EX-99.1 2 a2237829zex-99_1.htm EX-99.1
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Exhibit 99.1


Hutchison China MediTech Limited
Condensed Consolidated Balance Sheets
(in US$'000, except share data)

 
  Note   December 31,
2018
  March 31,
2019
 
 
   
   
  (Unaudited)
 

Assets

             

Current assets

             

Cash and cash equivalents

  3   86,036   91,689  

Short-term investments

  4   214,915   180,174  

Accounts receivable—third parties

  5   40,176   42,273  

Inventories

  6   12,309   17,612  

Other current assets

    17,105   18,246  
       

Total current assets

      370,541   349,994  

Property, plant and equipment

    16,616   17,036  

Right-of-use assets

  7     5,176  

Investments in equity investees

  8   138,318   158,927  

Deferred issuance costs

        1,391  

Other assets

    6,643   6,773  
       

Total assets

      532,118   539,297  

Liabilities and shareholders' equity

 

 

 
 

 

 

 

Current liabilities

             

Accounts payable

  9   25,625   30,764  

Other payables, accruals and advance receipts

  10   56,327   64,160  

Lease liabilities

  7     3,191  

Other current liabilities

      3,527   3,210  

Total current liabilities

    85,479   101,325  

Lease liabilities

  7     2,522  

Long-term bank borrowings

  11   26,739   26,763  

Other liabilities

      7,645   8,332  

Total liabilities

    119,863   138,942  

Commitments and contingencies

  12          

       

Company's shareholders' equity

             

Ordinary shares; $0.10 par value; 750,000,000 shares authorized; 666,577,450 shares issued at December 31, 2018 and March 31, 2019

    66,658   66,658  

Additional paid-in capital

      505,585   508,550  

Accumulated losses

    (183,004 ) (203,583 )

Accumulated other comprehensive (loss)/income

      (243 ) 4,144  

Total Company's shareholders' equity

    388,996   375,769  

Non-controlling interests

      23,259   24,586  

Total shareholders' equity

    412,255   400,355  
       

Total liabilities and shareholders' equity

      532,118   539,297  

   

The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.

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Hutchison China MediTech Limited
Condensed Consolidated Statements of Operations
(Unaudited, in US$'000, except share and per share data)

 
   
  Three Months Ended
March 31,
 
 
  Note   2018   2019  

Revenues

             

Goods—third parties

      40,631   44,744  

—related parties

  16(i)   1,731   1,866  

Services—commercialization—third parties

      2,558   1,739  

—collaboration research and development—third parties

    4,835   2,714  

—research and development—related parties

  16(i)   2,582   127  

Other collaboration revenue—royalties—third parties

      978  
       

Total revenues

  14   52,337   52,168  

Operating expenses

             

Costs of goods—third parties

      (34,030 ) (38,316 )

Costs of goods—related parties

    (1,209 ) (1,343 )

Costs of services—commercialization—third parties

      (1,817 ) (1,297 )

Research and development expenses

  15   (28,664 ) (33,282 )

Selling expenses

      (4,615 ) (3,785 )

Administrative expenses

    (7,023 ) (10,195 )
       

Total operating expenses

      (77,358 ) (88,218 )

Loss from operations

    (25,021 ) (36,050 )

Other income, net of other expenses

      1,151   1,143  

Loss before income taxes and equity in earnings of equity investees

    (23,870 ) (34,907 )

Income tax expense

  17   (1,565 ) (1,309 )

Equity in earnings of equity investees, net of tax

  8   15,030   17,110  
       

Net loss

      (10,405 ) (19,106 )

Less: Net income attributable to non-controlling interests

    (1,325 ) (779 )
       

Net loss attributable to the Company

      (11,730 ) (19,885 )

Losses per share attributable to the Company—basic and diluted (US$ per share)

  18   (0.02 ) (0.03 )

Number of shares used in per share calculation—basic and diluted

  18   663,844,980   665,470,220  

Note: The losses per share attributable to the Company—basic and diluted presented were adjusted retroactively for each of the three months ended March 31, 2018 and 2019 to take into account the share split approved by ordinary resolution at the extraordinary general meeting of the Company held on May 29, 2019, pursuant to which each ordinary share was subdivided into 10 ordinary shares.

   

The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.

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Hutchison China MediTech Limited
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited, in US$'000)

 
  Three Months Ended
March 31,
 
 
  2018   2019  

Net loss

  (10,405 ) (19,106 )

Other comprehensive income

         

Foreign currency translation gain

  7,699   4,944  

Total comprehensive loss

  (2,706 ) (14,162 )

Less: Comprehensive income attributable to non-controlling interests

  (2,150 ) (1,336 )

Total comprehensive loss attributable to the Company

  (4,856 ) (15,498 )

   

The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.

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Hutchison China MediTech Limited
Condensed Consolidated Statements of Changes in Shareholders' Equity
(Unaudited, in US$'000, except share data in '000)

 
  Ordinary
Shares
Number
  Ordinary
Shares
Value
  Additional
Paid-in
Capital
  Accumulated
Losses
  Accumulated
Other
Comprehensive
Income/(Loss)
  Total
Company's
Shareholders'
Equity
  Non-
controlling
Interests
  Total
Equity
 

As at January 1, 2018

  664,470   66,447   496,960   (108,184 ) 5,430   460,653   23,230   483,883  

Net (loss)/income

        (11,730 )   (11,730 ) 1,325   (10,405 )

Issuances in relation to share option exercises

  292   29   225       254     254  

Share-based compensation

                                 

Share options

      333       333   1   334  

LTIP

      2,080       2,080   7   2,087  

      2,413       2,413   8   2,421  

LTIP—treasury shares acquired and held by Trustee

      (5,451 )     (5,451 )   (5,451 )

Transfer between reserves

      15   (15 )        

Foreign currency translation adjustments

          6,874   6,874   825   7,699  

As at March 31, 2018

  664,762   66,476   494,162   (119,929 ) 12,304   453,013   25,388   478,401  
                 
                 
                 

As at December 31, 2018

  666,577   66,658   505,585   (183,004 ) (243 ) 388,996   23,259   412,255  

Impact of change in accounting policy (Note 2)

        (655 )   (655 ) (16 ) (671 )

As at January 1, 2019

  666,577   66,658   505,585   (183,659 ) (243 ) 388,341   23,243   411,584  

Net (loss)/income

        (19,885 )   (19,885 ) 779   (19,106 )

Share-based compensation

                                 

Share options

      2,290       2,290   5   2,295  

LTIP

      982       982   2   984  

      3,272       3,272   7   3,279  

LTIP—treasury shares acquired and held by Trustee

      (346 )     (346 )   (346 )

Transfer between reserves

      39   (39 )        

Foreign currency translation adjustments

          4,387   4,387   557   4,944  

As at March 31, 2019

  666,577   66,658   508,550   (203,583 ) 4,144   375,769   24,586   400,355  

   

The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.

