Bon Natural Life Ltd 6-K, filed Nov 25, 2025
Bon Natural Life Ltd (BON)
About this 6-K
Bon Natural Life Ltd filed this 6-K on November 25, 2025.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November 2025
Commission File Number 001-40517
BON NATURAL LIFE LIMITED
(Translation of registrant’s name into English)
Room 601, Block C, Gazelle Valley, No.69, Jinye Road
High-Tech Zone, Xi’an, Shaanxi, China
People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Sales Cooperation Agreement
On September 1, 2025, our subsidiary Xi’an App-Chem Bio (Tech) Co., Ltd (“App-Chem”) entered into a Sales Cooperation Agreement (the “Agreement”) with Beijing Huahai Keyuan Technology Co., Ltd. (“Huahai Keyuan”). Under the Agreement, App-Chem grants Huahai Keyuan the non-exclusive right to distribute and sell App-Chem’s second-generation tea pigment digestive health products (collectively, the “Products”) throughout China. The term of the Agreement is thirty-six (36) months.
App-Chem will be responsible for all research and development, manufacturing and quality control such that the Products are compliant with applicable national standards.
Pursuant to the Agreement Huahai Keyuan has guaranteed aggregate sales of no less than US$26,000,000 over the term. All such sales shall be conducted in full compliance with applicable laws and regulations.
Products will be transported to such sites as designated by Huahai Keyuan. In the event that the quality of the Product fails to conform to the agreed standards, App-Chem shall bear all costs associated with testing, as well as any expenses related to the return or exchange of the Products.
App-Chem must receive full payment from Huahai Keyuan for any Products before they are dispatched.
The Agreement may be terminated at any time by the mutual consent of both parties. If either party breaches the Agreement and fails to remedy such breach within thirty (30) working days after receiving written notice from the non-breaching party, the non-breaching party shall have the right to terminate the Agreement.
Either party that terminates the Agreement without justifiable reasons (as defined in the Agreement) or fails to fulfill its obligations under the Agreement shall compensate the other party with a liquidated damages equivalent to 15% of the total Agreement amount. Should partial non-performance of this Agreement occur due to a Party’s attributable default, the defaulting party shall pay the other party a penalty of 10% of the total price of the unperformed portion of the Agreement. Any lawsuits must be filed in a court located in the People’s Republic of China.
The foregoing is a summary of the material terms of the Agreement. The Agreement contains additional terms, covenants and conditions and should be reviewed in its entirety for additional information.
Exhibits
The following exhibits are included in this Form 6-K:
| Exhibit No. | Description of Exhibit | |
| 10.1 | Translation of Sales Cooperation Agreement with Huahai Keyuan Keyuan Technology Co., Ltd. | |
| 99.1 | Press Release dated November 25, 2025 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: November 25, 2025 | Bon Natural Life Limited | |
| By: | /s/ Yongwei Hu | |
| Yongwei Hu | ||
| Chairman and Chief Executive Officer | ||
Exhibit 10.1
Xi’an App-Chem Bio (Tech) and Beijing Huahai Keyuan
Sales Cooperation Agreement for Second-Generation Tea Pigment Digestive Health Products
| Party A: Xi’an App-Chem Bio (Tech) Co., Ltd. | Date: 20250901 Place:XI’AN |
| Party B: Beijing Huahai Keyuan Technology Co., Ltd. | Agreement No.: BONHHKY20250901-1 |
Xi’an App-Chem Bio(Tech) Co., Ltd. (NASDAQ: BON, “Party A”) is a supplier of natural health bioactive ingredients and health solutions. Party A specializes in the research, development, production, and sales of natural active ingredients, with a focus on the study and development of ingredients for personal health and care products. Party A’s natural health products are distributed across a global market, including but not limited to the People’s Republic of China, Japan, Korea, the United States, the European Union, and other mutually agreed regions, and are acknowledged for their consistent quality standards and favorable market reputation.
