Roivant Sciences Ltd. Files 8-K

TL;DR

Roivant filed a routine 8-K, no major news.

AI Summary

Roivant Sciences Ltd. filed an 8-K on September 18, 2024, to report on Regulation FD disclosures and financial statements. The filing does not contain specific financial figures or material events beyond the standard reporting requirements for this form.

Why It Matters

This 8-K filing indicates Roivant Sciences Ltd. is complying with regulatory reporting requirements, but it does not disclose new material information that would immediately impact its stock price.

Risk Assessment

Risk Level: low — The filing is a standard regulatory report and does not contain any new material information that would suggest increased risk.

Key Players & Entities

• Roivant Sciences Ltd. (company) — Registrant

FAQ

Key Financial Figures

• $0.0000000341740141 — e on which registered Common Shares, $0.0000000341740141 par value per share ROIV The Nasdaq

Filing Documents

• ef20036017_8k.htm (8-K) — 35KB
• ef20036017_ex99-1.htm (EX-99.1) — 37KB
• ef20036017_ex99-2.htm (EX-99.2) — 19KB
• ef20036017_ex99-2slide1.jpg (GRAPHIC) — 133KB
• ef20036017_ex99-2slide2.jpg (GRAPHIC) — 248KB
• ef20036017_ex99-2slide3.jpg (GRAPHIC) — 120KB
• ef20036017_ex99-2slide4.jpg (GRAPHIC) — 143KB
• ef20036017_ex99-2slide5.jpg (GRAPHIC) — 140KB
• ef20036017_ex99-2slide6.jpg (GRAPHIC) — 179KB
• ef20036017_ex99-2slide7.jpg (GRAPHIC) — 97KB
• ef20036017_ex99-2slide8.jpg (GRAPHIC) — 96KB
• 0001140361-24-041344.txt ( ) — 1837KB
• roiv-20240918.xsd (EX-101.SCH) — 4KB
• roiv-20240918_lab.xml (EX-101.LAB) — 21KB
• roiv-20240918_pre.xml (EX-101.PRE) — 16KB
• ef20036017_8k_htm.xml (XML) — 4KB

01

Item 7.01. Regulation FD Disclosure. On September 18, 2024, Roivant Sciences Ltd. (the "Company") and Organon & Co. ("Organon"), issued a joint press release announcing the execution of an Agreement and Plan of Merger (the "Merger Agreement") by and among Dermavant Sciences Ltd., a majority-owned subsidiary of the Company ("Dermavant"), Organon, Organon Bermuda Ltd., an indirect wholly owned subsidiary of Organon, and the Company, solely in its capacity as the representative of the securityholders of Dermavant (the "Transaction"). A copy of the joint press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein. On September 18, 2024, the Company also published an investor presentation on its website in connection with the Transaction. A copy of the investor presentation is attached as Exhibit 99.2 hereto and is incorporated by reference herein. The information furnished under this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed incorporated by reference into any other filing with the U.S. Securities Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Forward Looking Statements

Forward Looking Statements This communication contains forward-looking statements. Statements in this communication may include statements that are not historical facts and are considered forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which are usually identified by the use of words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and variations of such words or similar expressions. These words may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The Company intends these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act. The Company's forward-looking statements include, but are not limited to, statements regarding the Company's or its management team's expectations, hopes, beliefs, intentions or strategies regarding the future, and statements that are not historical facts, including statements about the clinical and therapeutic potential of the Company's products and product candidates, the availability and success of topline results from the Company's ongoing clinical trials, any commercial potential of the Company's products and product candidates, the Transaction, the expected benefits of the Transaction, the expected timing of completion of the Transaction and anticipated future financial and operating performance and results. In addition, any statements that refer to projections, forecasts or other characterizations of future events, results or circumstances, including any underlying assumptions, are forward-looking statements. Actual results may differ materially from those

forward-looking statements, whether as a result of new information, future events or otherwise

forward-looking statements, whether as a result of new information, future events or otherwise.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description of Exhibit 99.1 Joint Press Release, dated September 18, 2024. 99.2 Investor Presentation, dated September 18, 2024. 104 Cover Page Interactive Data File (embedded with Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ROIVANT SCIENCES LTD. By: /s/ Matt Maisak Name: Matt Maisak Title: Authorized Signatory Dated: September 18, 2024

View Full Filing

View this 8-K filing on SEC EDGAR