0001213900-20-022440.txt : 20200817 0001213900-20-022440.hdr.sgml : 20200817 20200817121233 ACCESSION NUMBER: 0001213900-20-022440 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200817 DATE AS OF CHANGE: 20200817 GROUP MEMBERS: ADVENT INDUSTRY L.P. GROUP MEMBERS: ADVENT MANAGEMENT IV LIMITED PARTNERSHIP GROUP MEMBERS: ADVENT VENTURE PARTNERS LLP 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90730 FILM NUMBER: 201108694 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/A 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/A 1 ea125318-13ga1adven_farfetch.htm AMENDMENT NO. 1 TO SCHEDULE 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

(Amendment No. 1)

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, 2019

(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 8 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

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON (See Instructions) PN

CUSIP NO. 30744W107

Page 3 of 8 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

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON (See Instructions) PN

CUSIP NO. 30744W107

Page 4 of 8 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

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON (See Instructions) PN

CUSIP NO. 30744W107

Page 5 of 8 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

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%
12	TYPE OF REPORTING PERSON (See Instructions) PN

CUSIP NO. 30744W107

Page 6 of 8 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”) and Advent Venture Partners LLP (“AVP LLP”). AVP LLP is the management company of APE IV, AM IV, and AI.

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.

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 7 of 8 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 8 of 8 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: August 9, 2020

Advent Venture Partners LLP

By:	/s/ Leslie Gabb
	Name: Leslie Gabb
	Title: Finance Partner

Advent Private Equity Fund IV
By: Advent Venture Partners LLP
Its: Management Company

By:	/s/ Leslie Gabb
	Name: Leslie Gabb
	Title: Finance Partner

Advent Management IV Limited Partnership
By: Advent Venture Partners LLP
Its: Management Company

By:	/s/ Leslie Gabb
	Name: Leslie Gabb
	Title: Finance Partner

Advent Industry L.P.
By: Advent Venture Partners LLP
Its: Management Company

By:	/s/ Leslie Gabb
	Name: Leslie Gabb
	Title: Finance Partner