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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________________________

FORM 10-Q

___________________________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-37686

BEONE MEDICINES LTD.

(Exact name of registrant as specified in its charter)


Switzerland			98-1209416
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

c/o BeOne Medicines I GmbH
Aeschengraben 27
Basel, Switzerland			4051
(Address of principal executive offices)			(Zip Code)

+41 61 685 19 00

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

American Depositary Shares, each representing 13 Ordinary Shares, par value $0.0001 per share

ONC

The Nasdaq Global Select Market

Ordinary Shares, par value $0.0001 per share*

06160

The Stock Exchange of Hong Kong Limited

*Included in connection with the registration of the American Depositary Shares with the Securities and Exchange Commission. 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 August 1, 2025, 1,430,372,987 ordinary shares, par value $0.0001 per share, were outstanding, of which 709,335,614 ordinary shares were held in the form of 54,564,278 American Depositary Shares, each representing 13 ordinary shares, and 115,055,260 were RMB shares which are ordinary shares issued to permitted investors in China and 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 the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such 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, a smaller 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 transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange 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

BeOne Medicines Ltd.

Quarterly Report on Form 10-Q

TABLE OF CONTENTS


		Page

PART I.	FINANCIAL INFORMATION	3

Item 1.	Financial Statements	3

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	38

Item 4.	Controls and Procedures	38

PART II.	OTHER INFORMATION	40

Item 1.	Legal Proceedings	40

Item 1A.	Risk Factors	40

Item 2.	Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities	97

Item 3.	Defaults Upon Senior Securities	97

Item 4.	Mine Safety Disclosures	97

Item 5.	Other Information	97

Item 6.	Exhibits	98

SIGNATURES		102

From time to time, we may use our website, our X (formerly known as Twitter) account at x.com/BeOneMedicines, our LinkedIn account at linkedin.com/company/BeOneMedicines, our Facebook account at facebook.com/BeOneMedicines, and our Instagram account at instagram.com/BeOneMedicines to disclose material information and to comply with our disclosure obligations under Regulation FD. Our financial and other material information is routinely posted to and accessible on the Investors section of our website, available at www.beonemedicines.com. Investors are encouraged to review the Investors section of our website because we may post material information on that site that is not otherwise disseminated by us. Information that is contained in and can be accessed through our website, our X (formerly known as Twitter) posts, our LinkedIn posts and our Instagram posts are not incorporated into, and does not form a part of, this Quarterly Report.

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

BEONE MEDICINES LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands of U.S. Dollars (“$”), except for number of shares and per share data)

(Unaudited)


		Three Months Ended		Six Months Ended
		June 30,		June 30,
	Note	2025	2024	2025	2024
		$	$	$	$
Revenues
Product revenue, net	11	1,302,076	921,146	2,410,606	1,668,064
Collaboration revenue	3	13,224	8,020	21,973	12,754
Total revenues		1,315,300	929,166	2,432,579	1,680,818
Cost of sales - product		164,606	138,132	329,608	263,067
Gross profit		1,150,694	791,034	2,102,971	1,417,751
Operating expenses
Research and development		524,896	454,466	1,006,783	915,104
Selling, general and administrative		537,913	443,729	997,201	871,156

Total operating expenses		1,062,809	898,195	2,003,984	1,786,260
Income (loss) from operations		87,885	(107,161)	98,987	(368,509)
Interest income, net		3,497	13,225	9,345	29,385
Other income (expense), net		8,167	(11,984)	12,117	(10,222)
Income (loss) before income taxes		99,549	(105,920)	120,449	(349,346)
Income tax expense	8	5,229	14,485	24,859	22,209
Net income (loss)		94,320	(120,405)	95,590	(371,555)



Earnings (loss) per share
Basic	12	0.07	(0.09)	0.07	(0.27)
Diluted	12	0.06	(0.09)	0.07	(0.27)
Weighted-average shares outstanding—basic		1,408,166,754	1,361,082,567	1,399,159,898	1,358,315,145
Weighted-average shares outstanding—diluted		1,463,277,401	1,361,082,567	1,454,296,475	1,358,315,145

Earnings (loss) per American Depositary Share (“ADS”)
Basic	12	0.87	(1.15)	0.89	(3.56)
Diluted	12	0.84	(1.15)	0.85	(3.56)
Weighted-average ADSs outstanding—basic		108,320,520	104,698,659	107,627,684	104,485,780
Weighted-average ADSs outstanding—diluted		112,559,800	104,698,659	111,868,960	104,485,780

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BEONE MEDICINES LTD.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Amounts in thousands of U.S. Dollars (“$”))

(Unaudited)


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
Net income (loss)	94,320	(120,405)	95,590	(371,555)
Other comprehensive income (loss), net of tax of nil:
Foreign currency translation adjustments	28,547	(9,236)	34,988	(41,399)
Other adjustments	76	406	302	371


Comprehensive income (loss)	122,943	(129,235)	130,880	(412,583)

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BEONE MEDICINES LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of U.S. Dollars (“$”), except for number of shares and per share data)


		As of
		June 30,	December 31,
	Note	2025	2024
		$	$
		(unaudited)	(audited)
Assets
Current assets:
Cash and cash equivalents		2,756,056	2,627,410


Accounts receivable, net		770,776	676,278
Inventories, net	5	502,867	494,986
Prepaid expenses and other current assets	9	280,522	192,919
Total current assets		4,310,221	3,991,593

Property, plant and equipment, net	6	1,615,792	1,578,423
Operating lease right-of-use assets		145,769	139,309
Intangible assets, net	7	64,890	51,095

Other non-current assets	9	161,722	160,490
Total non-current assets		1,988,173	1,929,317
Total assets		6,298,394	5,920,910
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable		360,783	404,997
Accrued expenses and other payables	9	908,882	803,713
Tax payable	8	5,536	25,930
Operating lease liabilities, current portion		17,250	17,576
Research and development cost share liability, current portion	3	108,992	111,154
Short-term debt	10	808,394	851,529
Total current liabilities		2,209,837	2,214,899
Non-current liabilities:
Long-term debt	10	146,091	166,484
Operating lease liabilities, non-current portion		53,940	44,277
Deferred tax liabilities	8	44,093	42,007
Research and development cost share liability, non-current portion	3	10,879	54,286
Other long-term liabilities	9	63,079	66,735
Total non-current liabilities		318,082	373,789
Total liabilities		2,527,919	2,588,688
Commitments and contingencies	16
Shareholders’ equity:
Ordinary shares, $0.0001 par value per share; 1,540,975,898 and 1,387,367,704 shares issued and 1,428,203,304 and 1,387,367,704 shares outstanding as of June 30, 2025 and December 31, 2024, respectively		143	138
Additional paid-in capital		12,395,276	12,087,908
Accumulated other comprehensive loss	14	(113,698)	(148,988)
Accumulated deficit		(8,511,246)	(8,606,836)
Total shareholders’ equity		3,770,475	3,332,222


Total liabilities and shareholders’ equity		6,298,394	5,920,910

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BEONE MEDICINES LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands of U.S. Dollars (“$”))

(Unaudited)


		Six Months Ended June 30,
	Note	2025	2024
		$	$
Operating activities:
Net income (loss)		95,590	(371,555)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization expense		68,418	50,224
Share-based compensation expenses	13	246,287	219,304

Acquired in-process research and development		500	—
Gain on deconsolidation of a subsidiary		—	(3,735)
Amortization of research and development cost share liability	3	(45,569)	(35,039)



Other items, net		15,128	5,413
Changes in operating assets and liabilities:
Accounts receivable		(73,369)	(173,896)
Inventories		6,174	(35,949)
Other assets		(45,316)	(32,233)
Accounts payable		(35,852)	2,192
Accrued expenses and other payables		75,625	(28,256)


Other liabilities		64	(630)

Net cash provided by (used in) operating activities		307,680	(404,160)
Investing activities:
Purchases of property, plant and equipment		(100,233)	(266,528)
Purchase of intangible asset		(20,000)	(4,674)


Proceeds from sale or maturity of investments		1,800	2,655
Purchase of in-process research and development		(60,000)	(31,800)
Other investing activities		(10,113)	(20,516)
Net cash used in investing activities		(188,546)	(320,863)
Financing activities:



Proceeds from long-term loan	10	—	9,053
Repayment of long-term loan	10	(16,799)	(14,020)
Proceeds from short-term loans	10	221,521	324,412
Repayment of short-term loans	10	(275,782)	(157,490)
Payments of withholding taxes from share-based awards		(24,195)	—
Proceeds from option exercises and employee share purchase plan		96,503	20,355
Other financing activities		—	3,000
Net cash provided by financing activities		1,248	185,310
Effect of foreign exchange rate changes, net		26,957	(28,340)
Net increase (decrease) in cash, cash equivalents, and restricted cash		147,339	(568,053)
Cash, cash equivalents, and restricted cash at beginning of period		2,638,747	3,185,984
Cash, cash equivalents, and restricted cash at end of period		2,786,086	2,617,931
Supplemental cash flow information:
Cash and cash equivalents		2,756,056	2,592,655
Short-term restricted cash		15,802	23,155
Long-term restricted cash		14,228	2,121
Income taxes paid		77,033	45,636
Interest expense paid		24,018	24,148
Supplemental non-cash information:
Capital expenditures included in accounts payable and accrued expenses		57,923	115,564
ROU assets obtained in exchange for new operating lease liabilities		18,141	27,267
Increase in equity investment from deconsolidation of a subsidiary		—	40,798

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BEONE MEDICINES LTD.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Amounts in thousands of U.S. Dollars (“$”), except for number of shares)

(Unaudited)



	Ordinary Shares Issued	Effect of Redomiciliation1	Total Outstanding Shares	Ordinary Shares Issued	Additional Paid-In Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Total

	Shares			$	$	$	$	$
Balance at December 31, 2024	1,387,367,704	—	1,387,367,704	138	12,087,908	(148,988)	(8,606,836)	3,332,222

