Cover
Cover | 3 Months Ended |
Jun. 30, 2020 | |
Cover [Abstract] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | IMMUNOVANT, INC. |
Entity Central Index Key | 0001764013 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
Combined and Consolidated Balan
Combined and Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | |
Current assets: | ||||
Cash | $ 280,279 | $ 100,571 | $ 6,985 | |
Prepaid expenses | 5,813 | 5,460 | 2,632 | |
Income tax receivable | 24 | 36 | 49 | |
Value-added tax receivable | 0 | 3,009 | 2,913 | |
Total current assets | 286,116 | 109,076 | 12,579 | |
Operating lease right-of-use assets | 4,063 | 0 | ||
Property and equipment, net | 112 | 65 | 54 | |
Deferred offering costs | 0 | 246 | 1,195 | |
Total assets | 290,291 | 109,387 | 13,828 | |
Current liabilities: | ||||
Accounts payable | 8,011 | 1,190 | 206 | |
Accrued expenses | 10,095 | 10,938 | 6,225 | |
Current portion of operating lease liabilities | 1,102 | 0 | ||
Due to Roivant Sciences Ltd. | 336 | 3,190 | 58 | |
Total current liabilities | 19,544 | 15,318 | ||
Operating lease liabilities, net of current portion | 2,972 | 0 | ||
Total liabilities | 22,516 | 15,318 | 6,489 | |
Commitments and contingencies (Note 11) | ||||
Stockholders' equity: | ||||
Preferred stock | [1] | 0 | 0 | 0 |
Common stock | [1] | 8 | 5 | 4 |
Common stock subscribed | [1] | 0 | (3) | |
Additional paid-incapital | [1] | 385,691 | 185,306 | 31,830 |
Accumulated other comprehensive (loss) income | [1] | 10 | (16) | 346 |
Accumulated deficit | [1] | (117,934) | (91,226) | (24,838) |
Total stockholders' equity | [1],[2] | 267,775 | 94,069 | 7,339 |
Total liabilities and stockholders' equity | 290,291 | 109,387 | 13,828 | |
Series A Preferred Stock [Member] | ||||
Stockholders' equity: | ||||
Preferred stock | [1] | $ 0 | $ 0 | $ 0 |
[1] | Retroactively restated for the reverse recapitalization as described in Note 1. | |||
[2] | Retroactively restated for reverse recapitalization as described in Note 1. |
Combined and Consolidated Bal_2
Combined and Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2019 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 | 0 |
Preferred stock, issued (in shares) | 0 | 0 | |
Preferred stock, outstanding (in shares) | 0 | 0 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 | 489,066,238 |
Common share, issued (in shares) | 81,811,727 | 56,455,376 | 38,590,381 |
Common stock, shares outstanding | 80,911,727 | 54,655,376 | 38,590,381 |
Series A Preferred Stock [Member] | |||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 10,000 | 10,000 | 0 |
Preferred stock, issued (in shares) | 10,000 | 10,000 | |
Preferred stock, outstanding (in shares) | 10,000 | 10,000 |
Condensed Combined and Consolid
Condensed Combined and Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||||||
Operating expenses: | |||||||||
Research and development (includes of stock-based compensation expense) | $ 16,922 | [1] | $ 18,476 | [1] | $ 47,927 | [2] | $ 25,733 | [2] | |
General and administrative (includes of stock-based compensation expense) | 9,664 | [3] | 1,585 | [3] | 18,151 | [4] | 2,692 | [4] | |
Total operating expenses | 26,586 | 20,061 | 66,078 | 28,425 | |||||
Interest expense | 625 | ||||||||
Other (income) expense, net | 74 | (25) | (412) | 155 | |||||
Loss before provision for income taxes | (26,660) | (20,036) | (66,291) | (28,580) | |||||
Provision for income taxes | 48 | 23 | 97 | 19 | |||||
Net loss | $ (26,708) | [5] | $ (20,059) | [5] | $ (66,388) | [5] | $ (28,599) | ||
Net loss per common share - basic and diluted | [6] | $ (0.38) | $ (0.52) | $ (1.54) | $ (1.29) | ||||
Weighted average shares outstanding - basic and diluted | [6] | 70,818,867 | 38,590,381 | 43,199,191 | 22,170,862 | ||||
[1] | Includes $108 and $151 of costs allocated from Roivant Sciences Ltd. for the three months ended June 30, 2020 and 2019, respectively. | ||||||||
[2] | Includes $159 and $3,582 of costs allocated from Roivant Sciences Ltd. for the years ended March 31, 2020 and 2019, respectively. | ||||||||
[3] | Includes $164 and $244 of costs allocated from Roivant Sciences Ltd. for the three months ended June 30, 2020 and 2019, respectively. | ||||||||
[4] | Includes $1,381 and $1,180 of costs allocated from Roivant Sciences Ltd. for the years ended March 31, 2020 and 2019, respectively. | ||||||||
[5] | Retroactively restated for reverse recapitalization as described in Note 1. | ||||||||
[6] | Retroactively restated for the reverse recapitalization as described in Note 1. |
Condensed Combined and Consol_2
Condensed Combined and Consolidated Statements of Operations (Parenthetical) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Research and Development Expense [Member] | ||||
Share-based compensation expense | $ 477,000 | $ 65,000 | $ 3,130,000 | $ 1,193,000 |
General and Administrative Expense [Member] | ||||
Share-based compensation expense | 3,504,000 | 507,000 | 3,833,000 | 115,000 |
Roivant Sciences Ltd. (RSL) [Member] | Research and Development Expense [Member] | ||||
Costs allocated from related party | 108,000 | 151,000 | 159 | 3,582 |
Roivant Sciences Ltd. (RSL) [Member] | General and Administrative Expense [Member] | ||||
Costs allocated from related party | $ 164,000 | $ 244,000 | $ 1,381 | $ 1,180 |
Condensed Combined and Consol_3
Condensed Combined and Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||||
Statement of Comprehensive Income [Abstract] | |||||||
Net loss | $ (26,708) | [1] | $ (20,059) | [1] | $ (66,388) | [1] | $ (28,599) |
Other comprehensive (loss) income: | |||||||
Foreign currency translation adjustments | 26 | (291) | (362) | 185 | |||
Total other comprehensive (loss) income | 26 | (291) | (362) | 185 | |||
Comprehensive loss | $ (26,682) | $ (20,350) | $ (66,750) | $ (28,414) | |||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. |
Condensed Combined and Consol_4
Condensed Combined and Consolidated Statements of Equity/(Deficit) - USD ($) $ in Thousands | Total | Underwritten Public Offering [Member] | Warrant Redemption | Series A Preferred Stock [Member] | Roivant Sciences Ltd. (RSL) [Member] | Common stock [Member] | Common stock [Member]Underwritten Public Offering [Member] | Common stock [Member]Upon Achievement Of Earnout Shares Milestone | Common stock [Member]Warrant Redemption | Common Shares Subscribed | Additional Paid-In- Capital | Additional Paid-In- CapitalUnderwritten Public Offering [Member] | Additional Paid-In- CapitalUpon Achievement Of Earnout Shares Milestone | Additional Paid-In- CapitalWarrant Redemption | Additional Paid-In- CapitalRoivant Sciences Ltd. (RSL) [Member] | Net Parent Investment | Accumulated Other Comprehensive Income | Accumulated Deficit | |||
Beginning Balance at Mar. 31, 2018 | [1] | $ (1,497) | $ (1,658) | $ 161 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Net transfers from parent | [1],[2] | 5,419 | 5,419 | ||||||||||||||||||
Common stock subscription, shares | 4,890,662 | ||||||||||||||||||||
Net loss | [1] | (4,368) | (4,368) | ||||||||||||||||||
Foreign currency translation adjustments | [1] | 35 | 35 | ||||||||||||||||||
Ending balance at Jul. 06, 2018 | [1] | (411) | (607) | 196 | |||||||||||||||||
Ending balance (in shares) at Jul. 06, 2018 | [1] | 4,890,662 | |||||||||||||||||||
Beginning Balance at Mar. 31, 2018 | [1] | (1,497) | (1,658) | 161 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Net loss | (28,599) | ||||||||||||||||||||
Ending balance at Mar. 31, 2019 | [1] | 7,339 | [3] | $ 4 | $ (3) | $ 31,830 | 346 | $ (24,838) | |||||||||||||
Ending balance (in shares) at Mar. 31, 2019 | [1] | 38,590,381 | |||||||||||||||||||
Beginning Balance at Jul. 06, 2018 | [1] | (411) | (607) | 196 | |||||||||||||||||
Beginning balance (in shares) at Jul. 06, 2018 | [1] | 4,890,662 | |||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Common stock subscription, shares | [1] | 31,789,305 | |||||||||||||||||||
Net loss | [1] | (24,231) | (24,231) | ||||||||||||||||||
Foreign currency translation adjustments | [1] | 150 | 150 | ||||||||||||||||||
Issuance of common shares, net, shares | [1] | 1,910,414 | |||||||||||||||||||
Issuance of common stock, net | [1] | 14,747 | $ 1 | 14,746 | |||||||||||||||||
Cash contribution | [1] | 13,901 | 13,901 | ||||||||||||||||||
Common stock subscription | [1] | 3 | (3) | ||||||||||||||||||
Transfer to accumulated deficit | [1] | $ 607 | (607) | ||||||||||||||||||
Capital contribution - stock-based compensation | [1] | 922 | 922 | ||||||||||||||||||
Capital contribution - expenses allocated from Roivant Sciences Ltd. | [1] | $ 2,230 | $ 2,230 | ||||||||||||||||||
Stock-based compensation | [1] | 31 | 31 | ||||||||||||||||||
Ending balance at Mar. 31, 2019 | [1] | 7,339 | [3] | $ 4 | (3) | 31,830 | 346 | (24,838) | |||||||||||||
Ending balance (in shares) at Mar. 31, 2019 | [1] | 38,590,381 | |||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Net loss | [1] | (20,059) | (20,059) | ||||||||||||||||||
Foreign currency translation adjustments | [1] | (291) | (291) | ||||||||||||||||||
Capital contribution - stock-based compensation | [1] | 35 | 35 | ||||||||||||||||||
Capital contribution - expenses allocated from Roivant Sciences Ltd. | [1] | 331 | 331 | ||||||||||||||||||
Stock-based compensation | [1] | 537 | 537 | ||||||||||||||||||
Ending balance at Jun. 30, 2019 | [1] | (12,108) | $ 4 | (3) | 32,733 | 55 | (44,897) | ||||||||||||||
Ending balance (in shares) at Jun. 30, 2019 | [1] | 38,590,381 | |||||||||||||||||||
Beginning Balance at Mar. 31, 2019 | [1] | 7,339 | [3] | $ 4 | (3) | 31,830 | 346 | (24,838) | |||||||||||||
Settlement of common stock subscription | [1] | 1 | $ 3 | (2) | |||||||||||||||||
Beginning balance (in shares) at Mar. 31, 2019 | [1] | 38,590,381 | |||||||||||||||||||
Issuance of preferred and common stock, net of deferred offering costs upon Business Combination and Recapitalization (See Note 3) | [1] | 109,772 | $ 1 | 109,771 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Issuance of preferred and common stock, net of deferred offering costs upon Business Combination and Recapitalization, shares | [1] | 10,000 | 12,565,000 | ||||||||||||||||||
Conversion of convertible promissory notes | [1] | 35,587 | 35,587 | ||||||||||||||||||
Conversion of convertible promissory notes, shares | [1] | 3,499,995 | |||||||||||||||||||
Net loss | [1] | (66,388) | (66,388) | ||||||||||||||||||
Foreign currency translation adjustments | [1] | (362) | (362) | ||||||||||||||||||
Capital contribution - stock-based compensation | [1] | 175 | 175 | ||||||||||||||||||
Capital contribution - expenses allocated from Roivant Sciences Ltd. | [1] | 1,157 | 1,157 | ||||||||||||||||||
Stock-based compensation | [1] | 6,788 | 6,788 | ||||||||||||||||||
Ending balance at Mar. 31, 2020 | [1] | 94,069 | [3] | $ 5 | 185,306 | (16) | (91,226) | ||||||||||||||
Ending balance (in shares) at Mar. 31, 2020 | [1] | 10,000 | 54,655,376 | ||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||
Vesting of sponsor restricted shares | [1] | 900,000 | |||||||||||||||||||
Stock options exercised | [1] | $ 63 | 63 | ||||||||||||||||||
Stock options exercised (in shares) | 23,841 | 23,841 | [1] | ||||||||||||||||||
Net loss | [1] | $ (26,708) | (26,708) | ||||||||||||||||||
Foreign currency translation adjustments | [1] | 26 | 26 | ||||||||||||||||||
Issuance of common shares, net, shares | [1] | 9,613,365 | 10,000,000 | 5,719,145 | |||||||||||||||||
Issuance of common stock, net | [1] | $ 130,428 | $ 65,752 | $ 1 | $ 1 | $ 1 | $ 130,427 | $ (1) | $ 65,751 | ||||||||||||
Capital contribution - stock-based compensation | [1] | 63 | 63 | ||||||||||||||||||
Capital contribution - expenses allocated from Roivant Sciences Ltd. | [1] | $ 164 | $ 164 | ||||||||||||||||||
Stock-based compensation | [1] | 3,918 | 3,918 | ||||||||||||||||||
Ending balance at Jun. 30, 2020 | [1] | $ 267,775 | [3] | $ 8 | $ 385,691 | $ 10 | $ (117,934) | ||||||||||||||
Ending balance (in shares) at Jun. 30, 2020 | [1] | 10,000 | 80,911,727 | ||||||||||||||||||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. | ||||||||||||||||||||
[2] | Prior to formation of the Company, Roivant Sciences Ltd. was the Company's parent with 100% ownership interest (See Note 2[A]). | ||||||||||||||||||||
[3] | Retroactively restated for the reverse recapitalization as described in Note 1. |
Condensed Combined and Consol_5
Condensed Combined and Consolidated Statements of Equity/(Deficit) (Parenthetical) | Mar. 31, 2020 |
Roivant Sciences Ltd. [Member] | |
Ownership interest | 100.00% |
Condensed Combined and Consol_6
Condensed Combined and Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||||
Cash flows from operating activities | |||||||
Net loss | $ (26,708) | [1] | $ (20,059) | [1] | $ (66,388) | [1] | $ (28,599) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Stock-based compensation | 3,981 | 572 | 6,963 | 1,308 | |||
Depreciation on property and equipment | 10 | 5 | 21 | 10 | |||
Foreign currency translation adjustments | 26 | (291) | (362) | 185 | |||
Loss on disposal of property and equipment | 0 | 14 | 13 | ||||
Gain on extinguishment of convertible notes | (38) | ||||||
Noncash lease expense | 152 | 0 | |||||
Write-off of deferred offering costs | 1,628 | ||||||
Changes in operating assets and liabilities: | |||||||
Prepaid expenses | (353) | 1,628 | (2,824) | (2,519) | |||
Income tax receivable | 12 | 22 | 13 | (49) | |||
Value-added tax receivable | 3,009 | (57) | (96) | (2,913) | |||
Accounts payable | 6,811 | 291 | 967 | (928) | |||
Accrued expenses | (597) | 9,505 | 6,502 | 4,912 | |||
Due to Roivant Sciences Ltd. | 0 | 38 | 244 | 46 | |||
Operating lease liabilities | (141) | 0 | |||||
Net cash used in operating activities | (13,798) | (8,332) | (53,357) | (28,547) | |||
Cash flows from investing activities | |||||||
Purchase of property and equipment | (47) | 0 | (31) | (52) | |||
Net cash used in investing activities | (47) | 0 | (31) | (52) | |||
Cash flows from financing activities | |||||||
Capital contributions | 164 | 331 | 1,157 | 16,131 | |||
Net parent investment | 0 | 5,064 | |||||
Proceeds from stock options exercised | 63 | 0 | |||||
Proceeds from issuance of common stock | 0 | 14,910 | |||||
Payment of deferred offering costs | (602) | (28) | (3,107) | (521) | |||
Proceeds from convertible promissory notes | 35,000 | 0 | |||||
Repayment of convertible promissory note payable to Roivant Sciences Ltd. | (2,500) | 0 | |||||
Settlement of common stock subscribed | 1 | 0 | |||||
Recapitalization transaction | 111,016 | 0 | |||||
Net cash provided by financing activities | 193,553 | 5,303 | 146,974 | 35,584 | |||
Net change in cash | 179,708 | (3,029) | 93,586 | 6,985 | |||
Cash - beginning of period | 100,571 | 6,985 | 6,985 | 0 | |||
Cash - end of period | 280,279 | 3,956 | 100,571 | 6,985 | |||
Non-cash investing activities | |||||||
Payable for purchase of property and equipment | 19 | 6 | 9 | 13 | |||
Reclassification of net parent investment to accumulated deficit | 0 | 607 | |||||
Conversion of convertible promissory notes to common stock | 35,000 | 0 | |||||
Common stock issuance costs in accrued expenses | 0 | 165 | |||||
Deferred offering costs in accrued expenses | 0 | 175 | 246 | 674 | |||
Cancelation of interest on convertible promissory notes recorded in equity | 587 | 0 | |||||
Operating lease right-of-use assets obtained and exchanged for operating lease liabilities | 4,215 | 0 | |||||
Supplemental disclosure of cash paid: | |||||||
Income taxes | 61 | 68 | |||||
Roivant Sciences Ltd. (RSL) [Member] | |||||||
Cash flows from financing activities | |||||||
Proceeds from note payable to Roivant Sciences Ltd. | 0 | 5,000 | 7,907 | 0 | |||
Repayment of note payable to Roivant Sciences Ltd. | (2,854) | 0 | |||||
Repayment of convertible promissory note payable to Roivant Sciences Ltd. | $ (2,500) | $ 0 | |||||
Underwritten Public Offering [Member] | |||||||
Cash flows from financing activities | |||||||
Proceeds from issuance of common stock | 131,030 | 0 | |||||
Warrant Redemption | |||||||
Cash flows from financing activities | |||||||
Proceeds from issuance of common stock | $ 65,752 | $ 0 | |||||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. |
Description of Business and Liq
Description of Business and Liquidity | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | ||
Description of Business and Liquidity | Note 1 — Description of Business and Liquidity [A] Description of Business Immunovant, Inc. together with its wholly owned subsidiaries (the “Company” or “Immunovant”) (formerly known as Health Sciences Acquisitions Corporation) is a clinical-stage biopharmaceutical company focused on enabling normal lives for patients with autoimmune diseases. The Company is developing a novel, fully human monoclonal antibody, IMVT-1401 (formerly referred to as “RVT-1401”), The Company has determined that it has one operating and reporting segment. Reverse Recapitalization On December 18, 2019, Health Sciences Acquisitions Corporation (“HSAC”) completed the acquisition of Immunovant Sciences Ltd. (“ISL”) pursuant to the share exchange agreement dated as of September 29, 2019 (the “Share Exchange Agreement”), by and among HSAC, ISL, the stockholders of ISL (the “Sellers”), and Roivant Sciences Ltd. (“RSL”), as representative of the Sellers (the “Business Combination”). As of immediately prior to the closing of the Business Combination, the Sellers owned 100% of the issued and outstanding common shares of ISL (“ISL Shares”). At the closing of the Business Combination, HSAC acquired 100% of the issued and outstanding ISL Shares, in exchange for 42,080,376 shares of HSAC’s common stock issued to the Sellers and 10,000 shares of HSAC Series A preferred stock issued to RSL. Upon the closing of the Business Combination, ISL became a wholly owned subsidiary of HSAC and HSAC was renamed “Immunovant, Inc.”. The Business Combination was accounted for as a reverse recapitalization and HSAC was treated as the “acquired” company for accounting purposes. The Business Combination was accounted as the equivalent of ISL issuing stock for the net assets of HSAC, accompanied by a recapitalization. Accordingly, all historical financial information presented in these unaudited condensed consolidated financial statements represents the accounts of ISL and its wholly owned subsidiaries “as if” ISL is the predecessor to the Company. The shares and net loss per common share, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination (0.48906624 Immunovant, Inc. shares for 1 ISL Share). One of the primary purposes of the Business Combination was to provide a platform for ISL to gain access to the U.S. capital markets. See Note 3 – Business Combination and Recapitalization for additional details. [B] Liquidity The Company has incurred significant losses and negative cash flows from operations since its inception. As of June 30, 2020, the Company’s cash totaled $280.3 million and its accumulated deficit was $117.9 million. The Company has not generated any revenues to date and does not anticipate generating any revenues unless and until it successfully completes development and obtains regulatory approval for IMVT-1401 or any future product candidate. Management expects to incur additional losses in the future to fund its operations and conduct product research and development and recognizes the need to raise additional capital to fully implement its business plan. The Company intends to raise such additional capital through the issuance of equity securities, debt financings or other sources in order to further implement its business plan. However, if such financing is not available at adequate levels, the Company will need to reevaluate its operating plan and may be required to delay the development of its product candidates. Based on anticipated spend and timing of expenditure assumptions, the Company currently expects that its existing cash as of June 30, 2020, will be sufficient to fund its operating expenses and capital expenditure requirements into the first half of 2022 from the date the unaudited condensed consolidated financial statements are issued. | Note 1 — Organization and Nature of Business [A] Description of Business Immunovant, Inc. together with its wholly owned subsidiaries (the “Company” or “Immunovant”) (formerly known as Health Sciences Acquisitions Corporation) is a clinical-stage biopharmaceutical company focused on enabling normal lives for patients with autoimmune diseases. The Company is developing a novel, fully human monoclonal antibody, IMVT-1401 (formerly referred to as RVT-1401), The Company has determined that it has one operating and reporting segment. Reverse Recapitalization On December 18, 2019, Health Sciences Acquisitions Corporation (“HSAC”) completed the acquisition of Immunovant Sciences Ltd. (“ISL”) pursuant to the share exchange agreement dated as of September 29, 2019 (the “Share Exchange Agreement”), by and among HSAC, ISL, the stockholders of ISL (the “Sellers”), and Roivant Sciences Ltd. (“RSL”), as representative of the Sellers (the “Business Combination”). As of immediately prior to the closing of the Business Combination, the Sellers owned 100% of the issued and outstanding common shares of ISL (“ISL Shares”). At