Bio Green Med Solution Q3 fire-safety revenue hits $454K
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Bio Green Med Solution, Inc. reported third-quarter 2026 fire-safety product revenue of $454,000, versus $81,000 a year earlier, and gross margin of approximately 25%, versus approximately 21%. Net loss was $449,000, compared with $988,000, while general and administrative expenses were $635,000 versus $1.004 million, down approximately 37%. Cash and cash equivalents were $3.454 million at September 30, 2026, versus $3.505 million at December 31, 2025; net cash used in operating activities was $0.9 million for the nine months ended September 30, 2026.
The company estimates its current cash resources will fund planned expenditure into the second quarter of 2027. Its proposed business combination with Future NRG Sdn. Bhd. had an S-4 declared effective in October; the company was planning a November 2026 special meeting to seek shareholder approval, and the combination remains subject to the agreement’s closing conditions and termination rights. A $0.15-per-share quarterly cash dividend on the company’s 6% Convertible Exchangeable Preferred Stock was paid November 1, 2026, to holders of record at the close of business on October 26, 2026.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointFire-safety product revenue reached $454,000, versus $81,000.
- Moderate pointQuarterly net loss narrowed to $449,000 from $988,000.
Negative
- None.
8-K Event Classification
Key Figures
Key Terms
gross margin financial
net cash used in operating activities financial
discontinued operations financial
Business Combination Agreement technical
Earnings Snapshot
The company estimates its current cash resources will fund planned expenditure into the second quarter of 2027.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much fire-safety revenue did BGMS report for Q3 2026?
What was BGMS’s net loss in Q3 2026?
What is the status of BGMS’s proposed business combination with Future NRG?
How long does BGMS estimate its cash resources will fund planned expenditures?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
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| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 12, 2026, Bio Green Med Solution, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2026 and providing a business update. On the same date, the Company filed its Quarterly Report on Form 10-Q for the quarter ended September 30, 2026 with the Securities and Exchange Commission. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release of Bio Green Med Solution, Inc., dated November 12, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 12, 2026
| BIO GREEN MED SOLUTION, INC. | ||
| By: | /s/ Datuk Dr. Doris Wong | |
| Name: | Datuk Dr. Doris Wong | |
| Title: | Chief Executive Officer and Executive Director | |
Exhibit 99.1
BIO GREEN MED SOLUTION Reports THIRD quarter financial results and provides business update
KUALA LUMPUR, MALAYSIA, November 12, 2026 – Bio Green Med Solution, Inc. (NASDAQ: BGMS; “BGMS” or the “Company”), a diversified company engaged primarily in the provision of fire safety protection and distribution activities, today announced third quarter financial results and provided a business update.
Highlights of the third quarter ended September 30, 2026, or in some cases shortly thereafter, include:
| ● | In October, the Company’s previously filed Form S-4, detailing the Company’s proposed Business Combination Agreement with Future NRG Sdn. Bhd., a Malaysia private limited company, was declared effective. The Company is planning to hold a Special Meeting in November 2026 to obtain shareholder approval for the proposed Business Combination. | |
| ● | In October, the Board of Directors of the Company declared a quarterly cash dividend of $0.15 per share on the Company’s 6% Convertible Exchangeable Preferred Stock, which cash dividend was paid on November 1, 2026, to holders of record as of the close of business on October 26, 2026. |
“During the third quarter, our fire safety business generated $454,000 in product revenue, compared to $81,000 in the prior-year period, and yielded a gross margin of approximately 25%, while our net loss narrowed to $0.4 million from $1.0 million in the prior-year period,” said Datuk Dr. Doris Wong Sing Ee, Chief Executive Officer and Executive Director. “We also reduced general and administrative expenses by 37% year over year and ended the quarter with $3.5 million in cash and cash equivalents. We remain focused on executing in Malaysia’s fire safety market and on working toward the completion of our proposed business combination with Future NRG, which remains subject to the closing conditions and termination rights set forth in the Business Combination Agreement.”
Financial Highlights
As of September 30, 2026, cash and cash equivalents totaled $3.5 million, compared to $3.5 million as of December 31, 2025.
Net cash used in operating activities was $0.9 million for the nine months ended September 30, 2026. The Company estimates that its current cash resources will fund planned expenditure into the second quarter of 2027.
Following the acquisition of Fitters Sdn. Bhd. on September 12, 2025, product revenue from sales and distribution of fire safety equipment was $454,000 for the three months ended September 30, 2026, compared to $81,000 for the same period in the prior year.
Cost of sales related to sales and distribution of fire safety equipment was $339,000 for the three months ended September 30, 2026, yielding a gross margin of approximately 25%, compared to $64,000 for the same period in the prior year, yielding a gross margin of approximately 21%.
General and administrative expenses decreased by approximately $0.4 million from $1.0 million for the three months ended September 30, 2025 to $0.6 million for the three months ended September 30, 2026, due to regulatory filings and acquisition costs associated with the Fitters acquisition in the prior period.
Total other income, net, for the three months ended September 30, 2026, increased by approximately $70,000 from $4,000 for the three months ended September 30, 2025 to $74,000 for the three months ended September 30, 2026, due largely to interest income.
Income tax provision for the three months ended September 30, 2026, increased by approximately $3,000, from $0 for the three months ended September 30, 2025 to $3,000 for the three months ended September 30, 2026 and related to our fire safety business, acquired in September 2025.
