Farfetch Limited
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Class A Ordinary Shares, par value $0.04 per share
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30744W107
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December 31, 2018
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Farhold (Luxembourg) S.à r.l.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Luxembourg
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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22,047,241 Class A Ordinary Shares
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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22,047,241 Class A Ordinary Shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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22,047,241 Class A Ordinary Shares
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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(see instructions) ☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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8.6% (2.0% of the total voting power in the Company)*
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Vitruvian II Luxembourg S.à r.l.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(see instructions)
(a)☐
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|||||
(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Luxembourg
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
|
SOLE VOTING POWER
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0
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|||
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||||
6
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SHARED VOTING POWER
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||
22,047,241 Class A Ordinary Shares
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|||
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||||
7
|
SOLE DISPOSITIVE POWER
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0
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|||
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|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
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|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
||
(see instructions) ☐
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|||
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|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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|
|
||
8.6% (2.0% of the total voting power in the Company)*
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|||
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|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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VIP II Nominees Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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||||
(see instructions)
(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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England and Wales
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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|||
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|
||||
6
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SHARED VOTING POWER
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
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||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
22,047,241
Class A Ordinary Shares
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
(see instructions) ☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
8.6% (2.0% of the total voting power in the Company)*
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Vitruvian Partners LLP
|
|
|
|||
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|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(see instructions)
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
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|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
England and Wales
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
22,047,241 Class A Ordinary Shares
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
(see instructions) ☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
8.6% (2.0% of the total voting power in the Company)*
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN, IA
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Item 1(a).
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Name of Issuer: |
Item 1(b). | Address of Issuer's Principal Executive Offices: |
Item 2(a). | Name of Person Filing: |
Item 2(b). | Address of Principal Business Office or, if none, Residence: |
Item 2(c). | Citizenship: |
Item 2(d). | Title of Class of Securities: |
Item 2(e). | CUSIP Number: |
Item 3. |
If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing Is a(n):
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Item 4. | Ownership. |
(a) | Amount beneficially owned: 22,047,241 Class A Ordinary Shares |
(b) | Percent of class: 8.6% (2.0% of the total voting power in the Company) |
(c) | Number of shares as to which the person has: |
(i) | Sole power to vote or to direct the vote: 0 |
(ii) | Shared power to vote or to direct the vote: 22,047,241 Class A Ordinary Shares |
(iii) | Sole power to dispose or to direct the disposition of: 0 |
(iv) | Shared power to dispose or to direct the disposition of: 22,047,241 Class A Ordinary Shares |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Item 8. | Identification and Classification of Members of the Group. |
Item 9. | Notice of Dissolution of Group. |
Item 10.
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Certification.
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FARHOLD (LUXEMBOURG) S.À R.L.
|
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By:
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/s/ Gaël Sausy
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Name: Gaël Sausy
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Title: B Manager and Authorised Signatory
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VITRUVIAN II LUXEMBOURG S.À R.L.
|
|||
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By:
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/s/ Gaël Sausy | |
Name: Gaël Sausy | |||
Title: B Manager and Authorised Signatory | |||
VIP II NOMINEES LIMITED
|
|||
By: Vitruvian Partners LLP, its director |
|||
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By:
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/s/ Thomas Studd |
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Name: Thomas Studd |
|||
Title: Partner |
|||
VITRUVIAN PARTNERS LLP
|
|||
|
By:
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/s/ Thomas Studd |
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Name: Thomas Studd |
|||
Title: Partner |
|||
FARHOLD (LUXEMBOURG) S.À R.L. | |||
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By:
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/s/ Gaël Sausy |
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Name: Gaël Sausy | |||
Title: B Manager and Authorised Signatory |
|||
VITRUVIAN II LUXEMBOURG S.À R.L. | |||
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By:
|
/s/ Gaël Sausy | |
Name: Gaël Sausy | |||
Title: B Manager and Authorised Signatory | |||
VIP II NOMINEES LIMITED | |||
By: Vitruvian Partners LLP, its director |
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By:
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/s/ Thomas Studd |
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Name: Thomas Studd | |||
Title: Partner |
|||
VITRUVIAN PARTNERS LLP | |||
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By:
|
/s/ Thomas Studd | |
Name: Thomas Studd | |||
Title: Partner |
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