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Hutchison China MediTech Limited
Condensed Consolidated Statements of Cash Flows
(Unaudited, in US$'000)

 
   
  Three Months Ended
March 31,
 
 
  Note   2018   2019  

Net cash used in operating activities

  20   (30,840 ) (28,923 )

Investing activities

             

Purchases of property, plant and equipment

    (1,318 ) (1,361 )

Deposits in short-term investments

      (244,004 ) (175,174 )

Proceeds from short-term investments

    273,031   209,915  

Net cash generated from investing activities

      27,709   33,380  

Financing activities

             

Proceeds from issuance of ordinary shares

      254    

Purchases of treasury shares

  13(ii)   (5,451 ) (346 )

Payment of issuance costs

      (34 )  

Net cash used in financing activities

    (5,231 ) (346 )

Net (decrease)/increase in cash and cash equivalents

      (8,362 ) 4,111  

Effect of exchange rate changes on cash and cash equivalents

    1,194   1,542  

      (7,168 ) 5,653  

Cash and cash equivalents

       

Cash and cash equivalents at beginning of period

      85,265   86,036  

Cash and cash equivalents at end of period

    78,097   91,689  

   

The accompanying notes are an integral part of these interim unaudited condensed consolidated financial statements.

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Hutchison China MediTech Limited
Notes to the Interim Unaudited Condensed Consolidated Financial Statements

1. Organization and Nature of Business

        Hutchison China MediTech Limited (the "Company") and its subsidiaries (together the "Group") are principally engaged in researching, developing, manufacturing and selling pharmaceuticals and healthcare products. The Group and its equity investees have research and development facilities and manufacturing plants in the People's Republic of China (the "PRC") and sell their products mainly in the PRC and Hong Kong.

Liquidity

        As at March 31, 2019, the Group had accumulated losses of US$203,583,000 primarily due to its spending in drug research and development ("Drug R&D") activities. The Group regularly monitors current and expected liquidity requirements to ensure that it maintains sufficient cash balances and adequate credit facilities to meet its liquidity requirements in the short and long term. As at March 31, 2019, the Group had cash and cash equivalents of US$91,689,000, short-term investments of US$180,174,000 and unutilized bank borrowing facilities of US$119,359,000. Short-term investments comprised of bank deposits maturing over three months. The Group's operating plan includes the continued receipt of dividends from certain of its equity investees.

        Based on the Group's operating plan, the existing cash and cash equivalents, short-term investments and unutilized bank borrowing facilities are considered to be sufficient to meet the cash requirements to fund planned operations and other commitments for at least the next twelve months (the look-forward period used).

2. Summary of Significant Accounting Policies

Principles of Consolidation and Basis of Presentation

        The interim unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America ("U.S. GAAP") for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The interim unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements, except for the adoption of Accounting Standards Codification ("ASC") 842, Leases ("ASC 842") as described below. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period.

        The comparative year-end condensed balance sheet data was derived from the annual audited consolidated financial statements, but is condensed to the same degree as the interim condensed balance sheet data.

        The interim unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users have read or have access to the annual audited consolidated financial statements for the preceding fiscal year.

        The preparation of interim unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the interim unaudited condensed consolidated financial statements and the reported amounts of revenues and

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expenses during the reporting period. Estimates are used in determining items such as useful lives of property, plant and equipment, write-down of inventories, allowance for doubtful accounts, share-based compensation, impairments of long-lived assets, impairment of other intangible asset and goodwill, income tax expenses, tax valuation allowances, revenues and cost accruals from research and development projects. Actual results could differ from those estimates.

Leases

Summary of impact of applying ASC 842

        The Group applied ASC 842 to its various leases at the date of initial application of January 1, 2019. As a result, the Group has changed its accounting policy for leases as detailed below. The core principle of ASC 842 is that a lessee should recognize the assets and liabilities that arise from leases. Therefore, the Group recognizes in the condensed consolidated balance sheets liabilities to make lease payments (the lease liabilities) and right-of-use assets representing its right to use the underlying assets for their lease terms. The Group applied ASC 842 using the optional transition method by recognizing the cumulative effect as an adjustment to opening accumulated losses as at January 1, 2019. The comparative information prior to January 1, 2019 has not been adjusted and continues to be reported under ASC 840, Leases ("ASC 840").

        The Group assessed lease agreements as at January 1, 2019 under ASC 842, except for short-term leases. The Group elected the short-term lease exception for leases with a term of 12 months or less and recognizes lease expenses for such leases on a straight-line basis over the lease term and does not recognize right-of-use assets or lease liabilities accordingly. As a result of this assessment, the Group recorded an aggregate US$0.7 million in additional lease expenses as a cumulative adjustment to opening accumulated losses upon adoption. Additionally, the Group recognized right-of-use assets and lease liabilities of US$5.7 million and US$6.4 million respectively as at January 1, 2019.

        The lease liabilities were measured at the present value of the remaining lease payments, discounted using the lessees' incremental borrowing rate as at January 1, 2019. The Group's weighted average incremental borrowing rate applied on January 1, 2019 was 3.97% per annum.

        A reconciliation of the Group's reported operating lease commitments as at December 31, 2018 and the Group's lease liabilities recognized upon adoption of ASC 842 as at January 1, 2019 is as follows:

 
  (in US$'000)  

Operating lease commitments as at December 31, 2018 (note (a))

  8,835  

Less: Leases not commenced as at January 1, 2019

    (3,676 )

Less: Short-term leases

  (5 )

Add: Adjustment as a result of the treatment for a termination option (note (b))

    1,409  

Less: Discount under the lessees' incremental borrowing rate as at January 1, 2019

  (206 )

Lease liabilities recognized as at January 1, 2019

    6,357  

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Notes:

(a)
Future aggregate minimum payments under non-cancellable operating leases under ASC 840 were as follows:
 
  December 31, 2018  
 
  (in US$'000)
 

Not later than 1 year

  3,026  

Between 1 to 2 years

    2,735  

Between 2 to 3 years

  1,056  

Between 3 to 4 years

    882  

Between 4 to 5 years

  810  

Later than 5 years

    326  

Total minimum lease payments

  8,835  
(b)
The Group leases its corporate offices in Hong Kong through a support service agreement with an indirect subsidiary of CK Hutchison Holdings Limited ("CK Hutchison"), which is the Company's ultimate holding company. The support service agreement may be terminated by giving 3-months advance notice; therefore, there was no lease commitment beyond the 3-months advance notice period as at December 31, 2018. This termination option is not considered probable of exercise for the purposes of applying ASC 842.

        The Group recognized right-of-use assets as at January 1, 2019 measured at their carrying amounts as if ASC 842 had been applied since their commencement dates, but discounted using the lessees' incremental borrowing rate as at January 1, 2019.

        Recognized right-of-use assets was as follows:

 
  (in US$'000)  

Offices

  4,877  

Factories

    383  

Others

  487  

    5,747  

        There were no adjustments to net cash generated from/(used in) operating activities, investing activities or financing activities in the condensed consolidated statement of cash flows.

