Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2018 | Nov. 02, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Myovant Sciences Ltd. | |
Entity Central Index Key | 1,679,082 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
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 | 68,492,388 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q2 | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Small Business | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Current assets: | ||
Cash | $ 154,317 | $ 108,624 |
Prepaid expenses and other current assets | 8,449 | 5,139 |
Income tax receivable | 767 | 1,000 |
Total current assets | 163,533 | 114,763 |
Furniture and equipment, net | 1,472 | 1,273 |
Other assets | 3,161 | 3,065 |
Total assets | 168,166 | 119,101 |
Current liabilities: | ||
Accounts payable | 8,359 | 4,578 |
Interest payable | 300 | 282 |
Accrued expenses | 38,733 | 30,265 |
Due to RSL, RSI and RSG | 578 | 1,960 |
Total current liabilities | 47,970 | 37,085 |
Deferred rent | 975 | 408 |
Deferred interest payable | 560 | 255 |
Long-term debt | 44,560 | 43,624 |
Total liabilities | 94,065 | 81,372 |
Commitments and contingencies (Note 9) | ||
Shareholders’ equity: | ||
Common shares, par value $0.000017727 per share, 564,111,242 shares authorized, 68,484,888 and 60,997,856 issued and outstanding common shares at September 30, 2018 and March 31, 2018, respectively | 1 | 1 |
Additional paid-in capital | 430,101 | 266,178 |
Accumulated other comprehensive income | 377 | 24 |
Accumulated deficit | (356,378) | (228,474) |
Total shareholders’ equity | 74,101 | 37,729 |
Total liabilities and shareholders’ equity | $ 168,166 | $ 119,101 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2018 | Mar. 31, 2018 |
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) | 60,997,856 | |
Common shares outstanding (in shares) | 68,484,888 | 60,997,856 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Operating expenses: | |||||
Research and development | [1] | $ 53,813 | $ 24,170 | $ 105,154 | $ 41,878 |
General and administrative | [2] | 10,310 | 6,141 | 19,052 | 10,323 |
Total operating expenses | 64,123 | 30,311 | 124,206 | 52,201 | |
Interest expense | 1,580 | 0 | 3,197 | 0 | |
Other (income) expense | (21) | (138) | 268 | 204 | |
Loss before income taxes | (65,682) | (30,173) | (127,671) | (52,405) | |
Income tax expense (benefit) | 88 | (265) | 233 | 820 | |
Net loss | $ (65,770) | $ (29,908) | $ (127,904) | $ (53,225) | |
Net loss per common share — basic and diluted (in USD per share) | $ (0.99) | $ (0.50) | $ (1.97) | $ (0.90) | |
Weighted average common shares outstanding — basic and diluted (in shares) | 66,666,876 | 59,459,500 | 64,997,698 | 59,353,966 | |
Research and development | |||||
Costs allocated from RSL, RSI, and RSG | $ 246 | $ 565 | $ 2,434 | $ 1,103 | |
General and administrative | |||||
Costs allocated from RSL, RSI, and RSG | $ 949 | $ 694 | $ 2,174 | $ 1,509 | |
[1] | Includes $246 and $565 of costs allocated from RSL, RSI, and RSG during the three months ended September 30, 2018 and 2017, respectively, and $2,434 and $1,103 of costs allocated from RSL, RSI, and RSG during the six months ended September 30, 2018 and 2017, respectively. Also includes share-based compensation expense (see Note 8(D)). | ||||
[2] | Includes $949 and $694 of costs allocated from RSL, RSI, and RSG during the three months ended September 30, 2018 and 2017, respectively, and $2,174 and $1,509 of costs allocated from RSL, RSI, and RSG during the six months ended September 30, 2018 and 2017, respectively. Also includes share-based compensation expense (see Note 8(D)). |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (65,770) | $ (29,908) | $ (127,904) | $ (53,225) |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustment | (72) | (116) | 353 | 148 |
Total other comprehensive (loss) income | (72) | (116) | 353 | 148 |
Comprehensive loss | $ (65,842) | $ (30,024) | $ (127,551) | $ (53,077) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Shares | Common Shares Subscribed | Additional Paid in Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | Public Offering | Public OfferingCommon Shares | Public OfferingAdditional Paid in Capital | Cowen and Company, LLCPrivate Placement | Cowen and Company, LLCPrivate PlacementCommon Shares | Cowen and Company, LLCPrivate PlacementAdditional Paid in Capital | Roivant Sciences, Ltd.Private Placement | Roivant Sciences, Ltd.Private PlacementCommon Shares | Roivant Sciences, Ltd.Private PlacementAdditional Paid in Capital |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Adjustment to adopt ASU 2016-09 | $ 122 | $ (122) | |||||||||||||
Beginning balance (in shares) at Mar. 31, 2017 | 60,275,757 | ||||||||||||||
Beginning balance at Mar. 31, 2017 | $ 166,776 | $ 1 | $ (1) | 251,733 | $ 140 | (85,097) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Shares issued to settle the warrant liability to Takeda (in shares) | 4,432 | ||||||||||||||
Shares issued to settle the warrant liability to Takeda | 58 | $ 0 | 58 | ||||||||||||
Share-based compensation expense (in shares) | 564,111 | ||||||||||||||
Share-based compensation expense | 1,954 | $ 0 | 1,954 | ||||||||||||
Capital contribution — share-based compensation | 247 | 247 | |||||||||||||
Foreign currency translation adjustment | 264 | 264 | |||||||||||||
Net loss | (23,317) | (23,317) | |||||||||||||
Ending balance (in shares) at Jun. 30, 2017 | 60,844,300 | ||||||||||||||
Ending balance at Jun. 30, 2017 | 145,982 | $ 1 | (1) | 254,114 | 404 | (108,536) | |||||||||
Beginning balance (in shares) at Mar. 31, 2017 | 60,275,757 | ||||||||||||||
Beginning balance at Mar. 31, 2017 | 166,776 | $ 1 | (1) | 251,733 | 140 | (85,097) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net loss | (53,225) | ||||||||||||||
Ending balance (in shares) at Sep. 30, 2017 | 60,849,236 | ||||||||||||||
Ending balance at Sep. 30, 2017 | 118,719 | $ 1 | (1) | 256,875 | 288 | (138,444) | |||||||||
Beginning balance (in shares) at Jun. 30, 2017 | 60,844,300 | ||||||||||||||
Beginning balance at Jun. 30, 2017 | 145,982 | $ 1 | (1) | 254,114 | 404 | (108,536) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Share-based compensation expense (in shares) | 0 | ||||||||||||||
Share-based compensation expense | 2,519 | $ 0 | 2,519 | ||||||||||||
Capital contribution — share-based compensation | 230 | 230 | |||||||||||||
Foreign currency translation adjustment | (116) | (116) | |||||||||||||
Issuance of common shares upon exercise of stock options (in shares) | 4,936 | ||||||||||||||
Issuance of common shares upon exercise of stock options | 12 | 12 | |||||||||||||
Net loss | (29,908) | (29,908) | |||||||||||||
Ending balance (in shares) at Sep. 30, 2017 | 60,849,236 | ||||||||||||||
Ending balance at Sep. 30, 2017 | $ 118,719 | $ 1 | $ (1) | 256,875 | 288 | (138,444) | |||||||||
Beginning balance (in shares) at Mar. 31, 2018 | 60,997,856 | 60,997,856 | |||||||||||||
Beginning balance at Mar. 31, 2018 | $ 37,729 | $ 1 | 266,178 | 24 | (228,474) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common shares (in shares) | 2,767,129 | 1,110,015 | |||||||||||||
Issuance of common shares | $ 57,315 | $ 0 | $ 57,315 | $ 22,500 | $ 0 | $ 22,500 | |||||||||
Share-based compensation expense (in shares) | 0 | ||||||||||||||
Share-based compensation expense | 4,053 | $ 0 | 4,053 | ||||||||||||
Capital contribution — share-based compensation | 191 | 191 | |||||||||||||
Foreign currency translation adjustment | 425 | 425 | |||||||||||||
Issuance of common shares upon exercise of stock options (in shares) | 16,218 | ||||||||||||||
Issuance of common shares upon exercise of stock options | 76 | 76 | |||||||||||||
Net loss | (62,134) | (62,134) | |||||||||||||
Ending balance (in shares) at Jun. 30, 2018 | 64,891,218 | ||||||||||||||
Ending balance at Jun. 30, 2018 | $ 60,155 | $ 1 | 350,313 | 449 | (290,608) | ||||||||||
Beginning balance (in shares) at Mar. 31, 2018 | 60,997,856 | 60,997,856 | |||||||||||||
Beginning balance at Mar. 31, 2018 | $ 37,729 | $ 1 | 266,178 | 24 | (228,474) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common shares upon exercise of stock options (in shares) | 73,989 | ||||||||||||||
Net loss | $ (127,904) | ||||||||||||||
Ending balance (in shares) at Sep. 30, 2018 | 68,484,888 | 68,484,888 | |||||||||||||
Ending balance at Sep. 30, 2018 | $ 74,101 | $ 1 | 430,101 | 377 | (356,378) | ||||||||||
Beginning balance (in shares) at Jun. 30, 2018 | 64,891,218 | ||||||||||||||
Beginning balance at Jun. 30, 2018 | 60,155 | $ 1 | 350,313 | 449 | (290,608) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common shares (in shares) | 3,533,399 | ||||||||||||||
Issuance of common shares | $ 74,391 | $ 0 | $ 74,391 | ||||||||||||
Share-based compensation expense (in shares) | 0 | ||||||||||||||
Share-based compensation expense | 4,529 | $ 0 | 4,529 | ||||||||||||
Capital contribution — share-based compensation | 196 | 196 | |||||||||||||
Capital contribution from RSI and RSG | 212 | 212 | |||||||||||||
Foreign currency translation adjustment | (72) | (72) | |||||||||||||
