Sio Gene Therapies (SIOX) 10-Q 9 Feb 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Dec. 31, 2015	Feb. 09, 2016
Document and Entity Information
Entity Registrant Name	Axovant Sciences Ltd.
Entity Central Index Key	1,636,050
Document Type	10-Q
Document Period End Date	Dec. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Entity Current Reporting Status	No
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		99,150,000
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2015	Mar. 31, 2015
Current assets:
Cash	$ 299,998	$ 0
Prepaid expenses and other current assets	3,819	4
Deferred financing costs	0	1,104
Total current assets	303,817	1,108
Property, plant and equipment, net	61	9
Total assets	303,878	1,117
Current liabilities:
Accounts payable	3,556	403
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc.	1,839	2,307
Accrued expenses	5,398	1,158
Contingent payment liability	5,000	0
Income tax payable	99	0
Total current liabilities	15,892	3,868
Contingent payment liability	0	5,000
Total liabilities	$ 15,892	$ 8,868
Commitments and contingencies (Note I)
Shareholders’ equity (deficit):
Common shares, par value $0.00001 per share, 1,000,000,000 shares authorized, 99,150,000 and 75,000,000 issued and outstanding at December 31, 2015 and March 31, 2015, respectively	$ 1	$ 1
Common shares subscribed	0	(1)
Additional paid-in capital	412,506	13,296
Accumulated deficit	(124,521)	(21,047)
Total shareholders’ equity (deficit)	287,986	(7,751)
Total liabilities and shareholders’ equity (deficit)	$ 303,878	$ 1,117

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2015	Mar. 31, 2015	Mar. 18, 2015	Mar. 17, 2015	Oct. 31, 2014
Common stock
Common shares par value (in dollars per share)	$ 0.00001	$ 0.00001	$ 0.00001	$ 1	$ 1
Common shares authorized (in shares)	1,000,000,000	1,000,000,000	1,000,000,000	10,000	10,000
Common shares issued (in shares)	99,150,000	75,000,000	75,000,000	750
Common shares outstanding (in shares)	99,150,000	75,000,000	75,000,000	750

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	2 Months Ended	3 Months Ended	9 Months Ended
	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2015
Operating expenses:
Research and development expenses	$ 10,538	$ 34,324	$ 53,209
General and administrative expenses	224	28,230	49,364
Total operating expenses	10,762	62,554	102,573
Loss before provision for income tax	(10,762)	(62,554)	(102,573)
Income tax expense	0	802	901
Net loss	(10,762)	(63,356)	(103,474)
Comprehensive Loss	$ (10,762)	$ (63,356)	$ (103,474)
Net loss per common share — basic and diluted (in dollars per share)	$ (1.08)	$ (0.64)	$ (1.11)
Weighted average common shares outstanding - basic and diluted (in shares)	10,000,000	99,150,000	92,914,909

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended	9 Months Ended
	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2015
Research and development
Share-based compensation	$ 457	$ 14,599	$ 24,421
General and administrative
Share-based compensation	$ 146	$ 24,457	$ 39,537

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Shareholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Common Shares	Common Shares Subscribed	Additional Paid in Capital	Accumulated Deficit
Balance at Oct. 31, 2014	$ 0	$ 0	$ 0	$ 0	$ 0
Balance (in shares) at Oct. 31, 2014		10,000,000
Increase (Decrease) in Shareholders' Equity (Deficit)
Capital contribution	5,000			5,000
Net loss	(10,762)				(10,762)
Balance at Dec. 31, 2014	(5,762)	$ 0	0	5,000	(10,762)
Balance (in shares) at Dec. 31, 2014		10,000,000
Increase (Decrease) in Shareholders' Equity (Deficit)
Common stock issued	0	$ 1	(1)
Common stock issued, shares		65,000,000
Share-based compensation expense	518			518
Capital contribution - share-based compensation	7,778			7,778
Net loss	(10,285)				(10,285)
Balance at Mar. 31, 2015	(7,751)	$ 1	(1)	13,296	(21,047)
Balance (in shares) at Mar. 31, 2015		75,000,000
Increase (Decrease) in Shareholders' Equity (Deficit)
Common stock issued	334,502			334,502
Common stock issued, shares		24,150,000
Common shares subscription paid	1		1
Capital contribution	750			750
Share-based compensation expense	13,542			13,542
Capital contribution - share-based compensation	50,416			50,416
Net loss	(103,474)				(103,474)
Balance at Dec. 31, 2015	$ 287,986	$ 1	$ 0	$ 412,506	$ (124,521)
Balance (in shares) at Dec. 31, 2015		99,150,000

Condensed Consolidated Stateme7

Condensed Consolidated Statements of Shareholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands	Jun. 16, 2015	Dec. 31, 2015
Common stock
Sale of common stock in IPO (price per share)	$ 15
Underwriting discounts, commissions and offering expenses	$ 27,748	$ 27,748

