Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2019shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2019 |
Document Fiscal Year Focus | 2019 |
Document Fiscal Period Focus | FY |
Trading Symbol | FTCH |
Entity Registrant Name | Farfetch Ltd |
Entity Central Index Key | 0001740915 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | Yes |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Emerging Growth Company | false |
Entity Voluntary Filers | No |
Entity Shell Company | false |
Entity File Number | 001-38655 |
Entity Address, Address Line One | The Bower |
Entity Address, Address Line Two | 211 Old Street |
Entity Address, City or Town | London |
Entity Address, Postal Zip Code | EC1V 9NR |
Entity Address, State or Province | United Kingdom |
Class A Ordinary Shares | |
Document Information [Line Items] | |
Entity Common Stock Shares Outstanding | 296,740,928 |
Class B Ordinary Shares | |
Document Information [Line Items] | |
Entity Common Stock Shares Outstanding | 42,858,080 |
Consolidated statements of oper
Consolidated statements of operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 1,021,037 | $ 602,384 | $ 385,966 |
Cost of revenue | (561,191) | (303,934) | (181,200) |
Gross profit | 459,846 | 298,450 | 204,766 |
Selling, general and administrative expenses | (869,609) | (471,766) | (295,960) |
(Losses)/ gains on items held at fair value | 21,721 | (3,300) | |
Share of profits of associates | 366 | 33 | 31 |
Operating loss | (387,676) | (173,283) | (94,463) |
Finance income | 34,382 | 38,182 | 2,833 |
Finance costs | (19,232) | (18,316) | (20,475) |
Loss before tax | (372,526) | (153,417) | (112,105) |
Income tax expense | (1,162) | (2,158) | (170) |
Loss after tax | (373,688) | (155,575) | (112,275) |
(Loss)/Profit attributable to: | |||
Equity holders of the parent | (385,297) | (155,575) | (112,275) |
Non-controlling interests | 11,609 | ||
Loss after tax | $ (373,688) | $ (155,575) | $ (112,275) |
Loss per share attributable to owners of the parent | |||
Basic and diluted | $ (1.21) | $ (0.59) | $ (0.50) |
Weighted-average shares outstanding | |||
Basic and diluted | 318,843,239 | 264,432,214 | 223,465,734 |
Consolidated statement of compr
Consolidated statement of comprehensive loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Comprehensive Income [Abstract] | |||
Loss for the year | $ (373,688) | $ (155,575) | $ (112,275) |
Items that may be subsequently reclassified to the consolidated statement of operations (net of tax) | |||
Exchange differences on translation of foreign operations | (7,333) | (24,142) | 33,504 |
Gains/ (losses) on cash flow hedges | (3,384) | 436 | |
Items that will not be subsequently reclassified to the consolidated statement of operations (net of tax) | |||
Impairment loss on investments | (100) | ||
Remeasurement loss on severance plan | (58) | ||
Other comprehensive income/(loss) for the year, net of tax | (10,875) | (23,706) | 33,504 |
Total comprehensive (loss)/income for the year, net of tax | (384,563) | (179,281) | (78,771) |
Attributable to: | |||
Equity holders of the parent | (396,172) | (179,281) | (78,771) |
Non-controlling interests | 11,609 | ||
Total comprehensive (loss)/income for the year, net of tax | $ (384,563) | $ (179,281) | $ (78,771) |
Consolidated statements of fina
Consolidated statements of financial position - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Non-current assets | ||
Trade and other receivables | $ 12,388 | $ 10,458 |
Deferred tax assets | 5,324 | 745 |
Intangible assets, net | 1,362,967 | 103,345 |
Property, plant and equipment, net | 67,999 | 37,528 |
Right-of-use assets | 115,176 | |
Investments | 16,229 | 566 |
Investments in associates | 2,466 | 86 |
Total non-current assets | 1,582,549 | 151,983 |
Current assets | ||
Inventories | 128,107 | 60,954 |
Trade and other receivables | 194,794 | 93,670 |
Cash and cash equivalents | 322,429 | 1,044,786 |
Total current assets | 645,330 | 1,199,410 |
Total assets | 2,227,879 | 1,351,393 |
Equity | ||
Share capital | 13,584 | 11,994 |
Share premium | 878,007 | 772,300 |
Merger reserve | 783,529 | 783,529 |
Foreign exchange reserve | (30,842) | (23,509) |
Other reserves | 349,463 | 67,474 |
Accumulated losses | (826,135) | (483,357) |
Equity attributable to owners of the parent | 1,167,606 | 1,128,431 |
Non-controlling interests | 170,226 | 0 |
Total equity | 1,337,832 | 1,128,431 |
Non-current liabilities | ||
Provisions | 23,704 | 13,462 |
Lease liabilities | 100,833 | |
Deferred tax liabilities | 219,789 | |
Other liabilities | 16,455 | 15,342 |
Put and call option liabilities | 61,268 | |
Total non-current liabilities | 422,049 | 28,804 |
Current liabilities | ||
Trade and other payables | 447,586 | 194,158 |
Lease liabilities | 18,485 | |
Put and call option liabilities | 1,118 | |
Other current financial liabilities | 809 | |
Total current liabilities | 467,998 | 194,158 |
Total liabilities | 890,047 | 222,962 |
Total equity and liabilities | $ 2,227,879 | $ 1,351,393 |
Consolidated statements of chan
Consolidated statements of changes in equity - USD ($) $ in Thousands | Total | Share Capital | Share Premium | Merger Reserve | Foreign Exchange Reserve | Other Reserves | Accumulated Losses | Equity Attributable to the Parent | Non- controlling Interest |
Beginning balance at Dec. 31, 2016 | $ 118,916 | $ 7,844 | $ 340,988 | $ (32,871) | $ 19,857 | $ (216,901) | $ 118,917 | $ (1) | |
Changes in equity | |||||||||
Issue of share capital, net of transaction costs | 340,301 | 1,454 | 336,686 | 2,161 | 340,301 | ||||
Loss for the year | (112,275) | (112,275) | (112,275) | ||||||
Other comprehensive (loss)/ income | 33,504 | 33,504 | 33,504 | ||||||
Share based payment – equity settled | 16,457 | 16,457 | 16,457 | ||||||
Transactions with non- controlling interests | 2,161 | (1) | (1) | 1 | |||||
Ending balance at Dec. 31, 2017 | 396,903 | 9,298 | 677,674 | 633 | 38,475 | (329,177) | 396,903 | ||
Changes in equity | |||||||||
Issue of share capital, net of transaction costs | 774,344 | 2,044 | 772,300 | 774,344 | |||||
Loss for the year | (155,575) | (155,575) | (155,575) | ||||||
Other comprehensive (loss)/ income | (23,706) | (24,142) | 436 | (23,706) | |||||
Capital reorganization | 106,507 | 652 | (677,674) | $ 783,529 | 106,507 | ||||
Share based payment – equity settled | 29,958 | 28,563 | 1,395 | 29,958 | |||||
Ending balance at Dec. 31, 2018 | 1,128,431 | 11,994 | 772,300 | 783,529 | (23,509) | 67,474 | (483,357) | 1,128,431 | |
Changes in equity | |||||||||
Issue of share capital, net of transaction costs | 500,402 | 1,590 | 105,707 | 393,105 | 500,402 | ||||
Loss for the year | (373,688) | (385,297) | (385,297) | 11,609 | |||||
Other comprehensive (loss)/ income | (10,875) | (7,333) | (3,542) | (10,875) | |||||
Share based payment – equity settled | 123,224 | 76,383 | 46,841 | 123,224 | |||||
Share based payment- reverse vesting shares | (82,646) | (82,646) | (82,646) | ||||||
Transactions with non- controlling interests | (101,311) | (101,311) | (101,311) | ||||||
Non-controlling interest arising from a business combination | 158,617 | 393,853 | 158,617 | ||||||
Non-controlling interest call option | (4,322) | (4,322) | (4,322) | ||||||
Ending balance at Dec. 31, 2019 | $ 1,337,832 | $ 13,584 | $ 878,007 | $ 783,529 | $ (30,842) | $ 349,463 | $ (826,135) | $ 1,167,606 | $ 170,226 |
Consolidated statement of cash
Consolidated statement of cash flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities | |||
Loss before tax | $ (372,526) | $ (153,417) | $ (112,105) |
Adjustments for: | |||
Depreciation | 28,536 | 7,338 | 3,648 |
Amortization | 85,055 | 16,199 | 7,332 |
Non-cash employee benefits expense | 138,195 | 53,819 | 16,578 |
Net loss/(gain) on sale of non-current assets | (144) | 1,028 | 42 |
Share of profits of associates | (366) | (33) | (35) |
Net finance income | (15,150) | (19,866) | (1,261) |
Net exchange differences | (842) | 7,621 | 12,196 |
Impairment of investments | 5,000 | ||
Change in the fair value of derivatives | (117) | (506) | 44 |
Change in the fair value of put and call option liabilities | (43,247) | 3,300 | |
Change in the fair value of acquisition related consideration | 21,526 | ||
Changes in working capital | |||
Increase in receivables | (51,273) | (72,151) | (598) |
Increase in inventories | (29,723) | (10,345) | (35,163) |
Increase in payables | 113,721 | 57,432 | 47,406 |
Changes in other assets and liabilities | |||
(Increase)/decrease in non-current receivables | 3,723 | (1,265) | (3,826) |
Increase in other liabilities | 11,575 | 7,365 | |
Decrease in provisions | (4,252) | (701) | |
Other items | (5) | (536) | (591) |
Income taxes paid | (16,328) | (822) | (352) |
Net cash outflow from operating activities | (126,642) | (116,205) | (59,320) |
Cash flows from investing activities | |||
Acquisition of subsidiaries, net of cash acquired | (461,691) | 195 | |
Payments for property, plant and equipment | (39,512) | (21,137) | (12,616) |
Proceeds on disposal of property, plant and equipment | 272 | ||
Payments for intangible assets | (72,985) | (50,978) | (18,997) |
Interest received | 11,259 | 8,865 | 2,833 |
Payments for investments | (20,846) | (288) | (278) |
Net cash outflow from investing activities | (583,503) | (63,538) | (28,863) |
Cash flows from financing activities | |||
Proceeds from issue of shares, net of issue costs | 8,654 | 859,526 | 322,097 |
Repayment of loan notes | (21,955) | ||
Repayment of the principal elements of lease payments | (19,127) | ||
Interest and fees paid on loans | (4,776) | ||
Net cash inflow/(outflow) from financing activities | (15,249) | 859,526 | 300,142 |
Net increase/(decrease) in cash and cash equivalents | (725,394) | 679,783 | 211,959 |
Cash and cash equivalents at the beginning of the year | 1,044,786 | 384,002 | 150,032 |
Effects of exchange rate changes on cash and cash equivalents | 3,037 | (18,999) | 22,011 |
Cash and cash equivalents at end of year | $ 322,429 | $ 1,044,786 | $ 384,002 |
Corporate information
Corporate information | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Corporate Information [Abstract] | |
Corporate information | 1. Corporate information Farfetch Limited (the “Company”) is an exempted company incorporated with limited liability under the Companies Law (2018 Revision) of the Cayman Islands, as amended and restated from time to time (the “Companies Law”). The principal place of business is The Bower, 211 Old Street, London, EC1V 9NR, United Kingdom. Farfetch Limited and its subsidiary undertakings (the “Group”) is principally engaged in the following: • providing an online marketplace at Farfetch.com (and related suffixes) as well as the Farfetch app for retailers and brands to be able to offer their products for sale to the public (including associated services such as ‘production’, logistics, customer services and payment processing); • web design, build, development and retail distribution for retailers and brands to enable them to offer their products to the public; and • operating the Company-owned (Browns, New Guards, Stadium Goods) and the branded stores (Off-White). Summary of impact of Group restructure and Initial Public Offering (IPO) On September 21, 2018, the Company commenced trading its shares on the New York Stock Exchange. In preparation for this IPO, the Group was restructured. The steps to restructure the Group had the effect of Farfetch Limited being inserted above Farfetch.com Limited as the holder of the Farfetch.com Limited share capital. The reorganization transactions have been treated as a capital reorganization. In accordance with International Financial Reporting Standards, historic earnings per share calculations and the balance sheet as of December 31, 2017 have been restated retrospectively to reflect the capital structure of the new parent rather than that of the former parent, Farfetch.com Limited. The Group is presented as if Farfetch Limited has always owned Farfetch.com Limited. The comparative statement of operations and statement of financial position are presented in line with the previously presented Farfetch.com Limited position. The comparative and current period consolidated reserves of the Group are adjusted to reflect the statutory share capital and share premium of Farfetch Limited. A merger reserve arose as a result of the restructuring of the Group and represents the difference between the equity of the acquired company (Farfetch.com Limited) and the investment by the acquiring company (Farfetch Limited). The steps taken to restructure the Group were as follows. On September 18, 2018, all holders of warrants over Farfetch.com shares, except a holder of 189,995 warrants, exercised their warrants into the applicable class of shares and the outstanding shares of Farfetch.com and were exchanged for shares of Farfetch Limited with equivalent rights. Following the exchange, the £0.10 British Pound Sterling denominated ordinary shares and the preference shares held by the shareholders of Farfetch Limited were converted into U.S. dollar denominated $0.20 ordinary shares of Farfetch Limited and subsequently exchanged, one for five, for $0.04 Class A ordinary shares and Class B ordinary shares, as applicable. Outstanding options of Farfetch.com were released in exchange for the grant of options with equivalent rights over Class A ordinary shares of Farfetch Limited. |
Significant accounting policies
Significant accounting policies | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Accounting Policies [Abstract] | |
Significant accounting policies | 2. 2.1. The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The Directors have made an assessment of the Group’s ability to continue in operational existence for the foreseeable future and are satisfied that it is appropriate to continue to adopt the going concern basis of accounting in preparing the consolidated financial statements. The consolidated financial statements have been prepared under the historical cost convention unless otherwise stated. The consolidated financial statements are presented in United States dollars (“U.S. dollars” or “USD” or “$”). All values are rounded to the nearest thousand dollars, except where indicated. The tables in these notes are shown in USD thousands, except where indicated. In January 2019, the functional currency of Farfetch UK Limited, the Group’s primary trading entity, changed from pound sterling to U.S dollars. This was a result of a gradual change in the primary economic environment in which Farfetch UK Limited operates driven by the growth of consumers where the Group receives U.S. dollars in settlement. This is combined with an increase in costs influenced by movements in the U.S dollar. The Group’s corporate treasury function continually monitors the Group’s exposure to foreign currency movements. Farfetch UK Limited is exposed to movements in several key currencies including the U.S dollar, euro and pound sterling. Following review of Farfetch UK Limited’s expected receipts and expenses, the Group determined that U.S dollars had become the dominant currency from January 2019. As a result this has triggered a change in functional currency. Effective January 1, 2019, we adopted the requirements of IFRS 16, Leases, (“IFRS 16”) as discussed below. The consolidated financial statements provide comparative information in respect of the previous periods. 2.2. The consolidated financial statements comprise the consolidated financial statements of the Group and its subsidiaries. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: • The contractual arrangement with the other vote holders of the investee; • Rights arising from other contractual arrangements; and • The Group’s voting rights and potential voting rights. The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date control ceases. Profit or loss and each component of other comprehensive income (“OCI”) are attributed to the equity holders of the parent of the Group and to the non-controlling interests. When necessary, adjustments are made to the consolidated financial statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation. A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. 2.3. a) Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-controlling interests in the acquiree. For each business combination, the Group measures the non-controlling interests in the acquiree at the proportionate share of the acquiree’s identifiable net assets. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. Any contingent consideration to be transferred by the Group is recognized at fair value at the acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument and is measured at fair value with changes in fair value recognized in profit or loss. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests over the net identifiable assets acquired and liabilities assumed which are measured at fair value at the date of acquisition. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units (“CGU”) that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Annual impairment testing is performed at every reporting date being December 31. Refer to Note 2.3m) for the Group’s policy on the impairment of non-financial assets. b) The Group recognizes an associate when the Group has a significant influence over that entity. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies. The Group’s investment in its associate, Farfetch Finance Limited, is accounted for using the equity method. Under the equity method of accounting, the investments are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the post-acquisition profits or losses of the investee in profit or loss, and the Group’s share of movements in other comprehensive income of the investee in other comprehensive income. c) The Group presents assets and liabilities in the statement of financial position based on current/non-current classification. An asset is current when it is: • Expected to be realized or intended to be sold or consumed in the normal operating cycle; • Held primarily for the purpose of trading; • Expected to be realized within twelve months after the reporting period; or • Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classified as non-current. A liability is current when: • It is expected to be settled in the normal operating cycle; • It is held primarily for the purpose of trading; • It is due to be settled within twelve months after the reporting period; or • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. The Group classifies all other liabilities as non-current. d) This section outlines the Group policies applicable to financial instruments that are recognized and measured at fair value in the consolidated financial statements. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: • In the principal market for the asset or liability; or • In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole: • Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities • Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable • Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable For assets and liabilities that are recognized in the consolidated financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. e) Revenue is recognized in accordance with the five-step model under IFRS 15, which was early adopted by the Group on January 1, 2017 on a fully retrospective basis: 1. identifying the contracts with customers; 2. identifying the separate performance obligations; 3. determining the transaction price; 4. allocating the transaction price to the separate performance obligations; and 5. recognizing revenue when each performance obligation is satisfied. Retailing of goods Revenue, where the Group acts as a principal, is recognized when the performance obligation is satisfied which is when the goods are received by the consumer. Included within sales of goods is a provision for expected returns, discounts and rebates. Where these are not known, the Group uses historical data and patterns to calculate an estimate. Rendering of services The Group primarily acts as a commercial intermediary between sellers, being the brands and retailers, and end consumers and earns a commission for this service. For these arrangements, the sellers determine the transaction price of the goods sold on the website, being the purchase price paid by the consumer, with the Group acting as an agent for the sellers and the related revenue is recognized on a net basis. The Group also charges fees to sellers for activities related to providing this service, such as packaging, credit card processing, settlement of duties, and other transaction processing activities. These activities are not considered separate promises to the consumer, and the related fees are therefore recognized concurrently with commissions at the time the performance obligation to facilitate the transaction between the seller and end consumer is satisfied, which is when the goods are dispatched to the end consumer by the seller. A provision is made for commissions that would be refunded if the end consumer returns the goods, and the Group uses historical data and patterns to estimate its return provision. There are no significant payment terms with the Group taking payment in full from the consumer’s chosen payment method at the time the goods are dispatched by the seller. The Group also provides delivery services to end consumers, with the Group setting the transaction price, for goods purchased on its platform. For these services, the Group acts as the principal and recognizes as revenue amounts charged to end consumers net of any promotional incentives and discounts. Revenue for these services is recognized on delivery of goods to the end consumer, which represents the point in time at which the Group’s performance obligation is satisfied. No provision for returns is made as delivery revenue is not subject to refund. Promotional incentives, which include basket promo-code discounts, may periodically be offered to end consumers. These are treated as a deduction to revenue. Cash is collected by the Group from the end consumer using payment service providers. Within two months of the transactions, this is remitted to the relevant seller (net of commission and recoveries). Such amounts are presented within trade and other payables, unless the relevant seller is in a net receivable position and is therefore classified within trade and other receivables. f) Current tax is the expected tax payable based on the taxable profit for the period, and the tax laws that have been enacted or substantively enacted by the reporting date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities. Deferred tax is recognized on differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. Current and deferred tax is charged or credited in the statement of operations, except when it relates to items charged or credited directly to equity, in which case the current or deferred tax is also recognized directly in equity. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates and in accordance with laws that are expected to apply in the period/jurisdiction when/where the liability is settled, or the asset is realized. Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the taxable entity or different taxable entities and where there is an intention to settle the balances on a net basis. g) The Group’s consolidated financial statements are presented in U.S. dollars. For each entity the Group determines the functional currency and items included in the consolidated financial statements of each entity are measured using that functional currency. The functional currency of the Company is U.S. dollars. h) Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency spot rates at the date the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date. Differences arising on settlement or translation of monetary items are recognized in profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in OCI or profit or loss are also recognized in OCI or profit or loss, respectively). On consolidation, the assets and liabilities of foreign operations are translated into U.S. dollars at the rate of exchange prevailing at the reporting date and their statements of profit or loss are translated at average exchange rates. The exchange differences arising on translation for consolidation are recognized in OCI. i) Property, plant and equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. All repair and maintenance costs are recognized in profit or loss as incurred. Items of property, plant and equipment are depreciated with an expense recognized in depreciation and amortization expense on a straight-line basis over their useful life. The useful lives of these items are assessed as follows: Leasehold improvements Shorter of the life of the lease or useful life Fixtures and fittings Three to ten years Motor vehicles Four to eight years Plant, machinery and equipment Leased plant and equipment Three to ten years Three to eight years The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement. j) Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. Internally generated intangibles, excluding capitalized development costs, are not capitalized and the related expenditure is reflected in profit or loss in the period in which the expenditure is incurred. The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in the statement of operations in the expense category that is consistent with the function of the intangible assets. Other than goodwill, there are no intangible assets with indefinite useful lives. Goodwill is not amortized but is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to the relevant CGUs which are tested for impairment annually. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. On disposal of a cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. Refer to Note 2.3m) for the Group’s policy on the impairment of non-financial assets. Research and development costs Research costs are expensed as incurred. Development expenditures on an individual project are recognized as an intangible asset when the Group can demonstrate: • The technical feasibility of completing the intangible asset so that the asset will be available for use or sale; • Its intention to complete and its ability and intention to use or sell the asset; • How the asset will generate future economic benefits; • The availability of resources to complete the asset; and • The ability to measure reliably the expenditure during development. Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortization and accumulated impairment losses. Amortization of the asset begins when development is complete and the asset is available for use. It is amortized over the period of expected future benefit. Amortization is recorded in administrative expenses. Development intangible assets under the course of construction are tested for impairment annually or more frequently if events or changes in circumstance indicate that they might be impaired. Once placed into service the asset is tested for impairment whenever events or changes in circumstance indicate that the carrying amount may not be recoverable. Subsequent costs Subsequent costs are only capitalized when there is an increase in the anticipated future economic benefit attributable to the assets in question. All other subsequent costs are recorded in the statement of operations for the year in which they are incurred. Amortization Amortization is charged to depreciation and amortization expense on a straight-line basis over the estimated useful life of the intangible assets, from the time that the assets are available for use. The useful lives of these items are assessed as follows: Development costs Three years Brand, trademarks & domain names Five to sixteen years Customer relationships Three to five years k) Inventories are carried at the lower of cost and the net realizable value based on market performance, including the relative ancillary selling costs. The cost of inventories, calculated according to the weighted average cost method for each category of goods, includes purchase costs and costs incurred to bring the inventories to their present location and condition. In order to represent the value of inventories appropriately in the statement of financial position, and to take into account impairment losses due to obsolete materials and slow inventory movement, obsolescence provisions have been directly deducted from the carrying amount of the inventories. l) A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial assets The Groups financial assets comprise cash and cash equivalents, receivables and derivative financial instruments. Derivative financial instruments are comprised of forward exchange contracts, which are measured at fair value through profit or loss, unless they are formally designated and measured as cash flow hedges. Trade receivables are generally accounted for at amortized cost. The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortized cost. Financial assets through profit or loss are measured initially at fair value with transaction costs taken directly to the consolidated statement of operations. Subsequently, the financial assets are remeasured, and gains and losses are recognized in the consolidated statement of operations. Financial liabilities The Group’s financial liabilities comprise trade and other payables, interest bearing loans and borrowings, contingent consideration and foreign exchange contracts. Trade and other payables are held at amortized cost. All interest bearing loans and borrowings are initially recognized at fair value net of issue costs associated with the borrowing. After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using the effective interest rate method. Contingent consideration and foreign exchange contracts are measured initially at fair value through profit or loss with transaction costs taken directly to the consolidated statement of operations. Subsequently, the fair values are remeasured and gains and losses from changes therein are recognized in the consolidated statement of operations. Derivatives and hedging activities Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. Where the derivative is not designated as a cash-flow hedge, subsequent changes in the fair value are recognized in profit or loss. Such derivatives are classified as a current asset or liability. The group designates certain derivatives as cash flow hedges to hedge particular risks associated with the cash flows of recognized assets and liabilities and highly probable forecast transactions. At inception of the hedge relationship, the Group documents the economic relationship between hedging instruments and hedged items including whether changes in the cash flows of the hedging instruments are expected to offset changes in the cash flows of hedged items. The Group documents its risk management objective and strategy for undertaking its hedge transactions. Currently the Group has only designated cash flow hedges. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in the cash flow hedge reserve within equity. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss. When a hedging instrument matures, any gains or losses held in the cash flow hedge reserve are recycled to the statement of operations or inventory on the balance sheet when the related hedged item is recognized in the statement of operations or inventory on the balance sheet. If a hedge no longer meets the criteria for hedge accounting, or the forecast transaction is no longer likely to occur, the cumulative gain or loss reported in equity is immediately reclassified to profit or loss. m) The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s, CGU’s or group of CGU’s fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. The Group bases its impairment calculation on detailed budgets which are prepared separately for each of the Group’s CGUs to which the individual assets are allocated. These budgets and forecast calculations cover a period of five to ten years, according to the nature and maturity of each CGU. Impairment losses of continuing operations, are recognized in the statement of operations in expense categories consistent with the function of the impaired asset. For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists, the Group estimates the asset’s or CGU’s recoverable amount. Goodwill and intangible assets are tested for impairment annually as at December 31 and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU is less than its carrying amount, an impairment loss is recognized. Impairment losses relating to goodwill cannot be reversed in future periods. n) Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. o) Employees (including senior executives) of the Group receive remuneration in the form of share based payments, whereby employees render services as consideration. The consideration is either equity or cash settled depending on the scheme. Equity-settled transactions The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model. That cost is recognized, together with a corresponding increase in other capital reserves in equity, over the period in which the performance and/or service conditions are fulfilled in employee benefits expense. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The statement of operations expense or credit for a period represents the movement in cumulative expense recognized as at the beginning and end of that period. No expense is recognized for awards that do not ultimately vest. Cash-settled transactions For cash-settled share based payments, a liability is recognized for the goods or services acquired, measured initially at the fair value of the liability. At each balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognized in profit or loss for the year. Employment related taxes Where the Group has an obligation to settle employment related taxes on share based payments received by employees, these are provided for based on the intrinsic value of the vested share options at the end of the reporting period. p) For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. The Group has classified amounts held in money market funds as cash equivalents because those funds are short term in nature, highly liquid, readily convertible to known amounts of cash, and subject to an insignificant risk of changes in value. The Group has determined this classification is appropriate because each of these EU-regulated funds have the highest credit rating available. 2.4. Amendments to IFRSs that are mandatorily effective for the current year In the year ended December 31, 2019, the Group has applied the below amendments to IFRS’s issued by the IASB that are mandatorily effective for an accounting period that began on or after January 1, 2019. IFRS 16 Leases The Group has adopted IFRS 16 in accordance with the modified retrospective transitional approach in the current year. The application of the standard has resulted in almost all leases being recognized on the balance sheet as the distinction between operating and finance leases has been removed. Under the new standard, a right of use asset and a financial liability to pay |
Critical Accounting Judgments a
Critical Accounting Judgments and Key Sources of Estimation Uncertainty | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Accounting Judgments And Estimates [Abstract] | |
Critical accounting judgments and key sources of estimation uncertainty | 3. Critical accounting judgments and key sources of estimation uncertainty Certain accounting policies are considered to be critical to the Group. An accounting policy is considered to be critical if, in the Directors’ judgement, its selection or application materially affects the Group’s financial position or results. The application of the Group’s accounting policies also requires the use of estimates and assumptions that affect the Group’s financial position or results. Below is a summary of areas in which estimation is applied primarily in the context of applying critical accounting judgements. Critical judgements in applying group accounting policies Intangible assets – development costs capitalization Assessing whether assets meet the required criteria for initial capitalization requires judgement. This requires an assessment of the expected future benefits from the projects to be capitalized, technical feasibility and commercial viability. In particular, internally generated intangible assets must be assessed during the development phase to identify whether the Group has the ability and intention to complete the development successfully. Determining the costs of assets to be capitalized also requires judgement. Specifically, judgement and estimation is required in determining the directly attributable costs to be allocated to the asset to enable the asset to be capable of operating in the manner intended by management. Recognition of a deferred tax asset The Group has accumulated significant unutilized trading tax losses (Note 27). A deferred tax asset in respect of these losses can only be recognized when it is probable that future taxable profits will be available to utilize these against. The Group reviews this assessment on an annual basis Farfetch UK Limited functional currency change – date of change As disclosed on Note 2.1, in January 2019 the functional currency of Farfetch UK Limited, the Group’s primary trading entity, changed from pound sterling to U.S dollar. While the trigger for the change was based on a factual assessment as described in the aforementioned Note 2.1, the determination of the date of change required judgement given the gradual change in the primary economic and business environment in which Farfetch UK Limited operates. This was driven by the growth of consumers where the Group receives U.S. dollars in settlement, as well as an increase in costs influenced by movements in the U.S dollar, throughout 2018 and crystalizing in Q4 2018. Guidance requires a change in functional currency to be reported as of the date it is determined there has been a change and it is generally accepted practice that the change is made at start of the most recent period. Noting that in accordance with IAS 21:35, when there is a change in an entity’s functional currency, the entity applies the translation procedures applicable to the new functional currency prospectively from the date of the change, management determined to enact this change effectively on January 1, 2019. Key sources of estimation uncertainty Business combinations We use our best estimates and assumptions to accurately assign fair value to the intangible assets acquired at the acquisition date. The estimation is primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible asset, as well as the sensitivity of the respective fair values to the underlying significant assumptions. We use a discounted cash flow method of the income approach to measure the fair value of these intangible assets and use specialists to develop certain estimates and assumptions. The significant estimates and assumptions used are in respect to (i) expected future revenue growth rates; (ii) anticipated operating margins; (iii) the useful lives of the acquired brand names; and (iv) the discount rates to be applied to the estimated future cash flows. During the measurement period, which may be up to one year from the date of acquisition, the Group may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The Group continues to collect information and reevaluates these estimates and assumptions as deemed reasonable by management. The Group records any adjustments to these estimates and assumptions against goodwill provided they arise within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statement of operations. We also use our best estimates and assumptions to accurately account for the value of put options over non-controlling interests, when applicable: i) a liability is recognized in the accounts when then non-controlling shareholders have a put option over NCI; ii) NCI is recognized at the time of acquisition when it is considered that the risk and rewards associated NCI rests with non-controlling shareholders and not recognized if it is considered that the risks and rewards rest with Farfetch. For details of business combinations, please refer to Note 5. Impairment of non-financial assets Impairment exists when the carrying value of an asset CGU or group of CGU exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm’s length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow (“DCF”) model. The cash flows are Intangible assets and property, plant and equipment – useful lives The assessment of the useful economic lives and the method of amortizing these assets requires judgement. Depreciation and amortization are charged to the consolidated statement of operations based on the useful economic life selected, which requires an estimation of the period and profile over which the Group expects to consume the future economic benefits embodied in the asset. The Group reviews its useful economic lives at the reporting date. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Abstract] | |
Revenue | 4. Revenue by type of good or service (in thousands) 2017 2018 2019 Digital Platform Services Revenue $ 296,350 $ 488,995 $ 701,246 Digital Platform Fulfilment Revenue 74,182 97,794 127,960 Brand Platform Revenue - - 164,210 In-Store Revenue 15,434 15,595 27,621 Total Revenue $ 385,966 $ 602,384 $ 1,021,037 Digital Platform services Digital Platform Services Revenue includes commissions on third-party sales and revenue from first-party sales. Commission revenue is recognized on a net basis in the statement of operations because the Group acts as an agent in these arrangements. The Group primarily acts as a commercial intermediary between sellers and end consumers and earns a commission for this service. Revenue in relation to these obligations within Digital Platform Services Revenue which have not been satisfied at the end of the 2019 reporting period is $691,000 (2018: 1,651,000, 2017: $1,067,000). In 2019, $1,651,000 (2018: $1,067,000, 2017: $330,000) of revenue deferred in 2018 (2017, 2016) was recognized as revenue. In first-party sales arrangements, the Group sells its own goods on the platform where the Group is the principal, and therefore related revenues are recognised on a gross basis. Revenue on the sale of these goods is recognised when the goods are received by the end customer. For finished goods that have been ordered on the platform but not yet delivered to the end consumer at the end of the reporting period, revenue is deferred until delivery. At December 31, 2019, these deferred amounts were $1,766,000 (2018: $2,015,000, 2017: $1,135,000), which the Group expects to recognize within 30 days of period end. In 2019, $2,015,000 (2018: $1,135,000, 2017: $741,000) of revenue deferred in 2018 (2017, 2016) was recognized as revenue. Digital Platform Service Revenue also includes fees charged to sellers for other activities, such as packaging, credit card processing, and other transaction processing activities. At checkout, end consumers are charged for delivery, if applicable, in addition to the price of goods in their basket (refer to Digital Platform Fulfilment Revenue below for a discussion of delivery services). The Group is responsible for the collection of cash from end consumers with payment typically taken in advance of completing its performance obligations. In arrangements where the Group acts as an agent, cash collections are remitted net to the sellers generally within two months of collection. Digital Platform Fulfilment Revenue The Group also provides delivery services for products sold on the platform, for which revenues are recognized when the products are delivered to the end consumers. Revenues for delivery services are stated net of promotional incentives and discounts. Digital Platform Fulfilment Revenue also includes fees charged to sellers for the settlement of duties which are recognized concurrently with commissions. As discussed above, the promise with respect to delivery services is satisfied only when the goods are delivered. Within Digital Platform Fulfilment Revenue, where the delivery performance obligation has not been satisfied at the end of the reporting period, revenue of $851,000 (2018: $479,000, 2017: $436,000) has been deferred and is expected to be recognized in under 90 days from the end of the reporting period. The transaction price for this performance obligation is the delivery costs charged to the consumer as described above. In 2019 $479,000 (2018: $436,000, 2017: $407,000) of revenue deferred in 2018 (2017, 2016) was recognized as revenue. As at the end of the reporting period there were receivables from contracts with customers for the amount of $nil. (2018 and 2017: none). Digital Platform Fulfilment Revenue has previously been referred to as Platform Fulfilment Revenue. Further detail can be found in Note 2.3 e) to the consolidated financial statements. Brand Platform Revenue Brand Platform Revenue includes revenue generated by New Guards operations less revenue from New Guards’: (i) owned e-commerce websites, (ii) direct-to-consumer channel via Farfetch marketplaces and (iii) directly operated stores. Sales are made in the form of first-party sales arrangements to wholesalers, and therefore related revenues are recognized on a gross basis. Wholesale revenue is recognized when the goods are transferred to the wholesaler. For finished goods that have been ordered, but not yet delivered to the wholesaler at the end of the reporting period, revenue is deferred until delivery. At December 31, 2019, these deferred amounts were $26,507,000 (2018: $nil). In-store The Group has a single performance obligation in respect to In-Store Revenue, which is the sale of finished goods. |
Business combinations
Business combinations | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Business Combinations [Abstract] | |
Business combinations | 5. Business combinations Acquisitions in 2017 Fashion Concierge UK Limited On October 31, 2017, Farfetch UK Limited, a wholly owned subsidiary of Farfetch Limited, acquired 100% of the issued share capital of Fashion Concierge UK Limited and its subsidiary F&C Fashion Concierge, LDA (“Fashion Concierge UK Limited”). The primary reason for the acquisition was for the Group to enhance its private client offering. Details of the purchase consideration, the net assets acquired and goodwill are as follows (in thousands): 2017 Cash consideration $ - Ordinary shares issued 2,183 Total purchase consideration $ 2,183 The fair value of the 45,000 shares issued as 100% of the consideration paid for Fashion Concierge UK Limited ($2,183,000) was estimated based upon the Company’s most recent funding round as of the date of the acquisition. Net cash inflow arising on acquisition (in thousands) 2017 Cash and cash equivalent balances acquired $ 195 Cash consideration - Net cash inflow $ 195 The ordinary shares issued are non-cash investing activities The Group recognized the following assets and liabilities upon the Fashion Concierge UK Limited acquisition (in thousands): 2017 Intangible assets $ 1 Tangible assets 4 Trade receivables 301 Cash and cash equivalents 195 Trade payables (1,341 ) Total net identified liabilities acquired (840 ) Goodwill 3,023 Total goodwill acquired 3,023 Net assets acquired $ 2,183 The goodwill is attributable to the Fashion Concierge UK Limited reputation and the expected synergies and efficiencies generated by the business combination. It will not be deductible for tax purposes. Acquisition-related costs of $123,000 are included in selling, general and administrative expenses. These costs were recorded in the year ending December 31, 2017. Style.com On June 12, 2017, Farfetch UK Limited, a wholly owned subsidiary of Farfetch Limited, acquired 100% of the business of Style.com, a luxury e-commerce retailer, from Conde Nast. The primary reason for the acquisition was for the Group to leverage customer relationships, the Style.com domain name authority and content to enhance the Group’s marketplace business. Details of the purchase consideration, the assets acquired and goodwill are as follows (in thousands): 2017 Cash consideration $ - Ordinary shares issued 12,411 Total purchase consideration $ 12,411 The fair value of the 258,265 shares issued as 100% of the consideration paid for Style.com ($12,411,000) was estimated based upon the Company’s most recent funding round as of the date of the acquisition. The ordinary shares issued are non-cash investing activities. The Group recognized the following assets and liabilities upon acquisition (in thousands): 2017 Inventories $ 1,856 Total net identified assets acquired 1,856 Goodwill 7,050 Customer relationships 1,178 Trademarks and domain name 3,046 Deferred tax liability (719 ) Total goodwill and identifiable intangible assets acquired 10,555 Net assets acquired $ 12,411 The trademarks and domain name are amortized over ten years and the customer relationships are amortized over three years. The goodwill is attributable to the Style.com reputation and the expected synergies and efficiencies generated by the business combination. It will not be deductible for tax purposes. There was no cashflow impact with purchase consideration being the issue of shares and there being no cash acquired. Acquisition-related costs of $557,000 are included in selling, general and administrative expenses. These costs were recorded in the year ending December 31, 2017. Revenue and profit contribution of acquisitions made in 2017 The results of operations for each of the acquisitions have been included in the Group’s consolidated statements of operations since the respective dates of acquisitions. Actual and pro forma revenue and results of operations for the acquisitions have not been presented because they do not have a material impact to the consolidated revenue and results of operations, either individually or in aggregate. Acquisitions in 2018 There were no business combinations in 2018. Acquisitions in 2019 Stadium Goods On January 4, 2019, Farfetch Limited completed the acquisition of 100% of the outstanding shares of Stadium Goods, the sneaker and streetwear marketplace for total consideration of $230,900,000. The Group expects to benefit from Stadium Goods’ brand, access to supply, and a team who have joined the Group, bringing with them a strong passion for, and knowledge of, luxury streetwear, further enhancing the company’s marketplace and stores offering. The consideration payable by the Group was in the form of cash consideration and Farfetch Limited shares. The consideration payable was split as $150,200,000 of cash, and 4,641,554 Class A Ordinary Shares with a value of $80,700,000 based on the Farfetch Limited share price as at the acquisition date. The transaction is accounted for as a business combination under IFRS 3 and the purchase price allocation accounting has been finalized. Of the $80,700,000 share consideration, $52,100,000 includes a service condition for certain members of the Stadium Goods management team remaining with the Group over a four-year period. This does not satisfy the IFRS 3 definition of consideration and will be recognized as an expense in the statement of operations over the four-year service period as a share based payment expense. Therefore, under IFRS 3, the consideration is $178,800,000 consisting of $150,200,000 cash consideration and $28,600,000 share consideration, none of which is contingent on future performance or service conditions. Details of the purchase consideration, the assets acquired and goodwill are as follows (in thousands): 2019 Cash consideration $ 150,200 Ordinary shares issued 28,600 Total purchase consideration $ 178,800 2019 Net cash outflow arising on acquisition Cash and cash equivalent balances acquired $ 1,678 Cash consideration (150,200 ) Net cash outflow $ (148,522 ) The ordinary shares issued are non-cash investing activities. The Group finalized its purchase price allocation in the first quarter 2019. The Group recognized the following assets and liabilities upon acquisition of Stadium Goods (in thousands): 2019 Intangible assets $ 2,049 Brand name 117,300 Tangible assets 319 Right-of-use assets 2,802 Other non-current assets 243 Inventory 541 Net working capital (excluding inventory) (3,642 ) Non-current liabilities (14,465 ) Total net identified assets acquired 105,147 Goodwill 73,653 Net assets acquired $ 178,800 Goodwill consists of expected synergies to be achieved by combining the operations of Stadium Goods with the Group, as well as other intangible assets that do not qualify for separate recognition under IFRS 3. Goodwill is expected to be deductible for tax purposes. No deferred tax has been recognized however on the basis that management did not consider there to be sufficient evidence at the time of the acquisition that suitable taxable profits were expected to arise to support recognition. As the transaction has been treated as an asset purchase for tax purposes, no deferred tax has been recognized in respect of the brand name as there is no difference between the tax base and carrying amount at acquisition as it is expected that the brand name will be deductible for tax purposes. Acquisition-related costs of $3,987,000 were recorded in 2019, and comprised $2,493,000, which are included in selling, general and administrative expenses, and $1,494,000, which are included in the merger relief reserve. Toplife On May 28, 2019, Farfetch (Shanghai) E-commerce Co., Ltd, a wholly owned subsidiary of Farfetch Limited, acquired 100% of the business of Toplife, a luxury e-commerce platform, from JD Group. The transaction is being treated as a business combination. The primary reason for the acquisition was for the Group to leverage the JD App Level 1 Access Button (Farfetch has replaced the Toplife JD Store with level 1 access being a prominent position on JD App’s homepage) to further enhance the Group’s marketplace business. Details of the purchase consideration, the assets acquired, and goodwill are as follows (in thousands): 2019 Cash consideration $ 48,503 Ordinary shares issued - Total purchase consideration $ 48,503 No cash or cash equivalents were acquired. The Group has performed its preliminary purchase price allocation. Owing to the timing and terms of the transaction, the Group is still refining its valuation assessment, mainly on account of TopLife inventory sales and of shutdown costs to be borne by Farfetch, and is expecting these to be finalized in the first quarter of 2020. Details of the purchase price allocation is below (in thousands): 2019 Tangible assets $ 17 Inventory 131 Current liabilities (1,605 ) Level 1 access button 9,058 Total net identified assets acquired 7,601 Goodwill 40,902 Net assets acquired $ 48,503 Goodwill consists of expected synergies to be achieved by combining the operations of Toplife with the Group, as well as other intangible assets that do not qualify for separate recognition under IFRS 3. Goodwill is not expected to be deductible for tax purposes. The level 1 access is amortized over four years. Acquisition-related costs totaled $686,000 and are included in selling, general and administrative expenses. These costs were recorded in the year ending December 31, 2019. CuriosityChina On April 3, 2019, Farfetch China (HK Holdings) Limited, a wholly owned subsidiary of the Farfetch Limited, completed the acquisition of 78% of the outstanding shares of CuriosityChina with total consideration of $9,000,000. The Group expects to benefit from CuriosityChina's expertise in the China market including its customer base and technological capabilities. The consideration payable by the Group was in the form of cash. The Group has the obligation to acquire the remaining 22% of outstanding shares that it did not initially acquire. On acquisition, the present value of this obligation amounted to $4,322,000 and was accounted for separately from the business combination as a liability. In connection to the purchase obligation, the Group recognized a $1,606,000 fair value revaluation loss in the statement of operations for the year ended December 31, 2019. The carrying value related to the call option over the remaining non-controlling interest in CuriosityChina at December 31, 2019, is $5,928,000. The transaction has been accounted for as a business combination under IFRS 3. Details of the total purchase consideration, the net assets acquired and goodwill are as follows (in thousands): 2019 Cash consideration $ 9,000 Ordinary shares issued - Total purchase consideration $ 9,000 2019 Net cash outflow arising on acquisition Cash and cash equivalent balances acquired $ 409 Cash consideration (9,000 ) Net cash outflow $ (8,591 ) The Group finalized its purchase price allocation in the fourth quarter of 2019. The Group recognized the following assets and liabilities upon acquisition of CuriosityChina (in thousands): 2019 Tangible assets $ 78 Current assets 1,879 Current liabilities (1,005 ) Customer relationships 3,878 Backlog 202 Technology 2,059 Deferred tax liability (921 ) Total net identified assets acquired 6,170 Goodwill 3,039 Total net identified assets acquired and goodwill 9,209 Non-controlling interest (209 ) Net assets acquired $ 9,000 Goodwill consists of expected synergies to be achieved by combining the operations of CuriosityChina with the Group, as well as other intangible assets that do not qualify for separate recognition under IFRS 3. Goodwill is not expected to be deductible for tax purposes. Acquisition-related costs totaled $350,000 and are included in selling, general and administrative expenses. These costs were recorded in the year ending December 31, 2019. New Guards On August 2, 2019, Farfetch Italia, a wholly owned subsidiary of Farfetch Limited, signed a sale and purchase agreement for the acquisition of 100% of the outstanding shares of New Guards and took control of New Guards on the same date. The acquisition complements the Group's strategy to be the global technology platform for luxury fashion. The consideration payable by the Group was in the form of cash and Farfetch Limited shares. The total consideration payable was $704,088,000, split as $358,910,000 of cash, and 17,710,526 Class A Ordinary Shares with a value of $345,178,000 based on the Farfetch Limited share price as at the acquisition date. With respect to the share consideration, 3,554,855 of the shares reflected an estimate at the acquisition date of the shares expected to be issued based on Farfetch Limited's volume adjusted average share price for the 10-day period ended September 18, 2019 and classified as a liability. The transaction is accounted for as a business combination under IFRS 3 and the preliminary purchase price allocation accounting has been completed. The purchase price allocation is expected to be finalized in the first half of 2020, following customary adjustments. Details of the total purchase consideration, the assets acquired, and goodwill are as follows (in thousands): 2019 Cash consideration $ 358,910 Ordinary shares issued 275,894 Ordinary shares to be issued 69,284 Total purchase consideration $ 704,088 2019 Net cash outflow arising on acquisition Cash and cash equivalent balances acquired $ 102,835 Cash consideration (358,910 ) Net cash outflow $ (256,075 ) The ordinary shares issued are non-cash investing activities. The ordinary shares to be issued reflected the Group's best estimate of the shares it expected to issue as at the acquisition date as noted above. These shares were issued on September 23, 2019 with a $21,500,000 debit recognized in profit or loss on issue reflecting the fair value remeasurement of the shares on the date they were issued. The Group recognized the following assets and liabilities upon acquisition of New Guards (in thousands): 2019 Intangible assets $ 1,382 Brand name 830,150 Tangible assets 2,714 Right-of-use assets 10,727 Deferred tax assets 3,451 Other non-current assets 2,694 Inventory 36,757 Net working capital (excluding inventory) 32,027 Non-current liabilities (13,698 ) Deferred tax liabilities (231,729 ) Total net identified assets acquired 674,475 Goodwill 188,020 Total net identified assets acquired and goodwill 862,495 Non-controlling interest (158,407 ) Net assets acquired $ 704,088 Goodwill consists of expected synergies to be achieved by combining the operations of New Guards with the Group, as well as other intangible assets that do not qualify for separate recognition under IFRS 3. Goodwill is not expected to be deductible for tax purposes. Acquisition-related costs totaled $4,090,000 and comprised $2,086,000, which are included in selling, general and administrative expenses, and $2,004,000, which are included in the merger relief reserve. These costs were recorded in the year ending December 31, 2019. Revenue and profit contribution of acquisitions made in 2019 The results of operations for each of the 2019 acquisitions have been included in the Group’s consolidated statements of operations since the date of acquisition. Actual and pro forma revenue and results of operations for the acquisitions of Stadium Goods, Curiosity China and Toplife have not been presented because they do not have a material impact to the consolidated revenue and results of operations, either individually or in aggregate. Actual revenue and results of operations for the acquisition of New Guards for the period since acquisition date were $182,989,000 and $23,142,000 respectively. Pro forma revenue and results of operations for the acquisition of New Guards as though the acquisition date had been the beginning of the year is impracticable because of the lack of financial information at the end of the reporting periods as the acquired entity’s reporting periods were misaligned with Farfetch's reporting periods. |
