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6-K 1 form6-k.htm 6-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2025

 

Commission File Number 001-40517

 

BON NATURAL LIFE LIMITED

(Translation of registrant’s name into English)

 

Room 601, Block C, Gazelle Valley, No.69, Jinye Road

High-Tech Zone, Xi’an, Shaanxi, China

People’s Republic of China

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 

 

 

Cooperation Agreement

 

On April 15, 2025, our subsidiary Xi’an App-Chem Bio (Tech) Co., Ltd (“App-Chem”) entered into a Cooperation Agreement (the “Agreement”) with Beijing Huahai Keyuan (Tech) Co., Ltd. (“Beijing Huahai Keyuan”). Under the Agreement, Beijing Huahai Keyuan will serve as the exclusive sales partner for App Chem’s postbiotic health product line (which includes its hypoglycemic patented ingredient and all derivative products). The term of the Agreement is thirty-six (36) months.

 

App-Chem will manufacture and supply Beijing Huahai Keyuan with its postbiotic health product line. App-Chem will be responsible for all research and development, quality control and packaging such that all of its products are compliant with applicable national standards and that delivery of said products meet standard logistics transportation requirements. All products will be delivered to Beijing Huahai Keyuan according to an agreed schedule by the parties, subject to any adjustments.

 

App-Chem must receive full advanced payment from Beijing Huahai Keyuan for any products before such products are dispatched. Any delay in payment that results in delayed shipping will not be construed as a violation of the Agreement.

 

App-Chem is liable for any non-compliant products and will bear all costs associates with inspection, return and replacement of such products.

 

Pursuant to the Agreement, Beijing Huahai Keyuan has guaranteed a minimum of USD$32 million in sales over the term.

 

Either party that terminates the Agreement without justifiable reasons (as defined in the Agreement) or fails to fulfill its obligations under the Agreement shall compensate the other party with a liquidated damages equivalent to 15% of the total Agreement amount. If the breaching party fails to remedy the breach within thirty (30) business days from the date of receiving written notice from the non-breaching party, the non-breaching party may terminate the Agreement.

 

Any disputes will be resolved through good faith negotiations between the parties with the option to execute supplementary agreements as needed.

 

Any lawsuits must be filed in a court located in the People’s Republic of China.

 

The foregoing is a summary of the material terms of the Agreement. The Agreement contains additional terms, covenants and conditions and should be reviewed in its entirety for additional information.

 

Exhibits

 

The following exhibits are included in this Form 6-K:

 

Exhibit No.   Description of Exhibit

10.1

 

Translation of Cooperation Agreement with Beijing Huahai Keyuan (Tech) Co., Ltd.

99.2   Press Release dated May 16, 2025

 

 

 

SIGNATURES

 

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, thereunto duly authorized.

 

Date: May 16, 2025 Bon Natural Life Limited
     
  By: /s/ Yongwei Hu
    Yongwei Hu
    Chairman and Chief Executive Officer

 

 

 

EX-10.1 2 ex10-1.htm EX-10.1

 

Exhibit 10.1

 

Postbiotics Health Product Line Cooperation Agreement

 

Party A: Xi’an App-Chem Bio (Tech) Co., Ltd.   Date: Apr. 15th, 2025
     
Party B: Beijing Huahai Keyuan (Tech) Co., Ltd.  

Place: Xi’an

Agreement No.: BONHHKY20250415

 

Party A (Nasdaq: BON) is a Nasdaq-listed supplier of natural bioactive ingredients and health solutions. Xi’an App-Chem specializes in researching, developing, producing, and selling natural active ingredients, with a particular focus on components for personal health and care products. As a global leader in natural health ingredients and solutions, its product lines are widely distributed across multiple markets including China, Japan, South Korea, the United States, and the European Union, maintaining exceptional quality standards and enjoying a renowned market reputation.

 

Party B is a leading health and wellness company based in Beijing, possessing professional competencies in brand management, marketing, and health consulting. Beijing Huahai Keyuan specializes in developing innovative health products and has strong expertise in market expansion and brand development in this sector.

 

Both parties hereby acknowledge and agree that the postbiotic hypoglycemic patented ingredient developed by Party A demonstrates exceptional product competitiveness, characterized by its precise and reliable efficacy in postprandial glycemic control, coupled with inherent safety, user-friendly application, and superior compliance attributes. The product line demonstrates substantial commercial potential in the postprandial glucose management market.

 

Party A and Party B have reached the following agreement, whereby Party B will serve as the exclusive global sales partner for Party A’s postbiotics health product line through amicable negotiations:

 

I. Principal Matters of the Agreement:

 

1. Party A grants Party B exclusive global operational rights in respect of its postbiotic hypoglycemic patented ingredient and all derivative products for a term of thirty-six (36) months, commencing on the date of this Agreement’s execution.

 

2. Party B hereby accepts a thirty-six (36) exclusive global operating rights for Party A’s postbiotic hypoglycemic patented ingredient and any derivative products developed therefrom, commencing upon agreement signing.

 

3. Party A shall be responsible for product R&D, manufacturing, and supply to Party B. Party A shall ensure the stable and reliable supply of products, as well as continuous, rapid innovation and upgrading. All innovations and derivative products developed under this Agreement shall remain subject to the quality assurance provisions and supply commitments outlined herein.

 

4. Party B shall assume exclusive global distribution responsibility for the product line throughout the duration of the agreement term, with guaranteed minimum sales of $32 million USD. This exclusivity covers both the core ingredient and all derivative health products.

