Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2023 | May 15, 2023 | Sep. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Mar. 31, 2023 | ||
Current Fiscal Year End Date | --03-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38596 | ||
Entity Registrant Name | REPLIMUNE GROUP, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 82-2082553 | ||
Entity Address, Address Line One | 500 Unicorn Park Drive | ||
Entity Address, Address Line Two | Suite 303 | ||
Entity Address, City or Town | Woburn | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01801 | ||
City Area Code | 781 | ||
Local Phone Number | 222-9600 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | REPL | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 486.9 | ||
Entity Common Stock, Shares Outstanding | 57,775,993 | ||
Documents Incorporated by Reference | The registrant intends to file a definitive proxy statement pursuant to Regulation 14A within 120 days of the end of the fiscal year ended March 31, 2023. Portions of such definitive proxy statement are incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001737953 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Mar. 31, 2023 | |
Auditor Information [Abstract] | |
Auditor Firm ID | 238 |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | Boston, Massachusetts |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 146,590 | $ 105,948 |
Short-term investments | 436,796 | 289,707 |
Research and development incentives receivable | 2,939 | 3,055 |
Prepaid expenses and other current assets | 6,278 | 5,267 |
Total current assets | 592,603 | 403,977 |
Property, plant and equipment, net | 7,479 | 7,933 |
Restricted cash | 1,636 | 1,636 |
Right-to-use asset – operating leases | 5,208 | 5,552 |
Right-to-use asset – financing leases | 39,665 | 42,094 |
Total assets | 646,591 | 461,192 |
Current liabilities: | ||
Accounts payable | 5,364 | 3,732 |
Accrued expenses and other current liabilities | 24,704 | 13,392 |
Operating lease liabilities, current | 1,118 | 1,070 |
Financing lease liabilities, current | 2,639 | 2,562 |
Total current liabilities | 33,825 | 20,756 |
Operating lease liabilities, non-current | 4,389 | 4,801 |
Financing lease liabilities, non-current | 23,965 | 24,406 |
Long term debt, net of discount | 28,648 | 0 |
Other liabilities, non-current | 472 | 0 |
Total liabilities | 91,299 | 49,963 |
Commitments and contingencies (Note 13) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 150,000,000 shares authorized as of March 31, 2023 and March 31, 2022; 56,676,313 and 47,338,660 shares issued and outstanding as of March 31, 2023 and March 31, 2022, respectively | 57 | 47 |
Additional paid-in capital | 1,034,994 | 723,359 |
Accumulated deficit | (485,488) | (311,204) |
Accumulated other comprehensive income (loss) | 5,729 | (973) |
Total stockholders’ equity | 555,292 | 411,229 |
Total liabilities and stockholders’ equity | $ 646,591 | $ 461,192 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2023 | Mar. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, issued (in shares) | 56,676,313 | 47,338,660 |
Common stock, outstanding (in shares) | 56,676,313 | 47,338,660 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating expenses: | ||
Research and development | $ 126,527,000 | $ 79,545,000 |
Selling, general and administrative | 50,553,000 | 38,769,000 |
Total operating expenses | 177,080,000 | 118,314,000 |
Loss from operations | (177,080,000) | (118,314,000) |
Other income (expense): | ||
Research and development incentives | 2,914,000 | 3,170,000 |
Investment income | 10,006,000 | 390,000 |
Interest expense on finance lease liability | (2,197,000) | (2,223,000) |
Interest expense on debt obligations | (1,963,000) | 0 |
Other (expense) income | (5,676,000) | (1,059,000) |
Total other income, net | 3,084,000 | 278,000 |
Loss before income taxes | (173,996,000) | (118,036,000) |
Income tax provision | 288,000 | 0 |
Net loss | $ (174,284,000) | $ (118,036,000) |
Earnings Per Share, Basic | $ (2.99) | $ (2.26) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (2.99) | $ (2.26) |
Weighted average common shares outstanding, basic (in shares) | 58,213,010 | 52,212,269 |
Weighted average common shares outstanding, diluted (in shares) | 58,213,010 | 52,212,269 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (174,284) | $ (118,036) |
Other comprehensive loss: | ||
Foreign currency translation gain | 5,483 | 748 |
Net unrealized gain (loss) on short-term investments, net of tax of $0 | 1,219 | (1,327) |
Comprehensive loss | $ (167,582) | $ (118,615) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Other comprehensive loss: | ||
Net unrealized (loss) gain on short-term investments, net of tax | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | ATM sales | Common stock | Common stock ATM sales | Additional paid-in capital | Additional paid-in capital ATM sales | Accumulated deficit | Accumulated other comprehensive income (loss) |
Balance (in shares) at Mar. 31, 2021 | 46,566,481 | |||||||
Balance at Mar. 31, 2021 | $ 498,728 | $ 47 | $ 692,243 | $ (193,168) | $ (394) | |||
Increase (decrease) in Stockholders' Equity | ||||||||
Foreign currency translation adjustment | 748 | 748 | ||||||
Unrealized gain (loss) on short-term investments | (1,327) | (1,327) | ||||||
Exercise of stock options (in shares) | 768,186 | |||||||
Exercise of stock options | 6,862 | 6,862 | ||||||
Vesting of RSUs (in shares) | 3,993 | |||||||
Stock-based compensation expense | 24,254 | 24,254 | ||||||
Net loss | (118,036) | (118,036) | ||||||
Balance (in shares) at Mar. 31, 2022 | 47,338,660 | |||||||
Balance at Mar. 31, 2022 | 411,229 | $ 47 | 723,359 | (311,204) | (973) | |||
Increase (decrease) in Stockholders' Equity | ||||||||
Issuance of common stock, net of offering and issuance costs and underwriter fees (in shares) | 340,000 | 6,810,658 | 2,026,438 | |||||
Issuance of common stock, net of offering and issuance costs and underwriting fees | 149,854 | $ 37,438 | $ 7 | $ 2 | 149,847 | $ 37,436 | ||
Issuance of prefunded warrants to purchase common stock | 92,778 | 92,778 | ||||||
Foreign currency translation adjustment | 5,483 | 5,483 | ||||||
Unrealized gain (loss) on short-term investments | $ 1,219 | 1,219 | ||||||
Exercise of stock options (in shares) | 296,876 | 296,876 | ||||||
Exercise of stock options | $ 3,444 | $ 1 | 3,443 | |||||
Vesting of RSUs (in shares) | 203,681 | |||||||
Vesting of RSUs | 0 | 0 | ||||||
Stock-based compensation expense | 28,131 | 28,131 | ||||||
Net loss | (174,284) | (174,284) | ||||||
Balance (in shares) at Mar. 31, 2023 | 56,676,313 | |||||||
Balance at Mar. 31, 2023 | $ 555,292 | $ 57 | $ 1,034,994 | $ (485,488) | $ 5,729 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (174,284) | $ (118,036) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 28,131 | 24,254 |
Depreciation and amortization | 2,447 | 2,147 |
Net amortization of premiums and discounts on short-term investments | (5,638) | 2,220 |
Noncash interest expense | 494 | 0 |
Unrealized foreign currency transaction losses | 5,676 | 0 |
Changes in operating assets and liabilities: | ||
Research and development incentives receivable | (61) | (247) |
Prepaid expenses and other current assets | (1,059) | (815) |
Operating lease, right-of-use-asset | 225 | 99 |
Finance lease, right-of-use-asset | 2,428 | 2,428 |
Accounts payable | 1,981 | 1,118 |
Accrued expenses and other current liabilities | 11,376 | 4,725 |
Operating lease liabilities | (238) | (73) |
Other non-current liabilities | 472 | 0 |
Net cash used in operating activities | (128,050) | (82,180) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (2,270) | (2,336) |
Purchase of short-term investments | (583,412) | (255,720) |
Proceeds from sales and maturities of short-term investments | 443,180 | 256,250 |
Net cash used in investing activities | (142,502) | (1,806) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net of underwriting fees and discounts | 149,854 | 0 |
Proceeds from issuance of prefunded warrants to purchase common stock, net of underwriting fees and discounts | 92,778 | 0 |
Proceeds from issuance of common stock through ATM sales, net of offering costs | 37,438 | 0 |
Proceeds from long-term debt, net of debt issuance costs | 28,154 | 0 |
Principal payment of finance lease obligation | (365) | (264) |
Proceeds from exercise of stock options | 3,444 | 6,862 |
Net cash provided by financing activities | 311,303 | 6,598 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (109) | 818 |
Net (decrease) increase in cash, cash equivalents and restricted cash | 40,642 | (76,570) |
Cash, cash equivalents and restricted cash at beginning of period | 107,584 | 184,154 |
Cash, cash equivalents and restricted cash at end of period | 148,226 | 107,584 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 1,066 | 0 |
Cash paid for income taxes, net | 0 | 55 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Purchases of property and equipment included in accounts payable | 103 | 415 |
Lease assets obtained in exchange for new operating lease liabilities | $ 290 | $ 363 |
Nature of the business
Nature of the business | 12 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the business | Nature of the business Replimune Group, Inc. (the “Company”) is a clinical-stage biotechnology company focused on the development of oncolytic immunotherapies to treat cancer. Replimune Group, Inc., whose predecessor was founded in 2015, is the parent company of its wholly owned, direct and indirect subsidiaries: Replimune Limited (“Replimune UK”); Replimune, Inc. (“Replimune US”); Replimune Securities Corporation; and Replimune (Ireland) Limited. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations and the ability to secure additional capital to fund operations. Product candidates currently under development will require significant additional research and development efforts, including preclinical and clinical testing and regulatory approval, prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance and reporting capabilities. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. Basis of presentation The accompanying consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. The Company has incurred recurring losses since its inception, including net losses of $174.3 million and $118.0 million for the years ended March 31, 2023 and 2022, respectively. In addition, as of March 31, 2023, the Company had an accumulated deficit of $485.5 million. The Company expects to continue to generate operating losses for the foreseeable future. As of the issuance date of these consolidated financial statements, the Company expects that its cash and cash equivalents and short-term investments will be sufficient to fund its operating expenses and capital expenditure requirements through at least 12 months from the issuance of the consolidated financial statements. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | Summary of significant accounting policies Principles of consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and include the accounts of the Company and its direct and indirect wholly owned subsidiaries, Replimune UK, Replimune US, Replimune Securities Corporation and Replimune (Ireland) Limited after elimination of all intercompany accounts and transactions. Use of estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the accrual for research and development expenses and the valuation of stock-based awards. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. Foreign currency and currency translation The functional currency for the Company’s wholly owned foreign subsidiary, Replimune UK, is the British pound. Assets and liabilities of Replimune UK are translated into United States dollars at the exchange rate in effect on the balance sheet date. Revenues and expenses are translated at the average exchange rate in effect during the period. Unrealized translation gains and losses are recorded as a cumulative translation adjustment, which is included in the consolidated statements of stockholders’ equity as a component of accumulated other comprehensive loss. Adjustments that arise from exchange rate changes on transactions denominated in a currency other than the local currency are included in other income (expense), net in the consolidated statements of operations as incurred. Concentrations of credit risk and of significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents as well as short-term investments. The Company deposits its cash in financial institutions in amounts that may exceed federally insured limits. We limit our exposure to credit risk by placing investments with high credit quality financial institutions, diversifying our investment portfolio and placing investments with maturities that maintain safety and liquidity. To date, the Company has not experienced any losses on such accounts. The Company relies, and expects to continue to rely, on a small number of vendors to manufacture and supply raw materials and supply services for its development programs. These programs could be adversely affected by a significant interruption in these services or the availability of raw materials. Cash and cash equivalents The Company considers all highly liquid investments with original maturities of three months or less at date of purchase to be cash equivalents. Cash equivalents consisted of money market funds as of March 31, 2023 and 2022, respectively. As of March 31, 2023 and 2022, the amount of cash equivalents included in cash and cash equivalents totaled $121.5 million and $75.1 million, respectively. Restricted cash The Company holds restricted cash in segregated bank accounts in connection with a letter of credit. As of March 31, 2023 and 2022, restricted cash consisted of $1.6 million, held for the benefit of the landlords in connection with our leases. These amounts have been classified as non-current assets on the Company’s consolidated balance sheets. Short-term investments The Company’s short-term debt security investments are classified as available-for-sale and are carried at fair value, with the unrealized gains and non-credit related losses reported as a component of accumulated other comprehensive loss and included in stockholders’ equity. Realized gains and losses and declines in value determined to be other than temporary are based on the specific identification method and are included as a component of other income (expense), net in the consolidated statements of operations. For available-for-sale securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through a charge to interest income. For available-for-sale securities that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers such factors as, among other things, the severity of the impairment, any changes in interest rates, how long the market value of the investment has been less than its original cost, the Company’s ability and intent to retain the short-term debt security investment for a period of time sufficient to allow for any anticipated recovery in fair value and market conditions in general. The credit-related portion of unrealized losses, and any subsequent improvements, are recorded in interest income through an allowance account. Any impairment that has not been recorded through an allowance for credit losses is included in other comprehensive loss on the statements of operations and comprehensive loss. No credit-related losses or impairments have been recognized on the Company's investments in available-for-sale securities during the years ended March 31, 2023 or 2022. The Company’s short-term investments as of March 31, 2023 and 2022 had maturities of less than two years. The Company has classified its investments with maturities beyond one year as short term, based on their highly liquid nature and because they represent the investment of cash that is available for current operations. Property, plant and equipment Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful life Office equipment 5 years Computer equipment and software 3 years Plant, manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of lease term or 10 years Costs for capital assets not yet placed into service are capitalized as construction-in-progress and depreciated in accordance with the above guidelines once placed into service. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in loss from operations. Expenditures for repairs and maintenance are charged to expense as incurred. Impairment of long-lived assets Long-lived assets consist of property, plant and equipment. