Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2016 | Feb. 10, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | Myovant Sciences Ltd. | |
Entity Central Index Key | 1,679,082 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 60,255,821 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Mar. 31, 2016 |
Current assets: | ||
Cash | $ 192,322 | $ 0 |
Prepaid expenses and other current assets | 1,153 | 0 |
Income tax receivable | 15 | 0 |
Total current assets | 193,490 | 0 |
Property and equipment, net | 471 | 0 |
Other assets | 100 | 0 |
Total assets | 194,061 | 0 |
Current liabilities: | ||
Accrued expenses and accounts payable | 3,890 | 223 |
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. | 2,448 | 0 |
Total current liabilities | 6,338 | 223 |
Warrant liability | 1,655 | 0 |
Total liabilities | 7,993 | 223 |
Commitments and contingencies (Note 9) | ||
Shareholders’ equity (deficit): | ||
Common shares, par value $0.000017727 per share, 564,111,242 shares authorized, 60,250,094 and 37,231,342 issued and outstanding at December 31, 2016 and March 31, 2016, respectively | 1 | 1 |
Common shares subscribed | (1) | (1) |
Additional paid-in capital | 249,491 | 1,434 |
Accumulated deficit | (63,423) | (1,657) |
Total shareholders’ equity (deficit) | 186,068 | (223) |
Total liabilities and shareholders’ equity (deficit) | $ 194,061 | $ 0 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Mar. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common shares par value (in USD per share) | $ 0.000017727 | $ 0.000017727 |
Common shares authorized (in shares) | 564,111,242 | 564,111,242 |
Common shares issued (in shares) | 60,250,094 | 37,231,342 |
Common shares outstanding (in shares) | 60,250,094 | 37,231,342 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2016 | Dec. 31, 2016 | |
Operating expenses: | ||
Research and development (includes $1,060 and $2,849 of share-based compensation expense for the three and nine months ended December 31, 2016, respectively) | $ 6,158 | $ 24,484 |
General and administrative (includes $950 and $3,932 of share-based compensation expense for the three and nine months ended December 31, 2016, respectively) | 2,898 | 8,427 |
Total operating expenses | 9,056 | 32,911 |
Other income (expense): | ||
Changes in the fair value of the warrant liability | 1,002 | (28,815) |
Loss before provision for income tax expense | (8,054) | (61,726) |
Income tax expense | 29 | 40 |
Net loss | (8,083) | (61,766) |
Comprehensive loss | $ (8,083) | $ (61,766) |
Net loss per common share — basic and diluted (in USD per share) | $ (0.15) | $ (1.34) |
Weighted average common shares outstanding — basic and diluted (in shares) | 54,447,203 | 45,929,021 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2016 | Dec. 31, 2015 | |
Research and development | ||
Share-based compensation | $ 1,060 | $ 2,849 |
General and administrative | ||
Share-based compensation | $ 950 | $ 3,932 |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Shareholders' Equity - 9 months ended Dec. 31, 2016 - USD ($) $ in Thousands | Total | Common Shares | Common Shares Subscribed | Additional Paid in Capital | Accumulated Deficit |
Beginning balance (in shares) at Mar. 31, 2016 | 37,231,342 | 37,231,342 | |||
Beginning balance at Mar. 31, 2016 | $ (223) | $ 1 | $ (1) | $ 1,434 | $ (1,657) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Sale of common shares in initial public offering ($15.00 per share), net of underwriting discounts and commissions and offering expenses of $17,536 (in shares) | 14,500,000 | ||||
Sale of common shares in initial public offering ($15.00 per share), net of underwriting discounts and commissions and offering expenses of $17,536 | 199,964 | $ 0 | 199,964 | ||
Shares issued to Takeda under the Takeda license agreement (in shares) | 5,077,001 | ||||
Shares issued to Takeda under the Takeda license agreement | $ 7,740 | $ 0 | 7,740 | ||
Shares issued to settle the warrant liability to Takeda (in shares) | 2,313,529 | 2,313,529 | |||
Shares issued to settle the warrant liability to Takeda | $ 32,537 | $ 0 | 32,537 | ||
Share-based compensation expense (in shares) | 1,128,222 | ||||
Share-based compensation expense | 2,223 | $ 0 | 2,223 | ||
Capital contribution — share-based compensation | 4,558 | 4,558 | |||
Capital contribution | 1,035 | 1,035 | |||
Net loss | $ (61,766) | (61,766) | |||
Ending balance (in shares) at Dec. 31, 2016 | 60,250,094 | 60,250,094 | |||
Ending balance at Dec. 31, 2016 | $ 186,068 | $ 1 | $ (1) | $ 249,491 | $ (63,423) |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Shareholders' Equity (Parenthetical) $ in Thousands | 9 Months Ended |
Dec. 31, 2016USD ($)$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Shares sold, price (in USD per share) | $ / shares | $ 15 |
Underwriting discounts and commissions and offering expenses | $ | $ 17,536 |
Condensed Consolidated Stateme8
Condensed Consolidated Statement of Cash Flows $ in Thousands | 9 Months Ended |
Dec. 31, 2016USD ($) | |
Cash flows from operating activities: | |
Net loss | $ (61,766) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
Share-based compensation | 6,781 |
Depreciation | 9 |
Purchase of in-process research and development expense | 13,117 |
Changes in the fair value of the warrant liability | 28,815 |
Changes in operating assets and liabilities: | |
Prepaid expenses and other current assets | (1,153) |
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. | 3,301 |
Other assets | (100) |
Accrued expenses and accounts payable | 3,461 |
Income tax receivable | (15) |
Net cash used in operating activities | (7,550) |
Cash flows from investing activities: | |
Purchase of property and equipment | (369) |
Net cash used in investing activities | (369) |
Cash flows from financing activities: | |
Cash proceeds from issuance of common shares in initial public offering, net of underwriting discount | 202,275 |
Initial public offering costs paid | (2,091) |
Cash capital contribution from Roivant Sciences Ltd. | 1,036 |
Due to Roivant Sciences Ltd. and Roivant Sciences, Inc. for amounts paid on behalf of the Company | (979) |
Net cash provided by financing activities | 200,241 |
Net change in cash | 192,322 |
Cash—beginning of period | 0 |
Cash—end of period | 192,322 |
Non-cash financing activities: | |
Deferred initial public offering costs, unpaid | 220 |
Purchase of in-process research and development | 13,117 |
Supplemental disclosure of cash paid: | |
Taxes | $ 55 |
Description of Business
