Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2017 | Jun. 09, 2017 | Sep. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | Axovant Sciences Ltd. | ||
Entity Central Index Key | 1,636,050 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 107,392,826 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Public Float | $ 338.1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Current assets: | ||
Cash | $ 212,573 | $ 276,251 |
Prepaid expenses and other current assets | 6,457 | 4,865 |
Income tax receivable | 658 | 970 |
Total current assets | 219,688 | 282,086 |
Property and equipment, net | 142 | 89 |
Deferred tax assets | 2,709 | 323 |
Total assets | 222,539 | 282,498 |
Current liabilities: | ||
Accounts payable | 8,551 | 622 |
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. | 2,919 | 1,814 |
Accrued expenses | 34,796 | 8,319 |
Contingent payment liability | 0 | 5,000 |
Total current liabilities | 46,266 | 15,755 |
Long term debt | 51,436 | 0 |
Total liabilities | 97,702 | 15,755 |
Commitments and contingencies (Note 10) | ||
Shareholders’ equity: | ||
Common shares, par value $0.00001 per share, 1,000,000,000 shares authorized, 99,163,919 and 99,150,000 issued and outstanding at March 31, 2017 and March 31, 2016, respectively | 1 | 1 |
Accumulated other comprehensive income | 378 | 0 |
Additional paid-in capital | 459,601 | 420,934 |
Accumulated deficit | (335,143) | (154,192) |
Total shareholders’ equity | 124,837 | 266,743 |
Total liabilities and shareholders’ equity | $ 222,539 | $ 282,498 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 19, 2015 | Mar. 18, 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) | 99,163,919 | 99,150,000 | 75,000,000 | 75,000,000 | 750 | |
Common shares outstanding (in shares) | 99,163,919 | 99,150,000 | 75,000,000 | 750 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Operating expenses: | |||
Research and development expenses | $ 14,324 | $ 134,778 | $ 76,644 |
General and administrative expenses | 6,722 | 45,721 | 56,518 |
Total operating expenses | 21,046 | 180,499 | 133,162 |
Interest expense | 0 | 1,143 | 0 |
Other expense | 0 | 369 | 0 |
Loss before provision for income tax | (21,046) | (182,011) | (133,162) |
Income tax (benefit) expense | 1 | (1,060) | (17) |
Net loss | $ (21,047) | $ (180,951) | $ (133,145) |
Net loss per common share — basic and diluted (in dollars per share) | $ (1.32) | $ (1.82) | $ (1.41) |
Weighted average common shares outstanding - basic and diluted (in shares) | 15,986,842 | 99,158,699 | 94,465,164 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Research and development | |||
Share-based compensation | $ 3,178 | $ 19,186 | $ 30,622 |
General and administrative | |||
Share-based compensation | $ 5,118 | $ 17,184 | $ 41,764 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (21,047) | $ (180,951) | $ (133,145) |
Other comprehensive income: | |||
Foreign currency translation adjustment | 0 | 378 | 0 |
Total other comprehensive income | 0 | 378 | 0 |
Comprehensive loss | $ (21,047) | $ (180,573) | $ (133,145) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Shares | Common Shares Subscribed | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income |
Balance at Oct. 31, 2014 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Balance (in shares) at Oct. 31, 2014 | 10,000,000 | |||||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||||
Common shares issued | $ 0 | $ 1 | (1) | |||
Common shares issued (in shares) | 65,000,000 | 65,000,000 | ||||
Capital contribution | $ 5,000 | 5,000 | ||||
Exercise of stock options (in shares) | 0 | |||||
Share-based compensation expense | $ 518 | 518 | ||||
Capital contribution — share-based compensation | 7,778 | 7,778 | ||||
Foreign currency translation adjustment | 0 | |||||
Net loss | (21,047) | (21,047) | ||||
Balance at Mar. 31, 2015 | (7,751) | $ 1 | (1) | 13,296 | (21,047) | 0 |
Balance (in shares) at Mar. 31, 2015 | 75,000,000 | |||||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||||
Common shares issued | 334,502 | 334,502 | ||||
Common shares issued (in shares) | 24,150,000 | |||||
Common shares subscription paid | 1 | 1 | ||||
Capital contribution | $ 750 | 750 | ||||
Exercise of stock options (in shares) | 0 | |||||
Share-based compensation expense | $ 17,994 | 17,994 | ||||
Capital contribution — share-based compensation | 54,392 | 54,392 | ||||
Foreign currency translation adjustment | 0 | |||||
Net loss | (133,145) | (133,145) | ||||
Balance at Mar. 31, 2016 | $ 266,743 | $ 1 | 0 | 420,934 | (154,192) | 0 |
Balance (in shares) at Mar. 31, 2016 | 99,150,000 | |||||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||||
Exercise of stock options (in shares) | 13,919 | 13,919 | ||||
Exercise of stock options | $ 36 | 36 | ||||
Warrant issued with debt financing | 2,261 | 2,261 | ||||
Share-based compensation expense | 25,449 | 25,449 | ||||
Capital contribution — share-based compensation | 10,921 | 10,921 | ||||
Foreign currency translation adjustment | 378 | 378 | ||||
Net loss | (180,951) | (180,951) | ||||
Balance at Mar. 31, 2017 | $ 124,837 | $ 1 | $ 0 | $ 459,601 | $ (335,143) | $ 378 |
Balance (in shares) at Mar. 31, 2017 | 99,163,919 |
Consolidated Statements of Sha8
Consolidated Statements of Shareholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | Jun. 16, 2015 | Mar. 31, 2016 |
Common stock | ||
Sale of common stock in IPO (in dollars per share) | $ 15 | |
Underwriting discounts, commissions and offering expenses | $ 27,700 | $ 27,748 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||||
Net loss | $ (21,047) | $ (180,951) | $ (133,145) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
In-process research and development expenses | 10,000 | 0 | 5,252 | |
Unrealized currency translation gain | 0 | 378 | 0 | |
Share-based compensation | 8,296 | 36,370 | 72,386 | |
Depreciation and amortization | 0 | 249 | 14 | |
Deferred tax assets | 0 | (2,386) | (323) | |
Changes in operating assets and liabilities: | ||||
Prepaid expenses and other current assets | (4) | (1,592) | (4,860) | |
Accounts payable | 117 | 7,929 | 219 | |
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. | 1,487 | 1,105 | (311) | |
Accrued liabilities | 468 | 26,477 | 8,391 | |
Income tax receivable | 0 | 312 | (1,155) | |
Income tax payable | 0 | 0 | 185 | |
Net cash used in operating activities | (683) | (112,109) | (53,347) | |
Cash flows from investing activities: | ||||
Purchase of in-process research and development | (5,000) | 0 | (5,252) | |
Purchase of furniture and equipment | (9) | (105) | (94) | |
Net cash used in investing activities | (5,009) | (105) | (5,346) | |
Cash flows from financing activities: | ||||
Cash proceeds from issuance of common shares in initial public offering, net of underwriting discount | 0 | 0 | 336,893 | |
Initial public offering costs paid | (25) | 0 | (2,351) | |
Cash capital contribution from Roivant Sciences Ltd. | 5,000 | 0 | 751 | |
Repayment of amounts due to Roivant Sciences Ltd. and Roivant Sciences, Inc. for amounts paid on behalf of the Company | 0 | 0 | (627) | |
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. for amounts paid on behalf of the Company | 717 | 0 | 278 | |
Payment of contingent liability | 0 | (5,000) | 0 | |
Exercise of stock options | 0 | 36 | 0 | |
Cash proceeds from debt financing, net of financing costs | 53,500 | 0 | $ 0 | |
Net cash provided by financing activities | 5,692 | 48,536 | 334,944 | |
Net change in cash | 0 | (63,678) | 276,251 | |
Cash—beginning of period | 0 | 276,251 | 0 | |
Cash—end of period | 0 | 212,573 | 276,251 | $ 0 |
Non-cash financing activities: | ||||
Unpaid initial public offering costs | 1,079 | 0 | 0 | |
Recognition of warrant issued in debt financing | 0 | 2,261 | 0 | |
Supplemental disclosure of cash paid: | ||||
Income taxes | 0 | 1,014 | 1,279 | |
Interest | $ 0 | $ 435 | $ 0 |
Description of Business
Description of Business | 12 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Axovant Sciences Ltd., inclusive of its wholly-owned subsidiaries (the ‘‘Company’’), is a clinical-stage biopharmaceutical company focused on developing and commercializing innovative medicines to broadly address multiple forms of dementia and related neurological disorders. The Company is developing a pipeline of late- and early-stage product candidates that focuses on the cognitive, functional and behavioral aspects of debilitating conditions such as Alzheimer's disease and Lewy body dementia and other 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. In August 2016, the Company incorporated as its wholly-owned subsidiaries Axovant Holdings Limited ("AHL"), a private limited company incorporated under the laws of England and Wales, and Axovant Sciences GmbH ("ASG"), a company with limited liability formed under the laws of Switzerland. ASG holds the Company's intellectual property rights and will be the principal operating company for conducting its business. 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 lead product candidates, intepirdine, previously referred to as RVT-101, and nelotanserin, into clinical development for patients with Alzheimer's disease or Lewy body dementia. In addition, the Company has the rights to develop RVT-103, a combination of donepezil and a peripheral muscarinic receptor antagonist, and RVT -104, a combination of rivastigmine and a peripheral muscarinic receptor antagonist, and intends to develop these product candidates alone and in combination with intepirdine as potential treatments for patients with Alzheimer's disease or DLB. The Company has determined that it has one operating and reporting segment as it allocates resources and assesses financial performance on a consolidated basis. The Company does not expect to generate revenue unless and until it successfully completes development and obtains regulatory approval for one of its products in development. The Company may be required to obtain further funding through other public or private offerings of its share capital, debt financing, collaboration and licensing arrangements or other sources. Adequate additional funding may not be available to the Company on acceptable terms, or at all. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (A) 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 consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). 