the closing of the Business Combination, HSAC acquired 100% of the issued and outstanding ISL Shares, in exchange for 42,080,376 shares of HSAC’s common stock issued to the Sellers and 10,000 shares of HSAC Series A preferred stock issued to RSL (the “Business Combination”). Upon the closing of the Business Combination, ISL became a wholly owned subsidiary of HSAC and HSAC was renamed “Immunovant, Inc.” The Business Combination was accounted for as a reverse recapitalization and HSAC was treated as the “acquired” company for accounting purposes. The Business Combination was accounted as the equivalent of ISL issuing stock for the net assets of HSAC, accompanied by a recapitalization. Accordingly, all historical financial information presented in these combined and consolidated financial statements represents the accounts of ISL and its wholly owned subsidiaries “as if” ISL is the predecessor to the Company. The shares and net loss per common share, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination (0.48906624 Immunovant, Inc. shares for 1 ISL Share). ISL was founded on July 6, 2018 as a Bermuda exempted limited company and a wholly owned subsidiary of RSL. In July and August 2018, ISL incorporated its wholly owned subsidiaries, Immunovant Sciences Holdings Ltd. (“ISHL”), a private limited company incorporated in the United Kingdom under the laws of England and Wales, IMVT Corporation (formerly, Immunovant, Inc.), a Delaware corporation based in the United States of America, and Immunovant Sciences GmbH (“ISG”), a limited liability company formed under the laws of Switzerland. ISG holds all of the Company’s intellectual property rights. HSAC was incorporated in Delaware on December 6, 2018 and was formed as a blank check company for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination with one or more businesses. References herein to “date of formation” or “date of inception” refer to the founding of ISL. Prior to the closing of the Business Combination, HSAC common stock, units and warrants were traded on The Nasdaq Capital Market (“Nasdaq”) under the ticker symbols “HSAC,” “HSACU” and “HSACW,” respectively. On December 19, 2019, the Company’s common stock, units and warrants began trading on Nasdaq under the ticker symbols “IMVT”, “IMVTU” and “IMVTW,” respectively. One of the primary purposes of the Business Combination was to provide a platform for ISL to gain access to the U.S. capital markets. See Note 3 – Business Combination and Recapitalization for additional details on the Business Combination. [B] Liquidity The Company has incurred significant losses and negative cash flows from operations since its inception. As of March 31, 2020, the Company’s cash totaled $100.6 million and its accumulated deficit was $91.2 million. Prior to the Business Combination, ISL’s operations were financed through capital contributions from RSL or RSL’s wholly owned subsidiaries, Roivant Sciences Inc. (“RSI”) and Roivant Sciences GmbH (“RSG”), the issuance of equity instruments, and the issuance of promissory notes. The Company has not generated any revenues to date and does not anticipate generating any revenues unless and until it successfully completes development and obtains regulatory approval for IMVT-1401 or any future product candidate. Management expects to incur additional losses in the future to fund its operations and conduct product research and development and recognizes the need to raise additional capital to fully implement its business plan. The Company intends to raise such additional capital through the issuance of equity securities, debt financings or other sources in order to further implement its business plan. However, if such financing is not available at adequate levels, the Company will need to reevaluate its operating plan and may be required to delay the development of its product candidates. Based on anticipated spend and timing of expenditure assumptions, the Company currently expects that its existing cash as of March 31, 2020 together with funds raised in April 2020 and proceeds from warrants redemption as detailed in Note 12 – Subsequent Events, will be sufficient to fund its operating expenses and capital expenditure requirements into the first half of 2022 from the date the combined and consolidated financial statements are issued. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies [A] Basis of Presentation The Company’s fiscal year ends on March 31 and its first three fiscal quarters end on June 30, September 30, and December 31. The accompanying condensed consolidated balance sheet as of June 30, 2020 and the condensed consolidated statements of operations, comprehensive loss, cash flows and stockholders’ equity for the three months ended June 30, 2020 and 2019 are unaudited. The unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and follow the requirements of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements as certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited combined and consolidated financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the unaudited condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair statement of results for the interim periods. The results for the three months ended June 30, 2020 are not necessarily indicative of those expected for the year ending March 31, 2021 or for any future period. The condensed consolidated balance sheet as of March 31, 2020 included herein was derived from the audited combined and consolidated financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited combined and consolidated financial statements included in the Company’s Annual Report on Form 10-K All share and per-share [B] Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, stock-based compensation, operating leases, research and development costs and income taxes. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Additionally, the Company assessed the impact that the COVID-19 COVID-19 [C] Risks and Uncertainties The Company is subject to risks common to early stage companies in the biopharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key products, key personnel, third-party service providers such as contract research organizations, protection of intellectual property rights and the ability to make milestone, royalty or other payments due under any license, collaboration or supply agreements. [D] Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk include cash. At June 30, 2020, the cash balance is kept in one banking institution that the Company believes is of high credit quality and is in excess of federally insured levels. The Company maintains its cash with an accredited financial institution and accordingly, such funds are subject to minimal credit risk. The Company has not experienced any losses on its cash. [E] Research and Development Expense Research and development costs with no alternative future use are expensed as incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development. Milestone payments made in connection with regulatory approvals are capitalized and amortized to cost of product sales over the remaining useful life of the asset. Research and development expenses primarily consist of employee-related costs and expenses from third parties who conduct research and development activities on behalf of the Company. The estimated costs of research and development activities conducted by third-party service providers, which primarily include the conduct of clinical trials and contract manufacturing activities, are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. The estimate of the work completed is developed through discussions with internal personnel and external services providers as to the progress toward completion of the services and the agreed-upon fee to be paid for such services. As actual costs become known, the accrued estimates are adjusted. Such estimates are not expected to be materially different from amounts actually incurred, however the Company’s understanding of the status and timing of services performed, the number of subjects enrolled, and the rate of subject enrollment may vary from estimates and could result in reporting amounts that are higher or lower than incurred in any particular period. The estimate of accrued research and development expense is dependent, in part, upon the receipt of timely and accurate reporting from clinical research organizations and other third-party service providers. [F] Leases In accordance with ASC 842, Leases right-of-use Operating lease ROU assets and lease liabilities are initially recognized based on the present value of the future minimum lease payments over the lease term at commencement date calculated using the Company’s incremental borrowing rate applicable to the lease asset, unless the implicit rate is readily determinable. Operating lease ROU assets also include any lease payments made at or before lease commencement, adjusted by any initial direct costs and exclude any lease incentives received. The Company determines the lease term as the non-cancelable The Company accounts for lease and non-lease [G] Fair Value of Financial Instruments The Company applies a fair value framework in order to measure and disclose its financial assets and liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Fair values are determined by utilizing quoted prices for similar assets and liabilities in active markets or other market observable inputs such as interest rates and yield curves. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s financial instruments consist of cash, accounts payable, accrued expenses and amounts due to RSL. These financial instruments are stated at their respective historical carrying amounts, which approximates fair value due to their short-term nature. There were no Level 2 or Level 3 financial instruments as of June 30, 2020 or March 31, 2020. [H] Net Loss per Common Share Basic net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted-average number of common stock outstanding during the period. Diluted net loss per common share is computed by dividing the net loss applicable to common stockholders by the diluted weighted-average number of common stock outstanding during the period. In periods in which the Company reports a net loss, all common stock equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equivalent. Potentially dilutive common stock have been excluded from the diluted net loss per common share computations in all periods presented because such securities have an anti-dilutive effect on net loss per common share due to the Company’s net loss. There are no reconciling items used to calculate the weighted-average number of total common stock outstanding for basic and diluted net loss per common share data. The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended June 30, 2020 2019 Preferred stock as converted 10,000 — Restricted stock (unvested) (Note 3) 900,000 — Options 5,238,554 3,123,356 Restricted stock units (unvested) 127,200 — Earnout shares (Note 3) 10,000,000 — Total 16,275,754 3,123,356 [I] Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement 2018-13”). 2018-13 2018-13 2018-13 In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”), 2016-13 available-for-sale 2016-13 Recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification), the American Institute of Certified Public Accountants, and the SEC did not, or are not expected to, have a material impact on the Company’s consolidated financial statements and related disclosures. | Note 2 — Summary of Significant Accounting Policies [A] Basis of Presentation The Company’s fiscal year ends on March 31, and its first three fiscal quarters end on June 30, September 30, and December 31. The accompanying combined and consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). Prior to July 6, 2018 (date of formation), the Company’s financial statements were derived by carving out the historical results of operations and historical cost basis of the assets and liabilities associated with product candidate IMVT-1401, that have been contributed to the Company by RSL, from RSL’s financial statements. Because the transfer of assets and liabilities in the formation of the Company were between entities under the common control of RSL and/or its wholly owned subsidiaries, the financial statements of the Company have been presented as if the Company had been a separate business since the acquisition of IMVT-1401 by RSG on December 19, 2017. Prior to July 6, 2018 (date of formation), the Company’s financial statements include reasonable allocations for assets and liabilities and expenses attributable to the Company’s operations. Beginning on July 6, 2018 (date of formation), the combined and consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company believes that the assumptions underlying the allocations of expenses as well as assets and liabilities in financial information are reasonable, however, the financial position, results of operations and cash flows may have been materially different if the Company had operated as a stand-alone entity prior to July 6, 2018 (date of formation). The Company has calculated its income tax amounts using a separate return methodology and it has presented these amounts as if it were a separate taxpayer from RSL. In April 2012, the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) was enacted. Section 107(b) of the JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has irrevocably elected not to avail itself of this extended transition period, and, as a result, the Company will adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies. All share and per-share [B] Use of Estimates The preparation of combined and consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the combined and consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, stock-based compensation, research and development costs and income taxes. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Additionally, the Company assessed the impact of COVID-19 COVID-19 [C] Risks and Uncertainties The Company is subject to risks common to early stage companies in the biopharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key products, third-party service providers such as contract research organizations, protection of intellectual property rights and the ability to make milestone, royalty or other payments due under any license, collaboration or supply agreements. [D] Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk include cash. At March 31, 2020, the cash balance is kept in one banking institution that the Company believes is of high credit quality and is in excess of federally insured levels. The Company maintains its cash with an accredited financial institution and accordingly, such funds are subject to minimal credit risk. The Company has not experienced any losses on its cash. [E] Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. At March 31, 2020, cash consisted of cash held at a financial institution. There were no cash equivalents as of March 31, 2020 and 2019. [F] Property and Equipment Property and equipment, consisting of computers, is recorded at cost. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed to operations as incurred. Depreciation is recorded using the straight-line method over the estimated useful life of three years. Upon disposal, retirement or sale, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in the combined and consolidated statements of operations. [G] Impairment of Long-lived Assets The Company reviews the recoverability of all long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset might not be recoverable. Recoverability is measured by comparison of the book values of the assets to future net undiscounted cash flows that the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the book value of the assets exceed their fair value, which is measured based on the projected discounted future net cash flows arising from the assets. [H] Contingencies The Company, from time to time, may be a party to various disputes and claims arising from normal business activities. The Company continually assesses litigation to determine if an unfavorable outcome would lead to a probable loss or reasonably possible loss which could be estimated. The Company accrues for all contingencies at the earliest date at which the Company deems it probable that a liability has been incurred and the amount of such liability can be reasonably estimated. If the estimate of a probable loss is a range and no amount within the range is more likely than another, the Company accrues the minimum of the range. In the cases where the Company believes that a reasonably possible loss exists, the Company discloses the facts and circumstances of the litigation, including an estimable range, if possible. [I] Research and Development Expense Research and development costs with no alternative future use are expensed as incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development. Milestone payments made in connection with regulatory approvals are capitalized and amortized to cost of product sales over the remaining useful life of the asset. Research and development expenses primarily consist of employee-related costs and expenses from third parties who conduct research and development activities on behalf of the Company. The estimated costs of research and development activities conducted by third-party service providers, which primarily include the conduct of clinical trials and contract manufacturing activities, are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. The estimate of the work completed is developed through discussions with internal personnel and external services providers as to the progress toward completion of the services and the agreed-upon fee to be paid for such services. As actual costs become known, the accrued estimates are adjusted. Such estimates are not expected to be materially different from amounts actually incurred, however the Company’s understanding of the status and timing of services performed, the number of subjects enrolled, and the rate of subject enrollment may vary from estimates and could result in reporting amounts that are higher or lower than incurred in any particular period. The estimate of accrued research and development expense is dependent, in part, upon the receipt of timely and accurate reporting from clinical research organizations and other third-party service providers. [J] Leases In accordance with ASC 842, Leases right-of-use Operating lease ROU assets and lease liabilities are initially recognized based on the present value of the future minimum lease payments over the lease term at commencement date calculated using the Company’s incremental borrowing rate applicable to the lease asset, unless the implicit rate is readily determinable. Operating lease ROU assets also include any lease payments made at or before lease commencement and exclude any lease incentives received. The Company determines the lease term as the non-cancelable The Company accounts for lease and non-lease The Company’s leases are short-term in nature and cancelable at any time. Subsequent to March 31, 2020, the Company entered into two sublease agreements with RSI for office space expiring in 2024. For more information on such subleases, see Note 12 — Subsequent Events. [K] Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between amounts in the combined and consolidated financial statements and the tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income tax expense (benefit) in the accompanying combined and consolidated statements of operations in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that it believes these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. The Company’s policy is to recognize interest and/or penalties related to income tax matters in provision for income taxes. [L] Stock-based Compensation Stock-based awards to employees and directors are valued at fair value on the date of the grant and that fair value is recognized as stock-based compensation expense over the requisite service period. The grant date fair value of the stock-based awards with graded vesting is recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the respective awards. The Company values its stock options that only have service vesting requirements or performance-based awards without market conditions using the Black-Scholes option pricing model. For performance-based awards with market conditions, the Company determines the fair value of awards as of the grant date using a Monte Carlo simulation model. Certain assumptions need to be made with respect to utilizing the Black-Scholes option pricing model, including the expected life of the award, volatility of the underlying shares, the risk-free interest rate, expected dividend yield and the fair value of the Company’s common stock. Since the Company has no option exercise history, it has generally elected to estimate the expected life of an award based upon the “simplified method” with the continued use of this method extended until such time the Company has sufficient exercise history. The expected share price volatility for the Company’s common stock is estimated by taking the average historical price volatility for industry peers. The risk-free interest rate is based on the rates paid on securities issued by the U.S. Treasury with a term approximating the expected life of the equity award. As the Company has never paid and does not anticipate paying cash dividends on its common stock, the expected dividend yield is assumed to be zero. The Company accounts for pre-vesting As part of the valuation of stock-based compensation under the Black-Scholes option pricing model, it is necessary for the Company to estimate the fair value of its common stock. Prior to the closing of the Business Combination, the fair value of the Company’s common stock was estimated on each grant date by the Company’s board of directors. Given the absence of a public trading market, and in accordance with the American Institute of Certified Public Accountants’ Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation After the closing of the Business Combination, the Company’s board of directors determined the fair value of each share of common stock underlying stock-based awards based on the closing price of the Company’s common stock as reported by Nasdaq on the date of grant. Determining the appropriate amount to expense for performance-based awards based on the achievement of stated goals requires judgment. The estimate of expense is revised periodically based on the probability of achieving the required performance targets and adjustments are made as appropriate. The cumulative impact of any revisions is reflected in the period of change. If any applicable financial performance goals are not met, no compensation expense is recognized, and any previously recognized compensation cost is reversed. [M] Fair Value of Financial Instruments The Company applies a fair value framework in order to measure and disclose its financial assets and liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Fair values are determined by utilizing quoted prices for similar assets and liabilities in active markets or other market observable inputs such as interest rates and yield curves. