UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D/A
(RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 2)*
SOLEXA, INC.
--------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
--------------------------------------------------------------------------------
(Title of Class of Securities)
83420X10 5
--------------------------------------------------------------------------------
(CUSIP Number)
James Abell
c/o Abingworth Management Limited
Princess House
38 Jermyn Street
London, England SW1Y 6DN
(+44 (0)20 7534 1500)
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 18, 2007
--------------------------------------------------------------------------------
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D/A, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|.
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*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 disclosures provided in a prior cover page.
The information required on 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 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).
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Management Limited
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS AF
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: England
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 3,153,695
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
3,153,695
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,153,695
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON CO
2 of 17
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures II SICAV
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: Luxembourg
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,738,300
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,738,300
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,738,300
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON CO
3 of 17
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures II A L.P.
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: England
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,738,300
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,738,300
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,738,300
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON PN
4 of 17
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures III A L.P.
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: England
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,738,300
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,738,300
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,738,300
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON PN
5 of 17
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures III B L.P.
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: England
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,738,300
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,738,300
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,738,300
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON PN
6 of 17
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures III C L.P.
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: England
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,738,300
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,738,300
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,738,300
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON PN
7 of 17
================================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures III Executives L.P.
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) N/A |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION: England
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,738,300
REPORTING --------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,738,300
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,738,300
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
N/A |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON PN
8 of 17
Schedule 13D/A
This Schedule 13D/A (the "Amendment") amends the Schedule 13D/A, filed by the
Reporting Persons (as defined below) on December 15, 2006.
ITEM 1. SECURITY AND ISSUER.
(a) The class of equity securities to which this statement relates is
common stock, par value $0.01 per share (the "Common Stock"), of Solexa, Inc., a
Delaware corporation (the "Issuer" or "SLXA").
(b) The principal executive offices of the Issuer are located at 25861
Industrial Blvd., Hayward, California, 94545.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This Statement is being filed on behalf of: (i) Abingworth
Management Limited ("Abingworth Management"), (ii) Abingworth Bioventures II
SICAV ("ABV II SICAV") and (iii) Abingworth Bioventures II A L.P. ("ABV II A"),
(iv) Abingworth Bioventures III A L.P. ("ABV III A"), (v) Abingworth Bioventures
III B L.P. ("ABV III B"), (vi) Abingworth Bioventures III C L.P. ("ABV III C"),
and (vii) Abingworth Bioventures III Executives L.P. ("ABV III Executives",
together with ABV II SICAV, ABV II A, ABV III A, ABV III B and ABV III C the
"Funds").
The Funds share a manager, Abingworth Management, and are affiliated
funds, and, on this basis, may be deemed to beneficially own the shares held by
one another. Each of the Funds disclaims beneficial ownership of such shares of
Common Stock except for the shares, if any, such Fund holds of record.
Abingworth Management may be deemed to beneficially own the shares of Common
Stock held of record by the Funds and Abingworth Bioequities Master Fund Limited
("ABE") for which Abingworth Management is the manager. The persons named in
this paragraph (other than ABE) are referred to individually herein as a
"Reporting Person" and collectively as the "Reporting Persons."
(b) The address of the principal business office of Abingworth
Management, ABV II SICAV, ABV II A, ABV III A, ABV III B, ABV III C, and ABV III
Executives is c/o Abingworth Management Limited, Princess House, 38 Jermyn
Street, London, England SW1Y 6DN.
(c) The principal business of the Funds is to invest in and assist
growth-oriented businesses in the life science and biomedical industries. The
principal business of Abingworth Management is to manage the affairs of the
Funds.
(d) During the five years prior to the date hereof, none of the
Reporting Persons has been convicted in a criminal proceeding.
(e) During the five years prior to the date hereof, none of the
Reporting Persons has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction ending in a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, Federal or State securities laws or finding any violation
with respect to such laws.