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset group are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset group over its fair value, determined based on discounted cash flows. To date, the Company has not recorded any impairment losses on long-lived assets. Fair value measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s short-term investments and cash equivalents are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of research and development incentives receivable, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities. Furthermore, the carrying value of the Company’s long-term debt approximates its fair value as of March 31, 2023 due to its variable interest rate, which approximates a market interest rate. Debt issuance costs Debt issuance costs consist of payments made to secure commitments under certain debt financing arrangements. These amounts are recognized as interest expense over the period of the financing arrangement using the effective interest method. If the financing arrangement is canceled or forfeited, or if the utility of the arrangement to the Company is otherwise compromised, these costs are recognized as interest expense immediately. The Company’s consolidated financial statements present debt issuance costs related to a recognized debt liability as a direct reduction from the carrying amount of that debt liability. Segment information The Company manages its operations as a single operating segment for the purposes of assessing performance and making operating decisions. The Company’s current focus is on developing oncolytic immunotherapies for the treatment of cancer. Research and development costs Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including salaries, stock-based compensation and benefits, facilities costs and laboratory supplies, depreciation and external costs of outside vendors engaged to conduct preclinical development, clinical development activities and clinical trials as well as to manufacture clinical trial materials. Non-refundable prepayments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts are recognized as an expense as the goods are delivered or the related services are performed, or until it is no longer expected that the goods will be delivered or the services rendered. Upfront payments for materials and supplies acquired for particular research and development activities that have no alternative future use in other research and development projects or otherwise, and therefore have no separate economic value, are expensed as research and development costs at the time the costs are incurred. Research contract costs and accruals The Company has entered into various research and development-related contracts with companies both inside and outside of the United States. These agreements are generally cancellable, and related costs are recorded as research and development expenses as incurred. The Company records accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies or clinical trials, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates are made in determining the accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical accrual estimates have not been materially different from the actual costs. Patent costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recovery of the expenditure. Amounts incurred are classified as selling, general and administrative expenses. Stock-based compensation The Company accounts for share-based payment awards granted to employees, consultants, and non-employees and directors using the fair value of the Company’s common stock on the grant date and compensation expense is recognized for those awards over the requisite service period, which is generally the vesting period of the respective award. The grant date fair value is utilized for time-vested restricted stock units (“RSUs”) is based on the closing price of the Company's common stock on the date of grant. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model, which requires inputs based on certain subjective assumptions, including the expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield (see Note 10). Forfeitures are accounted for as they occur. To date, the Company has issued stock-based awards with only service-based vesting conditions and records the expense for these awards using the straight-line method. The Company classifies stock-based compensation expense in its consolidated statements of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. Research and development incentives and receivable The Company, through its subsidiary in the United Kingdom, receives reimbursements of certain research and development expenditures as part of a United Kingdom government’s research and development tax reliefs program. Under the program, a percentage of qualifying research and development expenses incurred by the Company’s subsidiary in the United Kingdom are reimbursed up to 14.5%. Management has assessed the Company’s research and development activities and expenditures to determine which activities and expenditures are likely to be eligible under the research and development incentive program described above. At each period end, management estimates the reimbursement available to the Company based on available information at the time. The Company recognizes income from the research and development incentives when the relevant expenditure has been incurred, the associated conditions have been satisfied and there is reasonable assurance that the reimbursement will be received. The Company records these research and development incentives as other income. The research and development incentives receivable represents an amount due in connection with the above program. The Company recorded other income from research and development incentives of $2.9 million and $3.2 million during the years ended March 31, 2023 and 2022, respectively, in the consolidated statements of operations and a research and development incentives receivable of $2.9 million and $3.1 million as of March 31, 2023 and 2022, respectively, on the consolidated balance sheets. Comprehensive loss Comprehensive loss includes net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. For the year ended March 31, 2023, comprehensive loss included $5.5 million of foreign currency translation gains and $1.2 million of unrealized gains on short-term investments, net of tax. For the year ended March 31, 2022, comprehensive loss included $0.7 million of foreign currency translation gains and $1.3 million of unrealized losses on short-term investments, net of tax. Income taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax provision. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. Net income (loss) per share Basic net income (loss) per common share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding for the period. Diluted net income (loss) per common share is computed by dividing the diluted net income (loss) by the weighted average number of shares of common stock outstanding for the period, including potential dilutive common shares assuming the dilutive effect of common stock equivalents. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Recently adopted accounting pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments- Credit Losses (Topic 326) . The standard changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. Financial assets measured at amortized cost will be presented at the net amount expected to be collected by using an allowance for credit losses. The Company adopted ASU 2016-13 as of April 1, 2022. The adoption of ASU 2016-13 did not have a material impact on the Company's consolidated financial statements. |
Fair value of financial assets
Fair value of financial assets and liabilities | 12 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value of financial assets and liabilities | Fair value of financial assets and liabilities The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis: Fair Value Measurements as of March 31, 2023 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 121,455 $ — $ 121,455 Short-term investments: US Government Agency bonds — 240,355 — 240,355 US Treasury bonds — 196,441 — 196,441 $ — $ 558,251 $ — $ 558,251 Fair Value Measurements as of March 31, 2022 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 75,117 $ — $ 75,117 Short-term investments: US Government Agency bonds — 26,688 — 26,688 US Treasury bonds — 263,019 — 263,019 $ — $ 364,824 $ — $ 364,824 The underlying securities held in the money market funds held by the Company are all government backed securities. During the years ended March 31, 2023 and 2022, there were no transfers between levels. Valuation of cash equivalents and short-term investments Money market funds, U.S. Treasury bonds and U.S. Government Agency bonds were valued by the Company using quoted prices in active markets for similar securities, which represent a Level 2 measurement within the fair value hierarchy. Cash equivalents consisted of money market funds at March 31, 2023 and March 31, 2022. |
Short-term investments
Short-term investments | 12 Months Ended |
Mar. 31, 2023 | |
Short-Term Investments [Abstract] | |
Short-term investments | Short-term investments As of March 31, 2023 and 2022, the Company's available-for-sale investments by type, consisted of the following: March 31, 2023 Amortized cost Gross unrealized gains Gross unrealized losses Credit Losses Fair value US Government agency bonds $ 240,371 $ 187 $ (203) $ — $ 240,355 US Treasury bonds 196,488 77 (124) $ — 196,441 $ 436,859 $ 264 $ (327) $ — $ 436,796 March 31, 2022 Amortized cost Gross unrealized gains Gross unrealized losses Credit Losses Fair value US Government agency bonds $ 26,827 $ — $ (139) $ — $ 26,688 US Treasury bonds 264,162 — (1,143) — 263,019 $ 290,989 $ — $ (1,282) $ — $ 289,707 As of March 31, 2023 and 2022, available-for-sale securities consisted of investments that mature within one year, with the exception of certain U.S. Government agency bonds and U.S. Treasury bonds which have maturities between one and two years and an aggregate fair value of $15.1 million and $7.6 million, respectively. |
Property, plant and equipment,
Property, plant and equipment, net | 12 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment, net | Property, plant and equipment, net Property, plant and equipment, net consisted of the following: March 31, March 31, Office equipment $ 1,240 $ 937 Computer equipment 1,806 1,667 Plant and laboratory equipment 9,186 7,720 Leasehold improvements 1,706 785 Construction in progress 783 1,619 14,721 12,728 Less: Accumulated depreciation and amortization (7,242) (4,795) $ 7,479 $ 7,933 Depreciation and amortization expense was $2.4 million and $2.1 million for the years ended March 31, 2023 and 2022, respectively, and recorded within research and development and selling, general and administrative expenses in the consolidated statement of operations. |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 12 Months Ended |
Mar. 31, 2023 | |
Accrued expenses and other current liabilities | |
Accrued expenses and other current liabilities | Accrued expenses and other current liabilities Accrued expenses and other current liabilities consisted of the following: March 31, March 31, Accrued research and development costs $ 11,261 $ 5,882 Accrued compensation and benefits costs 9,909 5,569 Accrued professional fees 540 621 Other 2,994 1,320 $ 24,704 $ 13,392 |
Long-term debt
Long-term debt | 12 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt | Long-term debt Hercules Loan Agreement On October 6, 2022, the Company entered into a Loan and Security Agreement (the “Loan Agreement”), with Hercules Capital, Inc., as administrative agent, collateral agent and as a lender (“Hercules”). Pursuant to the Loan Agreement, the Company can borrow term loans in an aggregate maximum principal amount of up to $200.0 million under multiple tranches (the “Term Loan Facility”). Under the Loan Agreement, the Company borrowed an initial amount of $30.0 million on the Closing Date, and at the Company's sole option, can draw down an additional $30.0 million on or prior to September 30, 2023, as well as additional term loan advances in an aggregate principal amount of up to $115.0 million during the term of the Term Loan Facility subject to achievement of specified performance milestones, and two additional term loan advances up to an aggregate principal amount of $25.0 million subject to certain terms and conditions, on or prior to the end of the interest-only period. The Company intends to use the proceeds of the Term Loan Facility for working capital and general corporate purposes. The Term Loan Facility will mature on October 1, 2027 (the “Maturity Date”). The outstanding principal balance of the Term Loan Facility bears interest payable in cash at a floating rate per annum equal to the greater of (i) 7.25% and (ii) the sum of the Prime Rate (which is capped at 7.25%) and 1.75%. Accrued interest is payable monthly following the funding of each term loan advance. In addition, the principal balance of the Term Loan Facility will bear “payment-in-kind” interest at the rate of 1.50% (“PIK Interest”), which PIK Interest will be added to the outstanding principal balance of the Term Loan Facility on each interest payment date. Borrowings under the Loan Agreement are repayable in monthly interest-only payments through September 2026. After the interest-only payment period, borrowings under the Loan Agreement are repayable in equal monthly payments of principal and accrued interest until October 2027. At the Company's option, the Company may prepay all or a portion of the outstanding borrowings, subject to a prepayment fee of 3.0% of the principal amount if prepayment occurs during the 12 months following the Closing Date, 2.0% after 12 months following the Closing Date but prior to 36 months following the Closing Date, and 1.0% thereafter. The Loan Agreement contains customary facility fees, events of default and representations, warranties and affirmative and negative covenants, including a financial covenant requiring us to maintain certain levels of cash in accounts subject to a control agreement in favor of the Agent (the “Unrestricted Cash”) at all times commencing on January 1, 2024. In addition, the Loan Agreement also contains a financial covenant that beginning on the later of (i) July 1, 2024 and (ii) the date on which the aggregate outstanding principal amount of the Term Loan Facility is equal to or greater than $100.0 million, the Company is required to satisfy one of the following requirements: (1) achieve a minimum amount of trailing three-month net product revenue tested on a monthly basis, (2) maintain a market capitalization in excess of $1.2 billion and Unrestricted Cash in an amount no less than 50% of the outstanding amount under the Term Loan Facility, or (3) maintain Unrestricted Cash in an amount no less than 85% of the outstanding amount under the Term Loan Facility. The Company paid a $0.5 million facility charge and incurred debt issuance costs of $1.5 million upon closing of the Loan Agreement. The Loan Agreement also provides for a final payment, payable upon maturity or the repayment of the obligations in full or in part (on a pro rata basis), equal to 4.95% of the aggregate principal amount of Term Loans advanced to the Borrower and repaid on such date, which is being accrued on the Company's consolidated balance sheet. As of March 31, 2023, the amount accrued for the final payment is $0.2 million. Unamortized debt issuance costs are recorded as a reduction of the carrying amount on the term loan and amortized as interest expense using the effective-interest method. In addition, unamortized deferred financing costs of $0.2 million were recorded in other assets as of March 31, 2023 related to the Company's right to borrow additional amounts from Hercules in the future and amortized to interest expense over the relevant draw period on a straight-line basis. Interest expense for the twelve months ended March 31, 2023 was $2.0 million. The summary of obligations under the term loan as of March 31, 2023 consisted of the following (in thousands): March 31, 2023 Principal loan balance $ 30,222 Facility charge and diligence fee (315) Unamortized issuance costs (1,410) Accumulated end of term fee 151 Long term debt, net $ 28,648 The annual principal payments due under the Loan Agreement as of March 31, 2023 were as follows: March 31, 2023 2024 $ — 2025 — 2026 — 2027 13,438 Thereafter 18,701 Total $ 32,139 The table of future payments of long-term debt excludes the end of term charge of $1.5 million, which is due upon the maturity of the loan. |
Stockholders' equity
