Core Insights - PharmAGRI Capital Partners is targeting a $10 billion total addressable market (TAM) in federal procurement of plant-based prescription drugs currently sourced from foreign manufacturers, aiming to enhance domestic production and compliance [1][8] - The company’s strategy emphasizes control over drug sourcing, leveraging a vertically integrated "seed to prescription drug" model that aligns with federal contract obligations [2][9] - Following the merger with Bright Green Corporation, PharmAGRI is positioned for relisting on Nasdaq, absorbing critical assets and ensuring shareholder liquidity without lock-up restrictions [3][4][8] Group 1: Market Opportunity and Strategy - The $10 billion TAM represents a significant opportunity for PharmAGRI to provide a sovereign alternative to foreign-sourced drugs, focusing on compliance and domestic manufacturing [1][8] - The company plans to utilize Tesla robotics to automate operations, enhancing efficiency and compliance in drug production [2][9] - PharmAGRI is also exploring acquisitions of offshore companies with advanced manufacturing capabilities to bolster its production capacity while maintaining regulatory compliance [9] Group 2: Merger and Corporate Structure - The merger with Bright Green Corporation will result in the latter merging out of existence, with its assets and registrations absorbed by PharmAGRI, facilitating a smoother relisting process [4][6] - Under the leadership of Lynn Stockwell, the company has undergone significant restructuring to consolidate assets and improve operational efficiency [5][6] - The merger is being executed under a court-supervised restructuring plan, ensuring procedural integrity and strategic continuity [6] Group 3: Leadership and Governance - Lynn Stockwell has taken full control of PharmAGRI, implementing changes in management and board structure to enhance corporate governance [5][7] - The company is preparing a Form S-1 registration statement to meet Nasdaq's governance and operational standards for relisting [7][8] - The Drugs Made in America Acquisition Corps, while aligned with PharmAGRI's strategy, operate independently to modernize U.S. pharmaceutical infrastructure [11][12]

Core Insights - Bright Green Corporation (OTC: BGXX) has merged with PharmAGRI Capital Partners to enhance U.S. drug manufacturing sovereignty through a court-supervised restructuring plan [1] - Lynn Stockwell has been appointed as the CEO and Chairwoman of PharmAGRI, with plans to form a new board from her acquisition corps focused on DEA-licensed and FDA-compliant pharmaceutical businesses [2] - PharmAGRI's model emphasizes a "seed to syringe" approach for drug manufacturing entirely within the U.S., supporting EB-5 investor pathways and federal contracts [3] Company Strategy - PharmAGRI has signed a Letter of Intent with Tesla to deploy up to 10,000 Optimus 3+ humanoid robots for various operations, aimed at improving labor compliance and reducing reliance on low-wage labor [4] - The strategic vision includes on-shoring pharmaceutical production, enhancing wages, and establishing a sovereign infrastructure capable of securing federal contracts [5] - PharmAGRI plans to file a Form S-1 registration statement with the SEC and aims for a Nasdaq relisting, with a proposed reverse stock split and preferred share issuance pending approval [5][6] Market Positioning - The company intends to complete its IPO by the end of 2025, which will facilitate market access and strategic expansion in the U.S. pharmaceutical sector [6] - The merger and partnership with Tesla are expected to strengthen PharmAGRI's mergers and acquisitions strategy, aiming to grow revenue and consolidate production assets [6]

Core Insights - Bright Green Corporation (OTC: BGXX) has merged with PharmAGRI Capital Partners to enhance U.S. drug manufacturing sovereignty through a court-supervised restructuring plan [1] - Lynn Stockwell has been appointed as the CEO and Chairwoman of PharmAGRI, with plans to form a new board from her acquisition corps focused on DEA-licensed and FDA-compliant pharmaceutical businesses [2] - PharmAGRI's model emphasizes a "seed to syringe" approach for drug manufacturing entirely in the U.S., supporting EB-5 investor pathways and federal contracts [3] Company Strategy - PharmAGRI has signed a Letter of Intent with Tesla to deploy up to 10,000 Optimus 3+ humanoid robots for various operations, aimed at improving labor compliance and reducing reliance on low-wage labor [4] - The strategic vision includes on-shoring pharmaceutical production, enhancing wages, and establishing a sovereign infrastructure to secure federal contracts and strengthen the U.S. supply chain [5] - PharmAGRI plans to file a Form S-1 registration statement with the SEC and aims for a Nasdaq relisting, with a proposed reverse stock split and preferred share issuance pending approval [5][6] Market Positioning - The company intends to complete its IPO by the end of 2025, which will facilitate market access and strategic expansion within the U.S. pharmaceutical infrastructure [6]