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s financial instruments consist of cash, accounts payable, accrued expenses and amounts due to Roivant Sciences Ltd. These financial instruments are stated at their respective historical carrying amounts, which approximates fair value due to their short-term nature. [N] Foreign Currency The Company has operations in the United States, the United Kingdom, Bermuda, and Switzerland. The results of its non-U.S. [O] Net Loss per Common Share Basic net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted-average number of common stock outstanding during the period. Diluted net loss per common share is computed by dividing the net loss applicable to common stockholders by the diluted weighted-average number of common stock outstanding during the period. In periods in which the Company reports a net loss, all common stock equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equivalent. Potentially dilutive common stocks have been excluded from the diluted net loss per common share computations in all periods presented because such securities have an anti-dilutive effect on net loss per common share due to the Company’s net loss. There are no reconciling items used to calculate the weighted-average number of total common stock outstanding for basic and diluted net loss per common share data. The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Years Ended March 31, 2020 2019 Preferred stock as converted 10,000 — Restricted stock (unvested) (See Note 3) 1,800,000 — Options 3,873,888 189,269 Warrants (See Note 9) 5,750,000 — Earnout shares (See Note 3) 20,000,000 — Total 31,433,888 189,269 The Company was formed on July 6, 2018 and basic and diluted net loss per common share was calculated assuming the shares issued at formation were outstanding for the period prior to incorporation adjusted for subsequent share issuances during the period. [P] Deferred Offering Costs Legal, accounting and other costs directly attributable to the issuance of the Company’s equity are capitalized within deferred offering costs on the combined and consolidated balance sheets and reclassified to equity upon issuance of the shares. Offering costs comprised of legal, and accounting fees and other costs incurred through June 30, 2019 were directly related to ISL’s proposed initial public offering (“IPO”). In August 2019, ISL’s board of directors determined to suspend ISL’s IPO registration process. Accordingly, the Company has written off deferred offering costs previously capitalized to general and administrative expense within the accompanying combined and consolidated statements of operations for the year ended March 31, 2020. [Q] Common Stock Warrants The Company accounts for the issuance of common stock warrants based on the terms of the contract and whether there are any requirements for the Company to net cash settle the contract under any terms or conditions. Warrants for the purchase of 5,750,000 shares of common stock were issued by HSAC as part of the units sold in its IPO in May 2019. Each unit was comprised of one share of common stock and a warrant to purchase one half of one share of common stock upon the consummation of a business combination by HSAC. None of the terms of the warrants were modified as a result of the Business Combination. [R] Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) No. 2016-02”), No. 2016-02 No. 2016-02 right-of-use non-lease In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting No. 2018-07”). No. 2018-07 No. 2018-07 In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes No. 2019-12”). 2019-12 2019-12 [S] Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments No. 2016-13”), No. 2016-13 available-for-sale No. 2016-13 In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement No. 2018-13”). No. 2018-13 No. 2018-13 No. 2018-13 Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification), the American Institute of Certified Public Accountants, and the Securities and Exchange Commission (“SEC”) did not, or are not expected to, have a material impact on the Company’s combined and consolidated financial statements and related disclosures. |
Business Combination and Recapi
Business Combination and Recapitalization | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Business Combinations [Abstract] | ||
Business Combination and Recapitalization | Note 3 — Business Combination and Recapitalization As discussed in Note 1, on December 18, 2019, HSAC completed the acquisition of ISL and acquired 100% of the ISL Shares for total consideration of $420.9 million, consisting of 42,080,376 shares of HSAC’s common stock and 10,000 shares of HSAC’s Series A preferred stock, in each case, valued at $10.00 per share (the deemed value of the shares issued pursuant to the Share Exchange Agreement). The Business Combination was accounted for as a reverse recapitalization whereby HSAC was treated as the “acquired” company for accounting purposes. This determination was primarily based on the fact that subsequent to the Business Combination, the Sellers have a majority of the voting power of the combined company, ISL will comprise all of the ongoing operations of the combined entity, a majority of the governing body of the combined company, and ISL’s senior management will comprise all of the senior management of the combined company. The Business Combination was accounted as the equivalent of ISL issuing stock for the net assets of HSAC, accompanied by a recapitalization. The net assets of HSAC were stated at historical cost with no goodwill or other intangible assets recorded. Reported amounts from operations included herein prior to the Business Combination are those of ISL. The shares, options and net loss per share available to holders of the Company’s common stock, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination (0.48906624 Immunovant, Inc. shares for 1 ISL Share). In connection with the Business Combination, the Company incurred direct and incremental costs of $2.8 million, consisting of legal, accounting, financial advisory and other professional fees, which are included in additional paid-in Earnout Shares Pursuant to the Share Exchange Agreement, the Sellers were entitled to receive up to an aggregate of 20,000,000 additional shares of the Company’s common stock (the “Earnout Shares”) if the volume-weighted average price of the Company’s shares equals or exceeds the following prices for any 20 trading days within any 30 trading-day (i) during any Trading Period prior to March 31, 2023, 10,000,000 Earnout Shares upon the achievement of a volume-weighted average price of at least $17.50 per share; and (ii) during any Trading Period prior to March 31, 2025, 10,000,000 Earnout Shares upon the achievement of a volume-weighted average price of at least $31.50 per share (each of (i) and (ii) are a “Milestone”). On May 12, 2020, the Company issued 10,000,000 shares of common stock to the Sellers (including 8,773,969 shares of common stock issued to RSL) on achievement of first Milestone set forth above. See Note 8 – Stockholders’ Equity for additional details. The second Milestone set forth above has not yet been met. In addition, if prior to March 31, 2025, (i) there is a change of control of the Company, (ii) any liquidation, dissolution or winding up of the Company is initiated, (iii) any bankruptcy, dissolution or liquidation proceeding is instituted by or against the Company, or (iv) the Company makes an assignment for the benefit of creditors or consents to the appointment of a custodian, receiver or trustee for all or substantial part of its assets or properties (each, an “Acceleration Event”), then any Earnout Shares that have not been previously issued by the Company (whether or not previously earned) shall be deemed earned and due by the Company to the Sellers, unless in a change of control, the value of the consideration to be received in exchange for a share of the Company’s common stock is lower than the share price threshold set forth in the second Milestone described above. The Earnout Shares are indexed to the Company’s equity and meet the criteria for equity classification. Sponsor Restricted Stock Agreement In accordance with that certain restricted stock agreement, dated September 29, 2019, by and between HSAC and Health Sciences Holdings, LLC (the “Sponsor”), the Sponsor subjected 1,800,000 shares of its common stock based on the vesting of 900,000 shares for each milestone (“Sponsor Restricted Shares”) to potential forfeiture in the event that the Milestones (as defined above) are not achieved. On May 12, 2020, the Company achieved the first Milestone under the Share Exchange Agreement as described above and, as a result, 900,000 of the Sponsor Restricted Shares vested and are no longer subject to forfeiture. For accounting purposes, the remaining 900,000 of the Sponsor Restricted Shares are considered issued but not outstanding as of June 30, 2020. In the event of an Acceleration Event (as defined above), the remaining 900,000 Sponsor Restricted Shares will vest and no longer be subject to forfeiture, unless in a change of control, the value of the consideration to be received in exchange for one share of common stock is lower than the share price threshold set forth in the second Milestone described above. Any Sponsor Restricted Shares that have not vested on or prior to March 31, 2025 will be forfeited by the Sponsor after such date. | Note 3 — Business Combination and Recapitalization As discussed in Note 1, on December 18, 2019, HSAC completed the acquisition of ISL and acquired 100% of the ISL Shares in exchange for 42,080,376 shares of HSAC common stock issued to the Sellers and 10,000 shares of HSAC Series A preferred stock issued to RSL. The Business Combination was accounted for as a reverse recapitalization whereby HSAC was treated as the “acquired” company for accounting purposes. This determination was primarily based on the fact that subsequent to the Business Combination, the Sellers have a majority of the voting power of the combined company, ISL will comprise all of the ongoing operations of the combined entity, a majority of the governing body of the combined company, and ISL’s senior management will comprise all of the senior management of the combined company. The Business Combination was accounted as the equivalent of ISL issuing stock for the net assets of HSAC, accompanied by a recapitalization. The net assets of HSAC were stated at historical cost with no goodwill or other intangible assets recorded. Reported amounts from operations included herein prior to the Business Combination are those of ISL. The shares, options and net loss per share available to holders of the Company’s common stock, prior to the Business Combination, have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination (0.48906624 Immunovant, Inc. shares for 1 ISL Share). The aggregate value of the consideration paid by HSAC in the Business Combination was $420.9 million, consisting of 42,080,376 shares of HSAC’s common stock and 10,000 shares of HSAC’s Series A preferred stock, in each case, valued at $10.00 per share (the deemed value of the shares issued pursuant to the Share Exchange Agreement). The closing price per share on the date of the closing of the Business Combination on December 18, 2019 was $13.88. As the Business Combination was accounted for as a reverse recapitalization, the $10.00 per share value is disclosed for informational purposes only in order to indicate the fair value of shares transferred. In addition, pursuant to the Share Exchange Agreement, all vested or unvested outstanding options to purchase common shares of ISL under its 2018 Equity Incentive Plan were automatically assumed by the Company and converted into options to purchase 4,408,287 shares of the Company’s common stock with no changes to the terms of the awards. In connection with the Business Combination and Recapitalization, the Company incurred direct and incremental costs of $2.8 million, consisting of legal, accounting, financial advisory and other professional fees, which are included in additional paid-in Immediately after giving effect to the Business Combination, there were 56,455,376 shares of common stock issued, 54,655,376 shares of common stock outstanding, 10,000 shares of Series A preferred stock and 11,500,000 warrants to purchase 5,750,000 shares of common stock issued and outstanding. Earnout Shares The Sellers are entitled to receive up to an additional 20,000,000 shares of the Company’s common stock (the “Earnout Shares”) if the volume-weighted average price of the Company’s shares equals or exceeds the following prices for any 20 trading days within any 30 trading-day (i) during any Trading Period prior to March 31, 2023, 10,000,000 Earnout Shares upon the achievement of a volume-weighted average price of at least $17.50 per share; and (ii) during any Trading Period prior to March 31, 2025, 10,000,000 Earnout Shares upon the achievement of a volume-weighted average price of at least $31.50 per share (each of (i) and (ii) are a “Milestone”). If prior to March 31, 2025, (i) there is a change of control of the Company, (ii) any liquidation, dissolution or winding up of the Company is initiated, (iii) any bankruptcy, dissolution or liquidation proceeding is instituted by or against the Company, or (iv) the Company makes an assignment for the benefit of creditors or consents to the appointment of a custodian, receiver or trustee for all or substantial part of its assets or properties (each, an “Acceleration Event”), then any Earnout Shares that have not been previously issued by the Company (whether or not previously earned) shall be deemed earned and due by the Company to the Sellers, unless in a change of control, the value of the consideration to be received in exchange for a share of the Company’s common stock is lower than the share price thresholds described above. The Earnout Shares are indexed to the company’s equity and meet the criteria for equity classification. On May 12, 2020, the Company issued 10,000,000 shares of common stock to former stockholders of ISL, (including 8,773,969 shares of common stock issued to RSL) on achievement of first milestone earnout. See Note 12 – Subsequent Events for details related to first earnout milestone. Sponsor Restricted Stock Agreement In accordance with that certain restricted stock agreement, dated September 29, 2019, by and between HSAC and Health Sciences Holdings, LLC (the “Sponsor”), the Sponsor subjected 1,800,000 shares of its common stock based on the vesting of 900,000 shares for each milestone (“Sponsor Restricted Shares”) to potential forfeiture in the event that the Milestones (as defined above) are not achieved. In the event of an Acceleration Event (as defined above), all of such shares will vest and no longer be subject to forfeiture, unless in a change of control, the value of the consideration to be received in exchange for one share of common stock is lower than the applicable Milestone share price thresholds. Any shares that have not vested on or prior to March 31, 2025 will be forfeited by the Sponsor after such date. For accounting purposes, the Sponsor Restricted Shares are considered issued but not outstanding as of March 31, 2020. On May 12, 2020, 900,000 shares of the Sponsor Restricted Shares vested and are no longer subject to forfeiture. See Note 12 – Subsequent Events for details related to Sponsor Restricted Stock Agreement. Registration Rights In May 2019, HSAC entered into a registration rights agreement with the Sponsor, pursuant to which the Sponsor was granted certain rights relating to the registration of securities of HSAC held by the Sponsor. In September 2019, concurrent with the execution of the Share Exchange Agreement, HSAC, the Sponsor and the Sellers entered into an amended and restated registration rights agreement (the “Registration Rights Agreement”), which became effective as of the closing of the Business Combination. Under the Registration Rights Agreement, the Sponsor and the Sellers hold registration rights that obligate the Company to register for resale under the Securities Act of 1933, as amended (the “Securities Act”) all or any portion of the Registrable Securities (as defined in the Registration Rights Agreement) held by the Sponsor and the Sellers. Each of the Sponsor, RSL and stockholders holding a majority-in-interest lock-up S-3 The Registration Rights do not meet the definition of a registration payment arrangement as there are no terms that require the Company to transfer consideration to the various securityholders if a registration statement is not declared effective or effectiveness is not maintained. See Note 9 – Stockholders’ Equity for details of the Company’s capital stock prior to and subsequent to the Business Combination and Recapitalization transaction. |
Material Agreements
Material Agreements | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Text Block [Abstract] | ||
