v3.26.1
Debt
3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Debt Debt
Facilities Agreement
In November 2025, BeOne Medicines Ltd. entered into the Facilities Agreement (the “Facilities Agreement”), by and among certain subsidiaries of the Company, as guarantors, the Hongkong and Shanghai Banking Corporation Limited (“HSBC”), as global coordinator, original mandated lead arranger and bookrunner, agent and security agent, and certain financial institutions listed in the Facilities Agreement, as lenders. The Facilities Agreement provides for a $140,000 U.S. dollar-denominated, 2-year B1 revolving credit facility (the “B1 Revolving Loan Facility”), a $560,000 U.S. dollar-denominated, 2-year , B2 term loan facility (the “B2 Term Loan Facility” and, together with the B1 Revolving Loan Facility, the “B Loan Facilities”), and a RMB 2,150,000 Renminbi-denominated, 3-year, A term loan facility (the “A Loan Facility”) (collectively, the “Loan Facilities”).
The following table presents outstanding borrowings under the Facilities Agreement:
 As of
March 31,December 31, 
 20262025
 $$
A Loan Facility12,467 12,298 
Less: unamortized debt issuance costs(3,211)(3,235)
Total short-term debt9,256 9,063 
A Loan Facility299,218 295,152 
B2 Term Loan Facility560,000 560,000 
Less: unamortized debt issuance costs(16,298)(18,783)
Total long-term debt842,920 836,369 
The A Loan Facility requires repayment of 4% of the aggregate amount outstanding every six months beginning on November 24, 2026, with all remaining principal outstanding due on November 24, 2028. The B2 Term Loan Facility requires repayment of 10% of the aggregate amount outstanding every three months beginning on June 15, 2027, with all remaining principal outstanding due on December 15, 2027, unless the final repayment date is extended. The Company may voluntarily prepay borrowings, in whole or in part, under the Facilities Agreement without premium or penalty. The Facilities Agreement also contains certain customary mandatory prepayment provisions in the event that the Company undergoes a change of control and in relation to disposal and insurance proceeds.
The A Loan Facility is subject to an interest rate equal to the Reference Rate (RMB) (as defined in the Facilities Agreement) plus a margin of 0.65% per annum. The B Loan Facilities are subject to an interest rate equal to the Reference Rate (USD) (as defined in the Facilities Agreement) plus a margin of 2.40% per annum. In addition to paying interest on the outstanding principal, the Company is also required to pay a commitment fee of 0.85% on the undrawn and uncancelled amounts under the Loan Facilities. Excluding commitment fees, the interest rate for the A Loan Facility and B2 Term Loan Facility was 3.7% and 6.1%, respectively, as of March 31, 2026.
As of March 31, 2026, the B1 Revolving Loan Facility was available for borrowing. Subject to certain limitations, the Loan Facilities are secured on a first priority basis granted in favor of HSBC (as security agent on behalf of the secured parties) by: (a) a security interest in the equity interests of a member of the Company and its subsidiaries and (b) security interests in, and mortgage on, the Company’s manufacturing and clinical R&D facility in New Jersey.
The Company is required to satisfy certain financial and non-financial covenants under the Facilities Agreement. The Company was compliant with the required covenants as of March 31, 2026.
Other Bank Loans
The following table summarizes the Company’s working capital and project loans as of March 31, 2026 and December 31, 2025:
LenderBorrowerTermMaturity DateNoteAs of
March 31, 2026December 31, 2025
$$
China Construction BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
9-year
June 11, 2027121,746 21,450 
China Merchants BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
 9-year
January 20, 202929,112 8,989 
China Merchants BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
9-year
November 8, 202938,614 8,497 
China CITIC BankBeOne Pharmaceutical (Suzhou) Co., Ltd.
10-year
July 28, 203249,423 9,294 
China Merchants BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
1-year
March 18, 2027557,989 — 
Total short-term debt106,884 48,230 
China Construction BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
9-year
June 11, 2027121,746 21,450 
China Merchants BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
 9-year
January 20, 2029218,225 20,224 
China Merchants BankBeOne Guangzhou Biologics Manufacturing Co., Ltd.
9-year
November 8, 2029324,174 25,970 
China CITIC BankBeOne Pharmaceutical (Suzhou) Co., Ltd.
10-year
July 28, 2032455,450 57,900 
Total long-term debt119,595 125,544 
1The credit facility offers a borrowing capacity of RMB 580,000, denominated in RMB, and bears floating interest rates benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest rate was 3.8% as of March 31, 2026. The outstanding principal balance is payable in semi-annual installments. The loan is secured by BeOne Guangzhou Biologics Manufacturing Co., Ltd.’s property ownership certificate and fixed assets.
2The credit facility offers a borrowing capacity of RMB 350,000, denominated in RMB, and bears floating interest rates benchmarking against prevailing interest rates of financial institutions in the PRC. The loan interest rate was 3.4% as of March 31, 2026. The outstanding principal balance is payable in quarterly installments. The Company repaid $2,262 (RMB15,715) during the three months ended March 31, 2026. The loan is secured by Guangzhou Factory’s south district land use right and certain fixed assets.
3The credit facility offers a borrowing capacity of RMB 378,000, denominated in RMB, and bears floating interest rates benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest rate was 3.2% as of March 31, 2026. The outstanding principal balance is payable in quarterly installments. The Company repaid $2,155 (RMB14,855) during the three months ended March 31, 2026. The loan is secured by fixed assets placed into service in the third phase of the Guangzhou manufacturing facility’s buildout.
4The credit facility offers a borrowing capacity of RMB 480,000, denominated in RMB, and bears floating interest rates benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest rate was 3.3% as of March 31, 2026. The outstanding principal balance is payable in semi-annual installments. The Company repaid $3,224 (RMB22,400) during the three months ended March 31, 2026. The loan is secured by BeOne Pharmaceutical (Suzhou) Co., Ltd.’s property ownership certificate of the small molecule manufacturing campus in Suzhou, China.
5In March 2026, the Company entered into a credit facility agreement with China Merchants Bank for an aggregate facility of RMB 950,000, denominated in RMB, available for a period of 30 months for drawdown as revolving and/or one-time borrowings. The Company drew down $58,204 (RMB 400,000) during the three months ended March 31, 2026. The borrowing bears floating interest rates benchmarking RMB loan interest rates of financial institutions in the PRC. The loan interest was 2.6% as of March 31, 2026.
The Company has numerous financial and non-financial covenants on its debt obligations with the lenders above. Some of these covenants include default and/or cross-default provisions that could require acceleration of repayment of loans in the event of default. As of March 31, 2026, the Company was in compliance with all covenants of its material debt agreements.
Interest Expense
Interest expense related to bank loans was as follows:
 Three Months Ended
 March 31,
 20262025
 $$
Interest expense, excluding amortization of debt issuance costs
15,567 12,961 
Amortization of debt issuance costs2,600 — 
Capitalized interest expense
1,075 5,959