0001213900-18-015688.txt : 20181114
0001213900-18-015688.hdr.sgml : 20181114
20181114123015
ACCESSION NUMBER: 0001213900-18-015688
CONFORMED SUBMISSION TYPE: 13F-HR
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20180930
FILED AS OF DATE: 20181114
DATE AS OF CHANGE: 20181114
EFFECTIVENESS DATE: 20181114
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: Woodford Investment Management Ltd
CENTRAL INDEX KEY: 0001634557
IRS NUMBER: 000000000
STATE OF INCORPORATION: X0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 13F-HR
SEC ACT: 1934 Act
SEC FILE NUMBER: 028-16850
FILM NUMBER: 181181972
BUSINESS ADDRESS:
STREET 1: 9400 GARSINGTON ROAD
CITY: OXFORD
STATE: X0
ZIP: OX4 2HN
BUSINESS PHONE: 00 44 1865809023
MAIL ADDRESS:
STREET 1: 9400 GARSINGTON ROAD
CITY: OXFORD
STATE: X0
ZIP: OX4 2HN
FORMER COMPANY:
FORMER CONFORMED NAME: Woodford Investment Management LLP
DATE OF NAME CHANGE: 20150220
13F-HR
1
primary_doc.xml
13F-HR
LIVE
false
false
false
0001634557
XXXXXXXX
09-30-2018
09-30-2018
false
Woodford Investment Management Ltd
9400 Garsington Road
Oxford
X0
OX4 2HN
13F HOLDINGS REPORT
028-16850
Y
The Reporting Manager ("WIM") is the investment manager of various funds (the "WIM Funds"), including the Other Included Managers set forth herein ("13F Funds"), and has defined investment discretion and, except as detailed below and in the Information Table ("Table"), shared voting authority with respect to the securities held by WIM Funds reported herein. With respect to Evofem Biosciences, Inc. ("EVFM"), each WIM Fund who own shares of EVFM common stock ("EVFM Stock") (the "EVFM Funds"), two of which are 13F Funds-LF Woodford Equity Income Fund and Woodford Patient Capital Trust Plc (the "OIM Funds"), has delivered to EVFM a duly executed irrevocable proxy appointing any designee of EVFM as its sole and exclusive attorney and proxy to vote at every meeting of EVFM stockholders with respect to all shares of EVFM Stock owned by it in excess of 19.5% of the then outstanding shares of EVFM Stock in the same proportion as shares voted by all other stockholders (excluding such fund) voting on or consenting to such matters. Accordingly, each EVFM Fund only has voting power (which it shares with WIM) up to and including that 19.5% threshold. For the shares above such threshold, voting power is reported as "none" in Column 8 of the Table. For this calculation, the total outstanding EVFM shares used was 25,804,625 shares outstanding as reported in EVFM's Form 10-Q, filed with the SEC on August 2, 2018. Please refer to the Form of Voting Agreement, incorporated by reference to Exhibit 4.10 of EVFM's Form S-4 (No. 333-221592) filed on 11/15/17 and WIM's Schedule 13G with respect to the EVFM Stock filed by WIM on 6/11/18, for more information. With respect to Autolus Therapeutics plc ("AUTL"), three WIM Funds (including the OIM Funds) have executed irrevocable proxies appointing WIM as their sole and exclusive attorney and proxy to vote at every meeting of shareholders of AUTL and exercise all rights with respect to all capital stock of AUTL ("AUTL Shares") beneficially owned by such fund ("AUTL Proxy Shares"). WIM executed an irrevocable proxy to AUTL (the "AUTL Proxy"), appointing any designee of AUTL as the sole and exclusive attorney and proxy of WIM to represent WIM and to vote at every meeting of shareholders of AUTL and exercise all rights with respect to all AUTL Proxy Shares, which when added to AUTL Shares beneficially owned by Abu Dhabi Investment Authority ("WEST"), Quilter Investors UK Equity Income II Fund ("Quilter") and Arix Bioscience plc ("Arix"), are in excess of 9.99% of the then outstanding capital stock of AUTL (the "Threshold") in the same proportion as the shares voted by all other stockholders (excluding WIM and Quilter) voting on such matters. Accordingly, (i) each WIM Fund has no voting control over AUTL Shares held by it, and for those WIM Funds who are 13F Funds, such voting control is reported as "none" in Column 8 of the Table, (ii) WIM has sole voting power with respect to AUTL Proxy Shares, which when added to the AUTL Shares held by Arix, WEST and Quilter, are at or below the Threshold, and such voting control is reported as "sole" in Column 8 of the Table and (iii) WIM has no voting power with respect to all other AUTL Shares held by the WIM Funds (which voting power resides solely with AUTL), and such voting control is reported as "none" in Column 8 of the Table. For purposes of this calculation, (x) the total outstanding AUTL Shares used was 40,109,743 shares of outstanding ordinary shares, as disclosed to WIM by AUTL's transfer agent and depository agent as of September 18, 2018, (y) the total outstanding AUTL Shares owned by Quilter was 107,654 shares as of September 30, 2018 and (z) the total AUTL Shares owned by Arix was 3,161,533 shares, as disclosed in the AUTL Schedule 13D filed by Arix on 7/6/18. All AUTL Shares are subject to a Lock-Up Agreement, dated as of February 9, 2018.