Material Agreements | Note 4 — Material Agreements License Agreement On December 19, 2017, Roivant Sciences GmbH (“RSG”), a wholly owned subsidiary of RSL, entered into a license agreement (the “HanAll Agreement”) with HanAll Biopharma Co., Ltd. (“HanAll”). Under the HanAll Agreement, RSG received (1) the non-exclusive back-up In exchange for this license, RSG provided or agreed to provide the following consideration: • Upfront, non-refundable • Up to $20.0 million in shared (50/50)% research, development, and out-of-pocket • Up to an aggregate of $452.5 million upon the achievement of certain development, regulatory and sales milestones; and • Tiered royalties ranging from the mid-single mid-teens product-by-product country-by-country Since the acquisition of IMVT-1401, RSL and the Company have performed all the development associated with IMVT-1401 and no amounts were incurred by HanAll and reported to the Company to research or develop the technology for the three months ended June 30, 2020 and June 30, 2019, respectively. On August 18, 2018, RSG entered into a sublicense agreement (the “Sublicense Agreement”) with Immunovant Sciences GmbH (“ISG”), a wholly-owned subsidiary of the Company, to sublicense this technology, as well as RSG’s knowhow and patents necessary for the development, manufacture or commercialization of any compound or product that pertain to immunology. On December 7, 2018, RSG issued a notice to terminate the Sublicense Agreement with ISG and entered into an assignment and assumption agreement to assign to ISG all the rights, title, interest, and future obligations under the HanAll Agreement from RSG, including all rights to IMVT-1401 from RSG in the Licensed Territory, for an aggregate purchase price of $37.8 million. As a result of the assignment of IMVT-1401 by RSG to ISG, the Company recorded a Swiss value-added tax receivable of $3.0 million which was reflected as a capital contribution from RSL as of March 31, 2020. In April 2020, the Company received the payment related to this receivable. In May 2019, the Company achieved its first development and regulatory milestone under the HanAll Agreement which resulted in a $10.0 million milestone payment that the Company subsequently paid in August 2019. The milestone payment was recorded as a research and development expense in the period incurred. | Note 4 — Material Agreements On December 19, 2017, RSG, a wholly owned subsidiary of RSL, entered into a license agreement (the “HanAll Agreement”) with HanAll. Under the HanAll Agreement, RSG received (1) the non-exclusive back-up In exchange for this license, RSG provided or agreed to provide the following consideration: • Upfront, non-refundable • Up to $20.0 million in shared (50%) research, development, and out-of-pocket • Up to an aggregate of $452.5 million upon the achievement of certain development, regulatory and sales milestones; and • Tiered royalties ranging from the mid-single mid-teens product-by-product country-by-country Since the acquisition of IMVT-1401, RSL and the Company have performed all the development associated with IMVT-1401 and no amounts were incurred by HanAll to research or develop the technology for the years ended March 31, 2020 and 2019. On August 18, 2018, RSG entered into a sublicense agreement (the “Sublicense Agreement”) with ISG to sublicense this technology, as well as RSG’s knowhow and patents necessary for the development, manufacture or commercialization of any compound or product that pertain to immunology. On December 7, 2018, RSG issued a notice to terminate the Sublicense Agreement with ISG and entered into the Assignment and Assumption Agreement to assign to ISG all the rights, title, interest, and future obligations under the HanAll Agreement from RSG, including all rights to IMVT-1401 from RSG in the Licensed Territory, for an aggregate purchase price of $37.8 million. As a result of the assignment of IMVT-1401 by RSG to ISG, the Company recorded a Swiss value-added tax receivable of $3.0 million and $2.9 million as of March 31, 2020 and 2019, respectively and is reflected as a capital contribution from RSL as of March 31, 2020. In May 2019, the Company achieved its first development and regulatory milestone under the HanAll Agreement which resulted in a $10.0 million milestone payment that the Company subsequently paid in August 2019. The milestone payment was recorded as research and development expense in the accompanying combined and consolidated statements of operations for the year ended March 31, 2020. |
Accrued Expenses
Accrued Expenses | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses | Note 5 — Accrued Expenses Accrued expenses consist of the following (in thousands): June 30, 2020 March 31, 2020 Research and development expenses $ 8,639 $ 8,332 Legal and other professional fees 541 1,231 Accrued bonuses 572 859 Other expenses 343 516 Total accrued expenses $ 10,095 $ 10,938 | Note 5 — Accrued Expenses Accrued expenses consist of the following (in thousands): March 31, 2020 2019 Research and development expenses $ 8,332 $ 4,815 Legal and other professional fees 1,231 1,106 Accrued bonuses 859 288 Other expenses 516 16 Total accrued expenses $ 10,938 $ 6,225 |
Related Party Transactions
Related Party Transactions | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | Note 6 — Related Party Transactions Roivant Sciences Inc. (“RSI”) and RSG Services Agreements In addition to the agreements discussed in Note 4, in August 2018, the Company entered into services agreements (the “Services Agreements”) with RSI and RSG, under which RSI and RSG agreed to provide services related to development, administrative and financial activities to the Company during its formative period. Under each Services Agreement, the Company will pay or reimburse RSI or RSG, as applicable, for any expenses it, or third parties acting on its behalf, incurs for the Company. For any general and administrative and research and development activities performed by RSI or RSG employees, RSI or RSG, as applicable, will charge back the employee compensation expense plus a pre-determined mark-up. For the three months ended June 30, 2020, the Company was charged $0.2 million by RSI, RSG and RSL of which $0.1 million and $0.1 million were treated as capital contributions and amounts due to RSL, respectively, in the accompanying unaudited condensed consolidated financial statements. For the three months ended June 30, 2019, the Company was charged $0.4 million by RSI, RSG, and RSL of which $0.3 million and $0.1 million were treated as capital contributions and amounts due to RSL, respectively, in the accompanying unaudited condensed consolidated financial statements. RSL Promissory Note In July 2019, the Company entered into an interest-free promissory note payable with RSL in the amount of $2.9 million (the “July Promissory Note”). The July Promissory Note has a 180-day RSL Information Sharing and Cooperation Agreement In December 2018, the Company entered into an amended and restated information sharing and cooperation agreement (the “Cooperation Agreement”) with RSL. The Cooperation Agreement, among other things: (1) obligates the Company to deliver to RSL periodic financial statements and other information upon reasonable request and to comply with other specified financial reporting requirements; (2) requires the Company to supply certain material information to RSL to assist it in preparing any future SEC filings; and (3) requires the Company to implement and observe certain policies and procedures related to applicable laws and regulations. The Company has agreed to indemnify RSL and its affiliates and their respective officers, employees and directors against all losses arising out of, due to or in connection with RSL’s status as a stockholder under the Cooperation Agreement and the operations of or services provided by RSL or its affiliates or their respective officers, employees or directors to the Company or any of its subsidiaries, subject to certain limitations set forth in the Cooperation Agreement. No amounts have been paid or received under this agreement; however, the Company believes this agreement is material to its business and operations. Subject to specified exceptions, the Cooperation Agreement will terminate upon the earlier of (1) the mutual written consent of the parties or (2) the later of when RSL no longer (a) is required by U.S. GAAP to consolidate the Company’s results of operations and financial position, account for its investment in the Company under the equity method of accounting or, by any rule of the SEC, include the Company’s separate financial statements in any filings it may make with the SEC and (b) has the right to elect directors constituting a majority of the Company’s board of directors. RSI Subleases See Note 10 for a discussion of the subleases the Company has entered into with RSI. | Note 6 — Related Party Transactions In addition to the agreements discussed in Note 4, in August 2018, the Company entered into services agreement (the “Services Agreements”) with RSI and RSG, under which RSI and RSG agreed to provide services related to development, administrative and financial activities to the Company during its formative period. Under each Services Agreement, the Company will pay or reimburse RSI or RSG, as applicable, for any expenses it, or third parties acting on its behalf, incurs for the Company. For any general and administrative and research and development activities performed by RSI or RSG employees, RSI or RSG, as applicable, will charge back the employee compensation expense plus a pre-determined mark-up. On June 11, 2019, the Company entered into an interest-free promissory note payable with RSL in the amount of $5.0 million (the “June Promissory Note”). The June Promissory Note was due and payable at the earlier of December 12, 2019 or upon demand by RSL. Subsequently, on August 7, 2019, the Company replaced the June Promissory Note and entered into a convertible promissory note with RSL in the amount of $5.0 million (the “RSL Convertible Promissory Note”) under the same terms as other convertible promissory notes entered into with RTW Master Fund, Ltd. and RTW Innovation Master Fund, Ltd. (the “RTW Entities”) (see Note 8). On September 26, 2019, $2.5 million principal amount of the RSL Convertible Promissory Note was prepaid and the accrued interest on such principal amount was forgiven, bringing the principal balance of the RSL Convertible Promissory Note to $2.5 million. Immediately prior to the closing of the Business Combination, the remaining $2.5 million principal balance of the RSL Convertible Promissory note was automatically converted into an aggregate of 511,178 ISL Shares, which were then exchanged for an aggregate of 250,000 shares of the Company’s common stock upon the closing of the Business Combination. In accordance with the terms of the RSL Convertible Promissory Note, all interest on the RSL Convertible Promissory Note was waived and canceled immediately prior to the closing of the Business Combination and recorded in additional paid-in On July 17, 2019, the Company entered into an interest-free promissory note payable with RSL in the amount of $2.9 million (the “July Promissory Note”). The July Promissory Note has a 180-day RSL Information Sharing and Cooperation Agreement In December 2018, the Company entered into an amended and restated information sharing and cooperation agreement (the “Cooperation Agreement”) with RSL. The Cooperation Agreement, among other things: (1) obligates the Company to deliver to RSL periodic financial statements and other information upon reasonable request and to comply with other specified financial reporting requirements; (2) requires the Company to supply certain material information to RSL to assist it in preparing any future SEC filings; and (3) requires the Company to implement and observe certain policies and procedures related to applicable laws and regulations. The Company has agreed to indemnify RSL and its affiliates and their respective officers, employees and directors against all losses arising out of, due to or in connection with RSL’s status as a stockholder under the Cooperation Agreement and the operations of or services provided by RSL or its affiliates or their respective officers, employees or directors to the Company or any of its subsidiaries, subject to certain limitations set forth in the Cooperation Agreement. No amounts have been paid or received under this agreement; however, the Company believes this agreement is material to its business and operations. Subject to specified exceptions, the Cooperation Agreement will terminate upon the earlier of (1) the mutual written consent of the parties or (2) the later of when RSL no longer (a) is required by U.S. GAAP to consolidate the Company’s results of operations and financial position, account for its investment in the Company under the equity method of accounting or, by any rule of the SEC, include the Company’s separate financial statements in any filings it may make with the SEC and (b) has the right to elect directors constituting a majority of the Company’s board of directors. |
Income Taxes
Income Taxes | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | Note 7 — Income Taxes The Company’s effective tax rates were (0.18)% and (0.11)% for the three months ended June 30, 2020 and 2019, respectively, primarily driven by the Company’s jurisdictional earnings by location and a valuation allowance that eliminates the Company’s global net deferred tax assets. The Company assesses the realizability of its deferred tax assets at each balance sheet date based on available positive and negative evidence in order to determine the amount which is more likely than not to be realized and records a valuation allowance as necessary. | Note 7 — Income Taxes The loss before income taxes and the related tax provision are as follows (in thousands): Years Ended March 31, 2020 2019 (Loss) income before income taxes United States $ (9,245 ) $ (1,035 ) Switzerland (53,413 ) (27,247 ) Bermuda (3,661 ) (405 ) United Kingdom 10 (20 ) Other 18 127 Total loss before income taxes $ (66,291 ) $ (28,580 ) Current taxes United States – Federal $ 61 $ 7 United States – State 34 12 Other 2 — Total current tax expense 97 19 Deferred tax expense — — Total provision for income taxes $ 97 $ 19 A reconciliation of the provision for income taxes computed at the U.S. statutory rate (21%) for the year ended March 31, 2020 and at the Bermuda statutory rate (0%) for the year ended March 31, 2019 to the provision for income taxes reflected in the combined and consolidated statements of operations is as follows (in thousands): Years Ended March 31, 2020 2019 Income tax at statutory rate $ (13,921 ) $ — Foreign rate differential 4,255 (3,877 ) Tax rate changes — (674 ) Research and development credits (1,093 ) (605 ) Valuation allowance 9,988 5,122 Non-deductible 951 57 Other (83 ) (4 ) Total provision for income taxes $ 97 $ 19 The Company’s effective tax rate was (0.15)% and (0.07)% for the years ended March 31, 2020 and March 31, 2019, respectively, primarily driven by the Company’s jurisdictional earnings by location, certain non-deductible Deferred taxes reflect the tax effects of the differences between the amounts recorded as assets and liabilities for financial reporting purposes and the comparable amounts recorded for income tax purposes. Significant components of the deferred tax assets (liabilities) at March 31, 2020 and 2019 are as follows (in thousands): March 31, 2020 2019 Deferred tax assets Intangible assets $ 6,445 $ 5,000 Net operating losses 9,443 3,023 Stock-based compensation 1,610 290 Research and development credits 1,487 560 Accrued bonuses 187 65 Total deferred tax assets 19,172 8,938 Valuation allowance (19,129 ) (8,910 ) Deferred tax assets, net of valuation allowance $ 43 $ 28 Deferred tax liabilities Depreciation $ (13 ) $ (11 ) Others (30 ) (17 ) Total deferred tax liabilities (43 ) (28 ) Total net deferred taxes $ — $ — As of March 31, 2020, the Company has net operating loss carryforwards in the following jurisdictions: Switzerland of approximately $67.7 million, which will expire as of March 31, 2027, the United Kingdom of approximately $1.2 million, which can be carried forward indefinitely with an annual usage limitation, and the United States of approximately $1.9 million, which can be carried forward indefinitely with an annual usage limitation. The Company has research and development credit carryforwards in the United States in the amount of $1.5 million which will begin to expire in the fiscal year ending March 31, 2039. The Company assesses the realizability of the net deferred tax assets at each balance sheet date based on available positive and negative evidence in order to determine the amount which is more likely than not to be realized and record a valuation allowance as necessary. Due to the Company’s cumulative loss position which provides significant negative evidence difficult to overcome, the Company has recorded a valuation allowance of $19.1 million for the year ended March 31, 2020, and $8.9 million for the year ended March 31, 2019, representing the portion of the net deferred tax assets that is not more likely than not to be realized. The amount of the net deferred tax assets considered realizable could be adjusted for future factors that would impact the assessment of the objective and subjective evidence of the Company. The Company will continue to assess the realizability of net deferred tax assets at each balance sheet date in order to determine the proper amount, if any, required for a valuation allowance. The Company intends that undistributed earnings of its foreign subsidiaries of approximately $2.0 million are to be indefinitely reinvested. Should these earnings be distributed in the future in the form of dividends or otherwise, the Company may be subject to withholding taxes and income taxes. As of March 31, 2020, any unrecognized deferred tax liabilities, including any withholding taxes, on these undistributed earnings are expected to be immaterial and have not been recorded. The Company regularly evaluates whether foreign earnings are expected to be indefinitely reinvested. This evaluation requires judgment about the future operating and liquidity needs of the Company. Changes in economic and business conditions, foreign or U.S. tax laws, or the Company’s financial situation could result in a change to the Company’s position. The Company is subject to tax and files income tax returns in the United Kingdom, Switzerland, and United States federal, state, and local jurisdictions. The Company’s March 31, 2020 and 2019 tax returns remain open for tax examinations in all applicable income tax jurisdictions. Tax audits and examinations can involve complex issues, interpretations and judgments. The resolution of matters may span multiple years particularly if subject to litigation or negotiation. The Company believes it has appropriately recorded its tax position using reasonable estimates and assumptions, however the potential tax benefits may impact the combined and consolidated results of operations or cash flows in the period of resolution, settlement or when the statutes of limitations expire. There are no uncertain tax benefits recorded as of March 31, 2020 and 2019. |
Convertible Notes Payable
Convertible Notes Payable | 12 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Convertible Notes Payable | Note 8 — Convertible Notes Payable On August 1, 2019, the Company issued two convertible promissory notes for an aggregate principal amount of $25.0 million (the “RTW Convertible Promissory Notes”) payable to the RTW Entities, investors of the Company. The RTW Convertible Promissory Notes accrued interest at 5% per annum and had a maturity date of March 31, 2020, the date upon which all unpaid interest and principal would have been due and payable. Prepayment of the RTW Convertible Promissory Notes prior to the maturity date was not permitted without the consent of the note holders of at least a majority of the outstanding principal amount of the convertible promissory notes issued by the Company. On September 26, 2019, such consent was obtained and $2.5 million aggregate principal amount of the RTW Convertible Promissory Notes was prepaid and the accrued interest on such principal amount was forgiven, bringing the aggregate principal balance of the RTW Convertible Promissory Notes to $22.5 million. On September 26, 2019, the Company issued four convertible promissory notes for an aggregate principal amount of $10.0 million (the “BVF Convertible Promissory Notes”) payable to entities affiliated with Biotechnology Value Fund, L.P. (“BVF”) under the same terms as the RTW Convertible Promissory Notes. The RSL Convertible Promissory Note (see Note 5), RTW Convertible Promissory Notes and BVF Convertible Promissory Notes (together, the “Convertible Promissory Notes”) included various conversion and redemption rights upon merger, certain financing events, change in control or maturity. Immediately prior to the closing of the Business Combination, the Convertible Promissory Notes were automatically converted into an aggregate of 7,156,495 ISL Shares, which were then exchanged for an aggregate of 3,499,995 shares of the Company’s common stock upon the closing of the Business Combination. Accrued interest of $0.6 million on the Convertible Promissory Notes was waived and canceled immediately prior to the closing of the Business Combination in accordance with the terms of the Convertible Promissory Notes and was recorded within additional paid-in |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Equity Abstract | ||
