百济神州 2023年度报告

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 (Exact name of registrant as specified in its charter) *Included in connection with the registration of the American Depositary Shares with the Securities and ExchangeCommission. The ordinary shares are not listed for trading in the United States but are listed for trading on The Stock Exchange of Hong Kong Limited.As of November 1, 2024, 1,386,034,320 ordinary shares, par value $0.0001 per share, were outstanding, of which 868,958,610 ordinary shares were held in the form of 66,842,970 American Depositary Shares, each representing 13ordinary shares, and 115,055,260 were RMB shares which are ordinary shares issued to permitted investors in Chinaand listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange in Renminbi. Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant wasrequired to file such reports); and (2) has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or forsuch shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, asmaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of theExchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ Table of Contents BeiGene, Ltd.Quarterly Report on Form 10-QTABLE OF CONTENTS Page PART I.FINANCIAL INFORMATION3Item 1.Financial Statements3Item 2.Management’s Discussion and Analysis of Financial Condition and Resultsof Operations26Item 3.Quantitative and Qualitative Disclosures about Market Risk40Item 4.Controls and Procedures41PART II.OTHER INFORMATION42Item 1.Legal Proceedings42Item 1A.Risk Factors42Item 2.Unregistered Sales of Equity Securities, Use of Proceeds and IssuerPurchases of Equity Securities96Item 3.Defaults Upon Senior Securities96 SIGNATURES From time to time, we may use our website, our X (formerly known as Twitter) account atx.com/BeiGeneGlobal, our LinkedIn account at linkedin.com/company/BeiGene, our Facebook account atfacebook.com/BeiGeneGlobal, and our Instagram account at instagram.com/BeiGeneGlobal to disclosematerial information and to comply with our disclosure obligations under Regulation FD. Our financial andother material information is routinely posted to and accessible on the Investors section of our website,available at www.beigene.com. Investors are encouraged to review the Investors section of our websitebecause we may post material information on that site that is not otherwise disseminated by us. Informationthat is contained in and can be accessed through our website, our X (formerly known as Twitter) posts, ourLinkedIn posts and our Instagram posts are not incorporated into, and does not form a part of, thisQuarterly Report.2 Table of Contents PART I.FINANCIAL INFORMATION The accompanying notes are an integral part of these condensed consolidated financialstatements.3 The accompanying notes are an integral part of these condensed consolidated financialstatements. Table of Contents BEIGENE, LTD.CONDENSED CONSOLIDATED BALANCE SHEETS(Amounts in thousands of U.S. Dollars (“$”), except for number of shares and per share data) Table of Contents BEIGENE, LTD.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Amounts in thousands of U.S. Dollars (“$”))(Unaudited) The accompanying notes are an integral part of these condensed consolidated financialstatements.6 BEIGENE, LTD.CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY(Amounts in thousands of U.S. Dollars (“$”), except for number of shares)(Unaudited) The accompanying notes are an integral part of these condensed consolidated financial statements.7 Table of Contents BEIGENE, LTD. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Amounts in thousands of U.S. Dollar (“$”) and Renminbi (“RMB”), except for number of sharesand per share data) (Unaudited) 1. Description of Business, Basis of Pr