0001615774-19-002495.txt : 20190214 0001615774-19-002495.hdr.sgml : 20190214 20190214134624 ACCESSION NUMBER: 0001615774-19-002495 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190214 DATE AS OF CHANGE: 20190214 GROUP MEMBERS: ADVENT INDUSTRY L.P. GROUP MEMBERS: ADVENT MANAGEMENT IV LIMITED PARTNERSHIP GROUP MEMBERS: ADVENT VENTURE PARTNERS LLP GROUP MEMBERS: FREDERIC COURT GROUP MEMBERS: LESLIE GABB GROUP MEMBERS: MICHAEL CHALFEN GROUP MEMBERS: PETER BAINES GROUP MEMBERS: RAJESH PAREKH GROUP MEMBERS: SHAHZAD MALIK SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Farfetch Ltd CENTRAL INDEX KEY: 0001740915 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90730 FILM NUMBER: 19604225 BUSINESS ADDRESS: STREET 1: 211 OLD STREET, THE BOWER, 4TH FLOOR CITY: LONDON STATE: X0 ZIP: EC1V 9NR BUSINESS PHONE: 442075495400 MAIL ADDRESS: STREET 1: 211 OLD STREET, THE BOWER, 4TH FLOOR CITY: LONDON STATE: X0 ZIP: EC1V 9NR FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Advent Private Equity Fund IV CENTRAL INDEX KEY: 0001767881 IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 27 BEAK STREET CITY: LONDON STATE: X0 ZIP: W1F 9RU BUSINESS PHONE: 44 203 2878080 MAIL ADDRESS: STREET 1: 27 BEAK STREET CITY: LONDON STATE: X0 ZIP: W1F 9RU SC 13G 1 s116144_sc13g.htm SC 13G

UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Amendment No. )

 

INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND
AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2

 

Farfetch Limited

(Name of Issuer)

 

Class A Ordinary Shares

(Title of Class of Securities)

 

30744W107

(CUSIP Number)

 

December 31, 2018

(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.  30744W107 Page 2 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Advent Private Equity Fund IV

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

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

 

23,416,685 shares, except that Advent Venture Partners, LLP, a British Limited Liability Partnership (“AVP LLP”), the management company of APE IV, may be deemed to have sole or shared power to vote these shares, and Leslie Gabb (“Gabb”), Frederic Court (“Court”), Shahzad Malik (“Malik”), Rajesh Parekh (“Parekh”), Peter Baines (“Baines”), and Michael Chalfen (“Chalfen”), the partners of AVP LLP, may be deemed to have shared power to vote these shares.

 

6

SHARED VOTING POWER

 

See row 5.

 

7

SOLE DISPOSITIVE POWER

 

23,416,685 shares, except that AVP LLP, the management company of APE IV, may be deemed to have sole or shared power to dispose of these shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to dispose of these shares.

 

8

SHARED DISPOSITIVE POWER

 

See row 7.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

23,416,685 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.21%

12

TYPE OF REPORTING PERSON (See Instructions)

 

PN

       

 

 

 

 

CUSIP NO.  30744W107 Page 3 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Advent Management IV Limited Partnership

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

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

 

234,110 shares, except that AVP LLP, the management company of AM IV, may be deemed to have sole or shared power to vote these shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to vote these shares.

 

6

SHARED VOTING POWER

 

See row 5.

7

SOLE DISPOSITIVE POWER

 

234,110 shares, except that AVP LLP, the management company of AM IV, may be deemed to have sole or shared power to dispose of these shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to dispose of these shares.

 

8

SHARED DISPOSITIVE POWER

 

See row 7. 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

234,110 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.08%

12

TYPE OF REPORTING PERSON (See Instructions)

 

PN

       

 

 

 

CUSIP NO.  30744W107 Page 4 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Advent Industry L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

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

 

908,514 shares, except that AVP LLP, the management company of AI, may be deemed to have sole or shared power to vote these shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to vote these shares.

 

6

SHARED VOTING POWER

 

See row 5.

7

SOLE DISPOSITIVE POWER

 

908,514 shares, except that AVP LLP, the management company of AI, may be deemed to have sole or shared power to dispose of these shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to dispose of these shares.

 

8

SHARED DISPOSITIVE POWER

 

See row 7. 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

908,514 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.32%

12

TYPE OF REPORTING PERSON (See Instructions)

 

PN

       

 

 

 

 

CUSIP NO.  30744W107 Page 5 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Advent Venture Partners LLP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

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

 

24,559,309 shares, except that Advent Private Equity Fund IV (“APE IV”), the holder of 23,416,685 of these shares, AM IV, the holder of 234,110 of these shares, and AI, the holder of 908,514 of these shares, may each be deemed to have sole or shared power to vote their respective shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to vote these shares.