Condensed Consolidated Stateme8

Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands	2 Months Ended	9 Months Ended
	Dec. 31, 2014	Dec. 31, 2015
Cash flows from operating activities:
Net loss	$ (10,762)	$ (103,474)
Adjustments to reconcile net loss to net cash used in operating activities:
In-process research and development expenses	10,000	5,252
Share-based compensation	0	63,958
Depreciation and amortization	0	8
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(2)	(3,814)
Accounts payable	0	3,153
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc.	758	(781)
Accrued liabilities	6	5,469
Income tax payable	0	98
Net cash used in operating activities	0	(30,131)
Cash flows from investing activities:
Purchase of in-process research and development	(5,000)	(4,756)
Purchase of property, plant and equipment	0	(59)
Net cash used in investing activities	(5,000)	(4,815)
Cash flows from financing activities:
Cash proceeds from issuance of common shares in initial public offering, net of underwriting discount	0	336,893
Initial public offering costs paid	0	(2,351)
Cash capital contribution from Roivant Sciences Ltd.	5,000	750
Repayment of amounts due to Roivant Sciences Ltd. and Roivant Sciences, Inc. for amounts paid on behalf of the Company	0	(627)
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. for amounts paid on behalf of the Company	0	279
Net cash provided by financing activities	5,000	334,944
Net change in cash	0	299,998
Cash—beginning of period	0	0
Cash—end of period	0	299,998
Supplemental disclosure of cash paid:
Taxes	$ 0	$ 804

Description of Business

Description of Business	9 Months Ended
	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Axovant Sciences Ltd. (the ‘‘Company’’) is a clinical-stage biopharmaceutical company focused on acquiring, developing and commercializing novel therapeutics for the treatment of dementia. The Company intends to develop a pipeline of product candidates to comprehensively address the cognitive, functional and behavioral aspects of dementia and related neurological disorders. The Company was founded on October 31, 2014 as a Bermuda Exempted Limited Company and a wholly-owned subsidiary of Roivant Sciences Ltd. (‘‘RSL’’), under the name Roivant Neurosciences Ltd. The Company changed its name to Axovant Sciences Ltd. in March 2015 . On February 24, 2015, Axovant Sciences, Inc. (“ASI”) was formed, and on March 7, 2015 it became a wholly-owned subsidiary of the Company based in the United States of America. From its inception, the Company has devoted substantially all of its efforts to organizing and staffing the Company, raising capital, acquiring product candidates and preparing for and advancing its product candidates, RVT-101 and nelotanserin, into clinical development. The Company has determined that it has one operating and reporting segment.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies [1] Basis of Presentation: The Company’s fiscal year ends on March 31, and its fiscal quarters end on June 30, September 30, and December 31. The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the period from inception on October 31, 2014 through the period ended March 31, 2015 included in the Company’s final prospectus dated June 10, 2015 filed with the Securities and Exchange Commission (“SEC”) on June 11, 2015. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the financial position of the Company and its results of operations and cash flows for the interim periods presented have been included. Operating results for the three and nine months ended December 31, 2015 are not necessarily indicative of the results that may be expected for the year ending March 31, 2016, for any other interim period, or for any other future year. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (‘‘ASC’’) and Accounting Standards Update (‘‘ASU’’) of the Financial Accounting Standards Board (‘‘FASB’’). The condensed consolidated financial statements include the accounts of the Company and ASI, its wholly-owned subsidiary. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. There have been no significant changes in the Company’s accounting policies from those disclosed in its final prospectus filed with the SEC on June 11, 2015. [2] Use of estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to compensation expense allocated to the Company under its services agreement with Roivant Sciences, Inc. (“RSI”) and ASI, contingent liabilities, share-based compensation and research and development costs. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. [3] Net Loss per Common Share: Basic net loss per common share is computed by dividing net loss applicable to common shareholders by the weighted-average number of common shares of outstanding during the period. Diluted net loss per common share is computed by dividing the net loss applicable to common shareholders by the diluted weighted-average number of common shares outstanding during the period calculated in accordance with the treasury stock method. Stock options to purchase 5,698,817 and 5,698,817 common shares were not included in the calculation of diluted weighted-average common shares outstanding for the three and nine months ended December 31, 2015 because they were anti-dilutive. [4] Financial Instruments: ASC Topic 820, Fair Value Measurement ("ASC 820"), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company's own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes among the following: • Level 1-Valuations are based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2-Valuations are based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. • Level 3-Valuations are based on inputs that are unobservable (supported by little or no market activity) and significant to the overall fair value measurement. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company's financial instruments consist of cash and accounts payable. These financial instruments are stated at their respective historical carrying amounts, which approximates fair value due to their short-term nature. [5] Recent Accounting Pronouncements: In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. This amendment will simplify the presentation of deferred tax assets and liabilities on the balance sheet and require all deferred tax assets and liabilities to be treated as non-current ASU 2015-17 is effective for fiscal years, and interim periods within those fiscal years beginning after December 15, 2016, with early adoption permitted. The Company is evaluating the effect that ASU 2015-17 will have on its consolidated financial statements and related disclosures.