Stockholders' equity | 12 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' equity | Stockholders’ Equity Common stock As of March 31, 2023 and 2022, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue up to 150,000,000 shares of common stock, par value $0.001 per share. The Company had reserved for common stock for the exercise of outstanding stock options and the vesting of restricted share units, the number of shares remaining available for grant under the Company’s 2018 Omnibus Incentive Compensation Plan and the Company’s Employee Stock Purchase Plan (see Note 10) and the exercise of the outstanding warrants to purchase shares of common stock as follows: March 31, 2023 March 31, 2022 Stock options, issued and outstanding 7,454,828 6,514,334 Restricted stock units 1,351,280 826,213 Stock options and restricted stock units, future issuance 2,209,597 1,933,300 Employee stock purchase plan, available for future grants 2,076,603 1,550,375 Pre-IPO warrants to purchase common stock 497,344 497,344 Pre-funded warrants 9,484,238 5,284,238 Total shares of common stock reserved for future issuance 23,073,890 16,605,804 Undesignated preferred stock As of March 31, 2023, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue up to 10,000,000 shares of undesignated preferred stock, par value $0.001 per share. There were no undesignated preferred shares issued or outstanding as of March 31, 2023. ATM program On August 11, 2020, the Company and SVB Leerink (the "Agent") entered into a sales agreement, which was subsequently amended on October 21, 2020 (as amended, the “2020 Sales Agreement”), pursuant to which the Company could sell, from time to time, at its option, up to an aggregate of $62.5 million of shares of the Company’s common stock, $0.001 par value per share (the “Shares”), through the Agent, as the Company’s sales agent. During the twelve months ended March 31, 2023, the Company settled transactions that occurred pursuant to the 2020 Sales Agreement, whereby the Company issued and sold an aggregate of 1,686,438 shares of its common stock, resulting in gross proceeds of $32.0 million, before deducting fees of $1.0 million. The Company did not issue or sell any shares under the 2020 Sales Agreement during the year ended March 31, 2022. On June 23, 2022, the 2020 Sales Agreement was terminated by the execution by the Company and the Agent of a new sales agreement (the “2022 Sales Agreement”). Under the 2022 Sales Agreement, the Company may sell, from time to time, at its option, up to an aggregate $100.0 million of shares of the Company's common stock, $0.001 par value per share (the "Shares"), through the Agent, as the Company's sales agent. Any Shares to be offered and sold under the 2022 Sales Agreement will be issued and sold (i) by methods deemed to be an “at the market offering” (“ATM”) as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, or if authorized by the Company, in negotiated transactions or block trades, and (ii) pursuant to a registration statement on Form S-3 filed by the Company with the Securities and Exchange Commission on June 23, 2022 for an offering of up to $400.0 million of various securities, including shares of the Company’s common stock, preferred stock, debt securities, warrants and/or units for sale to the public in one or more public offerings. Subject to the terms of the 2022 Sales Agreement, the Agent will use reasonable efforts to sell the Shares from time to time, based upon the Company’s instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Agent a commission of up to 3.0% of the gross proceeds from the sale of the Shares. The Company has also agreed to provide the Agent with customary indemnification rights. During the twelve months ended March 31, 2023, pursuant to the 2022 Sales Agreement, the Company issued and sold an aggregate of 340,000 shares of its common stock, resulting in gross proceeds of $6.7 million, before deducting fees of $0.3 million. The Company cannot provide any assurances that it will issue any additional Shares pursuant to the 2022 Sales Agreement. Equity offerings In November 2019, the Company completed a public offering of (a) 4,516,561 shares of the Company’s common stock at a public offering price of $13.61 per share, inclusive of the underwriters partially exercised 30-day option to purchase an additional 838,530 shares of the Company’s common stock, and (b) pre-funded warrants to purchase 2,200,000 shares of the Company’s common stock at a public offering price of $13.6099 per warrant. The Company received aggregate net proceeds of approximately $85.6 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $5.8 million. In June 2020, the Company completed a public offering of (a) 3,478,261 shares of the Company’s common stock, inclusive of the June 2020 Underwriters fully exercised 30-day option to purchase 652,173 shares of the Company's common stock at a public offering price of $23.00 per share, and (b) pre-funded warrants to purchase 1,521,738 shares of the Company’s common stock at a public offering price of $22.9999 per warrant. The Company received aggregate net proceeds of approximately $107.8 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $7.2 million. In October 2020, the Company completed a public offering of (a) 5,625,000 shares of the Company’s common stock, inclusive of the underwriters 30-day option to purchase up to an additional 937,500 shares of the Company’s common stock, at a public offering price of $40.00 per share and (b) pre-funded warrants to purchase 1,562,500 shares of the Company’s common stock at a public offering price of $39.9999 per warrant. The Company received aggregate net proceeds of approximately $270.0 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $17.5 million. In December 2022, the Company completed a public offering of (a) 6,810,658 shares of the Company’s common stock, inclusive of the underwriters 30-day option to purchase up to an additional 1,436,172 shares of the Company’s common stock, at a public offering price of $23.50 per share and (b) pre-funded warrants to purchase 4,200,000 shares of the Company’s common stock at a public offering price of $23.4999 per warrant. The Company received aggregate net proceeds of approximately $242.6 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $16.1 million. would beneficially own more than 9.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. A holder of a pre-funded warrant may increase or decrease this percentage up to 19.99% by providing at least 61 days’ prior notice to the Company. The 9,484,238 shares of the Company's common stock underlying the above described pre-funded warrants, are not included in the number of issued and outstanding shares of the Company’s common stock outstanding as reported on the consolidated balance sheet, though they are included in the Company's annual pool increase calculation as well as the weighted average outstanding common stock in the calculation of basic and diluted net loss per share, as noted below in Note 11. As of March 31, 2023, no pre-funded warrants had been exercised. |
Pre-funded Warrants
Pre-funded Warrants | 12 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Pre-funded Warrants | Stockholders’ Equity Common stock As of March 31, 2023 and 2022, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue up to 150,000,000 shares of common stock, par value $0.001 per share. The Company had reserved for common stock for the exercise of outstanding stock options and the vesting of restricted share units, the number of shares remaining available for grant under the Company’s 2018 Omnibus Incentive Compensation Plan and the Company’s Employee Stock Purchase Plan (see Note 10) and the exercise of the outstanding warrants to purchase shares of common stock as follows: March 31, 2023 March 31, 2022 Stock options, issued and outstanding 7,454,828 6,514,334 Restricted stock units 1,351,280 826,213 Stock options and restricted stock units, future issuance 2,209,597 1,933,300 Employee stock purchase plan, available for future grants 2,076,603 1,550,375 Pre-IPO warrants to purchase common stock 497,344 497,344 Pre-funded warrants 9,484,238 5,284,238 Total shares of common stock reserved for future issuance 23,073,890 16,605,804 Undesignated preferred stock As of March 31, 2023, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue up to 10,000,000 shares of undesignated preferred stock, par value $0.001 per share. There were no undesignated preferred shares issued or outstanding as of March 31, 2023. ATM program On August 11, 2020, the Company and SVB Leerink (the "Agent") entered into a sales agreement, which was subsequently amended on October 21, 2020 (as amended, the “2020 Sales Agreement”), pursuant to which the Company could sell, from time to time, at its option, up to an aggregate of $62.5 million of shares of the Company’s common stock, $0.001 par value per share (the “Shares”), through the Agent, as the Company’s sales agent. During the twelve months ended March 31, 2023, the Company settled transactions that occurred pursuant to the 2020 Sales Agreement, whereby the Company issued and sold an aggregate of 1,686,438 shares of its common stock, resulting in gross proceeds of $32.0 million, before deducting fees of $1.0 million. The Company did not issue or sell any shares under the 2020 Sales Agreement during the year ended March 31, 2022. On June 23, 2022, the 2020 Sales Agreement was terminated by the execution by the Company and the Agent of a new sales agreement (the “2022 Sales Agreement”). Under the 2022 Sales Agreement, the Company may sell, from time to time, at its option, up to an aggregate $100.0 million of shares of the Company's common stock, $0.001 par value per share (the "Shares"), through the Agent, as the Company's sales agent. Any Shares to be offered and sold under the 2022 Sales Agreement will be issued and sold (i) by methods deemed to be an “at the market offering” (“ATM”) as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, or if authorized by the Company, in negotiated transactions or block trades, and (ii) pursuant to a registration statement on Form S-3 filed by the Company with the Securities and Exchange Commission on June 23, 2022 for an offering of up to $400.0 million of various securities, including shares of the Company’s common stock, preferred stock, debt securities, warrants and/or units for sale to the public in one or more public offerings. Subject to the terms of the 2022 Sales Agreement, the Agent will use reasonable efforts to sell the Shares from time to time, based upon the Company’s instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Agent a commission of up to 3.0% of the gross proceeds from the sale of the Shares. The Company has also agreed to provide the Agent with customary indemnification rights. During the twelve months ended March 31, 2023, pursuant to the 2022 Sales Agreement, the Company issued and sold an aggregate of 340,000 shares of its common stock, resulting in gross proceeds of $6.7 million, before deducting fees of $0.3 million. The Company cannot provide any assurances that it will issue any additional Shares pursuant to the 2022 Sales Agreement. Equity offerings In November 2019, the Company completed a public offering of (a) 4,516,561 shares of the Company’s common stock at a public offering price of $13.61 per share, inclusive of the underwriters partially exercised 30-day option to purchase an additional 838,530 shares of the Company’s common stock, and (b) pre-funded warrants to purchase 2,200,000 shares of the Company’s common stock at a public offering price of $13.6099 per warrant. The Company received aggregate net proceeds of approximately $85.6 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $5.8 million. In June 2020, the Company completed a public offering of (a) 3,478,261 shares of the Company’s common stock, inclusive of the June 2020 Underwriters fully exercised 30-day option to purchase 652,173 shares of the Company's common stock at a public offering price of $23.00 per share, and (b) pre-funded warrants to purchase 1,521,738 shares of the Company’s common stock at a public offering price of $22.9999 per warrant. The Company received aggregate net proceeds of approximately $107.8 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $7.2 million. In October 2020, the Company completed a public offering of (a) 5,625,000 shares of the Company’s common stock, inclusive of the underwriters 30-day option to purchase up to an additional 937,500 shares of the Company’s common stock, at a public offering price of $40.00 per share and (b) pre-funded warrants to purchase 1,562,500 shares of the Company’s common stock at a public offering price of $39.9999 per warrant. The Company received aggregate net proceeds of approximately $270.0 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $17.5 million. In December 2022, the Company completed a public offering of (a) 6,810,658 shares of the Company’s common stock, inclusive of the underwriters 30-day option to purchase up to an additional 1,436,172 shares of the Company’s common stock, at a public offering price of $23.50 per share and (b) pre-funded warrants to purchase 4,200,000 shares of the Company’s common stock at a public offering price of $23.4999 per warrant. The Company received aggregate net proceeds of approximately $242.6 million after deducting underwriting discounts, commissions and other offering expenses payable by the Company of approximately $16.1 million. would beneficially own more than 9.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. A holder of a pre-funded warrant may increase or decrease this percentage up to 19.99% by providing at least 61 days’ prior notice to the Company. The 9,484,238 shares of the Company's common stock underlying the above described pre-funded warrants, are not included in the number of issued and outstanding shares of the Company’s common stock outstanding as reported on the consolidated balance sheet, though they are included in the Company's annual pool increase calculation as well as the weighted average outstanding common stock in the calculation of basic and diluted net loss per share, as noted below in Note 11. As of March 31, 2023, no pre-funded warrants had been exercised. |
Stock-based compensation
Stock-based compensation | 12 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | Stock-based compensation Stock-based compensation expense The following table summarizes the classification of stock-based compensation expense in the consolidated statements of operations for the years ended March 31, 2023 and 2022 as follows: Twelve Months Ended 2023 2022 Research and development $ 10,074 $ 8,568 Selling, general and administrative 18,057 15,686 $ 28,131 $ 24,254 The following table summarizes stock-based compensation expense by award type for the years ended March 31, 2023 and 2022 as follows: Twelve Months Ended 2023 2022 Stock options $ 19,521 $ 19,160 Restricted stock units 8,610 5,094 $ 28,131 $ 24,254 2015 Enterprise Management Incentive Share Option Plan The 2015 Enterprise Management Incentive Share Option Plan of Replimune UK (the “2015 Plan”) provided for Replimune UK to grant incentive stock options, non-statutory stock options, stock awards, stock units, stock appreciation rights and other stock-based awards. Incentive stock options are granted only to the Company’s employees, including officers and directors who are also employees. Non-statutory stock options are granted to employees, members of the board of directors, outside advisors and consultants of the Company. 2017 Equity Compensation Plan In July 2017, in conjunction with reorganization by Replimune Limited, pursuant to which each shareholder thereof exchanged their outstanding shares in Replimune Limited for shares in Replimune Group, Inc., on a one-for-one basis (the "Reorganization"), the 2015 Plan was terminated, and all awards were cancelled with replacement awards issued under the 2017 Equity Compensation Plan (the “2017 Plan”). Subsequent to the Reorganization, no additional grants have been or will be made under the 2015 Plan and any outstanding awards under the 2015 Plan have continued, and will continue with their original terms. The Company concluded that the cancellation of the 2015 Plan and issuance of replacement awards under the 2017 Plan was a modification with no change in the material rights and preferences and therefore no recorded change in the fair value of each respective award. The Company’s 2017 Plan provides for the Company to grant incentive stock options or non-statutory stock options, stock awards, stock units, stock appreciation rights and other stock-based awards. Incentive stock options were granted under the 2017 Plan only to the Company’s employees, including officers and directors who were also employees. Restricted stock awards and non-statutory stock options were granted under the 2017 Plan to employees, officers, members of the board of directors, advisors and consultants of the Company. The maximum number of common shares that may be issued under the 2017 Plan was 2,659,885, of which none remained available for future grants as of March 31, 2023. Shares with respect to which awards have expired, terminated, surrendered or cancelled under the 2017 Plan without having been fully exercised will be available for future awards under the 2018 Plan referenced below. In addition, shares of common stock that are tendered to the Company by a participant to exercise an award are added to the number of shares of common stock available for the grant of awards. 