(f) Abingworth Management is a corporation organized under the laws of England.
ABV II SICAV is a corporation organized under the laws of Luxembourg. Each of
ABV II A,
9 of 17
ABV III A, ABV III B, and ABV III C is a limited partnership organized under the
laws of England. ABV III Executives is a limited partnership organized under the
laws of the State of Delaware.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Not applicable.
ITEM 4. PURPOSE OF TRANSACTION.
Depending on market conditions and the market price of the Issuer's
Common Stock, the Reporting Persons may dispose of additional shares of the
Issuer. Except as set forth above, none of the Reporting Persons has any present
plans which relate to or would result in:
(a) The acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the Issuer or
any of its subsidiaries;
(d) Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend
policy of the Issuer;
(f) any other material change in the Issuer's business or corporate
structure;
(g) Changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person;
(h) Causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
(a) As of the filing of this Amendment, (i) ABV II SICAV is the owner of
record of 990,275 shares of the Common Stock of the Issuer, (ii) ABV II A is the
owner of record of 267,962 shares of the Common Stock of the Issuer and
immediately exercisable warrants to purchase 125,000 shares of Common Stock,
(iii) ABV III A is the owner of record of 534,759 shares of the Common Stock of
the Issuer and immediately exercisable warrants to purchase 145,489 shares of
Common Stock, (iv) ABV III B is the owner of record of 326,439 shares of the
Common Stock of the Issuer and immediately exercisable warrants to purchase
88,812 shares of Common Stock, (v) ABV III C is the owner of record of 195,529
shares of the Common Stock of
Page 10 of 17
the Issuer and immediately exercisable warrants to purchase 53,200 shares of
Common Stock, (vi) ABV III Executives is the owner of record of 8,516 shares of
the Common Stock of the Issuer and immediately exercisable warrants to purchase
2,319 shares of Common Stock and (vii) ABE is the owner of record of 307,700
shares of the Common Stock of the Issuer and immediately exercisable warrants to
purchase 107,695 shares of Common Stock. The Funds, collectively, may be deemed
to beneficially own 2,738,300 shares of Common Stock (which includes the
immediately exercisable warrants to purchase 414,820 shares of Common Stock held
by the Funds), comprising 6.5% of the outstanding Common Stock of the Issuer.
Abingworth Management, as the manager of each of the Funds and ABE, may be
deemed to beneficially own 3,153,695 shares of Common Stock (which includes the
immediately exercisable warrants to purchase 414,820 shares of Common Stock held
by the Funds and the immediately exercisable warrants to purchase 107,695 shares
of Common Stock held by ABE), comprising 7.5% of the outstanding Common Stock of
the Issuer. These numbers are based on a total of 41,819,832 shares of Common
Stock of the Issuer outstanding as of December 6, 2006, as reported by the
Issuer in a communication to the Reporting Persons.
(b) Number of shares as to which each person named in paragraph (a) above
has:
(i) sole power to vote or to direct the vote: see line 7 of
cover sheets.
(ii) shared power to vote or to direct the vote: see line 8 of
cover sheets.
(iii) sole power to dispose or to direct the disposition: see line 9
of cover sheets.
(iv) shared power to dispose or to direct the disposition: see line
10 of cover sheets.