Asset Acquisitions

Asset Acquisitions	9 Months Ended
	Dec. 31, 2015
Asset Purchase Agreement
Asset Acquisitions	Asset Acquisitions [1] RVT-101: On December 17, 2014 the Company entered into an asset purchase agreement (the "Asset Purchase Agreement") to acquire certain intellectual property and research and development materials from GSK, which the Company renamed RVT-101, in exchange for the following consideration: • $5 million in cash paid at closing, December 17, 2014; • $5 million in a deferred payment payable upon the earlier of (a) the Company having determined in good faith that it has received definitive guidance from the U.S. Food and Drug Administration (the ‘‘FDA’’) that a single Phase 3 trial with RVT-101 for Alzheimer’s disease will be sufficient for New Drug Application (‘‘NDA’’) approval, (b) filing of an NDA for RVT-101 for Alzheimer’s disease incorporating data from one Phase 3 trial for Alzheimer’s disease, and (c) the Company not having dosed the first patient in a second Phase 3 trial for RVT-101 within six (6)months following the dosing of the first patient in the Company’s first Phase 3 trial for RVT-101. Should the FDA require the Company to complete additional clinical work prior to commencement of the first Phase 3 trial, the Company will have no obligation to make this deferred payment to GSK; • $35 million , $25 million and $10 million upon approval of RVT-101 in the United States, the European Union and Japan, respectively; • A one-time payment of $85 million for the first calendar year in which the Company achieves global net sales of $1.2 billion of RVT-101; and • a fixed royalty of 12.5% on annual net product sales in certain territories, subject to reduction on a product-by-product and country-by-country basis, on account of expiration of patent and regulatory exclusivity or upon generic entry. For the consideration above, the Company also received a small quantity of inventory of RVT-101, and certain research and development historical records. The Company did not hire, or receive, any GSK employees working on the development of RVT-101, or any research, clinical or manufacturing equipment. Additionally, the Company did not assume from GSK any contracts, licenses or agreements between GSK and any third party with respect to RVT-101. The Company has independently developed all clinical processes and procedures for the Phase 3 MINDSET Study through the use of internal and external resources. As the intellectual property and inventory of RVT-101 acquired had no alternative future use on the date of acquisition, the Company recorded the $5 million upfront payment as research and development expense at the closing date, December 17, 2014. In addition, the Company assessed the likelihood of making the deferred payment as probable (Refer to Note I) and recorded an additional $5 million amount as research and development expense at the date of the transaction. [2] Nelotanserin: On October 28, 2015 the Company acquired the global rights to nelotanserin, an inverse agonist of the 5HT2 A receptor, from RSL. Pursuant to the terms of the Option and Waiver Agreement between RSL and the Company entered into in May 2015 (the "Option and Waiver Agreement"), RSL granted the Company an option to acquire all of RSL’s rights, title and interest in and to the development, marketing and supply agreement for nelotanserin with Arena Pharmaceuticals, GmbH (‘‘Arena’’) (the ‘‘Arena Development Agreement’’), together with any amendments and related side letters or other agreements. The option became exercisable beginning on September 16, 2015 and, if not exercised, would have expired on December 16, 2016. The Company exercised the option on October 28, 2015 and acquired all of RSL's rights, title, interests and obligations under the Arena Development Agreement for nelotanserin and accounted for the acquisition of nelotanserin as an asset acquisition. The Company recorded $5.3 million , as research and development expense which reflects 110% of payments made by RSL to Arena, including but not limited to a $4 million up-front payment, and any costs incurred in connection with the development of nelotanserin, in each case pursuant to the Waiver and Option Agreement prior to the exercise of the option. Pursuant to the Arena Development Agreement the Company is obligated to pay Arena up to an aggregate of $ 4 million in development, $ 37.5 million in regulatory and $60 million in commercialization milestones based on the net sales of nelotanserin. The Company is also obligated to purchase finished drug product under a fixed price equal to 15% of net sales of nelotanserin. For the consideration above, the Company also received a small quantity of inventory of nelotanserin, and certain research and development historical records. The Company did not hire, or receive, any employees working on the development of nelotanserin, or any research, clinical or manufacturing equipment. Additionally, the Company did not assume from Arena any contracts, licenses or agreements between Arena and any third party with respect to nelotanserin. The Company will need to independently develop all clinical processes and procedures for future clinical studies of nelotanserin through the use of internal and external resources. As the intellectual property and inventory of nelotanserin acquired had no alternative future use on the date of acquisition, the Company recorded approximately $5.3 million upfront payment as research and development expense on the date the Company exercised its option with RSL, October 28, 2015.

Accrued Expenses Accrued Expens

Accrued Expenses Accrued Expenses	9 Months Ended
	Dec. 31, 2015
Payables and Accruals [Abstract]
Accrued Expenses	Accrued Expenses As of December 31, 2015 and March 31, 2015 our accrued expenses consisted of the following (in thousands): December 31, 2015 March 31, 2015 Research and development expenses $ 3,946 $ — Salaries, bonuses, and other compensation 1,199 56 Legal expenses 253 832 Other expenses — 270 Total accrued expenses 5,398 1,158

