Description of Business
As used herein, unless the context otherwise indicates, references to the
"Company," "we," "our," "us," "BioNexus" refer to BioNexus Gene Lab Corp., a
Wyoming company (BGLC), and its wholly owned subsidiaries, Bionexus Gene Lab
Sdn. Bhd. ("Bionexus Malaysia"), and Chemrex Sdn. Bhd. ("Chemrex"), both
Malaysian companies.
BGLC is an emerging molecular diagnostics company focused on the application of
functional genomics to enable early diagnosis and personalized health
management. On August 23, 2017, we acquired all of the outstanding capital stock
of BioNexus Malaysia, which was incorporated in Malaysia on April 7, 2015.
BioNexus Malaysia owns algorithm software, technology and know-how related to
the detection of common diseases through blood analysis which we use in our
business. Our non-invasive blood screening tests analyze changes in ribonucleic
acid (or RNA) to detect the risk potentiality of 11 different diseases. These
diseases include eight cancers (nasopharyngeal, lung, liver, stomach, breast,
cervical, prostate and colon), two bowel diseases (colitis and Crohn) and
osteoarthritis. This unique blood based genomic biomarker approach is based on
the scientific observation that circulating blood reflects, in a detectable way,
what is occurring throughout the body currently.
The corporate and principal office address of the Company and BioNexus Malaysia
is Unit 02, Level 10, Tower B, Avenue 3, The Vertical Business Suite II, Bangsar
South, No. 8 Jalan Kerinchi, Kuala Lumpur, Malaysia., our lab is located at Lab
353, Chemical Science Centre, University Science Malaysia, George Town, Penang,
Malaysia. We also have a blood collection center located at 1st floor, Lifecare
Medical Centre, Kuala Lumpur, Malaysia. Our telephone number is (+60) 1221-26512
and our web-site is www.bionexusgenelab.com.
Chemrex is a wholesaler of industrial chemicals for the manufacture of
industrial, medical, appliance, aero, automotive, mechanical and electronic
industries in Asia Pacific region. On December 31, 2020, we acquired all of the
outstanding capital stock of Chemrex, which was incorporated in Malaysia on
September 29, 2004.
Chemrex's corporate offices and distribution and storage center is located at 4
Jalan CJ 1/6 Kawasan Perusahaan Cheras Jaya, Selangor, Malaysia. Its phone
number is (+60) 1922-23815 and web-site is www.chemrex.com.my.
Forward-Looking Statements
Certain statements made in this quarterly report on Form 10-Q are
"forward-looking statements" (within the meaning of the Private Securities
Litigation Reform Act of 1995) in regard to the plans and objectives of
management for future operations. Such statements involve known and unknown
risks, uncertainties and other factors that may cause actual results,
performance or achievements of the registrant to be materially different from
any future results, performance or achievements expressed or implied by such
forward-looking statements. The forward-looking statements included herein are
based on current expectations that involve numerous risks and uncertainties. The
Company's plans and objectives are based, in part, on assumptions involving the
continued expansion of business. Assumptions relating to the foregoing involve
judgments with respect to, among other things, future economic, competitive and
market conditions and future business decisions, all of which are difficult or
impossible to predict accurately and many of which are beyond the control of the
Company. Although the Company believes its assumptions underlying the
forward-looking statements are reasonable, any of the assumptions could prove
inaccurate and, therefore, there can be no assurance the forward-looking
statements included in this quarterly report will prove to be accurate. In light
of the significant uncertainties inherent in the forward-looking statements
included herein, the inclusion of such information should not be regarded as a
representation by the registrant or any other person that the objectives and
plans of the registrant will be achieved.
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Substantial risks exist with respect to an investment in the Company. These
risks include but are not limited to, those factors discussed in our Annual
Report on Form 10-K filed with the Securities and Exchange Commission on March
30, 2021. More broadly, these factors include, but are not limited to:
• We have limited operating history and limited business growth;
• The efficacy of our blood screening process;
• We may face product liability claims and we have no insurance to cover
such claims; and
• There are risks associated with our business operations in Malaysia,
including enforcing judgements against our operating subsidiary and
management.
