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Bio Green Med Solution, Inc. (BGMS)·Q3 2025 Earnings Summary

Executive Summary

  • Q3 2025 was BGMS’s first quarter reflecting its pivot to fire safety distribution after acquiring FITTERS Sdn. Bhd.; the company reported $0.08M product revenue, a $(1.0)M operating loss, and $(2.503)M net loss to common shareholders driven by a $(1.494)M deemed dividend from a warrant exchange .
  • Operating profile improved year over year as R&D fell to $0 (vs. $1.0M) following liquidation of the UK subsidiary; G&A declined ~$0.2M to $1.0M; UK R&D tax credits ($0.2M in Q3’24) no longer apply post-UK exit .
  • Liquidity: cash and equivalents were $3.8M, and management guided cash runway “into the first quarter of 2026” .
  • Corporate actions included sale of plogosertib IP for $0.3M plus a potential $0.17M milestone, multiple warrant-for-share exchanges, and a $0.15 quarterly dividend on 6% convertible preferred (paid Nov 1) .
  • No S&P Global Street consensus was available for Q3 (EPS and revenue coverage absent); stock catalysts hinge on scaling FITTERS revenue, margin execution, and further capital structure moves .

What Went Well and What Went Wrong

What Went Well

  • Successful pivot and first revenue from fire safety distribution: “Following the acquisition of Fitters Sdn. Bhd. on September 12, 2025, product revenue…was $81,000 for the three months ended September 30, 2025.”
  • Cost discipline and biotech exit effects: R&D fell to $0 (from $1.0M) and G&A declined by ~$0.2M YoY to $1.0M, lowering the operating loss to $(1.0)M (vs. $(2.2)M) .
  • Liquidity visibility: “The Company estimates that its current cash resources will fund planned expenditure into the first quarter of 2026.”

What Went Wrong

  • Scale remains nascent: revenue of $0.08M in the partial quarter post-acquisition produced limited gross profit, with cost of sales of $0.06M (gross margin ~21%) .
  • Loss to common shareholders was larger than net loss due to a $(1.494)M deemed dividend from the warrant exchange, reducing EPS to $(1.31) despite lower operating expenses .
  • Elimination of UK R&D tax credits (was $0.2M in Q3’24) removes a historical non-operating tailwind, modestly impacting bottom line YoY comparability .

Financial Results

Income Statement Snapshot

Metric (USD)Q3 2024Q3 2025
Revenue$0.01M $0.08M
Cost of Sales$0.00M $0.06M
Gross Profitn/a$0.02M (=$0.08−$0.06)
R&D Expense$0.95M $0.00M
G&A Expense$1.24M $1.00M
Total Operating Expenses$2.19M $1.07M
Operating Loss$(2.18)M $(0.99)M
Net Loss$(1.96)M $(0.99)M
Deemed Dividend on Warrant Exchange$0.00M $(1.49)M
Net Loss to Common Shareholders$(1.96)M $(2.50)M
EPS (Basic & Diluted, Common)$(43.80) $(1.31)
Weighted Avg Shares (Basic & Diluted)44,681 1,912,495

Notes: Q3’24 figures reflect legacy biotech operations and pre-reverse-split share count; Q3’25 reflects initial post-FITTERS acquisition contribution and capital structure changes .

Balance Sheet Highlights

Metric (USD)Dec 31, 2024Sep 30, 2025
Cash & Cash Equivalents$3.14M $3.84M
Inventory$0.00M $1.37M
Accounts Receivable$0.00M $0.73M
Total Assets$4.09M $8.16M
Total Liabilities$6.27M $1.06M
Stockholders’ Equity$(2.17)M $7.10M

KPIs and Operating Metrics

KPIQ3 2025
Product Revenue – Fire Safety$0.08M
Cost of Sales$0.06M
Gross Margin %21.0% (=$0.02/$0.08)
Net Cash Used in Operating Activities$(0.40)M
Cash Runway“Into Q1 2026”

Estimates vs. Actuals (S&P Global)

MetricQ3 2025 ConsensusQ3 2025 Actual
Revenuen/a (no published consensus)$0.08M
EPS (Primary)n/a (no published consensus)$(1.31)

No S&P Global consensus estimates were available for BGMS for Q3 2025 (EPS or revenue). Values retrieved from S&P Global where “consensus” is referenced as unavailable.