Party B is a leading domestic health company headquartered in Beijing, possessing professional brand management and marketing,underpinned by a qualified health consulting team with substantial industry experience. Party B specializes in the market development of original health products and demonstrates proven expertise in market expansion and brand building capabilities in this field.
Leveraging a robust biological profile spanning lipid modulation, glycemic control, antioxidant activity, and anti-peptic ulcer, tea pigments exhibits broad applicability across multiple health sectors. The pioneering venture represents a potential blockbuster innovation with a market valuation projection surpassing the $1 billion threshold.
As a global leading innovator in tea pigment ingredients, BON has discovered that specific biotransformation of tea raw materials exerts significant regulatory and optimization effects on the functional activity of tea pigments. Through specific controlled biotransformation - a controllable optimized fermentation process for tea pigment functional activity - BON has achieved a significant enhancement in the digestive health functional activity of tea pigments compared to the first generation products, greatly boosting product competitiveness.
NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein, the parties hereby agree as follows regarding Party B’s distribution of the Products in the Greater China market:
I. Main Matters of the Agreement
| 1. | Party A hereby grants Party B the non-exclusive priority distribution rights to its second-generation Tea Pigment Digestive Health Products in the Greater China market for a period of thirty-six (36) months after the signing of this agreement thereafter. |
| 2. | Party B hereby acknowledges receipt of the grant of the non-exclusive priority distribution rights for Party A’s second-generation Tea Pigment Digestive Health Products in the Greater China market, valid for a period of thirty-six (36) months from the date of signing this Agreement. |
| 3. | Party A shall be solely responsible for product research, development, and manufacturing, and shall supply products to Party B. Party A shall ensure consistent and reliable supply of products, as well as continuous and rapid innovation, iteration and upgrading. The products include the second-generation Tea Pigment Digestive Health Products. |
| 4. | Party B shall be solely responsible for the sales of the series of the Products under this category in the Greater China market during the term of this agreement. Party B hereby undertakes that the total sales revenue of the said Product shall be no less than US$26,000,000 during such period. |
| 5. | Both parties agree that during the specific business advancement, they may enter into business agreements on product categories, market arrangements, product development and other matters, which shall constitute an integral part of this agreement. |
II. Cooperation Period. Term of this agreement should be thirty-six (36) months from the date of signing herein.
III. Payment. Party B shall prepay the full amount for the goods prior to shipment, and Party A shall deliver the goods only upon receipt of the full payment.
IV. Delivery and Location. Under this agreement, Party B shall periodically and in batches provide shipping documents to Party A, whereupon Party A shall deliver the goods as agreed. The goods shall be delivered to the address in China designated by Party B.
V. Responsibilities and Obligations
| 1. | Party B guarantees that all sales activities shall comply with relevant laws and regulations and shall not engage in illegal sales during the sales process. |
| 2. | Party B shall effect payment on time as stipulated in the agreement. Should Party A’s failure to deliver the goods on schedule result from Party B’s delayed payment or other attributable causes, the delivery date shall be postponed, and Party A shall not bear the liability for breach of agreement |
| 3. | Party A shall deliver the goods on time as required by Party B and ensure that the packaging of the goods meets the requirements of logistics transportation |
| 4. | In the event that the Product quality fails to conform to the agreed standards, Party A shall bear all the testing fees and the costs of returns and exchanges. |
| 5. | If either party fails to perform this agreement without due cause or unilaterally terminates this agreement without authorization, such Party shall be liable to pay the other party a penalty of 15% of the total price of this agreement. Should partial non-performance of this Agreement occur due to a Party’s attributable default, the defaulting Party shall pay the other party a penalty of 10% of the total price of the unperformed part of this agreement. |
VI. Force Majeure. Both Parties shall strictly fulfill their respective responsibilities and obligations hereunder. In the event that performance becomes impossible or delayed due to Force Majeure, the Parties shall negotiate in good faith to reach a mutually agreed solution.