 

6

SHARED VOTING POWER

 

See row 5.

7

SOLE DISPOSITIVE POWER

 

24,559,309 shares, except that APE IV, the holder of 23,416,685 of these shares, AM IV, the holder of 234,110 of these shares, and AI, the holder of 908,514 of these shares, may each be deemed to have sole or shared power to dispose of their respective shares, and Gabb, Court, Malik, Parekh, Baines, and Chalfen, the partners of AVP LLP, may be deemed to have shared power to dispose of these shares.

 

8

SHARED DISPOSITIVE POWER

 

See row 7. 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

PN

       

 

 

 

CUSIP NO.  30744W107 Page 6 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Leslie Gabb

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UK Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0 Shares.

6

SHARED VOTING POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Gabb may be deemed to have shared power to vote these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

7

SOLE DISPOSITIVE POWER

 

0 shares.

8

SHARED DISPOSITIVE POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Gabb may be deemed to have shared power to dispose of these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

IN

       

 

 

CUSIP NO.  30744W107 Page 7 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Frederic Court

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

French Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0 Shares.

6

SHARED VOTING POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Court may be deemed to have shared power to vote these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

7

SOLE DISPOSITIVE POWER

 

0 shares.

8

SHARED DISPOSITIVE POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Court may be deemed to have shared power to dispose of these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

IN

       

 

 

 

CUSIP NO.  30744W107 Page 8 of 15 Pages

 

1

NAMES OF REPORTING PERSONS

Shahzad Malik

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UK Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0 Shares.

6

SHARED VOTING POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Malik may be deemed to have shared power to vote these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

7

SOLE DISPOSITIVE POWER

 

0 shares.

8

SHARED DISPOSITIVE POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Malik may be deemed to have shared power to dispose of these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

IN

       

 

 

 

CUSIP NO.  30744W107 Page 9 of 15 Pages

  

1

NAMES OF REPORTING PERSONS

Rajesh Parekh

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UK Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0 Shares.

6

SHARED VOTING POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Parekh may be deemed to have shared power to vote these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

7

SOLE DISPOSITIVE POWER

 

0 shares.

8

SHARED DISPOSITIVE POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Parekh may be deemed to have shared power to dispose of these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

IN

       

 

 

 

CUSIP NO.  30744W107 Page 10 of 15 Pages

  

1

NAMES OF REPORTING PERSONS

Peter Baines

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UK Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0 Shares.

6

SHARED VOTING POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Baines may be deemed to have shared power to vote these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

7

SOLE DISPOSITIVE POWER

 

0 shares.

8

SHARED DISPOSITIVE POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Baines may be deemed to have shared power to dispose of these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

IN

       

 

 

 

 

CUSIP NO.  30744W107 Page 11 of 15 Pages

  

1

NAMES OF REPORTING PERSONS

Michael Chalfen

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UK Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0 Shares.

6

SHARED VOTING POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Chalfen may be deemed to have shared power to vote these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

7

SOLE DISPOSITIVE POWER

 

0 shares.

8

SHARED DISPOSITIVE POWER

 

24,559,309 shares that are owned by APE IV, AM IV, and AI, in the amounts of 23,416,685, 234,110, and 908,514, respectively. Chalfen may be deemed to have shared power to dispose of these shares in his capacity as a partner of AVP LLP, the management company of APE IV, AM IV, and AI.

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,559,309 shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.61%

12

TYPE OF REPORTING PERSON (See Instructions)

 

IN

       

 

 

 

CUSIP NO. 30744W107 Page 12 of 15 Pages

 

Item 1 (a).Name of Issuer: Farfetch Limited

 

Item 1 (b).Address of Issuer’s Principal Executive Offices: The Bower, 211 Old Street, London EC1V 9NR, United Kingdom

 

Item 2 (a).Name of Person Filing: The persons and entities filing this Schedule 13G are Advent Private Equity Fund IV (“APE IV”), Advent Management IV Limited Partnership (“AM IV”), Advent Industry L.P. (“AI”), Advent Venture Partners LLP (“AVP LLP”), and Leslie Gabb (“Gabb”), Frederic Court (“Court”), Shahzad Malik (“Malik”), Rajesh Parekh (“Parekh”), Peter Baines (“Baines”), and Michael Chalfen (“Chalfen”), the partners of AVP LLP (together with APE IV, AM IV, AI, and AVP LLP, the “Filing Persons”). AVP LLP is the management company of APE IV, AM IV, and AI, and Gabb, Court, Malik, Parekh, Baines and Chalfen are the partners of AVP LLP.