Description of Business | 9 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Myovant Sciences Ltd. (together with its wholly-owned subsidiaries, the (“Company”)) is a clinical-stage biopharmaceutical company focused on developing and commercializing innovative therapies for women’s health diseases and other endocrine-related disorders. The Company is developing its lead product candidate, relugolix, for the treatment of heavy menstrual bleeding associated with uterine fibroids, endometriosis-associated pain and advanced prostate cancer, and its second product candidate, MVT-602 (formerly known as RVT-602), for the treatment of female infertility as part of assisted reproduction. The Company was founded on February 2, 2016 as a Bermuda Exempted Limited Company and a wholly-owned subsidiary of Roivant Sciences Ltd. (“RSL”), under the name Roivant Endocrinology Ltd. The Company changed its name to Myovant Sciences Ltd. (“MSL”) in May 2016. In April 2016, Roivant Endocrinology Inc. (“REI”), a wholly-owned subsidiary of the Company was formed and based in the United States of America and subsequently changed its name to Myovant Sciences, Inc. (“MSI”). In August 2016, the Company incorporated as its wholly-owned subsidiaries Myovant Holdings Limited (“MHL”), a private limited company incorporated under the laws of England and Wales, and Myovant Sciences GmbH (“MSG”), a company with limited liability formed under the laws of Switzerland. In November 2016, the Company moved its principal executive office from Bermuda to the United Kingdom and became a U.K. tax resident, and the Company assigned all of its intellectual property rights to MSG. MSG is the Company’s principal operating subsidiary and the Company remains incorporated in Bermuda. Since its inception, the Company has devoted substantially all of its efforts to organizing the Company, acquiring its drug development programs and preparing for and advancing its product candidates into clinical development. The Company has determined that it has one operating and reporting segment. The Company has two product candidates, relugolix and MVT-602, under development which were licensed from Takeda Pharmaceuticals International AG (“Takeda”) on April 29, 2016 (See Note 3) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2016 | |
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 unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited financial statements for the period from inception of February 2, 2016 through the period ended March 31, 2016, and unaudited consolidated financial statements for the three months ended June 30, 2016, included in the Company's final prospectus dated October 26, 2016 filed with the Securities and Exchange Commission ("SEC”) on October 27, 2016. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the financial position of the Company and its results of operations and cash flows for the interim periods presented have been included. Operating results for the three and nine months ended December 31, 2016 are not necessarily indicative of the results that may be expected for the year ending March 31, 2017, for any other interim period or for any other future year. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements include the accounts of the Company and MSI, MHL and MSG, its wholly-owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. There have been no significant changes in the Company's accounting policies from those disclosed in its final prospectus filed with the SEC on October 27, 2016. (B) Use of Estimates: The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, costs, and expenses, including compensation expense allocated to the Company under its services agreement with Roivant Sciences, Inc. (“RSI”), a wholly-owned subsidiary of RSL, as well as 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, third-party service providers such as contract research organizations and protection of intellectual property rights. (D) Contingencies The Company may be, from time to time, a party to various disputes and claims arising from normal business activities. The Company continually assesses litigation to determine if an unfavorable outcome would lead to a probable loss or reasonably possible loss which could be estimated. In accordance with the guidance of the Financial Accounting Standards Board (FASB) on accounting for contingencies, the Company accrues for all contingencies at the earliest date at which the Company deems it probable that a liability has been incurred and the amount of such liability can be reasonably estimated. If the estimate of a probable loss is a range and no amount within the range is more likely than another, the Company accrues the minimum of the range. In the cases where the Company believes that a reasonably possible loss exists, the Company discloses the facts and circumstances of the litigation, including an estimable range, if possible. (E) Deferred Offering Costs: Deferred offering costs, which consisted of direct costs related to the Company’s initial public offering (the “IPO”) of its common shares, were capitalized in other assets until the consummation of the IPO. These offering costs were reclassified to additional paid-in capital upon the closing of the IPO on November 1, 2016. (F) 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 on 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 expenses primarily consist of the intellectual property and research and development materials acquired, certain costs charged by RSI under its services agreement with the Company 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. (G) Warrant Liability: The Company records the warrant liability at its estimated fair value as a liability in the condensed consolidated balance sheet. The Company remeasures the estimated fair value of the warrant liability each reporting period and records the changes in the fair value in the condensed consolidated statement of operations and comprehensive loss as other (expense) income (See Note 8). (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. (I) Share-Based Compensation: Share-based awards to employees and directors are valued at fair value on the date of the grant and that fair value is recognized as share-based compensation expense over the requisite service period. 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, the fair value of the Company’s common shares and anticipated forfeiture of the share-based awards. Since the Company has limited option exercise history, it has generally elected to estimate the expected life of an award based upon the Securities and Exchange Commission-approved “simplified method” noted under the provisions of Staff Accounting Bulletin No. 107 with the continued use of this method extended under the provisions of Staff Accounting Bulletin No. 110. 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 is 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. For the three and nine months ended December 31, 2016 , 1,128,222 restricted share awards and 1,337,657 options to purchase common shares were not included in the calculation of diluted weighted-average common shares outstanding because they were anti-dilutive. (K) Recently Issued Accounting Pronouncements: In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (ASU No. 2016-02), which is a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of ASU No. 2016-02 will require lessees to present the assets and liabilities that arise from leases on their balance sheets. ASU No. 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 statements and related disclosures. 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 interim and annual reporting periods beginning after December 15, 2016, 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. |