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 consolidated financial statements include the accounts of the Company and ASI, AHL and ASG, its wholly-owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. (B) 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 assets, liabilities, costs, expenses and compensation expense allocated to the Company under its services agreement with Roivant Sciences, Inc. (“RSI”), a wholly-owned subsidiary of RSL, and ASI, as well as 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. (C) Risks and Uncertainties: The Company is subject to risks common to companies in the pharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key products, dependence on key customers and suppliers, and protection of intellectual property rights. (D) Concentrations of Credit Risk: Financial instruments that potentially subject the Company to concentration of credit risk include cash. At March 31, 2017, substantially all of the cash balances are deposited in four banking institutions and are all in excess of insured levels. (E) Property and Equipment: Property and equipment, consisting of computer equipment, is recorded at cost. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed to operations as incurred. Upon disposal, retirement or sale, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in the results of operations. Depreciation will be recorded for property and equipment using the straight-line method over the estimated useful lives of three to five years, once the asset is installed and placed in service. The Company reviews the recoverability of all long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset might not be recoverable. Recoverability is measured by comparison of the book values of the assets to future net undiscounted cash flows that the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the book value of the assets exceed their fair value, which is measured based on the projected discounted future net cash flows arising from the assets. (F) Debt Issuance Costs and Debt Discount: Debt issuance costs related to a recognized debt liability are presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, and are amortized to interest expense over the term of the related debt using the effective interest method. Further, debt discounts created as a result of the allocation of proceeds received from a debt issuance to warrants issued in conjunction with the debt issuance are amortized to interest expense under the effective interest method over the life of the recognized debt liability. (G) Research and Development Expense: Research and development costs are expensed as incurred. Clinical study costs are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development. Milestone payments made in connection with regulatory approvals are capitalized and amortized to cost of revenue over the remaining useful life of the asset. Research and development costs primarily consist of the intellectual property and research and development materials acquired from GSK and Arena (See Note 3), certain costs charged by RSI under its services agreement with the Company and Axovant Sciences, Inc. (See Note 6) and expenses from third parties who conduct research and development activities on behalf of the Company. The Company expenses in-process research and development projects acquired as asset acquisitions which have not reached technological feasibility and which have no alternative future use. Clinical study costs are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. For the years ended March 31, 2017 and March 31, 2016 , the Company recorded $134.8 million and $76.6 million , respectively, of research and development expense, of which $19.2 million and $30.6 million , respectively, was attributable to share-based compensation expense. For the period from October 31, 2014 (date of inception) through March 31, 2015, the Company recorded $14.3 million of research and development expense, of which $3.2 million was attributable to share-based compensation expense. (H) Income Taxes: Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded when, after consideration of all positive and negative evidence, it is not more likely than not that the Company's deferred tax assets will be realizable. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. When and if the Company were to recognize interest and penalties related to unrecognized tax benefits, they would be reported in tax expense in the consolidated statement of operations. (I) Share-Based Compensation: Share-based awards to employees and directors are valued at fair value on the date of grant and that fair value is recognized on a straight-line basis over the requisite service period of the entire award. The Company values its stock options using the Black-Scholes option pricing model. Certain assumptions need to be made with respect to utilizing the Black-Scholes option pricing model, including the expected life of the award, volatility of the underlying shares, the risk-free interest rate and anticipated forfeiture of the share-based awards. The expected life of the stock options is calculated using the simplified method (based on the mid-point between the vesting date and the end of the contractual term). The risk-free interest rate is based on the rates paid on securities issued by the U.S. Treasury with a term approximating the expected life of the equity award. The expected share price volatility for the Company's common shares was estimated by taking the average historical price volatility for industry peers. Estimates of pre-vesting award forfeitures are based on the Company's expectations of future employee turnover. The Company will adjust its estimate of forfeitures over the requisite service period based on the extent to which actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of compensation expense to be recognized in future periods. The Company accounts for share-based payments to non-employees issued in exchange for services based upon the fair value of the equity instruments issued. Compensation expense for stock options issued to non-employees is calculated using the Black-Scholes option pricing model and is recorded over the service performance period. Options subject to vesting are required to be periodically remeasured over their service performance period, which is generally the same as the vesting period. (J) 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 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 and a warrant to purchase a total of 8.1 million and 5.9 million common shares were not included in the calculation of diluted weighted-average common shares outstanding for the years ended March 31, 2017 and March 31, 2016 , respectively, because they were anti-dilutive. Stock options to purchase 4.0 million common shares were not included in the calculation of diluted weighted-average common shares outstanding for the period from October 31, 2014 (date of inception) through March 31, 2015 because they were anti-dilutive. (K) Financial Instruments: The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance 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. Fair value is identified 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, the guidance 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. The estimated fair value of the Company’s long term debt of $ 51.4 million at March 31, 2017 was based on current interest rates for similar types of borrowings and is in Level 2 of the fair value hierarchy. (L) Recently Issued Accounting Pronouncements: In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 310-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern”, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. This new ASU requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if “conditions or events raise substantial doubt about the entity’s ability to continue as a going concern.” The ASU is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. This guidance has been adopted as of March 31, 2017 and it did not have a material impact on the consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, “Interest - Interpretation of Interest (Subtopic 835-35)” which simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability. This will make the presentation of debt issuance costs consistent with the presentation of debt discounts or premiums. The guidance is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company adopted this guidance in the year ended March 31, 2017 and, as a result, presented debt issuance costs related to the issuance of its long term debt as a direct deduction from the carrying amount of its long term debt on the accompanying consolidated balance sheets (See Note 5). In February 2016, the FASB issued ASU 2016-02, Leases, which is a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of ASU 2016-02 will require lessees to present the assets and liabilities that arise from leases on their balance sheets. ASU 2016-02 is effective for annual periods beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the new standard and its impact on the Company's consolidated financial position and results of operations. In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (ASU No. 2016-09). This ASU makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation, and the financial statement presentation of excess tax benefits or deficiencies. ASU No. 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this guidance when effective and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. (M) Foreign Currency: The Company has operations in the United States, the United Kingdom and Switzerland. The results of its non-U.S. dollar based functional currency operations are translated to U.S. dollars at the average exchange rates during the period. The Company’s assets and liabilities are translated using the current exchange rate as of the balance sheet date and shareholders’ equity is translated using historical rates. Adjustments resulting from the translation of the financial statements of the Company’s foreign functional currency subsidiaries into U.S. dollars are excluded from the determination of net loss and are accumulated in a separate component of shareholders’ equity. Foreign exchange transaction gains and losses are included in other income (loss) in the Company’s results of operations. |
Asset Acquisitions
Asset Acquisitions | 12 Months Ended |
Mar. 31, 2017 | |
Asset Purchase Agreement | |