Stockholders' Equity | Note 8 — Stockholders’ Equity Series A Preferred Stock In connection with the closing of the Business Combination, the Company designated and issued 10,000 shares of Series A preferred stock, par value $0.0001 per share, to RSL, all of which shares are outstanding as of June 30, 2020. Each share of Series A preferred stock will automatically convert into one share of common stock at such time as the holder(s) of Series A preferred stock hold less than 25% of the total voting power of the Company’s outstanding shares. In the event of the Company’s liquidation, dissolution, or winding up, the holder(s) of the Series A preferred stock will receive first an amount per share equal to $0.01 and then will be entitled to share ratably in the assets legally available for distribution to all stockholders. Preferred Stock In connection with the closing of the Business Combination, the Company authorized 10,010,000 shares of preferred stock par value $0.0001 per share. Other than the 10,000 shares of preferred stock designated as Series A preferred stock, there were no issued and outstanding shares of preferred stock as of June 30, 2020. Common Stock In connection with the closing of the Business Combination, the Company authorized 500,000,000 shares of common stock, par value $0.0001 per share. Immediately after giving effect to the Business Combination, there were 56,455,376 shares of common stock issued and 54,655,376 shares of common stock outstanding. In April 2020, the Company completed an underwritten public offering of 9,613,365 shares of its common stock (including 1,034,483 shares of common stock purchased by RSL and the full exercise of the underwriters’ option to purchase 1,253,917 additional shares of common stock) at a price to the public of $14.50 per share, for net proceeds to the Company of approximately $131.0 million, after deducting underwriting discounts and commissions and estimated offering expenses. On May 12, 2020, the Company achieved the first milestone earnout under the Share Exchange Agreement and, as a result, 10,000,000 shares of the Company’s common stock were issued to former stockholders of ISL, (including 8,773,969 shares of common stock issued to RSL) pursuant to thereto. In addition, upon the satisfaction of this condition and pursuant to the Sponsor Restricted Stock Agreement, 900,000 shares of the sponsor restricted shares vested and are no longer subject to forfeiture. The Company has reserved the following shares of common stock for issuance: June 30, 2020 March 31, 2020 Conversion of Series A preferred stock 10,000 10,000 Options outstanding 5,238,554 3,873,888 Restricted stock units outstanding 127,200 — Options available for future option grants 5,716,057 5,283,520 Common stock warrants — 5,750,000 Earnout shares 10,000,000 20,000,000 Total 21,091,811 34,917,408 Common Stock Warrants In connection with HSAC’s inital public offering in May 2019, HSAC issued 11,500,000 warrants for the purchase of one-half 30-trading | Note 9 — Stockholders’ Equity Series A Preferred Stock In connection with the closing of the Business Combination, the Company designated and issued 10,000 shares of Series A preferred stock, par value $0.0001 per share, to RSL, all of which shares are outstanding as of March 31, 2020. The holder(s) of the Series A preferred stock are entitled to cast the number of votes equal to the number of whole shares of common stock into which the shares of Series A preferred stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter, and do not have cumulative voting rights. The holder(s) of a majority of outstanding shares of Series A preferred stock, exclusively and as a separate class, are entitled to elect: (i) four Series A preferred directors, as long as the holder(s) of Series A preferred stock hold 50% or more of the voting power of all then-outstanding shares of capital stock entitled to vote generally at an election of directors, (ii) three Series A preferred directors, as long as the holder(s) of Series A preferred stock hold 40% or more but less than 50% of the voting power of all then-outstanding shares of capital stock entitled to vote generally at an election of directors, and (iii) two Series A preferred directors, as long as the holder(s) of Series A preferred stock hold 25% or more but less than 40% of the voting power of all then-outstanding shares of capital stock entitled to vote generally at an election of directors. Any Series A preferred director so elected may be removed without cause by, and only by, the affirmative vote of the holder(s) of Series A preferred stock given either at a special meeting of the holder(s) of Series A preferred stock duly called for that purpose or pursuant to a written consent of the holder(s) of Series A preferred stock. Each share of Series A preferred stock is convertible at any time at the option of the holder into one share of common stock. On any transfer of shares of Series A preferred stock, whether or not for value, each such transferred share will automatically convert into one share of common stock, except for certain transfers described in the amended and restated certificate of incorporation. Each share of Series A preferred stock will automatically convert into one share of common stock at such time as the holder(s) of Series A preferred stock hold less than 25% of the total voting power of the Company’s outstanding shares. The Company shall not, without the consent of the holder(s) of at least a majority of Series A preferred stock, alter or repeal any provisions of the Company’s amended and restated certificate of incorporation or bylaws that adversely affect the powers, preferences or rights of the Series A preferred stock. In the event of the Company’s liquidation, dissolution, or winding up, the holder(s) of the Series A preferred stock will receive first an amount per share equal to $0.01 and then the holders of the Series A preferred stock and the common stock will be entitled to share ratably in the assets legally available for distribution to stockholders after the payment of or provision for all of the Company’s debts and other liabilities, subject to the rights of any blank check preferred stock then outstanding. Preferred Stock In connection with the closing of the Business Combination, the Company authorized 10,010,000 shares of preferred stock par value $0.0001 per share. The board of directors has the authority, without further action by the stockholders to issue such shares of preferred stock in one or more series, to establish from time to time the number of shares to be included in each such series, and to fix the dividend, voting, and other rights, preferences and privileges of the shares. Other than the 10,000 shares designated Series A preferred stock, there were no issued and outstanding shares of preferred stock as of March 31, 2020. Common Stock In connection with the closing of the Business Combination, the Company authorized 500,000,000 shares of common stock, par value $0.0001 per share. Each share of common stock has the right to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors, subject to the prior rights of holders of all classes of stock outstanding having priority rights as to dividends. No dividends have been declared by the board of directors since the Company’s inception. The Company has reserved the following shares of common stock for issuance: March 31, 2020 2019 Conversion of Series A preferred stock 10,000 — Options outstanding 3,873,888 189,269 Options available for future option grants 5,283,520 3,478,728 Common stock warrants 5,750,000 — Earnout shares 20,000,000 — Total 34,917,408 3,667,997 Common Stock Warrants In May 2019, the Sponsor purchased from HSAC an aggregate of 10,000,000 warrants (the “private warrants”) at $0.50 per private warrant (for a total purchase price of $5.0 million), with each warrant exercisable for one-half As of March 31, 2020, 11,500,000 warrants were outstanding for the purchase one-half 30-trading From May 14, 2020 through June 15, 2020, 11,438,290 warrants were exercised for an aggregate of 5,719,145 shares of the Company’s common stock at a price of $11.50 per share, for net proceeds of approximately $65.8 million. See Note 12 – Subsequent Events for details related to redemption of warrants. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-Based Compensation | Note 9 — Stock-Based Compensation 2019 Equity Incentive Plan In December 2019, in connection with the Business Combination, the Company’s stockholders approved the 2019 Equity Incentive Plan (the “2019 Plan”) and reserved 5,500,000 shares of common stock for issuance thereunder. The 2019 Plan became effective immediately upon the closing of the Business Combination. The maximum number of shares of common stock that may be issued pursuant to the exercise of incentive options under the 2019 Plan is 16,500,000. On April 1, 2020, the number of common shares reserved for issuance increased automatically by 4.0% of the total number of shares of common stock outstanding on the last day of the preceding month (i.e. 2,186,215 shares) in accordance with the evergreen provision of the 2019 incentive plan. As of June 30, 2020, options to purchase 1,842,958 shares of common stock and 127,200 restricted stock units (“RSUs”) have been granted under the 2019 Plan and 5,716,057 shares remained available for future grant. 2018 Equity Incentive Plan Pursuant to the Share Exchange Agreement, upon the closing of the Business Combination, all vested or unvested outstanding options to purchase common shares of ISL under its 2018 Equity Incentive Plan (the “2018 Plan”) were automatically assumed by the Company and converted into options to purchase 4,408,287 shares of the Company’s common stock with no changes to the terms of the awards. As of the effective date of the 2019 Plan, no further stock awards have been or will be made under 2018 Plan. As of June 30, 2020, 3,395,596 stock options were outstanding under the 2018 Plan. Stock Option Activity A summary of the stock option activity under the Company’s equity incentive plans is as follows: Options Outstanding Number of Weighted- Remaining Aggregate Balance – March 31, 2020 3,873,888 $ 8.33 9.37 $ 28,029 Granted 1,626,478 19.57 Exercised (23,841 ) 2.64 Forfeited (11,738 ) 8.43 Canceled (226,233 ) 7.86 Balance – June 30, 2020 5,238,554 11.87 9.15 65,514 Exercisable – June 30, 2020 819,601 $ 7.79 8.97 $ 13,569 The aggregate intrinsic value is calculated as the difference between the exercise price of all outstanding and exercisable stock options and the fair value of the Company’s common stock as of June 30, 2020. The options granted during the three months ended June 30, 2020 and 2019 had a weighted-average fair value of $13.11 and $5.19 per share, respectively, at the grant date. The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the weighted-average assumptions in the following table: Three Months Ended June 30, 2020 2019 Risk-free interest rate 0.39% – 0.44 % 1.78% – 2.25 % Expected term, in years 5.56 – 6.11 5.75 – 6.11 Expected volatility 78.16% – 80.14 % 74.69% – 75.03 % Expected dividend yield — % — % Restricted Stock Unit Awards A summary of RSUs activity under the Company’s equity incentive plans is as follows: Number of RSUs Weighted- Unvested as of March 31, 2020 — $ — Issued 127,200 19.01 Unvested as of June 30, 2020 127,200 $ 19.01 Stock-based Compensation Expense For the three months ended June 30, 2020 and 2019, stock-based compensation expense under the Company’s equity incentive plans was as follows (in thousands): Three Months Ended June 30, 2020 2019 Research and development expenses $ 419 $ 63 General and administrative expenses 3,499 474 Total stock-based compensation $ 3,918 $ 537 As of June 30, 2020, total unrecognized compensation expense related to non-vested Stock-based Compensation Allocated to the Company by RSL In relation to the RSL common share awards and options issued by RSL to employees of RSL, RSI, RSG and the Company, stock-based compensation expense of $0.1 million and $0.04 million was recorded for the three months ended June 30, 2020 and 2019, respectively, in the accompanying unaudited condensed consolidated statements of operations. | Note 10 — Stock-Based Compensation 2019 Equity Incentive Plan In December 2019, in connection with the Business Combination, the Company’s stockholders approved the 2019 Equity Incentive Plan (the “2019 Plan”) and reserved 5,500,000 shares of common stock for issuance thereunder. The 2019 Plan became effective immediately upon the closing of the Business Combination. The number of shares of common stock reserved for issuance under the 2019 Plan will automatically increase on April 1 of each year, beginning on April 1, 2020 and continuing through April 1, 2029, by 4.0% of the total number of shares of common stock outstanding on the last day of the preceding month, or a lesser number of shares as may be determined by the board of directors. The maximum number of shares of common stock that may be issued pursuant to the exercise of incentive options under the 2019 Plan is 16,500,000. The Company’s employees, directors and consultants are eligible to receive non-qualified ten-year 2018 Equity Incentive Plan In September 2018, ISL adopted its 2018 Equity Incentive Plan (the “2018 Plan”), under which 3,667,997 shares of common stock were reserved for grant. In July 2019, the 2018 Plan was amended and restated to increase the number of shares of common stock reserved for grant to 4,768,396. As discussed in Note 3, upon the closing of the Business Combination, the Company assumed all outstanding options, whether or not vested, under the 2018 Plan, with such options henceforth representing the right to purchase a number of shares of the Company’s common stock equal to approximately 0.48906624 multiplied by the number of shares of ISL common stock previously represented by such options. For accounting purposes, however, the Company is deemed to have assumed the 2018 Plan. The exchange of the stock options did not result in any incremental compensation expense, since there were no changes to the vesting terms of the awards. As of the effective date of the 2019 Plan, no further stock awards have been or will be made under 2018 Plan. As of March 31, 2020, 3,657,408 stock options were outstanding under the 2018 Plan. Stock Option Activity A summary of the stock option activity under the Company’s equity incentive plans is as follows: Number of Weighted- Weighted average Aggregate intrinsic value (in thousands) Balance – March 31, 2019 189,269 $ 4.12 9.64 $ 707 Granted 4,785,939 8.30 Forfeited (719,051 ) 7.23 Canceled (382,269 ) 7.86 Balance – March 31, 2020 3,873,888 8.33 9.37 28,029 Exercisable – March 31, 2020 306,735 $ 7.31 9.17 $ 2,532 The aggregate intrinsic value is calculated as the difference between the exercise price of all outstanding and exercisable stock options and the fair value of the Company’s common stock at March 31, 2020. There were no options exercised during the year ended March 31, 2020. The options granted during the year ended March 31, 2020 and 2019 had a weighted-average fair value of $5.54 and $2.76 per share, respectively at the grant date. The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the weighted-average assumptions in the following table: Years Ended March 31, 2020 2019 Risk-free interest rate 0.51% – 2.25% 2.38% – 2.97% Expected term, in years 5.75 – 6.11 6.04 – 6.07 Expected volatility 74.69% – 77.93% 74.79% – 75.11% Expected dividend yield — % — % For the years ended March 31, 2020 and 2019, stock-based compensation expense under the Company’s equity incentive plans was as follows (in thousands): Years Ended March 31, 2020 2019 Research and development expenses $ 3,125 $ 29 General and administrative expenses 3,663 2 Total stock-based compensation $ 6,788 $ 31 At March 31, 2020, total unrecognized compensation expense related to non-vested Stock-based Compensation Allocated to the Company by RSL In relation to the RSL common share awards and options issued by RSL to employees of RSL, RSI, RSG and the Company, stock-based compensation expense of $0.2 million and $1.3 million was recorded for years ended March 31, 2020 and 2019, respectively, in the accompanying combined and consolidated statements of operations. The RSL common share awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. Significant judgment and estimates were used to estimate the fair value of these awards, as they are not publicly traded. RSL common share awards are subject to specified vesting schedules and requirements (a mix of time-based and performance-based events). The fair value of each RSL common share award is based on various corporate event-based considerations, including targets for RSL’s post-IPO Stock-based compensation expense is allocated to the Company over the required service period over which these RSL common share awards and RSL options would vest and is based upon the relative percentage of time utilized by RSL, RSI, and RSG employees on Company matters. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Note 11 — Commitments and Contingencies The ongoing COVID-19 COVID-19 COVID-19 COVID-19 As of June 30, 2020, other than contingent payments pursuant to the HanAll Agreement discussed in Note 4 and the subleases discussed in Note 10, the Company did not have any ongoing material financial commitments. The Company expects to enter into other commitments as the business further develops. In the normal course of business, the Company enters into agreements with contract service providers to assist in the performance of its research and development activities. Subject to required notice periods and the Company’s obligations under binding purchase orders, the Company can elect to discontinue the work under these agreements at any time. The Company expects to enter into additional collaborative research, contract research, manufacturing, and supplier agreements in the future, which may require upfront payments and long-term commitments of capital resources. | Note 11 — Commitments and Contingencies In March 2020, COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 As of March 31, 2020, the Company did not have any ongoing material financial commitments. The Company expects to enter into other commitments as the business further develops. In the normal course of business, the Company enters into agreements with contract service providers to assist in the performance of its research and development activities. Subject to required notice periods and the Company’s obligations under binding purchase orders, the Company can elect to discontinue the work under these agreements at any time. The Company expects to enter into additional collaborative research, contract research, manufacturing, and supplier agreements in the future, which may require upfront payments and long-term commitments of capital resources. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 12 — Subsequent Events The Company has evaluated subsequent events through June 29, 2020, the date these combined and consolidated financial statements were available to be issued. In April 2020, the Company completed an underwritten public offering of 9,613,365 shares of its common stock (including 1,034,483 shares of common stock purchased by RSL and the full exercise of the underwriters’ option to purchase 1,253,917 additional shares of common stock) at a price to the public of $14.50 per share, for net proceeds to the Company of approximately $131.0 million, after deducting underwriting discounts and commissions and estimated offering expenses. In April 2020, the Company received $2.9 million of the Swiss value-added tax receivable that is included in the combined and consolidated balance sheet as of March 31, 2020. In May 2020, the proceeds were used to repay the July Promissory Note which is payable to RSL in the amount of $2.9 million. On May 12, 2020, the Company achieved the first milestone earnout under the Share Exchange Agreement and, as a result, 10,000,000 shares of the Company’s common stock were issued to former stockholders of ISL, (including 8,773,969 shares of common stock issued to RSL) pursuant to thereto. In addition, upon the satisfaction of this condition and pursuant to the Sponsor Restricted Stock Agreement, 900,000 shares of the Sponsor Restricted Shares vested and are no longer subject to forfeiture. On May 14, 2020, the Company’s 11,500,000 outstanding warrants became exercisable for an aggregate of 5,750,000 shares of the Company’s common stock at a price of $11.50 per share. From May 14, 2020 through June 15, 2020, an aggregate of 11,438,290 outstanding warrants were exercised for an aggregate of 5,719,145 shares of the Company’s common stock at a price of $11.50 per share, for net proceeds of approximately $65.8 million. In June 2020, the Company entered into two sublease agreements with RSI for the two floors of the building the Company currently occupies as its headquarters in New York. The subleases will expire on February 27, 2024 and April 29, 2024, respectively, and have scheduled rent increases each year. The future operating lease payments under both sublease agreements is $4.3 million over a lease period of approximately four years. |
Leases