License Agreement
License Agreement | 9 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
License Agreement | License Agreement On April 29, 2016 the Company entered into a license agreement pursuant to which Takeda granted to the Company an exclusive, royalty-bearing license under certain patents and other intellectual property controlled by Takeda to develop and commercialize relugolix and MVT-602, in exchange for the following: • The Company issued and delivered 5,077,001 common shares upon entry into the license agreement. • The Company will pay Takeda a fixed, high single-digit royalty on net sales of relugolix and MVT-602 products in the Company’s territory, subject to certain agreed reductions. Takeda will pay the Company a royalty at the same rate as the Company’s on net sales of relugolix products for prostate cancer in Japan and certain other Asian countries, subject to certain agreed reductions. Royalties are required to be paid, on a product-by-product and country-by-country basis, until the latest of the expiration of the last to expire valid claim of a licensed patent covering such product in such country, the expiration of regulatory exclusivity for such product in such country, or 10 years after the first commercial sale of such product in such country. Under this license agreement, there are no payments upon the achievement of clinical development or marketing approval milestones. • The Company issued a warrant to Takeda to purchase an indeterminate number of capital shares. The warrant entitles Takeda, together with its affiliates, to maintain a 12% ownership interest in the Company, as determined after such exercise, through the later of (i) the one year anniversary of the issuance of the warrant (April 2017) or (ii) the final closing of an initial public offering, unless earlier terminated upon a change in control. For the consideration above, the Company also received a small quantity of relugolix and MVT-602, and certain historical research and development records. The Company did not hire, or receive, any Takeda workforce or employees working on relugolix and MVT-602, or any research, clinical or manufacturing equipment. The Company did not assume any contracts, licenses or agreements between Takeda and any third party with respect to relugolix and MVT-602. The Company will need to independently develop all clinical processes and procedures for its clinical trials through the use of internal and external resources once appropriate and acceptable resources have been identified and obtained. If the license agreement is terminated in its entirety or with respect to relugolix for prostate cancer, other than for safety reasons or by the Company for Takeda’s uncured material breach, prior to receipt of the first regulatory approval of relugolix for prostate cancer in Japan, then the Company must either reimburse Takeda for its out of pocket costs and expenses directly incurred in connection with Takeda’s completion of the relugolix development for prostate cancer, up to an agreed cap, or complete by itself the conduct of any clinical trials of relugolix for prostate cancer that are ongoing as of the effective date of such termination, at its cost and expense. As the intellectual property and inventory acquired had no alternative future use, the Company recorded $13.1 million as research and development expense at the closing date of the acquisition of the rights, April 29, 2016, which consisted of $7.7 million for the estimated fair value of the 5,077,001 common shares issued and $5.4 million for the estimated fair value of warrant liability. The estimation of the fair value of the common shares considered factors including the following: the estimated present value of the Company’s future cash flows; industry information such as market size and growth; market capitalization of comparable companies and the estimated value of transactions such companies have engaged in; and macroeconomic conditions. No events have come to the attention of the Company’s management between the date of the most recent valuation and the balance sheet date which would have a material impact on the valuation of the Company. The estimation of the fair value of the warrant liability was determined based on a Monte Carlo simulation model which requires various highly subjective unobservable inputs (See Note 8). |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions (A) Services Agreement: In July 2016, the Company entered into a formal services agreement with RSI (the “Services Agreement”) effective April 29, 2016, under which RSI agreed to provide certain administrative and research and development services to the Company. Under the Services Agreement, 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. RSI also provided such services prior to the formalization of the Services Agreement, and such costs have been recognized by the Company in the period in which the services were rendered. Employee compensation expense, inclusive of base salary and fringe benefits, is determined based upon the relative percentage of time utilized on Company matters. All other costs are billed back at cost. The accompanying interim unaudited condensed consolidated financial statements include third-party expenses that have been paid by RSI and RSL. During the three and nine months ended December 31, 2016 , RSL and RSI provided certain administrative services on behalf of the Company during the formative period of the Company. Total compensation expense, inclusive of base salary, fringe benefits and share-based compensation, is proportionately allocated to the Company based upon the relative percentage of time utilized on the Company’s matters. Under the Services Agreement, for