Related Party Transactions

Related Party Transactions	9 Months Ended
	Dec. 31, 2015
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions [1] Services Agreement: During 2015 , the Company and ASI entered into a services agreement with RSI (the ‘‘Services Agreement’’) under which RSI agreed to provide certain administrative and research and development services to the Company. The Company and ASI amended and restated its Services Agreement with RSI on October 13, 2015 for the fiscal year commencing April 1, 2015. Under the Services Agreement, as amended and restated, the Company will pay or reimburse RSI for any expenses it, or third parties acting on its behalf, incurs for the Company. For any general and administrative and research and development activities performed by RSI employees, RSI will charge back the employee compensation expense plus a pre-determined mark-up. Employee compensation expense, inclusive of base salary and fringe benefits, is determined based upon the relative percentage of time utilized on Company matters. All other costs will be billed back at cost. The accompanying interim unaudited condensed consolidated financial statements include third-party expenses that have been paid by RSI and RSL. Under the Services Agreement, for the three and nine months ended December 31, 2015 the Company incurred expenses of $2,121,317 and $5,420,656 respectively, inclusive of the mark-up. For the period from October 31, 2014 (date of inception) to December 31, 2014 the Company incurred expenses of $691,436 , inclusive of the mark-up, to the Company under the services agreement. On December 4, 2015 BVC Ltd. ("BVC") a non-public entity, which held a non-controlling ownership interest in RSL, the parent of the Company was merged with and into RSL (the " BVC Merger"), with RSL as the surviving entity. Prior to the BVC Merger the Company recorded share-based compensation expense, in relation to the share-based awards issued by BVC to RSI employees based on the changes in fair value of share-based awards which were remeasured at each reporting period date until performance was completed. As such, because the share-based awards were not based on the Company’s or RSL’s shares, they were remeasured at fair value at each reporting period until the awards vest. As a result of the BVC Merger, all outstanding BVC share-based awards were converted into RSL common share awards with the same vesting and forfeiture terms as the original grant. On December 8, 2015 following the BVC Merger, RSL recapitalized in conjunction with a private financing. For the three and nine months ended December 31, 2015 the Company recorded share-based compensation expense of $33,625,473 and $49,462,763 respectively, in relation to the RSL common share awards issued by RSL to RSI employees. These share based compensation amounts include compensation expense for BVC awards prior to the BVC Merger on December 4, 2015. Share based compensation expense is allocated to the Company by RSL based upon the relative percentage of time utilized by RSI employees on Company matters. The RSL common share awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. At the time of the BVC Merger on December 4, 2015, the unvested BVC awards that were converted into common shares of RSL were remeasured at the estimated fair value of RSL and that fair value is recognized over the remaining requisite service period. As a result of the BVC Merger, the converted BVC awards will not be remeasured prospectively. The estimated fair value of these RSL common share awards was determined by the valuation of the December 8, 2015 RSL private financing. Prior to the BVC Merger, the fair value of BVC awards were based on RSL’s valuation after considering the fair value of RSL's ownership interest in the Company and RSL's other investments, discounted cash flow analysis, transactions entered into and contemplated by RSL and relevant industry and comparable public company data. As RSL is a non-public entity, the majority of the inputs used to estimate the fair value of the BVC awards prior to the BVC Merger and the RSL common share awards following the BVC Merger are classified as level 3 due to their unobservable nature. Significant judgment and estimates were used to estimate the fair value of these awards, as they are not publicly traded. RSL common share awards are subject to specified vesting schedules and requirements (a mix of time-based, performance-based and corporate event-based, including targets for RSL’s post-IPO market capitalization and future financing events). Compensation expense will be allocated to the Company over the required service period over which these RSL common share awards would vest and is based upon the relative percentage of time utilized by RSI employees on Company matters. At December 31, 2015 , the remaining weighted average requisite service period was 2.63 years. For the three and nine months ended December 31, 2015 , the Company recorded compensation arrangement expense of $150,588 and $953,216 provided to Vivek Ramaswamy as RSI’s Chief Executive Officer by one of RSL’s investors. [2] Stock Options: During the three and nine months ended December 31, 2015 the Company granted stock options to purchase 145,000 and 215,000 shares, respectively, of the Company's common stock to employees of RSI as compensation for support services provided to the Company. The fair value of the stock options granted to RSI employees is accounted for by the Company in accordance with the authoritative guidance for non-employee equity awards and is remeasured on each valuation date until performance is complete using the Black-Scholes pricing model. (Refer to Note G). Each award is subject to a specified vesting schedule. Compensation expense will be recognized by the Company over the required service period to earn each award. The Company recorded $726,597 and $1,299,694 of share-based compensation expense for the three and nine months ended December 31, 2015 , respectively. The share-based compensation was recorded as research and development and general and administrative expense in the condensed consolidated statement of operations. The total remaining unrecognized compensation cost related to the non-vested stock options amounted to $7,655,322 as of December 31, 2015 , which will be recognized over the weighted-average remaining requisite service period of 3.12 years. Refer to (Note G) for additional disclosures. [3] Information Sharing and Cooperation Agreement: In March 2015, the Company entered into an information sharing and cooperation agreement (the “Cooperation Agreement”) with RSL. The Cooperation Agreement, among other things, grants the Company a right of first review on any potential dementia-related product or investment opportunity that RSL may consider pursuing and obligates the Company to deliver periodic financial statements and other financial information to RSL and comply with other specified financial reporting requirements. On May 1, 2015, the Company received an offer notice, as defined in the Cooperation Agreement, from RSL relating to the opportunity to acquire from Arena, certain rights to develop and market nelotanserin. On May 8, 2015, the Company entered into a Waiver and Option Agreement with RSL with respect to such opportunity and RSL entered into the Arena Development Agreement. Pursuant to the terms of the Waiver and Option Agreement, RSL granted the Company an option to acquire all of RSL’s right, title, interest and obligations in and to the Arena Development Agreement, together with any amendments and related side letters or other agreements. The option became exercisable beginning on September 16, 2015 and, if not exercised, would have expired on December 16, 2016. The Company exercised the option on October 28, 2015. (Refer to Note C). Following exercise of the option, the Services Agreement between the Company and RSI was applied with regard to any reimbursements made by the Company to RSL. [4] Family Relationships: Geetha Ramaswamy, MD, the Vice President, Medical Affairs for ASI, is the mother of Vivek Ramaswamy, the Chief Executive Officer of ASI and the Company’s principal executive officer. Shankar Ramaswamy, MD, the Vice President of Corporate Development of ASI, is the brother of Vivek Ramaswamy. Salary expenses were $62,500 and $187,500 for both Geetha Ramaswamy and Shankar Ramaswamy for the three and nine months ended December 31, 2015 , respectively. In March 2015 , Geetha Ramaswamy was granted a stock option for 262,500 common shares of the Company and Shankar Ramaswamy was granted a stock option for 750,000 common shares of the Company, in each case with an exercise price of $0.90 per share. Shankar Ramaswamy, while previously employed by RSI, was also granted restricted stock in BVC. Following the BVC Merger, this restricted stock in BVC was converted into RSL common share awards, subject to vesting and forfeiture terms consistent with the original grant. (Refer to E[1]). For the three and nine months ended December 31, 2015 , the Company has recorded share-based compensation expense of $237,114 and $366,592 , respectively, related to the RSL common share awards held by Shankar Ramaswamy (inclusive of the compensation expense noted above for BVC awards prior to the BVC Merger on December 4, 2015), which the Company has recorded as research and development expense in the condensed consolidated statement of operations. At December 31, 2015 , total unrecognized compensation expense related to this non-vested RSL common share awards was $1,197,743 and is expected to be recognized over the remaining weighted-average service period of 2.52 years.