Core Insights - Legacy media and entertainment companies have experienced a significant increase in their "Growth" scores, indicating a potential sector turnaround [1][3]. Group 1: Company Performance - News Corp. saw its growth score rise by 71.07 points, from 27.15 to 98.22, driven by its Dow Jones subsidiary and a shift away from low-growth assets [4]. - Fox Corp. experienced a 61.12 point increase in its Edge score, reaching 94.61, attributed to strong fourth quarter performance and a 17% year-over-year revenue growth [6]. - Formula One Group's Growth score surged by 47.71 points to 99.49, primarily due to a 41% year-over-year revenue increase and a 126% rise in earnings [8]. Group 2: Strategic Developments - News Corp. refocused on core assets, enhancing its growth potential [4]. - Fox Corp. is launching a new direct-to-consumer service, Fox One, which is expected to drive recurring revenue [7]. - Formula One Group expanded its portfolio by acquiring MotoGP, adding a significant franchise to its operations [9].

Core Insights - Bright Green Corporation is seeking court approval for a Restructuring Security Agreement to provide new equity for the company, ensuring full payment to creditors while allowing existing equity shareholders to retain their interests without dilution [1] Group 1: Company Strategy and Leadership - Lynn Stockwell, the new CEO and Chairman, is managing other NASDAQ listed corporations and plans to raise over $2 billion for acquisitions in the pharmaceutical sector [2] - The company aims to establish a reliable U.S. domiciled supply chain for plant-based legal controlled substances, focusing on end-to-end prescription drug manufacturing and home delivery [3] Group 2: Market Opportunity - The total addressable market for drugs purchased in the U.S. exceeds $100 billion, presenting a significant opportunity for Bright Green [4] - The company plans to invest $3.5 billion in building DEA and FDA compliant facilities, which will create thousands of jobs in rural areas [5] Group 3: Revenue Generation - Planned revenue streams include supply contracts for controlled substances and the EB-5 investment program, which could generate significant capital from foreign applicants seeking U.S. residency [6]

Core Insights - Bright Green Corporation has initiated a Restructuring Security Agreement (RSA) to provide new equity for the company, ensuring that all creditors with approved claims will be paid in full while equity shareholders retain their interests without dilution [1] - The company has agreed to withdraw all cannabis-related renewal applications with the DEA, allowing for potential reinstatement once commercial viability is established and federal regulations are clarified [2] - The new CEO, Lynn Stockwell, aims to position Bright Green as a leader in the production of legal controlled substances for medical purposes, establishing a reliable supply chain for active pharmaceutical ingredients (API) [4] Financial and Operational Plans - Bright Green plans to invest $3.5 billion in building DEA and FDA compliant mega farms for controlled substance production, which is expected to create thousands of jobs and support the company's EB-5 program for legal immigration investments [5][6] - The company anticipates generating revenue from contracts for controlled substance production and EB-5 investments, with the latter involving an $800,000 investment from applicants seeking U.S. entry [6] Market Opportunity - The total addressable market for drugs purchased in the United States is estimated to be in the hundreds of billions of dollars, with potential tariffs protecting this new American industry [5] - The company is focused on onshoring controlled substance production back to the U.S., which has historically relied on imports from countries with less stringent quality controls [4]

Core Viewpoint - Bright Green Corporation is restructuring under Chapter 11 bankruptcy to facilitate a $3.5 billion investment aimed at enhancing the U.S. drug supply chain through the establishment of new mega farms for controlled substances production [2][4][5]. Group 1: Company Restructuring - The Company has entered into a Restructuring Support Agreement (RSA) with major shareholder Lynn Stockwell to implement a Prepackaged Plan of Reorganization under Chapter 11 [2]. - The Plan includes provisions for funding an Exit Facility, full cash payment of allowed administrative claims, and a reorganization strategy involving a 1 for 50 reverse stock split [4][5]. Group 2: Investment and Operations - The Company plans to utilize federal loan guarantees for 60 new mega farm owner/operators, collectively investing $3.5 billion to strengthen the Drugs Made in America supply chain [1][4]. - The anticipated new infrastructure is expected to create thousands of jobs and support the Company's EB-5 program through legal immigration [4]. Group 3: Management and Future Direction - Lynn Stockwell, the new CEO and Chairman, emphasizes the Company's unique position to produce and research legal controlled substances under government regulations [3]. - Upon emergence from bankruptcy, the Company plans to change its name to Drugs Made in America Corp. and will have a management team experienced in controlled substance production and drug supply chain management [6].