 

Item 2 (b).Address of Principal Business Office or, if none, Residence: The address of the principal place of business for each of the Filing Persons is Advent Venture Partners LLP, 27 Beak Street, London W1F 9RU.

 

Item 2 (c).Citizenship: AVP LLP is a UK Limited Liability Partnership. APE IV, AM IV, and AI are UK Limited Partnerships. Gabb, Malik, Parekh, Baines, and Chalfen are UK citizen. Court is a French citizen.

 

Item 2 (d).Title of Class of Securities: Class A Ordinary Shares.

 

Item 2 (e).CUSIP Number: 30744W107

 

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 association 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.

  

Not applicable.

 

 

 

 

CUSIP NO. 30744W107 Page 13 of 15 Pages

 

  Item 4.  Ownership

 

(a)Amount beneficially owned: See Row 9 of the cover page for each of the Filing Persons. Each Filing Person disclaims beneficial ownership with respect to these shares except to the extent of such Filing Person’s pecuniary interest therein.

 

(b)Percent of class: See Row 10 of the cover page for each of the Filing Persons.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote: See Row 5 of the cover page for each of the Filing Persons.

 

(ii)Shared power to vote or to direct the vote. See Row 6 of the cover page for each of the Filing Persons.

 

(iii)Sole power to dispose or to direct the disposition of: See Row 7 of the cover page for each of the Filing Persons.

 

(iv)Shared power to dispose or to direct the disposition of: See Row 8 of the cover page for each of the Filing Persons.

 

Item 5.Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

 

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 on by the Parent Holding Company or Control Person

 

Not applicable.

 

Item 8.Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9.Notice of Dissolution of Group

 

Not applicable.

 

Item 10.Certifications.

 

Not Applicable.

 

 

 

 

CUSIP NO. 30744W107 Page 14 of 15 Pages

 

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.

  

Dated: February 14, 2019

 

ADVENT VENTURE PARTNERS LLP      
         
By: /s/ Leslie Gabb   /s/ Leslie Gabb  
  Name: Leslie Gabb     Leslie Gabb
  Title: Finance Partner      
         
ADVENT PRIVATE EQUITY FUND IV   /s/ Frederic Court  
By: ADVENT VENTURE PARTNERS LLP     Frederic Court
Its: Management Company      
         
      /s/ Shahzad Malik  
By: /s/ Leslie Gabb     Shahzad Malik
  Name: Leslie Gabb      
  Title: Finance Partner      
      /s/ Rajesh Parekh  
         
ADVENT MANAGEMENT IV LIMITED PARTNERSHIP      
By: ADVENT VENTURE PARTNERS LLP      
Its: Management Company   /s/ Peter Baines  
        Peter Baines
         
By: /s/ Leslie Gabb      
  Name: Leslie Gabb   /s/ Michael Chalfen
  Title: Finance Partner     Michael Chalfen
         
ADVENT INDUSTRY L.P.      
By: ADVENT VENTURE PARTNERS LLP      
Its: Management Company      
         
By:   /s/ Leslie Gabb      
  Name: Leslie Gabb      
  Title: Finance Partner      

 

 

 

 

CUSIP NO. 30744W107 Page 15 of 15 Pages

 

EXHIBIT A

 

Joint Filing Agreement

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A Ordinary Shares of Farfetch Limited and further agree that this agreement be included as an exhibit to such filing. Each party to this agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.

 

In evidence whereof, the undersigned have caused this Agreement to be executed on their behalf this 14th day of February, 2019.

 

ADVENT VENTURE PARTNERS LLP      
         
By: /s/ Leslie Gabb   /s/ Leslie Gabb  
  Name: Leslie Gabb     Leslie Gabb
  Title: Finance Partner      
         
ADVENT PRIVATE EQUITY FUND IV   /s/ Frederic Court  
By: ADVENT VENTURE PARTNERS LLP     Frederic Court
Its: Management Company      
      /s/ Shahzad Malik  
By: /s/ Leslie Gabb     Shahzad Malik
  Name: Leslie Gabb      
  Title: Finance Partner      
      /s/ Rajesh Parekh  
    Rajesh Parekh
ADVENT MANAGEMENT IV LIMITED PARTNERSHIP      
By: ADVENT VENTURE PARTNERS LLP      
Its: Management Company   /s/ Peter Baines  
        Peter Baines
By: /s/ Leslie Gabb      
  Name: Leslie Gabb   /s/ Michael Chalfen
  Title: Finance Partner     Michael Chalfen
         
ADVENT INDUSTRY L.P.      
By: ADVENT VENTURE PARTNERS LLP      
Its: Management Company      
         
By:   /s/ Leslie Gabb      
  Name: Leslie Gabb      
  Title: Finance Partner