Issuance of common shares upon exercise of stock options and vesting of RSUs (in shares) | 60,271 | ||||||||||||||
Issuance of common shares upon exercise of stock options and vesting of RSUs | 460 | 460 | |||||||||||||
Net loss | $ (65,770) | (65,770) | |||||||||||||
Ending balance (in shares) at Sep. 30, 2018 | 68,484,888 | 68,484,888 | |||||||||||||
Ending balance at Sep. 30, 2018 | $ 74,101 | $ 1 | $ 430,101 | $ 377 | $ (356,378) |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Shareholder's Equity (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | |
Public Offering | ||
Issuance costs | $ 5.1 | |
Cowen and Company, LLC | Private Placement | ||
Issuance costs | $ 2.1 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (127,904) | $ (53,225) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share-based compensation | 8,969 | 4,950 |
Depreciation | 191 | 104 |
Amortization of debt discount and issuance costs | 936 | 0 |
Foreign currency translation adjustment | 353 | 148 |
Other | 212 | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (3,240) | (517) |
Deferred tax assets | 0 | 208 |
Income tax receivable | 233 | 0 |
Other assets | (96) | (2,098) |
Accounts payable | 3,781 | (1,975) |
Income tax payable | 0 | 561 |
Interest payable | 18 | 0 |
Accrued expenses | 8,176 | 2,569 |
Due to RSL, RSI and RSG | (1,382) | (2,299) |
Deferred rent | 567 | 213 |
Deferred interest payable | 305 | 0 |
Net cash used in operating activities | (108,881) | (51,361) |
Cash flows from investing activities: | ||
Purchase of furniture and equipment | (390) | (157) |
Net cash used in investing activities | (390) | (157) |
Cash flows from financing activities: | ||
Cash proceeds from stock option exercises | 466 | 12 |
Net cash provided by financing activities | 154,964 | 12 |
Net change in cash | 45,693 | (51,506) |
Cash—beginning of period | 108,624 | 180,838 |
Cash—end of period | 154,317 | 129,332 |
Non-cash financing activities: | ||
Offering costs, unpaid included in accrued expenses | 292 | 0 |
Stock options exercised receivables, included in prepaid expenses and other current assets | (70) | 0 |
Public Offering | ||
Cash flows from financing activities: | ||
Cash proceeds from issuance of common shares | 74,683 | 0 |
Private Placement | Cowen and Company, LLC | ||
Cash flows from financing activities: | ||
Cash proceeds from issuance of common shares | 57,315 | 0 |
Private Placement | Roivant Sciences, Ltd. | ||
Cash flows from financing activities: | ||
Cash proceeds from issuance of common shares | $ 22,500 | $ 0 |
Description of Business
Description of Business | 6 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Myovant Sciences Ltd. (or 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 and endocrine diseases. The Company is developing relugolix in combination with low-dose estradiol and a progestin for the treatment of heavy menstrual bleeding associated with uterine fibroids and for pain associated with endometriosis, relugolix as monotherapy at a higher dose for advanced prostate cancer, and an additional product candidate, MVT-602, an oligopeptide kisspeptin-1 receptor agonist, for the treatment of female infertility as part of assisted reproduction. Both relugolix and MVT-602 were licensed to the Company by Takeda Pharmaceuticals International AG, or Takeda, on April 29, 2016. Since its inception, the Company has devoted substantially all of its efforts to organizing and staffing the Company, raising capital, identifying and in-licensing its product candidates, including acquiring worldwide rights (excluding Japan and certain other Asian countries) to relugolix and worldwide rights to MVT-602, preparing for and advancing the clinical development of its product candidates, and preparing for the potential commercialization of relugolix. The Company has incurred, and expects to continue to incur, significant operating losses and negative cash flows for at least the next several years as it continues to develop its product candidates and prepares for the potential future regulatory approvals and commercialization of relugolix. To date, the Company has not generated any revenue, and it does not expect to generate revenue unless and until it successfully completes development and obtains regulatory approval for one of its product candidates. Based on its current operating plan, the Company believes its existing cash, together with the remaining financing commitments of $ 92.0 million available to it from NovaQuest Capital Management, or NovaQuest, will be sufficient to fund its operating expenses and capital expenditure requirements through the first quarter of its fiscal year ending March 31, 2020, and to enable it to receive top-line data from the first Phase 3 clinical trial for one of its women’s health clinical programs. This estimate is based on the Company’s current assumptions, including assumptions relating to its ability to manage its spend, that might prove to be wrong, and it could use its available capital resources sooner than it currently expects. These funds will not be sufficient to enable the Company to complete all necessary development activities and commercially launch relugolix. The Company continuously assesses multiple options to obtain further funding to support its operations through public or private offerings of its capital shares, debt financings, collaboration and licensing arrangements, or other sources. However, 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 | 6 Months Ended |
Sep. 30, 2018 | |
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 first three fiscal quarters end on June 30, September 30 and December 31. 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 accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States, or U.S., generally accepted accounting principles, or 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 unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2018 , filed with the U.S. Securities and Exchange Commission, or the SEC, on June 7, 2018. The unaudited consolidated balance sheet at March 31, 2018 has been derived from the audited consolidated financial statements at that date. 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 six months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2019 , for any other interim period or for any other future year. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification, or ASC, and Accounting Standards Update, or ASU, issued by the Financial Accounting Standards Board, or FASB. The unaudited condensed consolidated financial statements include the accounts of the Company and 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 Annual Report on Form 10-K for the fiscal year ended March 31, 2018 , filed with the SEC on June 7, 2018. (B) Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in certain circumstances that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, costs, and expenses, including compensation and other expenses allocated to the Company under its services agreements with Roivant Sciences, Inc., or RSI, and Roivant Sciences GmbH, or RSG, each a wholly owned subsidiary of the Company’s controlling shareholder, Roivant Sciences Ltd., or RSL, as well as share-based compensation expenses, research and development, or R&D, expenses, and income taxes. 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 at the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses incurred during the reporting period, that are not readily apparent from other sources. Actual results could differ from those estimates. (C) 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, reduced, where applicable, for outstanding yet unvested shares of restricted common stock. The computation of diluted net loss per common share is based on the weighted-average number of common shares outstanding during the period plus, when their effect is dilutive, incremental shares consisting of shares subject to stock options, restricted share units, restricted share awards, and warrants. In periods in which the Company reports a net loss, all common share equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equal. Potentially dilutive common shares have been excluded from the diluted net loss per common share computations in all periods presented because such securities have an anti-dilutive effect on net loss per common share due to the Company’s net loss. There are no reconciling items used to calculate the weighted-average number of total common shares outstanding for basic and diluted net loss per common share data. At September 30, 2018 and 2017 , potentially dilutive securities were as follows: September 30, 2018 2017 Options 5,115,494 3,228,164 Restricted share awards (unvested) 1,057,707 1,339,763 Restricted stock units (unvested) 12,500 10,000 Warrants 73,710 — Total 6,259,411 4,577,927 (D) Fair Value Measurements The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance establishes a fair value hierarchy for financial 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 defined 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 at the reporting date. 