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BGM Group Ltd. Receives NASDAQ Notice Related to Late Filing of Form 20-F

MWN-AI** Summary

BGM Group Ltd. (NASDAQ: BGM), based in Chengdu, China, announced on February 24, 2026, that it has received a notification from the Nasdaq Stock Market concerning its non-compliance with Nasdaq Listing Rule 5250(c)(1). This situation arises from the company's failure to timely file its Annual Report on Form 20-F for the fiscal year ending September 30, 2025. Following the notification, BGM has a 60-day period to submit a compliance plan to Nasdaq. If accepted, Nasdaq may grant an extension of up to 180 days (until August 17, 2026) for the company to meet its reporting requirements.

While this notification does not immediately affect the listing of BGM's class A ordinary shares, the company is actively working on the Form 20-F and aims to file it as soon as possible. Should the company fail to submit the Form 20-F by April 23, 2026, it will provide Nasdaq with a detailed plan outlining the actions it will take to achieve compliance.

BGM Group Ltd. focuses on advanced technology sectors, including AI applications, intelligent robotics, algorithmic computing, cloud computing, and biopharmaceuticals. The company utilizes AI Agent technology through its platforms, Du Xiao Bao and Bao Wang, to offer tailored solutions and services to insurance providers and consumers. In the biopharmaceutical domain, BGM produces essential ingredients like oxytetracycline and crude heparin, serving global markets with an emphasis on efficient production facilitated by AI-driven decision-making.

BGM's future performance may vary due to various risks and uncertainties, as detailed in its filings with the U.S. Securities and Exchange Commission. The company does not commit to updating forward-looking statements unless legally required. For inquiries, stakeholders may contact the company via email.

MWN-AI** Analysis

BGM Group Ltd. (NASDAQ: BGM) is currently facing a critical juncture following the notification from Nasdaq regarding its late filing of the Form 20-F for the fiscal year ending September 30, 2025. While the immediate impact on the listing status is neutral, this situation raises concerns about management's operational efficiency and financial disclosure practices.

As BGM operates within rapidly evolving sectors such as AI and biopharmaceuticals, the timely provision of financial reports is crucial for maintaining investor confidence and market credibility. Potential investors should closely monitor the upcoming deadlines, particularly the requirement to submit a plan to Nasdaq within 60 days, which will outline action steps toward compliance. The acceptance of this plan could provide much-needed buffer time, extending the compliance deadline to August 17, 2026. However, failure to comply could lead to delisting risks, which could substantially affect share pricing.

Investors should assess BGM's strategic positioning in the AI and biopharmaceutical sectors. The company’s reliance on advanced analytics and its agile response in market demands through AI-integrated services indicate a forward-thinking approach. The continued focus on enhancing operational processes through AI can be perceived as a positive long-term strategy.

In terms of valuation, potential investors may consider establishing a watchlist position or waiting until the company files the Form 20-F and presents its compliance plan, as this will provide better insights into its financial health and recovery strategies. Investors should also look out for communication from management regarding the steps being taken to resolve these compliance issues.

In conclusion, while the current notification poses risks, it also presents an opportunity to assess BGM's operational integrity and strategic initiatives. Investors should proceed with caution but remain aware of the potential resilience in BGM’s long-term growth trajectory if managed effectively.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

CHENGDU, China, Feb. 26, 2026 (GLOBE NEWSWIRE) -- BGM Group Ltd. (NASDAQ: BGM) (the “Company” or “BGM”)  announced on February 24, 2026, that it has received a notification (the “Notification”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) regarding its non-compliance with the Nasdaq Listing Rule 5250 (c)(1) as a result of the Company’s failure to file its Annual Report on Form 20-F for the fiscal year ended September 30, 2025 (the “Form 20-F”) in a timely manner.