the three and nine months ended December 31, 2016 , the Company incurred expenses of $2.7 million and $6.8 million , respectively, inclusive of the mark-up. In February 2017, the Company and MSI amended and restated the Services Agreement, effective as of November 11, 2016, to include MSG as a services recipient. In addition, in February 2017, MSG entered into a separate services agreement with Roivant Sciences GmbH ("RSG"), a wholly-owned subsidiary of RSL, effective as of November 11, 2016, for the provisioning of services by RSG to MSG in relation to the identification of potential product candidates and project management of clinical trials, as well as, other services related to clinical development, administrative and financial activities. (B) Option Agreement: In June 2016, the Company entered into an option agreement with RSL pursuant to which RSL granted to the Company an option to acquire the rights to products to which RSL or any nonpublic affiliate of RSL acquires the rights (other than a relugolix product or a competing product) for uterine fibroids or endometriosis, or for which the primary target indication is advanced prostate cancer. The Company’s option is exercisable at any time during the period commencing upon the completion of its IPO and ending two years following the date of first commercial sale of a relugolix product in a major market country. If the Company elects to exercise its option for a product, it will be required to reimburse RSL for 110% of any payments made by RSL or its affiliate for such product, and will receive an assignment of the agreement through which RSL or its affiliate acquired the rights to such product. (C) Information Sharing and Cooperation Agreement: In July 2016, the Company entered into an information sharing and cooperation agreement, or the Cooperation Agreement, with RSL. The Cooperation Agreement, among other things: (1) obligates the Company to deliver periodic financial statements and other financial information to RSL and to comply with other specified financial reporting requirements; and (2) requires the Company to supply certain material information to RSL to assist it in preparing any future SEC filings. Subject to specified exceptions, the Cooperation Agreement will terminate upon the earlier of the mutual written consent of the parties or when RSL is no longer required by U.S. GAAP to consolidate the Company’s results of operations and financial position, account for its investment in the Company under the equity method of accounting or, by any rule of the SEC, include the Company’s separate financial statements in any filings it may make with the SEC. (D) Manufacture and Supply Agreement: In June 2016, the Company and Takeda’s affiliate, Takeda Pharmaceutical Company Limited (“Takeda Limited”) entered into an agreement for the manufacture and supply of relugolix. Under this agreement, Takeda Limited will supply the Company, and the Company will obtain from Takeda Limited, all of its requirements for relugolix drug substance and drug product to be used under its development plans for all indications. If the Company requests, Takeda Limited will assist it with a technical transfer of the manufacturing process for relugolix to it or its designee and the Company will pay the expenses related to such transfer. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity (A) Overview: The Company’s Memorandum of Association, filed on February 2, 2016 in Bermuda, authorized the creation of one class of shares. As of December 31, 2016 , the Company had 564,111,242 shares authorized with a par value of $0.000017727 per share. (B) Restricted Share Award and Options Granted: During the nine months ended December 31, 2016 , the Company granted a restricted share award for 1,128,222 common shares to the Company’s Principal Executive Officer under the 2016 Equity Incentive Plan. During the nine months ended December 31, 2016 , the Company granted options to its employees, consultants and directors to purchase 1,337,657 of its common shares. (C) Initial Public Offering and Reverse Stock Split: On October 18, 2016, the Company's Board of Directors approved a 1-for-1.7727 reverse stock split of the Company's outstanding common shares. The reverse split became effective on October 18, 2016. These interim unaudited condensed consolidated financial statements give retroactive effect to the reverse stock split for all periods presented. On November 1, 2016, the Company completed its initial public offering ("IPO") of common shares. The Company sold 14,500,000 shares at a price of $15.00 per share, for gross proceeds of $217.5 million . The Company received net proceeds of $200.0 million , after deducting $15.2 million in underwriting discounts and commissions and $2.3 million in offering expenses. The cash proceeds from the IPO are currently deposited with one banking institution and are substantially in excess of federally insured levels. (D) Warrant Liability: During the nine months ended December 31, 2016 , the Company issued 2,313,529 common shares to Takeda upon the automatic exercise of the warrant, which was due to the issuance of 153,846 common shares initiated by the grant of a restricted share award for 1,128,222 common shares, issuance of 182,414 common shares initiated by the grant of options to its employees, consultants and directors to purchase 1,337,657 common shares and the issuance of an additional 1,977,269 common shares to Takeda, upon the closing of its IPO, based upon the sale and issuance of 14,500,000 common shares to investors in the IPO. |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's provision for income taxes is based on income taxes in the United States, Switzerland and the United Kingdom. The Company is not subject to taxation under the laws of Bermuda since it was organized as a Bermuda Exempted Limited Company, for which there is no current tax regime. The Company's effective income tax rate for the three and nine months ended December 31, 2016 was (0.36)% and (0.06)% , respectively. As of December 31, 2016 and March 31, 2016 , there were no uncertain tax positions. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation (A) Stock Options and Restricted Share Awards Granted to Employees, Consultants and Directors: In June 2016, the Company adopted its 2016 Equity Incentive Plan (as amended, the “2016 Plan”), under which 4,512,889 common shares are reserved for grant. The Company’s employees, directors, officers and consultants are eligible to receive non-qualified and incentive stock options, stock appreciation rights, restricted share awards, restricted share unit awards, and other share awards under the plan. Each option will have an exercise price equal to the fair market value of the Company’s common shares on the date of grant. For grants of incentive stock options, if the grantee owns, or is deemed to own, 10% or more of the total voting power of the Company, then the exercise price shall be 110% of the fair market value of the Company’s common shares on the date of grant and the option will have a five -year contractual term. Options that are forfeited or expire are available for future grants. Stock options granted under the 2016 Plan may 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. In June 2016, the Company granted a restricted share award for 1,128,222 common shares to the Company’s Principal Executive Officer under the 2016 Plan. In August 2016, the Company granted options to purchase 541,544 common shares to certain employees of the Company, with an exercise price of $2.38 under the 2016 Plan. In September 2016, the Company granted options to purchase 572,568 common shares to certain employees, officers and directors of the Company, with a weighted average exercise price of $4.00 under the 2016 Plan. During the nine months ended December 31, 2016, the Company granted options to purchase 1,276,458 common shares to certain employees and directors of the Company. For the three and nine months ended December 31, 2016 , share-based compensation expense related to the restricted share award was $0.4 million and $0.8 million , respectively. For the three and nine months ended December 31, 2016 , the Company recorded share-based compensation expense related to stock options issued to employees, officers and directors of $0.9 million and $1.2 million , respectively, and share-based compensation expense related to stock options issued to non-employees of $0.1 million and $0.2 million , respectively (Note 7(B)(1)). This share-based compensation expense is included in research and development and general and administrative expenses in the accompanying interim unaudited condensed consolidated statements of operations and comprehensive loss. In connection with the IPO and after preliminary discussions with the underwriters, the Company reassessed the fair value of: (1) 1,128,222 restricted common shares issued to our Principal Executive Officer in June 2016 with an initial fair value of $1.52 per common share; (2) 602,743 common shares underlying stock options granted in August 2016 (including options to purchase 61,199 common shares granted to certain consultants as described below in Note 7(B)(1)) with an exercise price of $2.38 per common share; and (3) 572,568 common shares underlying stock options granted in September 2016 to the Company’s employees, officers and directors with a weighted-average exercise price of $4.00 per common share. As a result, the Company determined that the reassessed fair value of the restricted common shares was $5.10 per common share and the reassessed fair value of the common shares underlying the stock options granted in August and September 2016 was $15.00 per common share, which was the initial public offering price of the Company's common shares in the IPO. The use of this higher fair value per common share increased the weighted-average fair value of the stock options granted in August and September 2016 to $ 13.44 per common share and $ 12.78 per common share, respectively. Prior to the IPO, the fair value of the common shares underlying the Company’s stock options was estimated on each grant date by the Board of Directors. In order to determine the fair value of the Company’s common shares underlying granted stock options, the Board of Directors considered, among other things, timely valuations of the common shares prepared by an unrelated third-party valuation firm in accordance with the guidance provided by the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation. The use of this higher share price increased both recognized and unrecognized share-based compensation expense. At December 31, 2016 , total unrecognized compensation expense related to non-vested options for employees, officers and directors was $14.6 million and is expected to be recognized over the remaining weighted-average service period of 3.67 years. (B) Share-Based Compensation for Related Parties: (1) Stock Options Granted to Non-Employees: During the nine months ended December 31, 2016 , the Company granted options to purchase 61,199 common shares to certain consultants, who are also employees of RSI, with an exercise price of $2.38 under the 2016 Plan. As discussed above in Note 7(A), the use of the higher fair value per common share of $ 15.00 , which was reassessed in conjunction with the IPO and after preliminary discussions with the underwriters, increased both recognized and unrecognized share-based compensation expense. For the three and nine months ended December 31, 2016 , share-based compensation expense related to stock options granted to consultants was $0.1 million and $0.2 million , respectively. At December 31, 2016 , total unrecognized compensation expense related to stock options granted to consultants was $0.5 million , which is expected to be recognized over 1.19 years. (2) Share-Based Compensation Allocated to the Company by RSL: In relation to the RSL common share awards and options issued by RSL to RSL and RSI employees, the Company recorded share-based compensation expense of $0.6 million and $4.6 million , respectively, for the three and nine months ended December 31, 2016 . 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. The RSL common share awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. 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. Compensation expense will be allocated to the Company over the required service period over which these RSL common share awards and RSL options would vest and is based upon the relative percentage of time utilized by RSI employees on Company matters. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company applies a fair value framework in order to measure and disclose its financial assets and liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Fair values are determined by utilizing quoted prices for similar assets and liabilities in active markets or other market observable inputs such as interest rates and yield curves. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company’s Level 3 assets and liabilities consist of the warrant liability associated with the license agreement with Takeda. The fair value of the warrant liability was determined based on a Monte Carlo simulation model which requires various highly subjective unobservable inputs. The significant unobservable inputs used in the fair value measurement are the probability of a future financing event; the expected date or dates of a future financing event; the potential size of a future financing event; the enterprise value of the Company; and the expected volatility in the Company’s valuation. Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis Financial assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2016 and March 31, 2016, by level, within the fair value hierarchy: As of December 31, 2016 As of March 31, 2016 (in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2016 Assets: Total assets at fair value $ — $ — $ — $ — $ — $ — $ — $ — Liabilities: Warrant liability $ — $ — $ 1,655 $ 1,655 $ — $ — $ — $ — Total liabilities at fair value $ — $ — $ 1,655 $ 1,655 $ — $ — $ — $ — There were no transfers of assets between Level 1 and Level 2 of the fair value measurement hierarchy that occurred during the nine months ended December 31, 2016 . Level 3 Disclosures The Company measures the warrant liability at fair value based on significant inputs not observable in the market, which causes it to be classified as a Level 3 measurement within the fair value hierarchy. The valuation of the warrant liability uses assumptions and estimates the Company believes would be made by a market participant in making the same valuation. The Company assesses these assumptions and estimates on an ongoing basis as additional data impacting the assumptions and estimates are obtained. Changes in the fair value of the warrant liability related to updated assumptions and estimates are recognized as other expenses in the accompanying interim unaudited condensed consolidated statements of operations and comprehensive loss. The warrant liability may change significantly as additional data are obtained, impacting the Company’s assumptions regarding probabilities of successful financing events used to estimate the fair value of the liability. In evaluating this information, considerable judgment is required to interpret the data used to develop the assumptions and estimates. The estimates of fair value may not be indicative of the amounts that could be realized in a financing event. Accordingly, the use of different market assumptions and/or different valuation techniques may have a material effect on the estimated fair value amounts, and such changes could materially impact the Company’s results of operations in future periods. The fair value of our warrant liability as of December 31, 2016 was calculated using the following significant unobservable inputs: Input Range or Point Estimate Used Projected time frame to an equity financing January 2017 - April 2017 Probability of a successful equity financing 2.0 % Annualized equity volatility 73.4% Risk-free interest rate 0.44% - 0.55% The changes in fair value of the Company’s Level 3 warrant liability during the nine months ended December 31, 2016 were as follows (in thousands): Balance at March 31, 2016 $ — Fair value of the warrant liability issued 5,377 Changes in the fair value of the warrant liability, included in net loss 28,815 Settlements (32,537 ) Balance at December 31, 2016 $ 1,655 For the nine months ended December 31, 2016 , changes in the carrying value of the warrant liability resulted from settlements related to the fair value of the warrant exercised, partially offset by changes in the fair value of the warrant liability primarily due to the changes in the estimated probabilities of future financing events, change in the enterprise value of the Company, automatic exercise of the warrant and the passage of time. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company entered into certain commitments under the Takeda license agreement (See Note 3), amended its services agreement with RSI and entered into a separate service agreement with RSG (See Note 4(A)). As of March 31, 2016 and December 31, 2016 , the Company did not have any ongoing material financial commitments. The Company expects to enter into other commitments as the business further develops. The Company may be, from time to time, a party to various disputes and claims arising from normal business activities. The Company accrues for loss contingencies when available information indicates that it is probable that a liability has been incurred and the amount of such loss can be reasonably estimated. In the cases where the Company believes that a reasonably possible loss exists, the Company discloses the facts and circumstances of the litigation, including an estimable range, if possible. Currently, the Company is party to a legal proceeding as described in Part II, Item 1, Legal Proceedings, of this Quarterly Report on Form 10-Q. The Company believes that it is not probable that a liability has been incurred and that the amount of any such liability cannot be reasonably estimated. As a result, the Company has not recorded a loss contingency related to this legal proceeding. While it is not possible to determine the outcome of the matter, the Company believes the resolution of such matter will not have a material adverse effect on its business, financial condition or results of operations. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited financial statements for the period from inception of February 2, 2016 through the period ended March 31, 2016, and unaudited consolidated financial statements for the three months ended June 30, 2016, included in the Company's final prospectus dated October 26, 2016 filed with the Securities and Exchange Commission ("SEC”) on October 27, 2016. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the financial position of the Company and its results of operations and cash flows for the interim periods presented have been included. Operating results for the three and nine months ended December 31, 2016 are not necessarily indicative of the results that may be expected for the year ending March 31, 2017, for any other interim period or for any other future year. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements include the accounts of the Company and MSI, MHL and MSG, its wholly-owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, costs, and expenses, including compensation expense allocated to the Company under its services agreement with Roivant Sciences, Inc. (“RSI”), a wholly-owned subsidiary of RSL, as well as 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. |
