Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)

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

of the Securities Exchange Act of 1934

Date of Report: February 17, 2023

Commission File Number: 001-39307

Legend Biotech Corporation

(Exact Name of Registrant as Specified in its Charter)

2101 Cottontail Lane

Somerset, New Jersey 08873

(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): ☐

Legend Biotech Reports Second Quarter 2022 Financial Results

Legend Biotech Corporation (“Legend Biotech”) is filing this Form 6-K to report its unaudited condensed consolidated statements of profit or loss for the three and six months ended June 30, 2022 and its unaudited condensed consolidated statements of financial position as at June 30, 2022, as required by Nasdaq Listing Rule 5250(c)(2).

This report on Form 6-K is hereby incorporated by reference in the registration statements of Legend Biotech on Form F-3 (Nos. 333-257609 and 333-257625) and Form S-8 (No. 333-239478), to the extent not superseded by documents or reports subsequently filed.

LEGEND BIOTECH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS



	Three months ended June 30, 2022		Six months ended June 30, 2022
	(Unaudited)		(Unaudited)
(in thousands, US$, except share and per share data)
REVENUE
License revenue		—		50,000
Collaboration revenue		11,937		11,937
Other revenue		34		74
Total Revenue		11,971		62,011
Collaboration cost of revenue		(16,939)		(16,939)
Other income and gains		1,856		2,868
Research and development expenses		(68,827)		(150,375)
Administrative expenses		(18,050)		(30,707)
Selling and distribution expenses		(27,440)		(48,742)
Other expenses		(8,099)		(9,626)
Fair value gain/loss of warrant liability		(65,900)		(31,000)
Finance costs		(1,643)		(2,687)
LOSS BEFORE TAX		(193,071)		(225,197)
Income tax expense		(157)		(320)
LOSS FOR THE PERIOD		(193,228)		(225,517)
Attributable to:
Ordinary equity holders of the parent		(193,228)		(225,517)
Loss per share attributable to ordinary equity holders of the parent:
Ordinary shares – basic		(0.62)		(0.73)
Ordinary shares – diluted		(0.62)		(0.73)
Shares used in loss per share computation:
Ordinary shares – basic		309,777,816		309,241,404
Ordinary shares – diluted		309,777,816		309,241,404

LEGEND BIOTECH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION


		June 30, 2022
	(Unaudited)
(in thousands, US$)
NON-CURRENT ASSETS
Property, plant and equipment		106,181
Advance payments for property, plant and equipment		191
Right-of-use assets		39,423
Other non-current assets		31,911
Intangible assets		4,624
Time deposits		4,470
Total non-current assets		186,800
CURRENT ASSETS
Collaboration inventories		8,158
Trade receivables		461
Prepayments, other receivables and other assets		42,143
Collaboration lease receivables		671
Pledged deposits		1,402
Time deposits		403,334
Cash and cash equivalents		379,776
Total current assets		835,945
Total assets		1,022,745
CURRENT LIABILITIES
Trade and notes payables		12,238
Other payables and accruals		116,842
Government grants		315
Tax payable		9,339
Warrant liability		118,900
Lease liabilities		2,122
Total current liabilities		259,756
NON-CURRENT LIABILITIES
Lease liabilities		4,380
Collaboration interest-bearing advanced funding		189,218
Other non-current liabilities		314
Government grants		6,445
Total non-current liabilities		200,357
Total liabilities		460,113
EQUITY
Share capital		31
Reserves		562,601
Total ordinary shareholders’ equity		562,632
Total equity		562,632
Total liabilities and equity		1,022,745

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.