Asset Acquisitions | Asset Acquisitions (A) Intepirdine: 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 GlaxoSmithKline (“GSK”), which the Company initially named RVT-101, now known as intepirdine, in exchange for the following consideration: • $5.0 million in cash paid at closing, December 17, 2014; • $5.0 million in a milestone payment made in June 2016; • $35.0 million , $25.0 million and $10.0 million upon approval of intepirdine in the United States, the European Union and Japan, respectively; • A one-time payment of $85.0 million for the first calendar year in which the Company achieves global net sales of $1.2 billion of intepirdine; 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 intepirdine, and certain research and development historical records. The Company did not hire, or receive, any GSK employees working on the development of intepirdine, 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 intepirdine. 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 intepirdine acquired had no alternative future use on the date of acquisition, the Company recorded the $5.0 million upfront payment as research and development expense at the closing date, December 17, 2014. In addition, the Company assessed the likelihood of making a milestone payment as probable (it was made in June 2016) and recorded an additional $5.0 million amount as research and development expense at the date of the transaction. (B) Nelotanserin: On October 28, 2015, the Company acquired the global rights to nelotanserin, an inverse agonist of the 5-HT 2A receptor, from RSL. Pursuant to the terms of the Waiver and Option Agreement between RSL and the Company entered into in May 2015 (the "Waiver and Option 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 a $4.0 million up-front payment, and 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 $ 4.0 million in development, $ 37.5 million in regulatory and $60.0 million in commercialization milestones based on the net sales of nelotanserin. The Company is also obligated to purchase all commercial supplies of nelotanserin from Arena for 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, it was accounted for as an asset acquisition and the Company recorded the $5.3 million upfront payment as research and development expense related to its option exercised with RSL on October 28, 2015. (C) License Agreement with Qaam Pharmaceuticals: In August 2016, the Company entered into an exclusive license agreement with Qaam Pharmaceuticals, LLC ("Qaam") for intellectual property covering the combination of cholinesterase inhibitors with peripheral muscarinic receptor antagonists and the Company expects to develop and, if successful, commercialize products covered by the licensed intellectual property. The Company will initially develop RVT-103, a combination of a peripheral muscarinic receptor antagonist and donepezil. In addition, the Company expects to develop RVT-104, a combination of a peripheral muscarinic receptor antagonist and high-dose rivastigmine. The Company paid an initial license fee of $0.6 million which was recorded as research and development expense in the accompanying consolidated statements of operations. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses As of March 31, 2017 and 2016 , accrued expenses consisted of the following (in thousands): March 31, 2017 March 31, 2016 Research and development expenses $ 27,667 $ 5,659 Salaries, bonuses, and other compensation expenses 3,497 1,893 Legal expenses 1,271 183 Other expenses 2,361 584 Total accrued expenses $ 34,796 $ 8,319 |
Long Term Debt
Long Term Debt | 12 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long Term Debt On February 2, 2017, the Company and its subsidiaries, AHL, ASG and ASI entered into a loan and security agreement (as amended on May 24, 2017, the “Hercules Loan Agreement”) with Hercules Capital, Inc., (“Hercules”), under which the Company, AHL and ASG (the "Borrowers") borrowed an aggregate of $55.0 million (the “Term Loan”). Pursuant to the Hercules Loan Agreement, ASI has issued a guaranty of the Borrowers’ obligations under the Hercules Loan Agreement. The Term Loan bears interest at a variable per annum rate calculated for any day as the greater of either (i) the prime rate plus 6.80% , and (ii) 10.55% . The Term Loan has a scheduled maturity date of March 1, 2021. The Borrowers are obligated to make monthly payments of accrued interest under the Hercules Loan Agreement until September 1, 2018, followed by monthly installments of principal and interest beginning October 1, 2018 through March 1, 2021. The interest-only period may be extended until either March 2019 or September 2019 if, in each case, the Company achieves certain clinical development milestones, as set forth in the Hercules Loan Agreement and if such were to occur, monthly principal and interest payments would commence on April 1, 2019 or October 1, 2019, respectively. In connection with the Hercules Loan Agreement, the Borrowers and ASI, as guarantor, granted Hercules a first position lien on substantially all of their respective assets, excluding intellectual property. Prepayment of the Term Loan is subject to penalty. In April 2017, the Company completed a follow-on public offering of our common shares, from which it raised net proceeds of approximately $ 134.2 million , after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. On May 24, 2017, the Hercules Loan Agreement was amended such that the required minimum amount of unrestricted cash applies commencing on July 1, 2017 and is equal to the lesser of (i) $ 35.0 million (the “Applicable Amount”) plus certain aged accounts payable amounts (as further defined in the Hercules Loan Agreement) and (ii) the outstanding amount of debt under the Hercules Loan Agreement plus certain aged accounts payable (as further defined in the Hercules Loan Agreement), provided that the Applicable Amount may be lowered to $ 30 million upon the achievement of certain clinical and/or financial milestones, and further lowered to $ 25 million upon the achievement of certain other clinical and/or financial milestones, each as set forth in the Hercules Loan Agreement. This unrestricted cash covenant would still cease to apply if the Company achieves certain clinical development milestones, as set forth in the Hercules Loan Agreement. The Hercules Loan Agreement also includes customary events of default. Upon the occurrence of an event of default, a default interest rate of an additional 5.0% may be applied to the outstanding principal balance, and Hercules may declare all outstanding obligations immediately due and payable and take such other actions as set forth in the Hercules Loan Agreement. In addition, for so long as the Term Loan remains outstanding, the Company shall be required to use its commercially reasonable efforts to afford Hercules the opportunity to participate in future underwritten equity offerings of the Company’s common shares up to a specified amount. In connection with the Hercules Loan Agreement, the Company issued a warrant to Hercules, exercisable for an aggregate of 274,086 of the Company’s common shares at an exercise price of $12.04 per share (the “Warrant”). The Warrant may be exercised on a cashless basis, and is immediately exercisable through the earlier of (i) February 2, 2024 and (ii) the consummation of certain acquisition transactions involving the Company as set forth in the Warrant. The number of shares for which the Warrant is exercisable and the associated exercise price are subject to certain proportional adjustments as set forth in the Warrant. The Company has accounted for this warrant as an equity instrument since the Warrant is indexed to the Company’s common shares and meets the criteria for classification in shareholders’ equity. The relative fair value of the Warrant on the date of issuance was approximately $2.3 million and is treated as a discount to the debt. This amount will be amortized to interest expense under the effective interest method over the life of the Term Loan, which is a period of 48 months. The Company estimated the value of the Warrant using the Black-Scholes model. The key assumptions used to value the Warrant are as follows: Exercise price $ 12.04 Share price on date of issuance $ 11.96 Volatility 77.6 % Risk-free interest rate 2.27 % Expected dividend yield — % Contractual term (in years) 7 In addition, at the closing of the Term Loan, the Company paid transaction costs of $1.5 million , which were recorded as a discount on the debt and will be amortized to interest expense using the effective interest method over the life of the Term Loan, which is a period of 48 months. Outstanding debt obligations are as follows (in thousands): March 31, 2017 Principal amount $ 55,000 Less: unamortized discount and debt issuance costs (3,564 ) Loan payable less unamortized discount and debt issuance costs 51,436 Less: current maturities — Long-term loan payable, net of current maturities $ 51,436 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions (A) Services Agreements: 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 pays or reimburses 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 charges 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, which the Company believes is reasonable. All other costs are billed back at cost. The accompanying audited consolidated financial statements include third-party expenses that have been paid by RSI and RSL. In February 2017, the Company and ASI amended and restated the Services Agreement, effective as of December 13, 2016, to add ASG as a services recipient. In addition, in February 2017, ASG entered into a separate services agreement with Roivant Sciences GmbH ("RSG"), a wholly-owned subsidiary of RSL, effective as of December 13, 2016, for the provision of services by RSG to ASG in relation to the identification of potential product candidates and project management of clinical trials, as well as other services related to development, administrative and financial activities. Under the Services Agreement, for the years ended March 31, 2017 and March 31, 2016 , the Company incurred expenses of $7.9 million and $7.6 million , respectively, inclusive of the mark-up. For the period from October 31, 2014 (date of inception) to March 31, 2015 the Company incurred expenses of $2.0 million , inclusive of the mark-up. For the years ended March 31, 2017 and March 31, 2016 , and for the period from October 31, 2014 (date of inception) to March 31, 2015, the Company recorded compensation arrangement expense of $41 thousand , $1.0 million and $ 0.3 million provided to Vivek Ramaswamy as RSI’s Chief Executive Officer by one of RSL’s investors, respectively. (B) 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 (See Note 3). 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. (C) Family Relationships: Geetha Ramaswamy, MD, the Vice President, Medical Affairs for ASI, is the mother of Vivek Ramaswamy, a director of ASL and the chief executive officer of RSL. Shankar Ramaswamy, MD, the Vice President, Global Medical Affairs of ASI, is the brother of Vivek Ramaswamy. Sarah Friedhoff, Senior Business Operations and Research and Development Specialist, is the daughter of Lawrence Friedhoff, the Company's Chief Development Officer. Salary expenses were $259,167 , $239,583 and $0 for both Geetha Ramaswamy and Shankar Ramaswamy and $74,167 , $42,709 and $0 for Sarah Friedhoff for the years ended March 31, 2017 and March 31, 2016 and the period from October 31, 2014 (date of inception) to March 31, 2015, respectively. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Mar. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | Shareholders’ Equity (A) 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. Upon the Company's formation, RSL subscribed for 100 shares of the Company's share capital. On December 17, 2014, RSL paid the initial $ 5.0 million payment to GSK upon the closing of the transaction on behalf of the Company (See Note 3) which is reflected in the financial statements as an additional capital contribution. There were no additional shares issued in connection with such contributions to additional paid-in-capital as RSL owned 100% of the share ownership. On March 18, 2015, upon approval of the Board of Directors, the Company issued an additional 650 shares, increasing the total number of issued and outstanding shares to 750 , which were reflected in the accompanying financial statements as 65,000,000 and 75,000,000 , respectively, post stock split. 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 . All information in the accompanying consolidated financial statements and notes thereto regarding common share amounts and prices per common share has been adjusted to reflect the application of the stock split on a retroactive basis. (B) 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 $362.3 million . The Company received net proceeds of $334.5 million , net of an aggregate of $27.7 million in underwriting discounts and commissions and offering expenses. In April 2015, RSL made a cash capital contribution of $0.8 million . No additional common shares of the Company were issued in connection with this capital contribution. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Mar. 31, 2017 | |
