Exhibit 99.1
Farfetch Raises $250 Million from Tencent and Dragoneer to Support Continued Growth
• Tencent and Dragoneer each to invest $125 million in Convertible Senior Notes
• Extends the existing relationship in the luxury category between Farfetch and Tencent
LONDON, U.K. January 30, 2020– Farfetch Limited (NYSE: FTCH) (the “Company”), the leading global technology platform for the luxury fashion industry, today announced that it has agreed to issue and sell, via a private placement, convertible senior notes (the “Notes”) in an aggregate principal amount of $250 million (the “Transaction”). Tencent, a global technology pioneer headquartered in Shenzhen, China, has committed to a strategic investment by agreeing to purchase $125 million of the Notes, and San Francisco-based investment firm Dragoneer has agreed to purchase the remaining $125 million of Notes. Closing of the Transaction is subject to customary conditions.
The financing will supplement Farfetch’s current liquidity position. As of December 31, 2019, the Company’s cash and cash equivalents balance amounted to approximately $320 million.
The additional capital supports Farfetch’s long-term strategy of delivering a global technology platform for the luxury fashion industry and facilitates the Company’s continued focus on executing its growth plans, including in the key China market, and driving towards operational profitability.
Tencent’s investment in Farfetch elevates the ongoing relationship between the two companies, which, through Farfetch’s role as the premier luxury gateway to China, is helping western luxury brands reach the Chinese consumer through Tencent’s WeChat platform.
Farfetch currently powers a roster of more than 80 luxury brands on WeChat, including Moncler, Balenciaga, Saint Laurent, Armani and Ralph Lauren, and is a partner to these brands for new developments and launches on WeChat, pioneering the use of key opinion leader (“KOL”) mini-programs such as Mr. Bags, Shiliupo and ByFresh.
The Notes will be issued upon closing pursuant to an Indenture (the “Indenture”) with Wilmington Trust, National Association, as trustee. The Indenture includes customary covenants and sets forth certain events of default after which the Notes may be declared immediately due and payable and sets forth certain types of bankruptcy or insolvency events of default involving the Company after which the Notes become automatically due and payable.
The Notes will mature on December 31, 2025, unless earlier converted, redeemed or repurchased in accordance with their terms. The Notes will be senior, unsecured obligations of the Company, bearing interest at a rate of 5.00% per year, payable quarterly in arrears on March 31, June 30, September 30, and December 31 of each year, commencing on March 31, 2020. The Notes may be converted at an initial conversion price of $12.25, which reflects a 31% premium to the30-day VWAP share price when the Transaction was agreed in principle on December 19, 2019. Upon conversion, the Notes will be settled, at the Company’s election, in Class A ordinary shares of the Company, cash, or a combination of cash and Class A ordinary shares of the Company (subject to certain exceptions set forth in the Indenture). Holders of the Notes will have the right to require the Company to repurchase all or some of their Notes for cash at 100% (or 150%, in the event of a change in control, as defined in the Indenture) of their principal amount, plus all accrued and unpaid interest to, and including, the maturity date, upon the occurrence of certain corporate events, subject to certain conditions.
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