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KUALA LUMPUR – BioNexus Gene Lab Corp (NASDAQ:BGLC), a medical laboratory services provider with a market capitalization of $6.83 million and a current stock price of $0.37, has made significant changes to its corporate structure, according to a recent SEC filing. While the stock has gained nearly 36% year-to-date, it remains down about 67% over the past year. On February 11, 2025, the company filed Articles of Amendment with the Wyoming Secretary of State, creating a single share of Series Z Convertible Preferred Stock.
This strategic move comes ahead of a Special Shareholders' Meeting, where a Reverse Stock Split proposal will be voted upon. The newly created Series Z Preferred Stock, issued to board member Muhammad Azrul bin Abdul Hamid, carries an extraordinary five billion votes, solely to be cast on the Reverse Stock Split decision. The vote will reflect the proportion of common stock votes, excluding abstentions.
The Series Z Preferred Stock will not have voting power on any other corporate matters and can be canceled by the Board of Directors or automatically upon the Reverse Stock Split's approval. This issuance aims to mirror the common stockholders' votes, potentially securing the necessary shareholder approval for the Reverse Stock Split.
BioNexus Gene Lab asserts that this approach is compliant with Nasdaq rule 5640, designed to ensure fair and equitable treatment of shareholders during voting processes.
The company has stated that the Series Z Preferred Stock has no other rights, privileges, or features beyond those described. The information is based on a press release statement.
In other recent news, BioNexus Gene Lab Corp received a notification from the Nasdaq Hearings Panel regarding its non-compliance with the exchange's minimum bid price requirement. The company's stock price has fallen below the required $1.00 threshold, prompting this notice. The company has until May 1, 2025, to regain compliance with Nasdaq Listing Rule 5550(a)(2). A reverse stock split is being considered as a possible solution and must be implemented by April 7, 2025, if needed. If the minimum bid price is not met by the May deadline, BioNexus Gene Lab's common stock will be delisted from The Nasdaq Capital Market.
To comply with new rules for reverse stock splits effective from January 30, 2025, BioNexus Gene Lab needs to provide Nasdaq with specific details, including the shareholder approval date, at least ten days before the anticipated effective date of the reverse stock split. The company is actively working to meet the Bid Price Rule within the set timeframe. These are recent developments in the company's efforts to avoid delisting and maintain its position in the Nasdaq Capital Market.
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