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 7.5 million of the Company’s common shares were originally reserved for grant. The Company's employees, directors and consultants are eligible to receive non-qualified and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, and other stock awards under the plan. Options granted to consultants and employees generally vest over four years and have a ten -year contractual term. Options granted to members of the Board of Directors vest over three years and have a ten -year contractual term. 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 9.5 million common shares. The amendment of the 2015 Plan became effective upon the execution of the underwriting agreement relating to the Company's initial public offering of common shares in June 2015. On April 1, 2016, the number of common shares authorized for issuance increased automatically to 12.5 million in accordance with the 2015 Plan. Stock options granted under the 2015 Plan provide option holders, if approved by the Board of Directors, the right to exercise their options prior to vesting. In the event that an option holder exercises the unvested portion of any option, such unvested portion will be subject to a repurchase option held by the Company at the lower of (1) the fair market value of its common shares on the date of repurchase and (2) the exercise price of the options. Any common shares underlying such unvested portion will continue to vest in accordance with the original vesting schedule of the option. Prior to the IPO, the fair value of the Company’s common shares underlying 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, 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 RSL awards share compensation expense (See Note 8(B)(2)). At March 31, 2017 , a total of 4.7 million common shares were available for future issuance under the 2015 Plan. The Company estimated the fair value of each option on the date of grant using the Black-Scholes closed-form option-pricing model applying the weighted average assumptions in the following table. Year Ended March 31, 2017 Year Ended March 31, 2016 Period From October 31, 2014 (Date of Inception to March 31, 2015) Expected share price volatility 79.6 % 77.9 % 74.9 % Expected risk free interest rate 1.58 % 1.70 % 1.62 % Expected term, in years 6.30 6.58 6.72 Expected dividend yield — % — % — % The following table presents a summary of option activity and data under the Company's stock incentive plans through March 31, 2017 : Number of Options Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Options outstanding at October 31, 2014 — $ — $ — — $ — Granted 4,012,500 0.90 14.30 9.96 — Exercised — — — — — Forfeited — — — — — Cancelled — — — — — Options outstanding at March 31, 2015 4,012,500 0.90 14.30 9.96 $ 56,576,250 Granted 1,983,808 12.10 11.89 — — Exercised — — — — — Forfeited (102,725 ) 4.99 13.41 — — Cancelled — — — — — Options outstanding at March 31, 2016 5,893,583 4.60 13.50 9.11 $ 47,172,525 Granted 2,642,500 13.08 9.06 — — Exercised (13,919 ) 2.57 13.28 — 141,796 Forfeited (682,130 ) 4.26 12.86 — — Cancelled — — — — — Options outstanding at March 31, 2017 7,840,034 7.49 12.06 8.49 $ 61,104,445 Options vested and expected to vest at March 31, 2017 7,643,202 7.37 12.09 8.48 $ 60,396,261 Options exercisable at March 31, 2017 5,823,714 5.28 12.91 8.24 $ 57,834,880 At March 31, 2017 and 2016 , there were 2.7 million and 1.0 million vested options, respectively, outstanding on such dates. (A) Stock Options Granted to Employees and Directors: During the years ended March 31, 2017 and March 31, 2016 and for the period from October 31, 2014 (date of inception) through March 31, 2015, the Company granted to its employees and directors a total of 2.6 million , 1.8 million and 3.5 million options, respectively, with weighted average exercise prices of $13.09 , $11.96 and $0.90 , respectively, and recorded related share-based compensation expense of $23.1 million , $16.3 million and $0.5 million , respectively. This share-based compensation expense is included in research and development and general and administrative expenses in the accompanying consolidated statements of operations. At March 31, 2017 , total unrecognized compensation expense related to non-vested options was $47.6 million and is expected to be recognized over the remaining weighted-average service period of 2.58 years . (B) Share-Based Compensation for Related Parties: (1) Stock Options Granted to Non-Employees: During the years ended March 31, 2017 and March 31, 2016 and the period from October 31, 2014 (date of inception) to March 31, 2015, the Company granted stock options to purchase 86,700 , 215,000 and 527,500 shares, respectively, of the Company's common shares 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. 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 $1.6 million , $1.1 million and $0.1 million of share-based compensation expense, respectively, for the years ended March 31, 2017 and March 31, 2016 and the period from October 31, 2014 (date of inception) to March 31, 2015. The share-based compensation was recorded as research and development and general and administrative expense in the accompanying consolidated statements of operations. The total remaining unrecognized compensation cost related to the non-vested stock options amounted to $4.4 million as of March 31, 2017 , which will be recognized over the weighted-average remaining requisite service period of 2.16 years . (2) Share-Based Compensation Allocated to the Company by RSL: The Company incurs share-based compensation expense for RSL common share awards and RSL options issued by RSL to RSL and RSI employees. Share-based compensation expense is allocated to the Company by RSL based upon the relative percentage of time utilized by RSL and RSI employees on Company matters. These share-based compensation amounts include compensation expense for BVC awards prior to the BVC Merger on December 4, 2015. 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 these BVC share-based awards were not based on the Company's or RSL’s shares, they were remeasured at each reporting period date until performance was completed. 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. The RSL common share awards are fair valued on the date of grant and that fair value is recognized over the requisite service period. On December 8, 2015 following the BVC Merger, RSL was recapitalized in conjunction with a private financing. The estimated fair value of these RSL common share awards was determined by the valuation of RSL in the December 8, 2015 private financing. 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). The Company estimated the fair value of each RSL option on the date of grant using the Black-Scholes closed-form option-pricing model. The Company recorded share-based compensation expense of $10.9 million , $53.4 million and $0.4 million , respectively, for the years ended March 31, 2017 and March 31, 2016 and the period from October 31, 2014 (date of inception) to March 31, 2015, in relation to the RSL common share awards and options issued by RSL to RSL and RSI employees. (3) Share-Based Compensation for Family Members: In March 2015, Geetha Ramaswamy and Shankar Ramaswamy were granted stock options for 262,500 and 750,000 common shares of the Company, respectively, in each case with an exercise price of $ 0.90 per share. In September 2015, Sarah Friedhoff was granted stock options for 2,725 common shares of the Company. In April 2016, the Company granted Geetha Ramaswamy, Shankar Ramaswamy and Sarah Friedhoff stock options to purchase 43,000 common shares, 43,000 common shares and 10,000 common shares, respectively, as annual stock option grants in their capacities as employees of ASI. The Company recorded aggregate share-based compensation expense of $3.6 million , $3.4 million and $0.1 million , respectively, for the years ended March 31, 2017 and 2016 and the period from October 31, 2014 (date of inception) to March 31, 2015 in connection with the Company's option grants. 