Leases | 3 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Note 10 — Leases In June 2020, the Company entered into two sublease agreements with RSI, for two floors of the building the Company currently occupies as its headquarters in New York. The subleases will expire on February 27, 2024 and April 29, 2024, respectively, and have scheduled rent increases each year. In April 2020, the Company entered into a sublease agreement with an unrelated party for one floor of a building in North Carolina. The sublease will expire on February 28, 2022 and has no scheduled rent increases. These leases are classified as operating leases. Operating lease ROU assets and lease liabilities of $4.2 million, respectively, were recognized based on the present value of remaining fixed lease payments over the lease term using an incremental borrowing rate of 3.9%. As the Company’s operating leases do not provide an implicit rate, estimated incremental borrowing rates were used based on the information available at the time of execution of sublease agreement in determining the present value of lease payments. The aggregate weighted-average remaining lease term were 3.7 years as of June 30, 2020. Variable lease costs such as common area costs and other operating costs are expensed as incurred and were minimal for the three months ended June 30, 2020. During the three months ended June 30, 2020, the Company incurred $0.2 million in rent expense and paid $0.1 million associated with contractual rent obligations associated with operating lease ROU assets. The following table provides a reconciliation of the Company’s remaining undiscounted contractual rent obligations due within each respective fiscal year ending March 31 to the operating lease liabilities recognized as of June 30, 2020 (in thousands): Years Ending March 31, Operating Leases 2021 $ 884 2022 1,198 2023 1,152 2024 1,132 2025 47 Thereafter — Total undiscounted payments 4,413 Less: present value adjustment (339 ) Present value of future payments 4,074 Less: current portion of operating lease liabilities (1,102 ) Operating lease liabilities, net of current portion $ 2,972 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | [A] Basis of Presentation The Company’s fiscal year ends on March 31 and its first three fiscal quarters end on June 30, September 30, and December 31. The accompanying condensed consolidated balance sheet as of June 30, 2020 and the condensed consolidated statements of operations, comprehensive loss, cash flows and stockholders’ equity for the three months ended June 30, 2020 and 2019 are unaudited. The unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and follow the requirements of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements as certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited combined and consolidated financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the unaudited condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair statement of results for the interim periods. The results for the three months ended June 30, 2020 are not necessarily indicative of those expected for the year ending March 31, 2021 or for any future period. The condensed consolidated balance sheet as of March 31, 2020 included herein was derived from the audited combined and consolidated financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited combined and consolidated financial statements included in the Company’s Annual Report on Form 10-K All share and per-share | [A] Basis of Presentation The Company’s fiscal year ends on March 31, and its first three fiscal quarters end on June 30, September 30, and December 31. The accompanying combined and consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). Prior to July 6, 2018 (date of formation), the Company’s financial statements were derived by carving out the historical results of operations and historical cost basis of the assets and liabilities associated with product candidate IMVT-1401, that have been contributed to the Company by RSL, from RSL’s financial statements. Because the transfer of assets and liabilities in the formation of the Company were between entities under the common control of RSL and/or its wholly owned subsidiaries, the financial statements of the Company have been presented as if the Company had been a separate business since the acquisition of IMVT-1401 by RSG on December 19, 2017. Prior to July 6, 2018 (date of formation), the Company’s financial statements include reasonable allocations for assets and liabilities and expenses attributable to the Company’s operations. Beginning on July 6, 2018 (date of formation), the combined and consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company believes that the assumptions underlying the allocations of expenses as well as assets and liabilities in financial information are reasonable, however, the financial position, results of operations and cash flows may have been materially different if the Company had operated as a stand-alone entity prior to July 6, 2018 (date of formation). The Company has calculated its income tax amounts using a separate return methodology and it has presented these amounts as if it were a separate taxpayer from RSL. In April 2012, the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) was enacted. Section 107(b) of the JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has irrevocably elected not to avail itself of this extended transition period, and, as a result, the Company will adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies. All share and per-share |
Use of Estimates | [B] Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, stock-based compensation, operating leases, research and development costs and income taxes. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Additionally, the Company assessed the impact that the COVID-19 COVID-19 | [B] Use of Estimates The preparation of combined and consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the combined and consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, stock-based compensation, research and development costs and income taxes. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Additionally, the Company assessed the impact of COVID-19 COVID-19 |
Risks and Uncertainties | [C] Risks and Uncertainties The Company is subject to risks common to early stage companies in the biopharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key products, key personnel, third-party service providers such as contract research organizations, protection of intellectual property rights and the ability to make milestone, royalty or other payments due under any license, collaboration or supply agreements. | [C] Risks and Uncertainties The Company is subject to risks common to early stage companies in the biopharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key products, third-party service providers such as contract research organizations, protection of intellectual property rights and the ability to make milestone, royalty or other payments due under any license, collaboration or supply agreements. |
Concentration of Credit Risk | [D] Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk include cash. At June 30, 2020, the cash balance is kept in one banking institution that the Company believes is of high credit quality and is in excess of federally insured levels. The Company maintains its cash with an accredited financial institution and accordingly, such funds are subject to minimal credit risk. The Company has not experienced any losses on its cash. | [D] Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk include cash. At March 31, 2020, the cash balance is kept in one banking institution that the Company believes is of high credit quality and is in excess of federally insured levels. The Company maintains its cash with an accredited financial institution and accordingly, such funds are subject to minimal credit risk. The Company has not experienced any losses on its cash. |
Cash and Cash Equivalents | [E] Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. At March 31, 2020, cash consisted of cash held at a financial institution. There were no cash equivalents as of March 31, 2020 and 2019. | |
Property and Equipment | [F] Property and Equipment Property and equipment, consisting of computers, is recorded at cost. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed to operations as incurred. Depreciation is recorded using the straight-line method over the estimated useful life of three years. Upon disposal, retirement or sale, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in the combined and consolidated statements of operations. | |
Impairment of Long-lived Assets | [G] Impairment of Long-lived Assets The Company reviews the recoverability of all long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset might not be recoverable. Recoverability is measured by comparison of the book values of the assets to future net undiscounted cash flows that the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the book value of the assets exceed their fair value, which is measured based on the projected discounted future net cash flows arising from the assets. | |
Contingencies | [H] Contingencies The Company, from time to time, may be a party to various disputes and claims arising from normal business activities. The Company continually assesses litigation to determine if an unfavorable outcome would lead to a probable loss or reasonably possible loss which could be estimated. The Company accrues for all contingencies at the earliest date at which the Company deems it probable that a liability has been incurred and the amount of such liability can be reasonably estimated. If the estimate of a probable loss is a range and no amount within the range is more likely than another, the Company accrues the minimum of the range. In the cases where the Company believes that a reasonably possible loss exists, the Company discloses the facts and circumstances of the litigation, including an estimable range, if possible. | |
Research and Development Expense | [E] Research and Development Expense Research and development costs with no alternative future use are expensed as incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development. Milestone payments made in connection with regulatory approvals are capitalized and amortized to cost of product sales over the remaining useful life of the asset. Research and development expenses primarily consist of employee-related costs and expenses from third parties who conduct research and development activities on behalf of the Company. The estimated costs of research and development activities conducted by third-party service providers, which primarily include the conduct of clinical trials and contract manufacturing activities, are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. The estimate of the work completed is developed through discussions with internal personnel and external services providers as to the progress toward completion of the services and the agreed-upon fee to be paid for such services. As actual costs become known, the accrued estimates are adjusted. Such estimates are not expected to be materially different from amounts actually incurred, however the Company’s understanding of the status and timing of services performed, the number of subjects enrolled, and the rate of subject enrollment may vary from estimates and could result in reporting amounts that are higher or lower than incurred in any particular period. The estimate of accrued research and development expense is dependent, in part, upon the receipt of timely and accurate reporting from clinical research organizations and other third-party service providers. | [I] Research and Development Expense Research and development costs with no alternative future use are expensed as incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development. Milestone payments made in connection with regulatory approvals are capitalized and amortized to cost of product sales over the remaining useful life of the asset. Research and development expenses primarily consist of employee-related costs and expenses from third parties who conduct research and development activities on behalf of the Company. The estimated costs of research and development activities conducted by third-party service providers, which primarily include the conduct of clinical trials and contract manufacturing activities, are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. The estimate of the work completed is developed through discussions with internal personnel and external services providers as to the progress toward completion of the services and the agreed-upon fee to be paid for such services. As actual costs become known, the accrued estimates are adjusted. Such estimates are not expected to be materially different from amounts actually incurred, however the Company’s understanding of the status and timing of services performed, the number of subjects enrolled, and the rate of subject enrollment may vary from estimates and could result in reporting amounts that are higher or lower than incurred in any particular period. The estimate of accrued research and development expense is dependent, in part, upon the receipt of timely and accurate reporting from clinical research organizations and other third-party service providers. |
Leases | [F] Leases In accordance with ASC 842, Leases right-of-use Operating lease ROU assets and lease liabilities are initially recognized based on the present value of the future minimum lease payments over the lease term at commencement date calculated using the Company’s incremental borrowing rate applicable to the lease asset, unless the implicit rate is readily determinable. Operating lease ROU assets also include any lease payments made at or before lease commencement, adjusted by any initial direct costs and exclude any lease incentives received. The Company determines the lease term as the non-cancelable The Company accounts for lease and non-lease | [J] Leases In accordance with ASC 842, Leases right-of-use Operating lease ROU assets and lease liabilities are initially recognized based on the present value of the future minimum lease payments over the lease term at commencement date calculated using the Company’s incremental borrowing rate applicable to the lease asset, unless the implicit rate is readily determinable. Operating lease ROU assets also include any lease payments made at or before lease commencement and exclude any lease incentives received. The Company determines the lease term as the non-cancelable The Company accounts for lease and non-lease The Company’s leases are short-term in nature and cancelable at any time. Subsequent to March 31, 2020, the Company entered into two sublease agreements with RSI for office space expiring in 2024. For more information on such subleases, see Note 12 — Subsequent Events. |
Income Taxes | [K] Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between amounts in the combined and consolidated financial statements and the tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income tax expense (benefit) in the accompanying combined and consolidated statements of operations in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that it believes these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. The Company’s policy is to recognize interest and/or penalties related to income tax matters in provision for income taxes. | |
Stock-based Compensation | [L] Stock-based Compensation Stock-based awards to employees and directors are valued at fair value on the date of the grant and that fair value is recognized as stock-based compensation expense over the requisite service period. The grant date fair value of the stock-based awards with graded vesting is recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the respective awards. The Company values its stock options that only have service vesting requirements or performance-based awards without market conditions using the Black-Scholes option pricing model. For performance-based awards with market conditions, the Company determines the fair value of awards as of the grant date using a Monte Carlo simulation model. Certain assumptions need to be made with respect to utilizing the Black-Scholes option pricing model, including the expected life of the award, volatility of the underlying shares, the risk-free interest rate, expected dividend yield and the fair value of the Company’s common stock. Since the Company has no option exercise history, it has generally elected to estimate the expected life of an award based upon the “simplified method” with the continued use of this method extended until such time the Company has sufficient exercise history. The expected share price volatility for the Company’s common stock is estimated by taking the average historical price volatility for industry peers. The risk-free interest rate is based on the rates paid on securities issued by the U.S. Treasury with a term approximating the expected life of the equity award. As the Company has never paid and does not anticipate paying cash dividends on its common stock, the expected dividend yield is assumed to be zero. The Company accounts for pre-vesting As part of the valuation of stock-based compensation under the Black-Scholes option pricing model, it is necessary for the Company to estimate the fair value of its common stock. Prior to the closing of the Business Combination, the fair value of the Company’s common stock was estimated on each grant date by the Company’s board of directors. Given the absence of a public trading market, and in accordance with the American Institute of Certified Public Accountants’ Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation After the closing of the Business Combination, the Company’s board of directors determined the fair value of each share of common stock underlying stock-based awards based on the closing price of the Company’s common stock as reported by Nasdaq on the date of grant. Determining the appropriate amount to expense for performance-based awards based on the achievement of stated goals requires judgment. The estimate of expense is revised periodically based on the probability of achieving the required performance targets and adjustments are made as appropriate. The cumulative impact of any revisions is reflected in the period of change. If any applicable financial performance goals are not met, no compensation expense is recognized, and any previously recognized compensation cost is reversed. | |
Fair Value of Financial Instruments | [G] Fair Value of Financial Instruments The Company applies a fair value framework in order to measure and disclose its financial assets and liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Fair values are determined by utilizing quoted prices for similar assets and liabilities in active markets or other market observable inputs such as interest rates and yield curves. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s financial instruments consist of cash, accounts payable, accrued expenses and amounts due to RSL. These financial instruments are stated at their respective historical carrying amounts, which approximates fair value due to their short-term nature. There were no Level 2 or Level 3 financial instruments as of June 30, 2020 or March 31, 2020. | [M] Fair Value of Financial Instruments The Company applies a fair value framework in order to measure and disclose its financial assets and liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Fair values are determined by utilizing quoted prices for similar assets and liabilities in active markets or other market observable inputs such as interest rates and yield curves. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s financial instruments consist of cash, accounts payable, accrued expenses and amounts due to Roivant Sciences Ltd. These financial instruments are stated at their respective historical carrying amounts, which approximates fair value due to their short-term nature. |
Foreign Currency | [N] Foreign Currency The Company has operations in the United States, the United Kingdom, Bermuda, and Switzerland. The results of its non-U.S. | |
Net Loss per Common Share | [H] Net Loss per Common Share Basic net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted-average number of common stock outstanding during the period. Diluted net loss per common share is computed by dividing the net loss applicable to common stockholders by the diluted weighted-average number of common stock outstanding during the period. In periods in which the Company reports a net loss, all common stock equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equivalent. Potentially dilutive common stock have been excluded from the diluted net loss per common share computations in all periods presented because such securities have an anti-dilutive effect on net loss per common share due to the Company’s net loss. There are no reconciling items used to calculate the weighted-average number of total common stock outstanding for basic and diluted net loss per common share data. The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended June 30, 2020 2019 Preferred stock as converted 10,000 — Restricted stock (unvested) (Note 3) 900,000 — Options 5,238,554 3,123,356 Restricted stock units (unvested) 127,200 — Earnout shares (Note 3) 10,000,000 — Total 16,275,754 3,123,356 | [O] Net Loss per Common Share Basic net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted-average number of common stock outstanding during the period. Diluted net loss per common share is computed by dividing the net loss applicable to common stockholders by the diluted weighted-average number of common stock outstanding during the period. In periods in which the Company reports a net loss, all common stock equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equivalent. Potentially dilutive common stocks have been excluded from the diluted net loss per common share computations in all periods presented because such securities have an anti-dilutive effect on net loss per common share due to the Company’s net loss. There are no reconciling items used to calculate the weighted-average number of total common stock outstanding for basic and diluted net loss per common share data. The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Years Ended March 31, 2020 2019 Preferred stock as converted 10,000 — Restricted stock (unvested) (See Note 3) 1,800,000 — Options 3,873,888 189,269 Warrants (See Note 9) 5,750,000 — Earnout shares (See Note 3) 20,000,000 — Total 31,433,888 189,269 The Company was formed on July 6, 2018 and basic and diluted net loss per common share was calculated assuming the shares issued at formation were outstanding for the period prior to incorporation adjusted for subsequent share issuances during the period. |
