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6-K

Burning Rock Biotech Ltd (BNR)

6-K 2024-05-29 For: 2024-05-29
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2024

Commission File Number: 001-39316

BURNING ROCK BIOTECH LIMITED

(Registrant’s Name)

No.5 XingdaoRing Road North, International Bio Island

Guangzhou, Guangdong

People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒   Form 40-F ☐

INCORPORATION BY REFERENCE

Exhibit 99.1 (excluding the paragraphs under the heading “Non-GAAP Measures,” the table under the heading “Burning Rock Biotech Limited Reconciliations of GAAP and Non-GAAP Results,” and other discussions on non-GAAP measures therein) of this current report on Form 6-K (the “Report”) shall be incorporated by reference into the Company’s registration statements on Form F-3, which became effective on September 30, 2022 (File no. 333-264577).

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EXHIBIT INDEX

Number Description of Document
Exhibit 99.1 Press release

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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.

Burning Rock Biotech Limited
By: /s/ Leo Li
Name: Leo Li
Title: Chief Financial Officer

Date: May 29, 2024

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EX-99.1

Exhibit 99.1

Burning Rock Reports First Quarter 2024 Financial Results

GUANGZHOU, China, May 29, 2024—Burning Rock Biotech Limited (NASDAQ: BNR and LSE: BNR, the “Company” or “Burning Rock”), a company focused on the application of next generation sequencing (NGS) technology in the field of precision oncology, today reported financial results for the three months ended March 31, 2024.

Recent Business Updates

Early Detection
THUNDER study for 6-cancer test was included in the Diagnosis andTreatment Guidelines for Primary Liver Cancer (2024 Edition) and the Expert Consensus on Detection and Clinical Application of Tumor DNA Methylation Markers (2024 Edition), showing an impressive performance of ELSA-seq using cfDNA in cancer detection and origin prediction.
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Pharma Services
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Total value of new contracts during the first quarter of 2024 amounted to RMB218 million, representing a<br>growth over 100% from the same period in 2023.
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First Quarter 2024 Financial Results

Total Revenues were RMB125.6 million (US$17.4 million) for the three months ended March 31, 2024, representing a 11.9% decrease from RMB142.5 million for the same period in 2023, as we transition from central-lab to more in-hospital based testing. Importantly, in-hospital segment continued its double-digit growth.

Revenue generated from in-hospital business was RMB57.4 million<br>(US$7.9 million) for the three months ended March 31, 2024, representing a 11.3% increase from RMB51.6 million for the same period in 2023, driven by an increase in sales volume.
Revenue generated from central laboratory business was RMB47.6 million (US$6.6 million) for the three months<br>ended March 31, 2024, representing a 23.0% decrease from RMB61.8 million for the same period in 2023, primarily attributable to a decrease in the number of tests, as we continued our transition towards<br>in-hospital testing.
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Revenue generated from pharma research and development services was RMB20.6 million (US$2.9 million) for the<br>three months ended March 31, 2024, representing a 29.3% decrease from RMB29.2 million for the same period in 2023, primarily attributable to decreased testing services performed for our pharma customers due to timing of lumpy projects.<br>
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Cost of revenues **** was RMB39.9 million (US$5.5 million) for the three months ended March 31, 2024, representing an 8.7% decrease from RMB43.7 million for the same period in 2023, primarily due to a decrease in cost of central laboratory business, which was in line with the decrease in revenue generated from this business and partially offset by an increase in sales volume of in-hospital business and a decrease in depreciation expense for all kinds of business.

Gross profit **** was RMB85.7 million (US$11.9 million) for the three months ended March 31, 2024, representing a 13.2% decrease from RMB98.8 million for the same period in 2023. Gross margin was 68.2% for the three months ended March 31, 2024, compared to 69.3% for the same period in 2023. By channel, gross margin of central laboratory business was 77.7% for the three months ended March 31, 2024, compared to 77.8% during the same period in 2023; gross margin of in-hospital business was 68.3% for the three months ended March 31, 2024, compared to 66.7% during the same period in 2023, primarily due to a decrease in amortization; gross margin of pharma research and development services was 46.1% for the three months ended March 31, 2024, compared to 55.8% during the same period of 2023.