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 (See Note 8 (B) (2)). For the years ended March 31, 2017 and 2016 and the period from October 31, 2014 (date of inception) to March 31, 2015, respectively, the Company recorded share-based compensation expense of $0.5 million , $0.5 million and $0.1 million 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 accompanying consolidated statements of operations. At March 31, 2017 , total unrecognized compensation expense related to these non-vested RSL common share awards was $0.6 million and is expected to be recognized over the remaining weighted average period of 1.27 years . |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The loss before income taxes and the related tax benefit are as follows (in thousands): Year ended March 31, 2017 Year ended March 31, 2016 Period from October 31, 2014 (Date of Inception) through March 31, 2015 Loss before income taxes: Bermuda $ (109,334 ) $ (119,207 ) $ (21,047 ) Switzerland (55,594 ) — — United States (17,083 ) (13,955 ) 1 Total loss before income taxes $ (182,011 ) $ (133,162 ) $ (21,046 ) Current taxes: United States 1,326 306 1 Switzerland — — — Bermuda — — — Total current tax expense 1,326 306 1 Deferred taxes: United States (2,386 ) (323 ) — Switzerland — — — Bermuda — — — Total deferred tax benefit (2,386 ) (323 ) — Total income tax (benefit) expense (1,060 ) (17 ) 1 The Company's provision for income taxes is based primarily on income taxes in the United States for federal, state and local income taxes. The Company's effective tax rate for the years ended March 31, 2017 and March 31, 2016 and for the period October 31, 2014 (date of inception) to March 31, 2015 was 0.58% , 0.01% and 0.00% , respectively, primarily due to the organization of the Company as a Bermuda Exempted Limited Company, for which there is no current tax regime, due to U.S. permanent unfavorable differences, and a valuation allowance that effectively eliminates the Company's net deferred tax assets in the United States. As of March 31, 2017 and March 31, 2016 , the Company had an aggregate income tax receivable of $0.7 million and $1.0 million , respectively, from various federal, state, and local jurisdictions. Deferred taxes reflect the tax effects of the differences between the amounts records as assets and liabilities for financial reporting purposes and the comparable amounts recorded for income tax purposes. Significant components of the deferred tax assets at March 31, 2017 and 2016 are as follows (in thousands): March 31, 2017 March 31, 2016 Research tax credits $ 1,793 $ 283 Other 937 11 Swiss net operating loss 10,623 — Depreciation (21 ) 29 Share-based compensation 13,518 6,919 Subtotal 26,850 7,242 Valuation allowance (24,141 ) (6,919 ) Total deferred tax assets $ 2,709 $ 323 The Company assesses the realizability of the deferred tax assets at each balance sheet date based on available positive and negative evidence in order to determine the amount which is more likely than not to be realized and record a valuation allowance as necessary. As a result of this assessment, valuation allowances of $13.5 million and $6.9 million related to share-based compensation and $10.6 million and $0.0 million related to Swiss net operating loss carryforward have been recorded as of March 31, 2017 and March 31, 2016 , respectively. During the year ended March 31, 2017 , the valuation allowance increased by $17.2 million . The Swiss net operating loss carryforward expires in year 2024. The Company believes that it is more likely than not, given the weight of available evidence, that all other deferred tax assets will be realized. The Company will continue to assess the realizability of deferred tax assets at each balance sheet date in order to determine the proper amount, if any, required for a valuation allowance. A reconciliation of income tax benefit computed at the Bermuda statutory rate to income tax benefit reflected in the financial statements is as follows: Year Ended Year Ended Period from October 31, 2014 March 31, 2017 March 31, 2016 to March 31, 2015 $ (000s) % $ (000s) % $ (000s) % Income tax benefit at Bermuda statutory rate $ — — % $ — — % $ — — % Foreign rate differential (18,140 ) 9.96 (4,745 ) 3.56 — — Valuation allowance 18,607 (10.22 ) 5,194 (3.90 ) — — Other (1,527 ) 0.84 (466 ) 0.35 1 — Total income tax (benefit) expense $ (1,060 ) 0.58 % $ (17 ) 0.01 % $ 1 — % The Company files income tax returns in the United States federal, state and local jurisdictions. ASI filed its initial U.S. 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 2016 and forward in all applicable tax jurisdictions. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company has entered into commitments under an asset purchase agreement with GlaxoSmithKline ("GSK"), a development, marketing and supply agreement with Arena Pharmaceuticals, GmbH ("Arena") (See Note 3 (A)), its amended Services Agreement with RSI (See Note 6 (A)), a separate service agreement with RSG (See Note 6 (A)) and a license agreement with Qaam Pharmaceuticals LLC. 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. During the year ended March 31, 2016, the Company entered into two subleases with RSI for office space in New York, NY. Under the terms of the subleases, RSI has annual rent obligations of approximately $1.5 million through 2020 pursuant to a master lease, which RSI pays directly and then invoices the Company based on the Company's proportionate share of the space and overhead expenses, calculated based upon the relative numbers of full-time equivalent employees located on the premises. As a result, the Company's rent obligations are not fixed. The initial terms of the two subleases were extended and will expire on March 31, 2018 and June 30, 2018. For the years ended March 31, 2017 and March 31, 2016 and the period from October 31, 2014 to March 31, 2015, the Company incurred $1.2 million , $0.6 million and $ 0 , respectively, in rent expense under this arrangement with RSI. As of March 31, 2017, the Company did not have any ongoing material financial commitments, other than pursuant to the GSK Agreement, Arena Development Agreement and Hercules Loan Agreement. Under the terms of the asset purchase agreement with GSK, the Company made a $5.0 million milestone payment in June 2016, which had been recorded as a contingent payment liability as of March 31, 2016 in the accompanying consolidated balance sheet. The following table provides information with respect to contractual obligations as of March 31, 2017: Contractual Obligations (in thousands) Total Under 1 year 1-2 years 2-3 years 3-4 years 4-5 years Long-term debt obligations $ 55,000 $ — $ 9,832 $ 21,288 $ 23,880 $ — Interest expense on long-term debt (1) 17,190 6,017 5,805 3,914 1,454 — Total 72,190 6,017 15,637 25,202 25,334 — (1) estimated using interest rate in effect at March 31, 2017 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | Selected Quarterly Financial Data (Unaudited) The following table presents selected quarterly financial data for the years ended March 31, 2017 and March 31, 2016 . First Quarter Ended Second Quarter Ended Third Quarter Ended Fourth Quarter Ended First Quarter Ended Second Quarter Ended Third Quarter Ended Fourth Quarter Ended June 30, September 30, December 31, March 31, June 30, September 30, December 31, March 31, 2016 2016 2016 2017 2015 2015 2015 2016 Total operating expenses $37,907 $41,523 $47,972 $53,097 $24,879 $15,142 $ 62,554 $ 30,587 Net loss (38,055) (42,252) (47,811) (52,833) (24,953) (15,166) (63,356 ) (29,671 ) Net loss per share attributable to common shareholders - basic and diluted (0.38) (0.43) (0.48) (0.53) (0.31) (0.15) (0.64 ) (0.30 ) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In April 2017, we issued and sold 7,753,505 common shares, including 1,011,326 common shares sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares, at an offering price of $18.54 per common share for gross proceeds of $143.7 million . The net proceeds to us were approximately $134.2 million , after deducting underwriting discounts and commissions and estimated offering expenses payable by us. J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Jefferies LLC, JMP Securities LLC, Robert W. Baird & Co. Incorporated, and H.C. Wainwright & Co. LLC acted as underwriters. All of the common shares issued and sold were registered on a registration statement on Form S-3 (File No. 333-215387), which became effective on January 13, 2017. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2017 | |
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 consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). 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 consolidated financial statements include the accounts of the Company and ASI, AHL and ASG, its wholly-owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
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 assets, liabilities, costs, expenses and compensation expense allocated to the Company under its services agreement with Roivant Sciences, Inc. (“RSI”), a wholly-owned subsidiary of RSL, and ASI, as well as 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. |
Concentrations of Credit Risk | Concentrations of Credit Risk: Financial instruments that potentially subject the Company to concentration of credit risk include cash. At March 31, 2017, substantially all of the cash balances are deposited in four banking institutions and are all in excess of insured levels. |
Property and Equipment | Property and Equipment: Property and equipment, consisting of computer equipment, is recorded at cost. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed to operations as incurred. Upon disposal, retirement or sale, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in the results of operations. Depreciation will be recorded for property and equipment using the straight-line method over the estimated useful lives of three to five years, once the asset is installed and placed in service. The Company reviews the recoverability of all long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset might not be recoverable. Recoverability is measured by comparison of the book values of the assets to future net undiscounted cash flows that the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the book value of the assets exceed their fair value, which is measured based on the projected discounted future net cash flows arising from the assets. |
Debt Issuance Costs and Debt Discount | Debt Issuance Costs and Debt Discount: Debt issuance costs related to a recognized debt liability are presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, and are amortized to interest expense over the term of the related debt using the effective interest method. Further, debt discounts created as a result of the allocation of proceeds received from a debt issuance to warrants issued in conjunction with the debt issuance are amortized to interest expense under the effective interest method over the life of the recognized debt liability. |
Research and Development Expense | Research and Development Expense: Research and development costs are expensed as incurred. Clinical study costs are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development. Milestone payments made in connection with regulatory approvals are capitalized and amortized to cost of revenue over the remaining useful life of the asset. Research and development costs primarily consist of the intellectual property and research and development materials acquired from GSK and Arena (See Note 3), certain costs charged by RSI under its services agreement with the Company and Axovant Sciences, Inc. (See Note 6) and expenses from third parties who conduct research and development activities on behalf of the Company. The Company expenses in-process research and development projects acquired as asset acquisitions which have not reached technological feasibility and which have no alternative future use. Clinical study costs are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. For the years ended March 31, 2017 and March 31, 2016 , the Company recorded $134.8 million and $76.6 million , respectively, of research and development expense, of which $19.2 million and $30.6 million , respectively, was attributable to share-based compensation expense. For the period from October 31, 2014 (date of inception) through March 31, 2015, the Company recorded $14.3 million of research and development expense, of which $3.2 million was attributable to share-based compensation expense. |