Segmental and geographical info
Segmental and geographical information | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Operating Segments [Abstract] | |
Segmental and geographical information | 6. Segmental and geographical information Segmental information The Group has identified three reportable operating segments. This assessment is based on information reported to the Group’s Chief Operating Decision Maker, which is deemed to be the Chief Executive Officer, for the purpose of assessing segmental performance and resource allocation. Following the acquisition of New Guards, in the fourth quarter of 2019, we realigned our operating segments to reflect the manner in which the business had become organized and how performance had become internally evaluated. Prior to this realignment, we had one reportable operating segment resulting from the aggregation of four operating segments: (1) Farfetch Marketplace, (2) Farfetch Black and White, (3) Farfetch Store of the Future and (4) Browns stores. As of December 31, 2019, we have three reportable operating segments (A) Digital Platform, (B) Brand Platform and (C) In-Store. Historical periods presented in this Annual Report reflect in these three reportable operating segments. There are no intersegment transactions that require elimination. Order Contribution is used to assess the performance and allocate resources between the segments. The results of our three reportable operating segments is as follows (in thousands): 2017 2018 2019 Digital Platform Services Revenue $ 296,350 $ 488,995 $ 701,246 Fulfilment Revenue 74,182 97,794 127,960 Revenue 370,532 586,789 829,206 Less: Cost of revenue (173,951 ) (295,083 ) (457,293 ) Gross profit 196,581 291,706 371,913 Less: Demand generation expense (69,202 ) (97,295 ) (151,350 ) Order contribution $ 127,379 $ 194,411 $ 220,563 2017 2018 2019 Brand Platform Revenue n/a n/a 164,210 Less: Cost of revenue n/a n/a (89,203 ) Gross profit or order contribution $ - $ - $ 75,007 2017 2018 2019 In-Stores: Revenue $ 15,434 $ 15,595 $ 27,621 Less: Cost of revenue (7,249 ) (8,851 ) (14,695 ) Gross profit or order contribution $ 8,185 $ 6,744 $ 12,926 Geographical information The Group believes it is relevant to disclose geographical revenue information on both a supply basis, determined by location of the Farfetch contracting entity, and on a demand basis, determined by location of consumer. The Group’s UK revenue, based on location of the Farfetch contracting entity, was $619,326,000 (2018: $492,495,000, 2017: $335,345,000). The Group’s revenue from external consumers, based on consumer billing location, and information about its segment assets by geographical location are detailed below (in thousands): 2017 2018 2019 Revenue from external consumers Americas $ 111,349 $ 175,060 $ 277,712 Europe, Middle East and Africa 156,507 240,662 377,944 Asia Pacific 118,110 186,662 365,381 Total Revenue $ 385,966 $ 602,384 $ 1,021,037 2018 2019 Non-current assets Americas $ 6,089 $ 506,130 United Kingdom 118,374 214,213 Europe, Middle East and Africa 21,500 796,974 Asia Pacific 6,020 65,232 Total Non-current assets $ 151,983 $ 1,582,549 In 2018, the Group revised its methodology for determining the geographical location of revenue from being based on consumer shipping location to consumer billing location. In addition, the Group previously disclosed first-party sales based on the location of the seller. In 2018, the Group revised this to being based on the consumer billing location which is consistent with third-party based sales. Revenue by geographical location for the year ended December 31, 2017 was also revised to reflect this change in methodology. No single consumer amounted for more than 10% of Group revenues (2018: none, 2017: none). |
Employees and directors
Employees and directors | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Directors And Employees [Abstract] | |
Employees and directors | 7. Employees and directors Included within employees and directors expenses are (in thousands): 2017 2018 2019 Wages and salaries $ 88,164 $ 140,298 $ 206,092 Social security costs 12,783 24,976 36,314 Other pension costs 898 1,391 2,569 Share based payments (equity settled) 16,667 34,668 150,333 Share based payments (cash settled) 3,807 10,355 10,675 Share based payments (employment related taxes) 1,012 8,796 (2,586 ) Total employees and directors expenses $ 123,331 $ 220,484 $ 403,397 These amounts are included within the selling, general and administrative expenses line in the consolidated statement of operations. |
Operating expenses
Operating expenses | 12 Months Ended |
Dec. 31, 2019 | |
Expense By Nature [Abstract] | |
Disclosure Of Operating Expenses Explanatory | 8. Operating expenses Included within selling, general and administrative expenses are (in thousands): 2017 2018 2019 Demand generation expenses $ 69,202 $ 97,295 $ 151,350 Technology expenses 31,611 68,224 84,207 Depreciation and amortization 10,980 23,537 113,591 Share based payments 21,486 53,819 158,422 General and administrative 162,032 228,891 345,665 Other items 649 — 16,374 Total selling, general and administrative expenses $ 295,960 $ 471,766 $ 869,609 Demand generation expense consists primarily of fees that we pay our various media and affiliate partners. Other items in the current year is mostly comprised of transaction-related legal and advisory expenses. Included within losses/(gains) on items held at fair value through profit and loss 2017 2018 2019 Change in fair value of put and call option liabilities $ 3,300 $ - $ (43,247 ) Change in fair value of acquisition related consideration - - 21,526 Losses/(gains) on items held at fair value through profit and loss $ 3,300 $ - $ (21,721 ) Change in fair value of put and call option liabilities in the current year relate to the revaluation of liabilities arising as a result of the acquisition of CuriosityChina ($1,600,000 revaluation loss) and the partnership with Chalhoub ($44,800,000 revaluation gain). Change in fair value of acquisition related consideration relates to the remeasurement charges for shares issued in the acquisition of New Guards. |
Finance income and costs
Finance income and costs | 12 Months Ended |
Dec. 31, 2019 | |
Net Finance Cost [Abstract] | |
Finance income and costs | 9. Finance income and costs Included within finance income and costs are (in thousands): 2017 2018 2019 Unrealised exchange gains $ - $ 26,922 $ 22,856 Interest on cash and cash equivalents and short-term deposits 2,833 11,260 11,526 Finance income 2,833 38,182 34,382 Unrealised exchange losses (18,902 ) (17,779 ) (10,977 ) Interest on borrowings (1,572 ) - - Lease interest - - (3,472 ) Other interest expense (1 ) (537 ) (4,783 ) Finance costs (20,475 ) (18,316 ) (19,232 ) Net finance (costs)/ income $ (17,642 ) $ 19,866 $ 15,150 |
Material Loss or Profit
Material Loss or Profit | 12 Months Ended |
Dec. 31, 2019 | |
Profit Loss [Abstract] | |
Material Loss or Profit | 10. Material Loss or Profit The group has identified a number of items which are material due to the significance of their nature and/or amount. These are listed separately here to provide a better understanding of the financial performance of the group (in thousands): Note 2017 2018 2019 Leases (2017 and 2018: operating leases) $ 18,162 $ 19,244 $ 9,449 Research and development costs expensed 5,102 12,455 66,024 Loss/(Gain) on disposal of non-current assets 42 1,028 (144 ) Amortization—Intangible assets 15 7,332 16,199 85,055 Right of use assets depreciation 17 - - 19,564 Transaction related legal and advisory expenses 680 - 15,374 Change in fair value of put and call option liabilities 3,300 - (43,247 ) Change in fair value of acquisition related consideration - - 21,526 Following the adoption of IFRS 16 by the Group from January 1, 2019, lease contracts are accounted for by recognized a right-of-use asset and a corresponding liability and are then charged to profit and loss via depreciation and finance cost, as described in Note 2. Therefore, the leases disclosed in the table above as an expense in profit or loss, arise from payments associated with short-term leases and leases of low-value assets, recognized in profit and loss on a straight-line basis. Short-term leases are leases with a lease term of 12 months or less, while low-value assets comprise IT-equipment and small items of office furniture. |
Taxation
Taxation | 12 Months Ended |
Dec. 31, 2019 | |
Major Components Of Tax Expense Income [Abstract] | |
Taxation | 11. a) Income tax expense (in thousands) 2017 2018 2019 Current tax: Corporate tax $ 805 $ 2,208 $ 15,676 Prior year adjustments 132 (50 ) (1,652 ) Total current tax 937 2,158 14,024 Total deferred tax (767 ) - (12,862 ) Income tax expense $ 170 $ 2,158 $ 1,162 b) Reconciliation of income tax expense to tax payable The tax on the Group’s loss before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profit of the consolidated entities as follows (in thousands): 2017 2018 2019 Loss before tax $ (112,105 ) $ (153,417 ) $ (372,526 ) Tax at the UK tax rate of 19.00% (2018: 19.00%, 2017: 19.25%) (21,580 ) (29,149 ) (70,780 ) Tax effects of: Sundry temporary differences (599 ) - - Sundry permanent differences 1,965 4,355 1,895 Entertaining 27 37 29 Loss utilisation (85 ) (334 ) (1,126 ) Share based payment 1,518 3,195 8,123 R&D and Investment Tax Credit - - (1,826 ) Release of deferred tax liabilities on acquisition - - (12,853 ) Deferred tax on timing differences - - (9 ) Taxes paid overseas and rate difference (144 ) (599 ) 3,853 Foreign exchange rate differences 192 (6 ) - Prior year adjustments 132 (50 ) (1,652 ) Unrecognized deferred tax asset arising from timing differences relating to: Share based payment 2,204 (7,522 ) 13,305 Non-current assets 463 361 1,624 Accrued bonus and other expenses - - (215 ) Losses carried forward 16,077 31,870 60,794 Income tax expense $ 170 $ 2,158 $ 1,162 The Finance Act 2015 reduced the main rate of UK Corporation Tax, “CT” from 20% to 19% for the 2017 tax year, with the rate set at 19% for the 2018 and 2019 tax years. The Group has used a tax rate of 19.00% for the 2019 financial year. The Finance Act 2016 has set the CT rate for the 2020 tax year as 17%. In November 2019, the Prime Minister announced that he intended to cancel the future reduction in corporate tax rate from 19% to 17%. This announcement does not constitute substantive enactment and therefore unrecognized deferred taxes at the balance sheet date continue to be tracked at the enacted tax rate of 17%. However, it is possible that the corporation tax rate remains at 19% after 1 April 2020. There is no income tax relating to the components presented within other comprehensive loss. |
Loss per share
Loss per share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Loss per share | 12. Loss per share Basic loss per share is computed using the weighted-average number of outstanding shares during the period. Diluted loss per share is computed using the weighted-average number of outstanding shares and excludes all potential shares outstanding during the period, as their inclusion would be anti-dilutive. The Group’s potential shares consist of incremental shares issuable upon the assumed exercise of share options and warrants, and the incremental shares issuable upon the assumed vesting of unvested share awards. The calculation of loss per share is as follows (in thousands): 2017 2018 2019 In $ except share and per share data Basic and diluted Loss attributable to equity holders of the parent $ (112,275 ) $ (155,575 ) $ (385,297 ) Shares used in calculation Weighted-average shares outstanding 223,465,734 264,432,214 318,843,239 Basic and diluted loss per share attributable to owners of the parent $ (0.50 ) $ (0.59 ) $ (1.21 ) Potential dilutive securities that are not included in the diluted per share calculations because they would be anti-dilutive are as follows (in thousands): 2017 2018 2019 Employee options 6,675 14,649 9,105 Warrants 3,303 125 - Contingently issuable shares 994 - - |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2019 | |
Classes Of Inventories [Abstract] | |
Inventories | 13. Inventories 2018 2019 Finished goods $ 60,954 $ 128,107 Total inventories $ 60,954 $ 128,107 The total cost of inventory recognized as an expense in the consolidated statement of operations was $232,624,000 (2018: $87,416,000). The total provision against inventory in order to write down the balance to the net recoverable value was $13,282,000 (2018: $4,182,000). |
Trade and other receivables
Trade and other receivables | 12 Months Ended |
Dec. 31, 2019 | |
Trade And Other Receivables [Abstract] | |
Trade and other receivables | 14. Details of trade and other receivables consist of the following at December 31 (in thousands): 2018 2019 Current Trade receivables $ 2,727 $ 34,363 Other current receivables 45,558 120,450 Sales taxes 10,352 16,868 Prepayments and accrued income 34,342 18,216 Current tax assets - 1,873 Derivative financial assets (Note 30) 691 3,024 Total current trade and other receivables 93,670 194,794 Non-current Other receivables 10,458 12,388 Total non-current trade and other receivables $ 10,458 $ 12,388 The carrying amount of other receivables approximates their fair value. The maximum credit risk at the balance sheet date is considered to be equivalent to the carrying value of other receivables. Non-current other receivables increased to $12,388,000 in 2019 (December 31, 2018: $10,458,000) due to the incorporation of the new acquisition New Guards and to the expansion of the Company’s global office presence. The balance is comprised mainly of deposits for office leases and services, and operations related deposits, which the Company is not expecting to recover within the next 12 months. Other current receivables as at December 31,2019 totaled $120,450,000 (December 31, 2018: $45,557,000) and comprised mainly of advances to boutique partners, first-party product suppliers and other suppliers, mainly on Farfetch UK for the Marketplace with $42 million (December 31, 2018: $37.4 million), Browns with $41 million (December 31, 2018: $3.6 million), Fashion Concierge with $2.5 million (December 31, 2018: $2.1 million) and New Guards $5 million (December 31, 2018: nil), as well as deposits with the payment service providers with $10 million (December 31, 2018: nil), and bank deposits as collateral that are not readily available within 90 days with $12.5 million (December 31, 2018: nil). Trade receivables increased to $34,363,000 in 2019 (December 31, 2018: $2,727,000) as a result of the trade operations of Browns, Stadium Goods and mainly New Guards. |
Intangible assets
Intangible assets | 12 Months Ended |
Dec. 31, 2019 | |
Intangible Assets And Goodwill [Abstract] | |
Intangible assets | 15. Intangible assets Intangible assets consist of the following at (in thousands): Goodwill Brand, trademarks & domain names Customer relationships Development costs Total Cost At December 31, 2017 $ 38,449 $ 7,289 $ 2,384 $ 38,937 $ 87,059 Additions - - - 50,978 50,978 Transfers - - - 166 166 Foreign exchange movements (2,406 ) (443 ) (145 ) (4,602 ) (7,596 ) At December 31, 2018 36,043 6,846 2,239 85,479 130,607 Additions 305,526 958,407 3,878 78,401 1,346,212 Transfers - - - - - Foreign exchange movements (502 ) 64 (107 ) 53 (492 ) At December 31, 2019 341,067 965,317 6,010 163,933 1,476,327 Accumulated amortization At December 31, 2017 - (1,604 ) (565 ) (10,849 ) (13,018 ) Amortization for year - (459 ) (1,057 ) (14,683 ) (16,199 ) Transfers - - - - - Foreign exchange movements - 123 96 1,736 1,955 At December 31, 2018 - (1,940 ) (1,526 ) (23,796 ) (27,262 ) Amortization for year - (55,044 ) (260 ) (29,751 ) (85,055 ) Transfers - 12 - - 12 Foreign exchange movements - (42 ) - (1,013 ) (1,055 ) At December 31, 2019 - (57,014 ) (1,786 ) (54,560 ) (113,360 ) Net book value At December 31, 2018 36,043 4,906 713 61,683 103,345 At December 31, 2019 $ 341,067 $ 908,303 $ 4,224 $ 109,373 $ 1,362,967 Included within development costs is $1,156,000 (2018: $205,000) of assets that are under the course of construction. Amortization of this will commence once they have been brought into use. Development costs relate to capitalized development expenses relating to development of internal software and developments of the Farfetch websites. Additions to goodwill, brands, trademarks & domain names and customer relationships in 2019 arose due to the business combinations described in Note 5, and the incorporation of $1.9 million of brands, trademark and domain names from the acquisition of New Guards. Amortization for all intangible assets is recorded in selling, general and administrative expenses. Goodwill reflects the amount of consideration in excess of the fair value of net assets of business combinations. The Group tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired. Goodwill has been allocated to the following CGUs or group of CGUs. For details regarding additions to goodwill refer to Note 5. The goodwill amounts for each CGU or group of CGU consists of the following at December 31 (in thousands): 2018 2019 CGU Marketplace $ 16,368 $ 130,993 Browns – Platform 19,675 19,015 CuriosityChina - 3,039 New Guards - 188,020 Total Goodwill $ 36,043 $ 341,067 The recoverable amounts of the CGUs are determined from value in use calculations. The key assumptions for the value in use include (i) expected future revenue growth rates, including the terminal growth rate; (ii) anticipated operating margins; and (iii) the discount rates to be applied to the estimated future cash flows The Group prepares cash flow forecasts derived from the most recent financial budgets approved by management for the next five to ten years, according to the nature and maturity of each CGU. The Group believes this period range is appropriate to capture the high growth rates seen in the markets in which our CGUs operate. The key assumptions for the value in use calculations are the long term growth rate applied to year five or ten onwards and the pre-tax discount rates. The Group extrapolates the cash flows in the fifth or tenth year based on an estimated growth rate of 2% (2018: 2%). This rate does not exceed the average long-term growth rate for the relevant markets. The pre-tax discount rate used to discount the forecast cash flows ranges from 7.7% to 11.7% (2018: 9.7% to 11.8%). The pre-tax discount rate applied is derived from a market participant’s estimated weighted average cost of capital. The assumptions used in the calculation of the Group’s weighted average cost of capital are benchmarked to externally available data. Management has performed sensitivities on key assumptions and based upon these believe that there are no indicators of impairment. The recoverable amount of each CGU would equal its carrying amount if the key assumptions were to change as follows: Marketplace Browns – Platform CuriosityChina New Guards Budgeted revenue growth (change in pp) (30 ) (3 ) (11 ) (13 ) Pre-tax discount rate (change in pp) 8 2 5 6 Long term growth rate (change in pp) (8 ) (3 ) (7 ) (10 ) |
Property, plant and equipment
Property, plant and equipment | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Property Plant And Equipment [Abstract] | |
Property, plant and equipment | 16. Property, plant and equipment Property, plant and equipment consist of the following (in thousands): Freehold land and buildings Leasehold improvements Fixtures and fittings Motor vehicles Plant, machinery and equipment Totals Cost At December 31, 2017 $ - $ 23,453 $ 5,516 $ 142 $ 6,563 $ 35,674 Additions - 16,086 2,083 - 3,318 21,487 Disposals - (1,489 ) (211 ) (28 ) (61 ) (1,789 ) Transfers - (1,156 ) 889 - 101 (166 ) Foreign exchange movements - (1,830 ) (501 ) (5 ) (525 ) (2,861 ) At December 31, 2018 - 35,064 7,776 109 9,396 52,345 Additions 17,948 10,633 3,424 117 9,809 41,931 Disposals - (322 ) (35 ) (30 ) (22 ) (409 ) Transfers - (2,109 ) 1,824 - (2,100 ) (2,385 ) Foreign exchange movements (130 ) (131 ) (21 ) (3 ) (139 ) (424 ) At December 31, 2019 17,818 43,135 12,968 193 16,944 91,058 Accumulated depreciation At December 31, 2017 - (4,008 ) (1,862 ) (112 ) (2,996 ) (8,978 ) Depreciation for year - (4,091 ) (1,196 ) (14 ) (2,037 ) (7,338 ) Disposals - 562 136 28 35 761 Transfers - - 11 - (11 ) - Foreign exchange movements - 375 129 4 230 738 At December 31, 2018 - (7,162 ) (2,782 ) (94 ) (4,779 ) (14,817 ) Depreciation for year - (3,994 ) (1,995 ) (23 ) (2,960 ) (8,972 ) Disposals - 219 31 16 16 282 Transfers - 579 - - - 579 Foreign exchange movements - (159 ) 86 1 (59 ) (131 ) At December 31, 2019 - (10,517 ) (4,660 ) (100 ) (7,782 ) (23,059 ) Net book value At December 31, 2018 - 27,902 4,994 15 4,617 37,528 At December 31, 2019 $ 17,818 $ 32,618 $ 8,308 $ 93 $ 9,162 $ 67,999 Included within leasehold improvements and computer equipment is $774,000 (2018:$6,312,000) of assets that are under the course of construction. Depreciation will commence once they have been brought into use. Depreciation for all property, plant and equipment is recorded in selling, general and administrative expenses. |
Right-of-use assets and lease l
Right-of-use assets and lease liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Presentation Of Leases For Lessee [Abstract] | |
Right-of-use assets and lease liabilities | 17. This note explains the impact of the adoption of IFRS 16 Leases on the Group’s consolidated financial statements and discloses the new accounting policies that have been applied from January 1, 2019. The Group has adopted IFRS 16 retrospectively from January 1, 2019 but has not restated comparatives for the 2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and adjustments arising from the new leasing rules are therefore recognized in the opening balance sheet on January 1, 2019. The Group's leasing activities and how these are accounted for: The Group leases various offices, retail stores and cars. Lease contracts are typically made for fixed periods of 3 to 8 years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. Until financial year 2018, leases of property, plant and equipment were classified as either finance or operating leases. Payments made under operating leases (net of any incentives received from the lessor) were charged to profit or loss on a straight-line basis over the period of the lease. From January 1, 2019, leases are recognized as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the group. Each lease payment is allocated between the capital borrowed and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments: - fixed payments (including in-substance fixed payments), less any lease incentives receivable; - variable lease payments that are based on an index or a rate; - amounts expected to be payable by the lessee under residual value guarantees; - the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and - payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option. Where it can be determined lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Right-of-use assets are measured at cost comprising the following: - the initial measurement of the lease liability; - any lease payments made at or before the commencement date less any lease incentives received; - any initial direct costs; and - restoration costs. Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise IT-equipment and small items of office furniture. Adjustments recognized on adoption of IFRS 16 On adoption of IFRS 16, the Group recognized lease liabilities in relation to leases which had previously been classified as ‘operating leases’ under the principles of IAS 17 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate as of January 1, 2019. The lessee’s incremental borrowing rate applied to the lease liabilities on January 1, 2019 was 3.8% on average. For leases previously classified as finance leases the Group recognized the carrying amount of the lease asset and lease liability immediately before transition as the carrying amount of the right of use asset and the lease liability at the date of initial application. The measurement principles of IFRS 16 are only applied after that date. See below details (in thousands): 2019 Operating lease commitments disclosed as at December 31, 2018 $ 103,034 Discounted using the lessee’s incremental borrowing rate of at the date of initial application 78,937 Less short-term leases recognized on a straight-line basis as expense (1,552 ) Less Lease committed to at December 31, 2018 but not commenced at January 1, 2019 (8,074 ) Lease liability recognized as at January 1, 2019 69,311 Of which: Current lease liabilities 12,655 Non-current lease liabilities 56,656 Lease liability recognized as at January 1, 2019 $ 69,311 The associated right-of-use assets were measured at the amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognized on the balance sheet as at December 31, 2018. The Group have used the practical expedient in IFRS 16 that allows a lessee to determine whether a right-of-use asset is impaired through performing an IAS 37 onerous lease assessment. There were no onerous lease contracts that would have required an adjustment to the right-of-use assets at the date of initial application. The recognized right-of-use assets & liabilities relate to the following types as at the transition date and December 31, 2019 (in thousands): January 1, 2019 December 31, 2019 Properties $ 67,272 $ 114,618 Vehicles 469 558 Total right-of-use assets $ 67,741 $ 115,176 Properties $ 68,842 $ 118,760 Vehicles 469 558 Total right-of-use liabilities $ 69,311 $ 119,318 In the year ended December 31, 2019, a depreciation charge of $19,564,000 was recognized in relation to the right-of-use assets. In the year ended December 31, 2019, a finance cost of $3,472,000 was recognized in relation to right-of-use liabilities. In year ended December 31, 2019, cash outflow relating to leases was $19,127,000. Additions to right of use assets in the year ended December 31, 2019 was $41,397,000. During the year end December 31,2019, a charge of $9,449,000 was recognized in relation to short-term and low value leases. In applying IFRS 16 for the first time, the Group has used the practical expedients permitted by the standard: - the accounting for operating leases with a remaining lease term of less than 12 months as at January 1,2019 as short-term leases; and - the exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application. The Group has also elected not to reassess whether a contract is, or contains, a lease at the date of initial application. Instead, for contracts entered into before the transition date, the Group relied on its assessment made in applying IAS 17 Leases and IFRIC 4 Determining whether an Arrangement contains a Lease. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Significant Investments In Associates [Abstract] | |