Non-GAAP gross profit, which excludes depreciation and amortization expenses, was RMB93.0 million (US$12.9 million) for the three months ended March 31, 2024, representing a 13.8% decrease from RMB107.9 million for the same period in 2023. Non-GAAP gross margin was 74.0% for the three months ended March 31, 2024, compared to 75.7% for the same period in 2023.

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Operating expenses were RMB211.5 million (US$29.3 million) for the three months ended March 31, 2024, representing a 26.4% decrease from RMB287.2 million for the same period in 2023. The decrease was primarily driven by improved operating efficiency.

Research and development expenses were RMB66.0 million (US$9.1 million) for the three months ended<br>March 31, 2024, representing a 30.1% decrease from RMB94.4 million for the same period in 2023, primarily due to (i) a decrease in staff cost resulted from the reorganization of our research and development department to improve<br>operating efficiency, and (ii) a decrease in the expenditure for research projects.
Selling and marketing expenses were RMB46.9 million (US$6.5 million) for the three months ended<br>March 31, 2024, representing a 27.7% decrease from RMB64.8 million for the same period in 2023, primarily due to (i) a decrease in staff cost resulted from the reorganization of the sales department and improvement in operating<br>efficiency; (ii) a decrease in conference fee; and (iii) a decrease in travel expense.
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General and administrative expenses were RMB98.7 million (US$13.7 million) for the three months ended<br>March 31, 2024, representing a 22.9% decrease from RMB128.0 million for the same period in 2023, primarily due to (i) a decrease in general and administrative personnel’s staff cost, and (ii) a decrease in amortized expenses<br>for office building; (iii) a decrease in the provision for allowance for doubtful accounts.
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Net loss was RMB121.5 million (US$16.8 million) for the three months ended March 31, 2024, compared to RMB185.3 million for the same period in 2023.

Cash, cash equivalents, restricted cash and short-term investments were RMB572.7 million (US$79.3 million) as of March 31, 2024.

2024 Financial Guidance

We currently expect to achieve breakeven (measured by non-GAAP gross profit minus non-GAAP SG&A) for the full year 2024.

Non-GAAP gross profit refers to gross profit excluding depreciation and amortization. Non-GAAP SG&A refers to selling and marketing expenses and general and administrative expenses, both excluding their respective sharebased compensation and depreciation and amortization.

Corporate structurereorganization

The Company moved its PRC onshore headquarter from Beijing to Guangzhou in May 2024. Burning Rock Biotech Limited, our ultimate Cayman Islands holding company, does not have any substantive operations other than directly controlling Guangzhou Burning Rock Biotech Limited, our new wholly foreign owned entity, or WFOE, and indirectly controlling Burning Rock (Beijing) Biotechnology Co., Ltd., the variable interest entity, or VIE, through certain contractual arrangements. The equity change of Beijing Burning Rock Biotech Limited had been completed, and certain contractual agreements had been amended. The chart below sets forth our corporate structure and identifies our principal subsidiaries as of the date of this release:

LOGO

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Conference Call Information

Burning Rock will host a conference call to discuss the first quarter 2024 financial results at 8:00 a.m. U.S. Eastern Time (8:00 p.m. Hong Kong time) on May 29, 2024.

Please register in advance of the conference using the link provided below and dial in 15 minutes prior to the call, using participant dial-in numbers and unique registrant ID which would be provided upon registering.

PRE-REGISTER LINK: https://register.vevent.com/register/BIbdb6210ab73d4bb7b25e3ffbdc206d07.

Additionally, a live and archived webcast of the conference call will also be available on the company’s investor relations website at http://ir.brbiotech.com or through link https://edge.media-server.com/mmc/p/ovj2q2n6.

A replay of the webcast will be available for 12 months via the same link above.