Income Taxes | Income Taxes: Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded when, after consideration of all positive and negative evidence, it is not more likely than not that the Company's deferred tax assets will be realizable. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. When and if the Company were to recognize interest and penalties related to unrecognized tax benefits, they would be reported in tax expense in the consolidated statement of operations. |
Share-Based Compensation | Share-Based Compensation: Share-based awards to employees and directors are valued at fair value on the date of grant and that fair value is recognized on a straight-line basis over the requisite service period of the entire award. The Company values its stock options using the Black-Scholes option pricing model. Certain assumptions need to be made with respect to utilizing the Black-Scholes option pricing model, including the expected life of the award, volatility of the underlying shares, the risk-free interest rate and anticipated forfeiture of the share-based awards. The expected life of the stock options is calculated using the simplified method (based on the mid-point between the vesting date and the end of the contractual term). The risk-free interest rate is based on the rates paid on securities issued by the U.S. Treasury with a term approximating the expected life of the equity award. The expected share price volatility for the Company's common shares was estimated by taking the average historical price volatility for industry peers. Estimates of pre-vesting award forfeitures are based on the Company's expectations of future employee turnover. The Company will adjust its estimate of forfeitures over the requisite service period based on the extent to which actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of compensation expense to be recognized in future periods. The Company accounts for share-based payments to non-employees issued in exchange for services based upon the fair value of the equity instruments issued. Compensation expense for stock options issued to non-employees is calculated using the Black-Scholes option pricing model and is recorded over the service performance period. Options subject to vesting are required to be periodically remeasured over their service performance period, which is generally the same as the vesting period. |
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 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. |
Financial Instruments | Financial Instruments: The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance 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. Fair value is identified 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, the guidance 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. Financial Instruments: The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance 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. Fair value is identified 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, the guidance 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. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 310-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern”, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. This new ASU requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if “conditions or events raise substantial doubt about the entity’s ability to continue as a going concern.” The ASU is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. This guidance has been adopted as of March 31, 2017 and it did not have a material impact on the consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, “Interest - Interpretation of Interest (Subtopic 835-35)” which simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability. This will make the presentation of debt issuance costs consistent with the presentation of debt discounts or premiums. The guidance is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company adopted this guidance in the year ended March 31, 2017 and, as a result, presented debt issuance costs related to the issuance of its long term debt as a direct deduction from the carrying amount of its long term debt on the accompanying consolidated balance sheets (See Note 5). In February 2016, the FASB issued ASU 2016-02, Leases, which is a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of ASU 2016-02 will require lessees to present the assets and liabilities that arise from leases on their balance sheets. ASU 2016-02 is effective for annual periods beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the new standard and its impact on the Company's consolidated financial position and results of operations. In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (ASU No. 2016-09). This ASU makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation, and the financial statement presentation of excess tax benefits or deficiencies. ASU No. 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this guidance when effective and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. |
Foreign Currency | Foreign Currency: The Company has operations in the United States, the United Kingdom and Switzerland. The results of its non-U.S. dollar based functional currency operations are translated to U.S. dollars at the average exchange rates during the period. The Company’s assets and liabilities are translated using the current exchange rate as of the balance sheet date and shareholders’ equity is translated using historical rates. Adjustments resulting from the translation of the financial statements of the Company’s foreign functional currency subsidiaries into U.S. dollars are excluded from the determination of net loss and are accumulated in a separate component of shareholders’ equity. Foreign exchange transaction gains and losses are included in other income (loss) in the Company’s results of operations. |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | As of March 31, 2017 and 2016 , accrued expenses consisted of the following (in thousands): March 31, 2017 March 31, 2016 Research and development expenses $ 27,667 $ 5,659 Salaries, bonuses, and other compensation expenses 3,497 1,893 Legal expenses 1,271 183 Other expenses 2,361 584 Total accrued expenses $ 34,796 $ 8,319 |
Long Term Debt (Tables)
Long Term Debt (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Key Assumptions Used to Value Warrants | The key assumptions used to value the Warrant are as follows: Exercise price $ 12.04 Share price on date of issuance $ 11.96 Volatility 77.6 % Risk-free interest rate 2.27 % Expected dividend yield — % Contractual term (in years) 7 |
Outstanding Debt Obligations | Outstanding debt obligations are as follows (in thousands): March 31, 2017 Principal amount $ 55,000 Less: unamortized discount and debt issuance costs (3,564 ) Loan payable less unamortized discount and debt issuance costs 51,436 Less: current maturities — Long-term loan payable, net of current maturities $ 51,436 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Weighted Average Assumptions Used for Estimating the Fair Value of Stock Options | The Company estimated the fair value of each option on the date of grant using the Black-Scholes closed-form option-pricing model applying the weighted average assumptions in the following table. Year Ended March 31, 2017 Year Ended March 31, 2016 Period From October 31, 2014 (Date of Inception to March 31, 2015) Expected share price volatility 79.6 % 77.9 % 74.9 % Expected risk free interest rate 1.58 % 1.70 % 1.62 % Expected term, in years 6.30 6.58 6.72 Expected dividend yield — % — % — % |
Schedule of Stock Option Activity | The following table presents a summary of option activity and data under the Company's stock incentive plans through March 31, 2017 : Number of Options Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Options outstanding at October 31, 2014 — $ — $ — — $ — Granted 4,012,500 0.90 14.30 9.96 — Exercised — — — — — Forfeited — — — — — Cancelled — — — — — Options outstanding at March 31, 2015 4,012,500 0.90 14.30 9.96 $ 56,576,250 Granted 1,983,808 12.10 11.89 — — Exercised — — — — — Forfeited (102,725 ) 4.99 13.41 — — Cancelled — — — — — Options outstanding at March 31, 2016 5,893,583 4.60 13.50 9.11 $ 47,172,525 Granted 2,642,500 13.08 9.06 — — Exercised (13,919 ) 2.57 13.28 — 141,796 Forfeited (682,130 ) 4.26 12.86 — — Cancelled — — — — — Options outstanding at March 31, 2017 7,840,034 7.49 12.06 8.49 $ 61,104,445 Options vested and expected to vest at March 31, 2017 7,643,202 7.37 12.09 8.48 $ 60,396,261 Options exercisable at March 31, 2017 5,823,714 5.28 12.91 8.24 $ 57,834,880 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The loss before income taxes and the related tax benefit are as follows (in thousands): Year ended March 31, 2017 Year ended March 31, 2016 Period from October 31, 2014 (Date of Inception) through March 31, 2015 Loss before income taxes: Bermuda $ (109,334 ) $ (119,207 ) $ (21,047 ) Switzerland (55,594 ) — — United States (17,083 ) (13,955 ) 1 Total loss before income taxes $ (182,011 ) $ (133,162 ) $ (21,046 ) Current taxes: United States 1,326 306 1 Switzerland — — — Bermuda — — — Total current tax expense 1,326 306 1 Deferred taxes: United States (2,386 ) (323 ) — Switzerland — — — Bermuda — — — Total deferred tax benefit (2,386 ) (323 ) — Total income tax (benefit) expense (1,060 ) (17 ) 1 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the deferred tax assets at March 31, 2017 and 2016 are as follows (in thousands): March 31, 2017 March 31, 2016 Research tax credits $ 1,793 $ 283 Other 937 11 Swiss net operating loss 10,623 — Depreciation (21 ) 29 Share-based compensation 13,518 6,919 Subtotal 26,850 7,242 Valuation allowance (24,141 ) (6,919 ) Total deferred tax assets $ 2,709 $ 323 |
Reconciliation of Income Tax Benefit to Statutory Rate | A reconciliation of income tax benefit computed at the Bermuda statutory rate to income tax benefit reflected in the financial statements is as follows: Year Ended Year Ended Period from October 31, 2014 March 31, 2017 March 31, 2016 to March 31, 2015 $ (000s) % $ (000s) % $ (000s) % Income tax benefit at Bermuda statutory rate $ — — % $ — — % $ — — % Foreign rate differential (18,140 ) 9.96 (4,745 ) 3.56 — — Valuation allowance 18,607 (10.22 ) 5,194 (3.90 ) — — Other (1,527 ) 0.84 (466 ) 0.35 1 — Total income tax (benefit) expense $ (1,060 ) 0.58 % $ (17 ) 0.01 % $ 1 — % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Obligations | The following table provides information with respect to contractual obligations as of March 31, 2017: Contractual Obligations (in thousands) Total Under 1 year 1-2 years 2-3 years 3-4 years 4-5 years Long-term debt obligations $ 55,000 $ — $ 9,832 $ 21,288 $ 23,880 $ — Interest expense on long-term debt (1) 17,190 6,017 5,805 3,914 1,454 — Total 72,190 6,017 15,637 25,202 25,334 — (1) estimated using interest rate in effect at March 31, 2017 |