Deferred Offering Costs | [P] Deferred Offering Costs Legal, accounting and other costs directly attributable to the issuance of the Company’s equity are capitalized within deferred offering costs on the combined and consolidated balance sheets and reclassified to equity upon issuance of the shares. Offering costs comprised of legal, and accounting fees and other costs incurred through June 30, 2019 were directly related to ISL’s proposed initial public offering (“IPO”). In August 2019, ISL’s board of directors determined to suspend ISL’s IPO registration process. Accordingly, the Company has written off deferred offering costs previously capitalized to general and administrative expense within the accompanying combined and consolidated statements of operations for the year ended March 31, 2020. | |
Common Stock Warrants | [Q] Common Stock Warrants The Company accounts for the issuance of common stock warrants based on the terms of the contract and whether there are any requirements for the Company to net cash settle the contract under any terms or conditions. Warrants for the purchase of 5,750,000 shares of common stock were issued by HSAC as part of the units sold in its IPO in May 2019. Each unit was comprised of one share of common stock and a warrant to purchase one half of one share of common stock upon the consummation of a business combination by HSAC. None of the terms of the warrants were modified as a result of the Business Combination. | |
Recently Adopted Accounting Pronouncements | [I] Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement 2018-13”). 2018-13 2018-13 2018-13 In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”), 2016-13 available-for-sale 2016-13 Recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification), the American Institute of Certified Public Accountants, and the SEC did not, or are not expected to, have a material impact on the Company’s consolidated financial statements and related disclosures. | [R] Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) No. 2016-02”), No. 2016-02 No. 2016-02 right-of-use non-lease In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting No. 2018-07”). No. 2018-07 No. 2018-07 In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes No. 2019-12”). 2019-12 2019-12 |
Recently Issued Accounting Pronouncements | [S] Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments No. 2016-13”), No. 2016-13 available-for-sale No. 2016-13 In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement No. 2018-13”). No. 2018-13 No. 2018-13 No. 2018-13 Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification), the American Institute of Certified Public Accountants, and the Securities and Exchange Commission (“SEC”) did not, or are not expected to, have a material impact on the Company’s combined and consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | ||
Summary of Potentially Dilutive Securities that Have Been Excluded from the Calculation of Diluted Net Loss Per Share Due to their Anti-Dilutive Effect | The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended June 30, 2020 2019 Preferred stock as converted 10,000 — Restricted stock (unvested) (Note 3) 900,000 — Options 5,238,554 3,123,356 Restricted stock units (unvested) 127,200 — Earnout shares (Note 3) 10,000,000 — Total 16,275,754 3,123,356 | The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Years Ended March 31, 2020 2019 Preferred stock as converted 10,000 — Restricted stock (unvested) (See Note 3) 1,800,000 — Options 3,873,888 189,269 Warrants (See Note 9) 5,750,000 — Earnout shares (See Note 3) 20,000,000 — Total 31,433,888 189,269 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Schedule of Accrued Expenses | Accrued expenses consist of the following (in thousands): June 30, 2020 March 31, 2020 Research and development expenses $ 8,639 $ 8,332 Legal and other professional fees 541 1,231 Accrued bonuses 572 859 Other expenses 343 516 Total accrued expenses $ 10,095 $ 10,938 | Accrued expenses consist of the following (in thousands): March 31, 2020 2019 Research and development expenses $ 8,332 $ 4,815 Legal and other professional fees 1,231 1,106 Accrued bonuses 859 288 Other expenses 516 16 Total accrued expenses $ 10,938 $ 6,225 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The loss before income taxes and the related tax provision are as follows (in thousands): Years Ended March 31, 2020 2019 (Loss) income before income taxes United States $ (9,245 ) $ (1,035 ) Switzerland (53,413 ) (27,247 ) Bermuda (3,661 ) (405 ) United Kingdom 10 (20 ) Other 18 127 Total loss before income taxes $ (66,291 ) $ (28,580 ) Current taxes United States – Federal $ 61 $ 7 United States – State 34 12 Other 2 — Total current tax expense 97 19 Deferred tax expense — — Total provision for income taxes $ 97 $ 19 |
Schedule of Reconsiliation of Income Tax Provision | A reconciliation of the provision for income taxes computed at the U.S. statutory rate (21%) for the year ended March 31, 2020 and at the Bermuda statutory rate (0%) for the year ended March 31, 2019 to the provision for income taxes reflected in the combined and consolidated statements of operations is as follows (in thousands): Years Ended March 31, 2020 2019 Income tax at statutory rate $ (13,921 ) $ — Foreign rate differential 4,255 (3,877 ) Tax rate changes — (674 ) Research and development credits (1,093 ) (605 ) Valuation allowance 9,988 5,122 Non-deductible 951 57 Other (83 ) (4 ) Total provision for income taxes $ 97 $ 19 |
Components of Deferred Tax Assets and Liabilities | Deferred taxes reflect the tax effects of the differences between the amounts recorded as assets and liabilities for financial reporting purposes and the comparable amounts recorded for income tax purposes. Significant components of the deferred tax assets (liabilities) at March 31, 2020 and 2019 are as follows (in thousands): March 31, 2020 2019 Deferred tax assets Intangible assets $ 6,445 $ 5,000 Net operating losses 9,443 3,023 Stock-based compensation 1,610 290 Research and development credits 1,487 560 Accrued bonuses 187 65 Total deferred tax assets 19,172 8,938 Valuation allowance (19,129 ) (8,910 ) Deferred tax assets, net of valuation allowance $ 43 $ 28 Deferred tax liabilities Depreciation $ (13 ) $ (11 ) Others (30 ) (17 ) Total deferred tax liabilities (43 ) (28 ) Total net deferred taxes $ — $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Schedule Of Common Stock Reserved For Future Issuance [Abstract] | ||
Schedule of Common Stock Reserved for Future Issuance | The Company has reserved the following shares of common stock for issuance: June 30, 2020 March 31, 2020 Conversion of Series A preferred stock 10,000 10,000 Options outstanding 5,238,554 3,873,888 Restricted stock units outstanding 127,200 — Options available for future option grants 5,716,057 5,283,520 Common stock warrants — 5,750,000 Earnout shares 10,000,000 20,000,000 Total 21,091,811 34,917,408 | The Company has reserved the following shares of common stock for issuance: March 31, 2020 2019 Conversion of Series A preferred stock 10,000 — Options outstanding 3,873,888 189,269 Options available for future option grants 5,283,520 3,478,728 Common stock warrants 5,750,000 — Earnout shares 20,000,000 — Total 34,917,408 3,667,997 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Summary of Stock Option Activity | A summary of the stock option activity under the Company’s equity incentive plans is as follows: Options Outstanding Number of Weighted- Remaining Aggregate Balance – March 31, 2020 3,873,888 $ 8.33 9.37 $ 28,029 Granted 1,626,478 19.57 Exercised (23,841 ) 2.64 Forfeited (11,738 ) 8.43 Canceled (226,233 ) 7.86 Balance – June 30, 2020 5,238,554 11.87 9.15 65,514 Exercisable – June 30, 2020 819,601 $ 7.79 8.97 $ 13,569 | A summary of the stock option activity under the Company’s equity incentive plans is as follows: Number of Weighted- Weighted average Aggregate intrinsic value (in thousands) Balance – March 31, 2019 189,269 $ 4.12 9.64 $ 707 Granted 4,785,939 8.30 Forfeited (719,051 ) 7.23 Canceled (382,269 ) 7.86 Balance – March 31, 2020 3,873,888 8.33 9.37 28,029 Exercisable – March 31, 2020 306,735 $ 7.31 9.17 $ 2,532 |
Schedule of Fair Value Assumptions | The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the weighted-average assumptions in the following table: Three Months Ended June 30, 2020 2019 Risk-free interest rate 0.39% – 0.44 % 1.78% – 2.25 % Expected term, in years 5.56 – 6.11 5.75 – 6.11 Expected volatility 78.16% – 80.14 % 74.69% – 75.03 % Expected dividend yield — % — % | The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the weighted-average assumptions in the following table: Years Ended March 31, 2020 2019 Risk-free interest rate 0.51% – 2.25% 2.38% – 2.97% Expected term, in years 5.75 – 6.11 6.04 – 6.07 Expected volatility 74.69% – 77.93% 74.79% – 75.11% Expected dividend yield — % — % |
Summary of Stock-Based Compensation Expense | For the three months ended June 30, 2020 and 2019, stock-based compensation expense under the Company’s equity incentive plans was as follows (in thousands): Three Months Ended June 30, 2020 2019 Research and development expenses $ 419 $ 63 General and administrative expenses 3,499 474 Total stock-based compensation $ 3,918 $ 537 | For the years ended March 31, 2020 and 2019, stock-based compensation expense under the Company’s equity incentive plans was as follows (in thousands): Years Ended March 31, 2020 2019 Research and development expenses $ 3,125 $ 29 General and administrative expenses 3,663 2 Total stock-based compensation $ 6,788 $ 31 |
Schedule of Restricted Stock Unit Awards Activity | A summary of RSUs activity under the Company’s equity incentive plans is as follows: Number of RSUs Weighted- Unvested as of March 31, 2020 — $ — Issued 127,200 19.01 Unvested as of June 30, 2020 127,200 $ 19.01 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of Remaining Undiscounted Contractual Rent Obligations | The following table provides a reconciliation of the Company’s remaining undiscounted contractual rent obligations due within each respective fiscal year ending March 31 to the operating lease liabilities recognized as of June 30, 2020 (in thousands): Years Ending March 31, Operating Leases 2021 $ 884 2022 1,198 2023 1,152 2024 1,132 2025 47 Thereafter — Total undiscounted payments 4,413 Less: present value adjustment (339 ) Present value of future payments 4,074 Less: current portion of operating lease liabilities (1,102 ) Operating lease liabilities, net of current portion $ 2,972 |
Organization and Nature of Busi
Organization and Nature of Business - Additional Information (Detail) $ in Thousands | Dec. 18, 2019shares | Jun. 30, 2020USD ($)Segment | Mar. 31, 2020USD ($) | Dec. 17, 2019 | Mar. 31, 2019USD ($) | |
Cash | $ | $ 280,279 | $ 100,571 | $ 6,985 | |||
Accumulated deficit | $ | [1] | $ 117,934 | $ 91,226 | $ 24,838 | ||
Number of operating segment | Segment | 0 | |||||
Number of reporting segment | Segment | 0 | |||||
Series A Preferred Stock [Member] | ||||||
Number of shares issued in business combination | 10,000 | |||||
Series A Preferred Stock [Member] | Roivant Sciences Ltd. (RSL) [Member] | ||||||
Number of shares issued in business combination | 10,000 | |||||
Immunovant Sciences Ltd [Member] | ||||||
Number of shares issued in business combination | 42,080,376 | |||||
Percentage of business acquisition | 100.00% | |||||
Shares exchange ratio | 0.0048907 | |||||
Immunovant Sciences Ltd [Member] | Sellers [Member] | ||||||
Ownership percentage | 100.00% | 100.00% | ||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 1. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional information (Detail) - USD ($) | May 31, 2019 | Jun. 30, 2020 | Mar. 31, 2020 |
Cash equivalents | $ 0 | ||
Number of securities called by warrants or rights | 0 | 5,750,000 | |
Warrant [Member] | IPO [Member] | |||
Number of securities called by warrants or rights | 5,750,000 | 5,750,000 | |
Initial public offering terms and conditions of unit | One share of common stock and a warrant to purchase one half of one share of common stock |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect (Detail) - shares | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 16,275,754 | 3,123,356 | 31,433,888 | 189,269 |
Preferred stock as converted | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 10,000 | 10,000 | ||
Restricted stock (unvested) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 900,000 | 1,800,000 | ||
Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,238,554 | 3,123,356 | 3,873,888 | 189,269 |
Restricted stock units outstanding | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 127,200 | |||
Earnout shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 10,000,000 | 20,000,000 | ||
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,750,000 |
Business Combination and Reca_2
Business Combination and Recapitalization - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | May 12, 2020 | Dec. 18, 2019 | Sep. 29, 2019 | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2025 | Mar. 31, 2023 | May 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jul. 06, 2018 | |
Business combination consideration | $ 420.9 | |||||||||||
Business acquisition price per share | $ 10 | |||||||||||
Closing of Share Price | 13.88 | |||||||||||
Business combination per share disclosed in fair value | $ 10 | |||||||||||
Business combination costs | $ 2.8 | $ 2.8 | ||||||||||
Common Stock, Shares, Issued | 81,811,727 | 56,455,376 | 38,590,381 | |||||||||
Common share, shares outstanding | 80,911,727 | 54,655,376 | 38,590,381 | |||||||||
Preferred stock, outstanding (in shares) | 0 | 0 | ||||||||||
Class of Warrant or Right, Outstanding | 0 | 11,500,000 | 11,438,290 | |||||||||
Number of securities called by warrants or rights | 0 | 5,750,000 | ||||||||||
Earnout shares reserved for issuance | 10,000,000 | 20,000,000 | 0 | |||||||||
Common stock to potential forfeiture in the event that the milestones are not achieved | 1,800,000 | |||||||||||
Restricted Share For Each Milestone | 900,000 | |||||||||||
2018 Equity Incentive Plan [Member] | ||||||||||||
Options outstanding number | 4,408,287 | 3,395,596 | 3,657,408 | |||||||||
Restricted stock units outstanding | ||||||||||||
Shares, Outstanding | 0 | |||||||||||
Sponsor | ||||||||||||
Restricted Share For Each Milestone | 900,000 | |||||||||||
General and Administrative Expense [Member] | ||||||||||||
Additional Financial Advisory Fees | $ 2.3 | |||||||||||
Financial advisory fees | $ 2.3 | |||||||||||
Series A Preferred Stock [Member] | ||||||||||||
Number of shares issued in business combination | 10,000 | |||||||||||
Preferred stock, outstanding (in shares) | 10,000 | 10,000 | ||||||||||
Shares, Outstanding | [1] | 10,000 | 10,000 | |||||||||
Series A Preferred Stock [Member] | Roivant Sciences Ltd. (RSL) [Member] | ||||||||||||
Number of shares issued in business combination | 10,000 | |||||||||||
Sponsor | ||||||||||||
Restricted Share For Each Milestone | 900,000 | 900,000 | ||||||||||
Milestone Achievement One [Member] | Forecast [Member] | ||||||||||||
Volume-weighted average price | $ 31.50 | $ 17.50 | ||||||||||
Common stock [Member] | ||||||||||||
Number of shares issued in business combination | 42,080,376 | 3,499,995 | ||||||||||
Common Stock, Shares, Issued | 56,455,376 | |||||||||||
Common share, shares outstanding | 54,655,376 | |||||||||||
Earnout shares reserved for issuance | 20,000,000 | |||||||||||
Restricted Share For Each Milestone | [1] | 900,000 | ||||||||||
Shares, Outstanding | [1] | 80,911,727 | 54,655,376 | 38,590,381 | 38,590,381 | 4,890,662 | ||||||
Common stock [Member] | Milestone Achievement One [Member] | Forecast [Member] | ||||||||||||
Earnout shares reserved for issuance | 10,000,000 | 10,000,000 | ||||||||||
Immunovant Sciences Ltd [Member] | ||||||||||||
Percentage of business acquisition | 100.00% | |||||||||||
Number of shares issued in business combination | 42,080,376 | |||||||||||
Shares exchange ratio | 0.0048907 | |||||||||||
Immunovant Sciences Ltd [Member] | Common stock [Member] | ||||||||||||
Earnout shares reserved for issuance | 10,000,000 | |||||||||||
Earnout Shares For Issuance | 10,000,000 | |||||||||||
Roivant Sciences Ltd. (RSL) [Member] | Series A Preferred Stock [Member] | ||||||||||||
Preferred stock, outstanding (in shares) | 10,000 | |||||||||||
Roivant Sciences Ltd. (RSL) [Member] | Common stock [Member] | ||||||||||||
Earnout Shares For Issuance | 8,773,969 | |||||||||||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. |
Material Agreements - Additiona
Material Agreements - Additional Information (Detail) - USD ($) | Dec. 07, 2018 | Dec. 19, 2017 | May 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||||
Upfront, non-refundable payment | $ 30,000,000 | ||||||||||
Research and development and out-of-pocket | 50.00% | ||||||||||
Purchase price | $ 37,800,000 | ||||||||||
Swiss value-added tax receivable | $ 0 | $ 3,009,000 | $ 2,913,000 | ||||||||
Costs incurred and reported to the company | 16,922,000 | [1] | $ 18,476,000 | [1] | $ 47,927,000 | [2] | $ 25,733,000 | [2] | |||
Han All Biopharma Co Ltd | |||||||||||
Costs incurred and reported to the company | $ 0 | $ 0 | |||||||||
Achievement of Development and Regulatory | |||||||||||
Milestone Payments | $ 10,000,000 | ||||||||||
Maximum [Member] | |||||||||||
Consideration paid | $ 20,000,000 | ||||||||||
Maximum [Member] | Upon Achievement Of Development Regulatory And Sales Milestones [Member] | |||||||||||
Contingent milestone payments | $ 452,500,000 | ||||||||||
[1] | Includes $108 and $151 of costs allocated from Roivant Sciences Ltd. for the three months ended June 30, 2020 and 2019, respectively. | ||||||||||
[2] | Includes $159 and $3,582 of costs allocated from Roivant Sciences Ltd. for the years ended March 31, 2020 and 2019, respectively. |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2019 |
Other Income and Expenses [Abstract] | |||
Research and development expenses | $ 8,639 | $ 8,332 | $ 4,815 |
Legal and other professional fees | 541 | 1,231 | 1,106 |
Accrued bonuses | 572 | 859 | 288 |
Other expenses | 343 | 516 | 16 |
Total accrued expenses | $ 10,095 | $ 10,938 | $ 6,225 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Jul. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Sep. 26, 2019 | Jun. 17, 2019 | Jun. 11, 2019 | ||
Related Party Transaction [Line Items] | ||||||||||
Related party transaction, amounts | $ 200 | $ 400 | ||||||||
Due to related parties | 336 | $ 58 | $ 3,190 | $ 58 | ||||||
Roivant Sciences Ltd. (RSL) [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party transaction, amounts | 100 | 100 | ||||||||
Partners capital contributions | 300 | |||||||||
Due to related parties | $ 2,900 | $ 2,500 | $ 2,900 | $ 5,000 | ||||||
Convertible Promissory note converted, principal balance | $ 2,500 | |||||||||
Convertible Promissory note converted, shares issued | 511,178 | |||||||||
Business combination shares exchanged | 250,000 | |||||||||
Capital contribution - expenses allocated from Roivant Sciences Ltd. | [1] | 164 | 331 | $ 2,230 | $ 1,157 | |||||
Promissory note term | 180 days | |||||||||
Roivant Sciences Ltd. (RSL) [Member] | Capital Contributions [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Capital contribution - expenses allocated from Roivant Sciences Ltd. | $ 100 | $ 300 | ||||||||
Service Agreements [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party transaction, amounts | 1,400 | 2,300 | ||||||||
Service Agreements [Member] | Capital Contributions [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party transaction, amounts | 2,200 | |||||||||
Partners capital contributions | 1,200 | |||||||||
Service Agreements [Member] | Roivant Sciences Ltd. (RSL) [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party transaction, amounts | $ 100 | |||||||||
Partners capital contributions | $ 200 | |||||||||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Loss before income taxes | ||||
Loss before income taxes | $ (26,660) | $ (20,036) | $ (66,291) | $ (28,580) |
Current taxes | ||||
Current tax expense | 97 | 19 | ||
Deferred taxes | ||||
Deferred tax expense | 0 | 0 | ||
Total provision for income taxes | $ 48 | $ 23 | 97 | 19 |
United States [Member] | ||||
Loss before income taxes | ||||
Loss before income taxes | (9,245) | (1,035) | ||
Current taxes | ||||
Current tax expense | 61 | 7 | ||
Switzerland [Member] | ||||
Loss before income taxes | ||||
Loss before income taxes | (53,413) | (27,247) | ||
Bermuda [Member] | ||||
Loss before income taxes | ||||
Loss before income taxes | (3,661) | (405) | ||
United Kingdom [Member] | ||||
Loss before income taxes | ||||
Loss before income taxes | 10 | (20) | ||
Other [Member] | ||||
Loss before income taxes | ||||
