BMGL — H1 FY2026 Financial Report Analysis (Jul–Dec 2025)

Basel Medical Group runs medical clinics in Singapore: an orthopaedic specialist practice at Gleneagles Medical Centre, a group of general-practitioner (GP) clinics bought in April 2025 (Bethesda Medical and Oasis Medical Clinic), and a set of newer subsidiaries, including a diagnostic imaging centre. Its fiscal year runs July to June, so this report covers the first half of fiscal 2026 (July 1 to December 31, 2025). These are the company's latest published financial statements: the full-year FY2026 annual report (Form 20-F) had not been filed when this was written. All figures are in Singapore dollars (S$) and unaudited.

Revenue rose 64% to S$8.27 million and the company reported a S$160,458 profit, against a S$317,031 loss a year earlier. But the profit came entirely from two non-cash, one-off items worth S$3.31 million. Without them, the clinics lost about S$3.0 million before tax, close to ten times the year-earlier loss.

At a glance

• Revenue: S$8.27M, up 64.2%. The year-ago half came before the April 2025 GP clinic acquisitions, so much of this growth was bought rather than grown from existing clinics.
• Profit: S$160,458, versus a S$317,031 loss. S$1.94M of "other income" came from the seller of Bethesda Medical waiving US$1.5M of unpaid purchase price, and another S$1.37M from writing off old bills the company no longer expects to pay.
• Cash: down from S$3.04M to S$1.34M in six months, even after S$3.0M of new borrowing. The company has since raised equity: a US$7.98M offering priced on October 8, 2026.

The numbers

*The income statement has no "operating profit" line. We calculated this figure as revenue minus consumables, staff, depreciation, rent and other operating costs, leaving out other income and finance costs. Operating margin means the share of revenue left after paying to run the clinics, before interest and tax.

EPS (earnings per share, meaning profit divided by the number of shares) is shown as filed, based on 18,785,750 weighted shares. A 1-for-12 reverse share split on June 22, 2026 cut that count to 1,582,111. On the new share count the same half's profit is roughly S$0.17 per share.

Where the revenue growth came from

All of the revenue is medical services. The company reports a single business segment and does not split the half's revenue between clinics. Its explanation in the MD&A (management's discussion and analysis) is general: "higher business activity and increased demand for the Group's services."

The timing explains more. The company completed the Bethesda Medical and Oasis Medical Clinic purchases in April 2025, so they were not part of the July–December 2024 comparison period. In fiscal 2025, the orthopaedic clinic's revenue rose only 3.7% to S$10.42M, about S$5.2M per half. That is close to the whole company's S$5.03M in the year-ago half. Most of the S$3.23M revenue increase therefore probably came from the acquired GP clinics and new units, not from the original practice growing faster. The filing does not give a per-clinic breakdown, so this is an inference from the timing.

Costs grew faster than revenue

• Staff costs nearly doubled (+96.2%) to S$5.59M and took 67.6% of revenue, up from 56.6%. Management attributes this to "an increase in headcount, higher remuneration costs and additional staff-related expenses incurred to support business expansion."
• Depreciation rose almost six-fold to S$2.06M. Much of this is accounting, not new spending. Under IFRS, clinic leases are recorded as "right-of-use assets" and written down over time. When the company bought Bethesda and Oasis, it revalued their leases from S$1.13M to S$2.91M, a S$1.77M increase that now runs through depreciation. Rent expense fell from S$120,000 to S$4,450, so the clinic rent bill moved into depreciation and interest lines rather than disappearing.
• Consumables rose 93.6% to S$2.03M, faster than revenue (+64.2%).
• Finance costs more than doubled to S$215,784 because of new borrowings and lease liabilities.

Takeaway: The swing to profit is an accounting result, not an operating one. S$3.31M of non-cash, one-off gains turned what would have been a S$2.98M pre-tax loss into a S$336,342 profit. Meanwhile staff and lease costs grew faster than revenue, and the core operating margin fell from –11.5% to –35.3%.