        In applying ASC 842 for the first time, the Group has used the following practical expedients permitted by the standard: (i) no reassessment of whether any expired or existing contracts are or contain leases; (ii) no reassessment of the lease classification for any expired or existing leases; (iii) the exclusion of initial direct costs for the measurement of the right-of-use assets at the date of initial application; and (iv) the use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

Updated accounting policy—ASC 842

        In an operating lease, a lessee obtains control of only the use of the underlying asset, but not the underlying asset itself. An operating lease is recognized as a right-of-use asset with a corresponding liability at the date which the leased asset is available for use by the Group. The Group recognizes an obligation to make lease payments equal to the present value of the lease payments over the lease term. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option.

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        Lease liabilities include the net present value of the following lease payments: (i) fixed payments; (ii) variable lease payments; and (iii) payments of penalties for terminating the lease if the lease term reflects the lessee exercising that option, if any. Lease liabilities exclude the following payments that are generally accounted for separately: (i) non-lease components, such as maintenance and security service fees and value added tax, and (ii) any payments that a lessee makes before the lease commencement date. The lease payments are discounted using the interest rate implicit in the lease or if that rate cannot be determined, the lessee's incremental borrowing rate being the rate that the lessee would have to pay to borrow the funds in its currency and jurisdiction necessary to obtain an asset of similar value, economic environment and terms and conditions.

        An asset representing the right to use the underlying asset during the lease term is recognized that consists of the initial measurement of the operating lease liability, any lease payments made to the lessor at or before the commencement date less any lease incentives received, any initial direct cost incurred by the Group and any restoration costs.

        After commencement of the operating lease, the Group recognizes lease expenses on a straight-line basis over the lease term. The right-of-use asset is subsequently measured at cost less accumulated amortization and any impairment provision. The amortization of the right-of-use asset represents the difference between the straight-line lease expense and the accretion of interest on the lease liability each period. The interest amount is used to accrete the lease liability and to amortize the right-of-use asset. There is no amount recorded as interest expense.

        Payments associated with short-term leases are recognized as lease expenses on a straight-line basis over the period of the leases.

        Subleases of right-of-use assets are accounted for similar to other leases. As an intermediate lessor, the Group separately accounts for the head-lease and sublease unless it is relieved of its primary obligation under the head-lease. Sublease income is recorded on a gross basis separate from the head-lease expenses. If the total remaining lease cost on the head-lease is more than the anticipated sublease income for the lease term, this is an indicator that the carrying amount of the right-of-use asset associated with the head-lease may not be recoverable, and the right-of-use asset will be assessed for impairment.

3. Cash and Cash Equivalents

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Cash at bank and on hand

  78,556   51,409  

Bank deposits maturing in three months or less (note (a))

    7,480     40,280  

  86,036   91,689  

Denominated in:

             

US$ (note (b))

  58,291   73,539  

RMB (note (b))

    23,254     15,739  

UK Pound Sterling ("£") (note (b))

  331   84  

Hong Kong dollar ("HK$")

    4,160     2,327  

  86,036   91,689  
Notes:


(a)
The weighted average effective interest rate on bank deposits for the year ended December 31, 2018 and the three months ended March 31, 2019 was 1.98% per annum and 2.49% per annum respectively (with maturity ranging from 7 to 90 days and 30 to 35 days respectively).

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(b)
Certain cash and bank balances denominated in RMB, US$ and £ were deposited with banks in the PRC. The conversion of these balances into foreign currencies is subject to the rules and regulations of foreign exchange control promulgated by the PRC government.

4. Short-term Investments

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Bank deposits maturing over three months (note)

     

Denominated in:

             

US$

  214,538   179,796  

HK$

    377     378  

  214,915   180,174  

      Note: The weighted average effective interest rate on bank deposits for the year ended December 31, 2018 and the three months ended March 31, 2019 was 2.18% per annum and 2.82% per annum respectively (with maturity ranging from 91 to 100 days and 91 to 97 days respectively).

5. Accounts Receivable—Third Parties

        Accounts receivable from contracts with customers, net of allowance for doubtful accounts, consisted of the following:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Accounts receivable, gross

  40,217   42,360  

Allowance for doubtful accounts

    (41 )   (87 )

Accounts receivable, net

  40,176   42,273  

        Substantially all accounts receivable are denominated in RMB, US$ and HK$ and are due within one year from the end of the reporting periods. The carrying values of accounts receivable approximate their fair values due to their short-term maturities.

        Movements on the allowance for doubtful accounts:

 
  2018   2019  
 
  (in US$'000)
 

As at January 1

  258   41  

Increase in allowance for doubtful accounts

    171     76  

Decrease in allowance due to subsequent collection

  (160 ) (31 )

Exchange difference

    12     1  

As at March 31

  281   87  

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        An aging analysis based on the relevant invoice dates is as follows:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Not later than 3 months

  37,326   39,603  

Between 3 months to 6 months

    2,704     2,595  

Between 6 months to 1 year

  61   162  

Later than 1 year

    126      

Accounts receivable, gross

  40,217   42,360  

6. Inventories

        Inventories, net of provision for excess and obsolete inventories, consisted of the following:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Raw materials

  652   1,333  

Finished goods

    11,657     16,279  

  12,309   17,612  

7. Leases

        The Group leases various offices, factories and other assets. Lease contracts are typically within a period of 1 to 5 years.

        Leases consisted of the following:

 
  March 31, 2019  
 
  (in US$'000)
 

Right-of-use assets

   

Offices (note (a))

  4,308  

Factories

  325  

Others (note (b))

  543  

Total right-of-use assets

  5,176  

Lease liabilities—current

  3,191  

Lease liabilities—non-current

  2,522  

  5,713  

Notes:

(a)
Includes (i) US$0.2 million right-of-use asset for offices in the United States of America that is leased through July 2023 which includes an option to renew the lease up to an additional 3 years; and (ii) US$1.4 million right-of-use asset for corporate offices in Hong Kong that is leased through May 2021 which includes a termination option with 3 months advance notice. The renewal and termination options were not recognized as part of the right-of-use assets and lease liabilities.

(b)
Includes US$0.4 million right-of-use asset for retail space in the United Kingdom that is leased through May 2022 which the Group has subleased through May 2022.

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        Lease activities are summarized as follows:

 
  Three Months Ended
March 31, 2019
 
 
  (in US$'000)
 

Lease expenses:

     

Short-term leases with lease terms equal or less than 12 months

  12  

Leases with lease terms greater than 12 months

  818  

  830  

Sublease rental income

  61  

Cash paid on lease liabilities

  852  

Non-cash: Lease liabilities recognized from obtaining right-of-use assets

   

        The weighted average remaining lease term and the weighted average discount rate as at March 31, 2019 was 1.83 years and 3.96% respectively.

        Future lease payments are as follows:

 
  March 31, 2019  
 
  (in US$'000)
 

Lease payments:

     

Not later than 1 year

    3,356  

Between 1 to 2 years

  2,006  

Between 2 to 3 years

    449  

Between 3 to 4 years

  105  

Between 4 to 5 years

    25  

Total lease payments

  5,941  

Less: Discount factor

    (228 )

Total lease liabilities

  5,713  

8. Investments in Equity Investees

        Investments in equity investees consisted of the following:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Hutchison Whampoa Guangzhou Baiyunshan Chinese Medicine Company Limited ("HBYS")

  60,992   65,594  

Shanghai Hutchison Pharmaceuticals Limited ("SHPL")

  68,812   84,737  

Nutrition Science Partners Limited ("NSPL")

  8,102   8,109  

Other

  412   487  

  138,318   158,927  

        All of the equity investees are private companies and there are no quoted market prices available for their shares.

