CONFIDENTIAL TREATMENT REQUESTED BY FARFETCH LIMITED
53rd at Third | ||||
| 885 Third Avenue | ||||
 | New York, New York 10022-4834 | |||
| Tel: +1.212.906.1200 Fax: +1.212.751.4864 | ||||
www.lw.com
| ||||
| FIRM / AFFILIATE OFFICES | ||||
| Beijing | Moscow | |||
| Boston | Munich | |||
| Brussels | New York | |||
August 24, 2018 | Century City | Orange County | ||
| Chicago | Paris | |||
| Dubai | Riyadh | |||
| Düsseldorf | Rome | |||
| Frankfurt | San Diego | |||
| Hamburg | San Francisco | |||
| Hong Kong | Seoul | |||
| Houston | Shanghai | |||
VIA EDGAR | London | Silicon Valley | ||
| Los Angeles | Singapore | |||
United States Securities and Exchange Commission | Madrid | Tokyo | ||
Division of Corporation Finance | Milan | Washington, D.C. | ||
100 F Street, N.E. | ||||
Washington, D.C. 20549-6010 | ||||
| Re: | Farfetch Limited |
Registration Statement on Form F-1 |
CIK No. 0001740915 |
Ladies and Gentlemen:
This letter relates to the Registration Statement on Form F-1 (Registration No. 333-226929) (the “Registration Statement”) of Farfetch Limited (the “Company”). The Company hereby provides the following preliminary proposed price range and share number information, which will be the basis for the information expected to be included in the Company’s preliminary prospectus (the “Preliminary Prospectus”) forming part of the Registration Statement which relates to the Company’s proposed initial public offering (the “Offering”) for the Staff’s review. The preliminary price range presented herein reflects an initial offering price to the public of the Company’s shares of Class A ordinary shares (the “Shares”) of between $ * and $ * per Share, * Shares offered to the public in connection with the Offering (or * Shares should the underwriters’ option to purchase additional shares be exercised in full) with * Shares expected to be outstanding upon completion of the Offering (or * Shares should the underwriters’ option to purchase additional shares be exercised in full). The Company hereby advises the Staff that it intends to file a pre-effective amendment to the Registration Statement with a preliminary prospectus that will include a bona fide estimated public offering price range prior to the distribution of any preliminary prospectus. The price range to be included in the preliminary prospectus will not have a difference of more than 20%.
Please find enclosed the relevant sections of the Registration Statement updated to reflect the price range and share number information after giving effect to (i) the Reorganization Transactions and (ii) the concurrent private placement, each as described in the Registration Statement.
We are respectfully requesting confidential treatment for this letter pursuant to Rule 83 promulgated by the Commission, 17 C.F.R. §200.83.
August 24, 2018
Page 2
Should any questions arise in connection with the filing or this letter, please do not hesitate to contact me by telephone at (212) 906-1281.
| Very truly yours, |
/s/ Marc D. Jaffe |
Marc D. Jaffe of LATHAM & WATKINS LLP |
| cc: | (via email) |
James Maynard, Farfetch Limited
Ian D. Schuman, Esq., Latham & Watkins LLP
Joshua Kiernan, Esq., Latham & Watkins LLP
Jeffrey Vetter, Esq., Fenwick & West LLP
James D. Evans, Esq., Fenwick & West LLP
Katherine K. Duncan, Esq., Fenwick & West LLP