Connect Biopharma Holdings Ltd Files 20-F for Fiscal Year 2023

TL;DR

<b>Connect Biopharma Holdings Ltd has submitted its 2023 annual report on Form 20-F.</b>

AI Summary

Connect Biopharma Holdings Ltd (CNTB) filed a Foreign Annual Report (20-F) with the SEC on April 16, 2024. Connect Biopharma Holdings Ltd filed its annual report on Form 20-F for the fiscal year ended December 31, 2023. The company is incorporated in E9 and its fiscal year ends on December 31. The filing was made on April 16, 2024. The company's business and mailing address is located at 12265 El Camino Real, Suite 350, San Diego, CA 92130. The business phone number provided is 858-727-1040.

Why It Matters

For investors and stakeholders tracking Connect Biopharma Holdings Ltd, this filing contains several important signals. This filing provides a comprehensive overview of the company's financial performance and business operations for the fiscal year 2023, which is crucial for investors to assess the company's health and future prospects. As a 20-F filing, it offers detailed information required for foreign private issuers, including financial statements and business descriptions, enabling stakeholders to make informed investment decisions.

Risk Assessment

Risk Level: low — Connect Biopharma Holdings Ltd shows low risk based on this filing. The filing is a standard annual report (20-F) and does not contain immediate, significant financial or operational disclosures that would alter the risk profile based solely on the header information.

Analyst Insight

Review the full 20-F filing to understand Connect Biopharma's financial performance, strategic initiatives, and risk factors for the 2023 fiscal year.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period)
• 2024-04-16 — Filing Date (Date of submission)
• 0001835268 — Central Index Key (Unique identifier for the filer)
• 001-40212 — SEC File Number (SEC's file number for the company)

Key Players & Entities

• Connect Biopharma Holdings Ltd (company) — Filer name
• 20-F (document) — Form type
• 2024-04-16 (date) — Filing date
• 2023-12-31 (date) — Fiscal year end
• 0001835268 (company) — Central Index Key
• 2834 (industry) — Standard Industrial Classification (Pharmaceutical Preparations)
• E9 (location) — State of incorporation
• 858-727-1040 (phone) — Business phone number

FAQ

Industry Context

Connect Biopharma Holdings Ltd operates in the pharmaceutical preparations industry, focusing on the development and commercialization of biopharmaceutical products.

Regulatory Implications

As a foreign private issuer filing a Form 20-F, Connect Biopharma adheres to specific SEC regulations for reporting financial and operational information to U.S. investors.

What Investors Should Do

1. Analyze the financial statements within the 20-F for revenue, expenses, and profitability trends.
2. Review the business overview section for updates on drug development pipelines, clinical trials, and regulatory milestones.
3. Examine the risk factors section for any new or evolving risks impacting the company's operations or financial stability.

Key Dates

• 2024-04-16: Filing of 20-F — Annual report submission for fiscal year 2023
• 2023-12-31: Fiscal Year End — End date of the reporting period

Year-Over-Year Comparison

This is the initial 20-F filing for the fiscal year 2023, providing the first comprehensive look at the company's performance for this period.

Key Financial Figures

• $0.000174 — esenting one Ordinary Share, par value $0.000174 per Share CNTB The Nasdaq Global Marke