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 include cash, accounts payable and long-term debt. Cash and accounts payable are stated at their respective historical carrying amounts, which approximate fair value due to their short-term nature. The carrying value of the Company’s long-term debt approximates fair value based on current interest rates for similar types of borrowings and is included in Level 2 of the fair value hierarchy. (E) Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842),” or 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 plans to adopt this standard as of April 1, 2019. ASU No. 2016-02 is expected to impact the Company’s consolidated financial statements as the Company has certain operating lease arrangements for which the Company is the lessee. The Company has implemented a process to identify its outstanding lease portfolio and is currently evaluating its outstanding leases to determine the impact the new standard will have on its consolidated financial statements. The Company expects that the adoption of this standard will result in the recognition of an asset for the right to use a leased facility on the Company’s consolidated balance sheet, as well as the recognition of a liability for the lease payments remaining on the lease. While the consolidated balance sheet presentation is expected to change, the Company does not expect a material change to the consolidated statements of operations and comprehensive loss or cash flows. In February 2018, the FASB issued ASU No. 2018-02, “ Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income ,” or ASU No. 2018-02. ASU No. 2018-02 allows companies to reclassify stranded tax effects resulting from the newly enacted federal corporate income tax rate under the Tax Cuts and Jobs Act, from accumulated other comprehensive (loss) income to retained earnings. ASU No. 2018-02 is effective for fiscal years, and interim periods within those 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 2018, the FASB issued ASU No. 2018-05, “ Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 ,” or ASU No. 2018-05. ASU No. 2018-05 amends certain SEC material in Topic 740 for the income tax accounting implications of the recently issued Tax Cuts and Jobs Act. ASU No. 2018-05 is effective immediately. The Company evaluated the impact of the Act as well as the guidance of Staff Accounting Bulletin No. 118 and incorporated the changes into the determination of a reasonable estimate of its deferred taxes. The Company considers its accounting for the impact of the new law to be provisional and will continue to evaluate the impact this recent tax reform legislation may have on its results of operations, financial position, cash flows and related disclosures. In June 2018, the FASB issued ASU No. 2018-07, “Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting,” or ASU No. 2018-07. ASU No. 2018-07 simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. ASU No. 2018-07 is effective for interim and annual reporting periods beginning after December 15, 2018 and 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. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses As of September 30, 2018 , and March 31, 2018 , accrued expenses consisted of the following (in thousands): September 30, 2018 March 31, 2018 Accrued R&D expenses $ 34,145 $ 25,988 Accrued compensation-related expenses 2,423 2,792 Accrued professional fees 624 566 Accrued other expenses 1,541 919 Total accrued expenses $ 38,733 $ 30,265 |
Long-term Debt
Long-term Debt | 6 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt (A) NovaQuest Long-term Debt In October 2017, the Company, its following subsidiaries, Myovant Sciences, Inc., or MSI, Myovant Holdings Limited, or MHL, a private limited company incorporated under the laws of England and Wales, Myovant Sciences GmbH, or MSG, a company with limited liability formed under the laws of Switzerland, and Myovant Sciences Ireland Limited, or MSIL, a company with limited liability formed under the laws of Ireland, as guarantors, and NovaQuest Capital Management, or NovaQuest, entered into (i) a Securities Purchase Agreement, or the NovaQuest Securities Purchase Agreement, and (ii) an Equity Purchase Agreement, or the NovaQuest Equity Purchase Agreement. Pursuant to the NovaQuest Securities Purchase Agreement, the Company has the option, at its discretion, to issue up to $60.0 million aggregate principal amount of notes to NovaQuest and concurrent with each purchase of notes, NovaQuest is obligated to purchase up to $20.0 million of the Company’s common shares on a pro rata basis, subject to certain terms and conditions, through December 31, 2018 . The equity purchase price for each such purchase will be equal to 105% of the average of the volume-weighted average price for the five consecutive trading days immediately prior to the relevant purchase date. The Company has committed that it will issue at least $30.0 million aggregate principal amount of notes through December 31, 2018 , subject to certain terms and conditions, of which $6.0 million aggregate principal amount was issued in October 2017. With this issuance of $6.0 million aggregate principal amount of notes in October 2017, NovaQuest also purchased 138,361 common shares for $2.0 million in accordance with the terms of the NovaQuest Securities Purchase Agreement. The notes bear interest at a rate of 15% per annum, of which 5% is payable quarterly, and 10% is payable on a deferred basis on the earlier of the Amortization Date (as defined below) and the repayment in full of the notes. The notes mature on October 16, 2023 . The Company will be required to amortize the principal amount of the notes in equal quarterly installments commencing on November 1, 2020 , subject to extension at the option of the Company to November 1, 2021 , or the Amortization Date, provided certain terms and conditions are met as set forth in the NovaQuest Securities Purchase Agreement. Early redemption of the notes is subject to a redemption charge. The Company’s obligations under the NovaQuest Securities Purchase Agreement are secured by a second-lien security interest in substantially all of the Company’s and its subsidiaries’ respective assets, other than intellectual property. The NovaQuest Securities Purchase Agreement includes customary affirmative and restrictive covenants and representations and warranties, including a minimum cash covenant that applies commencing on the Amortization Date, and also includes customary events of default. Upon the occurrence of an event of default, a default interest rate of an additional 5% may be applied to the outstanding note balance and NovaQuest may declare all outstanding obligations immediately due and payable and take such other actions as set forth in the NovaQuest Securities Purchase Agreement. Pursuant to the NovaQuest Equity Purchase Agreement, NovaQuest has committed to purchase up to an additional $20.0 million of the Company’s common shares from time to time at the Company’s discretion through December 31, 2018 , with an option to extend the commitment through December 31, 2019 , subject to certain terms and conditions as set forth in the NovaQuest Equity Purchase Agreement. The Company has committed that it will exercise its option to sell and issue a minimum of $10.0 million of its common shares under the NovaQuest Equity Purchase Agreement through December 31, 2018 , subject to certain terms and conditions. The purchase price for the common shares issued pursuant to the NovaQuest Equity Purchase Agreement will be equal to 105% of the average of the volume-weighted average price for the five consecutive trading days immediately prior to the relevant purchase date. The Company incurred financing costs related to the NovaQuest Securities Purchase Agreement of $1.0 million which are recorded as an offset to long-term debt on the Company’s unaudited condensed consolidated balance sheets. These deferred financing costs are being amortized over the term of the debt using the effective interest method, and are included in interest expense in the Company’s unaudited condensed consolidated statements of operations. During the three and six months ended September 30, 2018 , interest expense included $0.1 million and $0.2 million of amortized deferred financing costs related to the NovaQuest notes. Outstanding debt obligations to NovaQuest are as follows (in thousands): September 30, 2018 March 31, 2018 Principal amount $ 6,000 $ 6,000 Less: unamortized debt issuance costs (639 ) (854 ) Loan payables less unamortized debt issuance costs 5,361 5,146 Less: current maturities — — Long-term loan payable, net of current maturities and unamortized debt issuance costs $ 5,361 $ 5,146 (B) Hercules Long-term Debt In October 2017, the Company, its following subsidiaries, MSI, MHL, MSG and MSIL as guarantors, and Hercules Capital, Inc., or Hercules, entered into a Loan Agreement, or the Hercules Loan Agreement, which provides up to $40.0 million principal amount of term loans, or the Term Loans. A first tranche of $25.0 million principal amount was funded upon execution of the Hercules Loan Agreement in October 2017 and the remaining $15.0 million principal amount was funded in