Contingencies | The Company may be, from time to time, a party to various disputes and claims arising from normal business activities. The Company continually assesses litigation to determine if an unfavorable outcome would lead to a probable loss or reasonably possible loss which could be estimated. In accordance with the guidance of the Financial Accounting Standards Board (FASB) on accounting for contingencies, the Company accrues for all contingencies at the earliest date at which the Company deems it probable that a liability has been incurred and the amount of such liability can be reasonably estimated. If the estimate of a probable loss is a range and no amount within the range is more likely than another, the Company accrues the minimum of the range. In the cases where the Company believes that a reasonably possible loss exists, the Company discloses the facts and circumstances of the litigation, including an estimable range, if possible. |
Deferred Offering Costs | Deferred offering costs, which consisted of direct costs related to the Company’s initial public offering (the “IPO”) of its common shares, were capitalized in other assets until the consummation of the IPO. These offering costs were reclassified to additional paid-in capital upon the closing of the IPO on November 1, 2016. |
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 on 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 expenses primarily consist of the intellectual property and research and development materials acquired, certain costs charged by RSI under its services agreement with the Company 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. |
Warrant Liability | The Company records the warrant liability at its estimated fair value as a liability in the condensed consolidated balance sheet. The Company remeasures the estimated fair value of the warrant liability each reporting period and records the changes in the fair value in the condensed consolidated statement of operations and comprehensive loss as other (expense) income (See Note 8). |
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. |
Share-based Compensation | Share-based awards to employees and directors are valued at fair value on the date of the grant and that fair value is recognized as share-based compensation expense over the requisite service period. 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, the fair value of the Company’s common shares and anticipated forfeiture of the share-based awards. Since the Company has limited option exercise history, it has generally elected to estimate the expected life of an award based upon the Securities and Exchange Commission-approved “simplified method” noted under the provisions of Staff Accounting Bulletin No. 107 with the continued use of this method extended under the provisions of Staff Accounting Bulletin No. 110. 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 is 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 | 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. For the three and nine months ended December 31, 2016 , 1,128,222 restricted share awards and 1,337,657 options to purchase common shares were not included in the calculation of diluted weighted-average common shares outstanding because they were anti-dilutive. |
Recently Issued Accounting Pronouncements | In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (ASU No. 2016-02), which is a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of ASU No. 2016-02 will require lessees to present the assets and liabilities that arise from leases on their balance sheets. ASU No. 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 statements and related disclosures. 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 interim and annual reporting periods beginning after December 15, 2016, 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. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2016 and March 31, 2016, by level, within the fair value hierarchy: As of December 31, 2016 As of March 31, 2016 (in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2016 Assets: Total assets at fair value $ — $ — $ — $ — $ — $ — $ — $ — Liabilities: Warrant liability $ — $ — $ 1,655 $ 1,655 $ — $ — $ — $ — Total liabilities at fair value $ — $ — $ 1,655 $ 1,655 $ — $ — $ — $ — |
Schedule of Significant Unobservable Inputs | The fair value of our warrant liability as of December 31, 2016 was calculated using the following significant unobservable inputs: Input Range or Point Estimate Used Projected time frame to an equity financing January 2017 - April 2017 Probability of a successful equity financing 2.0 % Annualized equity volatility 73.4% Risk-free interest rate 0.44% - 0.55% |
Schedule of Changes in Fair Value of Level 3 Warrant Liability | The changes in fair value of the Company’s Level 3 warrant liability during the nine months ended December 31, 2016 were as follows (in thousands): Balance at March 31, 2016 $ — Fair value of the warrant liability issued 5,377 Changes in the fair value of the warrant liability, included in net loss 28,815 Settlements (32,537 ) Balance at December 31, 2016 $ 1,655 |
Description of Business - Nar
Description of Business - Narrative (Details) | 9 Months Ended |
Dec. 31, 2016segmentproduct_candidate | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Number of reporting segments | 1 |
Number of product candidates | product_candidate | 2 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended |
Dec. 31, 2016 | Dec. 31, 2016 | |
Restricted Share Awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of diluted weighted-average common shares outstanding (in shares) | 1,128,222 | 1,128,222 |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of diluted weighted-average common shares outstanding (in shares) | 1,337,657 | 1,337,657 |
License Agreement - Narrative
License Agreement - Narrative (Details) - USD ($) $ in Thousands | Apr. 29, 2016 | Dec. 31, 2016 |
Class of Warrant or Right [Line Items] | ||
Shares issued to Takeda under the Takeda license agreement (in shares) | 5,077,001 | |
Period for which royalties are required to be paid after the first commercial sale of relugolix or MVT-602 products | 10 years | |
Ownership percentage to which the warrants entitle Takeda | 12.00% | |
Purchase of in-process research and development expense | $ 13,100 | $ 13,117 |
Research and development expense related to intellectual property and inventory with no alternative for future use, portion related to fair value of common shares issued | 7,700 | $ 7,740 |
Warrant liability | $ 5,400 | |
Maximum | ||
Class of Warrant or Right [Line Items] | ||
Warrant term | 1 year |
Related Party Transactions - N
Related Party Transactions - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | |
RSL | Option Agreement | |||
Related Party Transaction [Line Items] | |||
Option agreement, term | 2 years | ||
Option agreement, purchase price as a percent of payments made by RSL | 110.00% | ||