Selected Quarterly Financial 28
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The following table presents selected quarterly financial data for the years ended March 31, 2017 and March 31, 2016 . First Quarter Ended Second Quarter Ended Third Quarter Ended Fourth Quarter Ended First Quarter Ended Second Quarter Ended Third Quarter Ended Fourth Quarter Ended June 30, September 30, December 31, March 31, June 30, September 30, December 31, March 31, 2016 2016 2016 2017 2015 2015 2015 2016 Total operating expenses $37,907 $41,523 $47,972 $53,097 $24,879 $15,142 $ 62,554 $ 30,587 Net loss (38,055) (42,252) (47,811) (52,833) (24,953) (15,166) (63,356 ) (29,671 ) Net loss per share attributable to common shareholders - basic and diluted (0.38) (0.43) (0.48) (0.53) (0.31) (0.15) (0.64 ) (0.30 ) |
Description of Business (Detail
Description of Business (Details) | 12 Months Ended |
Mar. 31, 2017segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Number of reporting segments | 1 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Concentration Risk (Details) | Mar. 31, 2017bank |
Credit Concentration Risk | |
Concentration Risk [Line Items] | |
Number of banking institutions | 4 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Fixed Assets (Details) - Computer Equipment | 12 Months Ended |
Mar. 31, 2017 | |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Research and Development Expense (Details) - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Accounting Policies [Abstract] | |||
Research and development expenses | $ 14,324 | $ 134,778 | $ 76,644 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation | $ 3,178 | $ 19,186 | $ 30,622 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies - Net Loss per Common Share (Details) - shares shares in Millions | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Stock options | |||
Net Loss per Common Share | |||
Anti-dilutive securities not included in calculation of common shares outstanding (in shares) | 4 | 8.1 | 5.9 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Financial Instruments (Details) $ in Millions | Mar. 31, 2017USD ($) |
Accounting Policies [Abstract] | |
Fair value of long term debt | $ 51.4 |
Asset Acquisitions (Details)
Asset Acquisitions (Details) - USD ($) | Oct. 28, 2015 | Dec. 17, 2014 | Aug. 31, 2016 | Jun. 30, 2016 | Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 |
Asset Purchase Agreement | |||||||
Research and development expenses | $ 14,324,000 | $ 134,778,000 | $ 76,644,000 | ||||
License Agreement With Qaam Pharmaceuticals, LLC | |||||||
Asset Purchase Agreement | |||||||
Research and development expenses | $ 600,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine RVT-101 | |||||||
Asset Purchase Agreement | |||||||
Milestone payment | $ 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 expenses | $ 5,000,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine RVT-101 | RSL | |||||||
Asset Purchase Agreement | |||||||
Cash paid at closing | 5,000,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine RVT-101 | RSL | |||||||
Asset Purchase Agreement | |||||||
Cash paid at closing | 5,000,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine RVT-101 | Deferred payment payable | |||||||
Asset Purchase Agreement | |||||||
Research and development expenses | 5,000,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine RVT-101 | United States | |||||||
Asset Purchase Agreement | |||||||
Deferred payment payable upon certain conditions being met | 35,000,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine RVT-101 | European Union | |||||||
Asset Purchase Agreement | |||||||
Deferred payment payable upon certain conditions being met | 25,000,000 | ||||||
GSK | Asset Purchase Agreement | Intepirdine 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 expenses | $ 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 | Arena Development Agreement | |||||||
Asset Purchase Agreement | |||||||
Contingent payment liability, as a percent of sales | 15.00% | ||||||
Arena | RSL | |||||||
Asset Purchase Agreement | |||||||
Research and development expenses | $ 4,000,000 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Payables and Accruals [Abstract] | ||
Research and development expenses | $ 27,667 | $ 5,659 |
Salaries, bonuses, and other compensation expenses | 3,497 | 1,893 |
Legal expenses | 1,271 | 183 |
Other expenses | 2,361 | 584 |
Total accrued expenses | $ 34,796 | $ 8,319 |
Long Term Debt (Details)
Long Term Debt (Details) - USD ($) | Feb. 02, 2017 | Apr. 30, 2017 | May 24, 2017 |
Common Shares | |||
Debt Instrument [Line Items] | |||
Number of shares for which warrants are exercisable (in shares) | 274,086 | ||
Exercise price of warrants (in dollars per share) | $ 12.04 | ||
Fair value of warrants | $ 2,300,000 | ||
Stock Offering | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Proceeds from Issuance of Common Stock | $ 134,200,000 | ||
Term Loan | Loan and Security Agreement with Hercules Capital, Inc. | |||
Debt Instrument [Line Items] | |||
Amount borrowed | $ 55,000,000 | ||
Interest rate in the event of debt default | 5.00% | ||
Loan term | 48 months | ||
Transaction costs | $ 1,500,000 | ||
Term Loan | Loan and Security Agreement with Hercules Capital, Inc. | Minimum | |||
Debt Instrument [Line Items] | |||
Fixed interest rate | 10.55% | ||
Term Loan | Loan and Security Agreement with Hercules Capital, Inc. | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Minimum unrestricted cash | $ 35,000,000 | ||
Term Loan | Loan and Security Agreement with Hercules Capital, Inc. | Covenant Threshold One | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Minimum unrestriccted cash if clinical and financial milestones thresholds are met | 30,000,000 | ||
Term Loan | Loan and Security Agreement with Hercules Capital, Inc. | Covenant Threshold Two | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Minimum unrestriccted cash if clinical and financial milestones thresholds are met | $ 25,000,000 | ||
Term Loan | Loan and Security Agreement with Hercules Capital, Inc. | Prime Rate | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 6.80% |
Long Term Debt - Fair Value Ass
Long Term Debt - Fair Value Assumptions for Warrants (Details) - Common Shares | Feb. 02, 2017$ / shares |
Class of Warrant or Right [Line Items] | |
Exercise price (in dollars per share) | $ 12.04 |
Stock price on date of issuance (in dollars per share) | $ 11.96 |
Volatility | 77.60% |
Risk-free interest rate | 2.27% |
Expected dividend yield | 0.00% |
Contractual term (in years) | 7 years |
Long Term Debt - Outstanding De
Long Term Debt - Outstanding Debt Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Debt Disclosure [Abstract] | ||
Principal amount | $ 55,000 | |
Less: unamortized discount and debt issuance costs | (3,564) | |
Total | 51,436 | |
Less: current maturities | 0 | |
Long-term loan payable, net of current maturities | $ 51,436 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015USD ($)investor | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | |
Related Party Transaction [Line Items] | |||
Number of investors who provided compensation expense to parent company's CEO | investor | 1 | ||
RSI | |||
Related Party Transaction [Line Items] | |||
Expense under service agreement | $ 2,000,000 | $ 7,900,000 | $ 7,600,000 |
RSI | Chief Executive Officer | |||
Related Party Transaction [Line Items] | |||
Share-based compensation | 300,000 | 41,000 | 1,000,000 |
Geetha Ramaswamy | |||
Related Party Transaction [Line Items] | |||
Salary expenses | 0 | 259,167 | 239,583 |
Shankar Ramaswamy | |||
Related Party Transaction [Line Items] | |||
Salary expenses | 0 | 259,167 | 239,583 |
Sarah Friedhoff | |||
Related Party Transaction [Line Items] | |||
Salary expenses | $ 0 | $ 74,167 | $ 42,709 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) $ / shares in Units, $ in Thousands | Jun. 16, 2015USD ($)$ / sharesshares | Mar. 18, 2015$ / sharesshares | Dec. 17, 2014USD ($)shares | Apr. 30, 2015USD ($)shares | Mar. 31, 2015USD ($)shares | Mar. 31, 2017USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Mar. 19, 2015$ / sharesshares | Oct. 31, 2014class$ / sharesshares |
Shareholders' Equity | |||||||||
Number of classes of stock authorized | class | 1 | ||||||||
Common shares authorized (in shares) | 10,000 | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | 10,000 | ||||
Common shares par value (in dollars per share) | $ / shares | $ 1 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 1 | ||||
Common stock issued during period (in shares) | 650 | 65,000,000 | |||||||
Common stock issued (in shares) | 750 | 75,000,000 | 99,163,919 | 99,150,000 | 75,000,000 | ||||
Common shares outstanding (in shares) | 750 | 75,000,000 | 99,163,919 | 99,150,000 | |||||
Stock split ratio | 100,000 | ||||||||
Sale of common stock in IPO (in dollars 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 | $ | $ 362,300 | ||||||||
Net proceeds from IPO, net of underwriting discounts and commissions and offering expenses | $ | 334,500 | ||||||||
Underwriting discounts, commissions and offering expenses | $ | $ 27,700 | $ 27,748 | |||||||
Capital contribution | $ | $ 5,000 | $ 0 | $ 751 | ||||||
IPO | |||||||||
Shareholders' Equity | |||||||||
Common stock issued during period (in shares) | 24,150,000 | ||||||||
Sale of common stock in IPO (in dollars per share) | $ / shares | $ 15 | ||||||||
RSL | |||||||||
Shareholders' Equity | |||||||||
Common stock, shares subscribed (in shares) | 100 | ||||||||
Additional shares issued (in shares) | 0 | 0 | |||||||
Percentage ownership of stock | 100.00% | ||||||||
Capital contribution | $ | $ 800 | ||||||||
RSL | GSK | Asset Purchase Agreement | Intepirdine RVT-101 | |||||||||
Shareholders' Equity | |||||||||
Capital contribution | $ | $ 5,000 |
Share-Based Compensation - Nar
Share-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 13, 2015 | Apr. 30, 2016 | Apr. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Apr. 01, 2016 | May 31, 2015 |
Share-Based Compensation | |||||||||
Number of options granted (in shares) | 4,012,500 | 2,642,500 | 1,983,808 | ||||||
Fair value of the common shares (in dollars per share) | $ 15 | $ 1.04 | $ 0.90 | ||||||
Number of options vested (in shares) | 2,700,000 | 1,000,000 | |||||||
