Item 8.01. Other Events.
On June 28, 2021, the Listing Committee of the STAR Market held a meeting in
which the Company's Listing Application was reviewed and approved, and the
result has been published in Chinese language only on the website for the Review
and Approval of the Issuance and Listing of Stocks on the Science and Technology
Innovation Board of the Shanghai Stock Exchange (http://kcb.sse.com.cn) on June
28, 2021. The result and other information contained on the Shanghai Stock
Exchange's website are not part of this Current Report on Form 8-K and shall not
be deemed filed or furnished by the Company with the U.S. Securities and
Exchange Commission, nor shall they be deemed incorporated by reference in any
filing by the Company under the Securities Act of 1933, as amended, or the
Securities Exchange Act of 1934, as amended.
The consummation of the STAR Offering is subject to, among other things, market
conditions, and additional applicable regulatory approvals, including
registration granted by the China Securities Regulatory Commission.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 and other
securities laws, including statements regarding the Proposed Issue of RMB Shares
under the general mandate to be listed on the STAR Market. Actual results may
differ materially from those indicated in the forward-looking statements as a
result of various important factors, including the possibility that the
conditions, including market conditions and necessary regulatory approvals, will
not be met and that BeiGene will be unable to consummate the Proposed Issue of
RMB Shares; the possibility that BeiGene will not realize the expected benefits
of the transaction; BeiGene's ability to demonstrate the efficacy and safety of
its drug candidates; the clinical results for its drug candidates, which may not
support further development or marketing approval; actions of regulatory
agencies, which may affect the initiation, timing and progress of clinical
trials and marketing approval; BeiGene's ability to achieve commercial success
for its marketed medicines and drug candidates, if approved; BeiGene's ability
to obtain and maintain protection of intellectual property for its medicines and
technology; BeiGene's reliance on third parties to conduct drug development,
manufacturing and other services; BeiGene's limited experience in obtaining
regulatory approvals and commercializing pharmaceutical products and its ability
to obtain additional funding for operations and to complete the development and
commercialization of its drug candidates and achieve and maintain profitability;
the impact of the COVID-19 pandemic on the BeiGene's clinical development,
regulatory, commercial, and other operations, as well as those risks more fully
discussed in the section entitled "Risk Factors" in BeiGene's most recent
quarterly report on Form 10-Q as well as discussions of potential risks,
uncertainties, and other important factors in BeiGene's subsequent filings with
the U.S. Securities and Exchange Commission. All information in this Current
Report is as of the date of this Current Report, and BeiGene undertakes no duty
to update such information unless required by law.
The Proposed Issue of RMB Shares under the general mandate is subject to, among
other things, market conditions and necessary regulatory approvals, and thus may
or may not proceed. Shareholders and potential investors of the Company should
be aware that there is no assurance that the Proposed Issue of RMB Shares will
materialize or as to when it may materialize. Shareholders and potential
investors of the Company should exercise caution when dealing in the securities
of the Company.
Further announcement(s) or filings will be made by the Company in accordance
with the applicable laws and regulations on any material updates and progress in
connection with the Proposed Issue of RMB Shares as and when appropriate. This
announcement is for information purposes only and does not constitute any
invitation or offer to acquire, purchase or subscribe for the securities of the
Company.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
104 The cover page from this Current Report on Form 8-K, formatted in Inline
XBRL
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Exhibit Index
Exhibit No. Description
104 The cover page from this Current Report on Form 8-K, formatted in Inline
XBRL
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