The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete. |
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F
FORM 13F COVER PAGE
| | OMB APPROVAL | | OMB Number: | 3235-0006 | | Expires: | Oct 31, 2018 | | Estimated average burden | | hours per response: | 23.8 |
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| Report for the Calendar Year or Quarter Ended: | 06-30-2019 |
| Check here if Amendment | X | Amendment Number: | 1 |
| This Amendment (Check only one.): | X | is a restatement. |
| | adds new holdings entries. |
| Institutional Investment Manager Filing this Report: |
| Name: | Woodford Investment Management Ltd |
| Address: | 9400 Garsington Road |
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| Oxford, X0 OX4 2HN |
| Form 13F File Number: | 028-16850 |
The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form.
| Person Signing this Report on Behalf of Reporting Manager: |
| Name: | Chris Martin |
| Title: | Head of Compliance |
| Phone: | 44-0-1865-809041 |
| Signature, Place, and Date of Signing: |
| /s/ Chris Martin | Oxford, X0 | 11-12-2019 |
| [Signature] | [City, State] | [Date] |
| 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. |
| Report Type (Check only one.): |
| X | 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.) |
| | 13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).) |
| | 13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).) |
| Form 13F Summary Page |
| Report Summary: |
| Number of Other Included Managers: | 2 | | |
| Form 13F Information Table Entry Total: | 11 |
| Form 13F Information Table Value Total: | 591,158 |
| (thousands) |
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| List of Other Included Managers: |
| Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report. |
| [If there are no entries in this list, state “NONE” and omit the column headings and list entries.] |
| No. | Form 13F File Number | Name |
| 1 | 028-18455 | LF Woodford Equity Income Fund |
| 2 | 028-18456 | Woodford Patient Capital Trust Plc |
