| Explanatory Note: This amendment is being filed to correct errors in the Voting Authority None column of the Information Table as originally filed. 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 ("E Stock") (the "E 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 E Stock owned by it in excess of 19.5% of the then outstanding shares of E Stock in the same proportion as shares voted by all other stockholders (excluding such fund) voting on or consenting to such matters. Accordingly, each E 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 E 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 ("A Shares") beneficially owned by such fund ("A Proxy Shares"). WIM executed an irrevocable proxy to AUTL, 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 A Proxy Shares, which when added to A 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 A 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 A Proxy Shares, which when added to the A 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 A 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 A 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 A Shares owned by Quilter was 107,654 shares as of September 30, 2018 and (z) the total A Shares owned by Arix was 3,161,533 shares, as disclosed in the AUTL Schedule 13D filed by Arix on 7/6/18. All A Shares are subject to a Lock-Up Agreement, dated as of February 9, 2018. |