RSL and RSI | RSL and RSI | Services Agreement | |||
Related Party Transaction [Line Items] | |||
Base salary, fringe benefits, and share-based compensation | $ 2.7 | $ 6.8 |
Shareholders' Equity - Narrati
Shareholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands | Nov. 01, 2016USD ($)$ / sharesshares | Oct. 18, 2016 | Aug. 31, 2016shares | Jun. 30, 2016shares | Dec. 31, 2016USD ($)bank$ / sharesshares | Mar. 31, 2016$ / sharesshares | Feb. 02, 2016class |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of classes of shares | class | 1 | ||||||
Common shares authorized (in shares) | 564,111,242 | 564,111,242 | |||||
Common shares par value (in USD per share) | $ / shares | $ 0.000017727 | $ 0.000017727 | |||||
Reverse stock split ratio | 0.5641 | ||||||
Shares sold, price (in USD per share) | $ / shares | $ 15 | ||||||
Gross proceeds on sale of shares | $ | $ 199,964 | ||||||
Net proceeds on sale of shares | $ | $ 202,275 | ||||||
Number of banking institutions | bank | 1 | ||||||
Shares issued to settle the warrant liability to Takeda (in shares) | 2,313,529 | ||||||
Initial Public Offering | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares sold (in shares) | 14,500,000 | ||||||
Shares sold, price (in USD per share) | $ / shares | $ 15 | ||||||
Gross proceeds on sale of shares | $ | $ 217,500 | ||||||
Net proceeds on sale of shares | $ | 200,000 | ||||||
Underwriting discounts and commissions | $ | 15,200 | ||||||
Offering expenses | $ | $ 2,300 | ||||||
Shares issued to settle the warrant liability to Takeda (in shares) | 1,977,269 | ||||||
Restricted Share Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted stock awards granted (in shares) | 1,128,222 | 1,128,222 | |||||
Shares issued to settle the warrant liability to Takeda (in shares) | 153,846 | ||||||
Employee and Non-employee Stock Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted (in shares) | 602,743 | 1,337,657 | |||||
Shares issued to settle the warrant liability to Takeda (in shares) | 182,414 |
Income Taxes - Narrative (Deta
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2016 | Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate | (0.36%) | (0.06%) | |
Unrecognized tax benefits | $ 0 | $ 0 | $ 0 |
Share-Based Compensation - Nar
Share-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Aug. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common shares reserved for grant (in shares) | 4,512,889 | ||||
Fair value of underlying common shares (in USD per share) | $ 15 | $ 15 | $ 15 | ||
RSI Employees | Share-Based Compensation Allocated to the Company by RSL | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation | $ 0.6 | $ 4.6 | |||
Employee and Non-employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 602,743 | 1,337,657 | |||
Exercise price of options granted in period (in USD per share) | $ 2.38 | ||||
Employee and Non-employee Stock Option | Stock Option Grantees Holding More Than 10% of the Total Voting Power of the Company | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Threshold percentage of total voting power of company | 10.00% | 10.00% | |||
Exercise price as a percentage of fair value | 110.00% | 110.00% | |||
Contractual term | 5 years | ||||
Restricted Share Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock awards granted (in shares) | 1,128,222 | 1,128,222 | |||
Share-based compensation | $ 0.4 | $ 0.8 | |||
Fair value of restricted stock granted (in USD per share) | $ 5.10 | ||||
Restricted Share Awards | Originally reported | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of restricted stock granted (in USD per share) | $ 1.52 | ||||
Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 572,568 | 541,544 | 1,276,458 | ||
Exercise price of options granted in period (in USD per share) | $ 4 | $ 2.38 | |||
Share-based compensation | 0.9 | $ 1.2 | |||
Fair value of stock options granted (in USD per share) | $ 12.78 | $ 13.44 | |||
Unrecognized compensation expense related to options for employees, officers, and directors | 14.6 | $ 14.6 | |||
Unrecognized compensation expense, period for recognition, related to options for employees, officers, and directors | 3 years 8 months 1 day | ||||
Non-employee Stock Option | RSI Employees | Stock Options Granted to Non-Employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 61,199 | 61,199 | |||
Exercise price of options granted in period (in USD per share) | $ 2.38 | ||||
Share-based compensation | 0.1 | $ 0.2 | |||
Unrecognized compensation expense related to options for non-employees | $ 0.5 | $ 0.5 | |||
Unrecognized compensation expense, period for recognition, related to options for non-employees | 1 year 2 months 9 days |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Apr. 29, 2016 | Mar. 31, 2016 |
Liabilities: | |||
Warrant liability | $ 5,400 | ||
Fair Value, Measurements, Recurring | |||
Assets: | |||
Total assets at fair value | $ 0 | $ 0 | |
Liabilities: | |||
Warrant liability | 1,655 | 0 | |
Total liabilities at fair value | 1,655 | 0 | |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Assets: | |||
Total assets at fair value | 0 | 0 | |
Liabilities: | |||
Warrant liability | 0 | 0 | |
Total liabilities at fair value | 0 | 0 | |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | |||
Assets: | |||
Total assets at fair value | 0 | 0 | |
Liabilities: | |||
Warrant liability | 0 | 0 | |
Total liabilities at fair value | 0 | 0 | |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | |||
Assets: | |||
Total assets at fair value | 0 | 0 | |
Liabilities: | |||
Warrant liability | 1,655 | 0 | |
Total liabilities at fair value | $ 1,655 | $ 0 |
Fair Value Measurements - Sche
Fair Value Measurements - Schedule of Significant Unobservable Inputs (Details) - Fair Value, Measurements, Recurring - Warrant Liability - Significant Unobservable Inputs (Level 3) | 9 Months Ended |
Dec. 31, 2016 | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Probability of a successful equity financing | 2.00% |
Annualized equity volatility | 73.40% |
Minimum | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Risk-free interest rate | 0.44% |
Maximum | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Risk-free interest rate | 0.55% |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Changes in Fair Value of Liabilities (Details) - Warrant Liability $ in Thousands | 9 Months Ended |
Dec. 31, 2016USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at March 31, 2016 | $ 0 |
Fair value of the warrant liability issued | 5,377 |
Changes in the fair value of the warrant liability, included in net loss | 28,815 |
Settlements | (32,537) |
Balance at December 31, 2016 | $ 1,655 |