March 2018. The Term Loans bear interest at a variable per annum rate at the greater of (i) the prime rate plus 4.00% and (ii) 8.25% . The interest rate on the Term Loans was 9.25% at September 30, 2018 . Pursuant to the terms of the Hercules Loan Agreement, the Term Loan Maturity Date has been extended from May 1, 2021 to November 1, 2021 as a result of the achievement of a financing milestone in July 2018. The Company is obligated to make monthly payments of accrued interest until June 1, 2019 , or the Interest-only Period, subject to certain terms and conditions, followed by monthly installments of principal and interest through the maturity date. The Interest-only Period has been extended to December 1, 2019 as a result of the achievement of a financing milestone during July 2018. The Interest-only Period may be further extended until June 1, 2020 if a certain clinical milestone is met, as specified in the Hercules Loan Agreement. Prepayment of the Term Loan is subject to a prepayment charge. The Company is also obligated to pay an end of term charge of 6.55% of the principal amount of the Term Loans funded under the Hercules Loan Agreement, on the earlier of the maturity date or the date that the Term Loans otherwise become due and payable. The Company’s obligations under the Hercules Loan Agreement are secured by a first lien security interest in substantially all of the Company’s and its subsidiaries’ respective assets, other than intellectual property. The Hercules Loan Agreement includes customary affirmative and restrictive covenants and representations and warranties, including a minimum cash covenant that ceases to apply if the Company achieves certain clinical development and financing 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 5.00% 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. Concurrent with each funding of the Term Loans, the Company is required to issue to Hercules a warrant, or the Warrants, to purchase a number of its common shares equal to 3.00% of the principal amount of the relevant Term Loan funded divided by the exercise price, which is based on the lowest three-day volume-weighted average price for the three consecutive trading days prior to the funding date for such Term Loan. The Warrants may be exercised on a cashless basis, and are immediately exercisable through the seventh anniversary of the applicable funding date. In connection with the first tranche funded under the Hercules Loan Agreement, the Company issued a Warrant to Hercules exercisable for an aggregate of 49,800 of its common shares at an exercise price of $15.06 per common share. Concurrent with the funding of the second tranche, the Company issued a Warrant to Hercules exercisable for an aggregate of 23,910 of its common shares at an exercise price of $18.82 per common share. The Company accounted for the Warrants as equity instruments since they were indexed to the Company’s common shares and met the criteria for classification in shareholders’ equity (deficit). The relative fair value of the Warrants related to the first and second tranche funding were approximately $0.5 million and $0.3 million , respectively, and were treated as a discount to the Term Loans. This amount is being amortized to interest expense using the effective interest method over the life of the Term Loans. The Company estimated the fair value of the Warrants using the Black-Scholes model based on the following key assumptions: Tranche 1 Tranche 2 Exercise price $15.06 $18.82 Common share price on date of issuance $14.39 $18.96 Volatility 73.2% 72.3% Risk-free interest rate 2.15% 2.78% Expected dividend yield —% —% Contractual term (in years) 7.00 7.00 The Company issued the first tranche of the Term Loans at a discount of $2.1 million , including the relative fair value of the related Warrant, and incurred financing costs of $1.3 million relating to the Hercules Loan Agreement which are recorded as an offset to long-term debt on the Company’s unaudited condensed consolidated balance sheets. The second tranche of the Term Loans was issued at a discount of $1.3 million , including the relative fair value of the related Warrant. The debt discount and deferred financing costs are being amortized over the term of the debt using the effective interest method, and are included in interest expense in the Company’s unaudited condensed consolidated statements of operations. During the three and six months ended September 30, 2018 , interest expense included $0.3 million and $0.7 million of amortized debt discount and issuance costs related to the Term Loans. Outstanding debt obligations to Hercules are as follows (in thousands): September 30, 2018 March 31, 2018 Principal amount $ 40,000 $ 40,000 End of term charge 2,620 2,620 Less: unamortized debt discount and issuance costs (3,421 ) (4,142 ) Loan payables less unamortized debt discount and issuance costs 39,199 38,478 Less: current maturities — — Long-term loan payable, net of current maturities and unamortized debt discount and issuance costs $ 39,199 $ 38,478 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions (A) Services Agreements In July 2016, the Company entered into a formal services agreement with RSI, effective April 29, 2016, under which RSI agreed to provide certain administrative and R&D services to the Company. Under this services agreement, the Company pays or reimburses RSI for expenses it, or third parties acting on its behalf, incurs for the Company. For any general and administrative, or G&A, and R&D activities performed by RSI employees, RSI charges the Company 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 by the respective employee, which the Company believes is reasonable. All other third-party pass thru costs are billed to the Company at cost. The accompanying unaudited condensed consolidated financial statements include third-party expenses incurred on behalf of the Company that have been paid by RSI and RSL. In February 2017, the Company and MSI amended and restated the services agreement, effective as of November 11, 2016, to include Myovant Sciences GmbH, or MSG, as a services recipient. In addition, in February 2017, MSG entered into a separate services agreement with RSG, effective as of November 11, 2016, for the provisioning of services by RSG to MSG in relation to services related to clinical development, administrative and finance and accounting activities. The Company refers to the amended and restated services agreement with RSI and the services agreement with RSG, collectively, as the Services Agreements. Under the Services Agreements, for the three months ended September 30, 2018 and 2017 , the Company incurred expenses (inclusive of third party pass thru costs billed to the Company) of $1.0 million and $1.0 million , respectively, inclusive of the mark-up. Under the Services Agreements, for the six months ended September 30, 2018 and 2017 , the Company incurred expenses (inclusive of third party pass thru costs billed to the Company) of $4.2 million and $2.1 million , respectively, inclusive of the mark-up. These amounts are included in R&D expenses and G&A expenses based upon the nature of the service performed under the Services Agreements. (B) Share-Based Compensation Expense Allocated to the Company by RSL Share-based compensation expense has been and will continue to be allocated to the Company by RSL over the requisite service period over which RSL common share awards and RSL options are expected to vest and based upon the relative percentage of time utilized by RSL, RSI and RSG employees on Company matters. In relation to the RSL common share awards and options issued by RSL to RSL, RSI and RSG employees, the Company recorded share-based compensation expense of $0.2 million and $0.3 million , respectively, for the three months ended September 30, 2018 and 2017 and $0.4 million and $0.5 million , respectively, for the six months ended September 30, 2018 and 2017 . Refer to Note 8 for further details. (C) Private Placement with RSL See Note 7(B) for information regarding the Private Placement with RSL. |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes 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 provision for income taxes is primarily based on income taxes in the U.S. for federal, state and local taxes. The Company’s effective tax rate for the three months ended September 30, 2018 and 2017 was (0.13)% and 0.88% , respectively. The Company’s effective tax rate for the six months ended September 30, 2018 and 2017 was (0.18)% and (1.56)% , respectively. The effective tax rate is driven by the Company’s jurisdictional earnings by location and a valuation allowance that eliminates the Company’s global net deferred tax assets. The Company assesses the realizability of its 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 records a valuation allowance as necessary. On December 22, 2017, the Tax Cuts and Jobs Act, or the Act, was enacted, which introduced a comprehensive set of tax reform in the U.S. The Act revises the U.S. corporate income tax by, among other things, lowering the corporate income tax rate from 35% to 21% , adopting