Options granted, weighted average exercise price (in dollars per share) | $ 0.90 | $ 13.08 | $ 12.10 | ||||||
RSI | |||||||||
Share-Based Compensation | |||||||||
Share-based compensation expense | $ 0.4 | $ 10.9 | $ 53.4 | ||||||
RSL | Common Share Awards | |||||||||
Share-Based Compensation | |||||||||
Share-based compensation expense | $ 0.1 | $ 0.5 | $ 0.5 | ||||||
Remaining weighted-average service period | 1 year 3 months 7 days | ||||||||
Unrecognized compensation expense related to common share awards | $ 0.6 | ||||||||
2015 Plan | |||||||||
Share-Based Compensation | |||||||||
Number of shares reserved for grant (in shares) | 7,500,000 | 7,500,000 | 12,500,000 | 9,500,000 | |||||
Number of options granted (in shares) | 527,500 | 4,012,500 | |||||||
Number of shares available for future issuance (in shares) | 4,700,000 | ||||||||
Directors and Employees | |||||||||
Share-Based Compensation | |||||||||
Number of options granted (in shares) | 3,500,000 | 2,600,000 | 1,800,000 | ||||||
Options granted, weighted average exercise price (in dollars per share) | $ 0.90 | $ 13.09 | $ 11.96 | ||||||
Share-based compensation expense | $ 0.5 | $ 23.1 | $ 16.3 | ||||||
Unrecognized compensation expense related to options | $ 47.6 | ||||||||
Remaining weighted-average service period | 2 years 6 months 29 days | ||||||||
Consultants and Employees | Employee and Nonemployee Stock Option | |||||||||
Share-Based Compensation | |||||||||
Award vesting period | 4 years | ||||||||
Award contractual term | 10 years | ||||||||
Director | Employee and Nonemployee Stock Option | |||||||||
Share-Based Compensation | |||||||||
Award vesting period | 3 years | ||||||||
Award contractual term | 10 years | ||||||||
Employees of RSI | |||||||||
Share-Based Compensation | |||||||||
Number of options granted (in shares) | 527,500 | 86,700 | 215,000 | ||||||
Share-based compensation expense | $ 0.1 | $ 1.6 | $ 1.1 | ||||||
Unrecognized compensation expense related to options | $ 4.4 | ||||||||
Remaining weighted-average service period | 2 years 1 month 28 days | ||||||||
Geetha Ramaswamy | |||||||||
Share-Based Compensation | |||||||||
Number of options granted (in shares) | 43,000 | 262,500 | |||||||
Options granted, weighted average exercise price (in dollars per share) | $ 0.90 | ||||||||
Shankar Ramaswamy | |||||||||
Share-Based Compensation | |||||||||
Number of options granted (in shares) | 43,000 | 750,000 | |||||||
Options granted, weighted average exercise price (in dollars per share) | $ 0.90 | ||||||||
Sarah Friedhoff | |||||||||
Share-Based Compensation | |||||||||
Number of options granted (in shares) | 10,000 | 2,725 | |||||||
Geetha Ramaswamy, Shankar Ramaswamy and Sarah Friedhoff | |||||||||
Share-Based Compensation | |||||||||
Share-based compensation expense | $ 0.1 | $ 3.6 | $ 3.4 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option, Fair Value Assumptions (Details) | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected share price volatility | 74.90% | 79.60% | 77.90% |
Expected risk free interest rate | 1.62% | 1.58% | 1.70% |
Expected term, in years | 6 years 8 months 20 days | 6 years 3 months 18 days | 6 years 6 months 29 days |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Share-Based Compensation - St44
Share-Based Compensation - Stock Option Activity (Details) - USD ($) | 5 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Oct. 31, 2014 | |
Number of Options | ||||
Beginning balance (in shares) | 0 | 5,893,583 | 4,012,500 | |
Granted (in shares) | 4,012,500 | 2,642,500 | 1,983,808 | |
Exercised (in shares) | 0 | (13,919) | 0 | |
Forfeited (in shares) | 0 | (682,130) | (102,725) | |
Cancelled (in shares) | 0 | 0 | 0 | |
Ending balance (in shares) | 4,012,500 | 7,840,034 | 5,893,583 | |
Weighted Average Exercise Price | ||||
Beginning balance (in dollars per share) | $ 0 | $ 4.60 | $ 0.90 | |
Granted (in dollars per share) | 0.90 | 13.08 | 12.10 | |
Exercised (in dollars per share) | 0 | 2.57 | 0 | |
Forfeited (in dollars per share) | 0 | 4.26 | 4.99 | |
Cancelled (in dollars per share) | 0 | 0 | 0 | |
Ending balance (in dollars per share) | 0.90 | 7.49 | 4.60 | |
Weighted Average Grant Date Fair Value | ||||
Beginning balance (in dollars per share) | 0 | 13.50 | 14.30 | |
Granted (in dollars per share) | 14.30 | 9.06 | 11.89 | |
Exercised (in dollars per share) | 0 | 13.28 | 0 | |
Forfeited (in dollars per share) | 0 | 12.86 | 13.41 | |
Cancelled (in dollars per share) | 0 | 0 | 0 | |
Ending balance (in dollars per share) | $ 14.30 | $ 12.06 | $ 13.50 | |
Additional Disclosures | ||||
Options outstanding, weighted average contractual term | 9 years 11 months 16 days | 8 years 5 months 27 days | 9 years 1 month 10 days | |
Options outstanding, aggregate intrinsic value | $ 56,576,250 | $ 61,104,445 | $ 47,172,525 | $ 0 |
Options granted, aggregate intrinsic value | $ 0 | $ 141,796 | $ 0 | |
Options granted, weighted average remaining contractual term | 9 years 11 months 16 days | |||
Options exercisable (in shares) | 5,823,714 | |||
Weighted average exercise price of options exercisable (in dollars per share) | $ 5.28 | |||
Weighted average grant date fair value of options exercisable (in dollars per share) | $ 12.91 | |||
Options exercisable, weighted average contractual term | 8 years 2 months 27 days | |||
Options exercisable, aggregate intrinsic value | $ 57,834,880 | |||
Options Vested and Expected to Vest | ||||
Number of Options (in shares) | 7,643,202 | |||
Weighted Average Exercise Price (in dollars per share) | $ 7.37 | |||
Weighted Average Grant Date Fair Value (in dollars per share) | $ 12.09 | |||
Weighted Average Remaining Contractual Life | 8 years 5 months 23 days | |||
Aggregate Intrinsic Value | $ 60,396,261 |
Income Taxes- Summary of Income
Income Taxes- Summary of Income Tax Expense by Jurisdiction (Details) - USD ($) | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Loss before income taxes: | |||
Bermuda | $ (21,047,000) | $ (109,334,000) | $ (119,207,000) |
Total loss before income taxes | (21,046,000) | (182,011,000) | (133,162,000) |
Current taxes: | |||
Bermuda | 0 | 0 | 0 |
Total current tax expense | 1,000 | 1,326,000 | 306,000 |
Deferred taxes: | |||
Bermuda | 0 | 0 | 0 |
Total deferred tax benefit | 0 | (2,386,000) | (323,000) |
Total income tax (benefit) expense | 1,000 | (1,060,000) | (17,000) |
Switzerland | |||
Loss before income taxes: | |||
Foreign | 0 | (55,594,000) | 0 |
Current taxes: | |||
Foreign | 0 | 0 | 0 |
Deferred taxes: | |||
Foreign | 0 | 0 | 0 |
United States | |||
Loss before income taxes: | |||
Foreign | 1,000 | (17,083,000) | (13,955,000) |
Current taxes: | |||
Foreign | 1,000 | 1,326,000 | 306,000 |
Deferred taxes: | |||
Foreign | $ 0 | $ (2,386,000) | $ (323,000) |
Income Taxes- Narrative (Detail
Income Taxes- Narrative (Details) - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate | 0.00% | 0.58% | 0.01% |
Income tax receivable | $ 658 | $ 970 | |
Deferred tax assets valuation allowance, share-based compensation | 13,500 | 6,900 | |
Deferred tax assets valuation allowance, Swiss net operating loss | 10,600 | $ 0 | |
Deferred tax assets valuation allowance, increase in current year | $ 17,200 |
Income Taxes- Schedule of Defer
Income Taxes- Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Research tax credits | $ 1,793 | $ 283 |
Other | 937 | 11 |
Swiss net operating loss | 10,623 | 0 |
Depreciation | (21) | |
Depreciation | 29 | |
Share-based compensation | 13,518 | 6,919 |
Subtotal | 26,850 | 7,242 |
Valuation allowance | (24,141) | (6,919) |
Total deferred tax assets | $ 2,709 | $ 323 |
Income Taxes Income Taxes - Rec
Income Taxes Income Taxes - Reconciliation of Income Tax Benefit to Statutory Rate (Details) - USD ($) | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Effective Income Tax Rate Reconciliation, Amount | |||
Income tax benefit at Bermuda statutory rate | $ 0 | $ 0 | $ 0 |
Foreign rate differential | 0 | (18,140,000) | (4,745,000) |
Valuation allowance | 0 | 18,607,000 | 5,194,000 |
Other | 1,000 | (1,527,000) | (466,000) |
Total income tax (benefit) expense | $ 1,000 | $ (1,060,000) | $ (17,000) |
Effective Income Tax Rate Reconciliation, Percent | |||
Income tax benefit at Bermuda statutory rate | 0.00% | 0.00% | 0.00% |
Foreign rate differential | 0.00% | 9.96% | 3.56% |
Valuation allowance | 0.00% | (10.22%) | (3.90%) |
Other | 0.00% | 0.84% | 0.35% |
Total income tax (benefit) expense | 0.00% | 0.58% | 0.01% |
Commitments and Contingencies49
Commitments and Contingencies (Details) | 5 Months Ended | 12 Months Ended | |
Mar. 31, 2015USD ($)agreement | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | |
Other Commitments [Line Items] | |||
Number of sublease agreements | agreement | 2 | ||
RSI | |||
Other Commitments [Line Items] | |||
Rent expense incurred by subleasor | $ 1,500,000 | ||
GSK | |||
Other Commitments [Line Items] | |||
Minimum notice period required to terminate contract | 30 days | ||
Contingent payment liability | $ 5,000,000 | ||
RSI | |||
Other Commitments [Line Items] | |||
Rent expense | $ 0 | $ 1,200,000 | $ 600,000 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Contractual Obligations (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Long-term debt obligations | |
Total | $ 55,000 |
Under 1 year | 0 |
1-2 years | 9,832 |
2-3 years | 21,288 |
3-4 years | 23,880 |
4-5 years | 0 |
Interest expense on long-term debt | |
Total | 17,190 |
Under 1 year | 6,017 |
1-2 years | 5,805 |
2-3 years | 3,914 |
3-4 years | 1,454 |
4-5 years | 0 |
Total | |
Total | 72,190 |
Under 1 year | 6,017 |
1-2 years | 15,637 |
2-3 years | 25,202 |
3-4 years | 25,334 |
4-5 years | $ 0 |
Selected Quarterly Financial 51
Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 5 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total operating expenses | $ 53,097 | $ 47,972 | $ 41,523 | $ 37,907 | $ 30,587 | $ 62,554 | $ 15,142 | $ 24,879 | $ 21,046 | $ 180,499 | $ 133,162 |
Net loss | $ (52,833) | $ (47,811) | $ (42,252) | $ (38,055) | $ (29,671) | $ (63,356) | $ (15,166) | $ (24,953) | $ (21,047) | $ (180,951) | $ (133,145) |
Net loss per share attributable to common stockholders — basic and diluted (in dollars per share) | $ (0.53) | $ (0.48) | $ (0.43) | $ (0.38) | $ (0.30) | $ (0.64) | $ (0.15) | $ (0.31) | $ (1.32) | $ (1.82) | $ (1.41) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 18, 2015 | Apr. 30, 2017 | Mar. 31, 2015 |
Subsequent Event [Line Items] | |||
Common shares issued (in shares) | 650 | 65,000,000 | |
Stock Offering | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Common shares issued (in shares) | 7,753,505 | ||
Common stock issued (in dollars per share) | $ 18.54 | ||
Gross proceeds from common stock issued | $ 143.7 | ||
Net proceeds from common stock issued | $ 134.2 | ||
Underwriter's Option | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Common shares issued (in shares) | 1,011,326 |