UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of
Commission File Number:
(Translation of registrant’s name into English)
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Table of Contents
INFORMATION CONTAINED WITHIN THIS REPORT ON FORM 6-K |
i |
INDEX TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
1 |
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
24 |
EXHIBITS |
32 |
SIGNATURES |
33 |
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On September 12, 2023, Connect Biopharma Holdings Limited (the “Company”) reported the Company’s financial results for the six-month period ended June 30, 2023. This report on Form 6-K shall be deemed to be incorporated by reference into the registration statements on Form F-3 (Registration No. 333-264340) and Form S-8 (Registration Nos. 333-254524 and 333-266006) of the Company and to be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.
Notwithstanding the foregoing, the information set forth in the attached Exhibit 99.1 shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, whether made before or after the date hereof, except as expressly provided by specific reference in such a filing. The furnishing of the attached exhibits is not an admission as to the materiality of any information therein. The information contained in the exhibits may comprise summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing or furnishing of other reports or documents with the SEC, through press releases, by updating its website or through other public disclosures.
i
CONNECT BIOPHARMA HOLDINGS LIMITED
INDEX TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
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Unaudited Interim Condensed Consolidated Statements of Loss for the six months ended June 30, 2022 and 2023 |
2 |
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Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss for the six months ended June 30, 2022 and 2023 |
3 |
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Unaudited Interim Condensed Consolidated Balance Sheets as of December 31, 2022 and June 30, 2023 |
4 |
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Unaudited Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity for the six months ended June 30, 2022 and 2023 |
5 |
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Unaudited Interim Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2023 |
7 |
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Notes to Unaudited Interim Condensed Consolidated Financial Statements |
8 |
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1
CONNECT BIOPHARMA HOLDINGS LIMITED
Unaudited Interim Condensed Consolidated Statements of Loss
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For Six Months Ended June 30, |
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Notes |
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2022 |
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2023 |
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2023 |
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RMB’000 |
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RMB’000 |
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USD’000 |
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Note 2 |
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Research and development expenses |
5 |
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( |
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Administrative expenses |
5 |
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( |
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Other income |
7 |
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Other gains - net |
8 |
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Operating loss |
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Finance income |
9 |
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Finance cost |
9 |
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Finance income - net |
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Net loss before income tax |
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( |
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( |
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Income tax expense |
10 |
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Net loss |
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Net loss attributable to： |
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Owners of the Company |
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Net loss per share |
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RMB |
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RMB |
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USD |
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Basic and diluted |
11 |
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( |
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( |
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( |
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The accompanying notes are an integral part of these interim condensed consolidated financial statements.
2
CONNECT BIOPHARMA HOLDINGS LIMITED
Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss
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For Six Months Ended June 30, |
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Notes |
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2022 |
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2023 |
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2023 |
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RMB’000 |
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RMB’000 |
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USD’000 |
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Note 2 |
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Net loss |
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Other comprehensive income/(loss) |
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Items that may be reclassified to profit or loss |
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Exchange differences on translation of foreign operations |
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( |
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( |
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( |
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Changes in the fair value of debt instruments at fair value through other comprehensive income |
14 |
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( |
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Items that will not be reclassified to profit or loss |
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Exchange differences on translation of foreign operations |
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Other comprehensive income/(loss), net of tax |
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Total comprehensive loss |
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Total comprehensive loss attributable to: |
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Owners of the Company |
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( |
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The accompanying notes are an integral part of these interim condensed consolidated financial statements.
3
CONNECT BIOPHARMA HOLDINGS LIMITED
Unaudited Interim Condensed Consolidated Balance Sheets
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December 31, |
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June 30, |
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June 30, |
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Notes |
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2022 |
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2023 |
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2023 |
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RMB’000 |
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RMB’000 |
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USD’000 |
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Note 2 |
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ASSETS |
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Non-current assets |
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Property, plant and equipment |
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12 |
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Right-of-use assets |
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13 |
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Intangible assets |
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Investments: |
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Financial assets at fair value through other comprehensive income |
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3, 14 |
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- |
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- |
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Other non-current assets |
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15 |
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Total non-current assets |
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Current assets |
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Cash and cash equivalents |
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17 |
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Other receivable and prepayments |
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16 |
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Investments: |
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Financial assets at fair value through other comprehensive income |
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3, 14 |
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Total current assets |
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Total assets |
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LIABILITIES |
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Non-current liabilities |
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Lease liabilities |
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13 |
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Deferred income |
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Total non-current liabilities |
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Current liabilities |
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Lease liabilities |
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13 |
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Trade payables |
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Other payables and accruals |
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20 |
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Total current liabilities |
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Total liabilities |
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Net assets |
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SHAREHOLDERS’ EQUITY |
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Share capital |
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18 |
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Share premium |
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18 |
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Treasury shares |
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( |
) |
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( |
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( |
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Share-based compensation reserve |
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Other reserves |
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Accumulated losses |
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( |
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( |
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( |
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Total shareholders’ equity |
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Total liabilities and shareholders’ equity |
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The accompanying notes are an integral part of these interim condensed consolidated financial statements.
4
CONNECT BIOPHARMA HOLDINGS LIMITED
Unaudited Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity
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Notes |
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Share capital |
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Share premium |
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Treasury shares |
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Share-based compensation reserves |
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Other reserves |
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Accumulated losses |
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Total shareholders’ equity |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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Balance at December 31, 2021 |
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( |
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( |
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Comprehensive loss for the six months ended June 30, 2022 |
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Net loss for the six months ended June 30, 2022 |
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- |
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- |
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- |
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- |
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- |
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( |
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( |
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Unrealized losses from investments |
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- |
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- |
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- |
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- |
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( |
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- |
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( |
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Exchange differences |
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- |
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- |
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- |
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- |
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- |
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- |
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( |
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Transactions with owners |
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Shares surrendered and cancelled |
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22 |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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Share-based compensation |
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19 |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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Balance at June 30, 2022 |
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( |
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( |
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The accompanying notes are an integral part of these interim condensed consolidated financial statements.
5
CONNECT BIOPHARMA HOLDINGS LIMITED
Unaudited Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity
|
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Notes |
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Share capital |
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Share premium |
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Treasury shares |
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Share-based compensation reserves |
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Other reserves |
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Accumulated losses |
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Total shareholders’ equity |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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RMB’000 |
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Balance at December 31, 2022 |
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( |
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( |
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Comprehensive loss for the six months ended June 30, 2023 |
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Net loss for the six months ended June 30, 2023 |
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- |
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- |
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- |
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- |
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- |
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( |
) |
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( |
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Unrealized gains from investments |
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- |
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- |
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- |
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- |
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- |
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Exchange differences |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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( | |||||||