A capital adventure

New and ongoing investments mean Abingworth’s sole in-house counsel makes good use of external advisers. By Husnara Begum

Since Claire Wilkinson joined Abingworth Management in 2002 as the life sciences venture capital group’s first ever general counsel, the organisation has made eight new and 18 follow-on investments.

Last year, Abingworth launched a brand new $350m (£189.4m) specialist biotech fund. “It was fairly remarkable in that it took us only from late May, when the private placement memorandum was released, to late July to close the fund. Most other houses take considerably longer,” says Wilkinson.

During the past two months, Wilkinson has been busy helping Solexa, one of Abingworth’s portfolio companies, on a reverse takeover of Lynx Theraputics, a Nasdaq-listed company. The value of Solexa at signing was $47m (£25.4m).

Earlier this year, Abingworth made an initial £5m investment in PowderMed, an Oxford-based company spun out of Chiron that is involved in the needleless delivery of vaccines. Abingworth was part of a syndicate comprising Schroder Venture Life Sciences, Oxford Bioscience and Advent.

Although the total amount invested in PowderMed by the syndicate was only £20m, Wilkinson says that the deal was complicated as it raised a number of important IP and employment law issues. Nonetheless, Wilkinson thoroughly enjoyed being involved in the deal. “It was like doing proper M&A work and felt like being in private practice,” she enthuses.

Abingworth also made new investments in Dynogen Pharmaceutical, a Boston-based company focusing on genitourinary and gastrointestinal disorders, and in Ablynx, a Belgian company that is developing novel, proprietary antibody-like molecules called nanobodies. The fund also invested in Californian-based Portola, which is developing for the first time anti-platelet therapeutics for the treatment of thromboses and cardiovascular diseases.

As well as these new investments, a number of Abingworth’s 31 portfolio companies have also raised new finance. Astex Technology acquired cash and assets from Berlin-based metaGen AG in return for an issue of shares to metaGen investors and a fresh injection of cash from existing investors.

“In many of the deals that aren’t initial investments, I treat it as a virtual secondment and help the portfolio companies with outsourcing their legal advice across all the jurisdictions and with quality control issues,” says Wilkinson.

As Abingworth’s sole in-house lawyer, Wilkinson is heavily reliant on the services of external counsel. She typically farms out all the drafting and document production to external lawyers, but, where possible, tries to lead the negotiation.

When Wilkinson joined the group she inherited SJ Berwin and Travers Smith Braithwaite as Abingworth’s preferred advisers. SJ Berwin typically advises on funds work and acted for the syndicate when it invested in PowderMed. Meanwhile, Travers advises Abingworth on compliance and tax issues.

“It was very nice to find that Abingworth was already using SJ Berwin and Travers because I already knew Mark Mifsud, the SJ Berwin partner who does our funds, quite well and he’s extremely good,” says Wilkinson.

“At Travers we use Margaret Chamberlain who is also the head of the BVCA’s [British Venture Capitalists Association] regulatory unit and fantastic at compliance work.”

Abingworth also has a relationship with Boston-based biotech firm Testa Hurwitz & Thibeault, where Wilkinson spent a week on mini-secondment last year.

Within the past eight months, Abingworth has outsourced work to US firm Weil Gotshal & Manges and Birmingham giant Wragge & Co because SJ Berwin and Travers were conflicted. Weil Gotshal partner Paul Claydon has been involved in two deals since the start of the firm’s relationship with Abingworth.

Wragges has been acting for the portfolio companies. “I’ve deliberately asked the portfolio companies to use Wragge & Co,” says Wilkinson. “It helps them to keep their costs down. But it’s not just a question of costs – I found them [Wragges] very easy to deal with and they’re also very good.”

Wilkinson says that Abingworth’s annual legal spend varies enormously depending on whether the amount spent by the portfolio companies is taken into account, but she estimates it to be around £3m thanks to her sensible approach to outsourcing legal work.

After an eight-year career at Slaughter and May, Wilkinson quit the City firm to join Swedish private equity house Industri Kapital. Eighteen months later and following the birth of her third baby she returned to Slaughters as a professional support lawyer. However, Wilkinson decided that professional support was not for her and as a result decided to move to Abingworth. “I get a real buzz out of this job because most of the portfolios are run by Cambridge, Oxford, San Francisco and Boston PhDs who are fantastically intelligent academics, but generally with no formal business background,” she says. “Although they don’t have that much business acumen to begin with they’re very grateful to have someone who’ll steer them through a corporate finance issue.”
Claire Wilkinson
General Counsel
Abingworth Management

Statistics
Organisation Abingworth Management
Sector Venture capital
Funds under management $750m (£405.9m)
Employees 24
Legal capability One
General counsel Claire Wilkinson
Reporting to Finance director James Abell
Main law firms SJ Berwin, Testa Hurwitz & Thibeault, Travers Smith Braithwaite, Weil Gotshal & Manges, Wragge & Co
Annual legal spend £3m