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BNB PLUS CORP.

CIK: 7444522 Annual ReportsLatest: 2025-12-22

10-K / December 22, 2025

Revenue:$2,136,935
Income:-$15,160,724

10-K / December 17, 2024

Revenue:$3,400,000
Income:-$7,088,306

10-K / December 22, 2025

  • Company name, ticker, domicile

    • BNB Plus Corp. (formerly Applied DNA Sciences, Inc.; ticker changed from APDN to BNBX on Oct 7, 2025)
    • Delaware corporation; headquarters: 50 Health Sciences Drive, Stony Brook, New York 11790
  • Two principal lines of business

    1. Digital Asset Treasury (DAT) — BNB-focused treasury strategy

      • Primary reserve asset: BNB (native token of the Binance/BNB Chain ecosystem)
      • Strategy launched October 2025 (closing of cash and cryptocurrency private placements)
      • Activities described (what the company intends and is implementing):
        • Accumulate BNB via cash proceeds and crypto consideration received in financings
        • Produce yield from BNB via (explicitly listed activities): Binance Launch Pool airdrops (sold for cash), native staking on BNB Chain (validator staking for block/fee rewards), liquidity providing on a BNB decentralized exchange (Lista Dao / BNB pair), collateralize BNB to borrow stablecoins for non-directional DeFi strategies
        • Hold units of OBNB (Osprey BNB Chain Trust) and pursue selling or redeeming Trust Units for underlying BNB
      • Custody: currently holds BNB in custody accounts at U.S.-based institutional custodians; plans to diversify custody across multiple U.S. and international custodians
      • Holdings (as disclosed): approximately 18,830 BNB held as of December 15, 2025 (combination of direct holdings and OBNB Trust Units)
      • Transactions / funding:
        • Private Placement closed (Oct 2025): Company received $26.8 million in gross proceeds in cash and cryptocurrency; potential for up to an additional $30.8 million in gross proceeds from future warrant exercises
        • At-the-market (ATM) equity facility established Nov 4, 2025 (up to $8,157,932); as of Dec 15, 2025 the Company issued 10,759 shares for net proceeds of $31,791
      • Entities formed to hold crypto: Build & Build, LLC (DE, formed Oct 19, 2025) and BNBX Ltd. (BVI, formed Nov 26, 2025)
    2. LineaRx, Inc. (therapeutic nucleic-acid production services)

      • Ownership: LineaRx is a 98% owned subsidiary
      • Business: develop and commercialize cell-free nucleic acid production solutions (synthetic DNA and enzymes for DNA→RNA conversion) for biopharma and diagnostic customers
      • Core technology platforms (company names / product names):
        • LineaDNA™ — large-scale, cell-free PCR-based production of linear synthetic DNA as an alternative to plasmid DNA (used as DNA templates, DNA vaccines, CAR-T, HDR templates, viral vector production input, etc.)
        • LineaRNAP™ — engineered T7-derived RNA polymerase with a DNA-binding domain (company reports higher mRNA yields and reduced dsRNA contamination vs. standard T7 RNAP)
        • LineaIVT™ — integrated system combining chemically modified LineaDNA templates, LineaRNAP, and a proprietary IVT buffer (company data: reported 10x–50x reduction in dsRNA vs. conventional IVT while achieving equivalent or higher mRNA yields)
      • Manufacturing / supply:
        • LineaRNAP is produced under an ISO 13485 quality system by Alphazyme, LLC (third-party CDMO in the U.S.)
        • LineaDNA is manufactured at the Company’s Stony Brook facility (GLP grade production capability)
      • R&D and impairment:
        • Research & development expense (disclosed): ~ $6.0 million for fiscal year ended Sept 30, 2025; ~ $3.6 million for fiscal year ended Sept 30, 2024
        • Included in FY2025 R&D: $2.7 million impairment (write-off of intangible assets acquired with Spindle Biotech, Inc.)
      • Customers / concentration (disclosed):
        • Fiscal year ended Sept 30, 2025: revenues from the Therapeutic DNA Production segment included 29% from one customer
        • Fiscal year ended Sept 30, 2025: revenues from the former DNA Tagging & Security Products segment included an aggregate of 30% from two customers
        • As of Sept 30, 2025: three customers accounted for 99% of accounts receivable
        • For the year ended Sept 30, 2024: revenues included 28% from one customer in the Therapeutic DNA Production Services segment; three customers accounted for 75% of accounts receivable (FY2024)
  • Corporate, governance and strategic arrangements (selected, factual)