Guidance Changes

MetricPeriodPrevious GuidanceCurrent GuidanceChange
Cash runwayThrough early 2026Not provided“Fund planned expenditure into the first quarter of 2026” New
6% Convertible Exchangeable Preferred DividendQ4 2025 pay date Nov 1, 2025Recurring quarterly$0.15 per share declared Oct 7; paid Nov 1, record Oct 20 Maintained (rate)
Biotech Program Ownership (Plogosertib)Ongoing program historicallyAsset sale closed Oct 6: $300k upfront + $170k milestone potential Divested
Capital Structure – Warrant ExchangesExchanged warrants for 559,395 shares in Sept; 1,402,605 shares in early Nov New/Dilutive
Reverse Stock Split1-for-15 reverse split effective July 7, 2025 Implemented

Earnings Call Themes & Trends

No Q3 2025 earnings call transcript was available in company filings; themes reflect filed disclosures.

TopicPrevious Mentions (Q-2 and Q-1)Current Period (Q3 2025)Trend
Strategic pivotTransitioning from biotech (legacy Cyclacel)Completed FITTERS Sdn. Bhd. share exchange; focus on fire safety protection and distribution Executed pivot
R&D / Biotech exposureActive in prior yearsR&D $0; UK subsidiary liquidated; sold plogosertib IP with non-compete on PLK1 for 5 years Fully exited programs
Revenue scaleNo reported fire safety revenue$0.08M product revenue in partial quarter post-acquisition Early ramp
Cost structureHigher biotech G&A and R&DG&A down ~$0.2M YoY; R&D eliminated Leaner opex
Capital structureReverse split; significant warrant-for-share exchanges Active restructuring
Liquidity~flat cash$3.8M cash; runway into Q1’26 Stable, limited horizon
Dividends (Preferred)$0.15 quarterly declared and paid Ongoing obligation

Management Commentary

  • “Following the acquisition of Fitters Sdn. Bhd. on September 12, 2025, product revenue…was $81,000 for the three months ended September 30, 2025.”
  • “The Company estimates that its current cash resources will fund planned expenditure into the first quarter of 2026.”
  • The company “has shifted its operations to focus on…fire safety protection and distribution activities.”
  • Corporate actions highlighted include reverse split, warrant exchanges, and completion of the FITTERS share exchange to own 100% of FITTERS Sdn. Bhd. .

Q&A Highlights

No earnings call transcript was filed or located; no Q&A disclosures available in SEC filings for Q3 2025 .

Estimates Context

  • There were no published S&P Global consensus estimates for Q3 2025 EPS or revenue for BGMS; as a result, comparisons to Street were not available (S&P Global coverage absent). Values retrieved from S&P Global where applicable.
  • Implication: Estimate revisions are unlikely to be a stock driver; near-term trading likely reacts to execution signals on FITTERS revenue scaling, opex trajectory, and capital structure updates .

Key Takeaways for Investors

  • Transformation quarter: First fire safety revenue post-FITTERS acquisition; biotech exit reduces operating losses, but commercial scale-up is early with modest gross profit to date .
  • Operating leverage path: Eliminating R&D and trimming G&A improved the operating loss YoY; margin expansion now depends on scaling distribution and procurement efficiencies .
  • Liquidity runway “into Q1’26” places urgency on ramping revenue, disciplined opex, and potentially further financing/structural steps; monitor cash conversion and working capital movements (inventory and receivables grew with the pivot) .
  • Capital structure overhang/dilution: Recent warrant-for-share exchanges increased common shares; be mindful of further exchanges or financings and EPS impact .
  • Non-core asset monetization completed: Plogosertib IP sale provides $0.3M upfront with $0.17M milestone potential and a 5-year non-compete on PLK1—reduces biotech optionality but sharpens focus on core fire safety operations .
  • Preferred dividend obligation continues ($0.15/share quarterly) – cash flow planning should incorporate this outflow alongside growth investment needs .
  • Near-term catalysts: Demonstrable sequential revenue growth from FITTERS integration, gross margin improvement, additional corporate actions (if any), and clarity on sustainable operating cash burn trajectory .

Citations:

  • Q3’25 press release and financials (Form 8-K/Ex.99.1) .
  • Asset sale of plogosertib (Form 8-K, Oct 7; Asset Purchase Agreement) .
  • Warrant exchange agreements and unregistered share issuance (Form 8-K, Nov 6) .
  • Preferred dividend declaration (Form 8-K, Oct 7) .
  • Corporate highlights including reverse split and FITTERS share exchange (press release within 8-K) .