Investments | 1 8 . Investments Equity investments The investments of the company are comprised of minor equity interests, convertible loan notes, and senior secured promissory loan notes, with a net book value as of December 31, 2019 of $16,229,000 (2018: $566,000), of which $5,529,000 are carried at fair value with changes in fair value recognized within other comprehensive income and $10,700,000 are held at amortized cost. In 2019 the Group acquired $20,800,000 of minor equity interests, convertible loan notes, and senior secured promissory loan notes, and recorded a loss on investments carried at fair value of $5,100,000 ($5,000,000 was recognized in the statement of operations and $100,000 in other comprehensive income) . Investments in associates The table below (in thousands) illustrates the summarized financial information of the Group’s investments in Farfetch Finance Limited and Alanui S.r.l. The investment in Alanui S.r.l. arose as a result of the Group’s acquisition of New Guards (see Note 5 for further details). The Group’s shareholdings in these entities and their principal activities can be found in Note 22. Share of associates net assets At December 31, 2017 $ 58 Share of profit after tax 28 At December 31, 2018 86 Additions due to business combinations 2,014 Share of profit after tax 366 At December 31, 2019 $ 2,466 |
Cash and cash equivalents
Cash and cash equivalents | 12 Months Ended |
Dec. 31, 2019 | |
Cash And Cash Equivalents [Abstract] | |
Cash and cash equivalents | 19. Cash and cash equivalents For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, cash held by payment service providers, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Cash and cash equivalents consist of the following at (in thousands): December 31, 2018 December 31, 2019 Cash held in banks $ 49,935 $ 170,468 Money market funds 739,330 99,362 Short-term deposits 225,209 12,328 Amounts held by payment service providers 30,312 40,271 Total cash and cash equivalents $ 1,044,786 $ 322,429 |
Share capital and share premium
Share capital and share premium | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Classes Of Share Capital [Abstract] | |
Share capital and share premium | 20 . Share capital and share premium Ordinary shares issued and fully paid as at December 31, 2019 (in thousands, except number of shares): Number of shares Class Par value $ Share capital Share premium Merger reserve Total 296,740,928 Class A ordinary shares 0.04 $ 11,870 $ 832,498 $ 783,529 $ 1,627,897 42,858,080 Class B ordinary shares 0.04 1,714 45,509 - 47,223 339,599,008 $ 13,584 $ 878,007 $ 783,529 $ 1,675,120 During 2019, 39,742,008 shares were issued. All were fully paid and newly issued Class A ordinary shares. The nominal value of all shares issued is $0.04 each. Out of the total shares issued, 4,641,554 Class A ordinary shares were issued in relation to the acquisition of Stadium Goods, and a total of 27,521,418 Class A ordinary shares were issued in relation to the acquisition of New Guards. Transaction costs recognized directly in equity amount to $1,494,000 for Stadium Goods and $2,004,000 for New Guards. Additionally, 7,579,036 Class A ordinary shares were issued in respect of share options and warrants that were exercised, and RSUs that have vested. Ordinary shares issued and fully paid as at December 31, 2018 (in thousands, except number of shares): Number of shares Class Par value $ Share capital Share premium Merger reserve Total 256,998,920 Class A ordinary shares 0.04 $ 10,280 $ 726,791 $ 783,529 $ 1,520,600 42,858,080 Class B ordinary shares 0.04 1,714 45,509 - 47,223 299,857,000 $ 11,994 $ 772,300 $ 783,529 $ 1,567,823 During 2018, 67,410,405 shares were issued. All were fully paid and newly issued Class A ordinary shares principally relating to the IPO and concurrent private placement in September 2018 where 41,608,088 Class A ordinary shares were issued. The nominal value of all shares issued is $0.04 each. Transaction costs related to the IPO and recognized directly in equity amount to $11,914,000. Additionally, 14,961,544 shares in respect of warrants and share options were exercised prior to the IPO and 361,343 share options were exercised following the IPO. In January 2018, there was a series G funding round follow-on where 8,502,500 Class A ordinary shares were issued. Transaction costs recognized directly in equity amount to $36,000. The Browns earn-out was also settled through the issuance of 1,976,930 shares in April 2018 which had previously been recognized as a financial liability as the number of shares was variable based on the earn-out mechanism, rather than being a cash-settled liability. Prior to the IPO, the Group was restructured. The merger reserve resulted from the restructuring. Further detail can be found in Note 1. Each ordinary share and preferred share shall rank equally for any dividends paid. On a liquidation event the holder of preferred shares will have the priority on the available assets. Each ordinary and class of preferred shares shall rank equally in relation to voting rights. |
Reserves
Reserves | 12 Months Ended |
Dec. 31, 2019 | |
Other Reserves [Abstract] | |
Reserves | 2 1 . Reserves Other reserves consist of the following (in thousands): Warrant reserve Changes in ownership Share based payments Cashflow hedge reserve Merger relief reserve Other Total other reserves At December 31, 2016 $ 747 $ (8,666 ) $ 27,776 $ - $ - $ - $ 19,857 Transactions with non-controlling interests - - - - 2,161 - 2,161 Share based payments - equity settled - - 16,457 - - - 16,457 At December 31, 2017 747 (8,666 ) 44,233 - 2,161 - 38,475 Movement in cash flow hedge reserve - - - 436 - - 436 Share based payments - equity settled - - 28,563 - - - 28,563 At December 31, 2018 747 (8,666 ) 72,796 436 2,161 - 67,474 Shares issued - acquisition of a subsidiary - - - - 393,853 - 393,853 Movement in cash flow hedge reserve - - - (3,385 ) - - (3,385 ) Share based payments - equity settled - - 76,383 - - - 76,383 Share based payments - reverse vesting shares - - (82,646 ) - - - (82,646 ) Exercise of warrants (747 ) - - - - - (747 ) Transaction with non-controlling interests - - - - - (101,311 ) (101,311 ) Impairment loss on revaluation of investments - - - - - (100 ) (100 ) Remeasurement loss on legally required severance plan - - - - - (58 ) (58 ) At December 31, 2019 $ - $ (8,666 ) $ 66,533 $ (2,949 ) $ 396,014 $ (101,469 ) $ 349,463 The warrant reserve represents the cumulative expense of the shares to be issued where the Group has issued warrants. On exercise, the cumulative warrant expense is reclassified to accumulated losses. During 2019, all the warrants were exercised. The changes in ownership reserve represents transactions with former non-controlling interests of the Group. The share based payments reserve represents the Group’s cumulative equity settled share option expense. On exercise, the cumulative share option expense is reclassified to accumulated losses. The cash flow hedge reserve is used to recognize the effective portion of gains or losses on derivatives that are designated and qualify as cash flow hedges. The merger relief reserve represents the excess over nominal share capital where there has been share consideration as part of a business combination. The transaction with non-controlling interests represents the initial recognition of the Chalhoub partnership. |
Group Information
Group Information | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Significant Investments In Subsidiaries [Abstract] | |
Group information | 2 2 . Group information At December 31, 2019, the Company’s subsidiaries were as follows: Direct Holdings Name Country of incorporation % equity interest Principal activities 2018 2019 Farfetch.com Limited Isle of Man 100 100 Holding company Indirect Holdings Country of incorporation % equity interest Principal activities 2018 2019 Farfetch UK Limited England & Wales 100 100 Marketing, providing editorial and merchant services FFBR importacao e exportacao LTDA* Brazil 100 100 Import & Export Agent for Farfetch Farfetch.com Brasil Servicos LTDA** Brazil 100 100 E-commerce, marketing and editorial services Farfetch.com US LLC USA 100 100 E-commerce and marketing Farfetch-Portugal Unipessoal LDA Portugal 100 100 Back office support Farfetch HK Holdings Limited Hong Kong 100 100 Holding Company Browns (South Molton Street) Limited England & Wales 100 100 Retail Farfetch Japan Co Ltd Japan 100 100 E-commerce and marketing LASO.CO.LTD Japan 100 100 E-commerce and marketing Farfetch China (HK Holdings) Limited Hong Kong 100 100 Holding company Farfetch (Shanghai) E-Commerce Co. Ltd China 100 100 E-commerce services Farfetch HK Production Limited Hong Kong 100 100 E-commerce and marketing Farfetch Store of the Future Limited England & Wales 100 100 Dormant Fashion Concierge UK Limited England & Wales 100 100 E-commerce services F&C Fashion Concierge, LDA Portugal 100 100 Dormant Farfetch Black & White Limited England & Wales 100 100 E-commerce services Farfetch International Limited Isle of Man 100 80 Holding company Farfetch México, S.A de C.V*** Mexico 100 100 Back office support Fashion Concierge Powered By Farfetch, LLC USA 100 100 E-commerce services Farfetch India Private Limited**** India 100 100 Back office support Farfetch Middle East FZE UAE 100 80 Back office support Farfetch Italia S.R.L. Italy 100 100 Back office support Farfetch Australia Pty Ltd Australia 100 100 Back office support Farfetch US Holdings, INC USA 100 100 Holding Company Fashion Concierge HK Limited Hong Kong 100 100 E-commerce services Farfetch Finance Limited England & Wales 25 25 Finance Stadium Enterprises LLC USA 100 100 E-commerce services SGNY1 LLC USA - 100 E-commerce services Kicks Lite LLC USA - 100 E-commerce services Farfetch RU LLC Russia - 100 Back office support Beijing Qizhi Ruisi Information Consulting Co., Ltd China - 78 E-commerce services Farfetch UK FINCO Limited England & Wales - 100 Holding Company Hulk Finco plc England & Wales - 100 Holding Company New Guards Group Holding S.p.A Italy - 100 Retail County S.r.l. Italy - 100 Retail Off-White Operating S.r.l. Italy - 75 Retail Venice S.r.l. Italy - 69 Retail Unravel Project S.r.l. Italy - 61 Retail Heron Preston S.r.l. Italy - 80 Retail Alanui S.r.l. Italy - 53 Retail APA S.r.l. Italy - 100 Retail Heron Preston Trademark S.r.l. Italy - 51 Retail KPG S.R.L. Italy - 75 Retail Off-White Operating Milano S.r.l. Italy - 75 Retail Off White Operating Holding, Corp. USA - 75 Retail Off-White Operating Paris S.à r.l. France - 75 Retail Off White Operating Soho, LLC USA - 75 Retail Off White Operating Miami, LLC USA - 75 Retail Off White Operating Vegas, LLC USA - 75 Retail Off White Operating Los Angeles, LLC USA - 75 Retail Off White Operating London Limited UK - 75 Retail * Owned by Farfetch.com Limited (99.9%) and Farfetch UK Limited (0.1%) ** Owned by Farfetch.com Limited (99.9995%) and Farfetch UK Limited (0.0005%) *** Owned by Farfetch.com Limited (1%) and Farfetch UK Limited (99%) **** Owned by Farfetch.com Limited (0.1%) and Farfetch UK Limited (99.9%) |
Non-controlling interests
Non-controlling interests | 12 Months Ended |
Dec. 31, 2019 | |
Non Controlling Interests [Abstract] | |
Non-controlling interests | 2 3 . Non-controlling interests On January 11, 2017, the Group acquired the remaining 0.1% of FFBR importação e exportação Ltda that it did not already own. The effect of changes in the ownership interest of the Group on the equity attributable to owners of the company during the year and prior year is summarized as follows (in thousands): Farfetch International Curiosity China Limited (IOM) New Guards Total Balance at January 1, 2019 $ - $ - $ - $ - Non-controlling interest arising from a business combination 209 - 158,408 158,617 Profit for the year attributable to non-controlling interests 200 1,225 10,184 11,609 Dividends paid - - - - Balance at December 31, 2019 409 1,225 168,592 170,226 % of non-controlling interest 22 % 20 % 0%-49% |
Trade and other payables
Trade and other payables | 12 Months Ended |
Dec. 31, 2019 | |
Trade And Other Current Payables [Abstract] | |
Trade and other payables | 2 4 . Trade and other payables Trade and other payables consisted of the following at December 31 (in thousands): 2018 2019 Trade payables $ 96,176 $ 180,270 Other payables 350 11,062 Social security and other taxes 6,194 12,741 Income tax payable 1,514 28,289 Deferred revenue 4,145 29,966 Accruals 85,779 179,657 Derivatives financial liabilities - 5,601 Total accruals and deferred revenue $ 194,158 $ 447,586 Accruals increased to $179,657,000 during the year ended December 31, 2019 (December 31, 2018: $85,779,000) due to the incorporation of the new acquisition New Guards and to the expansion of the Company’s global office presence. At December 31, 2019, accruals comprised mainly of $44,366,000 of goods received but not invoiced (December 31, 2018: $10,015,000), $34,799,000 of employee benefits accruals (December 31, 2018: $14,858,000), $29,136,000 of marketing services accruals (December 31, 2018: $14,435,000) and $18,557,000 of shipping services accruals (December 31, 2018: $9,426,000). |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Detailed Information About Warrants [Abstract] | |
Disclosure of Warrants | 2 5 . Warrants During 2016, the Group issued warrants, which are linked to the $20 million of promissory notes issued in 2016, which were subsequently repaid in 2017. Date of issue Number of shares Warrant price Expiration date October 3, 2016 122,935 $ 6.15 12 years from issue date August 1, 2016 33,530 $ 6.15 12 years from issue date December 23, 2016 33,530 $ 6.15 12 years from issue date In the year ending December 31, 2019, all warrants above were exercised. |
Provisions
Provisions | 12 Months Ended |
Dec. 31, 2019 | |
Provisions [Abstract] | |
Provisions | 2 6 . Provisions Provisions consist of the following at December 31 (in thousands): Dilapidations provision Share based payments employment taxes provision Provision for witholding taxes Other Provisions Total 2018 2019 2018 2019 2018 2019 2018 2019 2018 2019 At January 1 $ 2,165 $ 2,515 $ 2,977 $ 10,947 $ - $ - $ - $ - $ 5,142 $ 13,462 Recognised on acquisition of subsidiary - - - - 16,000 - - - 16,000 Additional provision in the year 1,263 1,015 6,614 6,820 - - - 873 7,877 8,708 Transfer to trade and other payables - - 2,182 - - - - - 2,182 - Release of provision in the year (815 ) (190 ) - (4,583 ) - (4,000 ) - - (815 ) (8,773 ) Utilized provision in the period - (20 ) - (5,729 ) - (500 ) - - - (6,249 ) Foreign exchange (98 ) 32 (826 ) 524 - - - - (924 ) 556 At December 31 $ 2,515 $ 3,352 $ 10,947 $ 7,979 $ - $ 11,500 $ - $ 873 $ 13,462 $ 23,704 The dilapidations provision reflects the best estimate of the cost to restore leasehold property in line with the Group’s contractual obligations. Based on a detailed analysis the Group has estimated a liability of $3,352,000 (2018: $2,515,000). In estimating the liability the Group has made assumptions which are based on past experience. Assuming the leases are not extended, the Group expects the economic outflows to match the contractual end date of the leases. The leases have an average lease term of seven years with an average of four years remaining. The share based payments employment taxes provision reflects the best estimate of the cost to settle employment related taxes on the Group share based payments based on the most recent share price and the number of share options expected to vest where the Group has an obligation to settle employment related taxes. The Group has estimated a liability of $7,979,000 (2018: $10,947,000).When a share option is exercised, the liability for employment related taxes crystalizes. During 2019, $5,729,000 (2018: $2,182,000) was transferred from provisions to trade and other payables. As at December 31, 2019, nil amounts transferred to trade and other payables were utilized (2018: $nil). We expect the provision to be fully utilized in 9.79 years (2018: 9.54 years) being the weighted average remaining contracted life of options outstanding at year end. It is likely that this provision will be utilized over a shorter period. However, this is dependent on when the option holder exercises which the Group is not in control of. |
Deferred tax
Deferred tax | 12 Months Ended |
Dec. 31, 2019 | |
Deferred Tax Assets And Liabilities [Abstract] | |
Deferred tax | 2 7 . Deferred tax As a result of the purchase price allocation exercise arising from the acquisition of Style.com a deferred tax liability of $719,000 has been recognized in 2017 as a temporary difference. A deferred tax asset was recognized in 2017 following the acquisition of Style.com equal to and to fully offset the deferred tax liability. Deferred tax assets have been offset against deferred tax liabilities when they are in the same jurisdiction. Refer to Note 5 for more information. As a result of the acquisition of New Guards, Farfetch Group recognized a deferred tax liability of $231,652,000 on the New Guards acquired intangible assets. As a result of the acquisition of New Guards, the Group has recognized deferred tax assets of $5,324,000 mainly related to an inventory write off provision. The deferred tax release as at December 31, 2019 is equal to $12,800,000 following the amortization process. Following the acquisition of Curiosity China, the Group also recognized a deferred tax liability of $921,000. Deferred tax assets and liabilities consist of the following at December 31 (in thousands): Deferred tax assets 2018 2019 At January 1 $ 1,079 $ 745 Deferred tax recognized - 5,324 Foreign exchange (52 ) (24 ) Released to profit or loss (282 ) (721 ) At December 31 $ 745 $ 5,324 Deferred tax liabilities Note 2018 2019 At January 1 $ 1,079 $ 745 Deferred tax recognized on acquisition 5 - 232,573 Foreign exchange (52 ) (24 ) Released to profit or loss (282 ) (13,505 ) At December 31 $ 745 $ 219,789 Deferred tax, net liability At December 31 $ - $ 214,465 Unrecognized deferred tax assets Unutilized trading tax losses The Group has accumulated unutilized tax losses carried forward as at December 31, 2019 of $629,000,000 (2018: $382,000,000). A net deferred tax asset is only recognized where it can be shown that it is probable that future taxable profits will be available against which the Group can utilize the asset. Subject to specific legislation regarding changes in ownership and the nature of trade, trading losses are available to be either carried forward indefinitely or for a significant time period. Local currency 2018 2018 2019 2019 Local ‘m $’m Local ‘m $’m UK trading losses GBP 259 331 404 529 US Net Operating Losses (“NOL”) USD 34 34 80 80 Brazil trading losses BRL 49 13 66 16 Japan trading losses JPY 274 2 343 3 Hong Kong trading losses HKD 14 2 8 1 382 629 UK trading losses are available to be carried forward indefinitely. Legislation has been introduced with effect from April 1, 2017 whereby losses arising after April 1, 2017 can be set against total profits of the company. The amount of total profits that can be offset by brought forward losses is restricted to the first £5,000,000 of profits, and an additional 50% of profits that exceed £5,000,000. US NOL as at December 31, 2019 ($80,000,000) are available to be carried forward for a period of 20 years. The carry forward NOLs start to expire in different years, the first of which is December 31, 2030. NOLs generated after January 1, 2018 have an indefinite carry forward period but are subject to an 80% limitation per year. Brazil, Japan and Hong Kong trading losses as at December 31, 2019 are available to be carried forward indefinitely but utilization of losses in respect of Brazil and Japan are restricted to 30% and 50% respectively against taxable income in future taxable periods. Japanese NOLs carryforward incurred during fiscal years starting on or after 1 April 2018 can be carried forward only for ten years. Unutilized future tax deductions on employee share option gains The Group has an unrecognized gross deferred tax asset of approximately $109,740,000 in respect of a future tax deduction on share options that are unexercised as at 31 December 2019 that when exercised will result in a gain and a potential deduction for corporation tax purposes. A net deferred tax asset ($19,000,000 as at 31 December 2019) is only recognized where it can be shown that it is probable that future taxable profits will be available against which the Group can utilize the asset. Unutilized future tax deductions on Goodwill The Group has an unrecognized deferred tax asset of approximately $5,313,000 (2018: nil) in respect of goodwill recognized on the acquisition of Stadium Goods. The unrecognized deferred tax asset results from the future tax deductions available in relation to this item of goodwill exceeding its statement of financial position value. A net deferred tax asset is only recognized where it can be shown that it is probable that future taxable profits will be available against which the Group can utilize the asset. |
Commitments and guarantees
Commitments and guarantees | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Commitments And Guarantees [Abstract] | |
Commitments and guarantees | 2 8 . Commitments and guarantees Consolidated From 1 January 2019, the group has recognized right-of-use assets for all lease contracts, except for short-term and low-value leases, see Note 17 for further information. Future minimum lease payments under leases (2018: operating leases) as at December 31 were (in thousands): 2018 2019 No later than one year $ 15,820 $ 24,065 Later than one year not later than three years 26,599 44,282 Later than three year not later than five years 22,584 34,705 Later than five years 38,031 37,216 Total future lease payments $ 103,034 $ 140,268 The Group’s leases (2018: operating leases) relate to motor vehicles and property leases for the various office, production and retail stores that the Group has. There is no contingent rent (2018: none). Several lease agreements include a right to renew at the end of the lease term. Our contingent liabilities at December 31, 2019, are described at Note 31 (2018: none). |
Related party disclosures
Related party disclosures | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Transactions Between Related Parties [Abstract] | |
Related party disclosures | 2 9 . Related party disclosures Platforme International Limited is a related party of J M F Neves. The Group generated commission of $460,000 (2018: $557,000) from Platforme International Limited. The Group had a $80,000 payable as at the end of December 31, 2019 (2018: $13,000 receivable). Total compensation and benefits in kind (excluding share fulfuFbased payments) to key management personnel amounted to $1,793,000 (2018: $1,284,000). In addition to this, there was share based payment compensation of $26,376,000 (2018: $7,869,000). Up until July 8, 2019, when it disposed of its investment in the Group, Conde Nast was a related party by virtue of its shareholding in the Group. In 2019, there were no transactions with Conde Nast. In 2018, the Group incurred marketing expenditure of $346,000 and had a $19,000 payable. Up until October 21, 2017, when Fashion Concierge UK Limited was acquired, the Group made sales totaling, $110,000 to Fashion Concierge UK Limited. This was a related party of J M F Neves. Alanui S.r.L. is a related party of New Guards Group Holding S.p.A, due to it being an associate of the Group. New Guards owns a stake of 53% but it does not have control over the entity. The Group recognized sales of $291,000 during the post-acquisition period between August and December 2019. As at December 31 2019, the Group had trade receivables of $291,000 (2018: nil) and trade payables of $188,000 (2018: nil). The Group’s ultimate controlling party is J M F Neves by virtue of holding the majority of voting rights in the Group. |
Financial instruments and finan
Financial instruments and financial risk management | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Financial Instruments [Abstract] | |
