Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2024

Commission File Number: 001-38024

BeyondSpring Inc.

BeyondSpring Inc.
100 Campus Drive, West Side, 4th Floor, Suite 410
Florham Park, New Jersey 07932
(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 ☐

On February 2, 2024, BeyondSpring Inc. (the “Company”) reported financial results for the six months ended June 30, 2023.

As previously reported on Form 6-Ks filed by the Company on September 20, 2023 and January 16, 2024, Dalian Wanchunbulin Pharmaceuticals Ltd. (“Wanchunbulin”), the Company’s 58%-owned subsidiary in China, was party to an arbitration proceeding initiated by Jiangsu Hengrui Pharmaceuticals Co., Ltd. (“Hengrui”). On January 10, 2024, the arbitral tribunal at China International Economic and Trade Arbitration Committee issued a final award, denying all claims made by Hengrui.

As a result, all of Wanchunbulin’s assets that have been seized and frozen pending a decision by the arbitral tribunal are expected to be returned to Wanchunbulin. Such seized and frozen assets are reflected in the Company’s balance sheet as of June 30, 2023 as “Restricted Cash.”

This Report on Form 6-K is incorporated by reference into the Registration Statement on Form F-3, File No. 333-257639, and the Registration Statements on Form S-8, File No. 333-216639 and File No. 333-240082, of the Company.

BEYONDSPRING INC.

CONDENSED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 AND JUNE 30, 2023

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

	December 31, 2022			June 30, 2023
		$			$
					(Unaudited)
Assets
Current assets:
Cash and cash equivalents		34,396			13,492
Restricted Cash		-			9,736
Short-term investments		2,872			1,902
Advances to suppliers		492			444
Prepaid expenses and other current assets		763			217
Total current assets		38,523			25,791

Noncurrent assets:
Property and equipment, net		1,868			1,800
Operating lease right-of-use assets		5,484			4,946
Other noncurrent assets		347			341
Total noncurrent assets		7,699			7,087

Total assets		46,222			32,878

Liabilities and equity

Current liabilities:
Accounts payable		1,081			1,501
Accrued expenses		2,470			1,682
Current portion of operating lease liabilities		966			784
Deferred revenue		1,351			1,751
Other current liabilities		1,484			1,104
Total current liabilities		7,352			6,822

Noncurrent liabilities:
Operating lease liabilities		3,995			3,687
Deferred revenue		34,221			33,529
Other noncurrent liabilities		3,661			3,527
Total noncurrent liabilities		41,877			40,743

Total liabilities		49,229			47,565

Commitments and contingencies

Mezzanine equity
Contingently redeemable noncontrolling interests		11,074			11,474

Shareholders' deficit
Ordinary shares ($0.0001 par value; 500,000,000 shares authorized; 38,999,597 and 39,015,476 shares issued and outstanding as of December 31, 2022 and June 30, 2023, respectively)		4			4
Additional paid-in capital		368,857			368,679
Accumulated deficit		(375,276	)		(387,996	)
Accumulated other comprehensive income		436			1,223

Total BeyondSpring Inc.’s shareholders’ deficit		(5,979	)		(18,090	)
Noncontrolling interests		(8,102	)		(8,071	)
Total shareholders' deficit		(14,081	)		(26,161	)

Total liabilities, mezzanine equity and shareholders' deficit		46,222			32,878

BEYONDSPRING INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF

COMPREHENSIVE LOSS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023

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

	Six months ended June 30,
	2022			2023
		$			$

Revenue		676			875

Operating expenses
Research and development		(13,992	)		(9,214	)
General and administrative		(7,492	)		(5,145	)

Loss from operations		(20,808	)		(13,484	)
Foreign exchange loss, net		(350	)		(200	)
Interest income		41			281
Interest expenses		(17	)		-
Other income, net		1,259			133

Loss before income tax		(19,875	)		(13,270	)
Income tax expenses (benefits)		(289	)		9

Net loss		(20,164	)		(13,261	)
Less: Net loss attributable to noncontrolling interests		(1,675	)		(541	)
Net loss attributable to BeyondSpring Inc.		(18,489	)		(12,720	)

Net loss per share
Basic and diluted		(0.47	)		(0.33	)

Weighted-average shares outstanding
Basic and diluted		39,065,710			38,976,761

Other comprehensive loss, net of tax of nil:
Foreign currency translation adjustment		949			1,249
Unrealized holding gain (loss)		30			(5	)
Comprehensive loss		(19,185	)		(12,017	)
Less: Comprehensive loss attributable to noncontrolling interests		(1,336	)		(84	)
Comprehensive loss attributable to BeyondSpring Inc.		(17,849	)		(11,933	)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BeyondSpring Inc.


