BioNexus Gene Lab Corp. (Nasdaq: BGLC) Secures $500 Million Equity Facility From ARC Group International to Support Expansion of Precision Diagnostics, CDMO Operations, and Therapeutic Commercialization

Rhea-AI Summary

BioNexus Gene Lab Corp (Nasdaq: BGLC) entered a $500,000,000 Equity Purchase Agreement with ARC Group International on Dec 2, 2025 to provide discretionary capital over a 36-month commitment period.

BGLC issued 175,000 shares as a one-time fee at the Nov 26, 2025 closing price of $4.32. ARC is restricted from owning more than 9.99% and from short-selling or hedging the securities. BGLC will file a registration statement before share sales and says the Facility complements its existing $20 million at-the-market program to support commercialization of the VitaGuard MRD platform, CDMO expansion, and therapeutic development.

Positive

• $500,000,000 equity facility committed over 36 months
• Issued 175,000 shares as one-time fee at
• 9.99% ownership cap limits ARC concentration
• Facility complements existing $20 million at-the-market program

Negative

• Facility permits issuance of registered common shares over 36 months
• One-time fee required issuance of 175,000 common shares
• Shares from the Facility cannot be sold until registration is filed

News Market Reaction

-1.81% 22.2x vol

10 alerts

-1.81% News Effect

+39.5% Peak Tracked

-17.6% Trough Tracked

-$151K Valuation Impact

$8M Market Cap

22.2x Rel. Volume

On the day this news was published, BGLC declined 1.81%, reflecting a mild negative market reaction. Argus tracked a peak move of +39.5% during that session. Argus tracked a trough of -17.6% from its starting point during tracking. Our momentum scanner triggered 10 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $151K from the company's valuation, bringing the market cap to $8M at that time. Trading volume was exceptionally heavy at 22.2x the daily average, suggesting significant selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Equity Facility Size: $500,000,000 Commitment Period: 36 months One-time Fee Shares: 175,000 shares +3 more

6 metrics

Equity Facility Size $500,000,000 ARC Group Equity Purchase Agreement commitment

Commitment Period 36 months Duration over which shares may be sold to ARC

One-time Fee Shares 175,000 shares Common stock issued to ARC as facility fee

Fee Share Price $4.32 Closing price on Nov 26, 2025 used for fee shares

Ownership Cap 9.99% Maximum ARC ownership of BGLC outstanding shares

ATM Program Size $20 million Previously announced at-the-market offering capacity

Market Reality Check

Price: $2.60 Vol: Volume 14,056 is far belo...

low vol

$2.60 Last Close

Volume Volume 14,056 is far below the 20-day average of 313,003, indicating light pre-news trading. low

Technical Price at 4.26 is trading slightly below the 200-day MA of 4.29.

Peers on Argus

Peers showed mixed moves: CNEY up 4.38%, BON up 0.64%, NTIC up 0.68%, while SNES...

Peers showed mixed moves: CNEY up 4.38%, BON up 0.64%, NTIC up 0.68%, while SNES fell 4.48% and BSLK was flat. This points to stock-specific rather than broad sector trading.

Historical Context

5 past events · Latest: Dec 03 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Dec 03	Strategic investment	Positive	+1.1%	Non-cash share swap for 15% Fidelion stake and ASEAN VitaGuard rights.
Dec 02	Equity facility	Positive	-1.8%	Entered $500M equity purchase facility and issued 175,000 fee shares to ARC.
Dec 01	License agreement	Positive	-2.4%	Exclusive Southeast Asia license for VitaGuard MRD with defined fee commitments.
Nov 12	Strategic agreements	Positive	-6.0%	Definitive MRD commercialization and cross‑equity agreements with Fidelion and Tongshu.
Nov 10	Shelf & ATM setup	Neutral	+3.0%	Filed $100M shelf and $20M ATM to fund growth initiatives and alliances.

Pattern Detected

Recent partnership and financing announcements were generally positive but often saw negative next-day price moves, suggesting the stock has sometimes sold off on growth or dilution-related news.

Recent Company History

Over the last month, BioNexus Gene Lab announced several strategic steps. On Nov 10, 2025, it filed a $100 million shelf and a $20 million ATM, followed by Fidelion MRD commercialization agreements and licensing in mid‑November and on Dec 1, 2025, which drew mostly negative price reactions. The Dec 2 $500,000,000 equity facility with ARC and the Dec 3 15% Fidelion equity stake further expanded its financing and MRD platform exposure, with mixed short-term price responses.

Regulatory & Risk Context

Active S-3 Shelf · $100,000,000

Shelf Active

Active S-3 Shelf Registration 2025-11-07

$100,000,000 registered capacity

An effective Form S-3 shelf was filed on Nov 7, 2025 to offer up to $100,000,000 of securities, including an at-the-market component of up to $3,557,000. While not yet effective, this framework, alongside the ARC equity facility and prior ATM arrangements, provides multiple capital-raising avenues subject to SEC effectiveness and one-third public float limitations under Instruction I.B.6.