About Burning Rock

Burning Rock Biotech Limited (NASDAQ: BNR and LSE: BNR), whose mission is to guard life via science, focuses on the application of next generation sequencing (NGS) technology in the field of precision oncology. Its business consists of i) NGS-based therapy selection testing for late-stage cancer patients, and ii) cancer early detection, which has moved beyond proof-of-concept R&D into the clinical validation stage.

For more information about Burning Rock, please visit: ir.brbiotech.com.

Safe Harbor Statement

This press release contains forward-looking statements. These statements constitute “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “target,” “confident” and similar statements. Burning Rock may also make written or oral forward-looking statements in its periodic reports to the SEC, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Burning Rock’s beliefs and expectations, are forward-looking statements. Such statements are based upon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond Burning Rock’s control. Forward-looking statements involve risks, uncertainties and other factors that could cause actual results to differ materially from those contained in any such statements. All information provided in this press release is as of the date of this press release, and Burning Rock does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

Non-GAAP Measures

In evaluating the business, the Company considers and uses non-GAAP measures, such as non-GAAP gross profit and non-GAAP gross margin, as supplemental measures to review and assess operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The company defines non-GAAP gross profit as gross profit excluding depreciation and amortization. The company defines non-GAAP gross margin as gross margin excluding depreciation and amortization.

The company presents these non-GAAP financial measures because they are used by management to evaluate operating performance and formulate business plans. The company believe non-GAAP gross profit and non-GAAP gross margin excluding non-cash impact of depreciation and amortization reflect the company’s ongoing business operations in a manner that allows more meaningful period-to-period comparisons.

Contact: [email protected]

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Selected Operating Data

As of
March 31,2023 June 30,2023 September 30,2023 December 31,2023 March 31,2024
In-hospital Channel:
Pipeline partner hospitals^(1)^ 29 30 29 28 28
Contracted partner hospitals^(2)^ 49 50 55 59 59
Total number of partner hospitals **** 78 **** 80 **** 84 **** 87 **** 87
^(1)^ Refers to hospitals that are in the process of establishing in-hospital<br>laboratories, laboratory equipment procurement or installation, staff training or pilot testing using the Company’s products.
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^(2)^ Refers to hospitals that have entered into contracts to purchase the Company’s products for use on a<br>recurring basis in their respective in-hospital laboratories the Company helped them establish. Kit revenue is generated from contracted hospitals.
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Selected Financial Data

For the three months ended
Revenues March 31,2023 June 30,2023 September 30,2023 December 31,2023 March 31,2024
(RMB in thousands)
Central laboratory channel 61,804 66,239 53,481 51,288 47,614
In-hospital channel 51,561 53,835 54,496 28,809 57,387
Pharma research and development channel 29,151 26,194 19,589 40,988 20,622
Total revenues **** 142,516 **** 146,268 **** 127,566 **** 121,085 **** 125,623
For the three months ended
Gross profit March 31,2023 June 30,2023 September 30,2023 December 31,2023 March 31,2024
(RMB in thousands)
Central laboratory channel 48,090 51,876 41,487 41,886 37,002
In-hospital channel 34,409 33,353 35,459 12,910 39,192
Pharma research and development channel 16,273 15,193 8,974 23,317 9,500
Total gross profit **** 98,772 **** 100,422 **** 85,920 **** 78,113 **** 85,694
For the three months ended
Share-based compensation expenses March 31,<br>2023 June 30,<br>2023 September 30,<br>2023 December 31,<br>2023 March 31,2024
(RMB in thousands)
Cost of revenues 353 627 680 654 596
Research and development expenses 13,612 15,301 12,161 12,401 12,287
Selling and marketing expenses 1,606 3,389 2,848 1,816 508
General and administrative expenses 62,595 18,502 57,704 56,472 55,990
Total share-based compensation expenses **** 78,166 **** 37,819 **** 73,393 **** 71,343 **** 69,381

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Burning Rock Biotech Limited

Unaudited Condensed Statements of Comprehensive Loss

(in thousands, except for number of shares and per share data)