Core Viewpoint - Bright Green Corporation is undergoing a restructuring to align its operations with the vision of its founder, Lynn Stockwell, focusing on on-shoring active pharmaceutical ingredient (API) manufacturing to the United States [3][10]. Restructuring Details - Lynn Stockwell has agreed to a restructuring security agreement (RSA) with Bright Green, which will involve the cancellation of all existing contracts, land purchase options, employment agreements, and financing agreements [3][4][11]. - The company plans to complete a shareholder-approved reverse split and seek re-listing on a major exchange, with Stockwell remaining the majority shareholder and part of the new management team [4][11]. Revenue Generation Strategy - Bright Green aims to derive revenue from production and supply contracts for plant-based controlled substances, leveraging its existing registrations and licenses [5][7]. - The company is exploring a franchise-based business model to build agricultural facilities across West Texas, East Arizona, and Central New Mexico, with each facility featuring 15-acre specialty greenhouses [6][7]. EB-5 Program Integration - The initiative integrates the USCIS EB-5 program, allowing qualifying franchisees to earn U.S. Green Cards through investments that create jobs, which aligns with the company's goals [6][7]. - Bright Green will manage facility development, including loan guarantees and supply contracts for agricultural production and pharmaceutical-grade controlled substances [7]. Market Positioning - The restructured company is positioned to supply plant-based controlled substances to U.S. drug manufacturers, which is critical for maintaining competitiveness in the evolving manufacturing landscape [10].