Filing Documents

• cntb-20231231.htm (20-F) — 3608KB
• exhibitc-dircompprogramupd.htm (EX-4.5) — 23KB
• cntb-20231231xex81.htm (EX-8.1) — 5KB
• cntb-20231231xex121.htm (EX-12.1) — 9KB
• cntb-20231231xex122.htm (EX-12.2) — 10KB
• cntb-20231231xex131.htm (EX-13.1) — 5KB
• cntb-20231231xex132.htm (EX-13.2) — 5KB
• cntb-20231231xex151.htm (EX-15.1) — 2KB
• connectbio-clawbackpolicyx.htm (EX-97) — 31KB
• cntb-20231231_g1.jpg (GRAPHIC) — 73KB
• cntb-20231231_g10.jpg (GRAPHIC) — 34KB
• cntb-20231231_g11.jpg (GRAPHIC) — 44KB
• cntb-20231231_g12.jpg (GRAPHIC) — 63KB
• cntb-20231231_g13.jpg (GRAPHIC) — 67KB
• cntb-20231231_g2.jpg (GRAPHIC) — 93KB
• cntb-20231231_g3.jpg (GRAPHIC) — 286KB
• cntb-20231231_g4.jpg (GRAPHIC) — 29KB
• cntb-20231231_g5.jpg (GRAPHIC) — 18KB
• cntb-20231231_g6.jpg (GRAPHIC) — 5KB
• cntb-20231231_g7.jpg (GRAPHIC) — 17KB
• cntb-20231231_g8.jpg (GRAPHIC) — 42KB
• cntb-20231231_g9.jpg (GRAPHIC) — 39KB
• 0001835268-24-000014.txt (&nbsp;) — 16381KB
• cntb-20231231.xsd (EX-101.SCH) — 116KB
• cntb-20231231_cal.xml (EX-101.CAL) — 113KB
• cntb-20231231_def.xml (EX-101.DEF) — 401KB
• cntb-20231231_lab.xml (EX-101.LAB) — 836KB
• cntb-20231231_pre.xml (EX-101.PRE) — 673KB
• cntb-20231231_htm.xml (XML) — 2417KB

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS. 4

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE. 4

KEY INFORMATION

ITEM 3. KEY INFORMATION. 4 A. [Reserved] 4 B. Capitalization and Indebtedness 4 C. Reasons for the Offer and Use of Proceeds 4 D. Risk Factors 4

INFORMATION ON THE COMPANY

ITEM 4. INFORMATION ON THE COMPANY. 86 A. History and Development of the Company 86 B. Business Overview 88 C. Organizational Structure 135 D. Property, Plants and Equipment 135

UNRESOLVED STAFF COMMENTS

ITEM 4A. UNRESOLVED STAFF COMMENTS. 136

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS. 136 A. Operating Results 136 B. Liquidity and Capital Resources 145 C. Research, Development, Patents and Licenses, Etc. 148 D. Trend Information 148 E. Critical Accounting Estimates 148

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES. 149 A. Directors and Senior Management 149 B. Compensation 151 C. Board Practices 158 D. Employees 162 E. Share Ownership 163

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS. 163 A. Major Shareholders 163 B. Related Party Transactions 165 C. Interests of Experts and Counsel 168

FINANCIAL INFORMATION

ITEM 8. FINANCIAL INFORMATION. 168 A. Consolidated Statements and Other Financial Information 169 B. Significant Changes 169

THE OFFER AND LISTING

ITEM 9. THE OFFER AND LISTING. 170 A. Offer and Listing Details 170 B. Plan of Distribution 170 C. Markets 170 D. Selling Shareholders 170 E. Dilution 170 F. Expenses of the Issuer 170

ADDITIONAL INFORMATION

ITEM 10. ADDITIONAL INFORMATION. 170 Table of Contents A. Share Capital 170 B. Memorandum and Articles of Association 170 C. Material Contracts 177 D. Exchange Controls 178 E. Taxation 179 F. Dividends and Paying Agents 186 G. Statement by Experts 186 H. Documents on Display 186 I. Subsidiary Information 186 J. Annual Report to Security Holders 186

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. 186

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES. 187 PART II 189

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES. 189

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS. 189

CONTROLS AND PROCEDURES

ITEM 15. CONTROLS AND PROCEDURES. 189

AUDIT COMMITTEE FINANCIAL EXPERT

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT. 190

CODE OF ETHICS

ITEM 16B. CODE OF ETHICS. 190

PRINCIPAL ACCOUNTANT FEES AND SERVICES

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES. 190

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES. 191

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS. 191

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT. 191

CORPORATE GOVERNANCE

ITEM 16G. CORPORATE GOVERNANCE. 191

MINE SAFETY DISCLOSURE

ITEM 16H. MINE SAFETY DISCLOSURE. 192

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS. 192 I TEM 16J. INSIDE R TRADING POLICIES 195 I TEM 16K. CYBERSECURITY 195 PART III 194