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        Summarized financial information for the significant equity investees HBYS, SHPL and NSPL is as follows:

(i)    Summarized balance sheets

 
  Commercial Platform   Innovation Platform  
 
  Consumer Health
HBYS
  Prescription Drugs
SHPL
  Drug R&D
NSPL
 
 
  December 31,
2018
  March 31,
2019
  December 31,
2018
  March 31,
2019
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Current assets

  116,020   142,306   124,512   148,151   17,320   16,633  

Non-current assets

  100,353   102,819   98,532   101,305      

Current liabilities

  (73,974 ) (93,365 ) (84,357 ) (78,528 ) (1,117 ) (415 )

Non-current liabilities

  (17,302 ) (17,481 ) (6,909 ) (7,454 )    

Net assets

  125,097   134,279   131,778   163,474   16,203   16,218  

Non-controlling interests

  (3,113 ) (3,090 )        

  121,984   131,189   131,778   163,474   16,203   16,218  

(ii)   Summarized statements of operations

 
  Commercial Platform   Innovation
Platform
 
 
  Consumer Health
HBYS
  Prescription Drugs
SHPL
  Drug R&D
NSPL(note(a))
 
 
  Three Months Ended
March 31,
  Three Months Ended
March 31,
  Three Months Ended
March 31,
 
 
  2018   2019   2018   2019   2018   2019  
 
  (in US$'000)
 

Revenue

  62,090   58,484   86,733   89,501      

Gross profit

  30,557   31,505   63,114   64,582      

Interest income

  35   33   214   141     44  

Finance cost

  (30 ) (4 )        

Profit/(loss) before taxation

  6,749   7,056   31,300   32,813   (2,194 ) 15  

Income tax expense (note (b))

  (1,141 ) (1,163 ) (4,670 ) (4,715 )    

Net income/(loss)

  5,608   5,893   26,630   28,098   (2,194 ) 15  

Non-controlling interests

  2   89          

Net income/(loss) attributable to the shareholders of equity investee

  5,610   5,982   26,630   28,098   (2,194 ) 15  
Notes:


(a)
NSPL primarily incurred research and development expenses during the three months ended March 31, 2018 and did not have any activity for the three months ended March 31, 2019.

(b)
The main entities within the HBYS and SHPL groups have been granted the High and New Technology Enterprise ("HNTE") status. Accordingly, the entities were eligible to use a preferential income tax rate of 15% for the three months ended March 31, 2018 and 2019.

13


        For the three months ended March 31, 2018 and 2019, other immaterial equity investees had net income of approximately US$15,000 and US$125,000 respectively.

(iii) Reconciliation of summarized financial information

        Reconciliation of the summarized financial information presented to the carrying amount of investments in equity investees is as follows:

 
  Commercial Platform   Innovation
Platform(note)
 
 
  Consumer Health
HBYS
  Prescription Drugs
SHPL
  Drug R&D
NSPL
 
 
  2018   2019   2018   2019   2018   2019  
 
  (in US$'000)
 

Opening net assets after non-controlling interests as at January 1

  110,616   121,984   132,731   131,778   38,401   16,203  

Impact of change in accounting policy (ASC 842)

    (19 )   (2 )    

Net income/(loss) attributable to the shareholders of equity investee

  5,610   5,982   26,630   28,098   (2,194 ) 15  

Other comprehensive income

  4,727   3,242   5,995   3,600      

Closing net assets after non-controlling interests as at March 31

  120,953   131,189   165,356   163,474   36,207   16,218  

Group's share of net assets

  60,477   65,594   82,678   81,737   18,104   8,109  

Goodwill

      3,179   3,000      

Carrying amount of investments as at March 31

  60,477   65,594   85,857   84,737   18,104   8,109  

    Note: The Innovation Platform includes other immaterial equity investees. As at December 31, 2018 and March 31, 2019, the aggregate carrying amount of investments in NSPL and other immaterial equity investees was approximately US$8,514,000 and US$8,596,000 respectively.

        The equity investees had the following capital commitments:

 
  March 31, 2019  
 
  (in US$'000)
 

Property, plant and equipment

   

Contracted but not provided for

  1,807  

9. Accounts Payable

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Accounts payable—third parties

  14,158   19,204  

Accounts payable—non-controlling shareholders of subsidiaries (Note 16(iv))

  4,960   4,143  

Accounts payable—related party (Note 16(ii))

  6,507   7,417  

  25,625   30,764  

        Substantially all accounts payable are denominated in RMB and US$ and due within one year from the end of the reporting period. The carrying values of accounts payable approximate their fair values due to their short-term maturities.

14


        An aging analysis based on the relevant invoice dates is as follows:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Not later than 3 months

  19,185   23,642  

Between 3 months to 6 months

  5,584   4,225  

Between 6 months to 1 year

  703   2,762  

Later than 1 year

  153   135  

  25,625   30,764  

10. Other Payables, Accruals and Advance Receipts

        Other payables, accruals and advance receipts consisted of the following:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Accrued salaries and benefits

  8,715   6,056  

Accrued research and development expenses

  28,883   37,219  

Accrued selling and marketing expenses

  4,675   4,756  

Accrued administrative and other general expenses

  6,181   9,897  

Deferred government incentives

  1,817   384  

Deposits

  1,230   1,899  

Dividend payable to non-controlling shareholder of subsidiary (Note 16(iv))

  1,282   1,282  

Others

  3,544   2,667  

  56,327   64,160  

11. Bank Borrowings

        Bank borrowings consisted of the following:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Non-current

  26,739   26,763  

        The weighted average interest rate for outstanding bank borrowings for the year ended December 31, 2018 and the three months ended March 31, 2019 was 2.79% per annum and 2.94% per annum respectively. The carrying amounts of the Group's bank borrowings are all denominated in HK$.

(i)    3-year term loan and 18-month revolving loan facilities

        In November 2017, the Group through its subsidiary, entered into facility agreements with a bank for the provision of unsecured credit facilities in the aggregate amount of HK$400,000,000 (US$51,282,000). The credit facilities include (i) a HK$210,000,000 (US$26,923,000) 3-year term loan facility and (ii) a HK$190,000,000 (US$24,359,000) 18-month revolving loan facility. The term loan bears interest at 1.50% over the Hong Kong Interbank Offered Rate ("HIBOR") per annum and an upfront fee of HK$1,575,000 (US$202,000). The revolving loan facility bears interest at 1.25% over HIBOR per annum. The term loan was drawn in May 2018 and is due in November 2020. Accordingly, the term loan is recorded under long-term bank borrowings as at December 31, 2018 and March 31, 2019. As at December 31, 2018 and

15


March 31, 2019, no amount has been drawn from the revolving loan facility. These credit facilities are guaranteed by the Company.

