0001213900-19-002550.txt : 20190214
0001213900-19-002550.hdr.sgml : 20190214
20190214160014
ACCESSION NUMBER: 0001213900-19-002550
CONFORMED SUBMISSION TYPE: 13F-HR
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20181231
FILED AS OF DATE: 20190214
DATE AS OF CHANGE: 20190214
EFFECTIVENESS DATE: 20190214
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: 19605732
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
12-31-2018
12-31-2018
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. ("EVF"), LF Woodford Equity Income Fund ("LFW") and Omnis Income & Growth Fund ("OI&G") own shares of EVF common stock ("EVF Stock") (each an "EVF Fund" and together the "EVF Funds"). The EVF Funds have each delivered to EVF a duly executed irrevocable proxy appointing any designee of EVF as their respective sole and exclusive attorney and proxy to vote at every meeting of EVF stockholders with respect to all shares of EVF Stock owned by such EVF Fund in excess of 19.5% of the then outstanding shares of EVF Stock (the "EVF Threshold") in the same proportion as shares voted by all other stockholders (excluding such EVF Fund) voting on or consenting to such matters. Accordingly, each EVF Fund has voting power (which it shares with WIM) only up to and including the EVF Threshold. LFW holds EVF Stock above the EVF Threshold, thus voting power above the EVF Threshold is reported as "none" in Column 8 of the Table. For this calculation, the total outstanding EVF shares used was 25,867,248 shares outstanding as reported in EVF's Form 10-Q, filed with the SEC on 11/7/18. Please refer to the Form of Voting Agreement, incorporated by reference to Exhibit 4.10 of EVF's Form S-4 (No. 333-221592) filed on 11/15/17 and WIM's Schedule 13G/A with respect to the EVF Stock filed by WIM on 2/14/19, for more information. With respect to Autolus Therapeutics plc ("AUT"), four WIM Funds (including LFW and Woodford Patient Capital Trust Plc ("PCT") have executed irrevocable proxies appointing WIM as their sole and exclusive attorney and proxy to vote at every meeting of shareholders of AUT and exercise all rights with respect to all capital stock of AUT, including ordinary shares ("AUT Shares"), beneficially owned by such funds ("AUT Proxy Shares"). WIM executed an irrevocable proxy (the "AUT Proxy") appointing any designee of AUT as the sole and exclusive attorney and proxy of WIM to represent WIM and to vote at every meeting of shareholders of AUT and exercise all rights with respect to all AUT Proxy Shares, which when added to AUT Shares beneficially owned by a segregated account managed by WIM ("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 AUT (the "AUT Threshold") in the same proportion as the shares voted by all other stockholders (excluding WIM and Quilter) voting on such matters. Accordingly, (i) no WIM Fund that has executed a voting proxy in favor of WIM has voting control over AUT Shares held by it, and for those WIM Funds who are 13F Funds (LFW and PCT), such voting control is reported as "none" in Column 8 of the Table, (ii) WIM has sole voting power with respect to AUT Proxy Shares, which when added to the AUT Shares held by Arix, WEST and Quilter, are at or below the AUT 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 AUT Shares held by the WIM Funds (which voting power resides solely with AUT), and such voting control is reported as "none" in Column 8 of the Table. For purposes of this calculation, (x) the total outstanding AUT Shares used was 40,416,182 shares of outstanding ordinary shares as of 9/30/18 as reported in AUT's Annual Report on Form 20-F, filed with the SEC on 11/23/18, (y) the total outstanding AUT Shares owned by Quilter was 167,504 shares as of 12/31/18 and (z) the total AUT Shares owned by Arix was 3,161,533 shares, as disclosed in the AUT Schedule 13D filed by Arix on 7/6/18.
Chris Martin
Head of Compliance
44-0-1865-809041
/s/ Chris Martin
Oxford
X0
02-14-2019
4
24
1156264
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
INFORMATION TABLE
2
infotable.xml
AGIOS PHARMACEUTICALS INC
Common
00847X104
27794
602769
SH
DFND
3
0
602769
0
AGIOS PHARMACEUTICALS INC
Common
00847X104
37957
823176
SH
DFND
2
0
823176
0
AGIOS PHARMACEUTICALS INC
Common
00847X104
25430
551514
SH
DFND
0
551514
0
ALKERMES PLC
SHS
G01767105
23651
801459
SH
DFND
3
0
801459
0
ALKERMES PLC
SHS
G01767105
31824
1078403
SH
DFND
2
0
1078403
0
ALKERMES PLC
SHS
G01767105
22422
759814
SH
DFND
0
759814
0
AUTOLUS THERAPEUTICS PLC
SPON ADS
05280R100
134842
4106044
SH
DFND
4
0
0
0
AUTOLUS THERAPEUTICS PLC
SPON ADS
05280R100
207299
6312380
SH
DFND
1
0
0
0
AUTOLUS THERAPEUTICS PLC
SPON ADS
05280R100
49490
1506995
SH
DFND
131431
167504
11626484
BIOGEN INC
Common
09062X103
18810
62508
SH
DFND
3
0
62508
0
BIOGEN INC
Common
09062X103
26844
89207
SH
DFND
2
0
89207
0
BIOGEN INC
Common
09062X103
22524
74849
SH
DFND
0
74849
0
EVOFEM BIOSCIENCES INC
Common
30048L104
5919
1412611
SH
DFND
4
0
1412611
0
EVOFEM BIOSCIENCES INC
Common
30048L104
30684
7323079
SH
DFND
1
0
5044113
2278966
EVOFEM BIOSCIENCES INC
Common
30048L104
3593
857507
SH
DFND
0
857507
0
NIGHTSTAR THERAPEUTICS PLC
ADR
65413A101
13248
1150000
SH
DFND
1
0
1150000
0
NIGHTSTAR THERAPEUTICS PLC
ADR
65413A101
8886
771315
SH
DFND
0
0
771315
NUCANA PLC
SPON ADR
67022C106
14268
984000
SH
DFND
1
0
984000
0
NUCANA PLC
SPON ADR
67022C106
12775
881000
SH
DFND
0
222000
659000
PROTHENA CORP PLC
SHS
G72800108
25589
2484408
SH
DFND
4
0
2484408
0
PROTHENA CORP PLC
SHS
G72800108
81873
7948790
SH
DFND
1
0
7948790
0
PROTHENA CORP PLC
SHS
G72800108
15362
1491416
SH
DFND
0
625000
866416
THERAVANCE BIOPHARMA INC
Common
G8807B106
271054
10592189
SH
DFND
1
0
10592189
0
THERAVANCE BIOPHARMA INC
Common
G8807B106
44126
1724340
SH
DFND
0
767341
956999