FINANCIAL STATEMENTS

ITEM 17. FINANCIAL STATEMENTS. 194

FINANCIAL STATEMENTS

ITEM 18. FINANCIAL STATEMENTS. 194

EXHIBITS

ITEM 19. EXHIBITS. 195 INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS F- 1 Table of Contents ABOUT THIS ANNUAL REPORT Except where the context otherwise requires or where otherwise indicated, references to "we" or "us" or "Company" are references to Connect Biopharma Holdings Limited, together with our direct and indirect wholly owned subsidiaries, Connect Biopharma HongKong Limited, Connect Biopharm LLC, Connect Biopharma Australia PTY LTD, Suzhou Connect Biopharma Co., Ltd., Connect Biopharma (Shanghai) Co., Ltd., Connect Biopharma (Beijing) Co., Ltd. and Connect Biopharma (Shenzhen) Co., Ltd. PRESENTATION OF FINANCIAL INFORMATION Our consolidated financial statements included in this annual report have been prepared in accordance with International Financial Reporting Standards, or IFRS Accounting Standards, as issued by the International Accounting Standards Board, or IASB. None of our consolidated financial statements were prepared in accordance with U.S. GAAP. Our presentation currency is the U.S. dollar. Unless otherwise indicated, all monetary amounts in this annual report are in U.S. dollar. All references in this annual report to "$", "US$", "USD", "U.S. dollars" and "dollars" mean U.S. dollars and all references to "" and "RMB" mean renminbi. The change in presentation currency is discussed in Note 2, Change in presentation currency, to our consolidated financial statements included elsewhere in this annual report. We have made rounding adjustments to some of the figures included in this annual report. Accordingly, numerical figures shown as totals in some tables may not be an arithmetic aggregation of the figures that preceded them. TRADEMARKS, SERVICE MARKS AND TRADE NAMES Solely for convenience, the trademarks, service marks, logos, copyrights and trade names referred to in this annual report are without the and symbols. Such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applica

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS. Not applicable.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE. Not applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION. Company Overview We are a Cayman Islands holding company and, although we conduct a portion of our operations through our subsidiaries in the People's Republic of China, or PRC, we are not a Chinese operating company. For a detailed depiction of our organizational structure as of the date of this annual report, please see the diagram below. A. [Reserved] B. Capitalization and Indebtedness. Not applicable. C. Reasons for the Offer and Use of Proceeds. Not applicable. D. Risk Factors. Summary of Risk Factors An investment in our ADSs, is subject to a number of risks, including risks related to our limited operating history, financial position and capital requirements, risks related to the discovery, development and regulatory approval of our product candidates, risks related to our reliance on third parties, risks related to commercialization of our product 4 Table of Contents candidates, risks related to our business operations and industry, risks related to intellectual property, risks related to ownership of our ADSs, risks related to doing business in the People's Republic of China, or PRC, and general risks. Investors should carefully consider all of the information in this annual report before making an investment in the ADSs. The following list summarizes some, but not all, of these risks. Please read the information in the section entitled "Risk Factors" for a more thorough description of these and other risks. Risks Related to Our Limited Operating History, Financial Position and Capital Requirements We have a limited operating history, have incurred significant operating losses since our inception and expect to incur significant losses for the foreseeable future. We may never generate any revenue or become profitable or, if we achieve profitability, we may not be able to sustain it. We will require substantial additional financing to achieve our goals, and a failure to obtain or access this necessary capital whe

View Full Filing

View this 20-F filing on SEC EDGAR