a quasi-territorial income tax system and imposing a one-time transition tax on foreign unremitted earnings, and setting limitations on deductibility of certain costs (e.g., interest expense). The effects of changes in tax laws are required to be recognized in the period in which the legislation is enacted in accordance with ASC 740, Accounting for Income Taxes. However, due to the complexity and significance of the Act’s provisions, the SEC staff issued Staff Accounting Bulletin No. 118, which allows companies to record the tax effects of the Act on a provisional basis based on a reasonable estimate, and then, if necessary, subsequently adjust such amounts during a limited measurement period as more information becomes available. The measurement period ends when a company has obtained, prepared, and analyzed the information necessary to finalize its accounting, but cannot extend beyond one year from enactment. The Act did not have a material impact on the Company’s consolidated financial statements since its global net deferred tax assets are fully offset by a valuation allowance and the Company does not have any off-shore earnings from which to record the mandatory transition tax. However, given the significant complexity of the Act, anticipated guidance from the U.S. Treasury about implementing the Act, and the potential for additional guidance from the SEC or the FASB related to the Act, these estimates may be adjusted during the measurement period. The provisional amounts were based on the Company’s present interpretations of the Act and currently available information, including assumptions and expectations about future events, such as its projected financial performance, and are subject to further refinement as additional information becomes available (such as potential new or interpretative guidance issued by the FASB or the Internal Revenue Service and other tax agencies) and further analyses are completed. The Company continues to analyze the changes in certain income tax deductions and gather additional data to compute the full impact on the Company’s current and deferred tax assets and liabilities (deferred tax assets and liabilities will be subject to a valuation allowance if adjusted). |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity (A) Underwritten Secondary Public Equity Offering of Common Stock In July 2018, the Company completed an underwritten secondary public equity offering of 3,333,334 of its common shares at a public offering price of $22.50 per common share. Subsequently, in August 2018, the Company issued and sold an additional 200,065 common shares upon the partial exercise of the underwriters’ over-allotment option at a price of $22.50 per common share. After deducting the underwriting discounts and commissions and estimated offering costs payable by the Company, the net proceeds to the Company in connection with the underwritten secondary public equity offering, including the over-allotment option, were approximately $74.4 million . (B) Private Placement with RSL On April 2, 2018 , the Company entered into a share purchase agreement, or the Purchase Agreement, with RSL, its controlling shareholder, pursuant to which the Company agreed to issue and sell to RSL 1,110,015 of its common shares at a purchase price of $20.27 per common share in a private placement, or the Private Placement. In April 2018, the Company received proceeds of $22.5 million from RSL at the closing of the Private Placement. (C) At-the-Market Equity Offering Program On April 2, 2018 , the Company entered into a sales agreement, or the Sales Agreement, with Cowen and Company, LLC, or Cowen, to sell its common shares having an aggregate offering price of up to $100.0 million from time to time through an “at-the-market” equity offering program under which Cowen acts as the Company’s agent. During the three and six months ended September 30, 2018 , the Company issued and sold none and 2,767,129 , respectively, of its common shares under the Sales Agreement. The common shares were sold at a weighted-average price of $21.47 per common share for aggregate net proceeds to the Company of approximately $57.3 million , after deducting underwriting commissions and offering costs payable by the Company. The Company currently has approximately $40.6 million of capacity available under its “at-the-market” equity offering program. (D) Takeda Warrant Liability During the year ended March 31, 2018 , the Company issued 4,432 common shares to Takeda pursuant to a warrant which expired on April 30, 2017 . |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation (A) Myovant 2016 Equity Incentive Plan In June 2016, the Company adopted its 2016 Equity Incentive Plan, or as amended, the 2016 Plan, under which 4.5 million common shares were originally reserved for issuance. Pursuant to the “evergreen” provision contained in the 2016 Plan, the number of common shares reserved for issuance under the 2016 Plan automatically increases on April 1 of each year, commencing on (and including) April 1, 2017 and ending on (and including) April 1, 2026, in an amount equal to 4% of the total number of shares of capital stock outstanding on March 31 of the preceding fiscal year, or a lesser number of shares as determined by the Company’s board of directors. On April 1, 2018, the number of common shares authorized for issuance increased automatically by 2.4 million shares in accordance with the evergreen provision of the 2016 Plan. At September 30, 2018 , a total of 2.5 million common shares were available for future issuance under the 2016 Plan. 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 stock unit awards, and other share awards under the 2016 Plan. (B) Stock Options A summary of option activity under the Company’s 2016 Plan is as follows: Number of Options Options outstanding at March 31, 2018 3,549,405 Granted 1,710,760 Exercised (73,989 ) Forfeited (70,682 ) Options outstanding at September 30, 2018 5,115,494 Options vested and expected to vest at September 30, 2018 5,115,494 Options exercisable at September 30, 2018 1,195,945 (C) Restricted Share Awards and Restricted Stock Units A summary of restricted share award and restricted stock unit activity under the Company’s 2016 Plan is as follows: Number of Shares Unvested balance at March 31, 2018 1,213,735 Vested (143,528 ) Unvested balance at September 30, 2018 1,070,207 (D) Share-Based Compensation Expense Share-based compensation expense was as follows (in thousands): Three Months Ended September 30, 2018 2017 Share-based compensation expense recognized as: R&D expenses $ 1,846 $ 679 G&A expenses 2,879 2,070 Total $ 4,725 $ 2,749 Six Months Ended September 30, 2018 2017 Share-based compensation expense recognized as: R&D expenses $ 3,407 $ 1,539 G&A expenses 5,562 3,411 Total $ 8,969 $ 4,950 Share-based compensation expense is included in R&D and G&A expenses in the accompanying unaudited condensed consolidated statements of operations consistent with the grantee’s salary. Share-based compensation expense presented in the table above includes share-based compensation expense allocated to the Company by RSL as described below in Note 8(E). Of the total share-based compensation expense, amounts recognized for options granted to non-employees were immaterial for all periods presented. Total unrecognized share-based compensation expense for awards granted pursuant to the 2016 Plan was approximately $49.3 million at September 30, 2018 and is expected to be recognized over a weighted-average period of approximately 3.07 years . (E) Share-Based Compensation Expense for Related Parties: (1) Stock Options Granted to RSI Employees: During the three months ended September 30, 2018 and 2017 , the Company recorded share-based compensation expense related to stock options granted to RSI employees of $15,091 and $0.1 million , respectively. During the six months ended September 30, 2018 and 2017 , the Company recorded share-based compensation expense related to stock options granted to RSI employees of $29,976 and $0.2 million , respectively. At September 30, 2018 , total unrecognized compensation expense related to stock options granted to RSI employees was $0.1 million , which is expected to be recognized over a period of approximately 1.88 years . This share-based compensation expense is included in R&D and G&A expenses in the accompanying unaudited condensed consolidated statements of operations. (2) Share-Based Compensation Expense Allocated to the Company by RSL: In relation to the RSL common share awards and RSL options issued by RSL to RSL, RSI and RSG employees, the Company recorded share-based compensation expense of $0.1 million and $0.3 million , respectively, for the three months ended September 30, 2018 and 2017 , and $0.3 million and $0.5 million , respectively, for the six months ended September 30, 2018 and 2017 . The RSL common share awards and RSL options granted by RSL to RSL, RSI and RSG employees are valued by RSL at fair value on the date of grant and that fair value is recognized as share-based compensation expense over the requisite service period. As RSL is a non-public entity, the