VII. Termination of the Agreement. If one party violates the agreement and fails to make corrections within thirty (30) working days after receipt of written demand from the non-violating party, the non-violating party shall have the right to terminate this agreement. In addition, this agreement may be terminated by mutual consent of both parties.
VIII. Miscellaneous. If there are any matters not covered herein, both parties shall resolve them through friendly consultation and may enter into a separate agreement to stipulate them.
IX. Legal jurisdiction. In the event of any dispute arising during the execution of this contract, if no agreement can be reached through consultation, the dispute shall be settled through litigation and the People’s Court where Party A is located shall have jurisdiction.
X. This agreement shall come into effect upon signatures and seals by both parties. It is executed in quadruplicate, with each party holding two copies, all of which have the same validity.
| Party A: Xi’an App-Chem Bio (Tech) Co., Ltd. | Party B: Beijing Huahai Keyuan Technology Co., Ltd. | |
| Seal: | Seal: | |
| Representative (Signature) : | Representative (Signature) : | |
| September 1, 2025 | September 1, 2025 |
Exhibit 99.1
BON Announced Next-Gen of Tea Pigment Digestive Health Products and Cooperation Agreement with Beijing Huahai Keyuan
XI’AN, China, November 25, 2025 (PR NEWSWIRE) — Bon Natural Life Limited (Nasdaq: BON) (“BON” or the “Company”), a leading bio-ingredient solution provider in the natural, health and personal care industry, today announced a non-exclusive cooperation agreement with Beijing Huahai Keyuan Technology Co. Ltd. (“Huahai Keyuan”) a prominent health products distributor in China. The term of the agreement is 36 months with a total contract value of US$26 million. Pursuant to the agreement, Huahai Keyuan will sell and distribute BON’s second-generation tea pigment-based digestive health products in Greater China.
Tea pigments, a key bioactive complex derived from tea, possess a strong scientific profile across lipid regulation, glycemic control, antioxidant function, and gastrointestinal support. As a next-generation functional tea ingredient, tea pigments represent the most significant innovation in the sector since the commercialization of tea polyphenols. Current market adoption is being driven primarily by two fast-growing segments: digestive wellness and blood-glucose management. With broad applicability and favorable consumer demand trends, tea pigments are positioned as a potential blockbuster ingredient with an anticipated market opportunity exceeding US$1 billion in the coming years.
As a global leading innovator in tea pigment ingredients, BON has identified that targeted biotransformation of tea raw materials can significantly enhance the functional performance of tea pigments. Leveraging this, BON undertook systematic research utilizing its proprietary, optimally selected Eurotium cristatum strain as a fermentation agent. Through a controlled biotransformation process — a precision-optimized fermentation method designed to strengthen functional attributes — BON believes it has achieved a substantial improvement in the digestive health benefits of tea pigments.
Testing demonstrates that the digestive health activity of BON’s latest tea pigment product has increased by more than 200% compared to first-generation formulations, representing a major advancement in product efficacy and competitive positioning.
Hu Yongwei, CEO and Chairman of BON, stated: “Through our strategic partnership with Huahai Keyuan, BON will leverage its competitive strengths and continued innovation in tea pigment technology to accelerate our expansion into the rapidly growing premium digestive health market. This agreement marks the next phase of BON’s strategic development and positions us to drive synergistic growth across the digestive health sector. We also plan to introduce our innovative second-generation tea pigment product portfolio to global markets. BON believes this partnership will support meaningful revenue and earnings growth over time and further enhance long-term shareholder value.”
About Bon Natural Life Limited (“BON”)
BON is a Cayman Islands company engaged in the business of natural, health, and personal care industries. For more information, please visit the Company’s website at http://www.bnlus.com.
For more information, please contact:
Cindy Liu | IR
Email: bonnatural@appchem.cn
Safe Harbor Statement
This press release contains certain statements that may include “forward-looking statements.” All statements other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,”“expects” or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.