The results of operations of our subsidiary, BioNexus-Malaysia, with respect to
its RNA screening process have been adversely impacted by the onset of the
Covid-19 pandemic, which commenced in late December 2019 in Malaysia. We believe
that most people have been and will continue to be reluctant to visit hospitals
and clinics during the Covid-19 pandemic for fear of transmission from other
patients or medical staff. Since our RNA screening is administered at hospitals
and clinics, our business has been adversely affected as a result. Furthermore,
on March 18, 2020, the Malaysian government first imposed its Movement Control
Order (MCO) which lasted through June 9, 2020 to control the spread of COVID-19.
The MCO restricted movement of all people except for those who were working for
essential services. The MCOs were enhanced and relaxed at different phases in
2020 and 2021, including the Enhanced Movement Control Order (EMCO), Conditional
Movement Control Order (CMCO) and Recovery Movement Control Order (RMCO). This
Enhanced Movement Control Orders were implemented whenever there was a surge of
Covid-19 cases. During these EMCOs, only companies classified under essential
service were allowed to operate. This EMCO ended on July 16, 2021 and the
government allowed more companies and factories to operate with strict Standard
Operation Procedures. However, as discussed below, during fiscal 2021,
BioNexus-Malaysia implemented the sale of its Covid19 qPCR test procedure
through the Malaysian government. Our Covid testing generates substantially
lower per ticket charges at $30-38 per test compared with $900 per customer for
our RNA testing. Our Covid tests also generate lower margins than our RNA tests.
The results of operations for Chremrex were adversely impacted during the May to
July 2020 period due to the MCO's and Covid-19. However, since that time, the
operations of Chemrex have not been materially impacted as a result of the MCO's
or Covid-19.
Recent Developments. As previously reported, we submitted to the Malaysian
Ministry of Health (MOH) our Reverse Transcription Polymerase Chain Reaction (RT
PCR) Covid-19 screening for approval, which occurred in June 2020. On April 30,
2021, BioNexus entered into an Agreement with MOH to outsource our Covid19 qPCR
test for public hospitals and clinics within Malaysia. The use of our testing
protocol began on May 6, 2021. We expect that our testing protocol would be
continued to be used by the MOH' public hospitals and clinics through August
2021, when the pandemic curve is expected to flatten. As of September 30, 2021,
we completed roughly 13,635 tests at an average charge per test of $30.
Translation of amounts from MYR into US$1.00 has been made at the following
exchange rates for the respective period and year:
September 30, December 31,
2021 2020
Period ended September 30, 2021 /Year-ended
December 31, 2020 US$1: MYR exchange rate 4.1870 4.0170
September 30, September 30,
2021 2020
9 months average US$1: MYR exchange rate 4.1315 4.2386
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Results of Operations
Three Months Ended September 30, 2021 Compared with the Three Months Ended
September 30, 2020.
The following table sets forth key selected financial data for the three months
ended September 30, 2021 and 2020.
Consolidated
Three months ended
September 30,
2021 2020
REVENUE $ 3,575,966 $ 3,091,012
COST OF REVENUE (2,887,867 ) (2,568,790 )
GROSS PROFIT 688,099 522,222
OTHER INCOME 46,848 9,089
OPERATING EXPENSES
General and administrative (362,306 ) (294,005 )
PROFIT FROM OPERATIONS 372,641 237,306
FINANCE COSTS (2,150 ) (2,356 )
PROFIT BEFORE TAX 370,491 234,950
Tax expense (75,169 ) (492 )
NET PROFIT $ 295,322 $ 234,458
Other comprehensive income:
Foreign currency (loss)/gain (56,940 ) 248,070
COMPREHENSIVE INCOME $ 238,382 $ 482,528
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BioNexus-Malaysia and Chemrex
BioNexus BioNexus
Malaysia Chemrex Malaysia Chemrex
Three months ended Three months ended
September 30, 2021 September 30, 2020
REVENUE $ 1,038,594 $ 2,537,372 $ 23,471 $ 3,067,541
COST OF REVENUE (750,289 ) (2,137,578 ) (15,253 ) (2,553,537 )
GROSS PROFIT 288,305 399,794 8,218 514,004
OTHER INCOME 1,488 45,360 2,895 6,192
OPERATING EXPENSES
General and administrative (20,127 ) (287,002 ) (20,598 ) (223,469 )
FINANCE COSTS (962 ) (1,188 ) (119 ) (2,237 )
PROFIT/(LOSS) BEFORE TAX 268,704 156,964 (9,604 ) 294,490
Tax expense (37,414 ) (37,755 ) (492 ) 0
NET PROFIT/(LOSS) $ 231,290 $ 119,209 $ (10,096 ) $ 294,490
Revenue. For the quarterly period ended September 30, 2021, we had total revenue
of $3,575,966 as compared to total revenue of $3,091,012 for the same period in
2020, an increase of approximately 15.70% from the prior period.