Financial instruments and financial risk management | 30 . Financial instruments and financial risk management The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns. At December 31, 2018 and December 31 2019, the capital structure consisted solely of equity and the Group was not subject to any externally imposed capital requirements. The Group has identified two principal risks being market risk (foreign exchange) and liquidity risk. Details of the significant accounting policies and methods adopted (including the criteria for recognition, the basis of measurement and the bases for recognition of income and expenses) for each class of financial asset, financial liability and equity instrument are disclosed in Note 2. Categories of financial instruments Financial assets (in thousands) Amortized cost Amortized cost 2018 2019 Current Trade and other receivables $ 48,285 $ 154,813 Cash and cash equivalents 1,044,786 322,429 Non-current Other receivables 10,458 12,388 Total $ 1,103,529 $ 489,630 2018 2019 Foreign currency forwards - held at FVTPL $ 255 $ 587 Foreign currency forwards - held as cash flow hedges 436 2,437 Derivative financial assets $ 691 $ 3,024 Financial liabilities (in thousands) Amortized cost Amortized cost 2018 2019 Trade payables $ 96,176 $ 180,270 Other payables 350 11,062 Total $ 96,526 $ 191,332 2018 2019 Foreign currency forwards - held at FVTPL $ - $ 255 Foreign currency forwards - held as cash flow hedges - 5,346 Derivative financial liabilities $ - $ 5,601 Fair value through profit or loss Fair value through profit or loss 2018 2019 Contingent consideration $ - $ 62,386 Total contingent consideration $ - $ 62,386 Financial risk management objectives The Group’s Corporate Treasury function provides services to the business, co-ordinates access to domestic and international financial markets and monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk. The Group seeks to minimize the effects of these risks, where appropriate, by using derivative financial instruments to hedge these risk exposures. The use of financial derivatives is governed by the Group’s policies approved by the board of directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk and the use of derivatives. The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. Market risk The Group’s activities expose it primarily to the financial risk of changes in foreign currency exchange rates (see table below, in thousands). The Group enters into derivative financial instruments to manage its exposure to foreign currency risk. Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group uses forward currency contracts to hedge its foreign currency risks. Where the criteria for hedge accounting are not met, derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value with movements recorded to the statement of operations. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Where all relevant criteria are met, hedge accounting is applied to minimize earnings volatility. Fair value through profit or loss Asset Liability 2018 2019 2018 2019 Forward foreign exchange contracts $ 255 $ 587 $ - $ 255 Cashflow hedges Asset Liability 2018 2019 2018 2019 Forward foreign exchange contracts $ 436 $ 2,437 $ - $ 5,346 Liquidity risk The Group monitors its liquidity risk to maintain a balance between continuity of funding and flexibility. This helps the Group achieve timely fulfilment of its obligations while sustaining the growth of the business. The table below (in thousands) analyses the Group’s financial liabilities into relevant groupings based on the remaining period from the reporting date to the contractual maturity date. Amounts due within 12 months equal their carrying balances, as the impact of discounting is not significant. Less than one year Less than one year 2018 2019 Trade and other payables $ 96,526 $ 191,332 Contingent consideration - 1,118 Total current $ 96,526 $ 192,450 More than one year More than one year 2018 2019 Contingent consideration $ - $ 61,268 Borrowings - - Total non-current $ - $ 61,268 All derivative financial instruments included in trade and other payables have a maturity of less than 12 months. The contingent consideration is the liability associated with the non-controlling interests arising from the transactions with CuriosityChina and Chalhoub. The non-current contingent consideration is comprised of $1.1 million and $60.2 million expected to mature by the end of 2021 and 2022, respectively. See Note 23 for further information. Credit risk Credit risk is the risk that financial loss arises from the failure of a consumer to meet its obligations under a contract. Due to the nature of operations the Group does not have significant exposure to credit risk. The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. The Group applies a loss allowance to trade and other receivables. As at December 31, 2019 all trade and other receivables were considered current being due within 30 days. The expected loss rate the Group applies for trade and other receivables is 0.5%. The expected loss rates are based on the payment profiles of sales over a period of 36 months before December 31, 2019 or January 1, 2019 respectively and the corresponding historical credit losses experienced within this period which were not significant. The historical loss rates are adjusted to reflect current and forward looking information on macroeconomic factors affecting the ability of the consumers to settle the receivables. The Group has identified the GDP and the unemployment rate of the countries in which it sells its goods and services to be the most relevant factors, and accordingly adjusts the historical loss rates based on expected changes in these factors. The majority of the Group’s cash and cash equivalents balance is held in money market funds which are regulated by securities and market authorities. These consist of AAA rated mutual investment funds which are permitted to diversify portfolio investments through high quality debt securities meeting regulatory mandated requirements. As such, the Group is not exposed to any material credit risk in relation to the cash and cash equivalents balance. Capital risk management The Group’s objective when managing capital is to safeguard the Group’s ability to provide returns for members and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. At December 31, 2019, the Group holds restricted cash of $12.5 million (2018: $nil). The Group is not subject to any externally imposed capital requirements. The capital structure is as follows (in thousands): 2018 2019 Total borrowings $ - $ - Less: cash and cash equivalents (1,044,786 ) (322,429 ) Net cash (1,044,786 ) (322,429 ) Total equity 1,128,431 1,337,832 Total $ 83,645 $ 1,015,403 The main purpose of the Group’s financial instruments is to finance the Group’s operations. The main risks from the Group’s financial instruments are currency risk and liquidity risk. The Board reviews and approves policies, which have remained substantially unchanged for the year under review, for managing these risks. Hedge accounting classification and impact The Group designates certain forward foreign exchange contracts as cash flow hedges of forecast foreign currency revenue and costs. During the current year, losses of $7.9m (2018: $nil) were removed from the cash flow hedge reserve. A gain of $0.5m (2018: $nil) was taken to revenue, a loss of $0.2m (2018: $nil) was taken to cost of revenue and a loss of $8.1m (2018: nil) was taken to selling, general and administration expenses. A loss of $0.1m (2018: $nil) was added to inventories in the statement of financial position. The Group uses a qualitative method for assessing hedge effectiveness. The hedge is assessed at inception and throughout the life of the hedge. Effectiveness between the hedged item and hedging instrument is tested by comparing the critical terms of both items and concluding that they are offsetting. Fair value hierarchy The Group recognizes the following financial instruments at fair value: • derivative financial instruments, measured using a Level 2 valuation method; and • contingent consideration, measured using a Level 2 valuation method. In the year ended December 31, 2019, all contingent consideration was settled through the issue of shares. The valuation of contingent consideration was based upon the share price of the Group, which is deemed to be observable. There have been no significant changes in the measurement and valuation techniques, or transfers between levels of the fair value hierarchy used in measuring the fair value of financial instruments, or changes in the classification of financial assets and liabilities. The carrying amount of the Group’s financial assets and financial liabilities are the same as their fair value. Contingent consideration The Group records contingent consideration arrangements at fair value based on the present-value of probability-weighted future cash flows related to the performance criteria and the fair value of our common stock at each reporting date. We classify our contingent consideration liability in connection with investment related activity in 2019 within Level 2 of the fair value hierarchy as the lowest level inputs used to develop the estimated fair value are directly or indirectly observable. The estimated fair value of our contingent consideration liability is based on the present-value of probability-weighted future cash flows related to the performance criteria and the fair value of our common stock at each reporting date. Changes in the fair value of the contingent consideration liability subsequent to the acquisition date, such as changes in the probability assessment and the fair value of our common stock, are recognized in earnings in the period when the change in the estimated fair value occurs. During the year ended December 31, 2019, we recognized initially contingent consideration liabilities of $105,586,000. Subsequently we recognized a decrease in the fair value of our contingent consideration liability of $43,200,000, in gains on items held at fair value in our consolidated statement of operations, primarily due to a decrease in the fair value of our common stock. Financial instruments sensitivity analysis In managing currency risk the Group aims to reduce the impact of short term fluctuations on its earnings. At the end of each reporting year, the effects of hypothetical changes in currency are as follows. Foreign exchange rate sensitivity analysis The table below (in thousands) shows the Group’s sensitivity to U.S. dollars strengthening/weakening by 10%: Increase/ (decrease) in profit or loss Increase/ (decrease) in profit or loss 2018 2019 10% appreciation of United States dollars $ 29,169 $ (21,661 ) 10% depreciation of United States dollars $ (35,651 ) $ 26,475 This analysis reflects the impact on the statement of operations due to financial assets and liabilities held at the balance sheet date and is based on foreign currency exchange rate variances that the Group considers to be reasonably possible at the end of the reporting year. The analysis assumes that all other variables, in particular interest rates, remain constant. |
Other non-current liabilities
Other non-current liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Other Non Current Liabilities [Abstract] | |
Other non-current liabilities | 3 1 . Other non-current liabilities Other non-current liabilities consist of the following at December 31 (in thousands): 2018 2019 Equity-settled awards liability $ - $ 12,139 Cash-settled awards liability 15,342 3,120 Employee severance liability - 1,048 Other - 148 Total non-current liabilities $ 15,342 $ 16,455 The employee severance liability arises from a legally required severance protection program for the employees of our Italian subsidiaries at the time of their departure from the Group. The Group has four equity settled share option plans (section a) and a cash settled share option plan (section b). a. Equity settled During the year ended December 31, 2019, the Group had four equity settled share based payment plans which are described below. Type of arrangement EMI approved share option plan Unapproved share option plan LTIP 2015 plan LTIP 2018 plan Date of first grant November 1, 2011 July 1, 2011 September 9, 2015 September 20, 2018 Number granted 5,505,600 11,332,835 38,174,980 17,051,417 Contractual life 10 years 10 years 10 years 10 years Vesting conditions Varying tranches of options vesting upon defined years of service Varying tranches of options vesting upon defined years of service Varying tranches of options vesting upon defined years of service with certain awards having non-market conditions Varying tranches of options and Restricted Stock Units (RSU) vesting upon defined years of service Movements on the share options were as follows: 2017 2018 2019 Number of options Number of options Number of options Options at beginning of year 17,522,365 32,307,010 44,218,814 Options granted 15,666,155 18,209,410 13,585,502 Options exercised (198,525 ) (3,032,571 ) (7,503,814 ) Options forfeited (682,985 ) (3,265,035 ) (10,716,644 ) Options at end of year 32,307,010 44,218,814 39,583,858 Options exercisable at end of year 12,551,425 16,830,409 10,360,642 Weighted average exercise prices were as follows: 2017 2018 2019 Options at beginning of year $ 2.01 $ 4.43 $ 6.15 Options granted $ 7.10 $ 9.84 $ 8.94 Options forfeited $ 6.71 $ 7.31 $ 5.70 Options exercised $ 0.08 $ 2.38 $ 1.25 Options at end of year $ 4.43 $ 6.15 $ 8.23 Options exercisable at year end $ 1.59 $ 2.33 $ 6.40 Weighted average remaining contracted life of options outstanding at year end 8.00 years 9.54 years 9.79 years 2017 2018 2019 Number of options Number of options Number of options Exercise price of options outstanding at year end $0.00 to $0.08 5,868,735 4,416,525 8,545,400 $0.09 to $0.56 5,581,825 2,126,540 27,340 $0.57 to $3.52 6,302,505 4,595,104 629,730 $3.53 to $5.73 8,589,445 6,257,690 3,225,120 $5.74 to $7.39 5,964,500 7,890,495 5,873,001 $7.40 to $20.00 - 18,932,460 17,402,097 $20.01 to $27.09 - - 3,881,170 32,307,010 44,218,814 39,583,858 Weighted average fair value of options granted in year $ 2.41 $ 4.17 $ 15.54 Weighted average share price at the date of exercise for options exercised during the year ended December 31, 2019 was $22.62 (2018: $20.00). Inputs in the Black Scholes model for share options granted during the year and prior year were as follows: 2017 2018 2019 Black Scholes model Weighted average share price $ 9.87 $ 11.83 $ 21.73 Weighted average exercise price $ 7.10 $ 9.84 $ 8.94 Average expected volatility 20% 23% 36% Expected life 4 years 4 years 4 years Risk free rate 1.85% 2.75% 2.15% Expected dividends $nil $nil $nil Expected volatility was determined with reference to historical volatility of publicly traded peer companies. The expected life in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioral considerations. The Group recognized total expenses of $150,333,000, $34,668,000, and $16,667,000 related to equity-settled share based payment transactions in 2019, 2018 and 2017 respectively. In 2019, as part of the New Guard’s acquisition, we recorded a $12,139,000 liability for equity settled awards. b. Cash settled Since 2016 the Group issues to certain employees share appreciation rights (“SAR”s) that require the Group to pay the intrinsic value of the SAR to the employee at the date of exercise. The Group has recorded liabilities of $3,120,000 in 2019 ($15,342,000 in 2018) through the grant of 137,000 SARs (2018: 769,000 SARs). The fair value of the SARs is determined by using the Black Scholes model using the same assumptions noted in the above table for the Group’s equity-settled share based payments. The fair value of the liability is then reassessed at each reporting date. Included in the 2019 expense of $10,675,000 (2018: $10,355,000, 2017: $3,807,000), is a revaluation loss of $2,161,000 (2018: gain of $6,079,000). The total intrinsic value at December 31, 2019 was $3,361,000 (2018: $19,425,000) of which $2,443,000 is fully vested (2018: $8,722,000). |
Events after the reporting year
Events after the reporting year | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Nonadjusting Events After Reporting Period [Abstract] | |
Events after the reporting year | 3 2 . Events after the reporting year On February 5, 2020, Farfetch completed the private placement of convertible senior notes (the “Notes”) to Tencent and Dragoneer (together, the “Purchasers”), pursuant to which Farfetch received $250 million and issued the Notes to the Purchasers. The Notes will mature on December 31, 2025, unless earlier converted, redeemed or repurchased in accordance with their terms. The Notes are senior, unsecured obligations and bear 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. Upon conversion, the Notes will be settled, at Farfetch’s election, in Class A ordinary shares, cash, or a combination of cash and Class A ordinary shares (subject to certain exceptions set forth in the Indenture). Holders of the Notes will have the right to require Farfetch 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. Farfetch may not redeem the Notes prior to the fourth anniversary of the closing date, unless certain changes in tax law or other related events occur. Farfetch may redeem all, but not less than all, of the Notes, at its option, four years after the closing date, but on or before the 35th scheduled trading day immediately preceding the maturity date, at a redemption price equal to 165% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, and excluding, the redemption date. |
Significant accounting polici_2
Significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Accounting Policies [Abstract] | |
Basis of preparation | 2.1. The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The Directors have made an assessment of the Group’s ability to continue in operational existence for the foreseeable future and are satisfied that it is appropriate to continue to adopt the going concern basis of accounting in preparing the consolidated financial statements. The consolidated financial statements have been prepared under the historical cost convention unless otherwise stated. The consolidated financial statements are presented in United States dollars (“U.S. dollars” or “USD” or “$”). All values are rounded to the nearest thousand dollars, except where indicated. The tables in these notes are shown in USD thousands, except where indicated. In January 2019, the functional currency of Farfetch UK Limited, the Group’s primary trading entity, changed from pound sterling to U.S dollars. This was a result of a gradual change in the primary economic environment in which Farfetch UK Limited operates driven by the growth of consumers where the Group receives U.S. dollars in settlement. This is combined with an increase in costs influenced by movements in the U.S dollar. The Group’s corporate treasury function continually monitors the Group’s exposure to foreign currency movements. Farfetch UK Limited is exposed to movements in several key currencies including the U.S dollar, euro and pound sterling. Following review of Farfetch UK Limited’s expected receipts and expenses, the Group determined that U.S dollars had become the dominant currency from January 2019. As a result this has triggered a change in functional currency. Effective January 1, 2019, we adopted the requirements of IFRS 16, Leases, (“IFRS 16”) as discussed below. The consolidated financial statements provide comparative information in respect of the previous periods. |
Basis of consolidation | 2.2. The consolidated financial statements comprise the consolidated financial statements of the Group and its subsidiaries. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: • The contractual arrangement with the other vote holders of the investee; • Rights arising from other contractual arrangements; and • The Group’s voting rights and potential voting rights. The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date control ceases. Profit or loss and each component of other comprehensive income (“OCI”) are attributed to the equity holders of the parent of the Group and to the non-controlling interests. When necessary, adjustments are made to the consolidated financial statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation. A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. |
Business combinations and goodwill | a) Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-controlling interests in the acquiree. For each business combination, the Group measures the non-controlling interests in the acquiree at the proportionate share of the acquiree’s identifiable net assets. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. Any contingent consideration to be transferred by the Group is recognized at fair value at the acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument and is measured at fair value with changes in fair value recognized in profit or loss. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests over the net identifiable assets acquired and liabilities assumed which are measured at fair value at the date of acquisition. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units (“CGU”) that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Annual impairment testing is performed at every reporting date being December 31. Refer to Note 2.3m) for the Group’s policy on the impairment of non-financial assets. Business combinations We use our best estimates and assumptions to accurately assign fair value to the intangible assets acquired at the acquisition date. The estimation is primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible asset, as well as the sensitivity of the respective fair values to the underlying significant assumptions. We use a discounted cash flow method of the income approach to measure the fair value of these intangible assets and use specialists to develop certain estimates and assumptions. The significant estimates and assumptions used are in respect to (i) expected future revenue growth rates; (ii) anticipated operating margins; (iii) the useful lives of the acquired brand names; and (iv) the discount rates to be applied to the estimated future cash flows. During the measurement period, which may be up to one year from the date of acquisition, the Group may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The Group continues to collect information and reevaluates these estimates and assumptions as deemed reasonable by management. The Group records any adjustments to these estimates and assumptions against goodwill provided they arise within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statement of operations. We also use our best estimates and assumptions to accurately account for the value of put options over non-controlling interests, when applicable: i) a liability is recognized in the accounts when then non-controlling shareholders have a put option over NCI; ii) NCI is recognized at the time of acquisition when it is considered that the risk and rewards associated NCI rests with non-controlling shareholders and not recognized if it is considered that the risks and rewards rest with Farfetch. For details of business combinations, please refer to Note 5. |
Investment in associates | b) The Group recognizes an associate when the Group has a significant influence over that entity. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies. The Group’s investment in its associate, Farfetch Finance Limited, is accounted for using the equity method. Under the equity method of accounting, the investments are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the post-acquisition profits or losses of the investee in profit or loss, and the Group’s share of movements in other comprehensive income of the investee in other comprehensive income. |
Current versus non-current classification | c) The Group presents assets and liabilities in the statement of financial position based on current/non-current classification. An asset is current when it is: • Expected to be realized or intended to be sold or consumed in the normal operating cycle; • Held primarily for the purpose of trading; • Expected to be realized within twelve months after the reporting period; or • Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classified as non-current. A liability is current when: • It is expected to be settled in the normal operating cycle; • It is held primarily for the purpose of trading; • It is due to be settled within twelve months after the reporting period; or • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. The Group classifies all other liabilities as non-current. |
Fair value measurement | d) This section outlines the Group policies applicable to financial instruments that are recognized and measured at fair value in the consolidated financial statements. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: • In the principal market for the asset or liability; or • In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole: • Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities • Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable • Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable For assets and liabilities that are recognized in the consolidated financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. |
Revenue recognition | e) Revenue is recognized in accordance with the five-step model under IFRS 15, which was early adopted by the Group on January 1, 2017 on a fully retrospective basis: 1. identifying the contracts with customers; 2. identifying the separate performance obligations; 3. determining the transaction price; 4. allocating the transaction price to the separate performance obligations; and 5. recognizing revenue when each performance obligation is satisfied. Retailing of goods Revenue, where the Group acts as a principal, is recognized when the performance obligation is satisfied which is when the goods are received by the consumer. Included within sales of goods is a provision for expected returns, discounts and rebates. Where these are not known, the Group uses historical data and patterns to calculate an estimate. Rendering of services The Group primarily acts as a commercial intermediary between sellers, being the brands and retailers, and end consumers and earns a commission for this service. For these arrangements, the sellers determine the transaction price of the goods sold on the website, being the purchase price paid by the consumer, with the Group acting as an agent for the sellers and the related revenue is recognized on a net basis. The Group also charges fees to sellers for activities related to providing this service, such as packaging, credit card processing, settlement of duties, and other transaction processing activities. These activities are not considered separate promises to the consumer, and the related fees are therefore recognized concurrently with commissions at the time the performance obligation to facilitate the transaction between the seller and end consumer is satisfied, which is when the goods are dispatched to the end consumer by the seller. A provision is made for commissions that would be refunded if the end consumer returns the goods, and the Group uses historical data and patterns to estimate its return provision. There are no significant payment terms with the Group taking payment in full from the consumer’s chosen payment method at the time the goods are dispatched by the seller. The Group also provides delivery services to end consumers, with the Group setting the transaction price, for goods purchased on its platform. For these services, the Group acts as the principal and recognizes as revenue amounts charged to end consumers net of any promotional incentives and discounts. Revenue for these services is recognized on delivery of goods to the end consumer, which represents the point in time at which the Group’s performance obligation is satisfied. No provision for returns is made as delivery revenue is not subject to refund. Promotional incentives, which include basket promo-code discounts, may periodically be offered to end consumers. These are treated as a deduction to revenue. Cash is collected by the Group from the end consumer using payment service providers. Within two months of the transactions, this is remitted to the relevant seller (net of commission and recoveries). Such amounts are presented within trade and other payables, unless the relevant seller is in a net receivable position and is therefore classified within trade and other receivables. |
Current and deferred tax | f) Current tax is the expected tax payable based on the taxable profit for the period, and the tax laws that have been enacted or substantively enacted by the reporting date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities. Deferred tax is recognized on differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. Current and deferred tax is charged or credited in the statement of operations, except when it relates to items charged or credited directly to equity, in which case the current or deferred tax is also recognized directly in equity. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates and in accordance with laws that are expected to apply in the period/jurisdiction when/where the liability is settled, or the asset is realized. Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the taxable entity or different taxable entities and where there is an intention to settle the balances on a net basis. |
Foreign currency translation | g) The Group’s consolidated financial statements are presented in U.S. dollars. For each entity the Group determines the functional currency and items included in the consolidated financial statements of each entity are measured using that functional currency. The functional currency of the Company is U.S. dollars. h) Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency spot rates at the date the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date. Differences arising on settlement or translation of monetary items are recognized in profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognized in OCI or profit or loss are also recognized in OCI or profit or loss, respectively). On consolidation, the assets and liabilities of foreign operations are translated into U.S. dollars at the rate of exchange prevailing at the reporting date and their statements of profit or loss are translated at average exchange rates. The exchange differences arising on translation for consolidation are recognized in OCI. |
Property, plant and equipment | i) Property, plant and equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. All repair and maintenance costs are recognized in profit or loss as incurred. Items of property, plant and equipment are depreciated with an expense recognized in depreciation and amortization expense on a straight-line basis over their useful life. The useful lives of these items are assessed as follows: Leasehold improvements Shorter of the life of the lease or useful life Fixtures and fittings Three to ten years Motor vehicles Four to eight years Plant, machinery and equipment Leased plant and equipment Three to ten years Three to eight years The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement. |