2018 Omnibus Incentive Compensation Plan On July 9, 2018, the Company’s board of directors adopted, and the Company’s stockholders approved the 2018 Omnibus Incentive Compensation Plan (the “2018 Plan”), which became effective immediately prior to the effectiveness of the registration statement for the Company’s initial public offering. The 2018 Plan provides for the issuance of incentive stock options, non-qualified stock options, stock awards, stock units, stock appreciation rights and other stock-based awards. The number of shares initially reserved for issuance under the 2018 Plan is 3,617,968 shares. If any options or stock appreciation rights, including outstanding options and stock appreciation rights granted under the 2017 Plan (up to 2,520,247 shares), terminate, expire, or are canceled, forfeited, exchanged, or surrendered without having been exercised, or if any stock awards, stock units or other stock-based awards, including outstanding awards granted under the 2017 Plan, are forfeited, terminated, or otherwise not paid in full in shares of common stock, the shares of the Company’s common stock subject to such grants will be available for purposes of our 2018 Plan. The number of shares reserved for issuance under the 2018 Plan will increase automatically on the first day of each April equal to 4.0% of the total number of shares of Company stock outstanding on the last trading day in the immediately preceding fiscal year, which includes for these purposes, the 9,484,238 shares issuable upon exercise of those pre-funded warrants described in Note 9 to these consolidated financial statements, or such lesser amount as determined by the Board. On April 1, 2022, the number of shares reserved for issuance under the 2018 Plan automatically increased by 2,104,915 shares pursuant to the terms of the 2018 Plan and based on total number of shares of Company stock outstanding on March 31, 2022. On April 1, 2021, the number of shares reserved for issuance under the 2018 Plan automatically increased by 2,074,028 shares pursuant to the terms of the 2018 Plan. As of March 31, 2023, 2,209,597 shares remained available for future grants under the 2018 Plan. The 2015 Plan, the 2017 Plan and the 2018 Plan are administered by the board of directors or, at the discretion of the board of directors, by a committee of the board of directors. However, the board of directors shall administer and approve all grants made to non-employee directors. The exercise prices, vesting and other restrictions are determined at the discretion of the board of directors, except that the exercise price per share of incentive stock options may not be less than 100% of the fair market value of the common stock on the date of grant (or 110% of fair value in the case of an award granted to employees who hold more than 10% of the total combined voting power of all classes of stock at the time of grant) and the term of stock options may not be greater than five years for an incentive stock option granted to a 10% stockholder and greater than ten years for all other options granted. Stock options awarded under both plans expire ten years after the grant date, unless the board of directors sets a shorter term. Vesting periods for both plans are determined at the discretion of the board of directors. Incentive stock options granted to employees and non-statutory options granted to employees, officers, members of the board of directors, advisors, and consultants of the Company typically vest over four years. In 2021 the board of directors initiated the award of restricted stock units ("RSUs"), under the 2018 Plan in addition to stock option awards available as part of the Company’s equity incentive for employees, officers, advisors and consultants of the Company. The RSUs typically vest over four Employee Stock Purchase Plan On July 9, 2018, the Company’s board of directors adopted and the Company’s stockholders approved the Employee Stock Purchase Plan (the “ESPP”), which became effective immediately prior to the effectiveness of the registration statement for the Company’s IPO. The total shares of common stock initially reserved for issuance under the ESPP is limited to 348,612 shares. In addition, as of the first trading day of each fiscal year during the term of the ESPP (excluding any extensions), an additional number of shares of the Company’s common stock equal to 1% of the total number of shares outstanding on the last trading day in the immediately preceding fiscal year, which includes for these purposes, the 9,484,238 shares issuable upon exercise of those pre-funded warrants described in Note 9 to these consolidated financial statements, or 697,224 shares, whichever is less (or such lesser amount as determined by the Company’s board of directors) will be added to the number of shares authorized under the ESPP. In accordance with the terms of the ESPP, on April 1, 2022 and 2021, the number of shares reserved for issuance under the ESPP automatically increased by 526,228 and 518,507 shares, respectively, for a total of 2,076,603 shares reserved for the ESPP. If the total number of shares of common stock to be purchased pursuant to outstanding purchase rights on any particular date exceed the number of shares then available for issuance under the ESPP, then the plan administrator will allocate the available shares pro-rata and refund any excess payroll deductions or other contributions to participants. The Company’s ESPP is not currently active. Out-of-Plan Inducement Grant In May 2021, the Company granted an equity award to a newly hired executive as a material inducement to enter into employment with the Company. The grant constitutes an "employment inducement grant" in accordance with Rule 5635(c)(4) of the Nasdaq Listing Rules and was issued outside of the 2018 Plan and each of the other stock incentive plans described above. The inducement grant included a nonqualified stock option to purchase up to 125,000 shares of the Company's common stock, as well as a restricted stock unit grant representing 88,333 shares of the Company's common stock. These stock option and restricted stock unit inducement grants have terms and conditions consistent with those set forth under the 2018 Plan and vest under the same respective vesting schedules as stock option and restricted stock unit awards granted under the 2018 Plan. The inducement grant is included in the stock option and RSU award tables below. In December 2022, the Company granted an equity award to a newly hired executive as a material inducement to enter into employment with the Company. The grant constitutes an "employment inducement grant" in accordance with Rule 5635(c)(4) of the Nasdaq Listing Rules and was issued outside of the 2018 Plan and each of the other stock incentive plans described above. The inducement grant included a nonqualified stock option to purchase up to 82,500 shares of the Company's common stock, as well as a restricted stock unit grant representing 55,000 shares of the Company's common stock. These stock option and restricted stock unit inducement grants have terms and conditions consistent with those set forth under the 2018 Plan and vest under the same respective vesting schedules as stock option and restricted stock unit awards granted under the 2018 Plan. The inducement grant is included in the stock option and RSU award tables below. Stock option valuation The fair value of stock option grants is estimated using the Black-Scholes option-pricing model. As the Company has limited company-specific historical and implied volatility information, the expected stock volatility is based on a combination of Replimune volatility and the historical volatility of a publicly traded set of peer companies. For options with service-based vesting conditions, the expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The following table presents, on a weighted-average basis, the assumptions that the Company used to determine the grant-date fair value of stock options granted to employees and directors: Twelve Months Ended 2023 2022 Risk-free interest rate 2.83 % 1.18 % Expected term (in years) 6.0 6.0 Expected volatility 75.2 % 79.8 % Expected dividend yield 0 % 0 % Stock options A summary of stock option activity under the Company’s equity incentive plans for the year ended March 31, 2023 is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Contractual Term (Years) Aggregate Intrinsic Value Outstanding as of March 31, 2022 6,514,334 $ 16.78 7.26 $ 30,358 Granted 1,604,489 19.02 Exercised (296,876) 11.61 Cancelled (367,119) 21.30 Outstanding as of March 31, 2023 7,454,828 17.24 6.88 $ 31,244 Options exercisable as of March 31, 2023 4,725,073 $ 14.43 5.93 $ 28,570 Options vested and expected to vest as of March 31, 2023 7,454,828 $ 17.24 6.88 $ 31,244 As of March 31, 2023, there was $34.8 million of unrecognized compensation cost related to unvested common stock options, which is expected to be recognized over a weighted average period of 2.4 years. The weighted average grant-date fair value of stock options granted during the years ended March 31, 2023 and 2022 was $12.80 and $21.40, respectively. The aggregate intrinsic value of stock options exercised during the years ended March 31, 2023 and 2022 was $2.7 million and $16.2 million, respectively. Restricted stock units A summary of the changes in the Company’s RSUs during the year ended March 31, 2023 is as follows: Number of Restricted Shares Weighted Average Grant Date Fair Value Outstanding as of March 31, 2022 826,213 $ 31.38 Granted 842,807 19.22 Vested (203,681) 31.41 Cancelled (114,059) 24.41 Outstanding as of March 31, 2023 1,351,280 $ 24.38 |
Net loss per share
Net loss per share | 12 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net loss per share | Net loss per share The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders (in thousands, except per share amounts): Twelve Months Ended 2023 2022 Numerator: Net loss $ (174,284) $ (118,036) Denominator: Weighted average common shares outstanding, basic and diluted 58,213,010 52,212,269 Net loss per share, basic and diluted $ (2.99) $ (2.26) The 9,484,238 shares of the Company's common stock issuable upon exercise of Pre-Funded Warrants described in Note 9 to these consolidated financial statements are included as outstanding common stock in the calculation of basic and diluted net loss per share. The Company’s potentially dilutive securities, which include stock options and warrants to purchase common stock have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Twelve Months Ended 2023 2022 Options to purchase common stock 7,454,828 6,514,334 Warrants to purchase common stock 497,344 497,344 7,952,172 7,011,678 |
Significant agreements
Significant agreements | 12 Months Ended |
Mar. 31, 2023 | |
Significant agreements | |
Significant agreements | Significant agreements Agreement with Bristol-Myers Squibb Company In February 2018, the Company entered into an agreement with Bristol-Myers Squibb Company (“BMS”). Pursuant to the agreement, BMS will provide to the Company, at no cost, a compound for use in the Company’s ongoing clinical trial of RP1. Under the agreement, the Company will sponsor, fund and conduct the clinical trial in accordance with an agreed-upon protocol. BMS granted the Company a non-exclusive, non-transferrable, royalty-free license (with a right to sublicense) under its intellectual property to its compound in the clinical trial and agreed to supply its compound, at no cost to the Company, for use in the clinical trial. In January 2020, this agreement was expanded to cover an additional cohort of 125 patients with anti-PD-1 failed melanoma. Unless earlier terminated, the agreement will remain in effect until (i) the completion of the clinical trial, (ii) all related clinical trial data have been delivered to both parties and (iii) the completion of any statistical analyses and bioanalyses contemplated by the clinical trial protocol or any analysis otherwise agreed upon by the parties. The agreement may be terminated by either party (x) in the event of an uncured material breach by the other party, (y) in the event the other party is insolvent or in bankruptcy proceedings or (z) for safety reasons. Upon termination, the licenses granted to the Company to use BMS’s compound in the clinical trial will terminate. In April 2019, the Company entered into a separate agreement with BMS on terms similar to the terms set forth in the agreement described above, pursuant to which BMS will provide to the Company, at no cost, nivolumab for use in the Company’s Phase 1 clinical trial of RP2 in combination with nivolumab. Agreement with Regeneron Pharmaceuticals, Inc. In May 2018, the Company entered into an agreement with Regeneron Pharmaceuticals, Inc. (“Regeneron”). The Company and Regeneron are each independently developing compounds for the treatment of certain tumor types. Pursuant to the agreement the Company agreed to undertake one or more clinical trials with Regeneron for the administration of our product candidates in combination with cemiplimab, an anti-PD-1 therapy developed by Regeneron, across multiple solid tumor types. The first of which, agreed in June 2018, is our ongoing Phase 2 clinical trial testing RP1 in combination with cemiplimab versus cemiplimab alone in patients with CSCC. Each clinical trial will be conducted pursuant to an agreed study plan which, among other things, will identify the name of the sponsor and which party will manage the particular study, and include the protocol, the budget and a schedule of clinical obligations. The first study plan related to the Phase 2 clinical trial in CSCC has been agreed. Pursuant to the terms of the agreement, each party granted the other party a non-exclusive license under its respective intellectual property and agreed to contribute the necessary resources needed to fulfill its respective obligations, in each case, under the terms of the agreed study plans. Development costs of a particular clinical trial will be split equally. The agreement contains representations, warranties, undertakings and indemnities customary for a transaction of this nature. The agreement also contains certain time-based covenants that restrict us from entering into a third-party arrangement with respect to the use of our product candidates in combination with an anti-PD-1 therapy and that restrict Regeneron from entering into a third-party arrangement with respect to the use of cemiplimab in combination with an HSV-1 virus, in each case, for the treatment of a tumor type that is the subject of a clinical trial to which the covenants apply. Unless otherwise mutually agreed in a future study plan, these covenants are only applicable to our ongoing Phase 2 clinical trial in CSCC. The agreement may be terminated by either party if (i) there is no active study plan for which a final study report has not been completed and the parties have not entered into a study plan for an additional clinical trial within a period of time after the delivery of the most recent final study report or (ii) in the event of a material breach. The agreement with Regeneron is accounted for under ASC 808, Collaborative Arrangements (“ASC 808”), as both parties are active participants and each party pays its own compound costs and share equally in development costs. The Company accounts for costs incurred as part of the study, including costs to supply compounds for use in the study, as research and development expenses within the consolidated statement of operations. The Company recognizes any amounts received from Regeneron in connection with this agreement as an offset to research and development expense within the consolidated statement of operations. In July 2022, Regeneron informed the Company that the costs of the study have reached the initial budget for the initial study plan of June 2018 and that Regeneron's reimbursement of CERPASS study costs to the Company have completed in the period ending June 30, 2022 in relation to the initial study budget. As a result of this notice from, and the ongoing communications with, Regeneron, we have not recorded any cost-sharing reimbursements from Regeneron in prepaid expenses and other current assets in the consolidated balance sheet or as an offset to research and development expense within the consolidated statement of operations since Regeneron informed us that Regeneron’s reimbursement of CERPASS study costs have completed. The Company does not expect any further reimbursements from Regeneron related to the initial study plan of June 2018. During the year ended March 31, 2023 and 2022, the Company recorded $1.1 million and $6.8 million, respectively as an offset to research and development expenses. During the years ended March 31, 2023 and 2022, the Company did not make any payments to Regeneron under the terms of the agreement. During the years ended March 31, 2023 and 2022, the Company received payments under the terms of the agreement from Regeneron of $3.1 million and $6.1 million, respectively. As of March 31, 2023 and 2022, the Company had a balance of $0.0 million and $2.0 million of receivables from Regeneron in connection with this agreement in prepaid expenses and other current assets in the consolidated balance sheet, respectively. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Leases The Company leases real estate assets and equipment, and determination if an arrangement is a lease occurs at inception. For leases with terms greater than 12 months, the Company records a related right-of-use (“ROU”) asset and lease liability at the present value of lease payments over the term. Many leases include fixed rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. The Company’s leases do not provide an implicit rate, and thus the Company estimated the incremental borrowing rate in calculating the present value of the lease payments. The Company has elected not to record a ROU asset and lease obligation for short-term leases (with terms less than 12 months) or separate non-lease components from associated lease components for its real estate lease assets. As a result, all contract consideration is allocated to the single lease component. In March 2023, the Company entered into an agreement to lease approximately 2,058 square feet of research and development, office and laboratory space in Abingdon, Oxfordshire, United Kingdom. Pursuant to the lease agreement, the lease term commenced on March 31, 2023 with rental payments scheduled to commence on June 30, 2023. The lease term is for five years with no option for renewal. Annual lease payments are approximately $0.1 million. The Company recorded a right-of-use asset and a lease liability of approximately $0.3 million upon commencement of the lease and the lease is classified as an operating lease. The Company’s leases have remaining lease terms of seven years to sixteen years. Some of our leases include one or more options to renew with renewal terms that can extend the lease for additional years, or options to terminate the leases, both at the Company’s discretion. The Company’s lease terms include options to extend or terminate leases when the Company concludes it is reasonably certain that it would exercise those options. Lease expense for minimum lease payments is recognized on a straight-line basis based on the fixed components of a lease arrangement. The Company amortizes this expense over the term of the lease beginning with the date of initial possession, which is the date the Company can enter the leased space and begin to make improvements in preparation for its intended use. Variable lease components represent amounts that are not fixed in nature and are not tied to an index or rate, and are recognized as incurred. The table below presents the lease-related costs which are included in the consolidated statements of operations for the years ended as of March 31, 2023 and 2022: Twelve Months Ended March 31, 2023 2022 Lease cost Finance lease costs: Amortization of right-to-use asset $ 2,428 $ 2,428 Interest on lease liabilities 2,197 2,223 Operating lease costs 1,018 1,003 Total lease cost $ 5,643 $ 5,654 The following table summarizes the classification of lease costs in the consolidated statement of operations for the years ended March 31, 2023 and 2022 as follows: Twelve Months Ended March 31, 2023 2022 Finance Lease Costs Research and development $ 2,071 $ 2,070 Selling, general and administrative 358 358 Other income 2,197 2,223 Operating Lease Costs Research and development 421 407 Selling, general and administrative 596 596 Total lease cost $ 5,643 $ 5,654 The following table summarizes the maturity of the Company’s lease liabilities on an undiscounted cash flow basis and a reconciliation to the operating and financing lease liabilities recognized on our balance sheet as of March 31, 2023: March 31, 2023 Operating leases Financing lease Total 2024 $ 1,118 $ 2,639 $ 3,757 2025 1,150 2,718 3,868 2026 1,159 2,799 3,958 2027 1,126 2,883 4,009 2028 1,077 2,969 4,046 Thereafter 1,905 35,053 36,958 Total lease payments 7,535 49,061 56,596 Less: interest 2,028 22,457 24,485 Total lease liabilities $ 5,507 $ 26,604 $ 32,111 The following table provides lease disclosure as of and for the year ended March 31, 2023: March 31, 2023 March 31, 2022 Leases Right-to-use operating lease asset $ 5,208 $ 5,552 Right-to-use finance lease asset 39,665 42,094 Total lease assets $ 44,873 $ 47,646 Operating lease liabilities, current $ 1,118 $ 1,070 Finance lease liabilities, current 2,639 2,562 Operating lease liabilities, non-current 4,389 4,801 Finance lease liabilities, non-current 23,965 24,406 Total lease liabilities $ 32,111 $ 32,839 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,014 $ 968 Operating cash flows from finance leases $ 2,197 $ 2,223 Financing cash flows from finance leases $ 365 $ 264 Right-to-use asset obtained in exchange for new operating lease liabilities $ 290 $ 363 Weighted-average remaining lease term – operating leases 6.6 years 7.7 years Weighted-average remaining lease term – financing leases 16.3 years 17.3 years Weighted-average discount rate – operating leases 10.3 % 10.1 % Weighted-average discount rate – financing leases 8.3 % 8.3 % The variable lease costs and short-term lease costs were insignificant for the years ended March 31, 2023 and 2022, respectively. Manufacturing commitments The Company has entered into an agreement with a contract manufacturing organization to provide clinical trial products. As of March 31, 2023 and 2022, the Company had committed to minimum payments under these arrangements totaling $1.0 million and $2.0 million through March 31, 2023. Indemnification agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its executive management team and its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements, and therefore it has not accrued any liabilities related to such obligations in its consolidated financial statements as of March 31, 2023 or 2022. Legal proceedings The Company is not a party to any litigation and does not have contingency reserves established for any litigation liabilities. |
Benefit plans
Benefit plans | 12 Months Ended |
Mar. 31, 2023 | |
Retirement Benefits [Abstract] | |
Benefit plans | Benefit plans The Company established a defined-contribution savings plan under Section 401(k) of the Code (the “401(k) Plan”). The 401(k) Plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Matching contributions to the 401(k) Plan may be made at the discretion of the Company’s board of directors. During the years ended March 31, 2023 and 2022, the Company made contributions totaling $1.3 million and $1.1 million, respectively, to the 401(k) Plan. We provide a pension contribution plan for our employees in the United Kingdom, pursuant to which we match our employees’ contributions each year in amounts up to 8% of their annual base salary. |
Income taxes
Income taxes | 12 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes Loss before income taxes for the years ended March 31, 2023 and 2022 were as follows: Year Ended March 31, 2023 2022 United States $ (18,367) $ (28,985) United Kingdom (155,629) (89,051) Total $ (173,996) $ (118,036) During the year ended March 31, 2023, the Company recorded an income tax provision of $0.3 million related to U.S. current taxes primarily due to the transfer pricing arrangement between the U.S. and the U.K., as well as unfavorable adjustments related to stock compensation, resulting in U.S. taxable income reduced by certain prior year available net operating losses. During the year ended March 31, 2022, the Company recorded no income tax benefit for the net operating losses incurred due to the uncertainty of the realization of such losses. A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective tax rate for the years ended March 31, 2023 and 2022 is as follows: Year Ended March 31, 2023 2022 U.S. federal statutory income tax rate -21.0 % -21.0 % State taxes, net of federal benefit -0.6 % -0.3 % Research and development 1.0 % 1 % Stock compensation -0.1 % -2.1 % Foreign tax rate differential 1.8 % 1.5 % Change in tax rates -6.0 % -10.6 % Change in valuation allowance 23.6 % 31.1 % Other 1.5 % 0.4 % 0.2 % 0.0 % Components of the Company’s deferred tax assets as of March 31, 2023 and 2022 were as follows: Year Ended March 31, 2023 2022 Deferred tax assets: Net operating loss carryforwards $ 93,788 $ 61,112 Research & development credits — 1,000 Property, plant and equipment 4,535 4,367 Capitalized start-up costs 1,301 1,286 Stock compensation 14,757 8,922 Accrued expenses 2,906 1,452 Lease liability 7,964 7,309 Other 24 310.00 Total deferred tax assets 125,275 85,758 Valuation allowance (113,889) (74,892) Net deferred tax assets 11,386 10,866 Deferred tax liabilities: Right of use asset (11,386) (10,866) Other — — Total deferred tax liabilities (11,386) (10,866) Net deferred tax assets (liabilities) $ — $ — As of March 31, 2023, the Company had U.S. federal operating loss carryforwards of approximately $39.7 million, which can be carried forward indefinitely subject to 80% limitation of taxable income when utilized. As of March 31, 2023, the Company had U.S. state operating loss carryforwards of $50.3 million, which will begin to expire in 2039. As of March 31, 2023, the Company had U.K. operating loss carryforwards of approximately $332.7 million, which can be carried forward indefinitely. Such U.S. federal and state, as well as U.K., net operating loss carryforwards are based on tax returns filed and does not reflect uncertain tax positions in the U.S. and offsetting positions in the U.K. related to the transfer pricing arrangement. Utilization of the U.S. federal and state net operating loss carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986, as amended, and corresponding provisions of state law, due to ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of net operating loss carryforwards that can be utilized annually to offset future taxable income and tax liabilities, respectively. The Company has not completed a study to assess whether a change of ownership has occurred, or whether there have been multiple ownership changes since its formation, due to the significant cost and complexity associated with such a study. Any limitation may result in expiration of a portion of the net operating loss carryforwards before utilization. Changes in the valuation allowance for deferred tax assets during the years ended March 31, 2023 and 2022 related primarily to the increase in net operating loss carryforwards were as follows: Year Ended March 31, 2023 2022 Valuation allowance as of beginning of year $ 74,892 $ 40,028 Increases recorded to income tax provision 41,063 36,679 Decreases recorded to equity (2,066) (1,815) Valuation allowance as of end of year $ 113,889 $ 74,892 Changes in the Company's gross unrecognized tax benefits from uncertain tax positions consisted of the following: Year Ended March 31, 2023 2022 Unrecognized tax benefits as of beginning of year $ — $ — Increases for tax positions taken during prior years 8,757 — Unrecognized tax benefits as of end of year $ 8,757 $ — The Company's unrecognized tax benefits primarily relate to the Company's transfer pricing arrangements. The Company's unrecognized tax benefits, if recognized, would not impact the effective tax rate and income tax provision due to the Company's valuation allowance. As of March 31, 2023 and 2022, the Company had not accrued interest or penalties related to uncertain income tax positions. The Company files income tax returns in the U.S., Massachusetts and the U.K. In the normal course of business, the Company is subject to examination by U.S. federal and state as well as U.K. jurisdictions, where applicable. There are currently no pending income tax examinations. The Company is open to future U.S. federal income tax examination from 2020 to the present and in the U.K. from 2022 to the present. Although, carryforward attributes may still be adjusted upon examination if they either have been or will be used in a future period. As of March 31, 2023 and 2022, income taxes on outside basis differences, primarily related to undistributed earnings, of the Company’s subsidiary have not been provided for as the Company intends to indefinitely reinvest its outside basis differences, and the undistributed earnings were in a cumulative and overall deficit. |
Geographic information
Geographic information | 12 Months Ended |
Mar. 31, 2023 | |
Segments, Geographical Areas [Abstract] | |
Geographic Information | Geographic information The Company operates in two geographic regions: the United States (Massachusetts) and the United Kingdom (Oxfordshire). Information about the Company’s long-lived assets held in different geographic regions is presented in the tables below: March 31, 2023 March 31, 2022 United States $ 5,836 $ 6,318 United Kingdom 1,643 1,615 $ 7,479 $ 7,933 |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and include the accounts of the Company and its direct and indirect wholly owned subsidiaries, Replimune UK, Replimune US, Replimune Securities Corporation and Replimune (Ireland) Limited after elimination of all intercompany accounts and transactions. |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the accrual for research and development expenses and the valuation of stock-based awards. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. |
Foreign currency and currency translation | Foreign currency and currency translation The functional currency for the Company’s wholly owned foreign subsidiary, Replimune UK, is the British pound. Assets and liabilities of Replimune UK are translated into United States dollars at the exchange rate in effect on the balance sheet date. Revenues and expenses are translated at the average exchange rate in effect during the period. Unrealized translation gains and losses are recorded as a cumulative translation adjustment, which is included in the consolidated statements of stockholders’ equity as a component of accumulated other comprehensive loss. Adjustments that arise from exchange rate changes on transactions denominated in a currency other than the local currency are included in other income (expense), net in the consolidated statements of operations as incurred. |
Concentrations of credit risk and of significant suppliers | Concentrations of credit risk and of significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents as well as short-term investments. The Company deposits its cash in financial institutions in amounts that may exceed federally insured limits. We limit our exposure to credit risk by placing investments with high credit quality financial institutions, diversifying our investment portfolio and placing investments with maturities that maintain safety and liquidity. To date, the Company has not experienced any losses on such accounts. The Company relies, and expects to continue to rely, on a small number of vendors to manufacture and supply raw materials and supply services for its development programs. These programs could be adversely affected by a significant interruption in these services or the availability of raw materials. |
Cash and cash equivalents | Cash and cash equivalentsThe Company considers all highly liquid investments with original maturities of three months or less at date of purchase to be cash equivalents. |
Restricted cash | Restricted cashThe Company holds restricted cash in segregated bank accounts in connection with a letter of credit. |
Short-term investments | Short-term investments The Company’s short-term debt security investments are classified as available-for-sale and are carried at fair value, with the unrealized gains and non-credit related losses reported as a component of accumulated other comprehensive loss and included in stockholders’ equity. Realized gains and losses and declines in value determined to be other than temporary are based on the specific identification method and are included as a component of other income (expense), net in the consolidated statements of operations. For available-for-sale securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through a charge to interest income. For available-for-sale securities that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers such factors as, among other things, the severity of the impairment, any changes in interest rates, how long the market value of the investment has been less than its original cost, the Company’s ability and intent to retain the short-term debt security investment for a period of time sufficient to allow for any anticipated recovery in fair value and market conditions in general. The credit-related portion of unrealized losses, and any subsequent improvements, are recorded in interest income through an allowance account. Any impairment that has not been recorded through an allowance for credit losses is included in other comprehensive loss on the statements of operations and comprehensive loss. No credit-related losses or impairments have been recognized on the Company's investments in available-for-sale securities during the years ended March 31, 2023 or 2022. The Company’s short-term investments as of March 31, 2023 and 2022 had maturities of less than two years. The Company has classified its investments with maturities beyond one year as short term, based on their highly liquid nature and because they represent the investment of cash that is available for current operations. |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful life Office equipment 5 years Computer equipment and software 3 years Plant, manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of lease term or 10 years Costs for capital assets not yet placed into service are capitalized as construction-in-progress and depreciated in accordance with the above guidelines once placed into service. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in loss from operations. Expenditures for repairs and maintenance are charged to expense as incurred. |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets consist of property, plant and equipment. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset group are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset group over its fair value, determined based on discounted cash flows. To date, the Company has not recorded any impairment losses on long-lived assets. |