(ii)   2-year revolving loan facilities

        In August 2018, the Group through its subsidiary, entered into two separate facility agreements with banks for the provision of unsecured credit facilities in the aggregate amount of HK$507,000,000 (US$65,000,000). The first credit facility is a HK$351,000,000 (US$45,000,000) revolving loan facility, with a term of 2 years and an annual interest rate of 1.35% over HIBOR. The second credit facility is a HK$156,000,000 (US$20,000,000) revolving loan facility, with a term of 2 years and an annual interest rate of 1.35% over HIBOR. These credit facilities are guaranteed by the Company. As at December 31, 2018 and March 31, 2019, no amount has been drawn from either of the revolving loan facilities.

(iii) 3-year revolving loan facility

        In November 2018, the Group through its subsidiary renewed a 3-year revolving loan facility with a bank in the aggregate amount of HK$234,000,000 (US$30,000,000) with an annual interest rate of 0.85% over HIBOR. This credit facility is guaranteed by the Company. As at December 31, 2018 and March 31, 2019, no amount has been drawn from the revolving loan facility.

        The Group's bank borrowings are repayable as from the dates indicated as follows:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Not later than 1 year

     

Between 1 to 2 years

  26,923   26,923  

  26,923   26,923  

        As at December 31, 2018 and March 31, 2019, the Group had unutilized bank borrowing facilities of HK$931,000,000 (US$119,359,000).

12. Commitments and Contingencies

Capital commitments

        The Group had the following capital commitments:

 
  March 31, 2019  
 
  (in US$'000)
 

Property, plant and equipment

   

Contracted but not provided for

  1,341  

        The Group does not have any other significant commitments or contingencies.

16


13. Share-based Compensation

(i)    Share-based Compensation of the Company

        The Company conditionally adopted a share option scheme on June 4, 2005 (as amended on March 21, 2007) and such scheme has a term of 10 years. It expired in 2016 and no further share options can be granted. Another share option scheme was conditionally adopted on April 24, 2015 (the "HCML Share Option Scheme"). Pursuant to the HCML Share Option Scheme, the Board of Directors of the Company may, at its discretion, offer any employees and directors (including Executive and Non-executive Directors but excluding Independent Non-executive Directors) of the Company, holding companies of the Company and any of their subsidiaries or affiliates, and subsidiaries or affiliates of the Company share options to subscribe for shares of the Company.

        As at March 31, 2019, the aggregate number of shares issuable under the HCML Share Option Scheme is 23,130,970 ordinary shares and the aggregate number of shares issuable under the prior share option scheme which expired in 2016 is 1,845,180 ordinary shares. Additionally, the number of shares authorized but unissued was 83,422,550 ordinary shares.

        Share options granted are generally subject to a four-year vesting schedule, depending on the nature and the purpose of the grant. Share options subject to the four-year vesting schedule, in general, vest 25% upon the first anniversary of the vesting commencement date as defined in the grant letter, and 25% every subsequent year. However, certain share option grants may have a different vesting schedule as approved by the Board of Directors of the Company. No outstanding share options will be exercisable or subject to vesting after the expiry of a maximum of eight to ten years from the date of grant.

        A summary of the Company's share option activity and related information is as follows:

 
  Number of
share
options
  Weighted average
exercise price in
£ per share
  Weighted average
remaining
contractual life
(years)
  Aggregate
intrinsic value
(in £'000)
 

Outstanding at January 1, 2018

  11,264,120   1.77   6.29   43,158  

Granted

  10,606,260   4.69          

Exercised

  (2,107,080 ) 1.40      

Cancelled

  (1,208,450 ) 4.30          

Outstanding at December 31, 2018

  18,554,850   3.31   7.35   15,158  

Cancelled

  (145,350 ) 4.65          

Outstanding at March 31, 2019

  18,409,500   3.30   7.09   24,301  

Vested and exercisable at December 31, 2018

  8,032,040   1.68   4.84   14,843  

Vested and exercisable at March 31, 2019

  8,532,040   1.82   4.82   23,437  

17


        In estimating the fair value of share options granted, the following assumptions were used in the Polynomial model for awards granted in the periods indicated:

 
  Year Ended December 31,
 
  2011   2013   2016   2017   2018

Weighted average grant date fair value of share options (in £ per share)

  0.18   0.32   0.90   1.27   1.67  

Significant inputs into the valuation model (weighted average):

                   

Exercise price (in £ per share)

  0.44   0.61   1.97   3.11   4.69  

Share price at effective date of grant (in £ per share)

  0.43   0.61   1.97   3.11   4.66  

Expected volatility (note (a))

  46.6%   36.0%   39.0%   36.3%   37.6%  

Risk-free interest rate (note (b))

  3.13%   3.16%   1.00%   1.17%   1.46%  

Contractual life of share options (in years)

  10   10   8   10   10  

Expected dividend yield (note (c))

  0%   0%   0%   0%   0%  

Notes:

(a)
The Company calculated its expected volatility with reference to the historical volatility prior to the issuances of share options.

(b)
The risk-free interest rates used in the Polynomial model are with reference to the sovereign yield of the United Kingdom because the Company's ordinary shares are currently listed on AIM and denominated in £.

(c)
The Company has not declared or paid any dividends and does not currently expect to do so in the foreseeable future, and therefore uses an expected dividend yield of zero in the Polynomial model.

        The Company will issue new shares to satisfy share option exercises. The following table summarizes the Company's share option exercises:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Cash received from share options exercised

  254    

Total intrinsic value of share options exercised

  1,764    

        The Group recognizes compensation expense on a graded vesting approach over the requisite service period. The following table presents share-based compensation expense included in the Group's consolidated statements of operations:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Research and development expenses

  334   2,109  

Administrative expenses

    186  

  334   2,295  

        As at March 31, 2019, the total unrecognized compensation cost was US$13,028,000, and will be recognized on a graded vesting approach over the weighted average remaining service period of 3.07 years.

18


(ii)   LTIP

        The Company grants awards under the LTIP to participating directors and employees, giving them a conditional right to receive ordinary shares of the Company or the equivalent ADS (collectively the "Awarded Shares") to be purchased by the Trustee up to a cash amount. Vesting will depend upon continued employment of the award holder with the Group and will otherwise be at the discretion of the Board of Directors of the Company. Additionally, some awards are subject to change based on annual performance targets prior to their determination date.

LTIP awards prior to the determination date

        Performance targets vary by award, and may include targets for shareholder returns, free cash flows, revenues, net profit after taxes and the achievement of clinical and regulatory milestones. As the extent of achievement of the performance targets is uncertain prior to the determination date, a probability based on management's assessment on the achievement of the performance target has been assigned to calculate the amount to be recognized as an expense over the requisite period with a corresponding entry to liability.

LTIP awards after the determination date

        Upon the determination date, the Company will pay a determined monetary amount, up to the maximum cash amount based on the actual achievement of the performance target specified in the award, to the Trustee to purchase the Awarded Shares. Any cumulative compensation expense previously recognized as a liability will be transferred to additional paid-in capital, as an equity-settled award. If the performance target is not achieved, no Awarded Shares of the Company will be purchased and the amount previously recorded in the liability will be reversed through profit or loss.