    • Private Placement (Oct 3 and Oct 23, 2025): securities sold included common shares, pre-funded warrants (cash and crypto purchasers), and Series E warrants; Lucid Capital Markets was sole placement agent
    • Strategic Digital Asset Services Agreement (Strategic DAS Agreement) with Cypress LLC (Services Provider) dated Sept 29, 2025:
      • Services: discretionary asset management for the Company’s BNB Strategy (initial five-year term; auto-renewal)
      • Fees: fixed management fee of 1.25% per annum (accrued monthly) on net asset value; incentive fee equal to 10% on net returns above a high-water mark
      • Affiliations: Joshua Kruger (Chairman of the Board) and Patrick Horsman (Chief Investment Officer) are affiliates of the Services Provider
    • Strategic Advisor Agreement with Cypress Management LLC (Sept 29, 2025):
      • Services: strategic and technical advisory on crypto technology sector
      • Fees: $60,000/month + issuance of Advisory Warrants for 1,986,634 shares (5-year term, $3.82 exercise price)
      • Affiliations: same affiliates as above
    • Consulting arrangement with Ground Tunnel Capital LLC (Sept 23, 2025):
      • Fees: $1,000,000 plus $250,000 (paid quarterly through Sept 2027); Consultant received warrants equal to 1% of fully diluted equity immediately following closing of Cash Private Placement
    • Management and leadership changes:
      • Joshua Kruger appointed Chairman of the Board (Nov 6, 2025)
      • Patrick Horsman appointed Chief Investment Officer (Oct 1, 2025); paid $29,167 per month as consulting compensation (not an executive officer)
    • Corporate name change: effective Nov 13, 2025 the company changed its name to BNB Plus Corp.
    • Reverse stock splits in 2025: 1-for-50 effective Mar 14, 2025; 1-for-15 effective June 2, 2025 (all share/warrant/option information in the Form 10-K gives retroactive effect to those reverse splits)
    • Special meeting (Dec 12, 2025) — shareholders approved: (i) issuance of shares upon exercise of Cryptocurrency Pre-Funded Warrants and Series E-2 Warrants (Nasdaq rules compliance), (ii) amendment to increase authorized common shares from 200,000,000 to 500,000,000, and (iii) increase of 2020 Equity Incentive Plan by 5,000,000 shares
  • Financial and capital facts disclosed in the excerpt

    • Private Placement gross proceeds received: $26.8 million (Oct 2025)
    • Potential future gross proceeds from warrant exercises: up to $30.8 million
    • R&D expense: ~$6.0 million (fiscal year ended Sept 30, 2025) and ~$3.6 million (fiscal year ended Sept 30, 2024)
    • Impairment charge included in FY2025 R&D: $2.7 million (intangible assets from Spindle acquisition)
    • ATM program: up to $8,157,932 capacity; as of Dec 15, 2025 the Company sold 10,759 shares for net proceeds $31,791
    • Market value of publicly held common stock held by non-affiliates (Mar 31, 2025): approximately $10.5 million (based on Nasdaq last sale price on that date)
    • Shares outstanding (as of Dec 15, 2025): 4,365,541 shares
    • Restructuring/charge items disclosed:
      • Workforce reduction (June 27, 2025): related one-time charges ~ $278,000 (mainly separation benefits) (majority incurred by Sept 30, 2025)
      • Additional restructuring authorized Oct 6, 2025 (reduction-in-force): expected aggregate pre-tax charges of approximately $1.4 million (severance/benefits/etc.); reduction-in-force substantially completed by Oct 31, 2025; related charges to be recorded in Q1 fiscal 2026
      • Cumulative headcount reduction since Jan 2025: reduced headcount by a total of 72% (company statement), projected 70% payroll reduction vs fiscal 2024
    • No consolidated total revenues or net (loss)/income dollar figures were provided in the excerpt you furnished (the filing excerpt includes customer concentrations, R&D spend, impairment and other cash/financing figures but not an aggregate revenue or net income number)
  • Employees (disclosed headcount)

    • 26 employees as of Sept 30, 2025 (by function: executive mgmt 3; R&D 5; quality/compliance 6; finance/accounting/HR 3; ops/production 3; sales & marketing 3; admin/support 1; information services 2)
    • Subsequent to Sept 30, 2025 and following restructuring plan (authorized Oct 6, 2025) total employees reduced to 13 (substantially complete as of Oct 31, 2025)
  • Other operational facts

    • LineaRNAP is manufactured by a single CDMO (Alphazyme) in the U.S.
    • Raw material dependency called out: DNA polymerase (DNAP) used in PCR reactions is available from multiple sources but some optimizations may be supplier-specific
    • OBNB (Osprey BNB Chain Trust) investment: Company holds Trust Units; Trust Units are quoted OTC (OBNB) but may be illiquid; Company may not be able to force liquidation or redemption to obtain underlying BNB absent cooperation with Trust administrator

(End of summary — all items above are confined to facts and figures expressly stated in the provided excerpt; no hypotheticals or speculation were added.)