RSL common share awards and RSL options are classified as Level 3 by RSL due to their unobservable nature. Significant judgment and estimates were used by RSL to estimate the fair value of these awards and options, as they are not publicly traded. RSL common share awards and RSL options are subject to specified vesting schedules and requirements (a mix of time-based and performance-based events). The fair value is based on various corporate event-based considerations, including targets for RSL’s post-IPO market capitalization and future financing events). The fair value of each RSL option is estimated on the date of grant using the Black-Scholes closed-form option-pricing model. Share-based compensation expense has been and will continue to be allocated to the Company over the requisite service period over which these RSL common share awards and RSL options are expected to vest and based upon the relative percentage of time utilized by RSL, RSI and RSG employees on Company matters. (3) RSL RSUs: The Company’s Principal Executive Officer was granted 66,845 RSL RSUs during the year ended March 31, 2017. These RSUs will vest to the extent certain RSL performance criteria are achieved and certain RSL liquidity conditions are satisfied within specified years of the grant date, provided that the Company’s Principal Executive Officer has provided continued service to RSL or its subsidiaries through such date. As of September 30, 2018 , the performance conditions had not been met and were deemed not probable of being met. For the three and six months ended September 30, 2018 and 2017 , the Company recorded no share-based compensation expense related to these RSL RSUs. At September 30, 2018 , there was $0.9 million of unrecognized compensation expense related to unvested RSL RSUs. The Company will recognize this share-based compensation expense upon achievement of the performance and market conditions through the requisite service period. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company has entered into commitments under its license agreement with Takeda, services agreements with RSI and RSG (See Note 5(A)), and financing agreements with NovaQuest and Hercules (See Note 4). In addition, the Company has entered into services agreements with third parties for pharmaceutical R&D and manufacturing activities and has a lease agreement for office space located in Brisbane, California. Expenditures to contract research organizations, or CROs, and contract manufacturing organizations, or CMOs, represent significant costs in the Company’s clinical development of its product candidates. Subject to required notice periods and the Company’s obligations under binding purchase orders, the Company can elect to discontinue the work under these agreements at any time. The Company expects to enter into additional commitments as its 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 liability 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 loss contingency, including an estimable range, if possible. In May 2018, the Company entered into a Commercial Manufacturing and Supply Agreement with Takeda, or the Takeda Commercial Supply Agreement. Pursuant to the Takeda Commercial Supply Agreement, Takeda has agreed to supply the Company and the Company has agreed to obtain from Takeda certain quantities of relugolix drug substance according to agreed-upon quality specifications and in order to commercialize relugolix in accordance with the Takeda Agreement. Under the Takeda Commercial Supply Agreement, the Company will pay Takeda a fixed price per kilogram of relugolix drug substance through December 31, 2019. The Company has made and Takeda has accepted an initial firm order to supply relugolix drug substance to the Company through December 31, 2019. For relugolix drug substance manufactured or delivered on or after such date, the Company will pay Takeda a price per kilogram of relugolix drug substance to be agreed upon between the parties at the beginning of each fiscal year. In addition, under the Takeda Commercial Supply Agreement, Takeda has agreed to assist with the transfer of technology and Takeda manufacturing know-how to a second CMO of the Company’s subsidiary, Myovant Sciences GmbH. The Company has agreed to reimburse Takeda for all internal costs, and external costs, charges, and expenses, in each case, reasonably incurred by Takeda in connection with any technology transfer services. The initial term of the Takeda Commercial Supply Agreement began on May 30, 2018 and will continue for five years. At the end of the initial term, the Takeda Commercial Supply Agreement automatically renews for successive one -year terms, unless either party gives notice of termination to the other at least 12 months prior to the end of the then-current term. The Takeda Commercial Supply Agreement may be terminated by either party upon 90 days’ notice of an uncured material breach of its terms by the other party, or immediately upon notice to the other party of a party’s bankruptcy. Each party will also have the right to terminate the Takeda Commercial Supply Agreement, in whole or in part, for any reason upon 180 days’ prior written notice to the other party, provided that any then-open purchase orders, including the initial firm order for relugolix drug substance through December 31, 2019, will remain in effect and be binding on both parties. The Takeda Commercial Supply Agreement, including any then-open purchase order thereunder, will terminate immediately upon the termination of the Takeda Agreement in accordance with its terms. The Takeda Commercial Supply Agreement also includes customary provisions relating to, among others, delivery, inspection procedures, warranties, quality management, storage, handling and transport, intellectual property, confidentiality and indemnification. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s fiscal year ends on March 31, and its first three fiscal quarters end on June 30, September 30 and December 31. 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 accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States, or U.S., generally accepted accounting principles, or 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 unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2018 , filed with the U.S. Securities and Exchange Commission, or the SEC, on June 7, 2018. The unaudited consolidated balance sheet at March 31, 2018 has been derived from the audited consolidated financial statements at that date. 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 six months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2019 , for any other interim period or for any other future year. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification, or ASC, and Accounting Standards Update, or ASU, issued by the Financial Accounting Standards Board, or FASB. The unaudited condensed consolidated financial statements include the accounts of the Company and 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 Annual Report on Form 10-K for the fiscal year ended March 31, 2018 , filed with the SEC on June 7, 2018. |
Use of Estimates | Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in certain circumstances that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, costs, and expenses, including compensation and other expenses allocated to the Company under its services agreements with Roivant Sciences, Inc., or RSI, and Roivant Sciences GmbH, or RSG, each a wholly owned subsidiary of the Company’s controlling shareholder, Roivant Sciences Ltd., or RSL, as well as share-based compensation expenses, research and development, or R&D, expenses, and income taxes. 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 at the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses incurred during the reporting period, that are not readily apparent from other sources. Actual results could differ from those estimates. |
Net Loss Per Common Share | Net Loss per Common Share Basic net loss per common share is computed by dividing net loss applicable to common shareholders by the weighted-average number of common shares outstanding during the period, reduced, where applicable, for outstanding yet unvested shares of restricted common stock. The computation of diluted net loss per common share is based on the weighted-average number of common shares outstanding during the period plus, when their effect is dilutive, incremental shares consisting of shares subject to stock options, restricted share units, restricted share awards, and warrants. In periods in which the Company reports a net loss, all common share equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equal. Potentially dilutive common shares have been excluded from the diluted net loss per common share computations in all periods presented because such securities have an anti-dilutive effect on net loss per common share due to the Company’s net loss. There are no reconciling items used to calculate the weighted-average number of total common shares outstanding for basic and diluted net loss per common share data. |
