Amended Statement of Ownership (sc 13g/a)
February 14 2017 - 4:58PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN THE STATEMENTS FILED
PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE
13d-2(b)
(Amendment
No. 2)*
Theravance
Biopharma, Inc.
(Name
of Issuer)
Ordinary
Shares, par value $0.00001
(Title
of Class of Securities)
G8807B106
(CUSIP
Number)
December
31, 2016
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
☒
Rule
13d-1(b)
☐ Rule 13d-1(c)
☐
Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior
cover page.
The
information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP NO. G8807B106
|
|
SCHEDULE 13G
|
|
Page
2 of 6
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
CF Woodford Equity Income Fund
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
☐
(b)
þ
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
8,365,839 Ordinary Shares
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
8,365,839 Ordinary Shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,365,839 Ordinary Shares
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.1% (See Item 4)
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP
NO. G8807B106
|
|
SCHEDULE
13G
|
|
Page
3 of 6
|
Item
1(a).
|
Name
of Issuer:
|
|
|
|
Theravance
Biopharma, Inc. (the "Issuer").
|
|
|
Item
1(b).
|
Address
of Issuer's Principal Executive Offices:
|
|
|
|
Ugland
House, South Church Street
|
|
George
Town, Grand Cayman, Cayman Islands
|
|
|
Items
2(a),
(b) and (c).
|
Name
of Persons Filing, Address of Principal Business Office and Citizenship:
|
|
|
|
This
Amendment No. 2 to Schedule 13G is being filed on behalf of CF Woodford Equity Income Fund (the "Reporting Person").
|
|
|
|
The
principal business office of the Reporting Person is 40 Dukes Place, London, EC3A 7NH, United Kingdom. For citizenship, see
Item 4 of the cover page.
|
|
|
Item
2(d).
|
Title
of Class of Securities:
|
|
|
|
Ordinary
Shares, par value $0.00001 (“Ordinary Shares”).
|
|
|
Item
2(e).
|
CUSIP
Number:
|
|
|
|
G8807B106
|
Item
3.
|
If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
(a)
|
☐
|
Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o).
|
(b)
|
☐
|
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
|
(c)
|
☐
|
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
|
(d)
|
☐
|
Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
|
(e)
|
☐
|
An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
|
(f)
|
☐
|
An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
|
(g)
|
☐
|
A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).
|
(h)
|
☐
|
A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
|
|
|
|
(i)
|
☐
|
A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3).
|
(j)
|
☒
|
A
non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
|
(k)
|
☐
|
Group,
in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
CUSIP
NO. G8807B106
|
|
SCHEDULE
13G
|
|
Page
4 of 6
|
Item
4.
|
Ownership.
|
|
|
(a)
|
Amount
beneficially owned
:
|
|
|
|
8,365,839
Ordinary Shares.
|
|
|
(b)
|
Percent
of class
:
|
|
|
|
Based
on 51,942,489 Ordinary Shares of the Issuer issued and outstanding as of as of November 3, 2016, as reported in the Issuer’s
Form 10-Q filed with the Securities and Exchange Commission on November 9, 2016, the Reporting Person holds approximately
16.1% of the issued and outstanding Ordinary Shares of the Issuer.
|
|
|
(c)
|
Number
of shares to which such person has
:
|
|
(i)
|
Sole
power to vote or direct the vote: 0
|
|
(ii)
|
Shared
power to vote or direct the vote: 8,365,839*
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of: 0
|
|
|
|
|
(iv)
|
Shared
power to dispose of or direct the disposition of: 8,365,839*
|
*This
statement is being filed on behalf of CF Woodford Equity Income Fund (the “Woodford Fund”). Woodford Investment Management
Ltd (“WIM”) is the Manager of the Woodford Fund, and may be deemed to be the beneficial owner of the Ordinary Shares
of the Issuer beneficially owned by the Woodford Fund. The Woodford Fund may also be deemed to be the beneficial owner of such
Ordinary Shares of the Issuer because the Management Agreement between the Woodford Fund and WIM may be terminated at any time
upon 60 days’ or less notice.
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
Not
applicable
CUSIP
NO. G8807B106
|
|
SCHEDULE
13G
|
|
Page
5 of 6
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another Person.
|
Not
applicable
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported By the Parent Holding Company.
|
Not
applicable
Item
8.
|
Identification
and Classification of Members of the Group.
|
Not
applicable
Item
9.
|
Notice
of Dissolution of a Group.
|
Not
applicable
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
CUSIP
NO. G8807B106
|
|
SCHEDULE
13G
|
|
Page
6 of 6
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
|
CF
WOODFORD EQUITY INCOME FUND
|
|
By:
Woodford Investment Management Ltd, its Manager
|
|
|
|
|
By:
|
/s/
Simon Osborne
|
|
Name:
|
Simon
Osborne
|
|
Title:
|
Head
of Compliance and
|
|
|
Authorized
Signatory
|
This
Amendment No. 2 to Schedule 13G is being filed on behalf of CF Woodford Equity Income Fund (the “Woodford Fund”).
Woodford Investment Management Ltd is the Manager of the Woodford Fund, and has investment discretion over securities held by
the Woodford Fund.
Theravance Biopharma (NASDAQ:TBPH)
Historical Stock Chart
From Apr 2024 to May 2024
Theravance Biopharma (NASDAQ:TBPH)
Historical Stock Chart
From May 2023 to May 2024