Chemrex contributed $2,537,372 (71%) of the total revenue for the current
quarterly period as compared to $3,067,541 (99.2%) of the total revenue for the
same quarter last year. Chemrex's revenues had decreased to $530,169 from prior
quarter of $3,067,541, a decrease of 17.3%. The revenue decrease in 2021 was due
to some customers stopped business operation in July & August due to 2nd
Covid-19 Movement Control Order (MCO) in Malaysia.
BioNexus-Malaysia contributed $1,038,594 (29%) of the total revenue for the
current quarter as compared to revenue of $23,471 (0.8%) of the total revenue
from the same quarter last year. BioNexus's revenue had increase to $1,015,123
for the current period is due to the outsource of Covid19 PCR test from Ministry
of Health (MOH) which began on May 2021 for contract value of $549,133 had
completed in mid of July 2021 and an additional contract on July 23, 2021 for
contract value of $859,804 had completed 99.4% as of Sep 30, 2021
Cost of Revenue. For the quarterly period ended September 30, 2021, we incurred
$2,887,867 in cost of revenues, as compared to $2,568,790 for the same quarter
in 2020, an increase of approximately 12.4%. Due to the reasons stated above.
Chemrex had incurred $2,137,578 (74%) of the total cost of revenue during the
current quarter as compared to the same period last year wherein Chemrex had
incurred $2,553,537 (99.4% of the total) in cost of revenue. The decreased of
16.3% in Chemrex's cost of revenues for the current period was due to its
decreased revenues for the current period and reasons as stated above.
BioNexus had incurred $750,289 (26%) of the total cost of revenues during the
current quarter as compared to $15,253 (0.6%) for the same period in 2020. The
increase of 4,819% in cost of revenue for the current period reflects the costs
associated with the outsource of our Covid19 PCR test to the MOH which began in
May 2021.
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Gross Profit. For the quarterly period ended September 30, 2021, we had total
gross profit of $688,099 as compared to gross profit of $522,222 for the same
period in 2020, an increase of approximately 31.8% from the prior period.
Chemrex contributed $399,794 (58.1%) of the total gross profit for the current
quarterly period as compared to $514,004 (98.4%) of the total gross profit for
the same quarter last year. The gross profit decreased of 22.2% for Chemrex in
current quarter was due to its decreased revenues for the current period and
reasons as stated above.
BioNexus-Malaysia contributed $288,305 (41.9%) of the total gross profit of
$688,099 for the current quarter as compared to $8,218 (1.6%) of the total gross
profit from the same quarter last year. The increase of 3,408% for the current
period is due to the MOH's approval and sale of our Covid19 qPCR test which was
outsourced to its public hospitals and clinics beginning May 2021. However,
during the current three-month period, we had no revenues from our RNA testing.
Other Income. For the quarterly period ended September 30, 2021, we had of
$46,848 as compared to of $9,089 for the same quarter in 2020, an increase of
approximately 415%. Chemrex contributed $45,360 (96.8%) of other income for the
current quarterly period as compared to $6,192 (68.1%) of the other income for
the same quarter last year. Chemrex's other income increased 633% due to an
addition to gains on fair value of investment $17,641 and bank interest $2,019
and unrealized forex gain $6,420 for this current quarterly.