Pursuant to the Notification, the Company has 60 calendar days to submit to Nasdaq a plan to regain compliance from the date of receipt of the Notification and if the plan is accepted by Nasdaq, the Company will be granted an exception of up to 180 calendar days from the Form 20-F’s due date, or until August 17, 2026, to regain compliance.

The Notification further stated that if the plan is not accepted by Nasdaq, the Company will have the opportunity to appeal that decision to a Hearing Panel pursuant to the Nasdaq Listing Rule 5815(a).

The Notification has no immediate impact on the listing of the Company’s class A ordinary shares on the Nasdaq Capital Market.

The Company is working diligently on the Form 20-F and intends to file the Form 20-F as promptly as possible in order to regain compliance with the Nasdaq Listing Rule 5250(c)(1). However, if the Company fails to file the Form 20-F by April 23, 2026, the Company will submit a plan by such date to Nasdaq that outlines the steps the Company will take to file the Form 20-F.

About BGM Group Ltd.

BGM Group Ltd. has a strategic focus on the technology fields of AI application, intelligent robots, algorithmic computing power, cloud computing, and biopharmaceuticals.

In terms of AI application implementation, the group relies on advanced analytics and AI Agent technology, and utilizes the two platforms of Du Xiao Bao and Bao Wang to provide comprehensive and professional AI solutions and intelligent robot services for insurance companies, insurance brokers, and consumers. Its services cover multiple key scenarios such as sales and marketing, underwriting assessment, claims processing, and customer service. The group is capable of analyzing consumer data, building consumer profiles, accurately predicting insurance needs, and providing highly customized services for consumers.

In the field of biopharmaceuticals, the group's biopharmaceutical division mainly produces oxytetracycline API, crude heparin sodium, and licorice preparations, which are widely supplied to the global animal husbandry, pharmaceutical, and drug retail markets. The group deeply integrates AI-assisted decision-making into every link of production and manufacturing, achieving supply chain optimization, process efficiency improvement, and market trend prediction. This provides scientific decision-making basis for the management and offers high-quality products and precise services for consumers.

Forward-looking Statements

This news release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will", "expects", "anticipates", "future", "intends", "plans", "believes", "estimates", "target", "going forward", "outlook" and similar statements. Such statements are based upon management's current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control, which may cause the Company's actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

For investor and media inquiries, please contact:

info@qiliancorp.com


FAQ**

How does BGM Group Ltd. plan to resolve its non-compliance with Nasdaq Listing Rule 5250(c)(regarding the delayed filing of its Form 20-F following the notification received from Nasdaq?

BGM Group Ltd. intends to address its non-compliance with Nasdaq Listing Rule 5250(c)(1) by expediting the preparation and filing of its Form 20-F and maintaining regular communication with Nasdaq to ensure adherence to the listing requirements.

What specific actions will BGM Group Ltd. BGM implement to ensure timely submission of its Form 20-F by April 23, 2026, to avoid further regulatory issues?

BGM Group Ltd. will enhance internal compliance processes, allocate dedicated resources for timely financial reporting, establish regular checkpoints for document preparation, and engage with external advisors to ensure the Form 20-F submission by April 23, 2026, is met.

Can you elaborate on the potential implications for BGM Group Ltd. BGM if Nasdaq does not accept the compliance plan and the company has to appeal to a Hearing Panel?

If Nasdaq rejects BGM Group Ltd.'s compliance plan, forcing the company to appeal to a Hearing Panel, it could lead to increased uncertainty for investors, potential stock delisting, resource strain on management, and heightened scrutiny from regulators.

In light of the current situation, how might the delay in filing affect BGM Group Ltd. BGM's strategic focus on AI applications and biopharmaceuticals in the long term?

The delay in filing could hinder BGM Group Ltd.'s ability to secure funding and partnerships, ultimately impacting its strategic focus on AI applications and biopharmaceuticals by slowing innovation and time-to-market for key projects.

**MWN-AI FAQ is based on asking OpenAI questions about BGM Group Ltd. (NASDAQ: BGM).

BGM Group Ltd.

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