for Expected Credit Losses
The increase was primarily due to a higher provision recognized for trade receivables for Chemrex, reflecting exposure based on our assessments of customer payment behavior during the current quarter.
Loss Before Taxes
Loss before taxes has reduced by 12.33% for the current quarter ended March 31, 2026 compared to the same quarter in prior year for the reasons described above.
|
Three month periods ended March 31, |
||||||||||||
|
2026 |
2025 |
|||||||||||
|
Loss before tax |
Change from prior year |
Loss before tax |
||||||||||
|
$ |
% |
$ |
||||||||||
|
MRNA Scientific |
(89,195 | ) | 21.20 | % | (73,592 | ) | ||||||
|
Chemrex |
(221,173 | ) | (33.96 | )% | (334,890 | ) | ||||||
|
BGLC |
(233,207 | ) | 8.55 | % | (214,845 | ) | ||||||
|
Total |
(543,575 | ) | (12.79 | )% | (623,327 | ) | ||||||
Income Tax Expense
For current quarter ended March 31, 2026, we did not have income tax expenses due to our losses incurred.
| 39 |
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 2026, we had working capital of $4,399,432 compared with working capital of $4,927,781 as of December 31, 2025. The decrease in working capital was due principally to operational losses, undertaking of strategic investments, and expansion of operations in line with the Company's overall strategic plans.
Our primary uses of cash had been for operations and strategic investments. The main sources of cash were generated from operational revenues, the private placement of our common stock, and the proceeds of our public offering. The following trends could result in a material decrease in our liquidity over the near to long term:
|
· |
Addition of administrative and marketing personnel as the business grows, |
|
|
· |
Increases in advertising and marketing in order to attempt to generate more revenues, and |
|
|
· |
The cost of being a public company. |
The Company believes that cash flow from operations together will be sufficient to sustain its current level of operations for at least the next 12 months of operations.
The following is a summary of the Company's cash flows (used in) / generated from operating, investing, and financing activities for the three months period ended March 31, 2026 and 2025
|
Three month periods ended March 31, |
||||||||
|
2026 |
2025 |
|||||||
|
Net cash used in operating activities |
$ | (147,671 | ) | $ | (824,072 | ) | ||
|
Net cash used in investing activities |
(13,988 | ) | (15,646 | ) | ||||
|
Net cash generated from /(used in) financing activities |
59,709 | (860 | ) | |||||
|
Foreign currency translation adjustment |
13,544 | 43,050 | ||||||
|
Net Change in Cash and Cash Equivalents |
$ | (88,406 | ) | $ | (797,528 | ) | ||
Operating Activities
Net cash used in operating activities decreased $676,401 for the quarter ended March 31, 2026 compared to same quarter in previous year. This is primarily due to substantial increase in other payable and higher allowances for expected credit losses during the quarter.
Investing Activities
Cash used in investing activities was $13,988 for the quarter ended March 31, 2026 and $15,646 for the same quarter in previous financial year.
In current quarter ended March 31, 2026, the Company had net cash of $13,988 used in purchase of plant and equipment of $(325) and fixed deposits placed of $(13,663).
In same quarter of the previous year, the company had net cash of $15,646 generated from dividend income of $8,934, purchase of plant and equipment of $(9,052) and fixed deposits placed of $(15,528).
Financing Activities
Cash generated from financing activities increased by $59,709 in current quarter ended March 31, 2026 from $(860) in previous year same quarter. The increase is primarily attributable to timing difference in the payment of commitment partially offset by payment of finance lease deposit.