Intangible assets | j) Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. Internally generated intangibles, excluding capitalized development costs, are not capitalized and the related expenditure is reflected in profit or loss in the period in which the expenditure is incurred. The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in the statement of operations in the expense category that is consistent with the function of the intangible assets. Other than goodwill, there are no intangible assets with indefinite useful lives. Goodwill is not amortized but is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to the relevant CGUs which are tested for impairment annually. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. On disposal of a cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. Refer to Note 2.3m) for the Group’s policy on the impairment of non-financial assets. Research and development costs Research costs are expensed as incurred. Development expenditures on an individual project are recognized as an intangible asset when the Group can demonstrate: • The technical feasibility of completing the intangible asset so that the asset will be available for use or sale; • Its intention to complete and its ability and intention to use or sell the asset; • How the asset will generate future economic benefits; • The availability of resources to complete the asset; and • The ability to measure reliably the expenditure during development. Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortization and accumulated impairment losses. Amortization of the asset begins when development is complete and the asset is available for use. It is amortized over the period of expected future benefit. Amortization is recorded in administrative expenses. Development intangible assets under the course of construction are tested for impairment annually or more frequently if events or changes in circumstance indicate that they might be impaired. Once placed into service the asset is tested for impairment whenever events or changes in circumstance indicate that the carrying amount may not be recoverable. Subsequent costs Subsequent costs are only capitalized when there is an increase in the anticipated future economic benefit attributable to the assets in question. All other subsequent costs are recorded in the statement of operations for the year in which they are incurred. Amortization Amortization is charged to depreciation and amortization expense on a straight-line basis over the estimated useful life of the intangible assets, from the time that the assets are available for use. The useful lives of these items are assessed as follows: Development costs Three years Brand, trademarks & domain names Five to sixteen years Customer relationships Three to five years |
Inventories | k) Inventories are carried at the lower of cost and the net realizable value based on market performance, including the relative ancillary selling costs. The cost of inventories, calculated according to the weighted average cost method for each category of goods, includes purchase costs and costs incurred to bring the inventories to their present location and condition. In order to represent the value of inventories appropriately in the statement of financial position, and to take into account impairment losses due to obsolete materials and slow inventory movement, obsolescence provisions have been directly deducted from the carrying amount of the inventories. |
Financial instruments-initial recognition and subsequent measurement | l) A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial assets The Groups financial assets comprise cash and cash equivalents, receivables and derivative financial instruments. Derivative financial instruments are comprised of forward exchange contracts, which are measured at fair value through profit or loss, unless they are formally designated and measured as cash flow hedges. Trade receivables are generally accounted for at amortized cost. The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortized cost. Financial assets through profit or loss are measured initially at fair value with transaction costs taken directly to the consolidated statement of operations. Subsequently, the financial assets are remeasured, and gains and losses are recognized in the consolidated statement of operations. Financial liabilities The Group’s financial liabilities comprise trade and other payables, interest bearing loans and borrowings, contingent consideration and foreign exchange contracts. Trade and other payables are held at amortized cost. All interest bearing loans and borrowings are initially recognized at fair value net of issue costs associated with the borrowing. After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using the effective interest rate method. Contingent consideration and foreign exchange contracts are measured initially at fair value through profit or loss with transaction costs taken directly to the consolidated statement of operations. Subsequently, the fair values are remeasured and gains and losses from changes therein are recognized in the consolidated statement of operations. Derivatives and hedging activities Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. Where the derivative is not designated as a cash-flow hedge, subsequent changes in the fair value are recognized in profit or loss. Such derivatives are classified as a current asset or liability. The group designates certain derivatives as cash flow hedges to hedge particular risks associated with the cash flows of recognized assets and liabilities and highly probable forecast transactions. At inception of the hedge relationship, the Group documents the economic relationship between hedging instruments and hedged items including whether changes in the cash flows of the hedging instruments are expected to offset changes in the cash flows of hedged items. The Group documents its risk management objective and strategy for undertaking its hedge transactions. Currently the Group has only designated cash flow hedges. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in the cash flow hedge reserve within equity. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss. When a hedging instrument matures, any gains or losses held in the cash flow hedge reserve are recycled to the statement of operations or inventory on the balance sheet when the related hedged item is recognized in the statement of operations or inventory on the balance sheet. If a hedge no longer meets the criteria for hedge accounting, or the forecast transaction is no longer likely to occur, the cumulative gain or loss reported in equity is immediately reclassified to profit or loss. |
Impairment of non-financial assets | m) The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s, CGU’s or group of CGU’s fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. The Group bases its impairment calculation on detailed budgets which are prepared separately for each of the Group’s CGUs to which the individual assets are allocated. These budgets and forecast calculations cover a period of five to ten years, according to the nature and maturity of each CGU. Impairment losses of continuing operations, are recognized in the statement of operations in expense categories consistent with the function of the impaired asset. For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists, the Group estimates the asset’s or CGU’s recoverable amount. Goodwill and intangible assets are tested for impairment annually as at December 31 and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU is less than its carrying amount, an impairment loss is recognized. Impairment losses relating to goodwill cannot be reversed in future periods. Impairment of non-financial assets Impairment exists when the carrying value of an asset CGU or group of CGU exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm’s length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow (“DCF”) model. The cash flows are |
Provisions | n) Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. |
Share-based payments | o) Employees (including senior executives) of the Group receive remuneration in the form of share based payments, whereby employees render services as consideration. The consideration is either equity or cash settled depending on the scheme. Equity-settled transactions The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model. That cost is recognized, together with a corresponding increase in other capital reserves in equity, over the period in which the performance and/or service conditions are fulfilled in employee benefits expense. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The statement of operations expense or credit for a period represents the movement in cumulative expense recognized as at the beginning and end of that period. No expense is recognized for awards that do not ultimately vest. Cash-settled transactions For cash-settled share based payments, a liability is recognized for the goods or services acquired, measured initially at the fair value of the liability. At each balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognized in profit or loss for the year. Employment related taxes Where the Group has an obligation to settle employment related taxes on share based payments received by employees, these are provided for based on the intrinsic value of the vested share options at the end of the reporting period. |
Cash and cash equivalents | p) For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. The Group has classified amounts held in money market funds as cash equivalents because those funds are short term in nature, highly liquid, readily convertible to known amounts of cash, and subject to an insignificant risk of changes in value. The Group has determined this classification is appropriate because each of these EU-regulated funds have the highest credit rating available. |
Changes in accounting policies and disclosures | 2.4. Amendments to IFRSs that are mandatorily effective for the current year In the year ended December 31, 2019, the Group has applied the below amendments to IFRS’s issued by the IASB that are mandatorily effective for an accounting period that began on or after January 1, 2019. IFRS 16 Leases The Group has adopted IFRS 16 in accordance with the modified retrospective transitional approach in the current year. The application of the standard has resulted in almost all leases being recognized on the balance sheet as the distinction between operating and finance leases has been removed. Under the new standard, a right of use asset and a financial liability to pay lease rentals are recognized. The only exceptions are short-term and low-value leases in accordance with the practical expedient allowed under the standard. For more information, see Note 17. New and revised IFRSs in issue but not yet effective At the date of authorization of these consolidated financial statements, the Group has not applied the following new and revised IFRSs that have been issued but are not yet effective: IFRS 3 Business Combinations (effective January 1, 2020) ‘Definition of a Business (Amendments to IFRS 3)’ clarifies the definition and application guidance for when an entity assesses whether it has acquired a business or a group of assets. The amendments are effective for business combinations for which the acquisition date is on or after the beginning of the first reporting period beginning on or after January 1, 2020. |
Intangible assets—development costs | Intangible assets – development costs capitalization Assessing whether assets meet the required criteria for initial capitalization requires judgement. This requires an assessment of the expected future benefits from the projects to be capitalized, technical feasibility and commercial viability. In particular, internally generated intangible assets must be assessed during the development phase to identify whether the Group has the ability and intention to complete the development successfully. Determining the costs of assets to be capitalized also requires judgement. Specifically, judgement and estimation is required in determining the directly attributable costs to be allocated to the asset to enable the asset to be capable of operating in the manner intended by management. |
Recognition of a deferred tax asset | Recognition of a deferred tax asset The Group has accumulated significant unutilized trading tax losses (Note 27). A deferred tax asset in respect of these losses can only be recognized when it is probable that future taxable profits will be available to utilize these against. The Group reviews this assessment on an annual basis |
Farfetch UK Limited functional currency change – date of change | Farfetch UK Limited functional currency change – date of change As disclosed on Note 2.1, in January 2019 the functional currency of Farfetch UK Limited, the Group’s primary trading entity, changed from pound sterling to U.S dollar. While the trigger for the change was based on a factual assessment as described in the aforementioned Note 2.1, the determination of the date of change required judgement given the gradual change in the primary economic and business environment in which Farfetch UK Limited operates. This was driven by the growth of consumers where the Group receives U.S. dollars in settlement, as well as an increase in costs influenced by movements in the U.S dollar, throughout 2018 and crystalizing in Q4 2018. Guidance requires a change in functional currency to be reported as of the date it is determined there has been a change and it is generally accepted practice that the change is made at start of the most recent period. Noting that in accordance with IAS 21:35, when there is a change in an entity’s functional currency, the entity applies the translation procedures applicable to the new functional currency prospectively from the date of the change, management determined to enact this change effectively on January 1, 2019. |
Intangible assets and property, plant and equipment – useful lives | Intangible assets and property, plant and equipment – useful lives The assessment of the useful economic lives and the method of amortizing these assets requires judgement. Depreciation and amortization are charged to the consolidated statement of operations based on the useful economic life selected, which requires an estimation of the period and profile over which the Group expects to consume the future economic benefits embodied in the asset. The Group reviews its useful economic lives at the reporting date. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Accounting Policies [Abstract] | |
Useful Lives of Property, Plant and Equipment | The useful lives of these items are assessed as follows: Leasehold improvements Shorter of the life of the lease or useful life Fixtures and fittings Three to ten years Motor vehicles Four to eight years Plant, machinery and equipment Leased plant and equipment Three to ten years Three to eight years Property, plant and equipment consist of the following (in thousands): Freehold land and buildings Leasehold improvements Fixtures and fittings Motor vehicles Plant, machinery and equipment Totals Cost At December 31, 2017 $ - $ 23,453 $ 5,516 $ 142 $ 6,563 $ 35,674 Additions - 16,086 2,083 - 3,318 21,487 Disposals - (1,489 ) (211 ) (28 ) (61 ) (1,789 ) Transfers - (1,156 ) 889 - 101 (166 ) Foreign exchange movements - (1,830 ) (501 ) (5 ) (525 ) (2,861 ) At December 31, 2018 - 35,064 7,776 109 9,396 52,345 Additions 17,948 10,633 3,424 117 9,809 41,931 Disposals - (322 ) (35 ) (30 ) (22 ) (409 ) Transfers - (2,109 ) 1,824 - (2,100 ) (2,385 ) Foreign exchange movements (130 ) (131 ) (21 ) (3 ) (139 ) (424 ) At December 31, 2019 17,818 43,135 12,968 193 16,944 91,058 Accumulated depreciation At December 31, 2017 - (4,008 ) (1,862 ) (112 ) (2,996 ) (8,978 ) Depreciation for year - (4,091 ) (1,196 ) (14 ) (2,037 ) (7,338 ) Disposals - 562 136 28 35 761 Transfers - - 11 - (11 ) - Foreign exchange movements - 375 129 4 230 738 At December 31, 2018 - (7,162 ) (2,782 ) (94 ) (4,779 ) (14,817 ) Depreciation for year - (3,994 ) (1,995 ) (23 ) (2,960 ) (8,972 ) Disposals - 219 31 16 16 282 Transfers - 579 - - - 579 Foreign exchange movements - (159 ) 86 1 (59 ) (131 ) At December 31, 2019 - (10,517 ) (4,660 ) (100 ) (7,782 ) (23,059 ) Net book value At December 31, 2018 - 27,902 4,994 15 4,617 37,528 At December 31, 2019 $ 17,818 $ 32,618 $ 8,308 $ 93 $ 9,162 $ 67,999 |
Estimated Useful Lives of Intangible Assets | Amortization is charged to depreciation and amortization expense on a straight-line basis over the estimated useful life of the intangible assets, from the time that the assets are available for use. The useful lives of these items are assessed as follows: Development costs Three years Brand, trademarks & domain names Five to sixteen years Customer relationships Three to five years Intangible assets consist of the following at (in thousands): Goodwill Brand, trademarks & domain names Customer relationships Development costs Total Cost At December 31, 2017 $ 38,449 $ 7,289 $ 2,384 $ 38,937 $ 87,059 Additions - - - 50,978 50,978 Transfers - - - 166 166 Foreign exchange movements (2,406 ) (443 ) (145 ) (4,602 ) (7,596 ) At December 31, 2018 36,043 6,846 2,239 85,479 130,607 Additions 305,526 958,407 3,878 78,401 1,346,212 Transfers - - - - - Foreign exchange movements (502 ) 64 (107 ) 53 (492 ) At December 31, 2019 341,067 965,317 6,010 163,933 1,476,327 Accumulated amortization At December 31, 2017 - (1,604 ) (565 ) (10,849 ) (13,018 ) Amortization for year - (459 ) (1,057 ) (14,683 ) (16,199 ) Transfers - - - - - Foreign exchange movements - 123 96 1,736 1,955 At December 31, 2018 - (1,940 ) (1,526 ) (23,796 ) (27,262 ) Amortization for year - (55,044 ) (260 ) (29,751 ) (85,055 ) Transfers - 12 - - 12 Foreign exchange movements - (42 ) - (1,013 ) (1,055 ) At December 31, 2019 - (57,014 ) (1,786 ) (54,560 ) (113,360 ) Net book value At December 31, 2018 36,043 4,906 713 61,683 103,345 At December 31, 2019 $ 341,067 $ 908,303 $ 4,224 $ 109,373 $ 1,362,967 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Abstract] | |
Summary of Revenue by Type of Good or Service | Revenue by type of good or service (in thousands) 2017 2018 2019 Digital Platform Services Revenue $ 296,350 $ 488,995 $ 701,246 Digital Platform Fulfilment Revenue 74,182 97,794 127,960 Brand Platform Revenue - - 164,210 In-Store Revenue 15,434 15,595 27,621 Total Revenue $ 385,966 $ 602,384 $ 1,021,037 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fashion Concierge UK Limited | |
Disclosure Of Business Combinations [Line Items] | |
Summary of Purchase Consideration | Details of the purchase consideration, the net assets acquired and goodwill are as follows (in thousands): 2017 Cash consideration $ - Ordinary shares issued 2,183 Total purchase consideration $ 2,183 |
Summary of Net cash Inflow Arising on Acquisition | Net cash inflow arising on acquisition (in thousands) 2017 Cash and cash equivalent balances acquired $ 195 Cash consideration - Net cash inflow $ 195 |
Summary of Assets and Liabilities Recognized upon Acquisition | The Group recognized the following assets and liabilities upon the Fashion Concierge UK Limited acquisition (in thousands): 2017 Intangible assets $ 1 Tangible assets 4 Trade receivables 301 Cash and cash equivalents 195 Trade payables (1,341 ) Total net identified liabilities acquired (840 ) Goodwill 3,023 Total goodwill acquired 3,023 Net assets acquired $ 2,183 |
Style.com | |
Disclosure Of Business Combinations [Line Items] | |
Summary of Purchase Consideration | Details of the purchase consideration, the assets acquired and goodwill are as follows (in thousands): 2017 Cash consideration $ - Ordinary shares issued 12,411 Total purchase consideration $ 12,411 |
Summary of Assets and Liabilities Recognized upon Acquisition | The Group recognized the following assets and liabilities upon acquisition (in thousands): 2017 Inventories $ 1,856 Total net identified assets acquired 1,856 Goodwill 7,050 Customer relationships 1,178 Trademarks and domain name 3,046 Deferred tax liability (719 ) Total goodwill and identifiable intangible assets acquired 10,555 Net assets acquired $ 12,411 |
Stadium Goods | |
Disclosure Of Business Combinations [Line Items] | |
Summary of Purchase Consideration | Details of the purchase consideration, the assets acquired and goodwill are as follows (in thousands): 2019 Cash consideration $ 150,200 Ordinary shares issued 28,600 Total purchase consideration $ 178,800 |
Summary of Net cash Inflow Arising on Acquisition | 2019 Net cash outflow arising on acquisition Cash and cash equivalent balances acquired $ 1,678 Cash consideration (150,200 ) Net cash outflow $ (148,522 ) |
Summary of Assets and Liabilities Recognized upon Acquisition | The Group finalized its purchase price allocation in the first quarter 2019. The Group recognized the following assets and liabilities upon acquisition of Stadium Goods (in thousands): 2019 Intangible assets $ 2,049 Brand name 117,300 Tangible assets 319 Right-of-use assets 2,802 Other non-current assets 243 Inventory 541 Net working capital (excluding inventory) (3,642 ) Non-current liabilities (14,465 ) Total net identified assets acquired 105,147 Goodwill 73,653 Net assets acquired $ 178,800 |
Toplife | |
Disclosure Of Business Combinations [Line Items] | |
Summary of Purchase Consideration | Details of the purchase consideration, the assets acquired, and goodwill are as follows (in thousands): 2019 Cash consideration $ 48,503 Ordinary shares issued - Total purchase consideration $ 48,503 |
Summary of Assets and Liabilities Recognized upon Acquisition | Details of the purchase price allocation is below (in thousands): 2019 Tangible assets $ 17 Inventory 131 Current liabilities (1,605 ) Level 1 access button 9,058 Total net identified assets acquired 7,601 Goodwill 40,902 Net assets acquired $ 48,503 |
Curiosity China | |
Disclosure Of Business Combinations [Line Items] | |
Summary of Purchase Consideration | Details of the total purchase consideration, the net assets acquired and goodwill are as follows (in thousands): 2019 Cash consideration $ 9,000 Ordinary shares issued - Total purchase consideration $ 9,000 |
Summary of Net cash Inflow Arising on Acquisition | 2019 Net cash outflow arising on acquisition Cash and cash equivalent balances acquired $ 409 Cash consideration (9,000 ) Net cash outflow $ (8,591 ) |
Summary of Assets and Liabilities Recognized upon Acquisition | The Group finalized its purchase price allocation in the fourth quarter of 2019. The Group recognized the following assets and liabilities upon acquisition of CuriosityChina (in thousands): 2019 Tangible assets $ 78 Current assets 1,879 Current liabilities (1,005 ) Customer relationships 3,878 Backlog 202 Technology 2,059 Deferred tax liability (921 ) Total net identified assets acquired 6,170 Goodwill 3,039 Total net identified assets acquired and goodwill 9,209 Non-controlling interest (209 ) Net assets acquired $ 9,000 |
New Guards | |
Disclosure Of Business Combinations [Line Items] | |
Summary of Purchase Consideration | Details of the total purchase consideration, the assets acquired, and goodwill are as follows (in thousands): 2019 Cash consideration $ 358,910 Ordinary shares issued 275,894 Ordinary shares to be issued 69,284 Total purchase consideration $ 704,088 |
Summary of Net cash Inflow Arising on Acquisition | 2019 Net cash outflow arising on acquisition Cash and cash equivalent balances acquired $ 102,835 Cash consideration (358,910 ) Net cash outflow $ (256,075 ) |
Summary of Assets and Liabilities Recognized upon Acquisition | The Group recognized the following assets and liabilities upon acquisition of New Guards (in thousands): 2019 Intangible assets $ 1,382 Brand name 830,150 Tangible assets 2,714 Right-of-use assets 10,727 Deferred tax assets 3,451 Other non-current assets 2,694 Inventory 36,757 Net working capital (excluding inventory) 32,027 Non-current liabilities (13,698 ) Deferred tax liabilities (231,729 ) Total net identified assets acquired 674,475 Goodwill 188,020 Total net identified assets acquired and goodwill 862,495 Non-controlling interest (158,407 ) Net assets acquired $ 704,088 |
Segmental and Geographical In_2
Segmental and Geographical Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Operating Segments [Abstract] | |
Reportable Operating Segments | The results of our three reportable operating segments is as follows (in thousands): 2017 2018 2019 Digital Platform Services Revenue $ 296,350 $ 488,995 $ 701,246 Fulfilment Revenue 74,182 97,794 127,960 Revenue 370,532 586,789 829,206 Less: Cost of revenue (173,951 ) (295,083 ) (457,293 ) Gross profit 196,581 291,706 371,913 Less: Demand generation expense (69,202 ) (97,295 ) (151,350 ) Order contribution $ 127,379 $ 194,411 $ 220,563 2017 2018 2019 Brand Platform Revenue n/a n/a 164,210 Less: Cost of revenue n/a n/a (89,203 ) Gross profit or order contribution $ - $ - $ 75,007 2017 2018 2019 In-Stores: Revenue $ 15,434 $ 15,595 $ 27,621 Less: Cost of revenue (7,249 ) (8,851 ) (14,695 ) Gross profit or order contribution $ 8,185 $ 6,744 $ 12,926 |
Summary of Revenue from External Consumers and Segment Assets | The Group’s revenue from external consumers, based on consumer billing location, and information about its segment assets by geographical location are detailed below (in thousands): 2017 2018 2019 Revenue from external consumers Americas $ 111,349 $ 175,060 $ 277,712 Europe, Middle East and Africa 156,507 240,662 377,944 Asia Pacific 118,110 186,662 365,381 Total Revenue $ 385,966 $ 602,384 $ 1,021,037 2018 2019 Non-current assets Americas $ 6,089 $ 506,130 United Kingdom 118,374 214,213 Europe, Middle East and Africa 21,500 796,974 Asia Pacific 6,020 65,232 Total Non-current assets $ 151,983 $ 1,582,549 |
Employees and directors (Tables
Employees and directors (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Directors And Employees [Abstract] | |
Schedule of Employees and Directors Expenses | Included within employees and directors expenses are (in thousands): 2017 2018 2019 Wages and salaries $ 88,164 $ 140,298 $ 206,092 Social security costs 12,783 24,976 36,314 Other pension costs 898 1,391 2,569 Share based payments (equity settled) 16,667 34,668 150,333 Share based payments (cash settled) 3,807 10,355 10,675 Share based payments (employment related taxes) 1,012 8,796 (2,586 ) Total employees and directors expenses $ 123,331 $ 220,484 $ 403,397 |
Operating expenses (Tables)
Operating expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Expense By Nature [Abstract] | |
Summary of Selling, General and Administrative Expenses | Included within selling, general and administrative expenses are (in thousands): 2017 2018 2019 Demand generation expenses $ 69,202 $ 97,295 $ 151,350 Technology expenses 31,611 68,224 84,207 Depreciation and amortization 10,980 23,537 113,591 Share based payments 21,486 53,819 158,422 General and administrative 162,032 228,891 345,665 Other items 649 — 16,374 Total selling, general and administrative expenses $ 295,960 $ 471,766 $ 869,609 |
Summary of Changes in Fair Value of Derivative Instruments | Included within losses/(gains) on items held at fair value through profit and loss 2017 2018 2019 Change in fair value of put and call option liabilities $ 3,300 $ - $ (43,247 ) Change in fair value of acquisition related consideration - - 21,526 Losses/(gains) on items held at fair value through profit and loss $ 3,300 $ - $ (21,721 ) |
Finance income and costs (Table
Finance income and costs (Table) | 12 Months Ended |
Dec. 31, 2019 | |
Net Finance Cost [Abstract] | |
Summary of Finance Income and Cost | Included within finance income and costs are (in thousands): 2017 2018 2019 Unrealised exchange gains $ - $ 26,922 $ 22,856 Interest on cash and cash equivalents and short-term deposits 2,833 11,260 11,526 Finance income 2,833 38,182 34,382 Unrealised exchange losses (18,902 ) (17,779 ) (10,977 ) Interest on borrowings (1,572 ) - - Lease interest - - (3,472 ) Other interest expense (1 ) (537 ) (4,783 ) Finance costs (20,475 ) (18,316 ) (19,232 ) Net finance (costs)/ income $ (17,642 ) $ 19,866 $ 15,150 |
Material Loss or Profit (Tables
Material Loss or Profit (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Profit Loss [Abstract] | |
Summary of Material Loss or Profit | Note 2017 2018 2019 Leases (2017 and 2018: operating leases) $ 18,162 $ 19,244 $ 9,449 Research and development costs expensed 5,102 12,455 66,024 Loss/(Gain) on disposal of non-current assets 42 1,028 (144 ) Amortization—Intangible assets 15 7,332 16,199 85,055 Right of use assets depreciation 17 - - 19,564 Transaction related legal and advisory expenses 680 - 15,374 Change in fair value of put and call option liabilities 3,300 - (43,247 ) Change in fair value of acquisition related consideration - - 21,526 |
Taxation (Tables)
Taxation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Major Components Of Tax Expense Income [Abstract] | |