Operating Expenses. For the quarterly period ended September 30, 2021, we had
total operating expense of $362,306 as compared to total operating expenses of
$294,004 for the same quarter in 2020, an increase of approximately 23.20%.
Operating expenses consists of general and administrative expenses which
includes depreciation of fixed assets, employee compensation and benefits,
professional fees and marketing and travel expenses.
Chemrex had incurred $287,002 (79.22%) of the total operating expenses of
$362,306 for the current quarter as compared to $223,469 (76.01%) of the total
operating expenses for the same quarter last year. The slight increase of 28%
for the current period in operating expenses was due to increased logistics,
port charges and travel associated with the increased revenue for the period.
BioNexus-Malaysia had incurred $20,127 (5.55%) of the total operating expenses
for the current quarter as compared to $20,598 (7%) of the total operating
expenses for the same quarter last year. The slight decrease of 2.3% in
operating costs of the current quarter was due to less traveling expenses
BGLC had incurred $55,177 (15.23%) of total operating expenses for the current
quarter as compared to $49,939 (17%) of the total operating expenses for the
same quarter last year. The increase of 10.5% in operating costs of the current
quarter was due to increase of professional fees and processing fees for
investment underwrite
Profit/Loss from Operations. We had a profit from operations of $372,641
quarterly period ended September 30, 2021 as compared to $237,306 for the same
period in 2020, an increase of approximately 57% for the reasons discussed
above.
Income tax expense. For the three-month period ended September 30, 2021, we had
$75,169 income tax which is an estimated expense ($37,755 for Chemrex and
$37,414 for Bionexus) as compared to Bionexus estimated income tax expenses of
$492 for the same quarter last year ($0 for Chemrex and $492 for Bio-Nexus).
Foreign currency exchange gain/(loss). We are exposed to fluctuations in foreign
exchange rates on the revaluation of monetary assets and liabilities denominated
in currencies other than the US Dollar. Therefore, any change in the relevant
exchange rate would require us to recognize a transaction gain or loss on
revaluation. For the three-month period ended September 30, 2021, we experienced
a foreign currency loss of $56,940 as compared with a foreign currency gain of
$248,070 for the same period in 2020.
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Nine Months Ended September 30, 2021 Compared with the Nine Months Ended
September 30, 2020.
The following table sets forth key selected financial data for the nine months
ended September 30, 2021 and 2020.
Consolidated
Nine months ended
September 30,
2021 2020
REVENUE $ 10,117,296 $ 7,264,554
COST OF REVENUE (8,379,025 ) (5,927,735 )
GROSS PROFIT 1,738,271 1,336,819
OTHER INCOME 159,764 779,458
OPERATING EXPENSES
General and administrative (1,043,271 ) (839,415 )
PROFIT FROM OPERATIONS 854,764 1,276,862
FINANCE COSTS (8,987 ) (6,762 )
PROFIT BEFORE TAX 845,777 1,270,100
Tax expense (183,449 ) (1,839 )
NET PROFIT $ 662,328 $ 1,268,261
Other comprehensive income:
Foreign currency loss (272,876 ) (3,068 )
COMPREHENSIVE INCOME $ 389,452 $ 1,265,193
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BioNexus-Malaysia and Chemrex
BioNexus BioNexus
Malaysia Chemrex Malaysia Chemrex
Nine months ended Nine months ended
September 30, 2021 September 30, 2020
REVENUE $ 1,504,064 $ 8,613,232 $ 30,012 $ 7,234,542
COST OF REVENUE (1,108,817 ) (7,270,208 ) (45,561 ) (5,882,174 )
GROSS PROFIT 395,247 1,343,024 (15,549 ) 1,352,368
OTHER INCOME/(LOSS) 5,335 154,429 10,540 768,910
OPERATING EXPENSES
General and administrative (64,255 ) (843,620 ) (67,852 ) (673,211 )
FINANCE COSTS (3,265 ) (5,722 ) (1,480 ) (5,282 )
PROFIT/(LOSS) BEFORE TAX 333,062 648,111 (74,341 ) 1,442,785
Tax expense (38,068 ) (145,381 ) (1,839 ) 0
NET PROFIT/(LOSS) $ 294,994 $ 502,730 $ (76,180 ) $ 1,442,785
Revenue. For the nine-month period ended September 30, 2021, we had total
revenues of $10,117,296 as compared to total revenue of $7,264,544 for the
quarterly period ended September 30, 2020, an increase of approximately 39.3%
from the prior period.