Shareholders' Equity

Shareholders' Equity	9 Months Ended
	Dec. 31, 2015
Stockholders' Equity Note [Abstract]
Shareholders' Equity	Shareholders’ Equity [1] Overview: The Company’s Memorandum of Association, filed on October 31, 2014 in Bermuda, authorized the issuance of one class of shares. The total number of shares which the Company was authorized to issue was 10,000 , each with a par value of $1.00 per share. Effective March 18, 2015, upon approval of the Board of Directors and the Company’s sole member, RSL, the Company effected a stock split of the authorized, issued and outstanding shares of the Company at a ratio of 100,000 -to-1. The stock split increased the total number of authorized shares from 10,000 to 1,000,000,000 , increased the total number of shares issued and outstanding from 750 to 75,000,000 , and decreased par value per share from $1.00 to $0.00001 . [2] Transactions: On June 16, 2015, the Company completed its initial public offering (“IPO”) of common shares. The Company sold 24,150,000 shares at a price of $15.00 per share, which included 3,150,000 common shares issued upon the full exercise of the underwriters’ option to purchase additional shares, for gross proceeds of $362,250,000 . The Company received net proceeds of approximately $334,502,000 , net of underwriting discounts and commissions and offering expenses of approximately $27,748,000 . The cash proceeds from the IPO are currently deposited with three banking institutions and are substantially in excess of federally insured levels. In April 2015, RSL made a cash capital contribution of $750,000 . No additional common shares of the Company were issued in connection with this capital contribution.

Share-Based Compensation

Share-Based Compensation	9 Months Ended
	Dec. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Share-Based Compensation	Share-Based Compensation Stock Options: In March 2015 , the Company adopted its 2015 Equity Incentive Plan (the ‘‘2015 Plan’’), under which 7,500,000 of the Company’s common shares were originally reserved for grant. In May 2015, the Company’s Board of Directors amended the 2015 Plan to increase the number of common shares authorized for issuance thereunder to 9,500,000 common shares. The amendment of the 2015 Plan became effective upon the execution of the underwriting agreement relating to the Company’s IPO (Refer to Note F[2]). At December 31, 2015 , a total of 3,801,182 common shares were available for future issuance under the 2015 Plan. During the nine months ended December 31, 2015 , the Company granted a total of 1,761,317 options with a weighted average exercise price of $12.05 under the 2015 Plan. At December 31, 2015 , there were 5,698,817 options outstanding with a weighted average exercise price of $4.34 . At December 31, 2015 there were no vested options. For the three and nine months ended December 31, 2015 the Company recorded share-based compensation expense related to stock options issued to employees and directors of $4,315,823 and $11,876,110 , respectively. For the three and nine months ended December 31, 2015 the Company recorded $726,597 and $1,299,694 of share-based compensation expense related to stock options issued to non-employees (Note E[2]). This share-based compensation expense is included in research and development and general and administrative expenses in the accompanying condensed consolidated statement of operations. Prior to the IPO, the fair value of the Company’s common shares underlying our stock options was estimated on each grant date by the Board of Directors. In order to determine the fair value of the Company’s common shares underlying granted stock options, the Board of Directors considered, among other things, timely valuations of the common shares prepared by an unrelated third-party valuation firm in accordance with the guidance provided by the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation. In connection with the Company’s IPO and after preliminary discussions with the underwriters, the Company reassessed the determination of the fair value of the common shares underlying 4,012,500 stock options granted in March 2015 and 527,500 stock options granted in April 2015. As a result, the Company determined that the fair value of the common shares as of April 13, 2015 was $15.00 per share, which was higher than the fair values of $0.90 per share and $1.04 per share as initially determined by the Board of Directors on the dates of grant in March 2015 and April 2015, respectively. The use of this higher share price increased both recognized and unrecognized share-based compensation expense and also impacted the valuation of the BVC restricted share compensation expense discussed in Note E[1]. At December 31, 2015 , total unrecognized compensation expense related to non-vested options was $66,132,960 and is expected to be recognized over the remaining weighted-average service period of 3.28 years .