	By:	/s/ Lan Huang
	Name: Lan Huang
	Title: Chairperson and Chief Executive Officer

Date: February 2, 2024

EXHIBIT INDEX

Exhibit No.	Exhibit

101.INS	Inline XBRL Instance Document
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Document And Entity Information	6 Months Ended
Document And Entity Information	Jun. 30, 2023
Document Information [Line Items]
Entity Central Index Key	0001677940
Entity Registrant Name	BeyondSpring Inc.
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
Document Type	6-K
Entity File Number	001-38024
Entity Address, Address Line One	100 Campus Drive, West Side, 4th Floor, Suite 410
Entity Address, City or Town	Florham Park
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07932
Document Period End Date	Jun. 30, 2023

Audited Consolidated Balance Sheet as of December 31, 2022 and Unaudited Interim Condensed Consolidated Balance Sheet as of June 30, 2023 - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 13,492	$ 34,396
Restricted Cash	9,736	0
Short-term investments	1,902	2,872
Advances to suppliers	444	492
Prepaid expenses and other current assets	217	763
Total current assets	25,791	38,523
Noncurrent assets:
Property and equipment, net	1,800	1,868
Operating lease right-of-use assets	4,946	5,484
Other noncurrent assets	341	347
Total noncurrent assets	7,087	7,699
Total assets	32,878	46,222
Current liabilities:
Accounts payable	1,501	1,081
Accrued expenses	1,682	2,470
Current portion of operating lease liabilities	784	966
Deferred revenue	1,751	1,351
Other current liabilities	1,104	1,484
Total current liabilities	6,822	7,352
Noncurrent liabilities:
Operating lease liabilities	3,687	3,995
Deferred revenue	33,529	34,221
Other noncurrent liabilities	3,527	3,661
Total noncurrent liabilities	40,743	41,877
Total liabilities	47,565	49,229
Commitments and contingencies
Mezzanine equity
Contingently redeemable noncontrolling interests	11,474	11,074
Shareholders' deficit
Ordinary shares ($0.0001 par value; 500,000,000 shares authorized; 38,999,597 and 39,015,476 shares issued and outstanding as of December 31, 2022 and June 30, 2023, respectively)	4	4
Additional paid-in capital	368,679	368,857
Accumulated deficit	(387,996)	(375,276)
Accumulated other comprehensive income	1,223	436
Total BeyondSpring Inc.’s shareholders’ deficit	(18,090)	(5,979)
Noncontrolling interests	(8,071)	(8,102)
Total shareholders' deficit	(26,161)	(14,081)
Total liabilities, mezzanine equity and shareholders' deficit	$ 32,878	$ 46,222

Audited Consolidated Balance Sheet as of December 31, 2022 and Unaudited Interim Condensed Consolidated Balance Sheet as of June 30, 2023 (Parentheticals) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Ordinary shares, par value (in dollars per share)	$ 0.0001	$ 0.0001
Ordinary shares, authorized (in shares)	500,000,000	500,000,000
Ordinary shares, issued (in shares)	39,015,476	38,999,597
Ordinary shares, outstanding (in shares)	39,015,476	38,999,597

Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss for the Six Months Ended June 30, 2022 and 2023 - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Revenue	$ 875	$ 676
Operating expenses
Research and development	(9,214)	(13,992)
General and administrative	(5,145)	(7,492)
Loss from operations	(13,484)	(20,808)
Foreign exchange loss, net	(200)	(350)
Interest income	281	41
Interest expenses	0	(17)
Other income, net	133	1,259
Loss before income tax	(13,270)	(19,875)
Income tax expenses (benefits)	9	(289)
Net loss	(13,261)	(20,164)
Less: Net loss attributable to noncontrolling interests	(541)	(1,675)
Net loss attributable to BeyondSpring Inc.	$ (12,720)	$ (18,489)
Net loss per share
Basic and diluted (in dollars per share)	$ (0.33)	$ (0.47)
Weighted-average shares outstanding
Basic and diluted (in shares)	38,976,761	39,065,710
Other comprehensive loss, net of tax of nil:
Foreign currency translation adjustment	$ 1,249	$ 949
Unrealized holding gain (loss)	(5)	30
Comprehensive loss	(12,017)	(19,185)
Less: Comprehensive loss attributable to noncontrolling interests	(84)	(1,336)
Comprehensive loss attributable to BeyondSpring Inc.	$ (11,933)	$ (17,849)