(c) Between December 5, 2006 and January 19, 2007,
(i) ABV II SICAV sold an aggregate of 213,066 shares of Common
Stock on the open market for an aggregate consideration of
$2,819,915 (65,887 shares were sold on December 6, 2006;
7,543 shares were sold on December 7, 2006; 11,806 shares were
sold on December 8, 2006; 95,446 shares were sold on January
18, 2007; and 32,384 shares were sold on January 19, 2007);
(ii) ABV II A sold an aggregate of 57,656 shares of Common Stock
on the open market for an aggregate consideration of $763,073
(17,830 shares were sold on December 6, 2006; 2,041 shares
were sold on December 7, 2006; 3,195 shares were sold on
December 8, 2006; 25,827 shares were sold on January 18,
2007; and 8,763 shares were sold on January 19, 2007);
(iii) ABV III A sold an aggregate of 115,093 shares of Common Stock on
the open market for an aggregate consideration of
$1,523,252.80 (35,584 shares were sold on December 6, 2006;
4,074 shares were sold on December 7, 2006; 6,375 shares were
sold on December 8, 2006; 51,565 shares were sold on January
18, 2007; and 17,495 shares were sold on January 19, 2007);
(iv) ABV III B sold an aggregate of 70,249 shares of Common Stock
on the open market for an aggregate consideration of
$929,742.92 (21,721
Page 11 of 17
shares were sold on December 6, 2006; 2,487 shares were sold on
December 7, 2006; 3,891 shares were sold on December 8, 2006;
31,472 shares were sold on January 18, 2007; and 10,678 shares
were sold on January 19, 2007);
(v) ABV III C sold an aggregate of 42,092 shares of Common Stock
on the open market for an aggregate consideration of
$557,087.72 (13,011 shares were sold on December 6, 2006;
1,490 shares were sold on December 7, 2006; 2,331 shares were
sold on December 8, 2006; 18,861 shares were sold on January
18, 2007; and 6,399 shares were sold on January 19, 2007);
(vi) ABV III Executives sold an aggregate of 1,844 shares of
Common Stock on the open market for an aggregate consideration
of $24,406.61 (567 shares were sold on December 6, 2006;
65 shares were sold on December 7, 2006; 102 shares were sold
on December 8, 2006; 829 shares were sold on January 18,
2007; and 281 shares were sold on January 19, 2007).
All of the Reporting Persons sold the above shares on the open market.
The average price per share for shares of Common Stock sold by each
of the above Reporting Persons on the dates specified above was as
follows: $13.00 on December 6, 2006; $13.08 on December 7, 2006;
$13.00 on December 8, 2006; $13.39 on January 18, 2007; and $13.37 on
January 19, 2007.
(d) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or any proceeds from the sale of the
shares beneficially owned by any of the Reporting Persons.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Not applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
A. Agreement regarding filing of joint Schedule 13D/A.
12 of 17
SIGNATURES
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.
Dated: February 1, 2007
ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES II SICAV IN LIQUIDATION
By: /s/ Genevieve Blauen
-----------------------------------------------------
Name: Genevieve Blauen
Title: Liquidator
By: /s/ Fernand Heim
-----------------------------------------------------
Name: Fernand Heim
Title: Mandatory
ABINGWORTH BIOVENTURES II A L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES III A L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
13 of 17
ABINGWORTH BIOVENTURES III B L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES III C L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES III EXECUTIVES L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
14 of 17
EXHIBIT INDEX
A. Agreement regarding filing of joint Schedule 13D/A.
15 of 17
Exhibit A
JOINT FILING UNDERTAKING
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act
of 1934, as amended, each of the undersigned agree that the Schedule 13D/A, and
any amendments thereto, filed with respect to the beneficial ownership by the
undersigned of the equity securities of Solexa, Inc., is being filed on behalf
of each of the undersigned.
Dated: February 1, 2007
ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES II SICAV IN LIQUIDATION
By: /s/ Genevieve Blauen
-----------------------------------------------------
Name: Genevieve Blauen
Title: Liquidator
By: /s/ Fernand Heim
-----------------------------------------------------
Name: Fernand Heim
Title: Mandatory
ABINGWORTH BIOVENTURES II A L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES III A L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
16 of 17
ABINGWORTH BIOVENTURES III B L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES III C L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
ABINGWORTH BIOVENTURES III EXECUTIVES L.P.
BY ITS MANAGER, ABINGWORTH MANAGEMENT LIMITED
By: /s/ James Abell
-----------------------------------------------------
Name: James Abell
Title: Executive Director
Page 17 of 17