[Form 10-Q Filing Information](index=1&type=section&id=Form%2010-Q%20Filing%20Information) This section details Bright Green Corporation's identification, filing status, and common shares outstanding as of November 19, 2024 [Registrant Information](index=1&type=section&id=Registrant%20Information) This section provides Bright Green Corporation's identification, state of incorporation, executive offices, and registered securities - Registrant: **BRIGHT GREEN CORPORATION**, incorporated in Delaware[3](index=3&type=chunk) - Principal Executive Offices: **1033 George Hanosh Boulevard, Grants, NM 87020**[3](index=3&type=chunk) Securities Registered | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :---------------- | :---------------- | :---------------------------------------- | | Common Stock, par value $0.0001 | BGXX | The Nasdaq Stock Market LLC | [Filing Status and Shares Outstanding](index=1&type=section&id=Filing%20Status%20and%20Shares%20Outstanding) The company confirms compliance with SEC filing requirements and its status as a non-accelerated filer, smaller reporting company, and emerging growth company. It also provides the number of common shares outstanding as of November 19, 2024 - The registrant has filed all required reports during the preceding 12 months and has been subject to filing requirements for the past 90 days[4](index=4&type=chunk) - The registrant has submitted electronically every Interactive Data File required pursuant to Rule 405 of Regulation S-T[4](index=4&type=chunk) Filer Status | Filer Status | Status | | :---------------- | :----- | | Large accelerated filer | ☐ | | Accelerated filer | ☐ | | Non-accelerated filer | ☒ | | Smaller reporting company | ☒ | | Emerging growth company | ☒ | - As of November 19, 2024, there were **191,166,318 shares** of the registrant's common stock outstanding[6](index=6&type=chunk) [Cautionary Note Regarding Forward-Looking Statements](index=4&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This section warns that the report contains forward-looking statements subject to risks and uncertainties, and actual results may differ materially [Nature and Risks of Forward-Looking Statements](index=4&type=section&id=Nature%20and%20Risks%20of%20Forward-Looking%20Statements) This disclaimer highlights that forward-looking statements involve risks and uncertainties, and actual outcomes may differ materially from expectations - Forward-looking statements express opinions, expectations, beliefs, plans, objectives, assumptions, or projections regarding future events or results[10](index=10&type=chunk) - Such statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future[11](index=11&type=chunk) - Readers are cautioned not to place undue reliance on forward-looking statements, as actual results may differ materially from those anticipated[12](index=12&type=chunk)[13](index=13&type=chunk)[14](index=14&type=chunk) [PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This part presents the company's unaudited condensed consolidated financial statements and management's discussion and analysis of financial condition [Item 1. FINANCIAL STATEMENTS (UNAUDITED)](index=5&type=section&id=Item%201.%20FINANCIAL%20STATEMENTS%20(UNAUDITED)) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, equity changes, and cash flows, with notes [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The Condensed Consolidated Balance Sheets provide a snapshot of the company's financial position, detailing assets, liabilities, and stockholders' equity as of September 30, 2024, and December 31, 2023 Key Balance Sheet Data | Metric | September 30, 2024 (Unaudited) | December 31, 2023 | | :---------------- | :----------------------------- | :---------------- | | Cash | $40,366 | $10,059 | | Total current assets | $52,257 | $268,289 | | Total assets | $15,964,970 | $17,403,047 | | Total current liabilities | $7,043,056 | $6,236,319 | | Total liabilities | $7,043,056 | $6,438,102 | | Total stockholders' equity | $8,921,914 | $10,964,945 | | Accumulated deficit | $(50,700,777) | $(47,203,469) | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) This statement outlines the company's financial performance, showing no revenue and significant operating losses for both the three and nine months ended September 30, 2024 and 2023, with a net loss per common share of $(0.01) and $(0.02) respectively for the nine-month periods Key Operations Data | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :---------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Revenue | $- | $- | $- | $- | | Total operating expenses | $1,111,924 | $1,811,533 | $4,513,678 | $7,410,662 | | Loss from operations | $(1,111,924) | $(1,811,533) | $(4,513,678) | $(7,410,662) | | Total other income (expense) | $7,833 | $- | $1,016,370 | $(1,366) | | Net loss and comprehensive loss | $(1,104,091) | $(1,991,242) | $(3,497,308) | $(7,596,678) | | Net loss per common share - basic and diluted | $(0.01) | $(0.01) | $(0.02) | $(0.04) | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) This statement details the changes in stockholders' equity, including common stock, additional paid-in capital, and accumulated deficit, for the three and nine months ended September 30, 2024 and 2023, reflecting the impact of stock-based compensation, common stock issuances, and net losses Stockholders' Equity Changes (Nine Months Ended Sep 30, 2024) | Metric | December 31, 2023 | September 30, 2024 | | :---------------- | :---------------- | :----------------- | | Common Shares Outstanding | 184,758,818 | 191,166,318 | | Common Stock Amount | $18,476 | $19,117 | | Additional Paid-in Capital | $58,149,938 | $59,603,574 | | Accumulated Deficit | $(47,203,469) | $(50,700,777) | | Total Stockholders' Equity | $10,964,945 | $8,921,914 | - Stock-based compensation for the nine months ended September 30, 2024, contributed **$486,537** to additional paid-in capital[18](index=18&type=chunk) - Common stock issued in lieu of unpaid cash remuneration and bonus compensation totaled **$425,920** for the nine months ended September 30, 2024[18](index=18&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This statement summarizes the cash inflows and outflows from operating, investing, and financing activities for the nine months ended September 30, 2024 and 2023, showing a net increase in cash for 2024 compared to a decrease in 2023 Key Cash Flow Data (Nine Months Ended Sep 30) | Metric | 2024 | 2023 | | :---------------- | :------------ | :------------ | | Net cash used in operating activities | $(971,078) | $(2,473,439) | | Net cash used in investing activities | $(362,967) | $(2,204,161) | | Net cash provided by financing activities | $1,364,352 | $4,384,750 | | NET INCREASE (DECREASE) IN CASH | $30,307 | $(292,850) | | CASH, END OF PERIOD | $40,366 | $121,724 | - Non-cash financing activities for 2024 included a **$425,920** related party payroll liability in exchange for common stock[22](index=22&type=chunk) - Non-cash investing activities for 2024 included a **$645,638** adjustment to other investment held at fair value for return of shares in settlement of debt[23](index=23&type=chunk) [Notes to the Condensed Consolidated Financial Statements (Unaudited)](index=11&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) These notes provide detailed explanations and disclosures that are an integral part of the condensed consolidated

Core Viewpoint - Bright Green Corporation has had its shares suspended from the Nasdaq Stock Exchange following the cancellation of a scheduled delisting appeal hearing, but the company remains focused on its strategic goals and shareholder value [1]. Group 1: Company Developments - The company has filed its Proxy Statement and will hold its annual meeting on November 15, 2024, where shareholders will discuss key issues, including a potential reverse stock split to enhance shareholder value [2]. - Bright Green is exploring various strategic alternatives to unlock long-term value, reflecting its commitment to strengthening its financial position and expanding its market presence [3]. Group 2: Financial Support and Strategic Initiatives - The Board has provided a line of credit and agreed to fund $2.5 million to support ongoing operations and strategic initiatives, allowing the company to navigate challenges and invest in growth opportunities [4]. - The company is focused on achieving licensing approvals and enhancing national security interests through the production of Schedule I and II plant-based medicines, while evaluating options for strategic partnerships and acquisitions [4]. Group 3: Regulatory and Market Position - Bright Green is one of the few companies authorized by the U.S. government and the New Mexico Board of Pharmacy to grow, manufacture, and sell Schedule I and II plant-based drugs legally, which positions it uniquely in the market [5].