Issuance of shares reserved for share option exercises	402,532	—	402,532	—	—	—	—	—
Exercise of options, ESPP and release of RSUs	15,511,587	—	15,511,587	2	63,874	—	—	63,876
Share-based compensation	—	—	—	—	95,478	—	—	95,478
Other comprehensive income	—	—	—	—	—	6,667	—	6,667
Net income	—	—	—	—	—	—	1,270	1,270
Balance at March 31, 2025	1,403,281,823	—	1,403,281,823	140	12,247,260	(142,321)	(8,605,566)	3,499,513
Issuance of shares reserved for share option exercises1	109,306,902	(112,772,594)	(3,465,692)	—	—	—	—	—
Exercise of options, ESPP and release of RSUs	28,387,173	—	28,387,173	3	32,730	—	—	32,733
Share-based compensation	—	—	—	—	150,809		—	150,809
Withholding taxes from share-based awards	—	—	—	—	(35,523)	—	—	(35,523)
Other comprehensive income	—	—	—	—	—	28,623	—	28,623
Net income	—	—	—	—	—	—	94,320	94,320
Balance at June 30, 2025	1,540,975,898	(112,772,594)	1,428,203,304	143	12,395,276	(113,698)	(8,511,246)	3,770,475









Balance at December 31, 2023	1,359,513,224	—	1,359,513,224	135	11,598,688	(99,446)	(7,962,050)	3,537,327
Use of shares reserved for share option exercises	(3,634,952)	—	(3,634,952)	—	—	—	—	—
Exercise of options, ESPP and release of RSUs	3,646,097	—	3,646,097	1	15,662	—	—	15,663
Share-based compensation	—	—	—	—	88,667	—	—	88,667
Deconsolidation of a subsidiary	—		—	—	2,052	—	—	2,052
Other comprehensive loss	—	—	—	—	—	(32,198)	—	(32,198)
Net loss	—	—	—	—	—	—	(251,150)	(251,150)
Balance at March 31, 2024	1,359,524,369	—	1,359,524,369	136	11,705,069	(131,644)	(8,213,200)	3,360,361
Issuance of shares reserved for share option exercises	2,418,936	—	2,418,936	—	—	—	—	—
Exercise of options, ESPP and release of RSUs	17,158,596	—	17,158,596	1	4,491	—	—	4,492
Share-based compensation	—	—	—	—	130,637	—	—	130,637
Other comprehensive loss	—	—	—	—	—	(8,830)	—	(8,830)
Net loss	—	—	—	—	—	—	(120,405)	(120,405)
Balance at June 30, 2024	1,379,101,901	—	1,379,101,901	137	11,840,197	(140,474)	(8,333,605)	3,366,255

1.Upon effectiveness of the redomiciliation to Switzerland, ordinary shares (including in the form of ADS) held by the Company or one of its controlled subsidiaries immediately prior to the effective date of the redomiciliation became part of the Company’s issued but not outstanding share capital and are considered own ordinary shares of the Company, or “treasury shares,” under Swiss law. The Company expects to use these treasury shares in the future to satisfy obligations to deliver shares in connection with awards granted under the Company’s equity incentive plans and agreements.

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BEONE MEDICINES LTD.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of U.S. Dollar (“$”) and Renminbi (“RMB”), except for number of shares and per share data)

(Unaudited)

1. Description of Business, Basis of Presentation and Consolidation and Significant Accounting Policies

Description of business

BeOne Medicines Ltd. (the “Company”, “BeOne”, “it”, “its”), formerly known as BeiGene, Ltd., is a global oncology company redomiciled in Switzerland during the second quarter of 2025, that is discovering and developing innovative treatments that are more affordable and accessible to cancer patients worldwide.

The redomiciliation to Switzerland did not change the accounting basis under U.S. generally accepted accounting principles (“GAAP”) of any of the Company’s consolidated assets, liabilities, equity, or any previous results of operations or cash flows.

In connection with the redomiciliation, ordinary shares held by the Company or one of its controlled subsidiaries immediately prior to the effective date of the redomiciliation will be part of the Company’s issued share capital and be considered own ordinary shares of the Company, or “treasury shares”, under Swiss law. See BeiGene, Ltd.’s final prospectus filed with the U.S. Securities and Exchange Commission pursuant to Rule 424(b)(3) on March 10, 2025 for a full description of the changes related to the Company’s ordinary shares resulting from the redomiciliation to Switzerland.

Since its inception in 2010, the Company has become a fully integrated global organization with more than 11,000 employees worldwide.

Basis of presentation and consolidation

The accompanying condensed consolidated balance sheet as of June 30, 2025, the condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2025 and 2024, the condensed consolidated statements of cash flows for the six months ended June 30, 2025 and 2024, and the condensed consolidated statements of shareholders’ equity for the three and six months ended June 30, 2025 and 2024, and the related footnote disclosures are unaudited. The accompanying unaudited interim condensed consolidated financial statements were prepared in accordance with U.S. GAAP, including guidance with respect to interim financial information and in conformity with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for annual financial statements. These financial statements should be read in conjunction with the consolidated financial statements and related footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”).

The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all normal recurring adjustments, necessary to present a fair statement of the results for the interim periods presented. Results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results expected for the full fiscal year or for any future annual or interim period.

The unaudited interim condensed consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant intercompany transactions and balances between the Company and its subsidiaries are eliminated upon consolidation.

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Use of estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Areas where management uses subjective judgment include, but are not limited to, estimating the useful lives of long-lived assets, estimating variable consideration in product sales and collaboration revenue arrangements, identifying separate performance obligations and the standalone selling price of each performance obligation in the Company’s revenue arrangements, assessing the impairment of long-lived assets, valuation and recognition of share-based compensation expenses, realizability of deferred tax assets, estimating uncertain tax positions, valuation of inventory, estimating the allowance for credit losses, determining defined benefit pension plan obligations, measurement of right-of-use assets and lease liabilities, and the fair value of financial instruments. Management bases the estimates on historical experience, known trends and various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities and reported amounts of revenues and expenses. Actual results could differ from these estimates.

Recent accounting pronouncements

New accounting standards which have not yet been adopted

In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This update requires that at each interim and annual reporting period public entities disclose (1) the amounts of purchases of inventory, employee compensation, depreciation, amortization, and depletion in commonly presented expense captions; (2) certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements; (3) a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and (4) the total amount of selling expenses and, in annual reporting periods, the definition of selling expenses. In January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. This update clarifies that ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact on its financial statements of adopting this guidance.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This update requires that public entities on an annual basis, (1) in the rate reconciliation, disclose specific categories and provide additional information for reconciling items that meet a quantitative threshold; (2) about income taxes paid, disclose the amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign taxes and by individual jurisdiction in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received); and (3) disclose income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign and income tax expense (or benefit) disaggregated by federal, state, and foreign. This update is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. This guidance should be applied on a prospective basis. Retrospective application is permitted. The Company does not expect that the adoption of ASU 2023-09 will have a significant impact on the Company’s consolidated financial statements as the standard does not change the recognition or measurement of current and deferred income taxes and is currently evaluating the impact on the income tax disclosures.

Significant accounting policies

For a more complete discussion of the Company’s significant accounting policies and other information, the unaudited interim condensed consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report for the year ended December 31, 2024.

There have been no material changes to the Company’s significant accounting policies as of and for the six months ended June 30, 2025, as compared to the significant accounting policies described in the Annual Report.

2. Fair Value Measurements

The Company measures certain financial assets and liabilities at fair value. Fair value is determined based upon the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as determined by either the principal market or the most advantageous market. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows:

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Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the asset or liability.

The Company considers an active market to be one in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, and considers an inactive market to be one in which there are infrequent or few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers.

The following tables present the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis using the above input categories as of June 30, 2025 and December 31, 2024:


	Quoted Price in Active Market for Identical Assets	Significant Other Observable Inputs	Significant Unobservable Inputs
As of June 30, 2025	(Level 1)	(Level 2)	(Level 3)
	$	$	$
Cash equivalents
Money market funds	863,314	—	—




Other non-current assets (Note 4):
Equity securities with readily determinable fair values	218	—	—
Convertible debt instrument	—	—	8,792
Total	863,532	—	8,792


	Quoted Price in Active Market for Identical Assets	Significant Other Observable Inputs	Significant Unobservable Inputs
As of December 31, 2024	(Level 1)	(Level 2)	(Level 3)
	$	$	$
Cash equivalents

Money market funds	950,704	—	—


Prepaid expenses and other current assets:

Convertible debt instrument	—	—	618
Other non-current assets (Note 4):
Equity securities with readily determinable fair values	2,113	168	—
Convertible debt instrument	—	—	4,616
Total	952,817	168	5,234

The Company’s cash equivalents are highly liquid investments with original maturities of 3 months or less. The Company determines the fair value of cash equivalents using a market approach based on quoted prices in active markets.

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The Company’s equity securities carried at fair value consist of holdings in common stock and warrants to purchase additional shares of common stock of Leap Therapeutics, Inc. (“Leap”), a publicly-traded biotechnology company. The common stock investment is measured and carried at fair value and classified as a Level 1 investment. The warrants to purchase additional shares of common stock are measured using the Black-Scholes option-pricing valuation model and classified as a Level 2 investment. Refer to Note 4, Restricted Cash and Investments for details of the determination of the carrying amount of private equity investments without readily determinable fair values and equity method investments.

The Company holds convertible notes issued by private biotech companies. The Company elected the fair value option method of accounting for the convertible notes. Accordingly, the convertible notes are remeasured at fair value on a recurring basis using Level 3 inputs, with any changes in the fair value option recorded in other income (expense), net. The Company recorded net gains on fair value adjustment of $75 and $1,211 for the three and six months ended June 30, 2025, respectively, and $138 for the three and six months ended June 30, 2024, respectively.

As of June 30, 2025 and December 31, 2024, the fair values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and short-term debt approximated their carrying values due to their short-term nature. Long-term debt approximate their fair value due to the fact that the related interest rates approximate the rates currently offered by financial institutions for similar debt instrument of comparable maturities.

3. Collaborative and Licensing Arrangements

The Company enters into collaborative arrangements for the research and development, manufacture and/or commercialization of drug products and drug candidates. To date, these collaborative arrangements have included out-licenses of and options to out-license internally developed products and drug candidates to other parties, in-licenses of products and drug candidates from other parties, and profit- and cost-sharing arrangements. These arrangements may include non-refundable upfront payments, contingent obligations for potential development, regulatory and commercial performance milestone payments, cost-sharing and reimbursement arrangements, royalty payments, and profit sharing. For detailed descriptions of each arrangement, see the Company’s Annual Report for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission on February 27, 2025.

For the three and six months ended June 30, 2025, the Company’s collaboration revenue consisted primarily of royalty revenue from Imdelltra sales outside of China under the Amgen collaboration agreement and revenue generated under the Novartis broad markets agreement. For the three and six months ended June 30, 2024, collaboration revenue consisted primarily of revenue generated under the Novartis broad markets agreement.

