BNB Plus pays $1 million and issues 200,000 preferred shares to exit Cypress deals

The July 23 settlement ended Cypress asset-management and advisory agreements as Nasdaq had already suspended BNBX trading, while filings named no successor to departed CIO Patrick Horsman.

BNB

Summary

BNB Plus, formerly Applied DNA Sciences, has unwound its relationships with Cypress in a July 23 settlement that requires $1 million in cash payments and 200,000 Series B-1 preferred shares. The biotech company, which combines a BNB treasury strategy with its LineaRx business, said the agreement terminated a digital-asset management arrangement with Cypress LLC, a strategic-adviser pact with Cypress Management LLC and an October 2025 consulting agreement with Patrick Horsman. The move followed Nasdaq’s suspension of BNBX trading, and subsequent filings did not identify a new chief investment officer or replacement asset manager after Horsman’s departure. The company will pay $500,000 upfront and the remaining $500,000 in 12 equal monthly installments, while issuing the preferred shares over the same period. Cypress also accepted a standstill through Sept. 29, 2030, and the settlement rescinds 695,322 Series E-1 advisory warrants while modifying another 1,291,312, affecting nearly 2 million warrants in total. Although the preferred shares carry a $1.05 conversion price, an 8% annual dividend and liquidation rights, those terms do not amount to a clear market value for the stock portion of the settlement. Governance questions remain around who now directs day-to-day BNB investment decisions. Horsman stopped serving as CIO on July 23, and chairman and director Joshua Kruger is set to resign effective Friday, July 31. BNB Plus said Kruger’s departure was not due to a disagreement. The filing also shows holders of a majority of the Series B-1 preferred shares have consent rights over certain treasury transfers, custody-related liens and treasury-subsidiary actions, with an exception for ordinary-course custody or staking (locking crypto to support network operations) liens, but those protections do not identify an operating investment manager. Nasdaq suspended the stock at the open on July 14 after a Hearings Panel decided to delist it for failing the $1 minimum-bid rule. BNB Plus said it would seek Listing Council review, though that would not halt the suspension, and said Form 25 would be filed only after appeal periods expired. As of July 30, the company’s investor-relations page showed OTCQB (over-the-counter marketplace) trading under BNBX, while filings did not disclose a Listing Council outcome or confirm a Form 25 filing. In its March 31 quarterly report, BNB Plus disclosed 2,186 BNB held through subsidiaries, a receivable for the equivalent of 6,077 BNB after transfer to Hex Trust under rehypothecation (reuse of pledged assets) arrangements, and 435,638 OBNB trust units. The July 29 filing did not update those holdings or provide a full current custody map.

Terms & Concepts
  • staking: Locking crypto to support network operations
  • rehypothecation: Reuse of pledged assets by custodian
  • OTCQB: U.S. over-the-counter trading marketplace