Summary of Income Tax Expense | a) Income tax expense (in thousands) 2017 2018 2019 Current tax: Corporate tax $ 805 $ 2,208 $ 15,676 Prior year adjustments 132 (50 ) (1,652 ) Total current tax 937 2,158 14,024 Total deferred tax (767 ) - (12,862 ) Income tax expense $ 170 $ 2,158 $ 1,162 |
Summary of Reconciliation of Income Tax Expense to Tax Payable | The tax on the Group’s loss before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profit of the consolidated entities as follows (in thousands): 2017 2018 2019 Loss before tax $ (112,105 ) $ (153,417 ) $ (372,526 ) Tax at the UK tax rate of 19.00% (2018: 19.00%, 2017: 19.25%) (21,580 ) (29,149 ) (70,780 ) Tax effects of: Sundry temporary differences (599 ) - - Sundry permanent differences 1,965 4,355 1,895 Entertaining 27 37 29 Loss utilisation (85 ) (334 ) (1,126 ) Share based payment 1,518 3,195 8,123 R&D and Investment Tax Credit - - (1,826 ) Release of deferred tax liabilities on acquisition - - (12,853 ) Deferred tax on timing differences - - (9 ) Taxes paid overseas and rate difference (144 ) (599 ) 3,853 Foreign exchange rate differences 192 (6 ) - Prior year adjustments 132 (50 ) (1,652 ) Unrecognized deferred tax asset arising from timing differences relating to: Share based payment 2,204 (7,522 ) 13,305 Non-current assets 463 361 1,624 Accrued bonus and other expenses - - (215 ) Losses carried forward 16,077 31,870 60,794 Income tax expense $ 170 $ 2,158 $ 1,162 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Summary of Loss Per Share | The calculation of loss per share is as follows (in thousands): 2017 2018 2019 In $ except share and per share data Basic and diluted Loss attributable to equity holders of the parent $ (112,275 ) $ (155,575 ) $ (385,297 ) Shares used in calculation Weighted-average shares outstanding 223,465,734 264,432,214 318,843,239 Basic and diluted loss per share attributable to owners of the parent $ (0.50 ) $ (0.59 ) $ (1.21 ) |
Summary of Potential Dilutive Securities Not Included in Diluted Per Share Calculations | Potential dilutive securities that are not included in the diluted per share calculations because they would be anti-dilutive are as follows (in thousands): 2017 2018 2019 Employee options 6,675 14,649 9,105 Warrants 3,303 125 - Contingently issuable shares 994 - - |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Classes Of Inventories [Abstract] | |
Summary of Inventories | 2018 2019 Finished goods $ 60,954 $ 128,107 Total inventories $ 60,954 $ 128,107 |
Trade and Other Receivables (Ta
Trade and Other Receivables (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Trade And Other Receivables [Abstract] | |
Summary of Trade and Other Receivables | Details of trade and other receivables consist of the following at December 31 (in thousands): 2018 2019 Current Trade receivables $ 2,727 $ 34,363 Other current receivables 45,558 120,450 Sales taxes 10,352 16,868 Prepayments and accrued income 34,342 18,216 Current tax assets - 1,873 Derivative financial assets (Note 30) 691 3,024 Total current trade and other receivables 93,670 194,794 Non-current Other receivables 10,458 12,388 Total non-current trade and other receivables $ 10,458 $ 12,388 The carrying amount of other receivables approximates their fair value. The maximum credit risk at the balance sheet date is considered to be equivalent to the carrying value of other receivables. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Intangible Assets And Goodwill [Abstract] | |
Estimated Useful Lives of Intangible Assets | Amortization is charged to depreciation and amortization expense on a straight-line basis over the estimated useful life of the intangible assets, from the time that the assets are available for use. The useful lives of these items are assessed as follows: Development costs Three years Brand, trademarks & domain names Five to sixteen years Customer relationships Three to five years Intangible assets consist of the following at (in thousands): Goodwill Brand, trademarks & domain names Customer relationships Development costs Total Cost At December 31, 2017 $ 38,449 $ 7,289 $ 2,384 $ 38,937 $ 87,059 Additions - - - 50,978 50,978 Transfers - - - 166 166 Foreign exchange movements (2,406 ) (443 ) (145 ) (4,602 ) (7,596 ) At December 31, 2018 36,043 6,846 2,239 85,479 130,607 Additions 305,526 958,407 3,878 78,401 1,346,212 Transfers - - - - - Foreign exchange movements (502 ) 64 (107 ) 53 (492 ) At December 31, 2019 341,067 965,317 6,010 163,933 1,476,327 Accumulated amortization At December 31, 2017 - (1,604 ) (565 ) (10,849 ) (13,018 ) Amortization for year - (459 ) (1,057 ) (14,683 ) (16,199 ) Transfers - - - - - Foreign exchange movements - 123 96 1,736 1,955 At December 31, 2018 - (1,940 ) (1,526 ) (23,796 ) (27,262 ) Amortization for year - (55,044 ) (260 ) (29,751 ) (85,055 ) Transfers - 12 - - 12 Foreign exchange movements - (42 ) - (1,013 ) (1,055 ) At December 31, 2019 - (57,014 ) (1,786 ) (54,560 ) (113,360 ) Net book value At December 31, 2018 36,043 4,906 713 61,683 103,345 At December 31, 2019 $ 341,067 $ 908,303 $ 4,224 $ 109,373 $ 1,362,967 |
Summary of Goodwill by Cash Generating Unit | Goodwill has been allocated to the following CGUs or group of CGUs. For details regarding additions to goodwill refer to Note 5. 2018 2019 CGU Marketplace $ 16,368 $ 130,993 Browns – Platform 19,675 19,015 CuriosityChina - 3,039 New Guards - 188,020 Total Goodwill $ 36,043 $ 341,067 |
Summary of Key Assumptions of Change to Recoverable Amount of Each Cash Generating Unit | The recoverable amount of each CGU would equal its carrying amount if the key assumptions were to change as follows: Marketplace Browns – Platform CuriosityChina New Guards Budgeted revenue growth (change in pp) (30 ) (3 ) (11 ) (13 ) Pre-tax discount rate (change in pp) 8 2 5 6 Long term growth rate (change in pp) (8 ) (3 ) (7 ) (10 ) |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Property Plant And Equipment [Abstract] | |
Useful Lives of Property, Plant and Equipment | The useful lives of these items are assessed as follows: Leasehold improvements Shorter of the life of the lease or useful life Fixtures and fittings Three to ten years Motor vehicles Four to eight years Plant, machinery and equipment Leased plant and equipment Three to ten years Three to eight years Property, plant and equipment consist of the following (in thousands): Freehold land and buildings Leasehold improvements Fixtures and fittings Motor vehicles Plant, machinery and equipment Totals Cost At December 31, 2017 $ - $ 23,453 $ 5,516 $ 142 $ 6,563 $ 35,674 Additions - 16,086 2,083 - 3,318 21,487 Disposals - (1,489 ) (211 ) (28 ) (61 ) (1,789 ) Transfers - (1,156 ) 889 - 101 (166 ) Foreign exchange movements - (1,830 ) (501 ) (5 ) (525 ) (2,861 ) At December 31, 2018 - 35,064 7,776 109 9,396 52,345 Additions 17,948 10,633 3,424 117 9,809 41,931 Disposals - (322 ) (35 ) (30 ) (22 ) (409 ) Transfers - (2,109 ) 1,824 - (2,100 ) (2,385 ) Foreign exchange movements (130 ) (131 ) (21 ) (3 ) (139 ) (424 ) At December 31, 2019 17,818 43,135 12,968 193 16,944 91,058 Accumulated depreciation At December 31, 2017 - (4,008 ) (1,862 ) (112 ) (2,996 ) (8,978 ) Depreciation for year - (4,091 ) (1,196 ) (14 ) (2,037 ) (7,338 ) Disposals - 562 136 28 35 761 Transfers - - 11 - (11 ) - Foreign exchange movements - 375 129 4 230 738 At December 31, 2018 - (7,162 ) (2,782 ) (94 ) (4,779 ) (14,817 ) Depreciation for year - (3,994 ) (1,995 ) (23 ) (2,960 ) (8,972 ) Disposals - 219 31 16 16 282 Transfers - 579 - - - 579 Foreign exchange movements - (159 ) 86 1 (59 ) (131 ) At December 31, 2019 - (10,517 ) (4,660 ) (100 ) (7,782 ) (23,059 ) Net book value At December 31, 2018 - 27,902 4,994 15 4,617 37,528 At December 31, 2019 $ 17,818 $ 32,618 $ 8,308 $ 93 $ 9,162 $ 67,999 |
Right-of-use assets and lease_2
Right-of-use assets and lease liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Presentation Of Leases For Lessee [Abstract] | |
Schedule of Lease Liability Recognized | For leases previously classified as finance leases the Group recognized the carrying amount of the lease asset and lease liability immediately before transition as the carrying amount of the right of use asset and the lease liability at the date of initial application. The measurement principles of IFRS 16 are only applied after that date. See below details (in thousands): 2019 Operating lease commitments disclosed as at December 31, 2018 $ 103,034 Discounted using the lessee’s incremental borrowing rate of at the date of initial application 78,937 Less short-term leases recognized on a straight-line basis as expense (1,552 ) Less Lease committed to at December 31, 2018 but not commenced at January 1, 2019 (8,074 ) Lease liability recognized as at January 1, 2019 69,311 Of which: Current lease liabilities 12,655 Non-current lease liabilities 56,656 Lease liability recognized as at January 1, 2019 $ 69,311 |
Disclosure of Recognized Right-of-Use Assets & Liabilities Relate to types | The recognized right-of-use assets & liabilities relate to the following types as at the transition date and December 31, 2019 (in thousands): January 1, 2019 December 31, 2019 Properties $ 67,272 $ 114,618 Vehicles 469 558 Total right-of-use assets $ 67,741 $ 115,176 Properties $ 68,842 $ 118,760 Vehicles 469 558 Total right-of-use liabilities $ 69,311 $ 119,318 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Significant Investments In Associates [Abstract] | |
Summary of Group’s Shareholdings in Associates Entities and Principal Activities | The table below (in thousands) illustrates the summarized financial information of the Group’s investments in Farfetch Finance Limited and Alanui S.r.l. The investment in Alanui S.r.l. arose as a result of the Group’s acquisition of New Guards (see Note 5 for further details). The Group’s shareholdings in these entities and their principal activities can be found in Note 22. Share of associates net assets At December 31, 2017 $ 58 Share of profit after tax 28 At December 31, 2018 86 Additions due to business combinations 2,014 Share of profit after tax 366 At December 31, 2019 $ 2,466 |
Cash and cash equivalents (Tabl
Cash and cash equivalents (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Cash And Cash Equivalents [Abstract] | |
Summary of Cash and Cash Equivalents | Cash and cash equivalents consist of the following at (in thousands): December 31, 2018 December 31, 2019 Cash held in banks $ 49,935 $ 170,468 Money market funds 739,330 99,362 Short-term deposits 225,209 12,328 Amounts held by payment service providers 30,312 40,271 Total cash and cash equivalents $ 1,044,786 $ 322,429 |
Share capital and share premi_2
Share capital and share premium (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Classes Of Share Capital [Abstract] | |
Summary of Ordinary Shares Issued and Fully Paid | Ordinary shares issued and fully paid as at December 31, 2019 (in thousands, except number of shares): Number of shares Class Par value $ Share capital Share premium Merger reserve Total 296,740,928 Class A ordinary shares 0.04 $ 11,870 $ 832,498 $ 783,529 $ 1,627,897 42,858,080 Class B ordinary shares 0.04 1,714 45,509 - 47,223 339,599,008 $ 13,584 $ 878,007 $ 783,529 $ 1,675,120 Ordinary shares issued and fully paid as at December 31, 2018 (in thousands, except number of shares): Number of shares Class Par value $ Share capital Share premium Merger reserve Total 256,998,920 Class A ordinary shares 0.04 $ 10,280 $ 726,791 $ 783,529 $ 1,520,600 42,858,080 Class B ordinary shares 0.04 1,714 45,509 - 47,223 299,857,000 $ 11,994 $ 772,300 $ 783,529 $ 1,567,823 |
Reserves (Tables)
Reserves (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Reserves [Abstract] | |
Summary of Other Reserves | Other reserves consist of the following (in thousands): Warrant reserve Changes in ownership Share based payments Cashflow hedge reserve Merger relief reserve Other Total other reserves At December 31, 2016 $ 747 $ (8,666 ) $ 27,776 $ - $ - $ - $ 19,857 Transactions with non-controlling interests - - - - 2,161 - 2,161 Share based payments - equity settled - - 16,457 - - - 16,457 At December 31, 2017 747 (8,666 ) 44,233 - 2,161 - 38,475 Movement in cash flow hedge reserve - - - 436 - - 436 Share based payments - equity settled - - 28,563 - - - 28,563 At December 31, 2018 747 (8,666 ) 72,796 436 2,161 - 67,474 Shares issued - acquisition of a subsidiary - - - - 393,853 - 393,853 Movement in cash flow hedge reserve - - - (3,385 ) - - (3,385 ) Share based payments - equity settled - - 76,383 - - - 76,383 Share based payments - reverse vesting shares - - (82,646 ) - - - (82,646 ) Exercise of warrants (747 ) - - - - - (747 ) Transaction with non-controlling interests - - - - - (101,311 ) (101,311 ) Impairment loss on revaluation of investments - - - - - (100 ) (100 ) Remeasurement loss on legally required severance plan - - - - - (58 ) (58 ) At December 31, 2019 $ - $ (8,666 ) $ 66,533 $ (2,949 ) $ 396,014 $ (101,469 ) $ 349,463 |
Group Information (Tables)
Group Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Significant Investments In Subsidiaries [Abstract] | |
Summary of Subsidiaries | At December 31, 2019, the Company’s subsidiaries were as follows: Direct Holdings Name Country of incorporation % equity interest Principal activities 2018 2019 Farfetch.com Limited Isle of Man 100 100 Holding company Indirect Holdings Country of incorporation % equity interest Principal activities 2018 2019 Farfetch UK Limited England & Wales 100 100 Marketing, providing editorial and merchant services FFBR importacao e exportacao LTDA* Brazil 100 100 Import & Export Agent for Farfetch Farfetch.com Brasil Servicos LTDA** Brazil 100 100 E-commerce, marketing and editorial services Farfetch.com US LLC USA 100 100 E-commerce and marketing Farfetch-Portugal Unipessoal LDA Portugal 100 100 Back office support Farfetch HK Holdings Limited Hong Kong 100 100 Holding Company Browns (South Molton Street) Limited England & Wales 100 100 Retail Farfetch Japan Co Ltd Japan 100 100 E-commerce and marketing LASO.CO.LTD Japan 100 100 E-commerce and marketing Farfetch China (HK Holdings) Limited Hong Kong 100 100 Holding company Farfetch (Shanghai) E-Commerce Co. Ltd China 100 100 E-commerce services Farfetch HK Production Limited Hong Kong 100 100 E-commerce and marketing Farfetch Store of the Future Limited England & Wales 100 100 Dormant Fashion Concierge UK Limited England & Wales 100 100 E-commerce services F&C Fashion Concierge, LDA Portugal 100 100 Dormant Farfetch Black & White Limited England & Wales 100 100 E-commerce services Farfetch International Limited Isle of Man 100 80 Holding company Farfetch México, S.A de C.V*** Mexico 100 100 Back office support Fashion Concierge Powered By Farfetch, LLC USA 100 100 E-commerce services Farfetch India Private Limited**** India 100 100 Back office support Farfetch Middle East FZE UAE 100 80 Back office support Farfetch Italia S.R.L. Italy 100 100 Back office support Farfetch Australia Pty Ltd Australia 100 100 Back office support Farfetch US Holdings, INC USA 100 100 Holding Company Fashion Concierge HK Limited Hong Kong 100 100 E-commerce services Farfetch Finance Limited England & Wales 25 25 Finance Stadium Enterprises LLC USA 100 100 E-commerce services SGNY1 LLC USA - 100 E-commerce services Kicks Lite LLC USA - 100 E-commerce services Farfetch RU LLC Russia - 100 Back office support Beijing Qizhi Ruisi Information Consulting Co., Ltd China - 78 E-commerce services Farfetch UK FINCO Limited England & Wales - 100 Holding Company Hulk Finco plc England & Wales - 100 Holding Company New Guards Group Holding S.p.A Italy - 100 Retail County S.r.l. Italy - 100 Retail Off-White Operating S.r.l. Italy - 75 Retail Venice S.r.l. Italy - 69 Retail Unravel Project S.r.l. Italy - 61 Retail Heron Preston S.r.l. Italy - 80 Retail Alanui S.r.l. Italy - 53 Retail APA S.r.l. Italy - 100 Retail Heron Preston Trademark S.r.l. Italy - 51 Retail KPG S.R.L. Italy - 75 Retail Off-White Operating Milano S.r.l. Italy - 75 Retail Off White Operating Holding, Corp. USA - 75 Retail Off-White Operating Paris S.à r.l. France - 75 Retail Off White Operating Soho, LLC USA - 75 Retail Off White Operating Miami, LLC USA - 75 Retail Off White Operating Vegas, LLC USA - 75 Retail Off White Operating Los Angeles, LLC USA - 75 Retail Off White Operating London Limited UK - 75 Retail * Owned by Farfetch.com Limited (99.9%) and Farfetch UK Limited (0.1%) ** Owned by Farfetch.com Limited (99.9995%) and Farfetch UK Limited (0.0005%) *** Owned by Farfetch.com Limited (1%) and Farfetch UK Limited (99%) **** Owned by Farfetch.com Limited (0.1%) and Farfetch UK Limited (99.9%) |
Non-controlling interests (Tabl
Non-controlling interests (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Non Controlling Interests [Abstract] | |
Summary of Effect of Changes in Ownership Interest | The effect of changes in the ownership interest of the Group on the equity attributable to owners of the company during the year and prior year is summarized as follows (in thousands): Farfetch International Curiosity China Limited (IOM) New Guards Total Balance at January 1, 2019 $ - $ - $ - $ - Non-controlling interest arising from a business combination 209 - 158,408 158,617 Profit for the year attributable to non-controlling interests 200 1,225 10,184 11,609 Dividends paid - - - - Balance at December 31, 2019 409 1,225 168,592 170,226 % of non-controlling interest 22 % 20 % 0%-49% |
Trade and Other Payables (Table
Trade and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Trade And Other Current Payables [Abstract] | |
Summary of Trade and Other Payable | Trade and other payables consisted of the following at December 31 (in thousands): 2018 2019 Trade payables $ 96,176 $ 180,270 Other payables 350 11,062 Social security and other taxes 6,194 12,741 Income tax payable 1,514 28,289 Deferred revenue 4,145 29,966 Accruals 85,779 179,657 Derivatives financial liabilities - 5,601 Total accruals and deferred revenue $ 194,158 $ 447,586 |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Detailed Information About Warrants [Abstract] | |
Schedule of Warrants Issued | During 2016, the Group issued warrants, which are linked to the $20 million of promissory notes issued in 2016, which were subsequently repaid in 2017. Date of issue Number of shares Warrant price Expiration date October 3, 2016 122,935 $ 6.15 12 years from issue date August 1, 2016 33,530 $ 6.15 12 years from issue date December 23, 2016 33,530 $ 6.15 12 years from issue date |
Provisions (Tables)
Provisions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Provisions [Abstract] | |
Summary of Provisions | Provisions consist of the following at December 31 (in thousands): Dilapidations provision Share based payments employment taxes provision Provision for witholding taxes Other Provisions Total 2018 2019 2018 2019 2018 2019 2018 2019 2018 2019 At January 1 $ 2,165 $ 2,515 $ 2,977 $ 10,947 $ - $ - $ - $ - $ 5,142 $ 13,462 Recognised on acquisition of subsidiary - - - - 16,000 - - - 16,000 Additional provision in the year 1,263 1,015 6,614 6,820 - - - 873 7,877 8,708 Transfer to trade and other payables - - 2,182 - - - - - 2,182 - Release of provision in the year (815 ) (190 ) - (4,583 ) - (4,000 ) - - (815 ) (8,773 ) Utilized provision in the period - (20 ) - (5,729 ) - (500 ) - - - (6,249 ) Foreign exchange (98 ) 32 (826 ) 524 - - - - (924 ) 556 At December 31 $ 2,515 $ 3,352 $ 10,947 $ 7,979 $ - $ 11,500 $ - $ 873 $ 13,462 $ 23,704 |
Deferred Tax (Tables)
Deferred Tax (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Deferred Tax Assets And Liabilities [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities | Deferred tax assets and liabilities consist of the following at December 31 (in thousands): Deferred tax assets 2018 2019 At January 1 $ 1,079 $ 745 Deferred tax recognized - 5,324 Foreign exchange (52 ) (24 ) Released to profit or loss (282 ) (721 ) At December 31 $ 745 $ 5,324 Deferred tax liabilities Note 2018 2019 At January 1 $ 1,079 $ 745 Deferred tax recognized on acquisition 5 - 232,573 Foreign exchange (52 ) (24 ) Released to profit or loss (282 ) (13,505 ) At December 31 $ 745 $ 219,789 Deferred tax, net liability At December 31 $ - $ 214,465 |
Summary of Trading Losses | Local currency 2018 2018 2019 2019 Local ‘m $’m Local ‘m $’m UK trading losses GBP 259 331 404 529 US Net Operating Losses (“NOL”) USD 34 34 80 80 Brazil trading losses BRL 49 13 66 16 Japan trading losses JPY 274 2 343 3 Hong Kong trading losses HKD 14 2 8 1 382 629 |
Commitments and guarantees (Tab
Commitments and guarantees (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Commitments And Guarantees [Abstract] | |
Schedule of Future Minimum Lease Payments Under Operating Leases | From 1 January 2019, the group has recognized right-of-use assets for all lease contracts, except for short-term and low-value leases, see Note 17 for further information. Future minimum lease payments under leases (2018: operating leases) as at December 31 were (in thousands): 2018 2019 No later than one year $ 15,820 $ 24,065 Later than one year not later than three years 26,599 44,282 Later than three year not later than five years 22,584 34,705 Later than five years 38,031 37,216 Total future lease payments $ 103,034 $ 140,268 |
Financial Instruments and Fin_2
Financial Instruments and Financial Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Financial Instruments [Abstract] | |
Summary of Categories of Financial Instruments | Details of the significant accounting policies and methods adopted (including the criteria for recognition, the basis of measurement and the bases for recognition of income and expenses) for each class of financial asset, financial liability and equity instrument are disclosed in Note 2. Categories of financial instruments Financial assets (in thousands) Amortized cost Amortized cost 2018 2019 Current Trade and other receivables $ 48,285 $ 154,813 Cash and cash equivalents 1,044,786 322,429 Non-current Other receivables 10,458 12,388 Total $ 1,103,529 $ 489,630 2018 2019 Foreign currency forwards - held at FVTPL $ 255 $ 587 Foreign currency forwards - held as cash flow hedges 436 2,437 Derivative financial assets $ 691 $ 3,024 Financial liabilities (in thousands) Amortized cost Amortized cost 2018 2019 Trade payables $ 96,176 $ 180,270 Other payables 350 11,062 Total $ 96,526 $ 191,332 2018 2019 Foreign currency forwards - held at FVTPL $ - $ 255 Foreign currency forwards - held as cash flow hedges - 5,346 Derivative financial liabilities $ - $ 5,601 Fair value through profit or loss Fair value through profit or loss 2018 2019 Contingent consideration $ - $ 62,386 Total contingent consideration $ - $ 62,386 |
Financial Assets/(Liabilities) at Fair Value through Profit or Loss | Fair value through profit or loss Asset Liability 2018 2019 2018 2019 Forward foreign exchange contracts $ 255 $ 587 $ - $ 255 Cashflow hedges Asset Liability 2018 2019 2018 2019 Forward foreign exchange contracts $ 436 $ 2,437 $ - $ 5,346 |
Summary of Analyses Group's Financial Liabilities into Groupings of Remaining Period from Reporting Date to Contractual Maturity Date | The table below (in thousands) analyses the Group’s financial liabilities into relevant groupings based on the remaining period from the reporting date to the contractual maturity date. Amounts due within 12 months equal their carrying balances, as the impact of discounting is not significant. Less than one year Less than one year 2018 2019 Trade and other payables $ 96,526 $ 191,332 Contingent consideration - 1,118 Total current $ 96,526 $ 192,450 More than one year More than one year 2018 2019 Contingent consideration $ - $ 61,268 Borrowings - - Total non-current $ - $ 61,268 |
Schedule of Capital Structure | The capital structure is as follows (in thousands): 2018 2019 Total borrowings $ - $ - Less: cash and cash equivalents (1,044,786 ) (322,429 ) Net cash (1,044,786 ) (322,429 ) Total equity 1,128,431 1,337,832 Total $ 83,645 $ 1,015,403 |
Schedule of Foreign Exchange Rate Sensitivity Analysis | The table below (in thousands) shows the Group’s sensitivity to U.S. dollars strengthening/weakening by 10%: Increase/ (decrease) in profit or loss Increase/ (decrease) in profit or loss 2018 2019 10% appreciation of United States dollars $ 29,169 $ (21,661 ) 10% depreciation of United States dollars $ (35,651 ) $ 26,475 This analysis reflects the impact on the statement of operations due to financial assets and liabilities held at the balance sheet date and is based on foreign currency exchange rate variances that the Group considers to be reasonably possible at the end of the reporting year. The analysis assumes that all other variables, in particular interest rates, remain constant. |
Other Non-current Liabilities (
Other Non-current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Other Non Current Liabilities [Abstract] | |
Summary of Other Non-current Liabilities | Other non-current liabilities consist of the following at December 31 (in thousands): 2018 2019 Equity-settled awards liability $ - $ 12,139 Cash-settled awards liability 15,342 3,120 Employee severance liability - 1,048 Other - 148 Total non-current liabilities $ 15,342 $ 16,455 |
Summary of Equity Settled Share Based Payment Plans | During the year ended December 31, 2019, the Group had four equity settled share based payment plans which are described below. Type of arrangement EMI approved share option plan Unapproved share option plan LTIP 2015 plan LTIP 2018 plan Date of first grant November 1, 2011 July 1, 2011 September 9, 2015 September 20, 2018 Number granted 5,505,600 11,332,835 38,174,980 17,051,417 Contractual life 10 years 10 years 10 years 10 years Vesting conditions Varying tranches of options vesting upon defined years of service Varying tranches of options vesting upon defined years of service Varying tranches of options vesting upon defined years of service with certain awards having non-market conditions Varying tranches of options and Restricted Stock Units (RSU) vesting upon defined years of service |
Summary of Movements on Share Options and Weighted Average Exercise Prices | Movements on the share options were as follows: 2017 2018 2019 Number of options Number of options Number of options Options at beginning of year 17,522,365 32,307,010 44,218,814 Options granted 15,666,155 18,209,410 13,585,502 Options exercised (198,525 ) (3,032,571 ) (7,503,814 ) Options forfeited (682,985 ) (3,265,035 ) (10,716,644 ) Options at end of year 32,307,010 44,218,814 39,583,858 Options exercisable at end of year 12,551,425 16,830,409 10,360,642 Weighted average exercise prices were as follows: 2017 2018 2019 Options at beginning of year $ 2.01 $ 4.43 $ 6.15 Options granted $ 7.10 $ 9.84 $ 8.94 Options forfeited $ 6.71 $ 7.31 $ 5.70 Options exercised $ 0.08 $ 2.38 $ 1.25 Options at end of year $ 4.43 $ 6.15 $ 8.23 Options exercisable at year end $ 1.59 $ 2.33 $ 6.40 Weighted average remaining contracted life of options outstanding at year end 8.00 years 9.54 years 9.79 years |
Summary of Exercise Price of Options Outstanding | 2017 2018 2019 Number of options Number of options Number of options Exercise price of options outstanding at year end $0.00 to $0.08 5,868,735 4,416,525 8,545,400 $0.09 to $0.56 5,581,825 2,126,540 27,340 $0.57 to $3.52 6,302,505 4,595,104 629,730 $3.53 to $5.73 8,589,445 6,257,690 3,225,120 $5.74 to $7.39 5,964,500 7,890,495 5,873,001 $7.40 to $20.00 - 18,932,460 17,402,097 $20.01 to $27.09 - - 3,881,170 32,307,010 44,218,814 39,583,858 Weighted average fair value of options granted in year $ 2.41 $ 4.17 $ 15.54 |
Summary of Inputs in Black Scholes Model for Share Options Granted | Inputs in the Black Scholes model for share options granted during the year and prior year were as follows: 2017 2018 2019 Black Scholes model Weighted average share price $ 9.87 $ 11.83 $ 21.73 Weighted average exercise price $ 7.10 $ 9.84 $ 8.94 Average expected volatility 20% 23% 36% Expected life 4 years 4 years 4 years Risk free rate 1.85% 2.75% 2.15% Expected dividends $nil $nil $nil |
Corporate Information - Additio
Corporate Information - Additional Information (Details) - Sep. 18, 2018 | $ / sharesshares | £ / shares |
Corporate Information [Line Items] | ||
Share conversion ratio | 5 | |
Class A Ordinary Shares and Class B Ordinary Shares | ||
Corporate Information [Line Items] | ||
Value of ordinary share | $ / shares | $ 0.04 | |
Warrants | ||
Corporate Information [Line Items] | ||
Warrants outstanding | shares | 189,995 | |
Value of ordinary share | (per share) | $ 0.20 | £ 0.10 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Description Of Expected Impact Of Initial Application Of New Standards Or Interpretations [Line Items] | |
Promotional incentives remittance period after transactions | 2 months |