For the current quarterly period, Chemrex contributed $8,613,232 (85.10%) of
total revenues compared to its contribution of $7,234,542 (99.6%) of total
revenues for the same period last year, an increase of 19%. The increase was due
to Covid impact on revenues from the prior year's nine-month period. Covid did
not significantly impact Chemrex's operations and revenues of during the current
nine-month period.
the material selling prices have been increased since January, 2021.
BioNexus had a revenue of $1,504,064 (14.9%) for the current nine-month period
compared to revenues of $30,012 (0.4%) from the same quarterly period last year,
an increase of 4,911%. BioNexus revenues for the current quarter resulted from
the outsource of Covid19 PCR test to MOH which began on May 2021 for contract
value of $549,133 had completed in mid of July 2021 and an additional contract
on July 23, 2021 for contract value of $859,804 had completed 99.4% as of
Sep30,2021
Cost of revenues. For the nine-month period ended September 30, 2021, we
incurred $8,379,025 in the cost of revenues, as compared to $5,927,735 for the
same period 2020, an increase of approximately 41.4% due to reasons as stated
above.
Chemrex had incurred $7,270,208 (86.8%) of the total cost of revenue of
$8,379,025 for the current nine-month period as compared to the same period last
year wherein Chemrex had incurred $5,882,174 (99.2%) of the total cost of
revenue of $5,927,735. The increase of 23.6% in Chemrex's cost of revenues for
the current period was due to its increased revenues for the current period and
reasons as stated above.
BioNexus had incurred $1,108,817 (13.2%) on cost of revenues for the current
nine-month period as compared to $45,561 (0.8%) for the same period last year.
The increase of 2,334% in cost of revenue for the current period reflects the
costs associated with the outsource of our Covid19 PCR test to the MOH which
began in May 2021.
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Other Income. For the nine-month period ended September 30, 2021, we had other
income of $159,764 as compared to $779,458 for the same period in 2020. A
reduction of 79.5% from the prior quarterly period is due principally to a net
income of $707,618 from disposal of a property which occurred during the nine
month period last year. We did not have a similar gain during the current nine
month period.
Operating Expenses. For the nine-month period ended September 30, 2021, we had
an operating expense of $1,043,271 as compared to operating expenses of $839,415
for the same period ended September 30, 2020, an increase of approximately
24.3%. Operating expenses consists of general and administrative expenses which
includes depreciation of fixed assets, employee compensation and benefits,
professional fees and marketing and travel expenses. The increase for the
current quarterly period due to annual fee of OTCQB and additional four part
time laboratory technician to assist in the outsourced Covid-19 samples from
MOH.
Chemrex had incurred $843,620 (80.9%) of the total operating expenses of
$1,043,271 during the current nine-month period in 2021 as compared to $673,211
for the same period last year. The increase of 25.31% in Chemrex operating
expenses for the current period due to was due to increase logistics, port
charges and travel associated with the increased revenue for the period. In
addition, Chemrex incurred a loss of $57,249 from fair value investments and a
loss of $138,406 from unrealized and realized forex transactions during the
current period.
BioNexus Malaysia had incurred $64,255 (6.2%) on operating expenses during for
the current nine-month period in 2021 as compared to $67,852 (8.1%) for the same
period last year. The higher operating expenses for the last period was due to
the $9,890 write-off of an investment in Genenews Diagnostics Sdn. Bhd,
BGLC had incurred $135,396 (13%) on operating expenses during for the current
nine-month period in 2021 as compared to $98,352 (11.7%) for the same period
last year. The increase of 37.66% in BGLC operating expenses for the current
period due to increase of professional fee such as audit fees.