The following table summarizes total collaboration revenue recognized for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
Revenue from collaborators	$	$	$	$
Amgen royalty revenue	9,033	836	14,552	836
Novartis broad markets revenue	3,320	4,154	6,842	8,501
Other	871	3,030	579	3,417
Revenue from collaborators	13,224	8,020	21,973	12,754

In-Licensing Arrangements - Commercial

Amgen

During the three and six months ended June 30, 2025 and 2024, the Company recorded the following amounts related to its collaboration arrangement with Amgen. For a detailed description of the arrangement and related rights and obligations, see the Company’s Annual Report for the year ended December 31, 2024 filed on February 27, 2025. The Company is still in the commercialization period for XGEVA, KYPROLIS and BLINCYTO in China.

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Amounts recorded related to the Company’s portion of the co-development funding on the pipeline assets for the three and six months ended June 30, 2025 and 2024 were as follows:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
BeOne’s portion of the development funding	52,196	44,385	92,715	71,005
Less: Amortization of research and development cost share liability	25,757	21,903	45,569	35,039
Research and development expense	26,439	22,482	47,146	35,966

				As of
				June 30, 2025
				$
Remaining portion of development funding cap				242,916

As of June 30, 2025 and December 31, 2024, the research and development cost share liability recorded in the Company’s balance sheet was as follows:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Research and development cost share liability, current portion	108,992	111,154
Research and development cost share liability, non-current portion	10,879	54,286
Total research and development cost share liability	119,871	165,440

The total reimbursement paid under the commercial profit-sharing agreement for product sales is classified in the income statement for the three and six months ended June 30, 2025 and 2024 as follows:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
Cost of sales - product	9,533	9,590	17,027	18,159
Research and development	(1,597)	(439)	(2,109)	(1,144)
Selling, general and administrative	(25,037)	(21,100)	(48,985)	(39,253)
Total	(17,101)	(11,949)	(34,067)	(22,238)

The Company purchases commercial inventory from Amgen to distribute in China. Inventory purchases amounted to $73,288 and $136,032 during the three and six months ended June 30, 2025, respectively, and $47,653 and $109,879 during the three and six months ended June 30, 2024, respectively. Net amounts payable to Amgen was $110,065 and $116,563 as of June 30, 2025 and December 31, 2024, respectively.

In-Licensing Arrangements - Development

The Company has in-licensed the rights to develop, manufacture and, if approved, commercialize multiple development stage drug candidates globally or in specific territories. These arrangements typically include non-refundable upfront payments, contingent obligations for potential development, regulatory and commercial performance milestone payments, cost-sharing arrangements, royalty payments, and profit sharing.

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Upfront and milestone payments incurred under these arrangements for the three and six months ended June 30, 2025 and 2024 are set forth below. All upfront and development milestones were expensed to research and development expense. All regulatory and commercial milestones were capitalized as intangible assets and are being amortized over the remainder of the respective product patent or term of the commercialization agreements.


		Three Months Ended		Six Months Ended
		June 30,		June 30,
		2025	2024	2025	2024
Payments due to collaboration partners	Classification	$	$	$	$
Upfront payments	Research and development expense	500	—	500	27
Development milestones incurred	Research and development expense	—	11,500	—	46,500
Regulatory and commercial milestone payments	Intangible asset	20,000	—	20,000	—
Total		20,500	11,500	20,500	46,527

4. Restricted Cash and Investments

Restricted Cash

The Company’s restricted cash primarily consists of RMB-denominated cash deposits held in designated bank accounts as collateral for letters of credit. The Company classifies restricted cash as current or non-current based on the term of the restriction. Restricted cash as of June 30, 2025 and December 31, 2024 was as follows:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Short-term restricted cash	15,802	9,312
Long-term restricted cash	14,228	2,025
Total	30,030	11,337

In addition to the restricted cash balances above, the Company is required by the PRC securities law to use the proceeds from its offering on the STAR Market of the Shanghai Stock Exchange (the “STAR Offering”) in strict compliance with the planned uses as disclosed in the PRC offering prospectus as well as those disclosed in the Company’s proceeds management policy approved by the board of directors. As of June 30, 2025, the Company had cash remaining related to the STAR Offering proceeds of $359,544.

Investments in Equity Securities

The following table summarizes the Company’s investments in equity securities:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Equity securities with readily determinable fair values 1
Fair value of Leap common stock	218	2,113
Fair value of Leap warrants	—	168
Equity securities without readily determinable fair values
Pi Health, Inc. 2	40,798	40,798
Other	47,378	48,157
Equity-method investments 3	22,289	33,081
Total	110,683	124,317

1 Represents common stock and warrants to purchase additional shares of common stock of Leap. The Company measures the investment in the common stock and warrants at fair value, with changes in fair value recorded to other income (expense), net.

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2 In the first quarter of 2024, the Company divested the net assets comprising substantially all of its Pi Health business with a carrying value of $38,063. The consideration received for the divestiture consisted of preferred stock in a newly formed entity, Pi Health, Inc., with a fair value of $40,798 and cash consideration of $1,000. The transaction resulted in a pre-tax gain of $3,735 recorded within other income (expense), net during the six months ended June 30, 2024. The Company accounts for its investment as a private equity security without a readily determinable fair value, and the divestiture was not treated as a discontinued operation in the Statement of Operations and therefore the historical results of operations of the Pi Health business will remain in the Company’s continuing operations.

3 In the first quarter of 2025, in connection with the wind-down of the operations and related financial obligations of one of the Company’s equity-method investments, the investment’s fair value was assessed to be zero. The Company recognized an other-than-temporary impairment loss of $12,376 during the six months ended June 30, 2025, within unrealized losses from equity-method investments.

The following table summarizes unrealized losses related to investments in equity securities recorded in other income (expense), net for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$

Equity securities with readily determinable fair values	(7)	(621)	(2,063)	(2,033)
Equity securities without readily determinable fair values	(3,118)	—	(3,118)	(797)
Equity-method investments	(1,899)	(4,017)	(15,274)	(4,873)

5. Inventories, Net

The Company’s inventories, net consisted of the following:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Raw materials	180,969	170,584
Work in process	98,922	60,118
Finished goods	222,976	264,284
Total inventories, net	502,867	494,986

6. Property, Plant and Equipment, Net

Property, plant and equipment, net are recorded at cost and consisted of the following:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Land	71,434	65,485
Building	932,950	607,857
Manufacturing equipment	258,737	244,255
Laboratory equipment	270,224	240,885
Leasehold improvement	74,476	64,680
Software, electronics and office equipment	107,340	100,348
Property, plant and equipment, at cost	1,715,161	1,323,510
Less: accumulated depreciation	(453,031)	(399,105)
Construction in progress	353,662	654,018
Property, plant and equipment, net	1,615,792	1,578,423

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The Company has made a significant investment in its newly opened manufacturing and R&D center in Hopewell, New Jersey. In the six months ended June 30, 2025, $334,635 of assets were placed into service. As of June 30, 2025, the Company had construction in progress of $189,674 related to the Hopewell facility, the majority of which will be put into service in 2025.

Depreciation expense was $29,854 and $61,468 for the three and six months ended June 30, 2025, respectively, and $23,754 and $47,864 for the three and six months ended June 30, 2024, respectively.

7. Intangible Assets

Intangible assets as of June 30, 2025 and December 31, 2024 are summarized as follows:


	As of
	June 30, 2025			December 31, 2024
	Gross			Gross
	carrying	Accumulated	Intangible	carrying	Accumulated	Intangible
	amount	amortization	assets, net	amount	amortization	assets, net
	$	$	$	$	$	$
Finite-lived intangible assets:
Developed products	76,294	(11,953)	64,341	62,889	(12,370)	50,519
Other	8,987	(8,438)	549	8,987	(8,411)	576
Total finite-lived intangible assets	85,281	(20,391)	64,890	71,876	(20,781)	51,095

Developed products represent post-approval milestone payments under license and commercialization agreements. The Company is amortizing the developed products over the remainder of the respective product patent or the term of the commercialization agreements.

Amortization expense for developed products is included in cost of sales - product in the accompanying consolidated statements of operations. Amortization expense for other intangible assets is included in selling, general and administrative expense in the accompanying consolidated statements of operations.

The weighted-average life for each finite-lived intangible assets is approximately 11 years. Amortization expense was as follows:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
Amortization expense - Cost of sales - product	5,749	1,177	6,922	2,360
Amortization expense - Selling, general and administrative	11	—	28	—
Total	5,760	1,177	6,950	2,360

As of June 30, 2025, estimated amortization expense for each of the five succeeding years and thereafter was as follows:


Year Ending December 31,	Cost of Sales - Product	Selling, General and Administrative	Total
	$	$	$
2025 (remainder of year)	3,082	39	3,121
2026	6,164	67	6,231
2027	6,164	67	6,231
2028	6,164	67	6,231
2029	6,164	67	6,231
2030 and thereafter	36,603	242	36,845
Total	64,341	549	64,890

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8. Income Taxes

Income tax expense was $5,229 and $24,859 for the three and six months ended June 30, 2025 and $14,485 and $22,209 for the three and six months ended June 30, 2024, respectively. The income tax expense for the three and six months ended June 30, 2025 was primarily attributable to current Switzerland tax expense based on year to date earnings, current China tax expense due to certain non-deductible expenses, offset with a net U.S. tax benefit mainly driven by changes to the Company’s estimate of U.S. R&D credits to be taken for prior periods and are reflected as a discrete item in Q2 2025. The income tax expense for the three and six months ended June 30, 2024 was primarily attributable to current U.S. tax expense determined after other special tax deductions and research and development tax credits, current Switzerland tax expense based on year to date earnings, and current China tax expense due to certain non-deductible expenses.

On a quarterly basis, the Company evaluates the realizability of deferred tax assets by jurisdiction and assesses the need for a valuation allowance. In assessing the realizability of deferred tax assets, the Company considers historical profitability, evaluation of scheduled reversals of deferred tax liabilities, projected future taxable income and tax-planning strategies. Valuation allowances have been provided on deferred tax assets where, based on all available evidence, it was considered more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. After consideration of all positive and negative evidence, as of June 30, 2025, the Company will maintain a full valuation allowance against its net deferred tax assets.