Net loss from discontinued operations was $5,000 for the three months ended September 30, 2025 and is related to our former operations from biopharmaceutical activities. There was no activity from discontinued operations in the current period.
Net loss for the three months ended September 30, 2026, was $0.4 million, compared to $1.0 million for the same period in 2025.
About Bio Green Med Solution, Inc.
BGMS is a diversified company that was formerly engaged in the biopharmaceutical industry but as of September 2025 has shifted its operations to focus on provision of fire safety protection and distribution activities. Specifically, on September 12, 2025, the Company completed its acquisition of Fitters Sdn. Bhd., a Malaysia-based group specializing in fire protection products and services. The Company is now focused on advancing opportunities across these distinct sectors whilst maintaining its commitment to driving long-term value creation for shareholders. For additional information, please visit www.bgmsglobal.com.
Forward-looking Statements
Except for historical information, certain matters discussed in this press release may be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance and involve various assumptions, known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by words such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or other comparable words. Actual results, performance or outcomes may differ materially from those expressed or implied by these forward-looking statements and may not align with historical performance and events due to a number of factors, including those discussed in the sections of our annual report on Form 10-K entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors,” and those discussed in our Form 10-Q quarterly reports filed after such annual report. BGMS’s SEC filings are readily obtainable at no charge at www.sec.gov, as well as on its own investor relations website at https://investor.bgmsglobal.com/sec-filings. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements, and caution should be exercised against placing undue reliance upon such statements, which are based only on information currently available to us and speak only as of the date hereof. We are under no duty to update publicly any of the forward-looking statements after the date of this earnings press release, whether as a result of new information, future events or otherwise, except as required by law.
SOURCE:
Bio Green Med Solution, Inc.
info@bgmsglobal.com
BIO GREEN MED SOLUTION, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (LOSS)
(In $000s, except share and per share amounts)
| Three Months Ended | ||||||||
| September 30, | ||||||||
| 2026 | 2025 | |||||||
| Revenues: | ||||||||
| Product revenue - fire safety | $ | 454 | $ | 81 | ||||
| Revenues | $ | 454 | $ | 81 | ||||
| Operating expenses: | ||||||||
| Cost of sales | 339 | 64 | ||||||
| General and administrative | 635 | 1,004 | ||||||
| Total operating expenses | 974 | 1,068 | ||||||
| Operating loss | (520 | ) | (987 | ) | ||||
| Other income (expense): | ||||||||
| Foreign exchange (losses) | (3 | ) | (14 | ) | ||||
| Interest income | 44 | 9 | ||||||
| Other income, net | 33 | 9 | ||||||
| Total other income, net | 74 | 4 | ||||||
| Loss from continuing operations before taxes | (446 | ) | (983 | ) | ||||
| Income tax provision | (3 | ) | - | |||||
| Net loss from continuing operations | (449 | ) | (983 | ) | ||||
| Discontinued operations: | ||||||||
| Operating losses from discontinued operations | - | (5 | ) | |||||
| Net income from discontinued operations | - | (5 | ) | |||||
| Net loss | (449 | ) | (988 | ) | ||||
| Dividend on convertible exchangeable preferred shares | (20 | ) | (21 | ) | ||||
| Deemed dividend on warrant exchange | - | (1,494 | ) | |||||
| Net loss applicable to common shareholders | $ | (469 | ) | $ | (2,503 | ) | ||
| Basic and diluted earnings per common share: | ||||||||
| Net loss per share, continuing operations – basic and diluted (common shareholders) | $ | (0.07 | ) | $ | (1.31 | ) | ||
| Net income per share, discontinued operations – basic and diluted (common shareholders) | $ | (0.00 | ) | $ | (0.00 | ) | ||
| Net loss per share – basic and diluted (common shareholders) | $ | (0.07 | ) | $ | (1.31 | ) | ||
| Weighted average common shares outstanding | 6,622,794 | 1,912,495 | ||||||
BIO GREEN MED SOLUTION, INC.
CONSOLIDATED BALANCE SHEET
(In $000s, except share, per share, and liquidation preference amounts)
| September 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 3,454 | $ | 3,505 | ||||
| Accounts receivable | 974 | 1,257 | ||||||
| Inventory | 991 | 1,384 | ||||||
| Prepaid expenses and other current assets | 158 | 110 | ||||||
| Total current assets | 5,577 | 6,256 | ||||||
| Property and equipment, net Property and equipment, net | 134 | 137 | ||||||
| Right-of-use lease asset | 5 | 12 | ||||||
| Goodwill | 1,570 | 1,570 | ||||||
| Property and equipment, net Non-current assets | 192 | 210 | ||||||
| Total assets | $ | 7,478 | $ | 8,185 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 181 | $ | 617 | ||||
| Accrued and other current liabilities | 634 | 715 | ||||||
| Total current liabilities | 815 | 1,332 | ||||||
| Lease liability | - | 2 | ||||||
| Other liabilities | 2 | 9 | ||||||
| Total liabilities | 817 | 1,343 | ||||||
| Stockholders’ equity | 6,661 | 6,842 | ||||||
| Total liabilities and stockholders’ equity | $ | 7,478 | $ | 8,185 | ||||