XML 37 R20.htm IDEA: XBRL DOCUMENT v3.20.4
Subsequent Events
 9 Months Ended
Dec. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
(A) Sumitomo Dainippon Pharma Loan Agreement
Pursuant to the terms of the Sumitomo Dainippon Pharma Loan Agreement (see Note 5(A)), the Company is permitted to draw down funds once per calendar quarter, subject to certain conditions. In January 2021, the Company borrowed $45.0 million under the Sumitomo Dainippon Pharma Loan Agreement. Subsequent to this draw, approximately $41.3 million of borrowing capacity remains available to the Company.
(B) Appointment of New Principal Executive Officer and Changes to Board of Directors
On January 4, 2021, David Marek was appointed as chief executive officer of Myovant Sciences, Inc. Mr. Marek will also serve as Principal Executive Officer of Myovant Sciences Ltd. and as a member of its board of directors. Mr. Marek succeeds Dr. Lynn Seely, who previously held these positions until her resignation on January 3, 2021.
Employment Agreement between Myovant Sciences, Inc. and David Marek
Mr. Marek and Myovant Sciences, Inc. entered into an Employment Agreement on January 4, 2021, pursuant to which, Mr. Marek was granted 306,427 stock options and 223,076 restricted stock units in January 2021. These awards will vest with respect to 1/4 of the shares covered by the awards on the first anniversary of the grant date and 1/16 of the shares covered by the awards quarterly thereafter.
Separation Agreement and General Release by and between Lynn Seely, M.D. and Myovant Sciences, Inc.
On January 3, 2021, Dr. Seely and Myovant Sciences, Inc. entered into a Separation Agreement and General Release pursuant to which, among other things, Dr. Seely will receive severance benefits of approximately $1.9 million, which the Company will record as SG&A expenses during the three months ended March 31, 2021.
Pursuant to the terms of the Separation and General Release Agreement, Dr. Seely will also receive full vesting of her then-outstanding and unvested equity awards. In addition, the post-termination period during which Dr. Seely may exercise her outstanding stock options will be extended to 12 months, and Dr. Seely has granted Sumitovant or any Sumitovant affiliate a right of first refusal to purchase her common shares of the Company under certain circumstances and provide the Company and its affiliates a general release of claims. The Company expects to recognize share-based compensation expense within SG&A expenses during the three months ended March 31, 2021 of approximately $28.0 million, consisting of share-based compensation expense related to the accelerated vesting of these equity awards, incremental share-based compensation expense related to the modification of the post-exercise termination period, and the reclassification and remeasurement of the awards from equity to liabilities following the modification of these awards to include a repurchase feature described above.
The share-based compensation liabilities will be remeasured at fair value each reporting period, with the change in fair value recorded as share-based compensation expense within SG&A expenses until the underlying equity awards are exercised and sold to Sumitovant or to the market or Dr. Seely has held the unsold shares for a period of at least six months. The fair value of the shares held for less than six months will be remeasured based on the Company’s closing stock price at each reporting period and the fair value of the outstanding stock options will be remeasured at each reporting period by utilizing the Black-Scholes option-pricing model.