Income Taxes

Income Taxes	9 Months Ended
	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company's provision for income taxes is based on Federal, New York State and New York City income taxes. The effective income tax rate for the Company for U.S for the three and nine months ended December 31, 2015 was (1.29)% and (0.88)% , respectively. The effective tax rate for the period October 31, 2014 (date of inception) to December 31, 2014 was 0% . On a quarterly basis the Company evaluates the realizability of its deferred tax assets and consider all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance will be required to reduce the deferred tax asset to the amount that is more likely than not to be realized in future periods. As of December 31, 2015 , the Company did not have any significant uncertain tax positions. ASI filed its initial Federal, state and local income tax returns for the fiscal year ended March 31, 2015 in December 2015. The Company is subject to tax examinations for fiscal year 2015 and forward in all applicable tax jurisdictions.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Dec. 31, 2015
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company has entered into commitments under the asset purchase agreement with GSK and Arena (Refer to Note C) and a Services Agreement with RSI (Refer to Note E[1]). In addition, the Company has entered into services agreements with third parties for pharmaceutical manufacturing and research activities. The manufacturing agreements can be terminated by the Company with 30 days written notice. The Company expects to enter into other commitments as the business further develops. Under the terms of the asset purchase agreement with GSK (Please refer to Note C[1]), the Company is obligated to pay GSK an additional $5 million upon the earliest to occur of one of three specified events. The Company believes it will not have dosed the first patient in a second Phase 3 trial for RVT-101 within six months following the dosing of the first patient in the first Phase 3 trial for RVT-101. As such, the Company deems it probable that the contingent payment of $5 million will be made before June 30, 2016. The Company has recorded the obligation as a contingent payment liability in the accompanying balance sheet.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation: The Company’s fiscal year ends on March 31, and its fiscal quarters end on June 30, September 30, and December 31. The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the period from inception on October 31, 2014 through the period ended March 31, 2015 included in the Company’s final prospectus dated June 10, 2015 filed with the Securities and Exchange Commission (“SEC”) on June 11, 2015. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the financial position of the Company and its results of operations and cash flows for the interim periods presented have been included. Operating results for the three and nine months ended December 31, 2015 are not necessarily indicative of the results that may be expected for the year ending March 31, 2016, for any other interim period, or for any other future year. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (‘‘ASC’’) and Accounting Standards Update (‘‘ASU’’) of the Financial Accounting Standards Board (‘‘FASB’’). The condensed consolidated financial statements include the accounts of the Company and ASI, its wholly-owned subsidiary. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. There have been no significant changes in the Company’s accounting policies from those disclosed in its final prospectus filed with the SEC on June 11, 2015.
Use of estimates	Use of estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to compensation expense allocated to the Company under its services agreement with Roivant Sciences, Inc. (“RSI”) and ASI, contingent liabilities, share-based compensation and research and development costs. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.
Net Loss per Common Share	Net Loss per Common Share: Basic net loss per common share is computed by dividing net loss applicable to common shareholders by the weighted-average number of common shares of outstanding during the period. Diluted net loss per common share is computed by dividing the net loss applicable to common shareholders by the diluted weighted-average number of common shares outstanding during the period calculated in accordance with the treasury stock method. Stock options to purchase 5,698,817 and 5,698,817 common shares were not included in the calculation of diluted weighted-average common shares outstanding for the three and nine months ended December 31, 2015 because they were anti-dilutive.
Financial Instruments	Financial Instruments: ASC Topic 820, Fair Value Measurement ("ASC 820"), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company's own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes among the following: • Level 1-Valuations are based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2-Valuations are based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. • Level 3-Valuations are based on inputs that are unobservable (supported by little or no market activity) and significant to the overall fair value measurement. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company's financial instruments consist of cash and accounts payable. These financial instruments are stated at their respective historical carrying amounts, which approximates fair value due to their short-term nature.
Recent Accounting Pronouncements	Recent Accounting Pronouncements: In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. This amendment will simplify the presentation of deferred tax assets and liabilities on the balance sheet and require all deferred tax assets and liabilities to be treated as non-current ASU 2015-17 is effective for fiscal years, and interim periods within those fiscal years beginning after December 15, 2016, with early adoption permitted. The Company is evaluating the effect that ASU 2015-17 will have on its consolidated financial statements and related disclosures.