For the three months ended
March 31,<br>2023 June 30,<br>2023 September 30,2023 December 31,<br>2023 March 31,2024 March 31,2024
RMB RMB RMB RMB RMB US
Revenues **** 142,516 **** **** 146,268 **** **** 127,566 **** **** 121,085 **** **** 125,623 **** ****
Cost of revenues **** (43,744 ) **** (45,846 ) **** (41,646 ) **** (42,972 ) **** (39,929 ) )
Gross profit **** 98,772 **** **** 100,422 **** **** 85,920 **** **** 78,113 **** **** 85,694 **** ****
Operating expenses:
Research and development expenses (94,417 ) (95,779 ) (83,701 ) (73,119 ) (65,985 ) )
Selling and marketing expenses (64,774 ) (70,842 ) (62,310 ) (49,785 ) (46,856 ) )
General and administrative expenses (128,039 ) (69,525 ) (118,724 ) (121,533 ) (98,681 ) )
Total operating expenses **** (287,230 ) **** (236,146 ) **** (264,735 ) **** (244,437 ) **** (211,522 ) )
Loss from operations **** (188,458 ) **** (135,724 ) **** (178,815 ) **** (166,324 ) **** (125,828 ) )
Interest income 3,144 5,255 4,018 5,539 4,038
Other income (expense), net 599 (118 ) (157 ) 160 434
Foreign exchange (loss) gain, net (116 ) (210 ) 423 (517 ) (13 ) )
Loss before income tax **** (184,831 ) **** (130,797 ) **** (174,531 ) **** (161,142 ) **** (121,369 ) )
Income tax expenses (422 ) (445 ) (450 ) (1,071 ) (180 ) )
Net loss **** (185,253 ) **** (131,242 ) **** (174,981 ) **** (162,213 ) **** (121,549 ) )
Net loss attributable to Burning Rock Biotech Limited’s shareholders **** (185,253 ) **** (131,242 ) **** (174,981 ) **** (162,213 ) **** (121,549 ) )
Net loss attributable to ordinary shareholders **** (185,253 ) **** (131,242 ) **** (174,981 ) **** (162,213 ) **** (121,549 ) )
Loss per share for class A and class B ordinary shares:
Class A ordinary shares - basic and diluted **** (1.81 ) **** (1.28 ) **** (1.71 ) **** (1.58 ) **** (1.19 ) )
Class B ordinary shares - basic and diluted **** (1.81 ) **** (1.28 ) **** (1.71 ) **** (1.58 ) **** (1.19 ) )
Weighted average shares outstanding used in loss per share computation:
Class A ordinary shares - basic and diluted 85,065,585 85,151,052 85,000,869 85,071,360 85,219,188
Class B ordinary shares - basic and diluted 17,324,848 17,324,848 17,324,848 17,324,848 17,324,848
Other comprehensive income (loss), net of tax of nil:
Foreign currency translation adjustments (5,659 ) 14,829 (1,955 ) (3,026 ) 590
Total comprehensive loss **** (190,912 ) **** (116,413 ) **** (176,936 ) **** (165,239 ) **** (120,959 ) )
Total comprehensive loss attributable to Burning Rock Biotech Limited’sshareholders **** (190,912 ) **** (116,413 ) **** (176,936 ) **** (165,239 ) **** (120,959 ) )

All values are in US Dollars.

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Burning Rock Biotech Limited

Unaudited Condensed Consolidated Balance Sheets

(In thousands)

As of
December 31,2023 March 31,<br>2024 March 31,2024
RMB RMB US
ASSETS
Current assets:
Cash and cash equivalents 615,096 572,616
Restricted cash 120 58
Accounts receivable, net 126,858 135,360
Contract assets, net 22,748 23,063
Inventories, net 69,020 63,121
Prepayments and other current assets, net 50,254 46,630
Total current assets **** 884,096 **** 840,848
Non-current assets:
Equity method investment 337 249
Convertible note receivable 5,320 5,320
Property and equipment, net 131,912 114,498
Operating<br>right-of-use assets 12,284 19,655
Intangible assets, net 964 747
Other non-current assets 5,088 3,609
Total non-current assets **** 155,905 **** 144,078
TOTAL ASSETS **** 1,040,001 **** 984,926

All values are in US Dollars.