        Granted awards under the LTIP are as follows:

Grant date   Maximum cash
amount per annum
(in US$ millions)
  Covered
financial years
  Performance target
determination date
 

October 19, 2015

  1.8   2014-2016   note (a )

March 24, 2016

  0.3   note (b ) note (b )

March 15, 2017

  0.4   note (c ) note (c )

March 15, 2017 and August 2, 2017

  6.0   2017-2019   note (d )

December 15, 2017

  0.5   2018-2019   note (d )

August 6, 2018

  0.1   2018-2019   note (d )

December 14, 2018

  1.5   2019   note (d )
Notes:


(a)
The annual performance target determination date is the date of the announcement of the Group's annual results for the covered financial year and vesting occurs one business day after the publication date of the annual report of the Company for the financial year falling two years after the covered financial year to which the LTIP award relates.

(b)
This award does not stipulate performance targets and is subject to a vesting schedule of 25% on each of the first, second, third and fourth anniversaries of the date of grant.

(c)
This award did not stipulate performance targets and vested one business day after the publication date of the annual report for the 2017 financial year.

(d)
The annual performance target determination date is the date of the announcement of the Group's annual results for the covered financial year and vesting occurs two business days after the announcement of the Group's annual results for the financial year falling two years after the covered financial year to which the LTIP award relates.

19


        The Trustee has been set up solely for the purpose of purchasing and holding the Awarded Shares during the vesting period on behalf of the Group using funds provided by the Group. On the determination date, if any, the Company will determine the cash amount, based on the actual achievement of each annual performance target, for the Trustee to purchase the Awarded Shares. The Awarded Shares will then be held by the Trustee until they are vested.

        The Trustee's assets include treasury shares and funds for additional treasury shares, trustee fees and expenses. The number of treasury shares (in the form of ordinary shares or ADS of the Company) purchased and held by the Trustee were as follows:

 
  Number of
treasury shares
  Cost
(in US$'000)
 

As at January 1, 2018

  559,775   1,957  

Purchased

  795,005   5,451  

Vested

  (233,750 ) (731 )

As at December 31, 2018

  1,121,030   6,677  

Purchased

  60,430   346  

Vested

  (240,150 ) (944 )

As at March 31, 2019

  941,310   6,079  

        For the three months ended March 31, 2018 and 2019, US$59,000 and US$37,000 of the LTIP awards were forfeited respectively.

        The following table presents the share-based compensation expenses recognized under the LTIP awards:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Research and development expenses

  475   361  

Selling and administrative expenses

  405   275  

  880   636  

Recorded with a corresponding credit to:

         

Liability

  563   178  

Additional paid-in capital

  317   458  

  880   636  

        For the three months ended March 31, 2018 and 2019, US$1,770,000 and US$526,000 were reclassified from liability to additional paid-in capital respectively upon LTIP awards reaching the determination date. As at December 31, 2018 and March 31, 2019, US$1,235,000 and US$887,000 were recorded as liabilities respectively for LTIP awards prior to the determination date.

        As at March 31, 2019, the total unrecognized compensation cost was approximately US$3,990,000, which considers expected performance targets and the amount expected to vest, and will be recognized over the requisite periods.

20


14. Revenues

        The following table presents revenue disaggregated by customer types, major categories and reportable segments:

 
Three Months Ended March 31, 2018
 
Innovation
Platform
Commercial
Platform
Total
 
(in US$'000)

Customer types

     

Third parties—Distribution

43,189 43,189

Third parties—Collaboration

4,835 4,835

Related parties (Note 16(i))

2,582 1,731 4,313

7,417 44,920 52,337

Major categories

     

Goods

42,362 42,362

Services

7,417 2,558 9,975

7,417 44,920 52,337

 

 
  Three Months Ended March 31, 2019  
 
  Innovation
Platform
  Commercial
Platform
  Total  
 
  (in US$'000)
 

Customer types

             

Third parties—Distribution

  1,959   44,524   46,483  

Third parties—Collaboration

  3,692     3,692  

Related parties (Note 16(i))

  127   1,866   1,993  

  5,778   46,390   52,168  

Major categories

             

Goods

  1,959   44,651   46,610  

Services

  2,841   1,739   4,580  

Royalties

  978     978  

  5,778   46,390   52,168  

15. Research and Development Expenses

        Research and development expenses are summarized as follows:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Clinical trial related costs

  19,472   19,706  

Personnel compensation and related costs

  7,850     11,295  

Other research and development expenses

  1,342   2,281  

  28,664     33,282  

21


16. Significant Transactions with Related Parties and Non-Controlling Shareholders of Subsidiaries

        The Group has the following significant transactions with related parties and non-controlling shareholders of subsidiaries, which were carried out in the normal course of business at terms determined and agreed by the relevant parties.

(i)    Transactions with related parties:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Sales to:

         

Indirect subsidiaries of CK Hutchison

  1,731     1,866  

Revenue from research and development services from:

         

Equity investees

  2,582     127  

Purchases from:

         

Equity investees

  662     1,062  

Rendering of marketing services from:

         

Indirect subsidiaries of CK Hutchison

  172     94  

An equity investee

  3,197   1,736  

  3,369     1,830  

Rendering of support services from:

         

An indirect subsidiary of CK Hutchison

  227     233  

(ii)   Balances with related parties included in:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Accounts receivable—related parties

     

Indirect subsidiaries of CK Hutchison (note (a))

  2,709     2,189  

An equity investee (note (a))

  73    

  2,782     2,189  

Accounts payable

     

An equity investee (note (a))

  6,507     7,417  

Amounts due from related parties

     

Equity investees (note (a))

  889     893  

Amounts due to related parties

     

An indirect subsidiary of CK Hutchison (note (b))

  432     623  

Other deferred income

     

An equity investee (note (c))

  1,356     1,335  

Notes:

(a)
Balances with related parties are unsecured, repayable on demand and interest-free. The carrying values of balances with related parties approximate their fair values due to their short-term maturities.

22


(b)
Amounts due to an indirect subsidiary of CK Hutchison are unsecured, repayable on demand and interest-bearing if not settled within one month.

(c)
Other deferred income represents amounts recognized from granting of promotion and marketing rights.

(iii) Transactions with non-controlling shareholders of subsidiaries:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Sales

  5,740   6,034  

Purchases

  3,323     3,504  

Interest expense

  18    

(iv)  Balances with non-controlling shareholders of subsidiaries included in:

 
  December 31,
2018
  March 31,
2019
 
 
  (in US$'000)
 

Accounts receivable—third parties

  5,070   4,193  

Accounts payable

  4,960     4,143  

Other payables, accruals and advance receipts

         

Dividend payable

  1,282     1,282  

Other non-current liabilities

         

Loan

  579     579  

17. Income Taxes

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Current tax

         

HK (note (a))

  113     85  

PRC (note (b))

  537   352  

Other

  50     69  

Deferred income tax

  865   803  

Income tax expense

  1,565     1,309  

Notes:

(a)
The Company, two subsidiaries incorporated in the British Virgin Islands and its Hong Kong subsidiaries are subject to Hong Kong profits tax which has been provided for at the rate of 16.5% on the estimated assessable profits less estimated available tax losses in each entity.