Chris Martin
Head of Compliance
44-0-1865-809041
/s/ Chris Martin
Oxford
X0
11-14-2018
5
25
1255667
1
0001637243
028-18455
LF Woodford Equity Income Fund
2
0001730427
028-18454
SJPUT UK High Income
3
0001730428
028-18453
SJPUK Net Distribution Bond
4
0001729720
028-18456
Woodford Patient Capital Trust Plc
5
0001740255
028-18750
SJPUK EX UK Equity
INFORMATION TABLE
2
infotable.xml
AGIOS PHARMACEUTICALS INC
Common
00847X104
22591
292937
SH
DFND
5
0
292937
0
AGIOS PHARMACEUTICALS INC
Common
00847X104
31469
408051
SH
DFND
3
0
408051
0
AGIOS PHARMACEUTICALS INC
Common
00847X104
40365
523404
SH
DFND
2
0
523404
0
AGIOS PHARMACEUTICALS INC
Common
00847X104
7177
93067
SH
DFND
0
93067
0
ALKERMES PLC
SHS
G01767105
24496
577184
SH
DFND
5
0
577184
0
ALKERMES PLC
SHS
G01767105
34863
821459
SH
DFND
3
0
821459
0
ALKERMES PLC
SHS
G01767105
45767
1078403
SH
DFND
2
0
1078403
0
ALKERMES PLC
SHS
G01767105
7751
182630
SH
DFND
0
182630
0
AUTOLUS THERAPEUTICS PLC
SPON ADS
05280R100
125932
4106044
SH
DFND
4
0
0
0
AUTOLUS THERAPEUTICS PLC
SPON ADS
05280R100
175608
5725730
SH
DFND
1
0
0
0
AUTOLUS THERAPEUTICS PLC
SPON ADS
05280R100
30490
994145
SH
DFND
207641
107654
10510624
BIOGEN INC
Common
09062X103
21692
61397
SH
DFND
5
0
61397
0
BIOGEN INC
Common
09062X103
33744
95508
SH
DFND
3
0
95508
0
BIOGEN INC
Common
09062X103
41057
116207
SH
DFND
2
0
116207
0
BIOGEN INC
Common
09062X103
7579
21452
SH
DFND
0
21452
0
EVOFEM BIOSCIENCES INC
Common
30048L104
6774
1672611
SH
DFND
4
0
1672611
0
EVOFEM BIOSCIENCES INC
Common
30048L104
29658
7323079
SH
DFND
1
0
5031901
2291178
EVOFEM BIOSCIENCES INC
Common
30048L104
2420
597507
SH
DFND
0
597507
0
NIGHTSTAR THERAPEUTICS PLC
ADR
65413A101
13935
682109
SH
DFND
0
0
682109
NUCANA PLC
SPON ADR
67022C106
14254
572000
SH
DFND
0
0
572000
PROTHENA CORP PLC
SHS
G72800108
34654
2649408
SH
DFND
4
0
2649408
0
PROTHENA CORP PLC
SHS
G72800108
103970
7948790
SH
DFND
1
0
7948790
0
PROTHENA CORP PLC
SHS
G72800108
17350
1326416
SH
DFND
0
741342
585074
THERAVANCE BIOPHARMA INC
Common
G8807B106
338423
10358839
SH
DFND
1
0
10358839
0
THERAVANCE BIOPHARMA INC
Common
G8807B106
43648
1336040
SH
DFND
0
419041
916999