Accrued Expenses (Tables)

Accrued Expenses (Tables)	9 Months Ended
	Dec. 31, 2015
Payables and Accruals [Abstract]
Schedule of Accrued Liabilities	As of December 31, 2015 and March 31, 2015 our accrued expenses consisted of the following (in thousands): December 31, 2015 March 31, 2015 Research and development expenses $ 3,946 $ — Salaries, bonuses, and other compensation 1,199 56 Legal expenses 253 832 Other expenses — 270 Total accrued expenses 5,398 1,158

Description of Business (Detail

Description of Business (Details)	9 Months Ended
	Dec. 31, 2015segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	1
Number of reporting segments	1

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Details) - shares	3 Months Ended	9 Months Ended
	Dec. 31, 2015	Dec. 31, 2015
Stock options
Net Loss per Common Share
Anti-dilutive securities not included in calculation of common shares outstanding	5,698,817	5,698,817

Asset Acquisitions (Details)

Asset Acquisitions (Details)	Oct. 28, 2015USD ($)	Dec. 17, 2014USD ($)	Dec. 31, 2014USD ($)	Dec. 31, 2015USD ($)	Dec. 31, 2015USD ($)
Asset Purchase Agreement
Capital contribution - cash paid to acquire certain intellectual property and research and development			$ 5,000,000		$ 750,000
Threshold time period to determine when deferred payment payable will be made		6 months
Research and development expense			$ 10,538,000	$ 34,324,000	$ 53,209,000
GSK
Asset Purchase Agreement
Threshold time period to determine when deferred payment payable will be made					6 months
GSK | Services Agreement | RVT-101
Asset Purchase Agreement
Deferred payment payable upon certain conditions being met		$ 5,000,000
One-time payment upon achieving certain sales target		85,000,000
Threshold global net sales amount for payment of post closing amount		$ 1,200,000,000
Royalty on annual net sales (as a percent)		12.50%
Research and development expense		$ 5,000,000
GSK | Services Agreement | RVT-101 | RSL
Asset Purchase Agreement
Capital contribution - cash paid to acquire certain intellectual property and research and development		5,000,000
GSK | Services Agreement | RVT-101 | Deferred payment payable
Asset Purchase Agreement
Research and development expense		5,000,000
GSK | Services Agreement | RVT-101 | United States
Asset Purchase Agreement
Deferred payment payable upon certain conditions being met		35,000,000
GSK | Services Agreement | RVT-101 | European Union
Asset Purchase Agreement
Deferred payment payable upon certain conditions being met		25,000,000
GSK | Services Agreement | RVT-101 | Japan
Asset Purchase Agreement
Deferred payment payable upon certain conditions being met		$ 10,000,000
RSL | RSL
Asset Purchase Agreement
Research and development expense	$ 5,300,000
RSL | RSL | Information sharing and cooperation agreement, exercised waiver and option agreement
Asset Purchase Agreement
Related party transaction, agreement reimbursement percentage of option exercised	110.00%
Arena | Development Expense | Arena Development Agreement
Asset Purchase Agreement
Contingent payment liability					$ 4,000,000
Arena | Regulatory Expenses | Arena Development Agreement
Asset Purchase Agreement
Contingent payment liability					37,500,000
Arena | Upon Achievement of Commercialization for Nelotanserin | Arena Development Agreement
Asset Purchase Agreement
Contingent payment liability					$ 60,000,000
Arena | Finished Drug Product [Member] | Arena Development Agreement
Asset Purchase Agreement
Contingent payment liability, as a percent of sales					0.15
Arena | RSL
Asset Purchase Agreement
Research and development expense	$ 4,000,000

Accrued Expenses (Details)

Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Mar. 31, 2015
Payables and Accruals [Abstract]
Research and development expenses	$ 3,946	$ 0
Salaries, bonuses, and other compensation	1,199	56
Legal expenses	253	832
Other expenses	0	270
Total accrued expenses	$ 5,398	$ 1,158

