Roivant Sciences Ltd
For the period ended Dec 31, 2024. Filed Feb 10, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2024 · Filed Feb 10, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Unregistered Sales of Equity Securities and Use of Proceeds
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. |
|---|
Issuer Purchases of Equity Securities
During the three and nine months ended December 31, 2024, we repurchased 20,269,486 and 101,504,919 common shares, respectively, for $237.5 million and $1.0 billion, respectively, including 478,202 common shares which were repurchased on December 31, 2024 with a settlement date of January 2, 2025. As of December 31, 2024, we were authorized to repurchase up to $497.2 million of our common shares.
The following table summarizes our common share repurchase transactions for the three months ended December 31, 2024:
| Period | Total Number of Common Shares Purchased(1) | Average Price Paid per Common Share | Total Number of Common Shares Purchased as Part of Publicly Announced Program(1)(2) | Approximate Dollar Value of Common Shares that May Yet Be Purchased Under the Program(2) |
|---|---|---|---|---|
| (in millions) | ||||
| October 1 – 31, 2024 | 7,900,605 | $11.54 | 7,900,605 | $643.5 |
| November 1 – 30, 2024 | 5,876,062 | $11.78 | 5,876,062 | $574.3 |
| December 1 – 31, 2024 | 6,492,819 | $11.88 | 6,492,819 | $497.2 |
| Total | 20,269,486 | 20,269,486 | ||
| (1) | The total number of common shares purchased set forth in this column is based on the trade date of the repurchase transaction (not the settlement date of the repurchase transaction), including 478,202 common shares which were repurchased on December 31, 2024 with a settlement date of January 2, 2025. |
| (2) | On April 2, 2024, we announced that our board of directors had authorized a common share repurchase program, allowing for repurchases of Roivant common shares in an aggregate amount of up to $1.5 billion (excluding fees and expenses). The timing and total amount of common shares repurchased depends on several factors, including the market price of our common shares, general business, macroeconomic and market conditions and other investment opportunities. Under the repurchase program, purchases may be conducted through open market transactions, tender offers or privately negotiated transactions, including the use of trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. See Note 8–Shareholders’ Equity in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information related to share repurchases. Table excludes fees and commissions payable in connection with common share repurchases. |
| * | In addition to the repurchase transactions set forth above, during the nine months ended December 31, 2024, we withheld 2,619,576 common shares associated with net share settlements to cover (i) tax withholding obligations upon the vesting and settlement of equity incentive awards issued under our equity incentive plans, including RSUs and CVARs, and (ii) the payment of the exercise price of certain stock options. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.