Core Viewpoint - Bio Green Med Solution, Inc. has successfully completed the acquisition of Fitters Sdn. Bhd., enhancing its business portfolio by entering the fire protection and safety sector while maintaining its pharmaceutical interests [1][3][4]. Company Overview - Bio Green Med Solution, Inc. (formerly Cyclacel Pharmaceuticals, Inc.) is a diversified company engaged in both the fire protection and biopharmaceutical industries, focusing on long-term value creation for shareholders [5]. - Fitters Sdn. Bhd. specializes in the supply and trading of protective and fire safety equipment, including fire extinguishers, foam systems, and personal protective equipment, and has a strong reputation for reliability and compliance with regulatory standards [2][6]. Transaction Details - The Exchange Transaction involved Bio Green Med issuing 699,158 shares of its common stock, representing 19.99% of the outstanding shares, to FITTERS Diversified Berhad in exchange for all equity interests of Fitters [4]. - Following the transaction, Fitters became a wholly-owned subsidiary of Bio Green Med, and the company's ticker symbols changed from CYCC and CYCCP to BGMS and BGMSP, respectively [3][4]. Strategic Implications - The acquisition allows Bio Green Med to diversify its business interests and explore opportunities across multiple industries, positioning the company for long-term growth [4]. - The integration of Fitters' established operations is expected to create synergies and enhance the company's market presence in the fire safety sector [4].

Core Viewpoint - Cyclacel Pharmaceuticals has amended its Exchange Agreement with FITTERS Diversified Berhad to facilitate the acquisition of Fitters Sdn. Bhd., a subsidiary of FITTERS, through the exchange of shares and a cash payment [1][2][3]. Company Overview - Cyclacel Pharmaceuticals is a clinical-stage biopharmaceutical company focused on developing innovative cancer medicines based on cell cycle, epigenetics, and mitosis biology [6]. - The company is evaluating plogosertib, a PLK1 inhibitor, in patients with solid tumors and hematological malignancies, aiming to build a diversified biopharmaceutical business [6]. Transaction Details - Under the amended Exchange Agreement, Cyclacel will exchange all ordinary shares of Fitters Sdn. Bhd. for common stock, representing 19.99% of Cyclacel's issued and outstanding shares at closing [2]. - Cyclacel will also pay USD 1,000,000 or a mutually agreed amount to FITTERS as part of the transaction [2]. - The final date for the transaction has been extended to September 30, 2025 [2]. Approval and Governance - The transaction is subject to approval from the stockholders of both Cyclacel and FITTERS, and has been unanimously approved by the Boards of Directors of Cyclacel, FITTERS, and Fitters Sub [3]. Fitters Sdn. Bhd. Overview - Fitters Sdn. Bhd. specializes in distributing, trading, and installing fire safety materials and equipment, with a strong reputation for reliability and compliance with regulatory standards [4][8]. - The company offers a wide range of fire safety products, including fire extinguishers, fire-resistant doors, and personal protective equipment [8].

Core Viewpoint - Cyclacel Pharmaceuticals has entered into an Exchange Agreement with FITTERS Diversified Berhad, which involves the exchange of shares of FITTERS' subsidiary for common stock of Cyclacel, leading to a significant ownership structure change in the combined entity [1][2][4]. Group 1: Transaction Details - The Exchange Agreement stipulates that all ordinary shares of FITTERS' subsidiary, Fitters Sdn. Bhd., will be exchanged for common stock of Cyclacel, resulting in FITTERS owning approximately 19.99% of the combined company [2]. - Upon closing, Cyclacel stockholders are expected to retain about 80.01% ownership of the combined entity [2]. - The transaction is subject to approval from both Cyclacel and FITTERS stockholders, and it has been unanimously approved by the Boards of Directors of both companies [4]. Group 2: Company Rebranding and Listing - Following the transaction, Cyclacel will be renamed Bio Green Med Solution, Inc., and its common shares will continue to be listed on the Nasdaq Capital Market under a new ticker symbol [3]. - The transaction is expected to close on or before August 31, 2025, with termination rights for both parties if the closing does not occur by that date [3]. Group 3: Company Backgrounds - Cyclacel Pharmaceuticals is a clinical-stage biopharmaceutical company focused on developing innovative cancer medicines based on cell cycle, epigenetics, and mitosis biology [7]. - Fitters Sdn. Bhd. specializes in distributing and installing fire safety materials and equipment, known for its reliability and compliance with regulatory standards [5][10].