BGM Group Ltd.

BGM Group Ltd. announced the results of its Extraordinary General Meeting held on July 9, 2026. A quorum was met with 245,400,111 ordinary shares represented. All resolutions presented to the shareholders were duly passed, authorizing the board to proceed with a share consolidation, capital increase, and amendments to the company's M&A documents, among other actions. These authorizations are valid for a period of 3 calendar years.

BGM Group Ltd. has announced an Extraordinary General Meeting (EGM) scheduled for July 9, 2026. The primary agenda item is a significant share capital reduction and reorganization, which involves reducing the par value of all share classes to US$0.0001 and subdividing authorized but unissued shares. Shareholders will also vote on amendments to the company's Memorandum and Articles of Association (M&A) to reflect these changes. Additionally, the EGM will consider a potential share consolidation of up to 1-for-50, a post-consolidation share capital increase, and the adoption of new M&A documents.

BGM Group Ltd. announced the closing of its previously disclosed private placement on June 8, 2026. The company issued 200,000,000 Class A ordinary shares and warrants to purchase an equal number of Class A ordinary shares. This transaction resulted in gross proceeds of $12,000,000 for the company.

BGM Group Ltd. announced a private placement agreement with certain investors to issue 200,000,000 Class A ordinary shares at $0.06 per share, alongside warrants to purchase an additional 200,000,000 Class A ordinary shares. The transaction is expected to raise $12 million, which the company intends to use for working capital and general corporate purposes. The closing of the private placement is anticipated in June 2026, after which BGM Group will have 380,623,358 Class A Ordinary Shares outstanding.

BGM Group Ltd. announced significant changes to its Board of Directors and executive leadership. Ms. Yuehua Ren, Mr. Yuqing Li, Mr. Lin Zhang, and Mr. Maofan Tang resigned from their respective positions, citing personal reasons. Concurrently, the Board appointed Ms. Huandi Zhao as Co-CEO and a director, Mr. Jianping Mao as an independent director and chairman of the Compensation Committee, and Mr. Junjie Wang as an independent director and chairman of the Audit Committee. These changes also led to the reconstitution of the Board's committees.

BGM Group Ltd. received a deficiency letter from Nasdaq on April 24, 2026, notifying the company that it is not in compliance with Nasdaq Rule 5550(a)(2) due to its Class A ordinary shares trading below $1.00 for 30 consecutive business days. The company has 180 calendar days, until October 21, 2026, to regain compliance by maintaining a closing bid price of at least $1.00 for a minimum of 10 consecutive business days. BGM is monitoring its share price and evaluating options, including a reverse stock split, to address the deficiency and avoid potential delisting.