BioNexus Gene Lab Corp. has entered into a definitive agreement with Ruanyun Edai Technology Inc. (Nasdaq: RYET) to secure an exclusive license for the CogniAI document-intelligence platform in Malaysia. The agreement was signed on October 5, 2026, and is intended to support the Malaysian government's digitalization of public healthcare.
Under the terms of the CogniAI Healthcare Licence and Strategic Collaboration Agreement, BioNexus will receive rights to host, adapt, and integrate the platform to build and brand AI applications for the healthcare sector. The initial license term is ten years, with two five-year renewal options, provided BioNexus is not in material breach of the agreement.
The transaction consideration is structured entirely in shares. At closing, BioNexus will issue 410,000 common shares valued at the stated US$3.5 million, along with an additional 150,000 common shares in exchange for 500,000 RYET ordinary shares. The total issuance of 560,000 shares represents approximately 16.0% of BioNexus's issued and outstanding common stock immediately following the issuance. The share issuances are pending and subject to closing conditions, including technology delivery, acceptance testing, due diligence, and regulatory approvals.
As part of the deal, RYET will receive a 10% royalty on defined technology receipts actually collected, with no minimum royalty or annual platform fee. BioNexus is also permitted to add other Malaysian industries by written notice, provided a customer contract is signed within twelve months. The agreement includes a liability cap of US$1 million per party and allows either party to terminate if closing has not occurred by March 31, 2027.
BioNexus intends to focus on Malaysia's public healthcare digitalization program, which covers 150 hospitals and more than 2,000 health clinics. The government has allocated RM1 billion for this initiative, aiming to equip facilities with electronic medical records by 2029. BioNexus has not yet been awarded any government contracts, and public-sector work will depend on government procurement processes.