Profit from Operations. We had a profit from operations of $845,777 during the
nine-month period ended September 30, 2021 compared to $1,276,862 for the same
period in 2020, a reduction of 33.4% for the reasons discussed above. In
addition, during 2020 period, we had one-time property disposal gain of
$742,487.
Income tax expense. For the quarterly period ended September 30, 2021, we had
$183,449 for the period as compared with $1,839 for the nine-month period ended
September 30, 2020. The provision is for the estimated tax on net income.
Foreign currency exchange gain/(loss). We are exposed to fluctuations in foreign
exchange rates on the revaluation of monetary assets and liabilities denominated
in currencies other than the US Dollar. Therefore, any change in the relevant
exchange rate will require us to recognize a transaction gain or loss on
revaluation. For the nine-month period ended September 30, 2021, we experienced
a foreign currency loss of $272,876 compared with a foreign currency loss of
$3,068 for the nine-month period ended September 30, 2020.
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LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 2021, we had working capital of $4,737,425 compared with
working capital of $4,611,896 as of December 31, 2020. The increase in working
capital as of September 30, 2021 from December 31, 2020 was due principally to
the increase in cash used in our operations.
Our primary uses of cash have been for operations. The main sources of cash have
been from operational revenues and the private placement of our common stock.
The following trends are reasonably likely to result in a material decrease in
our liquidity over the near to long term:
· Addition of administrative and marketing personnel as the business grows,
· Development of a Company website,
· Increases in advertising and marketing in order to attempt to generate
more revenues, and
· The cost of being a public company.
The Company believes that cash flow from operations together will be sufficient
to sustain its current level of operations for at least the next 12 months of
operations.
The following is a summary of the Company's cash flows provided by (used in) /
generated from operating, investing, and financing activities for the nine
months ended September 30, 2021 and 2020:
Nine months ended
September 30,
2021 2020
Net Cash Used in Operating Activities $ (473,846 ) $ (379,802 )
Net cash (used in) /generated from investing activities (414,285 ) 1,736,495
Net cash used in generated from financing activities
(23,263 ) (7,203 )
Foreign currency translation adjustment (175,902 ) (18,494 )
Net Change in Cash and Cash Equivalents $ (1,087,296 ) $ 1,330,996
Operating Activities
During the nine months ended September 30, 2021, the Company incurred a net
profit of $662,328 which, after adjusting for amortization, depreciation,
dividend income, fair value on investment, an increase in inventories, trade
receivables and deposits, a substantial reduction in trade payables, operating
lease liabilities, resulted in net cash of $473,846 being used in operating
activities during the period. By comparison, during the nine months ended
September 30, 2020, the Company had a net profit of $1,268,261 which, after
adjusting for amortization, depreciation, dividend income, gain on disposal of
property, plant and equipment $701,447, a decrease in inventories, a reduce in
receivables and deposits, a substantial reduction in trade payables, operating
lease liabilities, resulted in net cash of $379,802 being used in operating
activities during the period.
Investing Activities
During the nine months ended September 30, 2021, the Company had net cash of
$414,285 used in investment activities. During the nine months ended September
30, 2020, the Company had net cash from acquisition of business under common
control and disposed of property, plant and equipment of $1,467,865, resulting
in net cash generated from investment activities of $1,736,495
Financing Activities
During the nine months ended September 30, 2021, Company continued the repayment
of a finance lease resulting in net cash used in financing activities of
$23,263. By comparison, during the nine months ended September 30, 2020, we had
financing activities of $7,203 due to 6 months moratorium on leasing and loan
instalments as initiated by the Malaysian Prime Minister in order to lessen the
hardship faced by individual borrowers and Small and Medium Enterprises to enjoy
an automatic monthly loan instalments moratorium for nine months, starting from
April 1, 2020 till September 30, 2020
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