Fair Value Measurements | Fair Value Measurements The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance establishes a fair value hierarchy for financial 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 defined 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 at the reporting date. 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 include cash, accounts payable and long-term debt. Cash and accounts payable are stated at their respective historical carrying amounts, which approximate fair value due to their short-term nature. The carrying value of the Company’s long-term debt approximates fair value based on current interest rates for similar types of borrowings and is included in Level 2 of the fair value hierarchy. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842),” or 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 plans to adopt this standard as of April 1, 2019. ASU No. 2016-02 is expected to impact the Company’s consolidated financial statements as the Company has certain operating lease arrangements for which the Company is the lessee. The Company has implemented a process to identify its outstanding lease portfolio and is currently evaluating its outstanding leases to determine the impact the new standard will have on its consolidated financial statements. The Company expects that the adoption of this standard will result in the recognition of an asset for the right to use a leased facility on the Company’s consolidated balance sheet, as well as the recognition of a liability for the lease payments remaining on the lease. While the consolidated balance sheet presentation is expected to change, the Company does not expect a material change to the consolidated statements of operations and comprehensive loss or cash flows. In February 2018, the FASB issued ASU No. 2018-02, “ Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income ,” or ASU No. 2018-02. ASU No. 2018-02 allows companies to reclassify stranded tax effects resulting from the newly enacted federal corporate income tax rate under the Tax Cuts and Jobs Act, from accumulated other comprehensive (loss) income to retained earnings. ASU No. 2018-02 is effective for fiscal years, and interim periods within those 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 2018, the FASB issued ASU No. 2018-05, “ Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 ,” or ASU No. 2018-05. ASU No. 2018-05 amends certain SEC material in Topic 740 for the income tax accounting implications of the recently issued Tax Cuts and Jobs Act. ASU No. 2018-05 is effective immediately. The Company evaluated the impact of the Act as well as the guidance of Staff Accounting Bulletin No. 118 and incorporated the changes into the determination of a reasonable estimate of its deferred taxes. The Company considers its accounting for the impact of the new law to be provisional and will continue to evaluate the impact this recent tax reform legislation may have on its results of operations, financial position, cash flows and related disclosures. In June 2018, the FASB issued ASU No. 2018-07, “Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting,” or ASU No. 2018-07. ASU No. 2018-07 simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. ASU No. 2018-07 is effective for interim and annual reporting periods beginning after December 15, 2018 and 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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share | September 30, 2018 2017 Options 5,115,494 3,228,164 Restricted share awards (unvested) 1,057,707 1,339,763 Restricted stock units (unvested) 12,500 10,000 Warrants 73,710 — Total 6,259,411 4,577,927 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | As of September 30, 2018 , and March 31, 2018 , accrued expenses consisted of the following (in thousands): September 30, 2018 March 31, 2018 Accrued R&D expenses $ 34,145 $ 25,988 Accrued compensation-related expenses 2,423 2,792 Accrued professional fees 624 566 Accrued other expenses 1,541 919 Total accrued expenses $ 38,733 $ 30,265 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Key Assumptions used to Measure Value of Warrant | The Company estimated the fair value of the Warrants using the Black-Scholes model based on the following key assumptions: Tranche 1 Tranche 2 Exercise price $15.06 $18.82 Common share price on date of issuance $14.39 $18.96 Volatility 73.2% 72.3% Risk-free interest rate 2.15% 2.78% Expected dividend yield —% —% Contractual term (in years) 7.00 7.00 |
Schedule of Outstanding Debt Obligations | Outstanding debt obligations to NovaQuest are as follows (in thousands): September 30, 2018 March 31, 2018 Principal amount $ 6,000 $ 6,000 Less: unamortized debt issuance costs (639 ) (854 ) Loan payables less unamortized debt issuance costs 5,361 5,146 Less: current maturities — — Long-term loan payable, net of current maturities and unamortized debt issuance costs $ 5,361 $ 5,146 Outstanding debt obligations to Hercules are as follows (in thousands): September 30, 2018 March 31, 2018 Principal amount $ 40,000 $ 40,000 End of term charge 2,620 2,620 Less: unamortized debt discount and issuance costs (3,421 ) (4,142 ) Loan payables less unamortized debt discount and issuance costs 39,199 38,478 Less: current maturities — — Long-term loan payable, net of current maturities and unamortized debt discount and issuance costs $ 39,199 $ 38,478 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | A summary of option activity under the Company’s 2016 Plan is as follows: Number of Options Options outstanding at March 31, 2018 3,549,405 Granted 1,710,760 Exercised (73,989 ) Forfeited (70,682 ) Options outstanding at September 30, 2018 5,115,494 Options vested and expected to vest at September 30, 2018 5,115,494 Options exercisable at September 30, 2018 1,195,945 |
Summary of Restricted Share Awards and Restricted Stock Units Activity | A summary of restricted share award and restricted stock unit activity under the Company’s 2016 Plan is as follows: Number of Shares Unvested balance at March 31, 2018 1,213,735 Vested (143,528 ) Unvested balance at September 30, 2018 1,070,207 |
Schedule of Share-based Compensation | Share-based compensation expense was as follows (in thousands): Three Months Ended September 30, 2018 2017 Share-based compensation expense recognized as: R&D expenses $ 1,846 $ 679 G&A expenses 2,879 2,070 Total $ 4,725 $ 2,749 Six Months Ended September 30, 2018 2017 Share-based compensation expense recognized as: R&D expenses $ 3,407 $ 1,539 G&A expenses 5,562 3,411 Total $ 8,969 $ 4,950 |
Description of Business - Narra
Description of Business - Narrative (Details) $ in Millions | Sep. 30, 2018USD ($) |
NovaQuest Capital Management | |
Other Commitments [Line Items] | |
Remaining financing commitments available | $ 92 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 6 Months Ended |
Sep. 30, 2018segment | |
Accounting Policies [Abstract] | |
Number of operating segments | 1 |
Number of reporting segments | 1 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities (Details) - shares | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 6,259,411 | 4,577,927 |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 5,115,494 | 3,228,164 |
Restricted share awards (unvested) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 1,057,707 | 1,339,763 |
Restricted stock units (unvested) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 12,500 | 10,000 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 73,710 | 0 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Payables and Accruals [Abstract] | ||
Accrued R&D expenses | $ 34,145 | $ 25,988 |
Accrued compensation-related expenses | 2,423 | 2,792 |
Accrued professional fees | 624 | 566 |
Accrued other expenses | 1,541 | 919 |
Total accrued expenses | $ 38,733 | $ 30,265 |
Long-term Debt (Narrative) (Det
Long-term Debt (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Oct. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2018 | Mar. 31, 2018 | |
Debt Instrument [Line Items] | ||||
Equity options, purchase price as a percentage of share price | 105.00% | |||
Equity commitment, number of consecutive trading days used for measuring share price | 5 days | |||
Equity option | $ 20,000,000 | |||
Equity option to be exercised in the current year | $ 10,000,000 | |||
Common Shares | ||||
Debt Instrument [Line Items] | ||||
Warrants exercisable as a percentage of principal amount of loan | 3.00% | |||
Private Placement | ||||
Debt Instrument [Line Items] | ||||
Shares purchased by NovaQuest (in shares) | 138,361 | |||
Shares purchased by NovaQuest | $ 2,000,000 | |||
Line of Credit | NovaQuest Securities Purchase Agreement | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing commitment | 60,000,000 | |||
Equity commitment related to note issuance | 20,000,000 | |||
Minimum borrowing commitment | 30,000,000 | |||
Debt issued | $ 6,000,000 | |||
Interest rate | 15.00% | |||
Quarterly interest rate | 5.00% | |||
Deferred interest rate | 10.00% | |||
Default interest rate | 5.00% | |||
Financing expenses | $ 1,000,000 | |||
Amortized deferred financing costs | $ 100,000 | $ 200,000 | ||