As of June 30, 2025, the Company had gross unrecognized tax benefits of $21,488. The Company does not anticipate that the amount of existing unrecognized tax benefits will significantly change within the next 12 months. The Company’s reserve for uncertain tax positions increased by $3,913 and $4,249 in the three and six months ended June 30, 2025, primarily due to U.S. federal and state tax credits and incentives.

9. Supplemental Balance Sheet Information

Prepaid expenses and other current assets consist of the following:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Prepaid research and development costs	76,231	64,277
Payroll tax receivable	69,987	14,569
Other receivables	39,367	18,259
Prepaid taxes	27,058	23,792
Prepaid general and administrative expenses	16,967	21,253
Short-term restricted cash	15,802	9,312
Prepaid insurance	8,486	6,242
Prepaid manufacturing cost	6,157	19,333
Other current assets	20,467	15,882
Total	280,522	192,919

Other non-current assets consist of the following:


	As of
	June 30,	December 31,
	2025	2024
	$	$

Long-term investments	119,475	128,933
Long-term restricted cash	14,228	2,025
Prepaid supply cost	12,321	12,249
Rental deposits and other	7,733	8,481
Prepayment of property and equipment	4,847	5,927
Prepaid VAT	3,118	2,875
Total	161,722	160,490

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Accrued expenses and other payables consist of the following:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Revenue rebates and returns related	297,317	235,600
Compensation related	233,246	248,348
Individual income tax and other taxes	109,376	34,904
External research and development activities related	106,185	154,269
Commercial activities	99,749	77,530
Accrued general and administrative expenses	46,091	31,106
Other	16,918	21,956
Total	908,882	803,713

Other long-term liabilities consist of the following:


	As of
	June 30,	December 31,
	2025	2024
	$	$
Deferred government grant income	29,569	30,324
Pension liability	17,329	16,405
Asset retirement obligation	3,573	3,794
Other	12,608	16,212
Total	63,079	66,735

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10. Debt

The following table summarizes the Company’s short-term and long-term debt obligations as of June 30, 2025 and December 31, 2024:


Lender	Borrower		Term	Maturity Date	Note	As of
		June 30, 2025				December 31, 2024
						$		$
China Construction Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		9-year	June 11, 2027	1	18,845		16,440
China Merchants Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		9-year	January 20, 2029	2	8,774		8,611
China Merchants Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		9-year	November 8, 2029	3	8,294		8,148
China CITIC Bank	BeOne Pharmaceutical (Suzhou) Co., Ltd.		10-year	July 28, 2032	4	5,947		1,384
China Merchants Bank	BeOne Medicines Ltd.		1-year	January 21, 2026	5	380,000		380,000
China Minsheng Bank	BeOne Medicines Ltd.		1-year	December 16, 2025	6	150,000		150,000
China Industrial Bank	BeOne Medicines USA, Inc.		364-day	June 28, 2026	7	94,223		—
China Industrial Bank	BeOne Medicines Ltd.		364-day	March 27, 2025	8	—		92,475
China Merchants Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		1-year	June 5, 2025	9	—		54,800
HSBC Bank	BeOne Medicines Ltd.		1-year	June 17, 2026	10	47,461		46,580
Shanghai Pudong Development Bank	BeOne Medicines Ltd.		1-year	November 24, 2025	11	94,850		93,091
Total short-term debt					808,394		851,529

China Construction Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		9-year	June 11, 2027	1	31,408		41,100
China Merchants Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		9-year	January 20, 2029	2	24,129		27,987
China Merchants Bank	BeOne Guangzhou Biologics Manufacturing Co., Ltd.		9-year	November 8, 2029	3	29,497		33,020
China CITIC Bank	BeOne Pharmaceutical (Suzhou) Co., Ltd.		10-year	July 28, 2032	4	61,057		64,377
Total long-term debt					146,091		166,484

1The credit facility offers a borrowing capacity of RMB 580,000, denominated in RMB, and bears floating interest rates benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest rate was 3.8% as of June 30, 2025. The outstanding principal balance is payable in semi-annual installments. The Company repaid $8,358 (RMB60,000) during the six months ended June 30, 2025. The loan is secured by BeOne Guangzhou Biologics Manufacturing Co., Ltd.’s property ownership certificate and fixed assets.

2The credit facility offers a borrowing capacity of RMB 350,000, denominated in RMB, and bears floating interest rates benchmarking against prevailing interest rates of financial institutions in the PRC. The loan interest rate was 3.4% as of June 30, 2025. The outstanding principal balance is payable in quarterly installments. The Company repaid $4,323 (RMB31,429) during the six months ended June 30, 2025. The loan is secured by Guangzhou Factory’s second land use right and certain fixed assets.

3The credit facility offers a borrowing capacity of RMB 378,000, denominated in RMB, and bears floating interest rates benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest rate was 3.3% as of June 30, 2025. The outstanding principal balance is payable in quarterly installments. The Company repaid $4,118 (RMB29,765) during the six months ended June 30, 2025. The loan is secured by fixed assets placed into service in the third phase of the Guangzhou manufacturing facility’s buildout.

4The credit facility offers a borrowing capacity of RMB 480,000, denominated in RMB, and bears floating interest rate benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest rate was 3.4% as of June 30, 2025. The outstanding principal balance is payable in semi-annual installments. The loan is secured by BeOne Pharmaceutical (Suzhou) Co., Ltd.’s property ownership certificate of the small molecule manufacturing campus in Suzhou, China.

5The working capital loan facility offers a borrowing capacity of up to $380,000, denominated in USD, and bears floating interest rates benchmarking the secured overnight financing rate. The loan interest rate was 6.2% as of June 30, 2025. $300,000 of the borrowings matures on December 17, 2025, and $80,000 matures on January 21, 2026.

6The working capital loan facility offers a borrowing capacity of up to $150,000, denominated in USD. The loan interest rate was 6.8% as of June 30, 2025.

7The working capital loan facility offers a borrowing capacity of up to RMB 675,000, denominated in RMB. The loan interest rate was 3.0% as of June 30, 2025.

8The working capital loan facility offered a borrowing capacity of up to RMB 675,000, denominated in RMB. The Company repaid the principal during the six months ended June 30, 2025.

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9The working capital loan facility offers a borrowing capacity of up to of RMB 400,000, denominated in RMB. The Company repaid the principal during the six months ended June 30, 2025.

10The working capital loan facility offers a borrowing capacity of up to RMB 340,000, denominated in RMB, and bears floating interest rates benchmarking Hong Kong interbank market rate for RMB. The loan interest rate was 5.2% as of June 30, 2025.

11The working capital loan facility offers a borrowing capacity of up to RMB 700,000, denominated in RMB. The loan interest rate was 2.9% as of June 30, 2025.

The Company has numerous financial and non-financial covenants on its debt obligations with various banks and other lenders. Some of these covenants include default and/or cross-default provisions that could require acceleration of repayment of loans in the event of default. However, the Company’s debt is primarily short-term in nature. Any acceleration would be a matter of months but may impact the Company’s ability to refinance debt obligations if an event of default occurs. As of June 30, 2025, the Company was in compliance with all covenants of its material debt agreements.

Interest Expense

Interest expense recognized for the three and six months ended June 30, 2025 was $12,048 and $25,009, respectively, among which, $4,054 and $10,013 was capitalized, respectively. Interest expense recognized for the three and six months ended June 30, 2024 was $13,233 and $25,637, respectively, among which, $8,312 and $17,521 was capitalized, respectively. Interest paid for the six months ended June 30, 2025 and 2024, net of amounts capitalized, amounted to $14,006 and $6,628, respectively.

11. Product Revenue

The Company’s product revenue is primarily derived from the sale of its internally developed products BRUKINSA® and TEVIMBRA® in the U.S., China, EU, and other regions; XGEVA®, BLINCYTO® and KYPROLIS® in China under a license from Amgen; and POBEVCY® in China under a license from Bio-Thera.

The table below presents the Company’s net product revenue for the three and six months ended June 30, 2025 and 2024.


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
Product revenue – gross	1,657,838	1,167,155	3,057,904	2,111,619
Less: Rebates and sales returns	(355,762)	(246,009)	(647,298)	(443,555)
Product revenue – net	1,302,076	921,146	2,410,606	1,668,064

The following table disaggregates net product revenue by product for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
BRUKINSA®	949,840	637,399	1,741,504	1,125,914
TEVIMBRA®	193,524	158,410	364,688	303,687
XGEVA®	81,318	55,054	151,741	98,435
BLINCYTO®	25,587	19,131	49,493	33,497
KYPROLIS®	19,416	15,936	39,144	30,047
POBEVCY®	11,242	11,572	24,987	28,205
Other	21,149	23,644	39,049	48,279
Total product revenue – net	1,302,076	921,146	2,410,606	1,668,064

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The following table presents the roll-forward of accrued revenue rebates and returns for the six months ended June 30, 2025 and 2024:


	Rebates, Returns and Other Deductions	Contra AR Accruals	Total
	$	$
Balance at December 31, 2024	235,600	50,699	286,299
Accrual	283,525	363,773	647,298
Payments	(221,808)	(361,633)	(583,441)
Balance at June 30, 2025	297,317	52,839	350,156

Balance at December 31, 2023	139,936	30,435	170,371
Accrual	222,179	221,376	443,555
Payments	(188,852)	(209,450)	(398,302)
Balance at June 30, 2024	173,263	42,361	215,624

12. Earnings (Loss) Per Share/ADS

The following table reconciles the numerator and denominator in the computations of earnings (loss) per share/ADS:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
Numerator:
Net income (loss)	94,320	(120,405)	95,590	(371,555)

Denominator:
Weighted-average shares outstanding—basic	1,408,166,754	1,361,082,567	1,399,159,898	1,358,315,145
Dilutive common share equivalents	55,110,647	—	55,136,577	—
Weighted-average shares outstanding—diluted	1,463,277,401	1,361,082,567	1,454,296,475	1,358,315,145
Antidilutive common share equivalents excluded from above	1,317,291	—	1,496,899	—

Earnings (loss) per share:
Basic	0.07	(0.09)	0.07	(0.27)
Diluted	0.06	(0.09)	0.07	(0.27)

Earnings (loss) per ADS:
Basic	0.87	(1.15)	0.89	(3.56)
Diluted	0.84	(1.15)	0.85	(3.56)

For the three and six months ended June 30, 2025, diluted earnings per share was computed using the weighted-average number of ordinary shares and the effect of potentially dilutive shares outstanding during the periods. Potentially dilutive shares consist of stock options, restricted stock units and ESPP shares. The dilutive effect of outstanding stock options, restricted stock units and ESPP shares is reflected in diluted net earnings per share using the treasury stock method.