Market Pulse Summary

This announcement detailed a $500,000,000 equity facility with ARC to support MRD diagnostics, CDMO ...

Analysis

This announcement detailed a $500,000,000 equity facility with ARC to support MRD diagnostics, CDMO expansion, and therapeutic preparation, complementing a $20 million ATM and a $100,000,000 shelf. Historically, similar partnership and financing news produced mixed short-term reactions, with some selloffs after positive updates. Key factors to monitor include actual drawdowns under the facility, registration effectiveness, use of the ATM, and progress on VitaGuard MRD and FS2 commercialization milestones.

Key Terms

equity purchase agreement, minimal residual disease, liquid biopsy, contract development and manufacturing organization, +2 more

6 terms

equity purchase agreement financial

"announced it has entered into a $500,000,000 Equity Purchase Agreement"

An equity purchase agreement is a legal contract that sets the terms for buying ownership shares in a company, including the number of shares, price, and any conditions that must be met before the sale closes. For investors it matters because it determines how much ownership and control they gain, how the company’s value and share count change, and what protections or obligations each side has—think of it as the detailed bill of sale and ground rules for a stock purchase.

minimal residual disease medical

"commercialization of the VitaGuard™ minimal residual disease (MRD) platform"

Minimal residual disease (MRD) is the tiny number of cancer cells that remain in the body after treatment, often too few to show up on standard scans but detectable with very sensitive tests. For investors, MRD is important because it predicts the risk of relapse and can determine whether a therapy is seen as effective, influences regulatory and reimbursement decisions, and affects the size and timing of a drug’s market opportunity—like spotting the last weeds that can make a garden regrow if not removed.

liquid biopsy medical

"a next-generation liquid biopsy platform for early cancer detection"

A liquid biopsy is a laboratory test that looks for tiny pieces of tumor or disease-related material — such as DNA, proteins, or cells — circulating in blood or other body fluids, allowing detection and monitoring without a surgical tissue sample. For investors, it matters because these tests can speed diagnosis, guide treatment choices, enable easier repeat testing, and create recurring revenue streams if adopted widely, affecting a medical company's growth and regulatory risk profile.

contract development and manufacturing organization technical

"addition of contract development and manufacturing organization (“CDMO”) services"

A contract development and manufacturing organization (CDMO) is a specialized service provider that helps other companies design, test, produce and package drugs or medical products on a hired basis. Think of it as an outsourced factory and R&D partner that lets a company scale production without building its own plants. Investors watch CDMO relationships because they affect a drug’s time-to-market, manufacturing costs, supply reliability and overall project risk, all of which influence future revenue and valuation.

at-the-market program financial

"previously announced $20 million At-The-Market program, enhancing the Company’s"

An at-the-market program is a way for a company to sell new shares of its stock gradually over time directly into the stock market, rather than all at once. This approach allows the company to raise money as needed while giving investors the opportunity to buy shares at current market prices. It helps manage the timing and price of new stock offerings, providing flexibility for both the company and investors.

topical therapeutic medical

"FS2, a topical therapeutic candidate targeting fibrosis, hypertrophic scarring"

A topical therapeutic is a medicine formulated to be applied directly to the skin, eyes, nostrils, mouth or other body surfaces to treat a local condition rather than being swallowed or injected. For investors, this matters because these products often follow different regulatory paths, face distinct manufacturing and packaging needs, and can have faster development timelines and clearer market targeting — think of them like spot treatments designed for a specific area rather than a whole-body solution.

AI-generated analysis. Not financial advice.

SHERIDAN, Wyo., Dec. 02, 2025 (GLOBE NEWSWIRE) -- BioNexus Gene Lab Corp. (“BGLC” or the “Company”), an emerging provider of precision oncology diagnostics with expanding operations across Southeast Asia, today announced it has entered into a $500,000,000 Equity Purchase Agreement (the “Facility”) with ARC Group International Ltd. (“ARC”), a global investment bank and the parent of ARC Group Securities, a FINRA registered broker dealer. The Company believes this facility will provide it with long-term, discretionary access to capital to advance its strategic initiatives, including the commercialization of the VitaGuard™ minimal residual disease (MRD) platform, the addition of contract development and manufacturing organization (“CDMO”) services to its business regionally, and building the Company’s therapeutic development and commercialization programs.

Under the terms of the Agreement, BGLC, at its sole discretion, may issue and sell registered shares of its common stock to ARC over the commitment period of 36 months.   In consideration for ARC’s commitment, BGLC issued 175,000 shares of common stock as a one-time fee, priced at the closing price on Nov 26, 2025 - $4.32. ARC is prohibited from owning more than 9.99% of BGLC’s outstanding shares at any time and is restricted from short-selling or hedging the Company’s securities.   The Company will file a registration statement to register the resale of shares issued under the Facility, and no shares may be sold prior to registration.