 

5. Both parties hereby agree that in the promotion of specific business initiatives,either party may sign business agreements on matters including, but not limited to, product categories, market arrangements, product development, which shall be regarded as an addenda part of this agreement.

 

 

 

II. Term of Cooperation:

 

The term of cooperation is 36 months from the date of the agreement signing.

 

III. Responsibilities and Obligations of Both Parties:

 

1. Party B shall conduct all sales activities in full compliance with applicable laws and regulations, and shall not engage in any unlawful sales practices.

 

2. Party B shall effect payment punctually as specified in this Agreement. Any delay in payment by Party B that results in delayed shipment by Party A,such operational deferral shall not be construed as a contractual violation on Party A, and the delivery schedule shall be adjusted accordingly.

 

3. Party A shall deliver goods according to the agreed schedule and ensure all packaging meets standard logistics transportation requirements.

 

4. Should any products are found to be non-compliant with agreed quality standards, Party A shall bear all costs associated with inspection, return, and replacement of such goods.

 

5. In the event that either party that fails to perform this agreement without cause or unilaterally terminates this Agreement without authorization, the defaulting Party shall pay liquidated damages equivalent to 15% of the total contract price to the non-defaulting Party. Where incomplete performance of this agreement results from a Party's liability, the liable Party shall compensate the other Party with liquidated damages amounting to 10% of the total price of the unperformed portion of this agreement.

 

IV. Force Majeure: Both parties shall fulfill their respective obligations under this Agreement. Should force majeure events prevent or delay performance, the parties shall negotiate appropriate solutions in good faith.

 

V. Termination: If the breaching party fails to remedy the breach within thirty (30) working days from the date of receiving a written notice, the non - breaching party shall have the right to terminate this agreement. Notwithstanding the foregoing, this agreement may be terminated through mutual consent of both parties.

 

VI. Miscellaneous: Any matters not addressed herein shall be resolved through good faith negotiations between the parties, with the option to execute supplementary agreements as needed.

 

VII. Jurisdiction: Unresolved disputes arising from this Agreement shall be submitted to the court having jurisdiction over Party A’s location for litigation.

 

This Agreement becomes effective upon execution by both parties.IN WITNESS WHEREOF, this Agreement is executed in four (4) original copies - two (2) for each party - all with equal legal force and effect.

 

Party A: Xi’an App-Chem Bio (Tech) Co., Ltd.  

Party B: Beijing Huahai Keyuan (Tech) Co., Ltd.

     

Official Seal:

Representative(signature):

Date: Apr. 15th, 2025

 

Official Seal:

Representative(signature):

Date: Apr. 15th, 2025

 

 

 

EX-99.2 3 ex99-2.htm EX-99.2

 

Exhibit 99.2

 

BON Announces The Launch Of Its Postbiotic Hypoglycemic Patented Ingredient Product Series And Its Cooperation Agreement

 

XI’AN, China, May 16, 2025 (GLOBE NEWSWIRE) — Bon Natural Life Limited (Nasdaq: BON) (“BON” or the “Company”), a leading bio-ingredient solution provider in the natural, health and personal care industry, announced an exclusive cooperation agreement with Beijing Huahai Keyuan (Tech) Co., Ltd., a leading functional ingredient distributor in China. The term of the agreement is 36 months with a total contract value of 32 million US dollars. Pursuant to the agreement, Beijing Huahai Keyuan will serve as the exclusive sales partner of BON’s postbiotic hypoglycemic ingredients. BON aims to expand into the global blood sugar health market through the development of a series of innovative hypoglycemic solutions.

 

BON’s patented postbiotic hypoglycemic ingredient is designed to regulate blood sugar, delivering targeted control over post-meal glucose spikes and cutting blood sugar surges. It has a high rate of efficacy and also stands out for its safety, convenience, and seamless integration into daily routines-key factors driving high user adherence. We believe with these advantages, the postbiotic hypoglycemic ingredient is poised to revolutionize the postprandial blood sugar control sector and capture significant market share.

 

Current market data indicates that the postprandial blood glucose control market is a rapidly growing sector, with a market size of over 30 billion US dollars and sustaining a compound annual growth rate of 7.5%1.

 

Drawing on BON’s product capabilities and the market strengths of its partners, Hu Yongwei, the Chairman and CEO of BON, remarked: “As the patent holder of postbiotics with groundbreaking technological advantages, we are fully confident in our ability to succeed in the vast and rapidly expanding postprandial blood glucose control market while establishing a leading position. The Company anticipates that its series of hypoglycemic products based on postbiotics will achieve meaningful market advancements over the next 2-3 years, thereby facilitating rapid growth in sales and profits and effectively enhancing the Company’s investment value. Meanwhile, the growth of this business line will help accelerate the Company’s emergence as a key player in blood glucose health - a critical segment within the broader healthcare sector - while positioning it to become a leader in comprehensive blood glucose health solutions.”

 

About Bon Natural Life Limited (“BON”)

 

BON is a Cayman Islands company engaged in the business of natural, health, and personal care industries. For more information, please visit the Company’s website at http://www.bnlus.com.

 

For more information, please contact:

 

Cindy Liu | IR

Email: bonnatural@appchem.cn

 

Safe Harbor Statement

 

This press release contains certain statements that may include “forward-looking statements.” All statements other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes”, “expects” or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

 

 

1. IQVIA “Global Diabetes Treatment Market Outlook 2025