For the three and six months ended June 30, 2024, the Company was in a net loss position and the effects of all share options, restricted share units and ESPP shares were excluded from the calculation of diluted loss per share, as their effect would have been anti-dilutive.

Each ADS represents 13 ordinary shares. Basic and diluted earnings (loss) per ADS was derived from the basic and diluted earnings (loss) per share, respectively.

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13. Share-Based Compensation Expense

Share Option, Restricted Share Units and Performance Share Units

During the six months ended June 30, 2025, the Company granted options for 2,527,499 ordinary shares, restricted share units for 26,510,263 ordinary shares, and performance share units for 1,837,901 ordinary shares under the Company’s share option and incentive plan. As of June 30, 2025, options, restricted share units, and performance share units for ordinary shares outstanding totaled 56,870,418, 82,357,691, and 3,896,477, respectively. As of June 30, 2025, share-based awards to acquire 58,818,941 ordinary shares were available for future grant under the Company’s share option and incentive plan.

Employee Share Purchase Plan

The Company’s employee share purchase plan (the “ESPP”) allows eligible employees to purchase the Company’s ordinary shares (including in the form of ADSs) at the end of each offering period, which will generally be six months, at a 15% discount to the market price of the Company’s ADSs at the beginning or the end of each offering period, whichever is lower, using funds deducted from their payroll during the offering period. Eligible employees are able to authorize payroll deductions of up to 10% of their eligible earnings, subject to applicable limitations.

As of June 30, 2025, 3,998,286 ordinary shares were available for future issuance under the ESPP.

The following table summarizes the shares issued under the ESPP:


	Number of Ordinary Shares Issued	Market Price1				Purchase Price2
Issuance Date		ADS		Ordinary		ADS		Ordinary		Proceeds
February 28, 2025	955,396	$	188.26	$	14.48	$	160.02	$	12.31	$	11,760
August 31, 2024	1,035,996	$	165.02	$	12.69	$	140.27	$	10.78	$	11,178
February 29, 2024	1,021,397	$	165.65	$	12.74	$	140.80	$	10.83	$	11,063

1 The market price is the lower of the closing price on the Nasdaq Stock Market on the issuance date or the offering date, in accordance with the terms of the ESPP.

2 The purchase price is the price which was discounted from the applicable market price, in accordance with the terms of the ESPP.

Share-Based Compensation Expense

The following table summarizes total share-based compensation expense recognized for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
Research and development	64,392	55,406	106,159	93,451
Selling, general and administrative	86,161	75,288	139,845	125,957
Total	150,553	130,694	246,004	219,408

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14. Accumulated Other Comprehensive Loss

The movement of accumulated other comprehensive loss was as follows:



	Foreign Currency	Pension
	Translation	Liability
	Adjustments	Adjustments	Total
	$	$	$
Balance as of December 31, 2024	(135,552)	(13,436)	(148,988)
Other comprehensive income before reclassifications	34,988	(205)	34,783
Amounts reclassified from accumulated other comprehensive loss	—	507	507
Net-current period other comprehensive income	34,988	302	35,290
Balance as of June 30, 2025	(100,564)	(13,134)	(113,698)

15. Restricted Net Assets

The Company’s ability to pay dividends may depend on the Company receiving distributions of funds from its PRC subsidiaries. Relevant PRC statutory laws and regulations permit payments of dividends by the Company’s PRC subsidiaries only out of the subsidiary’s retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. The results of operations reflected in the condensed consolidated financial statements prepared in accordance with GAAP differ from those reflected in the statutory financial statements of the Company’s PRC subsidiaries.

In accordance with the company law of the PRC, a domestic enterprise is required to provide statutory reserves of at least 10% of its annual after-tax profit until such reserve has reached 50% of its respective registered capital based on the enterprise’s PRC statutory accounts. A domestic enterprise is also required to provide discretionary surplus reserve, at the discretion of the board of directors, from the profits determined in accordance with the enterprise’s PRC statutory accounts. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends. The Company’s PRC subsidiaries were established as domestic enterprises and therefore are subject to the above-mentioned restrictions on distributable profits.

As a result of these PRC laws and regulations, including the requirement to make annual appropriations of at least 10% of after-tax income and set aside as general reserve fund prior to payment of dividends, the Company’s PRC subsidiaries are restricted in their ability to transfer a portion of their net assets to the Company.

Foreign exchange and other regulations in the PRC may further restrict the Company’s PRC subsidiaries from transferring funds to the Company in the form of dividends, loans and advances. As of June 30, 2025 and December 31, 2024, amounts restricted were the net assets of the Company’s PRC subsidiaries, which, after intercompany eliminations, amounted to $1,915,949 and $1,709,961, respectively.

16. Commitments and Contingencies

Purchase Commitments

As of June 30, 2025, the Company had non-cancellable purchase commitments amounting to $130,087, of which $32,591 related to minimum purchase requirements for supply purchased from contract manufacturing organizations and $97,496 related to binding purchase obligations of inventory from Amgen. The Company does not have any minimum purchase requirements for inventory from Amgen.

Capital Commitments

The Company had capital commitments amounting to $62,029 for the acquisition of property, plant and equipment as of June 30, 2025, related to various facilities across the globe, including the manufacturing and clinical R&D campus in Hopewell, New Jersey.

Co-Development Funding Commitment

Under the Amgen Collaboration Agreement, the Company is responsible for co-funding global development costs for the Amgen oncology pipeline assets up to a total cap of $1,250,000. The Company is funding its portion of the co-development costs by contributing cash and/or development services. As of June 30, 2025, the Company’s remaining co-development funding commitment was $242,916.

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Funding Commitment

The Company had committed capital related to equity investments in the amount of $15,890. As of June 30, 2025, the remaining capital commitment was $6,740 and is expected to be paid from time to time over the investment period.

17. Segment and Geographic Information

The Company operates in one segment: pharmaceutical products. Its chief operating decision maker is the Chief Executive Officer, who makes operating decisions, assesses performance and allocates resources on a consolidated basis.

The primary measure of segment profitability for the Company’s operating segment is considered to be consolidated net income (loss). Significant segment expenses reviewed by the CODM on a regular basis included within net income (loss) include cost of product sales, research and development expenses and selling, general and administrative expenses which are separately presented on the Company’s consolidated statements of operations. Other segment items within net income (loss) include interest income, net, other income (expense), net and income tax expense.

The Company’s long-lived assets are primarily located in the U.S. and China.

Net product revenues by geographic area are based upon the location of the customer, and net collaboration revenue is recorded in the jurisdiction in which the related income is expected to be sourced from. Total revenues by geographic area are presented as follows:


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2025	2024	2025	2024
	$	$	$	$
U.S. - total revenue	694,427	481,430	1,261,638	832,886
Product revenue	685,395	479,365	1,248,743	830,821
Collaboration revenue	9,032	2,065	12,895	2,065

China - total revenue	432,924	352,070	832,516	672,446
Product revenue	428,802	347,112	825,164	662,774
Collaboration revenue	4,122	4,958	7,352	9,672

Europe - total revenue	152,384	82,389	270,938	149,249
Product revenue	152,314	81,392	269,212	148,232
Collaboration revenue	70	997	1,726	1,017

Rest of world - total revenue	35,565	13,277	67,487	26,237
Product revenue	35,565	13,277	67,487	26,237

Total Revenue	1,315,300	929,166	2,432,579	1,680,818

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Cautionary Note Regarding Forward-Looking Statements

You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our condensed consolidated financial statements (unaudited) and related notes included in the section of this Quarterly Report on Form 10-Q (this “Quarterly Report”), titled “Part I – Item 1 – Financial Statements.” This Quarterly Report contains forward-looking statements that involve substantial risks and uncertainties. These forward-looking statements are based on management’s current expectations and projections about future events and trends that may affect the business, financial condition, and operating results. All statements other than statements of historical facts contained in this Quarterly Report are forward-looking statements. Forward-looking statements often include words such as “aim,” “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “goal,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or the negative of these terms or other similar expressions. These forward-looking statements include, among other things, statements about: our ability to successfully commercialize our approved medicines and to obtain approvals in additional indications and territories for our medicines; our ability to successfully develop and commercialize our in-licensed medicines and drug candidates and any other medicines and drug candidates we may in-license; our ability to further develop sales and marketing capabilities and launch and commercialize new medicines, if approved; our ability to maintain and expand regulatory approvals for our medicines and drug candidates, if approved; the pricing and reimbursement of our medicines and drug candidates, if approved; the initiation, timing, progress and results of our preclinical studies and clinical trials and our research and development programs; our ability to advance our drug candidates into, and successfully complete, clinical trials and obtain regulatory approvals; our reliance on the success of our clinical stage drug candidates; our plans, expected milestones and the timing or likelihood of regulatory filings and approvals; the implementation of our business model, strategic plans for our business, medicines, drug candidates and technology; the scope of protection we (or our licensors) are able to establish and maintain for intellectual property rights covering our medicines, drug candidates and technology; our ability to operate our business without infringing, misappropriating or otherwise violating the intellectual property rights and proprietary technology of third parties; costs associated with enforcing or defending against intellectual property infringement, misappropriation or violation, product liability and other claims; the regulatory environment and regulatory developments in the United States (“U.S.”), China, the United Kingdom (“UK”), Switzerland, the European Union (“EU”) and other jurisdictions in which we operate; the accuracy of our estimates regarding expenses, revenues, including collaboration revenue, capital requirements and our need for additional financing; the potential benefits of strategic collaboration and licensing agreements and our ability to enter into and maintain strategic arrangements; our construction and operation of independent production facilities for small molecule medicines and large molecule biologics, as well as clinical R&D facilities, to support the global demand for both commercial and clinical supply; our reliance on third parties to conduct drug development, manufacturing and other services; our ability to manufacture and supply, or have manufactured and supplied, drug candidates for clinical development and medicines for commercial sale; the rate and degree of market access and acceptance of our medicines and drug candidates, if approved; developments relating to our competitors and our industry, including competing therapies; the size of the potential markets for our medicines and drug candidates and our ability to serve those markets; our ability to effectively manage our growth; our ability to attract and retain qualified employees and key personnel; statements regarding future revenue, key milestones, expenses, capital expenditures, capital requirements and share performance; and the future trading price of our ADSs, ordinary shares and RMB Shares, and impact of securities analysts’ reports on these prices. These statements involve risks and uncertainties, including those that are described in “Part II—Item 1A—Risk Factors” of this Quarterly Report, that may cause actual future events or results to differ materially from those expected. Given these uncertainties, you should not place undue reliance on these forward-looking statements. We do not assume any obligation to update any forward-looking statements where as a result of new information or otherwise, except as required by law. This Quarterly Report includes statistical and other industry and market data that we obtained from industry publications and research, surveys and studies conducted by third parties. Industry publications and third-party research, surveys and studies generally indicate that their information has been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information. While we believe these industry publications and third-party research, surveys and studies are reliable, you are cautioned not to give undue weight to this information.