Related Party Transactions (Det

Related Party Transactions (Details)	1 Months Ended	2 Months Ended	3 Months Ended	9 Months Ended
	Mar. 31, 2015$ / sharesshares	Dec. 31, 2014USD ($)	Dec. 31, 2015USD ($)shares	Dec. 31, 2015USD ($)investorshares
Related Party Transaction [Line Items]
Number of investors compensation expense was provide to parent's CEO by | investor				1
Stock options
Related Party Transaction [Line Items]
Total remaining unrecognized compensation cost			$ 66,132,960	$ 66,132,960
Remaining weighted-average service period				3 years 3 months 11 days
RSI
Related Party Transaction [Line Items]
Expense under service agreement		$ 691,436	2,121,317	$ 5,420,656
Share-based compensation expense			33,625,473	$ 49,462,763
Remaining weighted average requisite service period				2 years 7 months 17 days
RSI | Stock options
Related Party Transaction [Line Items]
Share-based compensation expense			726,597	$ 1,299,694
Total remaining unrecognized compensation cost			$ 7,655,322	$ 7,655,322
Remaining weighted-average service period				3 years 1 month 13 days
Granted (in shares) | shares			145,000	215,000
RSI | Chief Executive Officer
Related Party Transaction [Line Items]
Share-based compensation expense			$ 150,588	$ 953,216
Geetha Ramaswamy
Related Party Transaction [Line Items]
Salary expense			62,500	187,500
Geetha Ramaswamy | Stock options
Related Party Transaction [Line Items]
Granted (in shares) | shares	262,500
Exercise price (in usd per share) | $ / shares	$ 0.90
Shankar Ramaswamy
Related Party Transaction [Line Items]
Salary expense			62,500	187,500
Shankar Ramaswamy | Stock options
Related Party Transaction [Line Items]
Granted (in shares) | shares	750,000
Exercise price (in usd per share) | $ / shares	$ 0.90
BVC | Restricted Stock award
Related Party Transaction [Line Items]
Share-based compensation expense			237,114	$ 366,592
Remaining weighted-average service period				2 years 6 months 7 days
Unrecognized compensation expense			$ 1,197,743	$ 1,197,743

Shareholders' Equity (Details)

Shareholders' Equity (Details)	Jun. 16, 2015USD ($)$ / sharesshares	Mar. 18, 2015$ / sharesshares	Apr. 30, 2015USD ($)shares	Dec. 31, 2014USD ($)	Dec. 31, 2015USD ($)bank$ / sharesshares	Mar. 31, 2015$ / sharesshares	Mar. 17, 2015$ / sharesshares	Oct. 31, 2014class$ / sharesshares
Shareholders' Equity
Number of classes of stock authorized | class								1
Common shares authorized (in shares)		1,000,000,000			1,000,000,000	1,000,000,000	10,000	10,000
Common shares par value (in dollars per share) | $ / shares		$ 0.00001			$ 0.00001	$ 0.00001	$ 1	$ 1
Stock split ratio		100,000
Common shares issued (in shares)		75,000,000			99,150,000	75,000,000	750
Common shares outstanding (in shares)		75,000,000			99,150,000	75,000,000	750
Sale of common stock in IPO (in shares)	24,150,000
Sale of common stock in IPO (price per share) | $ / shares	$ 15
Common shares issued upon the full exercise of underwriters' option to purchase additional shares (in shares)	3,150,000
Gross proceeds from IPO | $	$ 362,250,000
Net proceeds from IPO, net of underwriting discounts and commissions and offering expenses | $	334,502,000
Underwriting discounts, commissions and offering expenses | $	$ 27,748,000				$ 27,748,000
Number of banking institutions holding cash proceeds | bank					3
Capital contribution | $				$ 5,000,000	$ 750,000
RSL
Shareholders' Equity
Capital contribution | $			$ 750,000
Additional shares issued			0

Share-Based Compensation - Nar

Share-Based Compensation - Narrative (Details) - USD ($)	Apr. 13, 2015	Apr. 30, 2015	Mar. 31, 2015	Dec. 31, 2015	Dec. 31, 2015	May. 31, 2015
Share-Based Compensation
Options vested				0	0
Common shares
Share-Based Compensation
Fair value of the common shares	$ 15	$ 1.04	$ 0.90
Total unrecognized compensation expense				$ 66,132,960	$ 66,132,960
Remaining weighted-average service period					3 years 3 months 11 days
2015 Plan | Equity Incentive Plan
Share-Based Compensation
Number of shares reserved for grant			7,500,000			9,500,000
Number of shares available for future issuance				3,801,182	3,801,182
2015 Plan | Common shares
Share-Based Compensation
Number of options granted (in shares)		527,500	4,012,500		1,761,317
Weighted average exercise price of options granted (in dollars per share)					$ 12.05
Number of options outstanding (in shares)				5,698,817	5,698,817
Weighted average exercise price of options outstanding (in dollars per share)				$ 4.34	$ 4.34
Directors and Employees
Share-Based Compensation
Share-based compensation expense				$ 4,315,823	$ 11,876,110
Non-employees
Share-Based Compensation
Share-based compensation expense				$ 726,597	$ 1,299,694

Income Taxes (Details)

Income Taxes (Details)	2 Months Ended	3 Months Ended	9 Months Ended
	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Effective income tax rate	0.00%	(1.29%)	(0.88%)

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	Jun. 29, 2016USD ($)	Dec. 17, 2014	Dec. 31, 2015USD ($)event
Other Commitments [Line Items]
Threshold time period to determine if contingent payment will be made		6 months
GSK
Other Commitments [Line Items]
Minimum notice period required to terminate contract			30 days
Contingent payment liability | $			$ 5
Number of specified events needed to occur to trigger contingent payment | event			1
Number of possible specified events to trigger payment of contingent liability | event			3
Threshold time period to determine if contingent payment will be made			6 months
GSK | Forecast
Other Commitments [Line Items]
Contingent payment | $	$ 5