What the headline numbers hide

• The profit rests on two one-offs. Other income (note 5) was S$3.47M. It includes a S$1,942,500 "waiver on acquisition of subsidiary": in October 2025 the seller of Bethesda Medical, Silkroute Biomed Healthcare, waived the remaining US$1.5M of deferred purchase price, and the company booked the forgiven debt as income. A further S$1,368,972 of "other income" is described as "the reversal of long-outstanding payables which are no longer considered due." Neither item brought in cash, and neither will recur. Recurring other income, such as grants, interest and S$130,759 of service income, was small.
• Cash flow does not match the profit. Operating activities used S$1.64M of cash, an improvement on the S$3.79M used a year earlier. Before working-capital movements, operations generated S$2.53M, but S$4.0M went out because the company paid down S$2.90M of payables and receivables grew by S$1.26M. Cash fell to S$1.34M even after S$3.0M of new borrowings, partly because of S$1.73M in lease repayments.
• Receivables are large relative to the business. Trade receivables (net) rose to S$3.23M from S$2.15M at June 30, 2025. Customers are given 30-day terms, yet the balance is about 70 days of revenue at this half's run rate. Separately, "deposits" of S$7.11M sit in trade and other receivables, more than the group's total equity of S$6.52M. The note does not explain what they are.
• Long-term debt doubled. Non-current borrowings were S$6.04M at December 31, up from S$2.96M at June 30, 2025, and total borrowings were S$8.98M including S$2.94M due within a year.
• The tax charge is high. Income tax of S$175,884 was 52% of pre-tax profit, well above Singapore's 17% headline rate. This is consistent with profitable subsidiaries paying tax while losses elsewhere in the group give no offset.
• Minority partners absorbed some losses. Several new subsidiaries are part-owned. Non-controlling interests, meaning the outside partners' share, took S$108,870 of losses. That is why profit attributable to Basel's own shareholders (S$269,328) is higher than group profit (S$160,458).

Funding and listing since the half closed

• Going-concern dependence. The consolidated financial statements reproduced in the company's October 2026 prospectus say the group's ability to continue as a going concern depends on its major shareholder providing financial support and on the group generating sustainable operating profits and cash flow.
• Nasdaq price rule. On January 22, 2026, Nasdaq notified the company that its shares had traded below the US$1.00 minimum bid price. The company carried out a 1-for-12 reverse split on June 22, 2026 and regained compliance on July 8, 2026.
• Equity raise. On October 8, 2026 it priced a registered direct offering of 6,000,000 units at US$1.33. Each unit is one share (or a pre-funded warrant) plus one warrant. Gross proceeds are US$7.98M and estimated net proceeds about US$7.28M. Shares outstanding rise from 1,582,111 to 7,582,111. The warrants allow a "zero cash exercise" into up to 6,000,000 more shares, and the company says it does not expect to receive any further cash from them. Existing shareholders' stake falls to about a fifth of the company, and possibly about an eighth if all warrants convert.

Outlook

Management gave no revenue or profit guidance. The directors state that the group has "sufficient working capital and financial resources to meet its present obligations and operational requirements for at least the next twelve months."

Our read: the October raise roughly matches the size of the business's cash problem. Net proceeds of about US$7.28M (roughly S$9.4M at the filing's convenience rate) compare with S$1.34M of cash at December 31 and a core pre-tax loss of about S$3.0M per half. This buys time but does not fix the economics. The next test is the full-year fiscal 2026 20-F for the year ended June 30, 2026, due by late October 2026. Last year the company filed a late-filing notice and published on November 18. Three things to watch:

1. Whether the second half (January–June 2026) shows the core operating loss narrowing once the acquired clinics have been owned for a full year.
2. Whether trade receivables and the S$7.1M of deposits convert to cash.
3. How much of any reported profit again depends on other income rather than clinic operations.