Effective May 27, 2025, we changed our jurisdiction of incorporation from the Cayman Islands to Switzerland through a transaction known as a continuation under Section 206 of the Companies Act (as amended) of the Cayman Islands and Article 161 of the Swiss Federal Act on Private International Law (the “Continuation”) and changed our legal English name from BeiGene, Ltd. to BeOne Medicines Ltd. This Quarterly Report includes the results of BeiGene, Ltd. prior to the Continuation and BeOne Medicines Ltd. following the Continuation.

Unless the context requires otherwise, in this Quarterly Report, the terms “BeOne,” the “Company,” “we,” “us” and “our” refer to (i) BeOne Medicines Ltd., a Switzerland holding company with operations conducted by its subsidiaries, and its subsidiaries, on a consolidated basis, following the Continuation and (ii) BeiGene, Ltd., a Cayman Islands holding company with operations conducted by its subsidiaries, and its subsidiaries, on a consolidated basis, prior to the Continuation.

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Non-GAAP Financial Measures

We provide certain financial measures that are not defined under accounting principles generally accepted in the United States of America (“GAAP”), commonly referred to as non-GAAP financial measures, including Adjusted Operating Expenses, Adjusted Income (Loss) from Operations, Adjusted Net Income (Loss), Adjusted Earnings Per Share, Free Cash Flow and certain other non-GAAP measures, each of which include adjustments to GAAP figures. These non-GAAP measures are intended to provide additional information on our operating performance. Adjustments to our GAAP figures exclude, as applicable, non-cash items such as share-based compensation, depreciation and amortization. Certain other special items or substantive events may also be included in the non-GAAP adjustments periodically when their magnitude is significant within the periods incurred. Non-GAAP adjustments are tax effected to the extent there is US GAAP current tax expense. The Company currently records a valuation allowance on its net deferred tax assets, so there is no net impact recorded for deferred tax effects. We maintain an established non-GAAP policy that guides the determination of what items may be excluded in non-GAAP financial measures. We believe that these non-GAAP measures, when considered together with the GAAP figures, can enhance an overall understanding of our operating performance. The non-GAAP financial measures are included with the intent of providing investors with a more complete understanding of our historical and expected financial results and trends and to facilitate comparisons between periods and with respect to projected information. In addition, these non-GAAP financial measures are among the indicators BeOne’s management uses for planning and forecasting purposes and measuring our performance. These non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, GAAP financial measures. The non-GAAP financial measures used by BeOne may be calculated differently from, and therefore may not be comparable to, non-GAAP financial measures used by other companies.

Overview

Our second quarter performance reinforces us as a global oncology leader and proves our ability to deliver sustainable, long-term growth. BRUKINSA continues as the BTK inhibitor market leader in the US across five indications. Our two additional Phase 3 hematology assets, BCL2 inhibitor sonrotoclax and BTK CDAC BGB-16673, have the potential to expand our franchise with pivotal data readouts and new trial initiations anticipated in the near-term. At our recent Investor R&D Day, we outlined more than 20 expected R&D milestones in the next 18 months. This includes advances across our solid tumor pipeline, where we are building future global franchises targeting a range of highly prevalent cancers.

Key highlights for the second quarter of 2025 are as follows:

•Second quarter 2025 total revenues increased 42% to $1.3 billion versus second quarter 2024

•Global BRUKINSA® (zanubrutinib) revenues increased 49% to $950 million versus second quarter 2024

•Reported GAAP diluted Earnings per American Depositary Share (ADS) of $0.84, non-GAAP diluted Earnings per ADS of $2.25

•Anticipate 20+ near-term milestones in next 18 months across hematology and solid tumor pipeline

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Recent Developments

Recent Business Developments

On July 31, 2025, we announced that the European Medicines Agency (“EMA”) has granted PRIority MEdicines (PRIME) designation to the Company’s investigational Bruton’s tyrosine kinase (BTK) degrader, BGB-16673, for the treatment of patients with Waldenstrom’s macroglobulinemia (WM) previously treated with a BTK inhibitor.

On July 28, 2025, we announced that the Committee for Medicinal Products for Human Use (“CHMP”) of the European Medicines Agency issued a positive opinion recommending approval of TEVIMBRA® (tislelizumab), in combination with platinum-containing chemotherapy as neoadjuvant treatment and then continued as monotherapy as adjuvant treatment, for the treatment of adult patients with resectable non-small cell lung cancer (NSCLC) at high risk of recurrence.

On July 10, 2025, we announced that the European Commission has approved TEVIMBRA, in combination with gemcitabine and cisplatin, for the first-line treatment of adult patients with metastatic or recurrent nasopharyngeal carcinoma, not amenable to curative surgery or radiotherapy.

On June 26, 2025, we announced major advancements to our industry-leading oncology pipeline during our investor R&D Day.

On June 25, 2025, we announced that the CHMP of the European Medicines Agency issued a positive opinion recommending approval of a new film-coated tablet formulation of BRUKINSA® (zanubrutinib) for all approved indications. The CHMP positive opinion will now be reviewed by the European Commission, which will grant the marketing authorization for the tablet formulation in the European Union and in the European Economic Area countries Norway and Iceland.

On June 11, 2025, we announced that the U.S. Food and Drug Administration approved a new tablet formulation of BRUKINSA for all five approved indications.

On May 27, 2025, we announced our new name and completed the redomiciliation to Switzerland, marking a significant milestone in the Company’s evolution.

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Results of Operations

The following table summarizes our results of operations for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended								Six Months Ended
	June 30,				Change				June 30,				Change
	2025		2024		$		%		2025		2024		$		%
	(dollars in thousands)
Revenues
Product revenue, net	$	1,302,076	$	921,146	$	380,930	41.4	%	$	2,410,606	$	1,668,064	$	742,542	44.5	%
Collaboration revenue	13,224		8,020		5,204		64.9	%	21,973		12,754		9,219		72.3	%
Total revenues	1,315,300		929,166		386,134		41.6	%	2,432,579		1,680,818		751,761		44.7	%
Cost of sales - product	164,606		138,132		26,474		19.2	%	329,608		263,067		66,541		25.3	%
Gross profit	1,150,694		791,034		359,660		45.5	%	2,102,971		1,417,751		685,220		48.3	%
Operating expenses
Research and development	524,896		454,466		70,430		15.5	%	1,006,783		915,104		91,679		10.0	%
Selling, general and administrative	537,913		443,729		94,184		21.2	%	997,201		871,156		126,045		14.5	%
Total operating expenses	1,062,809		898,195		164,614		18.3	%	2,003,984		1,786,260		217,724		12.2	%
Income (loss) from operations	87,885		(107,161)		195,046		(182.0)	%	98,987		(368,509)		467,496		(126.9)	%
Interest income, net	3,497		13,225		(9,728)		(73.6)	%	9,345		29,385		(20,040)		(68.2)	%
Other income (expense), net	8,167		(11,984)		20,151		(168.1)	%	12,117		(10,222)		22,339		(218.5)	%
Income (loss) before income taxes	99,549		(105,920)		205,469		(194.0)	%	120,449		(349,346)		469,795		(134.5)	%
Income tax expense	5,229		14,485		(9,256)		(63.9)	%	24,859		22,209		2,650		11.9	%
Net income (loss)	$	94,320	$	(120,405)	$	214,725	(178.3)	%	$	95,590	$	(371,555)	$	467,145	(125.7)	%

Comparison of the Three Months Ended June 30, 2025 and 2024

Revenue

Total revenue increased to $1,315.3 million for the three months ended June 30, 2025, from $929.2 million for the three months ended June 30, 2024, due to increased sales of BRUKINSA, TEVIMBRA, and our in-licensed products from Amgen.

Net product revenue consisted of the following:


	Three Months Ended
	June 30,				Changes
	2025		2024		$		%
	(dollars in thousands)
BRUKINSA®	$	949,840	$	637,399	$	312,441	49.0	%
TEVIMBRA®	193,524		158,410		35,114		22.2	%
XGEVA®	81,318		55,054		26,264		47.7	%
BLINCYTO®	25,587		19,131		6,456		33.7	%
KYPROLIS®	19,416		15,936		3,480		21.8	%
POBEVCY®	11,242		11,572		(330)		(2.9)	%
Other	21,149		23,644		(2,495)		(10.6)	%
Total product revenue	$	1,302,076	$	921,146	$	380,930	41.4	%

Net product revenue increased 41.4% to $1,302.1 million for the three months ended June 30, 2025, compared to $921.1 million in the prior-year period, primarily due to increased sales of BRUKINSA globally, driven by continued growth in the U.S. and Europe. In addition, product revenues in the second quarter of 2025 were positively impacted by sales of TEVIMBRA and in-licensed products from Amgen, primarily XGEVA®.

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Global revenue for BRUKINSA totaled $949.8 million in the second quarter, representing a 49.0% increase compared to the prior-year period; U.S. revenue for BRUKINSA totaled $683.7 million in the second quarter, compared to $479.4 million in the prior-year period, representing growth of 42.6%, driven primarily by robust demand growth across all indications and modest benefit due to net pricing. BRUKINSA continues to maintain its leading new patient share across the BTKi class due to its differentiated, best-in-class clinical profile. BRUKINSA revenue in Europe totaled $150.5 million in the second quarter, compared to $81.4 million in the prior-year period, representing growth of 84.9%, driven by increased market share across all major European markets, including Germany, Italy, Spain, France and the UK. BRUKINSA revenue in China totaled $83.2 million, representing growth of 30.8%. BRUKINSA rest of world revenue totaled $32.5 million in the second quarter, representing growth of 149.0% compared to the prior-year period.

Revenue for TEVIMBRA totaled $193.5 million in the second quarter, compared to $158.4 million in the prior-year period, representing a 22.2% increase.