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Burning Rock Biotech Limited

Unaudited Condensed Consolidated Balance Sheets (Continued)

(in thousands)

As of
December 31,2023 March 31,<br>2024 March 31,2024
RMB RMB US
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable 18,061 24,630
Deferred revenue 130,537 127,516
Accrued liabilities and other current liabilities 104,935 91,037
Customer deposits 1,197 1,197
Current portion of operating lease liabilities 8,634 11,026
Total current liabilities **** 263,364 **** **** 255,406 **** ****
Non-current liabilities:
Non-current portion of operating lease<br>liabilities 3,690 7,971
Other non-current liabilities 4,537 4,717
Total non-current liabilities **** 8,227 **** **** 12,688 **** ****
TOTAL LIABILITIES **** 271,591 **** **** 268,094 **** ****
Shareholders’ equity:
Class A ordinary shares 116 116
Class B ordinary shares 21 21
Additional paid-in capital 4,849,337 4,918,718
Treasury stock (65,896 ) (65,896 ) )
Accumulated deficits (3,853,635 ) (3,975,184 ) )
Accumulated other comprehensive loss (161,533 ) (160,943 ) )
Total shareholders’ equity **** 768,410 **** **** 716,832 **** ****
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY **** 1,040,001 **** **** 984,926 **** ****

All values are in US Dollars.

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Burning Rock Biotech Limited

Unaudited Condensed Statements of Cash Flows

(in thousands)

For the three months ended
March 31,2023 March 31,2024 March 31,2024
RMB RMB US
Net cash used in operating activities (113,143 ) (40,209 ) )
Net cash used in investing activities (4,059 ) (2,386 ) )
Net cash used in financing activities (32 )
Effect of exchange rate on cash, cash equivalents and restricted cash (4,892 ) 53
Net decrease in cash, cash equivalents and restricted cash **** (122,126 ) **** (42,542 ) )
Cash, cash equivalents and restricted cash at the beginning of period 925,268 615,216
Cash, cash equivalents and restricted cash at the end of period **** 803,142 **** **** 572,674 **** ****

All values are in US Dollars.

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Burning Rock Biotech Limited

Reconciliations of GAAP and Non-GAAP Results

For the three months ended
March 31,<br>2023 June 30,<br>2023 September 30,2023 December 31,<br>2023 March 31,2024
(RMB in thousands)
Gross profit:
Central laboratory channel 48,090 51,876 41,487 41,886 37,002
In-hospital channel 34,409 33,353 35,459 12,910 39,192
Pharma research and development channel 16,273 15,193 8,974 23,317 9,500
Total gross profit **** 98,772 **** **** 100,422 **** **** 85,920 **** **** 78,113 **** **** 85,694 ****
Add: depreciation and amortization:
Central laboratory channel 2,567 2,645 2,550 2,414 1,919
In-hospital channel 2,582 2,637 2,751 2,728 1,524
Pharma research and development channel 3,974 3,665 3,863 3,808 3,856
Total depreciation and amortization included in cost of revenues **** 9,123 **** **** 8,947 **** **** 9,164 **** **** 8,950 **** **** 7,299 ****
Non-GAAP gross profit:
Central laboratory channel 50,657 54,521 44,037 44,300 38,921
In-hospital channel 36,991 35,990 38,210 15,638 40,716
Pharma research and development channel 20,247 18,858 12,837 27,125 13,356
Total non-GAAP gross profit **** 107,895 **** **** 109,369 **** **** 95,084 **** **** 87,063 **** **** 92,993 ****
Non-GAAP gross margin:
Central laboratory channel 82.0 % 82.3 % 82.3 % 86.4 % 81.7 %
In-hospital channel 71.7 % 66.9 % 70.1 % 54.3 % 70.9 %
Pharma research and development channel 69.5 % 72.0 % 65.5 % 66.2 % 64.8 %
Total non-GAAP gross margin **** 75.7 % **** 74.8 % **** 74.5 % **** 71.9 % **** 74.0 %

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