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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 5, 2025
BioNexus Gene Lab Corp. |
(Exact name of Company as specified in its charter) |
Wyoming |
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001-41750 |
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35-2604830 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
of Incorporation) |
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File Number) |
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Identification Number) |
Unit A-28-7, Tower A, Menara UOA Bangsar,
No.5 Jln Bangsar Utama 1,
59000 Kuala Lumpur
(Address of principal executive offices)
Phone: +1 (307) 241-6898
(Company’s Telephone Number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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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 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, no par value |
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BGLC |
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Nasdaq |
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 growth company ☒
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 8.01 Other Events
On March 5, 2025, BioNexus Gene Lab Corp. (the “Company”) issued a press release announcing that its Board of Directors has formally approved a new treasury strategy focused exclusively on Ethereum (ETH) as a strategic treasury asset. This decision positions the Company as a leader among Nasdaq-listed companies in prioritizing Ethereum for treasury management. The press release further states that this strategy aligns with recent announcements regarding Ethereum’s inclusion in the proposed U.S. Crypto Strategic Reserve.
In connection with this announcement, the Company has released an Ethereum Strategy Whitepaper, which provides detailed insight into the rationale for adopting Ethereum as a treasury asset. The whitepaper is publicly available on the Company’s website at www.bionexusgenelab.com/ethstrategy.
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 8.01, including Exhibit 99.1, 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 into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
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Press release announcing the Company’s new Ethereum focused treasury strategy. |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BioNexus Gene Lab Corp.
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/s/ Su-Leng Tan Lee |
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By: |
Su-Leng Tan Lee |
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Chief Executive Officer |
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Date: |
March 5, 2025 |
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
BioNexus Gene Lab Corp. Announces Board Approval of Ethereum Treasury Strategy and Release of Strategic Whitepaper
Kuala Lumpur, Malaysia – March 5, 2025 – BioNexus Gene Lab Corp. (NASDAQ: BGLC), a technology company dedicated to innovation in technology and healthcare, is pleased to announce that its Board of Directors has formally approved the Company’s new Ethereum-focused treasury strategy. This decision marks BGLC as the first Nasdaq-listed company to exclusively prioritize Ethereum (ETH) as a strategic treasury asset, and is in line with recent announcements of Ethereum being included in the US “Crypto Strategic Reserve”.
Concurrently, BGLC has released its Ethereum Strategy Whitepaper, detailing the rationale behind the Company’s decision and the broader significance of Ethereum as a financial infrastructure asset. The whitepaper provides insight into Ethereum’s institutional adoption, staking capabilities, and upcoming protocol upgrades, which reinforce its long-term value and corporate utility.
Board Approval: A Transformational Decision
Following extensive analysis, the Board has determined that Ethereum presents a strategic treasury management solution due to its:
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| · | Institutional credibility: Adoption among major financial institutions, and exchange traded funds (ETFs). |
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| · | Yield-generation capabilities: Ethereum’s Proof-of-Stake (PoS) system enables passive income through staking. |
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| · | Financial infrastructure dominance: Ethereum underpins trillions of dollars in stablecoin transactions annually. |
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| · | Long-term scalability: Upcoming Ethereum upgrades, such as the major Pectra upgrade, enhance efficiency and adoption. |
Additionally, Wyoming’s forward-thinking blockchain laws have played a pivotal role in shaping BGLC’s strategic direction. As one of the few publicly listed companies incorporated in Wyoming, BGLC benefits from the state’s pro-business regulatory environment, which fosters blockchain innovation. Wyoming has positioned itself as a leader in blockchain regulation, offering clear legal frameworks for digital asset custody, corporate governance, and financial innovation. The recent approval of the Wyoming Stable Token Act, allowing the issuance of a state-backed stablecoin, underscores the state's commitment to blockchain-integrated financial ecosystems.
“By integrating Ethereum into our corporate treasury, BioNexus Gene Lab Corp. is embracing the future of financial infrastructure,” said Sam Tan, CEO. “Ethereum offers high liquidity, utility, and stability compared to other digital assets, positioning BGLC as a leader in blockchain-integrated corporate finance. Wyoming’s regulatory leadership further validates our decision, as it fosters an environment where blockchain businesses can thrive.”
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Public Release of the Ethereum Strategy Whitepaper
To provide transparency and further insight into this decision, BGLC has published its Ethereum Strategy Whitepaper, which is now available to the public. This document outlines Ethereum’s role as a programmable financial platform, distinguishing it from Bitcoin’s store-of-value approach.
The whitepaper highlights Ethereum’s:
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| · | Role in stablecoin settlements and decentralized finance (DeFi). |
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| · | Potential as a long-term corporate treasury asset amid evolving global financial landscapes. |
The full whitepaper is available on BGLC’s website at:
https://www.bionexusgenelab.com/ethstrategy
Looking Ahead: A Commitment to Innovation
As part of this strategy, BGLC will continue exploring Ethereum-based financial applications and innovative treasury management practices. The Company is also evaluating opportunities to further integrate blockchain technology into its core technology operations. Additionally, BGLC is assessing the potential impact of Wyoming’s stablecoin issuance framework, which could further support Ethereum’s role in the evolving digital finance landscape.
“We are confident that this strategy will not only enhance BGLC’s financial resilience but also attract forward-thinking investors who recognize the transformational potential of Ethereum,” added Sam Tan, CEO.
About BioNexus Gene Lab Corp.
BioNexus Gene Lab Corp. (NASDAQ: BGLC) is a technology company committed to pioneering advancements in technology and healthcare. With a focus on integrating cutting-edge technologies, BGLC seeks to ensure sustainable growth and value for shareholders.
For investor inquiries or media requests, please contact:
IR@BIONEXUSGENELAB.COM
Forward-Looking Statements:
This press release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those projected due to various factors, including market conditions and regulatory developments. BioNexus Gene Lab Corp. assumes no obligation to update forward-looking statements, except as required by law.
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