Form SC 13G/A Farfetch Ltd Filed by: Index Ventures V (Jersey), L.P.

Form SC 13G/A Farfetch Ltd Filed by: Index Ventures V (Jersey), L.P.

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February 12, 2021 9:11 AM EST

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

Farfetch Limited

(Name of Issuer)

CLASS A ORDINARY SHARES, $0.04 PAR VALUE PER SHARE

(Title of Class of Securities)

30744W107

(CUSIP Number)

December 31, 2020

(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		SCHEDULE 13G		Page 2 of 9 Pages

(1)	The percent of class was calculated based on 296,740,928 Class A Ordinary Shares outstanding, as reported in the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2019.


CUSIP NO. 30744W107		SCHEDULE 13G		Page 3 of 9 Pages

(1)	The percent of class was calculated based on 296,740,928 Class A Ordinary Shares outstanding, as reported in the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2019.


CUSIP NO. 30744W107		SCHEDULE 13G		Page 4 of 9 Pages

(1)	The percent of class was calculated based on 296,740,928 Class A Ordinary Shares outstanding, as reported in the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2019.


CUSIP NO. 30744W107		SCHEDULE 13G		Page 5 of 9 Pages

(1)	The percent of class was calculated based on 296,740,928 Class A Ordinary Shares outstanding, as reported in the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2019.


CUSIP NO. 30744W107		SCHEDULE 13G		Page 6 of 9 Pages


Item 1.		Issuer

	(a)	Name of Issuer:
		Farfetch Limited (the “Issuer”)

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

Item 2.		Filing Person

	(a) –(c)	Name of Persons Filing; Address; Citizenship:
		(i) Index Ventures V (Jersey) L.P., a Jersey, Channel Islands partnership (“Index V (Jersey)”). (ii) Index Ventures V Parallel Entrepreneur Fund (Jersey) L.P., a Jersey, Channel Islands partnership (“Index V Parallel” and, together with Index V (Jersey), the “Index V Funds”). (iii) Yucca (Jersey) SLP, a Jersey, Channel Islands separate partnership (“Yucca”). (iv) Index Venture Associates V Limited, a Jersey, Channel Islands corporation (“Index Associates V”), the general partner of the Index V Funds. The address of the principal business office of each of the reporting persons is 44 Esplanade, St. Helier, Jersey, Channel Islands JE4 9WG.

	(d)	Title of Class of Securities:
		Class A Ordinary Shares, $0.04 par value per share ( “Class A Ordinary Shares”)

	(e)	CUSIP Number: 30744W107

Item 3.	If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

	(a)	☐	Broker or dealer registered under Section 15 of the Act;

	(b)	☐	Bank as defined in Section 3(a)(6) of the Act;

	(c)	☐	Insurance company as defined in Section 3(a)(19) of the Act;

	(d)	☐	Investment company registered under Section 8 of the Investment Company Act of 1940;

	(e)	☐	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

	(f)	☐	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

	(g)	☐	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

	(h)	☐	A savings associations 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;

	(j)	☐	A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);


CUSIP NO. 30744W107		SCHEDULE 13G		Page 7 of 9 Pages


CUSIP NO. 30744W107		SCHEDULE 13G		Page 8 of 9 Pages


Item 4.	Ownership.
	(a) and (b)	Amount beneficially owned:
		(i) Index V (Jersey) directly owns 5,556,075 Class A Ordinary Shares, which represents approximately 1.9% of the outstanding Class A Ordinary Shares. (ii) Index V Parallel directly owns 45,011 Class A Ordinary Shares, which represents less than 0.1% of the outstanding Class A Ordinary Shares. (iii) Yucca directly owns 70,900 Class A Ordinary Shares, which represents less than 0.1% of the outstanding Class A Ordinary Shares. Yucca administers the co-investment vehicle that is contractually required to mirror the Index V Funds’ investments. As a result, Index Associates V may be deemed to have dispositive and voting power over Yucca’s shares by virtue of its dispositive power over and voting power over the shares owned by the Index V Funds. (iii) Index Associates V may be deemed to beneficially own the 5,671,986 Class A Ordinary Shares owned by the Index V Funds and Yucca, which represents approximately 1.9% of the outstanding Class A Ordinary Shares.

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


	Number of Class A Ordinary Shares
Reporting Person	(i)		(ii)	(iii)		(iv)
Index V (Jersey)		5,556,075	0		5,556,075	0
Index V Parallel		45,011			45,011
Yucca		70,900			70,900
Index Associates V		5,671,986			5,671,986


		(i) Sole power to vote or direct the vote (ii) Shared power to vote or to direct the vote (iii) Sole power to dispose or to direct the disposition of (iv) Shared power to dispose or to direct the disposition of

		The percent of class was calculated based on 296,740,928 Class A Ordinary Shares outstanding, as reported in the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2019.

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 persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following. X

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.	Certification.
	Not applicable.


CUSIP NO. 30744W107		SCHEDULE 13G		Page 9 of 9 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.

Date: February 12, 2021


INDEX VENTURES V (JERSEY) L.P.

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Director


INDEX VENTURES V PARALLEL ENTREPRENEUR FUND (JERSEY) L.P.

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Director


YUCCA (JERSEY) SLP

By:		Intertrust Employee Benefit Services Limited as authorized signatory of Yucca (Jersey) SLP in its capacity as an Administrator of the Index Co- Investment Scheme

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Authorized Signatory

By:		/s/ Genesis Perez
		Name: Genesis Perez
		Title: Authorized Signatory


INDEX VENTURE ASSOCIATES V LIMITED

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Director

EXHIBIT 99.1

JOINT FILING AGREEMENT

Each of the undersigned, pursuant to Rule 13d-1(k)(1) under the Act, hereby agrees and acknowledges that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the Class A Ordinary Shares and the information required by this Schedule 13G, to which this Agreement is attached as an exhibit, is filed on behalf of them. The undersigned further agree that any further amendments or supplements thereto shall also be filed on behalf of each of them.

Dated: February 12, 2021


INDEX VENTURES V (JERSEY) L.P.

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Director


INDEX VENTURES V PARALLEL ENTREPRENEUR FUND (JERSEY) L.P.

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Director


YUCCA (JERSEY) SLP

By:		Intertrust Employee Benefit Services Limited as authorized signatory of Yucca (Jersey) SLP in its capacity as an Administrator of the Index Co- Investment Scheme

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Authorized Signatory

By:		/s/ Genesis Perez
		Name: Genesis Perez
		Title: Authorized Signatory


INDEX VENTURE ASSOCIATES V LIMITED

By:		/s/ Sarah Earles
		Name: Sarah Earles
		Title: Director

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SEC Filings

13G

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NAMES OF REPORTING PERSONS

Index Ventures V (Jersey) L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Jersey, Channel Islands