Loss before income taxes | 18 | 127 | ||
Current taxes | ||||
Current tax expense | 2 | 0 | ||
State and Local Jurisdiction [Member] | ||||
Current taxes | ||||
Current tax expense | $ 34 | $ 12 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | ||
Income Taxes [Line Items] | |||||
Effective income tax rate | (0.18%) | (0.11%) | (0.15%) | (0.07%) | |
Research and development tax credit carry forwards | $ 1,487 | $ 560 | |||
Valuation allowance | 19,129 | 8,910 | |||
Undistributed retained earnings | [1] | $ (117,934) | (91,226) | $ (24,838) | |
Foreign Subsidiaries [Member] | |||||
Income Taxes [Line Items] | |||||
Undistributed retained earnings | 2,000 | ||||
Bermuda [Member] | |||||
Income Taxes [Line Items] | |||||
Effective income tax rate | 0.00% | ||||
Switzerland [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carry forwards | $ 67,700 | ||||
Net operating loss carry forwards expiration date | Mar. 31, 2027 | ||||
United Kingdom [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carry forwards | $ 1,200 | ||||
United States [Member] | |||||
Income Taxes [Line Items] | |||||
Effective income tax rate | 21.00% | ||||
Net operating loss carry forwards | $ 1,900 | ||||
Research and development tax credit carry forwards | $ 1,500 | ||||
Net operating loss carry forwards expiration date | Mar. 31, 2039 | ||||
[1] | Retroactively restated for the reverse recapitalization as described in Note 1. |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Income Tax Provision (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||||
Income tax at statutory rate | $ (13,921) | $ 0 | ||
Foreign rate differential | 4,255 | (3,877) | ||
Tax rate changes | (674) | |||
Research and development credits | (1,093) | (605) | ||
Valuation allowance | 9,988 | 5,122 | ||
Non-deductible expense | 951 | 57 | ||
Other | (83) | (4) | ||
Total provision for income taxes | $ 48 | $ 23 | $ 97 | $ 19 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2019 |
Deferred tax assets | ||
Intangible assets | $ 6,445 | $ 5,000 |
Net operating losses | 9,443 | 3,023 |
Stock-based compensation | 1,610 | 290 |
Research and development credits | 1,487 | 560 |
Accrued bonuses | 187 | 65 |
Total deferred tax assets | 19,172 | 8,938 |
Valuation allowance | (19,129) | (8,910) |
Deferred tax assets, net of valuation allowance | 43 | 28 |
Deferred tax liabilities | ||
Depreciation | (13) | (11) |
Others | (30) | (17) |
Total deferred tax liabilities | (43) | (28) |
Total net deferred taxes | $ 0 | $ 0 |
Convertible Notes Payable - Add
Convertible Notes Payable - Additional Information (Detail) $ in Millions | Dec. 18, 2019shares | Mar. 31, 2020USD ($)shares | Sep. 26, 2019USD ($)Promissory_Notes | Aug. 01, 2019USD ($)Promissory_Notes |
Accrued Interest [Member] | ||||
Convertible Notes Payable [Line Items] | ||||
Accrued interest waived | $ 0.6 | |||
Common stock [Member] | ||||
Convertible Notes Payable [Line Items] | ||||
Exchange of Common Stock | shares | 42,080,376 | 3,499,995 | ||
RTW Convertible Promissory Notes [Member] | ||||
Convertible Notes Payable [Line Items] | ||||
Number of promissory notes issued | Promissory_Notes | 2 | |||
Debt face amount | $ 22.5 | $ 25 | ||
Debt instrument, interest rate | 5.00% | |||
Prepayment | $ 2.5 | |||
BVF Convertible Promissory Notes [Member] | ||||
Convertible Notes Payable [Line Items] | ||||
Number of promissory notes issued | Promissory_Notes | 4 | |||
Debt face amount | $ 10 | |||
Convertible Promissory Notes [Member] | ||||
Convertible Notes Payable [Line Items] | ||||
Conversion of convertible notes into common stock | shares | 7,156,495 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 15, 2020 | May 12, 2020 | May 31, 2020 | Apr. 30, 2020 | May 31, 2019 | Jun. 30, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | May 14, 2020 | |
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Preferred stock, issued (in shares) | 0 | 0 | |||||||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Preferred stock, authorized (in shares) | 10,000,000 | 0 | 10,000,000 | 0 | |||||||
Preferred stock, outstanding (in shares) | 0 | 0 | |||||||||
Common share, authorized (in shares) | 500,000,000 | 489,066,238 | 500,000,000 | 489,066,238 | |||||||
Exercise price of warrant (in dollars per share) | $ 11.50 | ||||||||||
Number of warrants outstanding | 11,438,290 | 0 | 11,500,000 | ||||||||
Number of securities called by warrants (in shares) | 0 | 5,750,000 | |||||||||
Redemption price per warrant | $ 0.01 | ||||||||||
Number of shares exercised | 5,719,145 | ||||||||||
Proceeds from warrant exercises | $ 65,800 | ||||||||||
Common share, issued (in shares) | 81,811,727 | 38,590,381 | 56,455,376 | 38,590,381 | |||||||
Common share, outstanding (in shares) | 80,911,727 | 38,590,381 | 54,655,376 | 38,590,381 | |||||||
Proceeds from issuance of common stock | $ 0 | $ 14,910 | |||||||||
Vesting of sponsor restricted shares (in shares) | 900,000 | ||||||||||
Warrants canceled (in shares) | 61,710 | ||||||||||
Subsequent Event [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Exercise price of warrant (in dollars per share) | $ 11.50 | $ 11.50 | |||||||||
Number of warrants outstanding | 11,438,290 | 11,500,000 | |||||||||
Number of shares exercised | 5,719,145 | 5,750,000 | |||||||||
Proceeds from warrant exercises | $ 65,800 | ||||||||||
Vesting of sponsor restricted shares (in shares) | 900,000 | ||||||||||
Preferred Stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | ||||||||||
Preferred stock, authorized (in shares) | 10,010,000 | 10,010,000 | |||||||||
Common stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Common share, authorized (in shares) | 500,000,000 | 500,000,000 | |||||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |||||||||
Issuance of common shares, net, shares | [1] | 1,910,414 | |||||||||
Common share, issued (in shares) | 56,455,376 | ||||||||||
Common share, outstanding (in shares) | 54,655,376 | ||||||||||
Vesting of sponsor restricted shares (in shares) | [1] | 900,000 | |||||||||
Warrant [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Warrants expiration date | Dec. 31, 2024 | ||||||||||
Private Placement [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Issuance of common shares, net, shares | 10,000,000 | ||||||||||
Common stock, sale price (in dollars per share) | $ 0.50 | ||||||||||
Generating gross proceeds of private placement warrants | $ 5,000 | ||||||||||
Exercise price of warrant (in dollars per share) | $ 11.50 | ||||||||||
IPO [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Common stock, sale price (in dollars per share) | $ 16.50 | $ 16.50 | |||||||||
Exercise price of warrant (in dollars per share) | $ 11.50 | $ 11.50 | |||||||||
Number of warrants outstanding | 11,500,000 | 11,500,000 | |||||||||
Redemption price per warrant | $ 0.01 | $ 0.01 | |||||||||
IPO [Member] | Warrant [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Number of securities called by warrants (in shares) | 5,750,000 | 5,750,000 | |||||||||
Number of securities called by each warrant (in shares) | 0.5 | ||||||||||
Underwritten Public Offering [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Common stock, sale price (in dollars per share) | $ 14.50 | ||||||||||
Number of shares issued in transaction | 9,613,365 | ||||||||||
Proceeds from issuance of common stock | $ 131,000 | ||||||||||
Underwritten Public Offering [Member] | Subsequent Event [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Common stock, sale price (in dollars per share) | $ 14.50 | ||||||||||
Number of shares issued in transaction | 9,613,365 | ||||||||||
Proceeds from issuance of common stock | $ 131,000 | ||||||||||
Underwritten Public Offering [Member] | Roivant Sciences Ltd. (RSL) [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Number of shares issued in transaction | 1,034,483 | ||||||||||
Underwritten Public Offering [Member] | Common stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Issuance of common shares, net, shares | [1] | 9,613,365 | |||||||||
Over-Allotment Option [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Number of shares issued in transaction | 1,253,917 | ||||||||||
Over-Allotment Option [Member] | Subsequent Event [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Number of shares issued in transaction | 1,253,917 | ||||||||||
Roivant Sciences Ltd. (RSL) [Member] | Common stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Earnout shares for issuance (in shares) | 8,773,969 | ||||||||||
Immunovant Sciences Ltd [Member] | Common stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Earnout shares for issuance (in shares) | 10,000,000 | ||||||||||
Immunovant Sciences Ltd [Member] | Common stock [Member] | Subsequent Event [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Earnout shares for issuance (in shares) | 10,000,000 | ||||||||||
Series A Preferred Stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Preferred stock, issued (in shares) | 10,000 | 10,000 | |||||||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Percentage of voting power of outstanding shares | 25.00% | 25.00% | |||||||||
Liquidation amount per share (in dollars per share) | $ 0.01 | $ 0.01 | |||||||||
Preferred stock, authorized (in shares) | 10,000 | 0 | 10,000 | 0 | |||||||
Preferred stock, outstanding (in shares) | 10,000 | 10,000 | |||||||||
Series A Preferred Stock [Member] | Roivant Sciences Ltd. (RSL) [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Preferred stock, issued (in shares) | 10,000 | 10,000 | |||||||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |||||||||
Preferred stock, outstanding (in shares) | 10,000 | ||||||||||
Four Series A Preferred Stock Member [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Percentage of voting power of outstanding shares | 50.00% | ||||||||||
Three Series A Preferred Stock [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Percentage of voting power of outstanding shares | 40.00% | ||||||||||
Two Series A Preferred Stock [Member] | Minimum [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Percentage of voting power of outstanding shares | 25.00% | ||||||||||
Two Series A Preferred Stock [Member] | Maximum [Member] | |||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||
Percentage of voting power of outstanding shares | 40.00% | ||||||||||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of common stock reserved for future issuance (Detail) - shares | Jun. 30, 2020 | Apr. 01, 2020 | Mar. 31, 2020 | Mar. 31, 2019 |
Schedule Of Common Stock Reserved For Future Issuance [Line Items] | ||||
Conversion of Series A preferred stock (in shares) | 10,000 | 10,000 | 0 | |
Options outstanding (in shares) | 5,238,554 | 3,873,888 | 189,269 | |
Options available for future option grants (in shares) | 5,716,057 | 5,283,520 | 3,478,728 | |
Common stock warrants (in shares) | 0 | 5,750,000 | ||
Earnout shares (in shares) | 10,000,000 | 20,000,000 | 0 | |
Total (in shares) | 21,091,811 | 2,186,215 | 34,917,408 | 3,667,997 |
Restricted stock units outstanding | ||||
Schedule Of Common Stock Reserved For Future Issuance [Line Items] | ||||
Restricted stock units outstanding (in shares) | 127,200 | 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 01, 2029 | Apr. 01, 2020 | Dec. 01, 2019 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 18, 2019 | Jul. 31, 2019 | Sep. 30, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common shares available for future issuance | 2,186,215 | 21,091,811 | 34,917,408 | 3,667,997 | |||||||
Common shares reserved for grant | 5,716,057 | 5,283,520 | 3,478,728 | ||||||||
Weighted average fair value at the grant date | $ 13.11 | $ 5.19 | $ 5.54 | $ 2.76 | |||||||
'Unrecognized equity-based compensation related to unvested stock options | $ 35,200 | $ 2,300 | $ 17,300 | ||||||||
Remaining weighted average service period for recognition | 3 years | 1 year 10 months 24 days | 3 years 1 month 6 days | ||||||||
Share based compensation expense | $ 3,918 | $ 537 | $ 6,788 | $ 31 | |||||||
Restricted stock units, grants in period (in shares) | 127,200 | ||||||||||
Roivant Sciences Ltd. (RSL) [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based compensation expense | $ 100 | $ 40 | $ 200 | $ 1,300 | |||||||
2019 Equity Incentive Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common shares available for future issuance | 5,500,000 | 5,716,057 | 5,283,520 | ||||||||
Percentage of common stock outstanding | 4.00% | 4.00% | |||||||||
Maximum number of shares issued | 16,500,000 | ||||||||||
Share based compensation, contractual term | Ten-year | ||||||||||
Common shares reserved for grant | 1,842,958 | 216,480 | |||||||||
Share based compensation, description | For grants of incentive stock options, if the grantee owns, or is deemed to own, 10% or more of the total voting power of the Company, then the exercise price shall be 110% of the fair market value of the Company's common stock on the date of grant and the option will have a five-year contractual term. | ||||||||||
2019 Equity Incentive Plan [Member] | Restricted stock units outstanding | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Restricted stock units, grants in period (in shares) | 127,200 | ||||||||||
2018 Equity Incentive Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common shares reserved for grant | 4,768,396 | 3,667,997 | |||||||||
Number of shares assumed and converted into options to purchase shares (in shares) | 3,395,596 | 3,657,408 | 4,408,287 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of stock option activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | |
Number of options | ||||
Number of options, beginning balance | 3,873,888 | 189,269 | ||
Number of options, granted | 1,626,478 | 4,785,939 | ||
Number of options, Exercised | (23,841) | |||
Number of options, Forfeited | (11,738) | (719,051) | ||
Number of options, Cancelled | (226,233) | (382,269) | ||
Number of options, ending balance | 5,238,554 | 3,873,888 | 3,873,888 | 189,269 |
Number of options, Exercisable | 819,601 | 306,735 | 306,735 | |
Weighted- Average Exercise Price | ||||
Weighted average exercise price, beginning balance | $ 8.33 | $ 4.12 | ||
Weighted average exercise price, granted | 19.57 | 8.30 | ||
Weighted average exercise price, exercised (in dollars per share) | 2.64 | |||
Weighted average exercise price, forfeited | 8.43 | 7.23 | ||
Weighted average exercise price, canceled | 7.86 | 7.86 | ||
Weighted average exercise price, ending balance | 11.87 | $ 8.33 | 8.33 | $ 4.12 |
Weighted average exercise price, exercisable | $ 7.79 | $ 7.31 | $ 7.31 | |
Remaining contractual term | 9 years 1 month 24 days | 9 years 4 months 13 days | 9 years 4 months 12 days | 9 years 7 months 20 days |
Remaining contractual term, exercisable | 8 years 11 months 19 days | 9 years 2 months 1 day | ||
Aggregate Intrinsic Value, beginning balance | $ 65,514 | $ 28,029 | $ 28,029 | $ 707 |
Aggregate intrinsic value, exercisable | 13,569 | 2,532 | 2,532 | |
Aggregate Intrinsic Value, beginning balance | $ 65,514 | $ 28,029 | $ 28,029 | $ 707 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of fair value assumptions (Detail) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.39% | 1.78% | 0.51% | 2.38% |
Expected term, in years | 5 years 6 months 21 days | 5 years 9 months | 5 years 9 months | 6 years 14 days |
Expected volatility | 78.16% | 74.69% | 74.69% | 74.79% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.44% | 2.25% | 2.25% | 2.97% |
Expected term, in years | 6 years 1 month 9 days | 6 years 1 month 9 days | 6 years 1 month 9 days | 6 years 25 days |
Expected volatility | 80.14% | 75.03% | 77.93% | 75.11% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of stock-based compensation expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 3,918 | $ 537 | $ 6,788 | $ 31 |
Research and Development Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | 419 | 63 | 3,125 | 29 |
General and Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 3,499 | $ 474 | $ 3,663 | $ 2 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2020 | Jun. 15, 2020 | May 12, 2020 | May 31, 2020 | Apr. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | May 14, 2020 | |
Subsequent Event [Line Items] | ||||||||||
Proceeds from issuance of common stock | $ 0 | $ 14,910 | ||||||||
Restricted Share For Each Milestone | 900,000 | |||||||||
Class of Warrant or Right, Outstanding | 0 | 11,438,290 | 0 | 11,500,000 | ||||||
Number Of Exercisable Options | 5,719,145 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.50 | |||||||||
Proceeds from warrant exercises | $ 65,800 | |||||||||
Common stock [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Restricted Share For Each Milestone | [1] | 900,000 | ||||||||
Common stock [Member] | Immunovant Sciences Ltd [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Earnout Shares For Issuance | 10,000,000 | |||||||||
Underwritten Public Offering [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Sale of stock, number of shares | 9,613,365 | |||||||||
Common stock, sale price (in dollars per share) | $ 14.50 | |||||||||
Proceeds from issuance of common stock | $ 131,000 | |||||||||
Over-Allotment Option [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Sale of stock, number of shares | 1,253,917 | |||||||||
Subsequent Event [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Proceeds from value added tax refunds | $ 2,900 | |||||||||
Repayment of notes receivable from RSL | $ 2,900 | |||||||||
Restricted Share For Each Milestone | 900,000 | |||||||||
Class of Warrant or Right, Outstanding | 11,438,290 | 11,500,000 | ||||||||
Number Of Exercisable Options | 5,719,145 | 5,750,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.50 | $ 11.50 | ||||||||
Proceeds from warrant exercises | $ 65,800 | |||||||||
Subsequent Event [Member] | Common stock [Member] | Immunovant Sciences Ltd [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Earnout Shares For Issuance | 10,000,000 | |||||||||
Subsequent Event [Member] | Common stock [Member] | Roivant Science LTD [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Earnout Shares For Issuance | 8,773,969 | |||||||||
Subsequent Event [Member] | Sublease 6th Floor Of Building [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Lease expiration date | Feb. 27, 2024 | |||||||||
Subsequent Event [Member] | Sublease 9th Floor Of Building [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Lease expiration date | Apr. 29, 2024 | |||||||||
Subsequent Event [Member] | Sublease Agreement1 [Member] | Roivant Science LTD [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Operating Lease Payments | $ 4,300 | |||||||||
Lease Period | 4 years | |||||||||
Subsequent Event [Member] | Sublease Agreement2 [Member] | Roivant Science LTD [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Operating Lease Payments | $ 4,300 | |||||||||
Lease Period | 4 years | |||||||||
Subsequent Event [Member] | Underwritten Public Offering [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Sale of stock, number of shares | 9,613,365 | |||||||||
Common stock, sale price (in dollars per share) | $ 14.50 | |||||||||
Proceeds from issuance of common stock | $ 131,000 | |||||||||
Subsequent Event [Member] | Underwritten Public Offering [Member] | Roivant Sciences Ltd. (RSL) [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Sale of stock, number of shares | 1,034,483 | |||||||||
Subsequent Event [Member] | Over-Allotment Option [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Sale of stock, number of shares | 1,253,917 | |||||||||
[1] | Retroactively restated for reverse recapitalization as described in Note 1. |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Restricted Stock Unit Awards Activity (Detail) | 3 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Payment Arrangement [Abstract] | |
Issued | shares | 127,200 |
Unvested as of June 30, 2020 | shares | 127,200 |
Weighted average grant date fair value, issued | $ / shares | $ 19.01 |
Weighted average grant date fair value, ending balance | $ / shares | $ 19.01 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020USD ($)Sublease | Apr. 30, 2020USD ($) | Mar. 31, 2020USD ($) | |
Leases [Abstract] | |||
Number of sublease agreements | Sublease | 2 | ||
Operating lease right-of-use assets | $ 4,063 | $ 4,200 | $ 0 |
Present value of future payments | $ 4,074 | $ 4,200 | |
Incremental borrowing rate | 3.90% | ||
Operating lease, weighted average remaining lease term | 3 years 8 months 12 days | 3 years 8 months 12 days | |
Operating lease rent expense | $ 200 | ||
Operating lease payments | $ 100 |
Leases - Schedule of Remaining
Leases - Schedule of Remaining Undiscounted Contractual Rent Obligations (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Apr. 30, 2020 | Mar. 31, 2020 |
Leases [Abstract] | |||
2021 | $ 884 | ||
2022 | 1,198 | ||
2023 | 1,152 | ||
2024 | 1,132 | ||
2025 | 47 | ||
Thereafter | 0 | ||
Total undiscounted payments | 4,413 | ||
Less: present value adjustment | (339) | ||
Present value of future payments | 4,074 | $ 4,200 | |
Less: current portion of operating lease liabilities | (1,102) | $ 0 | |
Operating lease liabilities, net of current portion | $ 2,972 | $ 0 |