Fair value measurements | Fair value measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s short-term investments and cash equivalents are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of research and development incentives receivable, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities. Furthermore, the carrying value of the Company’s long-term debt approximates its fair value as of March 31, 2023 due to its variable interest rate, which approximates a market interest rate. |
Debt Issuance Costs | Debt issuance costs Debt issuance costs consist of payments made to secure commitments under certain debt financing arrangements. These amounts are recognized as interest expense over the period of the financing arrangement using the effective interest method. If the financing arrangement is canceled or forfeited, or if the utility of the arrangement to the Company is otherwise compromised, these costs are recognized as interest expense immediately. The Company’s consolidated financial statements |
Segment information | Segment information The Company manages its operations as a single operating segment for the purposes of assessing performance and making operating decisions. The Company’s current focus is on developing oncolytic immunotherapies for the treatment of cancer. |
Research and development costs | Research and development costs Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including salaries, stock-based compensation and benefits, facilities costs and laboratory supplies, depreciation and external costs of outside vendors engaged to conduct preclinical development, clinical development activities and clinical trials as well as to manufacture clinical trial materials. Non-refundable prepayments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts are recognized as an expense as the goods are delivered or the related services are performed, or until it is no longer expected that the goods will be delivered or the services rendered. Upfront payments for materials and supplies acquired for particular research and development activities that have no alternative future use in other research and development projects or otherwise, and therefore have no separate economic value, are expensed as research and development costs at the time the costs are incurred. |
Research contract costs and accruals | Research contract costs and accruals The Company has entered into various research and development-related contracts with companies both inside and outside of the United States. These agreements are generally cancellable, and related costs are recorded as research and development expenses as incurred. The Company records accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies or clinical trials, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates are made in determining the accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical accrual estimates have not been materially different from the actual costs. |
Patent costs | Patent costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recovery of the expenditure. Amounts incurred are classified as selling, general and administrative expenses. |
Stock-based compensation | Stock-based compensation The Company accounts for share-based payment awards granted to employees, consultants, and non-employees and directors using the fair value of the Company’s common stock on the grant date and compensation expense is recognized for those awards over the requisite service period, which is generally the vesting period of the respective award. The grant date fair value is utilized for time-vested restricted stock units (“RSUs”) is based on the closing price of the Company's common stock on the date of grant. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model, which requires inputs based on certain subjective assumptions, including the expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield (see Note 10). Forfeitures are accounted for as they occur. To date, the Company has issued stock-based awards with only service-based vesting conditions and records the expense for these awards using the straight-line method. The Company classifies stock-based compensation expense in its consolidated statements of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. |
Research and development incentives and receivable | Research and development incentives and receivable The Company, through its subsidiary in the United Kingdom, receives reimbursements of certain research and development expenditures as part of a United Kingdom government’s research and development tax reliefs program. Under the program, a percentage of qualifying research and development expenses incurred by the Company’s subsidiary in the United Kingdom are reimbursed up to 14.5%. Management has assessed the Company’s research and development activities and expenditures to determine which activities and expenditures are likely to be eligible under the research and development incentive program described above. At each period end, management estimates the reimbursement available to the Company based on available information at the time. |
Comprehensive loss | Comprehensive lossComprehensive loss includes net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax provision. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. |
Net income (loss) per share | Net income (loss) per share Basic net income (loss) per common share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding for the period. Diluted net income (loss) per common share is computed by dividing the diluted net income (loss) by the weighted average number of shares of common stock outstanding for the period, including potential dilutive common shares assuming the dilutive effect of common stock equivalents. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. |
Recently adopted accounting pronouncements and Recently issued accounting pronouncements | Recently adopted accounting pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments- Credit Losses (Topic 326) . The standard changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. Financial assets measured at amortized cost will be presented at the net amount expected to be collected by using an allowance for credit losses. The Company adopted ASU 2016-13 as of April 1, 2022. The adoption of ASU 2016-13 did not have a material impact on the Company's consolidated financial statements. |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of property, plant and equipment, net | Depreciation and amortization expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful life Office equipment 5 years Computer equipment and software 3 years Plant, manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of lease term or 10 years Property, plant and equipment, net consisted of the following: March 31, March 31, Office equipment $ 1,240 $ 937 Computer equipment 1,806 1,667 Plant and laboratory equipment 9,186 7,720 Leasehold improvements 1,706 785 Construction in progress 783 1,619 14,721 12,728 Less: Accumulated depreciation and amortization (7,242) (4,795) $ 7,479 $ 7,933 |
Fair value of financial asset_2
Fair value of financial assets and liabilities (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of company's financial assets and liabilities measured at fair value on a recurring basis | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis: Fair Value Measurements as of March 31, 2023 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 121,455 $ — $ 121,455 Short-term investments: US Government Agency bonds — 240,355 — 240,355 US Treasury bonds — 196,441 — 196,441 $ — $ 558,251 $ — $ 558,251 Fair Value Measurements as of March 31, 2022 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 75,117 $ — $ 75,117 Short-term investments: US Government Agency bonds — 26,688 — 26,688 US Treasury bonds — 263,019 — 263,019 $ — $ 364,824 $ — $ 364,824 |
Short-term investments (Tables)
Short-term investments (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Short-Term Investments [Abstract] | |
Schedule of short-term investments | As of March 31, 2023 and 2022, the Company's available-for-sale investments by type, consisted of the following: March 31, 2023 Amortized cost Gross unrealized gains Gross unrealized losses Credit Losses Fair value US Government agency bonds $ 240,371 $ 187 $ (203) $ — $ 240,355 US Treasury bonds 196,488 77 (124) $ — 196,441 $ 436,859 $ 264 $ (327) $ — $ 436,796 March 31, 2022 Amortized cost Gross unrealized gains Gross unrealized losses Credit Losses Fair value US Government agency bonds $ 26,827 $ — $ (139) $ — $ 26,688 US Treasury bonds 264,162 — (1,143) — 263,019 $ 290,989 $ — $ (1,282) $ — $ 289,707 |
Property, plant and equipment_2
Property, plant and equipment, net (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment, net | Depreciation and amortization expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful life Office equipment 5 years Computer equipment and software 3 years Plant, manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of lease term or 10 years Property, plant and equipment, net consisted of the following: March 31, March 31, Office equipment $ 1,240 $ 937 Computer equipment 1,806 1,667 Plant and laboratory equipment 9,186 7,720 Leasehold improvements 1,706 785 Construction in progress 783 1,619 14,721 12,728 Less: Accumulated depreciation and amortization (7,242) (4,795) $ 7,479 $ 7,933 |
Accrued expenses and other cu_2
Accrued expenses and other current liabilities (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Accrued expenses and other current liabilities | |
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consisted of the following: March 31, March 31, Accrued research and development costs $ 11,261 $ 5,882 Accrued compensation and benefits costs 9,909 5,569 Accrued professional fees 540 621 Other 2,994 1,320 $ 24,704 $ 13,392 |
Long-term debt (Tables)
Long-term debt (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | The summary of obligations under the term loan as of March 31, 2023 consisted of the following (in thousands): March 31, 2023 Principal loan balance $ 30,222 Facility charge and diligence fee (315) Unamortized issuance costs (1,410) Accumulated end of term fee 151 Long term debt, net $ 28,648 |
Maturities of long-term debt | The annual principal payments due under the Loan Agreement as of March 31, 2023 were as follows: March 31, 2023 2024 $ — 2025 — 2026 — 2027 13,438 Thereafter 18,701 Total $ 32,139 |
Stockholders' equity (Tables)
Stockholders' equity (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of stockholders equity | The Company had reserved for common stock for the exercise of outstanding stock options and the vesting of restricted share units, the number of shares remaining available for grant under the Company’s 2018 Omnibus Incentive Compensation Plan and the Company’s Employee Stock Purchase Plan (see Note 10) and the exercise of the outstanding warrants to purchase shares of common stock as follows: March 31, 2023 March 31, 2022 Stock options, issued and outstanding 7,454,828 6,514,334 Restricted stock units 1,351,280 826,213 Stock options and restricted stock units, future issuance 2,209,597 1,933,300 Employee stock purchase plan, available for future grants 2,076,603 1,550,375 Pre-IPO warrants to purchase common stock 497,344 497,344 Pre-funded warrants 9,484,238 5,284,238 Total shares of common stock reserved for future issuance 23,073,890 16,605,804 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of stock-based compensation expense | The following table summarizes the classification of stock-based compensation expense in the consolidated statements of operations for the years ended March 31, 2023 and 2022 as follows: Twelve Months Ended 2023 2022 Research and development $ 10,074 $ 8,568 Selling, general and administrative 18,057 15,686 $ 28,131 $ 24,254 The following table summarizes stock-based compensation expense by award type for the years ended March 31, 2023 and 2022 as follows: Twelve Months Ended 2023 2022 Stock options $ 19,521 $ 19,160 Restricted stock units 8,610 5,094 $ 28,131 $ 24,254 |
Schedule of assumptions used to determine the grant-date fair value of stock options granted | The following table presents, on a weighted-average basis, the assumptions that the Company used to determine the grant-date fair value of stock options granted to employees and directors: Twelve Months Ended 2023 2022 Risk-free interest rate 2.83 % 1.18 % Expected term (in years) 6.0 6.0 Expected volatility 75.2 % 79.8 % Expected dividend yield 0 % 0 % |
Summary of stock option activity | A summary of stock option activity under the Company’s equity incentive plans for the year ended March 31, 2023 is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Contractual Term (Years) Aggregate Intrinsic Value Outstanding as of March 31, 2022 6,514,334 $ 16.78 7.26 $ 30,358 Granted 1,604,489 19.02 Exercised (296,876) 11.61 Cancelled (367,119) 21.30 Outstanding as of March 31, 2023 7,454,828 17.24 6.88 $ 31,244 Options exercisable as of March 31, 2023 4,725,073 $ 14.43 5.93 $ 28,570 Options vested and expected to vest as of March 31, 2023 7,454,828 $ 17.24 6.88 $ 31,244 |
Summary of changes in company's RSU | A summary of the changes in the Company’s RSUs during the year ended March 31, 2023 is as follows: Number of Restricted Shares Weighted Average Grant Date Fair Value Outstanding as of March 31, 2022 826,213 $ 31.38 Granted 842,807 19.22 Vested (203,681) 31.41 Cancelled (114,059) 24.41 Outstanding as of March 31, 2023 1,351,280 $ 24.38 |
Net loss per share (Tables)
Net loss per share (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of calculation of basic and diluted net loss per share attributable to common stockholders | The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders (in thousands, except per share amounts): Twelve Months Ended 2023 2022 Numerator: Net loss $ (174,284) $ (118,036) Denominator: Weighted average common shares outstanding, basic and diluted 58,213,010 52,212,269 Net loss per share, basic and diluted $ (2.99) $ (2.26) |
Schedule of anti-dilutive securities excluded from the computation of diluted net loss per share attributable to common shareholders | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Twelve Months Ended 2023 2022 Options to purchase common stock 7,454,828 6,514,334 Warrants to purchase common stock 497,344 497,344 7,952,172 7,011,678 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of variable lease components | The table below presents the lease-related costs which are included in the consolidated statements of operations for the years ended as of March 31, 2023 and 2022: Twelve Months Ended March 31, 2023 2022 Lease cost Finance lease costs: Amortization of right-to-use asset $ 2,428 $ 2,428 Interest on lease liabilities 2,197 2,223 Operating lease costs 1,018 1,003 Total lease cost $ 5,643 $ 5,654 The following table summarizes the classification of lease costs in the consolidated statement of operations for the years ended March 31, 2023 and 2022 as follows: Twelve Months Ended March 31, 2023 2022 Finance Lease Costs Research and development $ 2,071 $ 2,070 Selling, general and administrative 358 358 Other income 2,197 2,223 Operating Lease Costs Research and development 421 407 Selling, general and administrative 596 596 Total lease cost $ 5,643 $ 5,654 |
Summary of the maturity of company's lease liabilities | The following table summarizes the maturity of the Company’s lease liabilities on an undiscounted cash flow basis and a reconciliation to the operating and financing lease liabilities recognized on our balance sheet as of March 31, 2023: March 31, 2023 Operating leases Financing lease Total 2024 $ 1,118 $ 2,639 $ 3,757 2025 1,150 2,718 3,868 2026 1,159 2,799 3,958 2027 1,126 2,883 4,009 2028 1,077 2,969 4,046 Thereafter 1,905 35,053 36,958 Total lease payments 7,535 49,061 56,596 Less: interest 2,028 22,457 24,485 Total lease liabilities $ 5,507 $ 26,604 $ 32,111 |