Term Loan | Hercules Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing commitment | $ 40,000,000 | |||
Interest rate | 8.25% | |||
Default interest rate | 5.00% | |||
Amortized deferred financing costs | $ 300,000 | $ 700,000 | ||
Principal amount funded | $ 25,000,000 | $ 15,000,000 | ||
Current interest rate | 9.25% | 9.25% | ||
End of term charge | 6.55% | |||
Term Loan | Hercules Loan Agreement | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 4.00% | |||
Tranche One | Common Shares | ||||
Debt Instrument [Line Items] | ||||
Number of securities exercisable by warrant (in shares) | 49,800 | |||
Exercise price of warrants (in USD per share) | $ 15.06 | |||
Fair value of warrant on date of issuance | $ 500,000 | |||
Tranche One | Term Loan | Hercules Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Financing expenses | 1,300,000 | |||
Discount | 2,100,000 | |||
Tranche Two | Common Shares | ||||
Debt Instrument [Line Items] | ||||
Number of securities exercisable by warrant (in shares) | 23,910 | |||
Exercise price of warrants (in USD per share) | $ 18.82 | |||
Fair value of warrant on date of issuance | $ 300,000 | |||
Tranche Two | Term Loan | Hercules Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Discount | $ 1,300,000 |
Long-term Debt (Outstanding Deb
Long-term Debt (Outstanding Debt Obligations) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Debt Instrument [Line Items] | ||
Loan payables less unamortized debt issuance costs | $ 44,560 | $ 43,624 |
Line of Credit | NovaQuest Securities Purchase Agreement | ||
Debt Instrument [Line Items] | ||
Principal amount | 6,000 | 6,000 |
Less: unamortized debt issuance costs | (639) | (854) |
Loan payables less unamortized debt issuance costs | 5,361 | 5,146 |
Less: current maturities | 0 | 0 |
Long-term loan payable, net of current maturities and unamortized debt issuance costs | 5,361 | 5,146 |
Term Loan | Hercules Loan Agreement | ||
Debt Instrument [Line Items] | ||
Principal amount | 40,000 | 40,000 |
End of term charge | 2,620 | 2,620 |
Less: unamortized debt issuance costs | (3,421) | (4,142) |
Loan payables less unamortized debt issuance costs | 39,199 | 38,478 |
Less: current maturities | 0 | 0 |
Long-term loan payable, net of current maturities and unamortized debt issuance costs | $ 39,199 | $ 38,478 |
Long-term Debt (Key Assumptions
Long-term Debt (Key Assumptions Used to Value Warrants) (Details) - Common Shares | Mar. 31, 2018year$ / shares | Oct. 31, 2017year$ / shares |
Tranche One | ||
Class of Warrant or Right [Line Items] | ||
Exercise price (in USD per share) | $ 15.06 | |
Common share price on date of issuance (in USD per share) | $ 14.39 | |
Tranche Two | ||
Class of Warrant or Right [Line Items] | ||
Exercise price (in USD per share) | $ 18.82 | |
Common share price on date of issuance (in USD per share) | $ 18.96 | |
Volatility | Tranche One | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | 0.732 | |
Volatility | Tranche Two | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | 0.723 | |
Risk-free interest rate | Tranche One | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | 0.0215 | |
Risk-free interest rate | Tranche Two | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | 0.0278 | |
Expected dividend yield | Tranche One | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | 0 | |
Expected dividend yield | Tranche Two | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | 0 | |
Contractual term (in years) | Tranche One | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | year | 7 | |
Contractual term (in years) | Tranche Two | ||
Class of Warrant or Right [Line Items] | ||
Measurement input | year | 7 |
Related Party Transactions (Na
Related Party Transactions (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
RSL and RSI | RSL and RSI | Service Agreement | ||||
Related Party Transaction [Line Items] | ||||
Expenses incurred under services agreements | $ 1 | $ 1 | $ 4.2 | $ 2.1 |
RSL | RSL | Share-based Compensation, Expense Allocated to Company | ||||
Related Party Transaction [Line Items] | ||||
Expenses incurred under services agreements | $ 0.2 | $ 0.3 | $ 0.4 | $ 0.5 |
Income Taxes - Narrative (Deta
Income Taxes - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | (0.13%) | 0.88% | (0.18%) | (1.56%) |
Shareholders' Equity - Narrati
Shareholders' Equity - Narrative (Details) - USD ($) | Apr. 02, 2018 | Aug. 31, 2018 | Jul. 31, 2018 | Apr. 30, 2018 | Oct. 31, 2017 | Aug. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | Mar. 31, 2017 |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Shares issued to settle the warrant liability to Takeda (in shares) | 4,432 | ||||||||
Private Placement | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares issued (in shares) | 138,361 | ||||||||
Net proceeds from sale of shares | $ 2,000,000 | ||||||||
Public Offering | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares issued (in shares) | 3,333,334 | ||||||||
Price of shares (in USD per share) | $ 22.5 | ||||||||
Net proceeds from sale of shares | $ 74,400,000 | ||||||||
Underwriter's Over-Allotment Option | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares issued (in shares) | 200,065 | ||||||||
Price of shares (in USD per share) | $ 22.5 | $ 22.5 | |||||||
Roivant Sciences, Ltd. | Private Placement | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares issued (in shares) | 1,110,015 | ||||||||
Price of shares (in USD per share) | $ 20.27 | ||||||||
Gross proceeds from sale of shares | $ 22,500,000 | ||||||||
Cowen and Company, LLC | Private Placement | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares issued (in shares) | 0 | 2,767,129 | |||||||
Price of shares (in USD per share) | $ 21.47 | $ 21.47 | |||||||
Net proceeds from sale of shares | $ 57,300,000 | ||||||||
Aggregate offering price | $ 100,000,000 | ||||||||
Remaining capacity in offering program | $ 40,600,000 | $ 40,600,000 |
Share-Based Compensation (Narr
Share-Based Compensation (Narrative) (Details) - USD ($) | Apr. 01, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 49,300,000 | $ 49,300,000 | ||||
Unrecognized compensation expense, period for recognition | 3 years 25 days | |||||
Options granted (in shares) | 1,710,760 | |||||
Employees of Affiliated Entities | Share-based Compensation, Expense Allocated to Company | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expenses incurred under services agreements | 100,000 | $ 300,000 | $ 300,000 | $ 500,000 | ||
Non-employee Stock Option | Employees of Affiliated Entities | Stock Options Granted to Non-Employees | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation related to stock options granted to consultants | 15,091 | $ 100,000 | 29,976 | $ 200,000 | ||
Unrecognized compensation expense, related to stock options granted to consultants | $ 100,000 | $ 100,000 | ||||
Unrecognized compensation expense, period for recognition related to stock options granted to consultants | 1 year 10 months 18 days | |||||
Options granted (in shares) | 0 | 0 | 0 | |||
Myovant 2016 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common shares reserved for grant (in shares) | 2,500,000 | 4,500,000 | 2,500,000 | 4,500,000 | ||
Common shares reserved for grant, annual percentage increase | 4.00% | 4.00% | ||||
Increase in common shares reserved for grant (in shares) | 2,400,000 | |||||
Principal Executive Officer | Restricted stock units | RSL | RSL RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expenses incurred under services agreements | $ 0 | $ 0 | $ 0 | $ 0 | ||
Awards granted (in shares) | 66,845 | |||||
Unrecognized compensation expense | $ 900,000 | $ 900,000 |
Share-Based Compensation (Summa
Share-Based Compensation (Summary of Stock Option Activity) (Details) | 6 Months Ended |
Sep. 30, 2018shares | |
Number of Options | |
Beginning balance (in shares) | 3,549,405 |
Granted (in shares) | 1,710,760 |
Exercised (in shares) | (73,989) |
Forfeited (in shares) | (70,682) |
Ending balance (in shares) | 5,115,494 |
Options vested and expected to vest (in shares) | 5,115,494 |
Options exercisable (in shares) | 1,195,945 |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Share Awards and Restricted Stock Units) (Details) - Restricted Share Awards and Restricted Stock Units | 6 Months Ended |
Sep. 30, 2018shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance (in shares) | 1,213,735 |
Vested (in shares) | (143,528) |
Ending balance (in shares) | 1,070,207 |
Share-Based Compensation (Share
Share-Based Compensation (Share-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation | $ 4,725 | $ 2,749 | $ 8,969 | $ 4,950 |
R&D expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation | 1,846 | 679 | 3,407 | 1,539 |
G&A expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation | $ 2,879 | $ 2,070 | $ 5,562 | $ 3,411 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - Takeda Commercial Supply Agreement | May 30, 2018 |
Supply Commitment [Line Items] | |
Agreement term | 5 years |
Automatic renewal term | 1 year |
Termination notice term | 12 months |
Termination notice term, uncured material breach | 90 days |
Termination notice term, open purchase order filed | 180 days |