Revenue for Amgen products in China totaled $126.3 million in the second quarter, compared to $90.1 million in the prior-year period, representing a 40.2% increase, driven primarily by increased XGEVA® sales volume.

Collaboration revenue totaled $13.2 million and $8.0 million for the three months ended June 30, 2025 and 2024, respectively, primarily related to revenue generated under the Novartis broad markets marketing and promotion agreement and royalty revenue under the Amgen collaboration.

Gross Margin

Gross margin on global product sales increased to $1,137.5 million for the three months ended June 30, 2025, compared to $783.0 million in the prior-year period, primarily due to increased product sales in the current year period. Gross margin as a percentage of product sales increased to 87.4% for the three months ended June 30, 2025, from 85.0% in the comparable period of the prior year. The gross margin percentage increased due to a proportionally higher sales mix of global BRUKINSA compared to other products in our portfolio. Gross margin also benefited from cost of sales productivity improvements for both BRUKINSA and TEVIMBRA. On an adjusted basis, which does not include depreciation and amortization, gross margin as a percentage of product sales increased to 88.1%, from 85.4% in the comparable period of the prior year.

Research and Development Expense

Research and development expense increased by $70.4 million, or 15.5%, to $524.9 million for the three months ended June 30, 2025 from $454.5 million for the three months ended June 30, 2024. The following table summarizes external clinical, external non-clinical and internal research and development expense for the three months ended June 30, 2025 and 2024, respectively:


	Three Months Ended
	June 30,				Changes
	2025		2024		$		%
	(dollars in thousands)
External research and development expense:
Cost of development programs	$	182,567	$	124,762	$	57,805	46.3	%
Upfront license and development milestone fees	500		11,500		(11,000)		(95.7)	%
Amgen co-development expense1	26,439		22,482		3,957		17.6	%
Total external research and development expenses	209,506		158,744		50,762		32.0	%
Internal research and development expenses	315,390		295,722		19,668		6.7	%
Total research and development expenses	$	524,896	$	454,466	$	70,430	15.5	%

Adjusted research and development expenses2	$	444,057	$	382,509	$	61,548	16.1	%

1. Our co-funding obligation for the development of the pipeline assets under the Amgen collaboration for the three months ended June 30, 2025 totaled $52.2 million, of which $26.4 million was recorded as R&D expense. The remaining $25.8 million was recorded as a reduction of the R&D cost share liability.

2. Adjusted research and development expense is intended to provide investors and others with information about our performance without the effect of items that, by their nature, tend to obscure core operating results due to potential variability across periods based on the timing, frequency and magnitude of such items. Refer to Non-GAAP Financial Measures and Non-GAAP Reconciliation in this MD&A for more information about, and a detailed reconciliation of, these items.

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The increase in external research and development expenses in the second quarter was primarily attributable to an increase in external costs of development programs primarily due to advancing preclinical programs into the clinic and early clinical programs into late stage, including Sonrotoclax (BCL2i), offset by lower development upfront and milestone fees.

Internal research and development expense increased by $19.7 million, or 6.7%, to $315.4 million, and was primarily attributable to the expansion of our global development organization and our clinical and preclinical drug candidates, as well as our continued efforts to internalize research and clinical trial activities and control spend.

Selling, General and Administrative Expense


	Three Months Ended
	June 30,				Changes
	2025		2024		$		%
	(dollars in thousands)
Selling, general and administrative expenses	$	537,913	$	443,729	$	94,184	21.2	%
Adjusted selling, general and administrative expenses1	$	441,655	$	363,922	$	77,733	21.4	%

1. Adjusted selling, general and administrative expense is intended to provide investors and others with information about our performance without the effect of items that, by their nature, tend to obscure core operating results due to potential variability across periods based on the timing, frequency and magnitude of such items. Refer to Non-GAAP Financial Measures and Non-GAAP Reconciliation in this MD&A for more information about, and a detailed reconciliation of, these items.

Selling, general and administrative expense increased by $94.2 million, or 21.2%, to $537.9 million for the three months ended June 30, 2025, from $443.7 million for the three months ended June 30, 2024. The increase was primarily attributable to continued investment in global commercial expansion primarily in the U.S. and Europe. Selling, general and administrative expenses as a percentage of product sales were 41.3% in the second quarter of 2025 compared to 48.2% in the prior-year period. We expect continued investment in selling and marketing activities as our product sales increase.

Interest Income, Net

Interest income, net decreased by $9.7 million, or 73.6%, to $3.5 million for the three months ended June 30, 2025, from $13.2 million for three months ended June 30, 2024. The decrease in interest income, net, was primarily attributable to decreased interest income resulting from lower interest rates on our cash and cash equivalents balance. Interest expense increased resulting from higher interest rates on debt balance and lower interest capitalized related to completion of certain phases of our Hopewell facility.

Other Income (Expense), Net

Other income, net was $8.2 million for the three months ended June 30, 2025, primarily due to foreign exchange gains and government subsidy income, partially offset by unrealized losses on our equity investments. For the three months ended June 30, 2024, other expense, net was $12.0 million, primarily due to foreign exchange losses.

Income Tax Expense

Income tax expense was $5.2 million for the three months ended June 30, 2025 as compared to $14.5 million for the three months ended June 30, 2024. The income tax expense for the three months ended June 30, 2025 was primarily attributable to current Switzerland tax expense based on year to date earnings, current China tax expense due to certain non-deductible expenses, offset by discrete adjustments of approximately $14.2 million, primarily related to updated provision estimates for R&D tax credits. The income tax expense for the three months ended June 30, 2024 was primarily attributable to current U.S. tax expense determined after other special tax deductions and research and development tax credits, current Switzerland tax expense based on year to date earnings, and current China tax expense due to certain non-deductible expenses.

On July 4, 2025, the reconciliation bill (H.R. 1), commonly referred to as the One Big Beautiful Bill Act (“OBBBA”), was signed into law and includes a broad range of tax reform provisions that may affect our financial results. The OBBBA allows an elective deduction for domestic research and development expenses, a reinstatement of elective 100% first-year bonus depreciation, and a more favorable tax rate on foreign-derived deduction eligible Income. We are in the process of evaluating the impact of the OBBBA on our consolidated financial statements.

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Net Income (Loss) and Earnings Per Share

GAAP net income improved for the second quarter of 2025, as compared to the prior-year period loss, primarily attributable to revenue growth and improved operating leverage.

For the second quarter of 2025, basic and diluted earnings per share was $0.07 and $0.06 per share and $0.87 and $0.84 per American Depositary Share (“ADS”), respectively, compared to basic loss of $0.09 per share and $1.15 per ADS in the prior-year period.

Comparison of the Six Months Ended June 30, 2025 and 2024

Revenue

Total revenue increased to $2,432.6 million, or 44.7%, for the six months ended June 30, 2025, from $1,680.8 million for the six months ended June 30, 2024, primarily due to increased sales of our internally developed products, BRUKINSA and tislelizumab, as well as increased sales of in-licensed products, most notably from the Amgen products.

Net product revenues consisted of the following:


	Six Months Ended
	June 30,		Changes
	2025	2024	$		%
	(dollars in thousands)
BRUKINSA®	1,741,504	1,125,914	$	615,590	54.7	%
TEVIMBRA®	364,688	303,687	61,001		20.1	%
XGEVA®	151,741	98,435	53,306		54.2	%
BLINCYTO®	49,493	33,497	15,996		47.8	%
KYPROLIS®	39,144	30,047	9,097		30.3	%
POBEVCY®	24,987	28,205	(3,218)		(11.4)	%
Other	39,049	48,279	(9,230)		(19.1)	%
Total product revenue	2,410,606	1,668,064	742,542		44.5	%

Net product revenue increased 44.5% to $2,410.6 million for the six months ended June 30, 2025, compared to $1,668.1 million in the prior-year period, primarily due to increased sales of BRUKINSA globally, driven by continued growth in the U.S. and Europe. In addition, product revenues in the six months ended June 30, 2025 were positively impacted by sales of TEVIMBRA and in-licensed products from Amgen, primarily XGEVA®.

Global sales of BRUKINSA totaled $1,741.5 million in the six months ended June 30, 2025, representing a 54.7% increase compared to the prior-year period. U.S. sales of BRUKINSA totaled $1,246.9 million in the six months ended June 30, 2025, compared to $830.8 million in the prior-year period, representing growth of 50.1%, driven primarily by robust demand growth across all indications and modest benefit due to net pricing. BRUKINSA continues to maintain its leading new patient share across the BTKi class due to its differentiated, best-in-class clinical profile. BRUKINSA sales in Europe totaled $266.4 million in the six months ended June 30, 2025, representing growth of 79.7% driven by increased market share across all major European markets, including Germany, Italy, Spain, France and the UK. BRUKINSA revenue in China totaled $164.4 million, representing growth of 35.8%. BRUKINSA rest of world revenue totaled $63.9 million in the six months ended June 30, 2025, representing growth of 147.2% compared to the prior-year period.

Revenue for TEVIMBRA totaled $364.7 million in the six months ended June 30, 2025, compared to $303.7 million in the prior-year period, representing a 20.1% increase.

Revenue for Amgen products in China totaled $240.4 million in the six months ended June 30, 2025, compared to $162.0 million in the prior-year period, driven primarily by increased XGEVA® sales volume.

Collaboration revenue totaled $22.0 million and $12.8 million for the six months ended June 30, 2025 and 2024, respectively, primarily related to revenue generated under the Novartis broad markets marketing and promotion agreement and royalty revenue under the Amgen collaboration.

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Gross Margin

Gross margin on product sales increased to $2,081.0 million for the six months ended June 30, 2025, compared to $1,405.0 million in the prior-year period, primarily due to increased product revenue in the current year period. Gross margin as a percentage of product sales increased to 86.3% for the six months ended June 30, 2025, from 84.2% in the comparable period of the prior year. The gross margin percentage increased due to a proportionally higher sales mix of global BRUKINSA compared to other products in our portfolio. Gross margin also benefited from cost of sales productivity improvements for both BRUKINSA and TEVIMBRA. On an adjusted basis, which does not include depreciation and amortization, gross margin as a percentage of product sales increased to 86.9%, from 84.7% in the comparable period of the prior year.