Schedule of additional information related to leases | The following table provides lease disclosure as of and for the year ended March 31, 2023: March 31, 2023 March 31, 2022 Leases Right-to-use operating lease asset $ 5,208 $ 5,552 Right-to-use finance lease asset 39,665 42,094 Total lease assets $ 44,873 $ 47,646 Operating lease liabilities, current $ 1,118 $ 1,070 Finance lease liabilities, current 2,639 2,562 Operating lease liabilities, non-current 4,389 4,801 Finance lease liabilities, non-current 23,965 24,406 Total lease liabilities $ 32,111 $ 32,839 Other information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,014 $ 968 Operating cash flows from finance leases $ 2,197 $ 2,223 Financing cash flows from finance leases $ 365 $ 264 Right-to-use asset obtained in exchange for new operating lease liabilities $ 290 $ 363 Weighted-average remaining lease term – operating leases 6.6 years 7.7 years Weighted-average remaining lease term – financing leases 16.3 years 17.3 years Weighted-average discount rate – operating leases 10.3 % 10.1 % Weighted-average discount rate – financing leases 8.3 % 8.3 % |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of net loss before income taxes | Loss before income taxes for the years ended March 31, 2023 and 2022 were as follows: Year Ended March 31, 2023 2022 United States $ (18,367) $ (28,985) United Kingdom (155,629) (89,051) Total $ (173,996) $ (118,036) |
Schedule of reconciliation of the U.S federal statutory income tax rate | A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective tax rate for the years ended March 31, 2023 and 2022 is as follows: Year Ended March 31, 2023 2022 U.S. federal statutory income tax rate -21.0 % -21.0 % State taxes, net of federal benefit -0.6 % -0.3 % Research and development 1.0 % 1 % Stock compensation -0.1 % -2.1 % Foreign tax rate differential 1.8 % 1.5 % Change in tax rates -6.0 % -10.6 % Change in valuation allowance 23.6 % 31.1 % Other 1.5 % 0.4 % 0.2 % 0.0 % |
Schedule of components of deferred tax assets and liabilities | Components of the Company’s deferred tax assets as of March 31, 2023 and 2022 were as follows: Year Ended March 31, 2023 2022 Deferred tax assets: Net operating loss carryforwards $ 93,788 $ 61,112 Research & development credits — 1,000 Property, plant and equipment 4,535 4,367 Capitalized start-up costs 1,301 1,286 Stock compensation 14,757 8,922 Accrued expenses 2,906 1,452 Lease liability 7,964 7,309 Other 24 310.00 Total deferred tax assets 125,275 85,758 Valuation allowance (113,889) (74,892) Net deferred tax assets 11,386 10,866 Deferred tax liabilities: Right of use asset (11,386) (10,866) Other — — Total deferred tax liabilities (11,386) (10,866) Net deferred tax assets (liabilities) $ — $ — |
Schedule of changes in the valuation allowance for deferred tax assets | Changes in the valuation allowance for deferred tax assets during the years ended March 31, 2023 and 2022 related primarily to the increase in net operating loss carryforwards were as follows: Year Ended March 31, 2023 2022 Valuation allowance as of beginning of year $ 74,892 $ 40,028 Increases recorded to income tax provision 41,063 36,679 Decreases recorded to equity (2,066) (1,815) Valuation allowance as of end of year $ 113,889 $ 74,892 |
Schedule of unrecognized tax benefits | Changes in the Company's gross unrecognized tax benefits from uncertain tax positions consisted of the following: Year Ended March 31, 2023 2022 Unrecognized tax benefits as of beginning of year $ — $ — Increases for tax positions taken during prior years 8,757 — Unrecognized tax benefits as of end of year $ 8,757 $ — |
Geographic information (Tables)
Geographic information (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Segments, Geographical Areas [Abstract] | |
Summary of company's long-lived assets held in different geographic regions | Information about the Company’s long-lived assets held in different geographic regions is presented in the tables below: March 31, 2023 March 31, 2022 United States $ 5,836 $ 6,318 United Kingdom 1,643 1,615 $ 7,479 $ 7,933 |
Nature of the business (Details
Nature of the business (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net loss | $ (174,284) | $ (118,036) |
Accumulated deficit | $ (485,488) | $ (311,204) |
Summary of significant accoun_4
Summary of significant accounting policies (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Accounting Policies [Abstract] | ||
Cash equivalents | $ 121,500 | $ 75,100 |
Summary of significant accounting policies | ||
Restricted cash | 1,636 | 1,636 |
Research and development incentives income | 2,914 | 3,170 |
Research and development incentives receivable, current | 2,939 | 3,055 |
Foreign currency transaction gains (losses) | 5,483 | 748 |
Unrealized gains (losses) on short-term investments | $ 1,219 | (1,327) |
Minimum percentage of benefit recognized is being realized upon ultimate settlement | 50% | |
United Kingdom | Maximum | ||
Summary of significant accounting policies | ||
Percentage of qualifying research and development expenses reimbursed by government | 14.50% | |
Operating Lease | ||
Summary of significant accounting policies | ||
Restricted cash | $ 1,600 | $ 1,600 |
Office equipment | ||
Summary of significant accounting policies | ||
Property, plant and equipment, useful life (in years) | 5 years | |
Computer equipment and software | ||
Summary of significant accounting policies | ||
Property, plant and equipment, useful life (in years) | 3 years | |
Plant, manufacturing and laboratory equipment | ||
Summary of significant accounting policies | ||
Property, plant and equipment, useful life (in years) | 5 years | |
Leasehold improvements | ||
Summary of significant accounting policies | ||
Property, plant and equipment, useful life (in years) | 10 years |
Fair value of financial asset_3
Fair value of financial assets and liabilities (Details) - Recurring - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Fair value of financial assets and liabilities | ||
Assets fair value | $ 558,251 | $ 364,824 |
Money market funds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 121,455 | 75,117 |
US Government Agency bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 240,355 | 26,688 |
US Treasury bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 196,441 | 263,019 |
Level 1 | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 1 | Money market funds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 1 | US Government Agency bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 1 | US Treasury bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 2 | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 558,251 | 364,824 |
Level 2 | Money market funds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 121,455 | 75,117 |
Level 2 | US Government Agency bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 240,355 | 26,688 |
Level 2 | US Treasury bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 196,441 | 263,019 |
Level 3 | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 3 | Money market funds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 3 | US Government Agency bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | 0 | 0 |
Level 3 | US Treasury bonds | ||
Fair value of financial assets and liabilities | ||
Assets fair value | $ 0 | $ 0 |
Short-term investments (Details
Short-term investments (Details) - Short-term investments - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Short-term investments | ||
Amortized cost | $ 436,859 | $ 290,989 |
Gross unrealized gains | 264 | 0 |
Gross unrealized losses | (327) | (1,282) |
Credit Losses | 0 | 0 |
Fair value | 436,796 | 289,707 |
US Government Agency bonds | ||
Short-term investments | ||
Amortized cost | 240,371 | 26,827 |
Gross unrealized gains | 187 | 0 |
Gross unrealized losses | (203) | (139) |
Credit Losses | 0 | 0 |
Fair value | 240,355 | 26,688 |
US Treasury bonds | ||
Short-term investments | ||
Amortized cost | 196,488 | 264,162 |
Gross unrealized gains | 77 | 0 |
Gross unrealized losses | (124) | (1,143) |
Credit Losses | 0 | 0 |
Fair value | 196,441 | $ 263,019 |
2023 | 15,100 | |
2024 | $ 7,600 |
Property, plant and equipment_3
Property, plant and equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property, plant and equipment, net | ||
Property, plant and equipment , gross | $ 14,721 | $ 12,728 |
Less: Accumulated depreciation and amortization | (7,242) | (4,795) |
Property, plant and equipment , net | 7,479 | 7,933 |
Depreciation and amortization expense | 2,447 | 2,147 |
Office equipment | ||
Property, plant and equipment, net | ||
Property, plant and equipment , gross | 1,240 | 937 |
Computer equipment | ||
Property, plant and equipment, net | ||
Property, plant and equipment , gross | 1,806 | 1,667 |
Plant and laboratory equipment | ||
Property, plant and equipment, net | ||
Property, plant and equipment , gross | 9,186 | 7,720 |
Leasehold improvements | ||
Property, plant and equipment, net | ||
Property, plant and equipment , gross | 1,706 | 785 |
Construction in progress | ||
Property, plant and equipment, net | ||
Property, plant and equipment , gross | $ 783 | $ 1,619 |
Accrued expenses and other cu_3
Accrued expenses and other current liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Accrued expenses and other current liabilities | ||
Accrued research and development costs | $ 11,261 | $ 5,882 |
Accrued compensation and benefits costs | 9,909 | 5,569 |
Accrued professional fees | 540 | 621 |
Other | 2,994 | 1,320 |
Total | $ 24,704 | $ 13,392 |
Long-term debt - Narrative (Det
Long-term debt - Narrative (Details) | 12 Months Ended | ||
Oct. 06, 2022 USD ($) advance | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | |||
Interest expense on debt obligations | $ 1,963,000 | $ 0 | |
Secured Debt | Line of Credit | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 200,000,000 | ||
Additional rate (as a percent) | 1.75% | ||
Stated interest rate (as a percent) | 1.50% | ||
Prepayment fee, first 12 months (as a percent) | 3% | ||
Prepayment fee, After first 12 months before 36 months (as a percent) | 2% | ||
Prepayment fee, after 36 months (as a percent) | 1% | ||
Maximum amount outstanding for covenant | $ 100,000,000 | ||
Minimum market capitalization | $ 1,200,000,000 | ||
Minimum restricted cash (as a percent) | 50% | ||
Minimum unrestricted cash (as a percent) | 85% | ||
Facility charge | $ 500,000 | ||
Payment of issuance costs | $ 1,500,000 | ||
Repayment Fee (as a percent) | 4.95% | ||
Accrued for final payment on debt | 200,000 | ||
Unamortized deferred financing costs | 200,000 | ||
Interest expense on debt obligations | 2,000,000 | ||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 1,500,000 | ||
Secured Debt | Line of Credit | Term Loan Facility | Prime Rate | |||
Debt Instrument [Line Items] | |||
Variable rate (as a percent) | 7.25% | ||
Secured Debt | Line of Credit | Term Loan Facility | Maximum | Prime Rate | |||
Debt Instrument [Line Items] | |||
Variable rate (as a percent) | 7.25% | ||
Secured Debt | Line of Credit | Term Loan Facility, Tranche One | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 30,000,000 | ||
Secured Debt | Line of Credit | Term Loan Facility, Tranche Two | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 30,000,000 | ||
Secured Debt | Line of Credit | Term Loan Facility, Tranche Three | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 115,000,000 | ||
Secured Debt | Line of Credit | Term Loan Facility, Tranche Four | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 25,000,000 | ||
Number of term loan advances | advance | 2 | ||
Secured Debt | Line of Credit | Term Loan Facility, Tranche Five | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 25,000,000 | ||
Number of term loan advances | advance | 2 |
Long-term debt - Summary of Deb
Long-term debt - Summary of Debt (Details) - Secured Debt - Line of Credit - Term Loan Facility $ in Thousands | Mar. 31, 2023 USD ($) |
Debt Instrument [Line Items] | |
Principal loan balance | $ 30,222 |
Facility charge and diligence fee | 315 |
Unamortized issuance costs | (1,410) |
Accumulated end of term fee | 151 |
Long term debt, net | $ 28,648 |
Long-term debt - Maturity of De
Long-term debt - Maturity of Debt (Details) - Line of Credit - Term Loan Facility - Secured Debt $ in Thousands | Mar. 31, 2023 USD ($) |
Debt Instrument [Line Items] | |
2024 | $ 0 |
2025 | 0 |
2026 | 0 |
2027 | 13,438 |
Thereafter | 18,701 |
Total | $ 32,139 |
Stockholders' equity - Common S
Stockholders' equity - Common Stock and Undesignated Preferred Stock (Details) - $ / shares | Mar. 31, 2023 | Mar. 31, 2022 |
Stockholders' Equity Note [Abstract] | ||
Common stock, authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Undesignated preferred stock, authorized (in shares) | 10,000,000 | |
Preferred stock, Par Value (in dollars per share) | $ 0.001 | |
Undesignated preferred shares issued (in shares) | 0 |
Stockholders' equity - Schedule
Stockholders' equity - Schedule of Pre-funded Warrants (Details) - shares | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2022 | Oct. 31, 2020 | Jun. 30, 2020 | Nov. 30, 2019 | Mar. 31, 2023 | Mar. 31, 2022 | |
Stock options, issued and outstanding | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 7,454,828 | 6,514,334 | ||||
Restricted stock units | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 1,351,280 | 826,213 | ||||
Stock options and restricted stock units, future issuance | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 2,209,597 | 1,933,300 | ||||
Employee stock purchase plan, available for future grants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 2,076,603 | 1,550,375 | ||||
Pre-IPO warrants to purchase common stock | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 497,344 | 497,344 | ||||
Pre-funded warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 4,200,000 | 1,562,500 | 1,521,738 | 2,200,000 | 9,484,238 | 5,284,238 |
Total shares of common stock reserved for future issuance | ||||||
Class of Warrant or Right [Line Items] | ||||||
Issuance of pre-funded warrants (in shares) | 23,073,890 | 16,605,804 |
Stockholders' equity - ATM Prog
Stockholders' equity - ATM Program (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Jun. 23, 2022 | Aug. 11, 2020 | Dec. 31, 2022 | Oct. 31, 2020 | Jun. 30, 2020 | Nov. 30, 2019 | Mar. 31, 2023 | Mar. 31, 2022 | |
Class of Warrant or Right [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||||
Gross proceeds | $ 242,600 | $ 270,000 | $ 107,800 | $ 85,600 | $ 149,854 | $ 0 | ||
Common stock | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Shares issued during period (in shares) | 6,810,658 | |||||||
ATM sales | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Securities issued | $ 400,000 | |||||||
Commission percentage | 3% | |||||||
Shares issued during period (in shares) | 340,000 | |||||||
Gross proceeds | $ 6,700 | |||||||
Issuance costs and underwriter fees | 300 | |||||||
ATM sales | Common stock | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Aggregate offering amount | $ 32,000 | |||||||
Common stock, par value (in dollars per share) | $ 0.001 | |||||||
Number of shares issued (in shares) | 1,686,438 | 0 | ||||||
Underwriting discounts, commissions and other offering expenses | $ 1,000 | |||||||
Maximum received on transactions | $ 100,000 | |||||||
Shares issued during period (in shares) | 2,026,438 | |||||||
ATM sales | Common stock | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.001 | |||||||
ATM sales | Common stock | Maximum | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Aggregate offering amount | $ 62,500 |
Stockholders' equity - Equity o
Stockholders' equity - Equity offerings (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2022 | Oct. 31, 2020 | Jun. 30, 2020 | Nov. 30, 2019 | Mar. 31, 2023 | Mar. 31, 2022 | |
Class of Warrant or Right [Line Items] | ||||||
Proceeds from issuance of common stock, net of underwriting fees and discounts | $ 242,600 | $ 270,000 | $ 107,800 | $ 85,600 | $ 149,854 | $ 0 |
Follow-on public offering | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of shares issued (in shares) | 6,810,658 | 5,625,000 | 3,478,261 | 4,516,561 | ||
Public offering price (in dollars per share) | $ 40 | $ 23 | $ 13.61 | |||
Shares issued during period (in shares) | 1,436,172 | 937,500 | 652,173 | |||
Underwriter rights | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of shares issued (in shares) | 838,530 | |||||
Underwriting discounts, commissions and other offering expenses | $ 16,100 | $ 17,500 | $ 7,200 | $ 5,800 | ||
Pre-funded warrants | ||||||
Class of Warrant or Right [Line Items] | ||||||
Public offering price (in dollars per share) | $ 23.4999 | $ 39.9999 | $ 22.9999 | $ 13.6099 | ||
Issuance of pre-funded warrants (in shares) | 4,200,000 | 1,562,500 | 1,521,738 | 2,200,000 | 9,484,238 | 5,284,238 |
Sale of stock, purchase period | 30 days | |||||
Sale of stock, price per share (in dollars per share) | $ 23.50 |
