imvt-20230630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-38906

IMMUNOVANT, INC.

(Exact name of Registrant as specified in its Charter)


Delaware		83-2771572
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

320 West 37th Street		10018
New York,	NY
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (917) 580-3099

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange
on which registered

Common Stock, $0.0001 par value per share

IMVT

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 4, 2023, there were 130,671,667 shares of the Registrant’s common stock, $0.0001 par value per share, outstanding.



		Page

PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	4
	Condensed Consolidated Balance Sheets as of June 30, 2023 and March 31, 2023	4
	Condensed Consolidated Statements of Operations for the Three Months Ended June 30, 2023 and 2022	5
	Condensed Consolidated Statements of Comprehensive Loss for the Three Months Ended June 30, 2023 and 2022	6
	Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended June 30, 2023 and 2022	7
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended June 30, 2023 and 2022	8
	Notes to Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	28
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	83
Item 3.	Defaults Upon Senior Securities	83
Item 4.	Mine Safety Disclosures	83
Item 5.	Other Information	83
Item 6.	Exhibits	84
SIGNATURES		85


	June 30, 2023		March 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	329,960	$	376,532
Accounts receivable	823		700
Prepaid expenses and other current assets	19,232		27,101


Total current assets	350,015		404,333
Operating lease right-of-use assets	882		1,172
Property and equipment, net	325		333

Total assets	$	351,222	$	405,838
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	26,459	$	1,353
Accrued expenses	23,979		40,771
Current portion of operating lease liabilities	919		1,173


Total current liabilities	51,357		43,297
Operating lease liabilities, net of current portion	—		47
Total liabilities	51,357		43,344
Commitments and contingencies (Note 9)
Stockholders’ equity:
Series A preferred stock, par value $0.0001 per share, 10,000 shares authorized, issued and outstanding at June 30, 2023 and March 31, 2023	—		—
Preferred stock, par value $0.0001 per share, 10,000,000 shares authorized, no shares issued and outstanding at June 30, 2023 and March 31, 2023	—		—
Common stock, par value $0.0001 per share, 500,000,000 shares authorized, 130,565,429 shares issued and outstanding at June 30, 2023 and 500,000,000 shares authorized, 130,329,863 shares issued and outstanding at March 31, 2023	13		13
Additional paid-in capital	939,554		927,976
Accumulated other comprehensive income	582		852
Accumulated deficit	(640,284)		(566,347)
Total stockholders’ equity	299,865		362,494
Total liabilities and stockholders’ equity	$	351,222	$	405,838


	Three Months Ended June 30,
	2023		2022
Operating expenses:
Research and development	$	50,575	$	28,429
Acquired in-process research and development	12,500		—
General and administrative	15,402		11,946
Total operating expenses	78,477		40,375

Interest income	(4,065)		—
Other income	(464)		(354)
Loss before provision (benefit) for income taxes	(73,948)		(40,021)
Provision (benefit) for income taxes	(11)		352
Net loss	$	(73,937)	$	(40,373)
Net loss per common share – basic and diluted	$	(0.57)	$	(0.35)
Weighted-average common shares outstanding – basic and diluted	130,503,264		116,557,508


	Series A preferred stock		Common stock			Additional paid-in capital		Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders’ equity
	Shares	Amount	Shares	Amount
Balance at March 31, 2023	10,000	—	130,329,863	$	13	$	927,976	$	852	$	(566,347)	$	362,494
Stock options exercised and restricted stock units vested and settled	—	—	235,566	—		890		—		—		890
Capital contribution – stock-based compensation	—	—	—	—		35		—		—		35
Stock-based compensation	—	—	—	—		10,653		—		—		10,653
Foreign currency translation adjustments	—	—	—	—		—		(270)		—		(270)
Net loss	—	—	—	—		—		—		(73,937)		(73,937)
Balance at June 30, 2023	10,000	—	130,565,429	$	13	$	939,554	$	582	$	(640,284)	$	299,865


	Three Months Ended June 30,
	2023		2022
Cash flows from operating activities
Net loss	$	(73,937)	$	(40,373)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	10,688		7,687
Depreciation on property and equipment	53		44
Non-cash lease expense	290		279




Changes in operating assets and liabilities:
Accounts receivable	(142)		(947)
Prepaid expenses and other current assets	8,262		(9,201)


Accounts payable	25,011		(17,485)
Accrued expenses	(17,294)		(5,542)


Operating lease liabilities	(301)		(281)
Net cash used in operating activities	(47,370)		(65,819)
Cash flows from investing activities
Purchase of property and equipment	(45)		(42)
Net cash used in investing activities	(45)		(42)
Cash flows from financing activities


Proceeds from stock options exercised	890		21


Net cash provided by financing activities	890		21
Effect of exchange rate changes on cash and cash equivalents	(47)		(772)
Net change in cash and cash equivalents	(46,572)		(66,612)
Cash and cash equivalents – beginning of period	376,532		493,817
Cash and cash equivalents – end of period	$	329,960	$	427,205


	June 30, 2023		March 31, 2023
Research and development expenses	$	19,756	$	31,321

Accrued bonuses	2,445		7,530
Legal and other professional fees	743		572
Other expenses	1,035		1,348
Total accrued expenses	$	23,979	$	40,771


	June 30, 2023	March 31, 2023
Conversion of Series A preferred stock	10,000	10,000
Stock options outstanding	13,582,057	11,682,481
Restricted stock units outstanding	5,469,162	4,057,778
Equity awards available for future grants	2,256,986	590,317
Total	21,318,205	16,340,576


	Number of Stock Options	Weighted- Average Exercise Price		Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in thousands)
Balance - March 31, 2023	11,682,481	$	8.05	8.16	$	88,919
Granted	2,032,956	15.00
Exercised	(121,811)	7.31
Forfeited	(7,942)	17.12
Expired	(3,627)	8.62
Balance - June 30, 2023	13,582,057	$	9.09	8.21	$	134,274
Exercisable - June 30, 2023	5,665,523	$	8.59	7.00	$	58,827


	Number of RSUs	Weighted- Average Grant Date Fair Value
Nonvested as of March 31, 2023	3,692,979	$	7.63
Issued	1,530,434	14.97
Vested	(196,267)	7.40
Forfeited	(5,295)	17.12
Nonvested as of June 30, 2023	5,021,851	$	9.86


	Three Months Ended June 30,
	2023	2022
Risk-free interest rate	3.45% - 3.94%	2.74% - 3.19%
Expected term, in years	6.11	6.11
Expected volatility	93.66% - 98.15%	87.12% - 88.06%
Expected dividend yield	—%	—%

SEC Form 10-Q filed by Immunovant Inc.