0001213900-19-022870.txt : 20191112 0001213900-19-022870.hdr.sgml : 20191112 20191112144932 ACCESSION NUMBER: 0001213900-19-022870 CONFORMED SUBMISSION TYPE: 13F-HR/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190630 FILED AS OF DATE: 20191112 DATE AS OF CHANGE: 20191112 EFFECTIVENESS DATE: 20191112 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 028-16850 FILM NUMBER: 191208671 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/A 1 primary_doc.xml 13F-HR/A LIVE false false false 0001634557 XXXXXXXX 06-30-2019 06-30-2019 true 1 RESTATEMENT false Woodford Investment Management Ltd

9400 Garsington Road Oxford X0 OX4 2HN

13F HOLDINGS REPORT 028-16850 Y This amendment is being filed to reflect that as of June 5, 2019, the Reporting Manager ('WIM') was no longer the investment manager of SJPUT UK High Income and SJPUK Net Distribution Bond. WIM is the investment manager of various funds (the "WIM Funds"), including the Other Included Managers set forth herein, 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"), Woodford Patient Capital Trust Plc ("PCT") and Omnis Income & Growth Fund own shares of EVF common stock ("EVF Stock"). Each such fund has delivered to EVF a duly executed irrevocable proxy appointing any designee of EVF as its 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 it 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 fund) voting on or consenting to such matters. Accordingly, each such 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 46,406,004 shares outstanding as of 6-14-19 as reported in EVF's Prospectus on Form 424B3, filed with the SEC on 7-2-19. 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 8-8-19, for more information. With respect to Autolus Therapeutics plc ("AUT"), four WIM Funds (including LFW and 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 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) voting on such matters. Accordingly, (i) LFW and PCT do not have voting control over AUT Shares held by them, and 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, 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, 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 44,977,441 shares of outstanding ordinary shares as of 4-15-19 as reported in AUT's Prospectus on Form 424B5, filed with the SEC on 7-24-19 and (y) 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 44-0-1865-809041 /s/ Chris Martin Oxford X0 11-12-2019 2 11 591158 1 0001637243 028-18455 LF Woodford Equity Income Fund 2 0001729720 028-18456 Woodford Patient Capital Trust Plc INFORMATION TABLE 2 infotable.xml AUTOLUS THERAPEUTICS PLC SPON ADS 05280R100 57925 3597796 SH DFND 2 0 0 3597796 AUTOLUS THERAPEUTICS PLC SPON ADS 05280R100 105569 6557082 SH DFND 1 0 0 6557082 AUTOLUS THERAPEUTICS PLC SPON ADS 05280R100 23174 1439356 SH DFND 1331713 0 10262521 EVOFEM BIOSCIENCES INC Common 30048L104 22295 3357718 SH DFND 2 0 3357718 0 EVOFEM BIOSCIENCES INC Common 30048L104 60680 9138504 SH DFND 1 0 9049170 89334 EVOFEM BIOSCIENCES INC Common 30048L104 8218 1237613 SH DFND 0 1237613 0 NUCANA PLC SPON ADR 67022C106 21985 2118000 SH DFND 1 0 2118000 0 PROTHENA CORP PLC SHS G72800108 78734 7448790 SH DFND 1 0 7448790 0 PROTHENA CORP PLC SHS G72800108 14005 1325000 SH DFND 0 1325000 0 THERAVANCE BIOPHARMA INC Common G8807B106 180724 11066980 SH DFND 1 0 11066980 0 THERAVANCE BIOPHARMA INC Common G8807B106 17849 1093000 SH DFND 0 1093000 0