Pre-funded Warrants - Narrative
Pre-funded Warrants - Narrative (Details) - shares | 1 Months Ended | 12 Months Ended | |||||
Apr. 30, 2023 | Dec. 31, 2022 | Oct. 31, 2020 | Jun. 30, 2020 | Nov. 30, 2019 | Mar. 31, 2023 | Mar. 31, 2022 | |
Subsequent Event | Pre-funded warrants | |||||||
Class of Warrant or Right [Line Items] | |||||||
Warrants exercised (in shares) | 1,016,528 | ||||||
Subsequent Event | Common stock | |||||||
Class of Warrant or Right [Line Items] | |||||||
Shares issued during period (in shares) | 1,016,528 | ||||||
Pre-funded warrants | |||||||
Class of Warrant or Right [Line Items] | |||||||
Maximum percentage of holding for exercise warrants | 9.99% | ||||||
Maximum percentage of increase (decrease) of holding for exercise warrants (as a percent) | 19.99% | ||||||
Issuance of pre-funded warrants (in shares) | 4,200,000 | 1,562,500 | 1,521,738 | 2,200,000 | 9,484,238 | 5,284,238 |
Stock-based compensation - Clas
Stock-based compensation - Classification of expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stock-Based Compensation | ||
Stock-based compensation expense | $ 28,131 | $ 24,254 |
Stock options | ||
Stock-Based Compensation | ||
Stock-based compensation expense | 19,521 | 19,160 |
Restricted stock units | ||
Stock-Based Compensation | ||
Stock-based compensation expense | 8,610 | 5,094 |
Research and development | ||
Stock-Based Compensation | ||
Stock-based compensation expense | 10,074 | 8,568 |
Selling, general and administrative | ||
Stock-Based Compensation | ||
Stock-based compensation expense | $ 18,057 | $ 15,686 |
Stock-based compensation - Addi
Stock-based compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||||||||
Apr. 01, 2022 | Apr. 01, 2021 | Jul. 09, 2018 | Dec. 31, 2022 | May 31, 2021 | Oct. 31, 2020 | Jun. 30, 2020 | Nov. 30, 2019 | Mar. 31, 2023 | Mar. 31, 2022 | |
Stock-Based Compensation | ||||||||||
Granted (in shares) | 82,500 | 125,000 | 1,604,489 | |||||||
Unrecognized compensation cost related to unvested common stock options | $ 34.8 | |||||||||
Expenses expected to be recognized over a weighted average remaining period | 2 years 4 months 24 days | |||||||||
Weighted average grant-date fair value (in dollars per share) | $ 12.80 | $ 21.40 | ||||||||
Intrinsic value of stock options exercised | $ 2.7 | $ 16.2 | ||||||||
Pre-funded warrants | ||||||||||
Stock-Based Compensation | ||||||||||
Common stock, authorized (in shares) | 4,200,000 | 1,562,500 | 1,521,738 | 2,200,000 | 9,484,238 | 5,284,238 | ||||
2017 Plan | ||||||||||
Stock-Based Compensation | ||||||||||
Shares authorized (in shares) | 2,659,885 | |||||||||
Number of shares available for grant (in shares) | 2,520,247 | |||||||||
2018 Plan | ||||||||||
Stock-Based Compensation | ||||||||||
Shares authorized (in shares) | 3,617,968 | |||||||||
Number of shares available for grant (in shares) | 2,209,597 | |||||||||
Share based payment award percentage of outstanding shares | 4% | |||||||||
Additional shares authorized (in shares) | 2,104,915 | 2,074,028 | ||||||||
ESPP | ||||||||||
Stock-Based Compensation | ||||||||||
Share based payment award percentage of outstanding shares | 1% | |||||||||
Additional shares authorized (in shares) | 526,228 | 518,507 | 697,224 | |||||||
Common stock reserved for issuance (in shares) | 2,076,603 | 348,612 | ||||||||
Stock options | ||||||||||
Stock-Based Compensation | ||||||||||
Exercise price for persons holding ten percent of voting power (as a percent) | 100% | |||||||||
Exercise price for persons holding more than ten percent of voting power (as a percent) | 110% | |||||||||
Share based payment award expiration period | 10 years | |||||||||
Share based payment award vesting period | 4 years | |||||||||
Stock options | Minimum | ||||||||||
Stock-Based Compensation | ||||||||||
Expiration period for persons holding more than ten percent of voting power | 10 years | |||||||||
Stock options | Maximum | ||||||||||
Stock-Based Compensation | ||||||||||
Expiration period for persons holding ten percent of voting power | 5 years | |||||||||
Restricted stock units | ||||||||||
Stock-Based Compensation | ||||||||||
Share based payment award vesting period | 4 years | |||||||||
Granted (in shares) | 842,807 | |||||||||
Expenses expected to be recognized over a weighted average remaining period | 2 years 9 months 18 days | |||||||||
Unrecognized compensation cost | $ 25.8 | |||||||||
Restricted stock units | Share-based Payment Arrangement, Tranche One | ||||||||||
Stock-Based Compensation | ||||||||||
Share based payment award vesting period | 1 year | |||||||||
Restricted stock units | Newly-Hired Executive | ||||||||||
Stock-Based Compensation | ||||||||||
Granted (in shares) | 55,000 | 88,333 |
Stock-based compensation - Assu
Stock-based compensation - Assumptions to determine grant-date fair value of stock options (Details) - Stock options | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stock-based Compensation | ||
Risk-free interest rate | 2.83% | 1.18% |
Expected term (in years) | 6 years | 6 years |
Expected volatility | 75.20% | 79.80% |
Expected dividend yield | 0% | 0% |
Stock-based compensation - Stoc
Stock-based compensation - Stock option activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2022 | May 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Number of Shares | ||||
Outstanding at beginning of the period (in shares) | 6,514,334 | |||
Granted (in shares) | 82,500 | 125,000 | 1,604,489 | |
Exercised (in shares) | (296,876) | |||
Cancelled (in shares) | (367,119) | |||
Outstanding at end of the period (in shares) | 7,454,828 | 6,514,334 | ||
Options exercisable (in shares) | 4,725,073 | |||
Options vested and expected to vest (in shares) | 7,454,828 | |||
Weighted Average Exercise Price | ||||
Outstanding at beginning of the period (in dollars per share) | $ 16.78 | |||
Granted (in dollars per share) | 19.02 | |||
Exercised (in dollars per share) | 11.61 | |||
Cancelled (in dollars per share) | 21.30 | |||
Outstanding at end of the period (in dollars per share) | $ 17.24 | $ 16.78 | ||
Options exercisable (in dollars per share) | 14.43 | |||
Options vested and expected to vest (in dollars per share) | $ 17.24 | |||
Weighted Average Contractual Term (Years) | ||||
Outstanding (years) | 6 years 10 months 17 days | 7 years 3 months 3 days | ||
Options exercisable (years) | 5 years 11 months 4 days | |||
Options vested and expected to vest (in years) | 6 years 10 months 17 days | |||
Aggregate Intrinsic Value | ||||
Outstanding | $ 31,244 | $ 30,358 | ||
Options exercisable | 28,570 | |||
Options vested and expected to vest | $ 31,244 |
Stock-based compensation - Summ
Stock-based compensation - Summary of RSU Activity (Details) - Restricted stock units | 12 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Restricted Shares | |
Beginning balance (in shares) | shares | 826,213 |
Granted (in shares) | shares | 842,807 |
Vested (in shares) | shares | (203,681) |
Cancelled (in shares) | shares | (114,059) |
Ending balance (in shares) | shares | 1,351,280 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 31.38 |
Granted (in dollars per share) | $ / shares | 19.22 |
Vested (in dollars per share) | $ / shares | 31.41 |
Cancelled (in dollars per share) | $ / shares | 24.41 |
Ending balance (in dollars per share) | $ / shares | $ 24.38 |
Net loss per share - Computatio
Net loss per share - Computation of Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator: | ||
Net loss | $ (174,284) | $ (118,036) |
Denominator: | ||
Weighted average common shares outstanding, basic (in shares) | 58,213,010 | 52,212,269 |
Weighted average common shares outstanding, diluted (in shares) | 58,213,010 | 52,212,269 |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (2.99) | $ (2.26) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (2.99) | $ (2.26) |
Net loss per share - Computat_2
Net loss per share - Computation of diluted net loss per share attributable to common stockholders (Details) - shares | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Diluted net loss per share attributable to common stockholders | ||
Antidilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | 7,952,172 | 7,011,678 |
Options to purchase common stock | ||
Diluted net loss per share attributable to common stockholders | ||
Antidilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | 7,454,828 | 6,514,334 |
Warrants to purchase common stock | ||
Diluted net loss per share attributable to common stockholders | ||
Antidilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | 497,344 | 497,344 |
Significant agreements (Details
Significant agreements (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2020 patient | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | |
Significant agreements | |||
Prepaid expenses and other current assets | $ 6,278 | $ 5,267 | |
Bristol-Myers Squibb Company | |||
Significant agreements | |||
Number of patients | patient | 125 | ||
Regeneron Pharmaceuticals, Inc | |||
Significant agreements | |||
Prepaid expenses and other current assets | 0 | 2,000 | |
Regeneron Pharmaceuticals, Inc | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement | |||
Significant agreements | |||
Offset to research and development expenses | 1,100 | 6,800 | |
Proceeds from collaborators | $ 3,100 | $ 6,100 |
Commitments and contingencies -
Commitments and contingencies - Narrative (Details) $ in Thousands | Mar. 31, 2023 USD ($) ft² | Mar. 31, 2022 USD ($) |
Lessee, Lease, Description [Line Items] | ||
Right-to-use liability | $ 5,507 | |
Right-to-use asset – operating leases | 5,208 | $ 5,552 |
Minimum payments committed to manufacturing organization | $ 1,000 | $ 2,000 |
United Kingdom Lease | ||
Lessee, Lease, Description [Line Items] | ||
Rentable square feet (in square feet) | ft² | 2,058 | |
Lease term (in years) | 5 years | |
Annual lease payments | $ 100 | |
Right-to-use liability | 300 | |
Right-to-use asset – operating leases | $ 300 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Lease term (in years) | 7 years | |
Lease term (in years) | 7 years | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Lease term (in years) | 16 years | |
Lease term (in years) | 16 years |
Commitments and contingencies_2
Commitments and contingencies - Components of lease expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Finance lease costs: | ||
Amortization of right-to-use asset | $ 2,428 | $ 2,428 |
Interest on lease liabilities | 2,197 | 2,223 |
Operating lease costs | 1,018 | 1,003 |
Total lease cost | $ 5,643 | $ 5,654 |
Commitments and contingencies_3
Commitments and contingencies - Income Statement Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Lessee, Lease, Description [Line Items] | ||
Finance Lease Costs | $ 2,428 | $ 2,428 |
Operating Lease Costs | 1,018 | 1,003 |
Total lease cost | 5,643 | 5,654 |
Research and development | ||
Lessee, Lease, Description [Line Items] | ||
Finance Lease Costs | 2,071 | 2,070 |
Operating Lease Costs | 421 | 407 |
Total lease cost | 5,643 | 5,654 |
Selling, general and administrative | ||
Lessee, Lease, Description [Line Items] | ||
Finance Lease Costs | 358 | 358 |
Operating Lease Costs | 596 | 596 |
Other income | ||
Lessee, Lease, Description [Line Items] | ||
Finance Lease Costs | $ 2,197 | $ 2,223 |
Commitments and contingencies_4
Commitments and contingencies - Future lease payments under operating and financing lease liabilities (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Operating leases | |
2024 | $ 1,118 |
2025 | 1,150 |
2026 | 1,159 |
2027 | 1,126 |
2028 | 1,077 |
Thereafter | 1,905 |
Total lease payments | 7,535 |
Less: interest | 2,028 |
Total lease liabilities | 5,507 |
Financing lease | |
2024 | 2,639 |
2025 | 2,718 |
2026 | 2,799 |
2027 | 2,883 |
2028 | 2,969 |
Thereafter | 35,053 |
Total lease payments | 49,061 |
Less: interest | 22,457 |
Total lease liabilities | 26,604 |
Total | |
2024 | 3,757 |
2025 | 3,868 |
2026 | 3,958 |
2027 | 4,009 |
2028 | 4,046 |
Thereafter | 36,958 |
Total lease payments | 56,596 |
Less: interest | 24,485 |
Total lease liabilities | $ 32,111 |
Commitments and contingencies_5
Commitments and contingencies - Additional information related to leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Leases | ||
Right-to-use operating lease asset | $ 5,208 | $ 5,552 |
Right-to-use finance lease asset | 39,665 | 42,094 |
Total lease assets | 44,873 | 47,646 |
Operating lease liabilities, current | 1,118 | 1,070 |
Finance lease liabilities, current | 2,639 | 2,562 |
Operating lease liabilities, non-current | 4,389 | 4,801 |
Financing lease liabilities, non-current | 23,965 | 24,406 |
Total lease liabilities | 32,111 | 32,839 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 1,014 | 968 |
Operating cash flows from finance leases | 2,197 | 2,223 |
Finance Lease, Principal Payments | (365) | (264) |
Right-to-use asset obtained in exchange for new operating lease liabilities | $ 290 | $ 363 |
Weighted-average remaining lease term – operating leases | 6 years 7 months 6 days | 7 years 8 months 12 days |
Weighted-average remaining lease term – financing leases | 16 years 3 months 18 days | 17 years 3 months 18 days |
Weighted-average discount rate – operating leases | 10.30% | 10.10% |
Weighted-average discount rate – financing leases | 8.30% | 8.30% |
Benefit plans (Details)
Benefit plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
401(k) Plan | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Contributions to the plan | $ 1,300 | $ 1,100 |
Pension Plan | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Maximum percentage of contribution by employee of their annual base salary (as a percent) | 8% |
Income taxes - Net loss before
Income taxes - Net loss before income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | ||
United States | $ (18,367) | $ (28,985) |
United Kingdom | (155,629) | (89,051) |
Total | $ (173,996) | $ (118,036) |
Income taxes - Narrative (Detai
Income taxes - Narrative (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating Loss Carryforwards [Line Items] | ||
Income tax provision | $ 288,000 | $ 0 |
Domestic Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 39,700,000 | |
Foreign Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 332,700,000 | |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 50,300,000 |
Income taxes - Reconciliation o
Income taxes - Reconciliation of the U.S federal statutory income tax rate (Details) | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Reconciliation of the U.S federal statutory income tax rate | ||
U.S. federal statutory income tax rate | (21.00%) | (21.00%) |
State taxes, net of federal benefit | (0.60%) | (0.30%) |
Research and development | 1% | 1% |
Stock compensation | (0.10%) | (2.10%) |
Foreign tax rate differential | 1.80% | 1.50% |
Change in tax rates | (6.00%) | (10.60%) |
Change in valuation allowance | 23.60% | 31.10% |
Other | 1.50% | 0.40% |
Effective income tax rate | (0.20%) | (0.00%) |
Income taxes - Components of de
Income taxes - Components of deferred tax assets and liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 |
Deferred tax assets: | |||
Net operating loss carryforwards | $ 93,788 | $ 61,112 | |
Research & development credits | 0 | 1,000 | |
Property, plant and equipment | 4,535 | 4,367 | |
Capitalized start-up costs | 1,301 | 1,286 | |
Stock compensation | 14,757 | 8,922 | |
Accrued expenses | 2,906 | 1,452 | |
Lease liability | 7,964 | 7,309 | |
Other | 24 | 310 | |
Total deferred tax assets | 125,275 | 85,758 | |
Valuation allowance | (113,889) | (74,892) | $ (40,028) |
Net deferred tax assets | 11,386 | 10,866 | |
Deferred tax liabilities: | |||
Right of use asset | (11,386) | (10,866) | |
Other | 0 | 0 | |
Total deferred tax liabilities | (11,386) | (10,866) | |
Net deferred tax assets (liabilities) | $ 0 | $ 0 |
Income taxes - Valuation allowa
Income taxes - Valuation allowance for deferred tax assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Deferred Tax Assets, Valuation Allowance [Roll Forward] | ||
Valuation allowance as of beginning of year | $ 74,892 | $ 40,028 |
Increases recorded to income tax provision | 41,063 | 36,679 |
Decreases recorded to equity | (2,066) | (1,815) |
Valuation allowance as of end of year | $ 113,889 | $ 74,892 |
Income taxes - Unrecognized tax
Income taxes - Unrecognized tax benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits as of beginning of year | $ 0 | $ 0 |
Increases for tax positions taken during prior years | 8,757 | 0 |
Unrecognized tax benefits as of end of year | $ 8,757 | $ 0 |
Geographic information (Details
Geographic information (Details) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 USD ($) region | Mar. 31, 2022 USD ($) | |
Segments, Geographical Areas [Abstract] | ||
Number of operating geographic regions | region | 2 | |
Geographic information | ||
Long-lived assets | $ 7,479 | $ 7,933 |
United States | ||
Geographic information | ||
Long-lived assets | 5,836 | 6,318 |
United Kingdom | ||
Geographic information | ||
Long-lived assets | $ 1,643 | $ 1,615 |