Research and Development Expense

Research and development expense increased by $91.7 million, or 10.0%, to $1,006.8 million for the six months ended June 30, 2025 from $915.1 million for the six months ended June 30, 2024. The following table summarizes external clinical, external non-clinical and internal research and development expense for the six months ended June 30, 2025 and 2024, respectively:


	Six Months Ended
	June 30,				Changes
	2025		2024		$		%
	(dollars in thousands)
External research and development expense:
Cost of development programs	$	352,613	$	247,633	$	104,980	42.4	%
Upfront license and development milestone fees	500		46,528		(46,028)		(98.9)	%
Amgen co-development expense1	47,146		35,966		11,180		31.1	%
Total external research and development expenses	400,259		330,127		70,132		21.2	%
Internal research and development expenses	606,524		584,977		21,547		3.7	%
Total research and development expenses	$	1,006,783	$	915,104	$	91,679	10.0	%

Adjusted research and development expenses2	$	865,252	$	787,949	$	77,303	9.8	%

1. Our co-funding obligation for the development of the pipeline assets under the Amgen collaboration for the six months ended June 30, 2025 totaled $92.7 million, of which $47.1 million was recorded as R&D expense. The remaining $45.6 million was recorded as a reduction of the R&D cost share liability.

The increase in external research and development expenses in the six months ended June 30, 2025 was primarily attributable to an increase in external costs of development programs primarily due to advancing preclinical programs into the clinic and early clinical programs into late stage, including Sonrotoclax (BCL2i), offset by lower development upfront and milestone fees.

Internal research and development expense increased $21.5 million, or 3.7%, to $606.5 million and was primarily attributable to the expansion of our global development organization and our clinical and preclinical drug candidates, as well as our continued efforts to internalize research and clinical trial activities and control spend.

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Selling, General and Administrative Expense


	Six Months Ended
	June 30,				Changes
	2025		2024		$		%
	(dollars in thousands)
Selling, general and administrative expenses	$	997,201	$	871,156	$	126,045	14.5	%
Adjusted selling, general and administrative expenses1	$	837,166	$	736,068	$	101,098	13.7	%

Selling, general and administrative expense increased by $126.0 million, or 14.5%, to $997.2 million, for the six months ended June 30, 2025, from $871.2 million for the six months ended June 30, 2024. The increase was primarily attributable to continued investment in global commercial expansion primarily in the U.S. and Europe. Selling, general and administrative expenses as a percentage of product sales were 41.4% for the six months ended June 30, 2025 compared to 52.2% in the prior-year period. We expect continued investment in selling and marketing activities as our product sales increase.

Interest Income, Net

Interest income, net decreased by $20.0 million, or 68.2%, to $9.3 million for the six months ended June 30, 2025, from $29.4 million for the six months ended June 30, 2024. The decrease in interest income was primarily attributable to lower interest rates earned on our cash and cash equivalents. Interest expense increased resulting from higher interest rates on debt balance and lower interest capitalized related to completion of certain phases of our Hopewell facility.

Other Income (Expense), Net

Other income, net was $12.1 million for the six months ended June 30, 2025, primarily due to foreign exchange gains and government subsidy income, partially offset by unrealized losses on our equity investments. For the six months ended June 30, 2024, other expense, net was $10.2 million, primarily due to foreign exchanges losses resulting from the strengthening of the U.S. dollar compared to the RMB and the revaluation impact of RMB-denominated deposits held in U.S. functional currency subsidiaries.

Income Tax Expense

Income tax expense increased to $24.9 million for the six months ended June 30, 2025, from $22.2 million for the six months ended June 30, 2024. The income tax expense for the six months ended June 30, 2025 was primarily attributable to current Switzerland tax expense based on year to date earnings, current China tax expense due to certain non-deductible expenses, offset by net discrete adjustments of approximately $8.7 million, primarily related to updated provision estimates for R&D tax credits. The income tax expense for the six months ended June 30, 2024 was primarily attributable to current U.S. tax expense determined after other special tax deductions and research and development tax credits, current Switzerland tax expense based on year to date earnings, and current China tax expense due to certain non-deductible expenses.

Net Income (Loss) and Earnings Per Share

GAAP net income improved for the six months ended June 30, 2025, as compared to the prior-year period loss, primarily attributable to revenue growth and improved operating leverage.

For the six months ended June 30, 2025, basic and diluted earnings per share was $0.07 per share and $0.89 and $0.85 per ADS, respectively, compared to basic loss of $0.27 per share and $3.56 per ADS in the prior-year period.

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Non-GAAP Reconciliation


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
	( in thousands)
Reconciliation of GAAP to adjusted cost of sales - products:
GAAP cost of sales - products	$	164,606	$	138,132	$	329,608	$	263,067
Less: Depreciation	3,321		2,684		5,934		5,029
Less: Amortization of intangibles	5,749		1,177		6,922		2,360
Less: Other	893		—		893		—
Adjusted cost of sales - products	$	154,643	$	134,271	$	315,859	$	255,678

Reconciliation of GAAP to adjusted research and development:
GAAP research and development	$	524,896	$	454,466	$	1,006,783	$	915,104
Less: Share-based compensation expenses	64,392		55,406		106,159		93,451
Less: Depreciation	16,447		16,551		35,372		33,704
Adjusted research and development	$	444,057	$	382,509	$	865,252	$	787,949

Reconciliation of GAAP to adjusted selling, general and administrative:
GAAP selling, general and administrative	$	537,913	$	443,729	$	997,201	$	871,156
Less: Share-based compensation expenses	86,161		75,288		139,845		125,957
Less: Depreciation	10,086		4,519		20,162		9,131
Less: Amortization of intangibles	11		—		28		—
Adjusted selling, general and administrative	$	441,655	$	363,922	$	837,166	$	736,068

Reconciliation of GAAP to adjusted operating expenses
GAAP operating expenses	$	1,062,809	$	898,195	$	2,003,984	$	1,786,260
Less: Share-based compensation expenses	150,553		130,694		246,004		219,408
Less: Depreciation	26,533		21,070		55,534		42,835
Less: Amortization of intangibles	11		—		28		—
Adjusted operating expenses	$	885,712	$	746,431	$	1,702,418	$	1,524,017

Reconciliation of GAAP to adjusted income (loss) from operations:
GAAP income (loss) from operations	$	87,885	$	(107,161)	$	98,987	$	(368,509)
Plus: Share-based compensation expenses	150,553		130,694		246,004		219,408
Plus: Depreciation	29,854		23,754		61,468		47,864
Plus: Amortization of intangibles	5,760		1,177		6,950		2,360
Plus: Other	893		—		893		—
Adjusted income (loss) from operations	$	274,945	$	48,464	$	414,302	$	(98,877)

Reconciliation of GAAP to adjusted net income (loss):
GAAP net income (loss)	$	94,320	$	(120,405)	$	95,590	$	(371,555)
Plus: Share-based compensation expenses	150,553		130,694		246,004		219,408
Plus: Depreciation	29,854		23,754		61,468		47,864
Plus: Amortization of intangibles	5,760		1,177		6,950		2,360
Plus: Other	893		—		893		—
Plus: Impairment of equity investments	3,118		—		15,494		—
Plus: Discrete tax items	(14,210)		1,513		(8,737)		2,403
Plus: Income tax effect of non-GAAP adjustments	(17,466)		(13,439)		(28,703)		(23,082)
Adjusted net income (loss)	$	252,822	$	23,294	$	388,959	$	(122,602)

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Reconciliation of GAAP to adjusted EPS - basic
GAAP earnings (loss) per share - basic	$	0.07	$	(0.09)	$	0.07	$	(0.27)
Plus: Share-based compensation expenses	0.11		0.10		0.18		0.16
Plus: Depreciation	0.02		0.02		0.04		0.04
Plus: Amortization of intangibles	0.00		0.00		0.00		0.00
Plus: Other	0.00		0.00		0.00		0.00
Plus: Impairment of equity investments	0.00		0.00		0.01		0.00
Plus: Discrete tax items	(0.01)		0.00		(0.01)		0.00
Plus: Income tax effect of non-GAAP adjustments	(0.01)		(0.01)		(0.02)		(0.02)
Adjusted earnings (loss) per share - basic	$	0.18	$	0.02	$	0.28	$	(0.09)

Reconciliation of GAAP to adjusted EPS - diluted
GAAP earnings (loss) per share - diluted	$	0.06	$	(0.09)	$	0.07	$	(0.27)
Plus: Share-based compensation expenses	0.10		0.09		0.17		0.16
Plus: Depreciation	0.02		0.02		0.04		0.04
Plus: Amortization of intangibles	0.00		0.00		0.00		0.00
Plus: Other	0.00		0.00		0.00		0.00
Plus: Impairment of equity investments	0.00		0.00		0.01		0.00
Plus: Discrete tax items	(0.01)		0.00		(0.01)		0.00
Plus: Income tax effect of non-GAAP adjustments	(0.01)		(0.01)		(0.02)		(0.02)
Adjusted earnings (loss) per share - diluted	$	0.17	$	0.02	$	0.27	$	(0.09)

Reconciliation of GAAP to adjusted earnings (loss) per ADS - basic
GAAP earnings (loss) per ADS - basic	$	0.87	$	(1.15)	$	0.89	$	(3.56)
Plus: Share-based compensation expenses	1.39		1.25		2.29		2.10
Plus: Depreciation	0.28		0.23		0.57		0.46
Plus: Amortization of intangibles	0.05		0.01		0.06		0.02
Plus: Other	0.01		0.00		0.01		0.00
Plus: Impairment of equity investments	0.03		0.00		0.14		0.00
Plus: Discrete tax items	(0.13)		0.01		(0.08)		0.02
Plus: Income tax effect of non-GAAP adjustments	(0.16)		(0.13)		(0.27)		(0.22)
Adjusted earnings (loss) per ADS - basic	$	2.33	$	0.22	$	3.61	$	(1.17)

Reconciliation of GAAP to adjusted earnings (loss) per ADS - diluted
GAAP earnings (loss) per ADS - diluted1	$	0.84	$	(1.13)	$	0.85	$	(3.56)
Plus: Share-based compensation expenses	1.34		1.23		2.20		2.10
Plus: Depreciation	0.27		0.22		0.55		0.46
Plus: Amortization of intangibles	0.05		0.01		0.06		0.02
Plus: Other	0.01		0.00		0.01		0.00
Plus: Impairment of equity investments	0.03		0.00		0.14		0.00
Plus: Discrete tax items	(0.13)		0.01		(0.08)

BeOne Medicines Ltd. 10-Q