(b)
Taxation in the PRC has been provided for at the applicable rate on the estimated assessable profits less estimated available tax losses, if any, in each entity. Under the PRC Enterprise Income Tax Law (the "EIT Law"), the standard enterprise income tax rate is 25%. In

23


    addition, the EIT Law provides for, among others, a preferential tax rate of 15% for companies which qualify as HNTE. HMPL and its wholly-owned subsidiary Hutchison MediPharma (Suzhou) Limited qualify as a HNTE up to December 31, 2019 and 2020 respectively.

    Pursuant to the EIT law, a 10% withholding tax is levied on dividends paid by PRC companies to their foreign investors. A lower withholding tax rate of 5% is applicable under the China-HK Tax Arrangement if direct foreign investors with at least 25% equity interest in the PRC companies are Hong Kong tax residents, and meet the conditions or requirements pursuant to the relevant PRC tax regulations regarding beneficial ownership. Since the equity holders of the major subsidiaries and equity investees of the Company are Hong Kong incorporated companies and Hong Kong tax residents, and meet the aforesaid conditions or requirements, the Company has used 5% to provide for deferred tax liabilities on retained earnings which are anticipated to be distributed. As at December 31, 2018 and March 31, 2019, the amounts accrued in deferred tax liabilities relating to withholding tax on dividends were determined on the basis that 100% of the distributable reserves of the major subsidiaries and equity investees operating in the PRC will be distributed as dividends.

        The reconciliation of the Group's reported income tax expense to the theoretical tax amount that would arise using the tax rates of the Company against the Group's loss before income taxes and equity in earnings of equity investees is as follows:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Loss before income taxes and equity in earnings of equity investees

  (23,870 ) (34,907 )

Tax calculated at the statutory tax rate of the Company

  (3,939 ) (5,760 )

Tax effects of:

         

Different tax rates available in different jurisdictions

  1,204   1,220  

Tax valuation allowance

  5,472   6,499  

Preferential tax deduction

  (1,793 ) (1,721 )

Expenses not deductible for tax purposes

  195   695  

Utilization of previously unrecognized tax losses

  (110 ) (165 )

Withholding tax on undistributed earnings of PRC entities

  832   858  

Others

  (296 ) (317 )

Income tax expense

  1,565   1,309  

18. Losses per Share

(i)    Basic losses per share

        Basic losses per share is calculated by dividing the net loss attributable to the Company by the weighted average number of outstanding ordinary shares in issue during the period. Treasury shares held

24


by the Trustee are excluded from the weighted average number of outstanding ordinary shares in issue for purposes of calculating basic losses per share.

 
  Three Months Ended
March 31,
 
 
  2018   2019  

Weighted average number of outstanding ordinary shares in issue

  663,844,980   665,470,220  

Net loss attributable to the Company (US$'000)

  (11,730 ) (19,885 )

Losses per share attributable to the Company (US$ per share)

  (0.02 ) (0.03 )

(ii)   Diluted losses per share

        Diluted losses per share is calculated by dividing net loss attributable to the Company by the weighted average number of outstanding ordinary shares in issue and dilutive ordinary share equivalents outstanding during the period. Dilutive ordinary share equivalents include shares issuable upon the exercise or settlement of share option and LTIP awards issued by the Company using the treasury stock method.

        For the three months ended March 31, 2018 and 2019, the share options and LTIP awards issued by the Company were not included in the calculation of diluted losses per share because of their anti-dilutive effect. Therefore, diluted losses per share was equal to basic losses per share for the three months ended March 31, 2018 and 2019.

        Note: The losses per share attributable to the Company—basic and diluted presented were adjusted retroactively for each of the three months ended March 31, 2018 and 2019 to take into account the share split approved by ordinary resolution at the extraordinary general meeting of the Company held on May 29, 2019, pursuant to which each ordinary share was subdivided into 10 ordinary shares.

19. Segment Reporting

        The Group determines its operating segments from both business and geographic perspectives as follows:

    (i)
    Innovation Platform (Drug R&D): focuses on discovering, developing and commercializing targeted therapeutics in oncology and autoimmune diseases, and the provision of research and development services; and

    (ii)
    Commercial Platform: comprises of the manufacture, marketing and distribution of prescription and over-the-counter pharmaceuticals in the PRC as well as consumer health products through Hong Kong. The Commercial Platform is further segregated into two core business areas:

    (a)
    Prescription Drugs: comprises the development, manufacture, distribution, marketing and sale of prescription pharmaceuticals; and

    (b)
    Consumer Health: comprises the development, manufacture, distribution, marketing and sale of over-the-counter pharmaceuticals and consumer health products.

        Innovation Platform and Prescription Drugs businesses under the Commercial Platform are primarily located in the PRC. The locations for Consumer Health business under the Commercial Platform are further segregated into the PRC and Hong Kong.

        The performance of the reportable segments is assessed based on three measurements: (a) losses or earnings of subsidiaries before interest income, interest expense, income tax expenses and equity in earnings of equity investees, net of tax ("Adjusted (LBIT)/EBIT" or "Adjusted LBIT"), (b) equity in earnings of equity investees, net of tax and (c) operating (loss)/profit.

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        The segment information is as follows:

 
  Three Months Ended March 31, 2018  
 
  Innovation
Platform
  Commercial Platform    
   
 
 
  Drug
R&D
  Prescription
Drugs
  Consumer Health    
   
   
 
 
  PRC   PRC   PRC   Hong
Kong
  Subtotal   Unallocated   Total  
 
  (in US$'000)
 

Revenue from external customers

  7,417   35,471   3,438   6,011   44,920     52,337  

Adjusted (LBIT)/EBIT

  (24,427 ) 1,648   392   633   2,673   (3,176 ) (24,930 )

Interest income

  20   10   3   14   27   1,219   1,266  

Equity in earnings of equity investees, net of tax

  (1,089 ) 13,314   2,805     16,119     15,030  

Operating (loss)/profit

  (25,496 ) 14,972   3,200   647   18,819   (1,957 ) (8,634 )

Interest expense

        18   18   188   206  

Income tax expense

  9   445   108   104   657   899   1,565  

Net (loss)/income attributable to the Company

  (25,444 ) 13,933   2,585   261   16,779   (3,065 ) (11,730 )

Depreciation/amortization

  782   34   6   5   45   7   834  

Additions to non-current assets (other than financial instruments and deferred tax assets)

  1,059   3   7     10   2   1,071  

 

 
  As at December 31, 2018  
 
  Innovation
Platform
  Commercial Platform    
   
 
 
  Drug
R&D
  Prescription
Drugs
  Consumer Health    
   
   
 
 
  PRC   PRC   PRC   Hong
Kong
  Subtotal   Unallocated   Total  
 
  (in US$'000)
 

Total assets

  100,388   118,445   67,352   11,686   197,483   234,247   532,118  

Property, plant and equipment

  15,223   204   71   418   693   700   16,616  

Leasehold land

  1,174             1,174  

Goodwill

    2,779   407     3,186     3,186  

Other intangible asset

    347       347     347  

Investments in equity investees

  8,514   68,812   60,992     129,804     138,318  

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  Three Months Ended March 31, 2019  
 