The Facility complements BGLC’s previously announced $20 million At-The-Market program, enhancing the Company’s financial flexibility while preserving strategic control over the timing and scale of capital deployment.

“This commitment from ARC strengthens our capital position at a pivotal time for BGLC,” said Sam Tan, Chief Executive Officer of BioNexus Gene Lab Corp. “Following our recently executed exclusive licensing agreement for the VitaGuard MRD platform in Southeast Asia, and with the ongoing transformation of our business into a CDMO capable of supporting high-value bioprocessing and manufacturing, we are building a diversified biotechnology platform with multiple growth pathways.”

“Importantly, this Facility is entirely at our discretion and is intended to support milestone-driven initiatives rather than routine financing,” Tan added. “We intend to draw from this resource selectively and responsibly as we advance our diagnostics, CDMO, and therapeutic commercialization programs.”

Please refer to the Company’s Form 8-K filed on December 2, 2025 regarding this transaction for more pertinent details concerning the Facility.

Advancing Precision Oncology in Southeast Asia

On November 28, 2025, BGLC executed a definitive licensing agreement with Fidelion Diagnostics Pte. Ltd. to commercialize the VitaGuard™ MRD assay, a next-generation liquid biopsy platform for early cancer detection, recurrence monitoring, and precision-treatment decision making. The ARC Facility enhances BGLC’s ability to support clinical adoption, regulatory pathways, and infrastructure development necessary to bring MRD testing to broader populations across Malaysia, Singapore, Indonesia, and Thailand.

Supporting BGLC’s CDMO Transformation

BGLC continues to expand its business to include contract development and manufacturing organization services, enabling the Company to participate in biologics production, assay manufacturing, and high-performance diagnostic supply chains. The Facility strengthens BGLC’s ability to invest in quality-systems upgrades, manufacturing capacity, technical capabilities, and strategic partnerships aligned with global CDMO standards.

Advancing Therapeutic Opportunities

The Company also continues to progress the strategic partnership initiative with BirchBioMed Inc., the subject of a recently announced non-binding term sheet, including regional regulatory planning for FS2, a topical therapeutic candidate targeting fibrosis, hypertrophic scarring, and skin regeneration. The Facility provides capital optionality to support clinical, regulatory, and commercial preparations as the term sheet potentially moves into a definitive partnership. For more information, visit www.birchbiomed.com.

About BioNexus Gene Lab Corp.

BioNexus Gene Lab Corp. (Nasdaq: BGLC) is an emerging provider of precision medical diagnostics solutions, expanding into contract development and manufacturing services. Through its subsidiaries, the Company is expanding its capabilities in oncology diagnostics, biologics development, specialty manufacturing, and integrated laboratory services across Southeast Asia. BioNexus Gene Lab Corp. is headquartered in Kuala Lumpur, Malaysia.

For more information, visit www.bionexusgenelab.com.

About ARC Group International Ltd.

ARC Group is a global investment bank, asset manager and management consultancy firm established in 2015. The firm specializes in capital markets, mergers & acquisitions, strategic advisory, and asset management, supporting clients through complex cross-border transactions and offering tailored financing solutions. ARC Group operates across twelve countries and three continents, providing expertise in sectors ranging from technology and digital assets to consumer goods and advanced industries. For more information, visit www.arc-group.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s growth strategy, expansion plans, expected use of proceeds, commercialization of the VitaGuard MRD platform, development of CDMO capabilities, therapeutic initiatives, and the anticipated benefits of the Equity Purchase Agreement and ATM program. Forward-looking statements are based on current expectations, estimates, forecasts, and projections and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the statements. These risks and uncertainties are described in the Company’s filings with the U.S. Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date hereof, and the Company undertakes no obligation to update any forward-looking statements except as required by law.

Contact

Investor Relations
BioNexus Gene Lab Corp.
Email: ir@bionexusgenelab.com

FAQ

What are the key terms of BGLC's $500,000,000 facility with ARC (Dec 2, 2025)?

BGLC may issue registered common shares to ARC at its discretion over a 36-month commitment period under a $500,000,000 Equity Purchase Agreement.

How many shares did BGLC issue as a fee to ARC and at what price?

BGLC issued 175,000 shares as a one-time fee priced at the Nov 26, 2025 closing price of $4.32.

What ownership and trading restrictions apply to ARC under the BGLC facility?

ARC is restricted from owning more than 9.99% of outstanding shares and is prohibited from short-selling or hedging BGLC securities.

When can shares under the ARC facility be sold into the market?

No shares issued under the Facility may be sold prior to the company's registration statement being declared effective.

How does the ARC facility interact with BGLC's existing $20 million ATM program?

The company says the $500M facility complements the existing $20 million at-the-market program to enhance financial flexibility.

What strategic programs will the ARC facility support for BGLC?

The company intends to use the facility to advance the VitaGuard MRD commercialization, expand CDMO services, and support therapeutic development and commercialization programs.