  Innovation
Platform
  Commercial Platform    
   
 
 
  Drug
R&D
  Prescription
Drugs
  Consumer Health    
   
   
 
 
  PRC   PRC   PRC   Hong
Kong
  Subtotal   Unallocated   Total  
 
  (in US$'000)
 

Revenue from external customers

  5,778   37,849   3,342   5,199   46,390     52,168  

Adjusted (LBIT)/EBIT

  (32,318 ) 775   271   366   1,412   (5,417 ) (36,323 )

Interest income

  99   14   11   1   26   1,551   1,676  

Equity in earnings of equity investees, net of tax

  70   14,049   2,991     17,040     17,110  

Operating (loss)/profit

  (32,149 ) 14,838   3,273   367   18,478   (3,866 ) (17,537 )

Interest expense

            260   260  

Income tax expense

  47   228   93   43   364   898   1,309  

Net (loss)/income attributable to the Company

  (32,117 ) 14,321   2,761   135   17,217   (4,985 ) (19,885 )

Depreciation/amortization

  1,097   40   6   22   68   40   1,205  

Additions to non-current assets (other than financial instruments and deferred tax assets)

  1,136   129   6     135   6   1,277  

 

 
  As at March 31, 2019  
 
  Innovation
Platform
  Commercial Platform    
   
 
 
  Drug
R&D
  Prescription
Drugs
  Consumer Health    
   
   
 
 
  PRC   PRC   PRC   Hong
Kong
  Subtotal   Unallocated   Total  
 
  (in US$'000)
 

Total assets

  77,773   144,381   71,260   10,423   226,064   235,460   539,297  

Property, plant and equipment

  15,653   315   73   364   752   631   17,036  

Right-of-use assets

  3,274   32   44   520   596   1,306   5,176  

Leasehold land

  1,196             1,196  

Goodwill

    2,852   407     3,259     3,259  

Other intangible asset

    340       340     340  

Investments in equity investees

  8,596   84,737   65,594     150,331     158,927  

        Revenue from external customers is after elimination of inter-segment sales. Sales between segments are carried out at mutually agreed terms.

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        There was one customer which accounted for over 10% of the Group's revenue for the three months ended March 31, 2018 and 2019 respectively.

        Unallocated expenses mainly represent corporate expenses which include corporate employee benefit expenses and the relevant share-based compensation expenses. Unallocated assets mainly comprise cash and cash equivalents and short-term investments.

        A reconciliation of Adjusted LBIT to net loss is as follows:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Adjusted LBIT

  (24,930 ) (36,323 )

Interest income

  1,266   1,676  

Equity in earnings of equity investees, net of tax

  15,030   17,110  

Interest expense

  (206 ) (260 )

Income tax expense

  (1,565 ) (1,309 )

Net loss

  (10,405 ) (19,106 )

20. Note to Consolidated Statements of Cash Flows

        Reconciliation of net loss for the period to net cash used in operating activities:

 
  Three Months Ended
March 31,
 
 
  2018   2019  
 
  (in US$'000)
 

Net loss

  (10,405 ) (19,106 )

Adjustments to reconcile net loss to net cash used in operating activities

         

Share-based compensation expense—share options

  334   2,295  

Share-based compensation expense—LTIP

  880   636  

Equity in earnings of equity investees, net of tax

  (15,030 ) (17,110 )

Changes in right-of-use assets

    754  

Other adjustments

  2,541   1,840  

Changes in working capital

         

Accounts receivable—third parties

  (5,747 ) (2,142 )

Inventories

  2,160   (5,358 )

Accounts payable

  (7,605 ) 5,139  

Other payables, accruals and advance receipts

  2,154   6,929  

Lease liabilities

    (851 )

Other changes in working capital

  (122 ) (1,949 )

Total changes in working capital

  (9,160 ) 1,768  

Net cash used in operating activities

  (30,840 ) (28,923 )

21. Litigation

        From time to time, the Group may become involved in litigation relating to claims arising from the ordinary course of business. The Group believes that there are currently no claims or actions pending against the Group, the ultimate disposition of which could have a material adverse effect on the Group's results of operations, financial position or cash flows. However, litigation is subject to inherent

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uncertainties and the Group's view of these matters may change in the future. When an unfavorable outcome occurs, there exists the possibility of a material adverse impact on the Group's financial position and results of operations for the periods in which the unfavorable outcome occurs, and potentially in future periods.

22. Subsequent Events

        The Group evaluated subsequent events through June 6, 2019, which is the date when the interim unaudited condensed consolidated financial statements were issued.

        Pursuant to a resolution passed in the Annual General Meeting on April 24, 2019, the Company's authorized share capital was increased from US$75,000,000 to US$150,000,000 by the addition of 75,000,000 ordinary shares of US$1.00 each (equivalent to 750,000,000 ordinary shares of US$0.10 each after the share split) in the share capital of the Company.

        On May 17, 2019, Luye Pharma Hong Kong Ltd. issued a notice to the Group purporting to terminate a distribution agreement that granted the Group exclusive commercial rights to Seroquel in the PRC for failure to meet a pre-specified target. The Group disagrees with this assertion, believes that they have no basis for termination and intends to enforce its rights under the current agreement. Accordingly, no adjustment has been made to Seroquel-related balances as at March 31, 2019 including accounts receivable, inventories, long-term prepayment and accounts payable of US$1.7 million, US$0.6 million, US$1.3 million and US$1.3 million respectively, and therefore, this did not result in a significant impact to the Group for the three months ended March 31, 2019.

        Pursuant to a resolution passed in the extraordinary general meeting on May 29, 2019, each ordinary share of the Company was subdivided into 10 ordinary shares and the par value was changed from US$1.00 per ordinary share to US$0.10 per ordinary share. All Company ordinary share and per share amounts presented were adjusted retroactively as the share split was effective prior to the issuance of the interim unaudited condensed consolidated financial statements.

        On May 31, 2019, the Group through its subsidiary, entered into a separate facility agreement with a bank for the provision of unsecured credit facilities in the aggregate amount of HK$400,000,000 (US$51,282,000). The credit facilities include (i) a HK$210,000,000 (US$26,923,000) term loan facility and (ii) a HK$190,000,000 (US$24,359,000) revolving loan facility, both with a term of 3 years and an annual interest rate of 0.85% over HIBOR, with an upfront fee of HK$819,000 (US$105,000) on the term loan. These credit facilities are guaranteed by the Company and include certain financial covenant requirements. No amounts have been drawn from these credit facilities.

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QuickLinks

Hutchison China MediTech Limited Condensed Consolidated Balance Sheets (in US$'000, except share data)
Hutchison China MediTech Limited Condensed Consolidated Statements of Operations (Unaudited, in US$'000, except share and per share data)
Hutchison China MediTech Limited Condensed Consolidated Statements of Comprehensive Loss (Unaudited, in US$'000)
Hutchison China MediTech Limited Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited, in US$'000, except share data in '000)
Hutchison China MediTech Limited Condensed Consolidated Statements of Cash Flows (Unaudited, in US$'000)
Hutchison China MediTech Limited Notes to the Interim Unaudited Condensed Consolidated Financial Statements