Intangible assets with indefinite useful lives | $ 0 |
Bottom of Range | |
Description Of Expected Impact Of Initial Application Of New Standards Or Interpretations [Line Items] | |
Budgets and forecast calculations period | 5 years |
Top of Range | |
Description Of Expected Impact Of Initial Application Of New Standards Or Interpretations [Line Items] | |
Budgets and forecast calculations period | 10 years |
Significant Accounting Polici_5
Significant Accounting Policies - Useful Lives of Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Leasehold Improvements | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | Shorter of the life of the lease or useful life |
Fixtures and Fittings | Bottom of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 3 years |
Fixtures and Fittings | Top of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 10 years |
Motor Vehicles | Bottom of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 4 years |
Motor Vehicles | Top of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 8 years |
Plant, Machinery and Equipment | Bottom of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 3 years |
Plant, Machinery and Equipment | Top of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 10 years |
Leased Plant and Equipment | Bottom of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 3 years |
Leased Plant and Equipment | Top of Range | |
Disclosure Of Property Plant And Equipment [Line Items] | |
Useful lives of property, plant and equipment | 8 years |
Significant Accounting Polici_6
Significant Accounting Policies - Estimated Useful Lives of Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Development Costs | |
Disclosure Of Intangible Assets [Line Items] | |
Estimated useful lives of intangible assets | 3 years |
Brand, Trademarks & Domain Names | Bottom of Range | |
Disclosure Of Intangible Assets [Line Items] | |
Estimated useful lives of intangible assets | 5 years |
Brand, Trademarks & Domain Names | Top of Range | |
Disclosure Of Intangible Assets [Line Items] | |
Estimated useful lives of intangible assets | 16 years |
Customer Relationships | Bottom of Range | |
Disclosure Of Intangible Assets [Line Items] | |
Estimated useful lives of intangible assets | 3 years |
Customer Relationships | Top of Range | |
Disclosure Of Intangible Assets [Line Items] | |
Estimated useful lives of intangible assets | 5 years |
Critical Accounting Judgments_2
Critical Accounting Judgments and Key Sources of Estimation Uncertainty - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Bottom of Range | |
Disclosure Of Accounting Judgments And Estimates [Line Items] | |
Projected cash flows forecast period | 5 years |
Top of Range | |
Disclosure Of Accounting Judgments And Estimates [Line Items] | |
Projected cash flows forecast period | 10 years |
Revenue - Summary of Revenue by
Revenue - Summary of Revenue by Type of Good or Service (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Total Revenue | $ 1,021,037 | $ 602,384 | $ 385,966 |
Digital Platform Services Revenue | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Total Revenue | 701,246 | 488,995 | 296,350 |
Digital Platform Fulfilment Revenue | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Total Revenue | 127,960 | 97,794 | 74,182 |
Brand Platform Revenue | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Total Revenue | 164,210 | ||
In-Store Revenue | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Total Revenue | $ 27,621 | $ 15,595 | $ 15,434 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Digital Platform Services Revenue | Commercial intermediary | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Revenue from performance obligations not satisfied | $ 691,000 | $ 1,651,000 | $ 1,067,000 |
Previously deferred amounts recognized as revenue in the year | 1,651,000 | 1,067,000 | 330,000 |
Digital Platform Services Revenue | Principal | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Previously deferred amounts recognized as revenue in the year | 2,015,000 | 1,135,000 | 741,000 |
Deferred revenue balance at year end | $ 1,766,000 | 2,015,000 | 1,135,000 |
Revenue expected to be recognized term | 30 days | ||
Digital Platform Fulfilment Revenue | Commercial intermediary | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Revenue from performance obligations not satisfied | $ 851,000 | 479,000 | 436,000 |
Previously deferred amounts recognized as revenue in the year | $ 479,000 | 436,000 | 407,000 |
Revenue expected to be recognized term | 90 days | ||
Receivables from contracts with customers | 0 | $ 0 | |
Brand Platform Revenue | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Deferred revenue balance at year end | $ 26,507,000 | $ 0 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) | Sep. 23, 2019USD ($) | May 28, 2019USD ($) | Apr. 03, 2019USD ($) | Jan. 04, 2019USD ($)shares | Oct. 31, 2017USD ($)shares | Jun. 12, 2017USD ($)shares | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2017USD ($) | Aug. 02, 2019USD ($)shares | Dec. 31, 2018USD ($) |
Disclosure Of Business Combinations [Line Items] | |||||||||||
Deferred tax | $ 5,324,000 | $ 5,324,000 | $ 1,079,000 | $ 745,000 | |||||||
Put and call option liabilities | 61,268,000 | 61,268,000 | |||||||||
Fashion Concierge UK Limited | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 100.00% | ||||||||||
Shares issued as part of consideration paid | shares | 45,000 | ||||||||||
Percentage of consideration paid | 100.00% | ||||||||||
Ordinary shares issued | $ 2,183,000 | ||||||||||
Acquisition-related costs | 123,000 | ||||||||||
Cash consideration | 0 | ||||||||||
Total consideration transferred | 2,183,000 | ||||||||||
Cash and cash equivalents | $ 195,000 | ||||||||||
Style.com | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 100.00% | ||||||||||
Shares issued as part of consideration paid | shares | 258,265 | ||||||||||
Percentage of consideration paid | 100.00% | ||||||||||
Ordinary shares issued | $ 12,411,000 | ||||||||||
Acquisition-related costs | $ 557,000 | ||||||||||
Cash consideration | 0 | ||||||||||
Total consideration transferred | $ 12,411,000 | ||||||||||
Style.com | Trademarks and Domain Name | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Amortization period of intangible assets | 10 years | ||||||||||
Style.com | Customer List | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Amortization period of intangible assets | 3 years | ||||||||||
Stadium Goods | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 100.00% | ||||||||||
Ordinary shares issued | $ 28,600,000 | ||||||||||
Acquisition-related costs | 3,987,000 | ||||||||||
Total consideration including amount transferrable in the future | 230,900,000 | ||||||||||
Cash consideration | 150,200,000 | ||||||||||
Value of ordinary shares issued or issuable | 80,700,000 | ||||||||||
Share consideration that does not satisfy IFRS 3 definition of consideration | $ 52,100,000 | ||||||||||
Service condition term | 4 years | ||||||||||
Total consideration transferred | $ 178,800,000 | ||||||||||
Deferred tax | 0 | 0 | 0 | ||||||||
Stadium Goods | Merger Reserve | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Acquisition-related costs | 1,494,000 | ||||||||||
Stadium Goods | Selling, General and Administrative Expenses | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Acquisition-related costs | 2,493,000 | ||||||||||
Stadium Goods | In accordance with IFRS 3 | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Ordinary shares issued | 28,600,000 | ||||||||||
Cash consideration | 150,200,000 | ||||||||||
Total consideration transferred | $ 178,800,000 | ||||||||||
Stadium Goods | Class A Ordinary Shares | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Number of ordinary shares issued or issuable | shares | 4,641,554 | ||||||||||
Toplife | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 100.00% | ||||||||||
Ordinary shares issued | $ 0 | ||||||||||
Acquisition-related costs | 686,000 | ||||||||||
Cash consideration | 48,503,000 | ||||||||||
Total consideration transferred | 48,503,000 | ||||||||||
Cash and cash equivalents | $ 0 | ||||||||||
Toplife | Level 1 Access | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Amortization period of intangible assets | 4 years | ||||||||||
Curiosity China | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 78.00% | ||||||||||
Ordinary shares issued | $ 0 | ||||||||||
Acquisition-related costs | 350,000 | ||||||||||
Cash consideration | 9,000,000 | ||||||||||
Total consideration transferred | $ 9,000,000 | ||||||||||
Percentage of outstanding shares, that was not initially acquired | 22.00% | ||||||||||
Put and call option liabilities | $ 4,322,000 | ||||||||||
Revaluation loss of fair value of call option | 1,606,000 | ||||||||||
Carrying value related to call option over remaining non-controlling interest | $ 5,928,000 | ||||||||||
New Guards | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 100.00% | ||||||||||
Ordinary shares issued | $ 275,894,000 | ||||||||||
Acquisition-related costs | 4,090,000 | ||||||||||
Cash consideration | $ 358,910,000 | ||||||||||
Number of ordinary shares issued or issuable | shares | 3,554,855 | ||||||||||
Value of ordinary shares issued or issuable | $ 345,178,000 | ||||||||||
Total consideration transferred | $ 704,088,000 | ||||||||||
Revaluation loss of fair value of shares issued as part of consideration paid | $ 21,500,000 | ||||||||||
Revenue of acquiree since acquisition date | 182,989,000 | ||||||||||
Profit (loss) of acquiree since acquisition date | $ 23,142,000 | ||||||||||
New Guards | Merger Reserve | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Acquisition-related costs | 2,004,000 | ||||||||||
New Guards | Selling, General and Administrative Expenses | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Acquisition-related costs | $ 2,086,000 | ||||||||||
New Guards | Class A Ordinary Shares | |||||||||||
Disclosure Of Business Combinations [Line Items] | |||||||||||
Number of ordinary shares issued or issuable | shares | 17,710,526 |
Business Combinations - Summary
Business Combinations - Summary of Purchase Consideration, Net Assets Acquired and Goodwill (Details) - USD ($) | Aug. 02, 2019 | May 28, 2019 | Apr. 03, 2019 | Jan. 04, 2019 | Oct. 31, 2017 | Jun. 12, 2017 |
Fashion Concierge UK Limited | ||||||
Purchase consideration | ||||||
Cash consideration | $ 0 | |||||
Ordinary shares issued | 2,183,000 | |||||
Total purchase consideration | $ 2,183,000 | |||||
Style.com | ||||||
Purchase consideration | ||||||
Cash consideration | $ 0 | |||||
Ordinary shares issued | 12,411,000 | |||||
Total purchase consideration | $ 12,411,000 | |||||
Stadium Goods | ||||||
Purchase consideration | ||||||
Cash consideration | $ 150,200,000 | |||||
Ordinary shares issued | 28,600,000 | |||||
Total purchase consideration | $ 178,800,000 | |||||
Toplife | ||||||
Purchase consideration | ||||||
Cash consideration | $ 48,503,000 | |||||
Ordinary shares issued | 0 | |||||
Total purchase consideration | $ 48,503,000 | |||||
Curiosity China | ||||||
Purchase consideration | ||||||
Cash consideration | $ 9,000,000 | |||||
Ordinary shares issued | 0 | |||||
Total purchase consideration | $ 9,000,000 | |||||
New Guards | ||||||
Purchase consideration | ||||||
Cash consideration | $ 358,910,000 | |||||
Ordinary shares issued | 275,894,000 | |||||
Ordinary shares to be issued | 69,284,000 | |||||
Total purchase consideration | $ 704,088,000 |
Business Combinations - Summa_2
Business Combinations - Summary of Net cash Outflow Arising on Acquisition (Details) - USD ($) $ in Thousands | Aug. 02, 2019 | Apr. 03, 2019 | Jan. 04, 2019 | Oct. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2017 |
Cash flows from investing activities | ||||||
Net cash inflow (outflow) | $ (461,691) | $ 195 | ||||
Fashion Concierge UK Limited | ||||||
Cash flows from investing activities | ||||||
Cash and cash equivalent balances acquired | $ 195 | |||||
Cash consideration | 0 | |||||
Net cash inflow (outflow) | $ 195 | |||||
Stadium Goods | ||||||
Cash flows from investing activities | ||||||
Cash and cash equivalent balances acquired | $ 1,678 | |||||
Cash consideration | (150,200) | |||||
Net cash inflow (outflow) | $ (148,522) | |||||
Curiosity China | ||||||
Cash flows from investing activities | ||||||
Cash and cash equivalent balances acquired | $ 409 | |||||
Cash consideration | (9,000) | |||||
Net cash inflow (outflow) | $ (8,591) | |||||
New Guards | ||||||
Cash flows from investing activities | ||||||
Cash and cash equivalent balances acquired | $ 102,835 | |||||
Cash consideration | (358,910) | |||||
Net cash inflow (outflow) | $ (256,075) |
Business Combinations - Summa_3
Business Combinations - Summary of Assets and Liabilities Recognized upon Acquisition (Details) - USD ($) | Dec. 31, 2019 | Aug. 02, 2019 | May 28, 2019 | Apr. 03, 2019 | Jan. 04, 2019 | Dec. 31, 2018 | Oct. 31, 2017 | Jun. 12, 2017 |
Disclosure Of Business Combinations [Line Items] | ||||||||
Goodwill | $ 341,067,000 | $ 36,043,000 | ||||||
Fashion Concierge UK Limited | ||||||||
Disclosure Of Business Combinations [Line Items] | ||||||||
Intangible assets | $ 1,000 | |||||||
Tangible assets | 4,000 | |||||||
Trade receivables | 301,000 | |||||||
Cash and cash equivalents | 195,000 | |||||||
Trade payables | (1,341,000) | |||||||
Total net identified liabilities acquired | (840,000) | |||||||
Goodwill | 3,023,000 | |||||||
Total goodwill acquired | 3,023,000 | |||||||
Net assets acquired | $ 2,183,000 | |||||||
Style.com | ||||||||
Disclosure Of Business Combinations [Line Items] | ||||||||
Total net identified liabilities acquired | $ 1,856,000 | |||||||
Goodwill | 7,050,000 | |||||||
Net assets acquired | 12,411,000 | |||||||
Inventories | 1,856,000 | |||||||
Customer relationships | 1,178,000 | |||||||
Trademarks and domain name | 3,046,000 | |||||||
Deferred tax liability | (719,000) | |||||||
Total goodwill and identifiable intangible assets acquired | $ 10,555,000 | |||||||
Stadium Goods | ||||||||
Disclosure Of Business Combinations [Line Items] | ||||||||
Intangible assets | $ 2,049,000 | |||||||
Tangible assets | 319,000 | |||||||
Total net identified liabilities acquired | 105,147,000 | |||||||
Goodwill | 73,653,000 | |||||||
Net assets acquired | 178,800,000 | |||||||
Inventories | 541,000 | |||||||
Brand name | 117,300,000 | |||||||
Right-of-use assets | 2,802,000 | |||||||
Other non-current assets | 243,000 | |||||||
Net working capital (excluding inventory) | (3,642,000) | |||||||
Non-current liabilities | $ (14,465,000) | |||||||
Toplife | ||||||||
Disclosure Of Business Combinations [Line Items] | ||||||||
Tangible assets | $ 17,000 | |||||||
Cash and cash equivalents | 0 | |||||||
Total net identified liabilities acquired | 7,601,000 | |||||||
Goodwill | 40,902,000 | |||||||
Net assets acquired | 48,503,000 | |||||||
Inventories | 131,000 | |||||||
Current liabilities | (1,605,000) | |||||||
Level 1 access button | $ 9,058,000 | |||||||
Curiosity China | ||||||||
Disclosure Of Business Combinations [Line Items] | ||||||||
Tangible assets | $ 78,000 | |||||||
Total net identified liabilities acquired | 6,170,000 | |||||||
Goodwill | 3,039,000 | 3,039,000 | ||||||
Net assets acquired | 9,000,000 | |||||||
Customer relationships | 3,878,000 | |||||||
Deferred tax liability | $ (921,000) | (921,000) | ||||||
Current liabilities | (1,005,000) | |||||||
Level 1 access button | 2,059,000 | |||||||
Current assets | 1,879,000 | |||||||
Backlog | 202,000 | |||||||
Total net identified assets acquired and goodwill | 9,209,000 | |||||||
Non-controlling interest | $ (209,000) | |||||||
New Guards | ||||||||
Disclosure Of Business Combinations [Line Items] | ||||||||
Intangible assets | $ 1,382,000 | |||||||
Tangible assets | 2,714,000 | |||||||
Total net identified liabilities acquired | 674,475,000 | |||||||
Goodwill | 188,020,000 | |||||||
Net assets acquired | 704,088,000 | |||||||
Inventories | 36,757,000 | |||||||
Deferred tax liability | (231,729,000) | |||||||
Brand name | 830,150,000 | |||||||
Right-of-use assets | 10,727,000 | |||||||
Other non-current assets | 2,694,000 | |||||||
Net working capital (excluding inventory) | 32,027,000 | |||||||
Non-current liabilities | (13,698,000) | |||||||
Total net identified assets acquired and goodwill | 862,495,000 | |||||||
Non-controlling interest | (158,407,000) | |||||||
Deferred tax assets | $ 3,451,000 |
Segmental and Geographical In_3
Segmental and Geographical Information - Additional Information (Details) | Sep. 30, 2019Segment | Dec. 31, 2019Segment | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Disclosure Of Operating Segments [Line Items] | ||||||
Number of reportable operating segments | Segment | 1 | 3 | ||||
Number of operating segments | Segment | 3 | |||||
Revenue | $ | $ 1,021,037,000 | $ 602,384,000 | $ 385,966,000 | |||
United Kingdom | ||||||
Disclosure Of Operating Segments [Line Items] | ||||||
Revenue | $ | $ 619,326,000 | $ 492,495,000 | $ 335,345,000 |
Segmental and Geographical In_4
Segmental and Geographical Information - Summary of Revenue By Reportable Operating Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Operating Segments [Line Items] | |||
Revenue | $ 1,021,037 | $ 602,384 | $ 385,966 |
Cost of revenue | (561,191) | (303,934) | (181,200) |
Gross profit | 459,846 | 298,450 | 204,766 |
Digital Platform | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue | 829,206 | 586,789 | 370,532 |
Cost of revenue | (457,293) | (295,083) | (173,951) |
Gross profit | 371,913 | 291,706 | 196,581 |
Less: Demand generation expense | (151,350) | (97,295) | (69,202) |
Order contribution | 220,563 | 194,411 | 127,379 |
Digital Platform | Platform Services Revenue | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue | 701,246 | 488,995 | 296,350 |
Digital Platform | Platform Fulfillment Revenue | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue | 127,960 | 97,794 | 74,182 |
Brand Platform | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue | 164,210 | ||
Cost of revenue | (89,203) | ||
Gross profit | 75,007 | ||
In-Stores | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue | 27,621 | 15,595 | 15,434 |
Cost of revenue | (14,695) | (8,851) | (7,249) |
Gross profit | $ 12,926 | $ 6,744 | $ 8,185 |
Segmental and Geographical In_5
Segmental and Geographical Information - Summary of Revenue from External Consumers and Segment Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Operating Segments [Line Items] | |||
Revenue from external consumers | $ 1,021,037 | $ 602,384 | $ 385,966 |
Americas | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue from external consumers | 277,712 | 175,060 | 111,349 |
Europe, Middle East and Africa | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue from external consumers | 377,944 | 240,662 | 156,507 |
Asia Pacific | |||
Disclosure Of Operating Segments [Line Items] | |||
Revenue from external consumers | $ 365,381 | $ 186,662 | $ 118,110 |
Segmental and Geographical In_6
Segmental and Geographical Information - Summary of Revenue from External Customers and Segment Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure Of Operating Segments [Line Items] | ||
Non-current assets | $ 1,582,549 | $ 151,983 |
Americas | ||
Disclosure Of Operating Segments [Line Items] | ||
Non-current assets | 506,130 | 6,089 |
United Kingdom | ||
Disclosure Of Operating Segments [Line Items] | ||
Non-current assets | 214,213 | 118,374 |
Europe, Middle East and Africa | ||
Disclosure Of Operating Segments [Line Items] | ||
Non-current assets | 796,974 | 21,500 |
Asia Pacific | ||
Disclosure Of Operating Segments [Line Items] | ||
Non-current assets | $ 65,232 | $ 6,020 |
Employees and Directors - Sched
Employees and Directors - Schedule of Employees and Directors Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Directors And Employees [Abstract] | |||
Wages and salaries | $ 206,092 | $ 140,298 | $ 88,164 |
Social security costs | 36,314 | 24,976 | 12,783 |
Other pension costs | 2,569 | 1,391 | 898 |
Share based payments (equity settled) | 150,333 | 34,668 | 16,667 |
Share based payments (cash settled) | 10,675 | 10,355 | 3,807 |
Share based payments (employment related taxes) | (2,586) | 8,796 | 1,012 |
Total employees and directors expenses | $ 403,397 | $ 220,484 | $ 123,331 |
Operating expenses - Summary of
Operating expenses - Summary of Selling General and Administrative Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Selling General And Administrative Expense [Abstract] | |||
Demand generation expenses | $ 151,350 | $ 97,295 | $ 69,202 |
Technology expenses | 84,207 | 68,224 | 31,611 |
Depreciation and amortization | 113,591 | 23,537 | 10,980 |
Share based payments | 158,422 | 53,819 | 21,486 |
General and administrative | 345,665 | 228,891 | 162,032 |
Other items | 16,374 | 649 | |
Total selling, general and administrative expenses | $ 869,609 | $ 471,766 | $ 295,960 |
Operating expenses - Summary _2
Operating expenses - Summary of Changes in fair value of derivative instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2017 | |
Gains Losses On Change In Fair Value Of Derivatives [Abstract] | ||
Change in the fair value of put and call option liabilities | $ (43,247) | $ 3,300 |
Change in the fair value of acquisition related consideration | 21,526 | |
Losses/(gains) on items held at fair value through profit and loss | $ (21,721) | $ 3,300 |
Operating expenses - Additional
Operating expenses - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Curiosity China | |
Disclosure Of Business Combinations [Line Items] | |
Gain (loss) recognized on revaluation | $ (1,600,000) |
Chalhoub | |
Disclosure Of Business Combinations [Line Items] | |
Gain (loss) recognized on revaluation | $ 44,800,000 |
Finance income and costs - Summ
Finance income and costs - Summary of Finance Income and Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net Finance Cost [Abstract] | |||
Unrealised exchange gains | $ 22,856 | $ 26,922 | |
Interest on cash and cash equivalents and short-term deposits | 11,526 | 11,260 | $ 2,833 |
Finance income | 34,382 | 38,182 | 2,833 |
Unrealised exchange losses | (10,977) | (17,779) | (18,902) |
Interest on borrowings | (1,572) | ||
Lease interest | (3,472) | ||
Other interest expense | (4,783) | (537) | (1) |
Finance costs | (19,232) | (18,316) | (20,475) |
Net finance (costs)/ income | $ 15,150 | $ 19,866 | $ (17,642) |
Material Loss or Profit - Summa
Material Loss or Profit - Summary of Material Loss or Profit (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Profit Loss [Abstract] | |||
Leases (2017 and 2018: operating leases) | $ 9,449,000 | $ 19,244,000 | $ 18,162,000 |
Research and development costs expensed | 66,024,000 | 12,455,000 | 5,102,000 |
Loss/(Gain) on disposal of non-current assets | (144,000) | 1,028,000 | 42,000 |
Amortization—Intangible assets | 85,055,000 | $ 16,199,000 | 7,332,000 |
Right of use assets depreciation | 19,564,000 | ||
Transaction related legal and advisory expenses | 15,374,000 | 680,000 | |
Change in fair value of put and call option liabilities | (43,247,000) | $ 3,300,000 | |
Change in fair value of acquisition related consideration | $ 21,526,000 |
Taxation - Income Tax Expense (
Taxation - Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current tax: | |||
Corporate tax | $ 15,676 | $ 2,208 | $ 805 |
Prior year adjustments | (1,652) | (50) | 132 |
Total current tax | 14,024 | 2,158 | 937 |
Total deferred tax | (12,862) | (767) | |
Income tax expense | $ 1,162 | $ 2,158 | $ 170 |
Taxation - Reconciliation of In
Taxation - Reconciliation of Income Tax Expense to Tax Payable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Major Components Of Tax Expense Income [Abstract] | |||
Loss before tax | $ (372,526) | $ (153,417) | $ (112,105) |
Tax at the UK tax rate of 19.00% (2018: 19.00%, 2017: 19.25%) | (70,780) | (29,149) | (21,580) |
Tax effects of: | |||
Sundry temporary differences | (599) | ||
Sundry permanent differences | 1,895 | 4,355 | 1,965 |
Entertaining | 29 | 37 | 27 |
Loss utilisation | (1,126) | (334) | (85) |
Share based payment | 8,123 | 3,195 | 1,518 |
R&D and Investment Tax Credit | (1,826) | ||
Release of deferred tax liabilities on acquisition | (12,853) | ||
Deferred tax on timing differences | (9) | ||
Taxes paid overseas and rate difference | 3,853 | (599) | (144) |
Foreign exchange rate differences | (6) | 192 | |
Prior year adjustments | (1,652) | (50) | 132 |
Unrecognized deferred tax asset arising from timing differences relating to: | |||
Share based payment | 13,305 | (7,522) | 2,204 |
Non-current assets | 1,624 | 361 | 463 |
Losses carried forward | 60,794 | 31,870 | 16,077 |
Accrued bonus and other expenses | (215) | ||
Income tax expense | $ 1,162 | $ 2,158 | $ 170 |
Taxation - Additional Informati
Taxation - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
Blended tax rate | 19.00% |
Income tax relating to components of other comprehensive income | $ 0 |
Tax rate used to track unrecognized deferred taxes | 17.00% |
Tax Year 2018 | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
UK Corporation tax rate | 19.00% |
Tax Year 2019 | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
UK Corporation tax rate | 19.00% |
Tax Year 2020 | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
UK Corporation tax rate | 17.00% |
Tax Year After April 1, 2020 | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
UK Corporation tax rate | 19.00% |
Bottom of Range | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
Announced future corporate tax rate | 17.00% |
Bottom of Range | Tax Year 2017 | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
UK Corporation tax rate | 20.00% |
Top of Range | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
Announced future corporate tax rate | 19.00% |
Top of Range | Tax Year 2017 | |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | |
UK Corporation tax rate | 19.00% |
Loss Per Share - Summary of Los
Loss Per Share - Summary of Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Basic and diluted | |||
Loss attributable to equity holders of the parent | $ (385,297) | $ (155,575) | $ (112,275) |
Shares used in calculation | |||
Weighted-average shares outstanding | 318,843,239 | 264,432,214 | 223,465,734 |
Basic and diluted loss per share attributable to owners of the parent | $ (1.21) | $ (0.59) | $ (0.50) |
Loss Per Share - Summary of Pot
Loss Per Share - Summary of Potential Dilutive Securities Not Included in Diluted Per Share Calculations (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Line Items] | |||
Potential dilutive securities that are not included in the diluted per share calculations | 9,105 | 14,649 | 6,675 |
Warrants | |||
Earnings Per Share [Line Items] | |||
Potential dilutive securities that are not included in the diluted per share calculations | 125 | 3,303 | |
Contingently Issuable Shares | |||
Earnings Per Share [Line Items] | |||
Potential dilutive securities that are not included in the diluted per share calculations | 994 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Classes Of Inventories [Abstract] | ||
Finished goods | $ 128,107 | $ 60,954 |
Inventories | $ 128,107 | $ 60,954 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Classes Of Inventories [Abstract] | ||
Cost of inventories recognised as expense | $ 232,624,000 | $ 87,416,000 |
Provision for inventory write down | $ 13,282,000 | $ 4,182,000 |
Trade and Other Receivables - S
Trade and Other Receivables - Summary of Trade and Other Receivables (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current | ||
Trade receivables | $ 34,363,000 | $ 2,727,000 |
Other current receivables | 120,450,000 | 45,558,000 |
Sales taxes | 16,868,000 | 10,352,000 |
Prepayments and accrued income | 18,216,000 | 34,342,000 |
Current tax assets | 1,873,000 | |
Derivative financial assets | 3,024,000 | 691,000 |
Total current trade and other receivables | 194,794,000 | 93,670,000 |
Non-current | ||
Other receivables | 12,388,000 | 10,458,000 |
Total non-current trade and other receivables | $ 12,388,000 | $ 10,458,000 |
Trade and Other Receivables - A
Trade and Other Receivables - Additional Information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure Of Financial Instruments [Line Items] | ||
Non-current other receivables | $ 12,388,000 | $ 10,458,000 |
Other current receivables | 120,450,000 | 45,558,000 |
Deposits with the payment service providers | 10,000,000 | 0 |
Bank deposits as collaterals that are not readily available within 90 days | 12,500,000 | 0 |
Trade receivables | 34,363,000 | 2,727,000 |
Boutique Partners, First Party Product Suppliers and Other Suppliers | ||
Disclosure Of Financial Instruments [Line Items] | ||
Other current receivables | 120,450,000 | 45,557,000 |
Marketplace | ||
Disclosure Of Financial Instruments [Line Items] | ||
Other current receivables | 42,000,000 | 37,400,000 |
Browns | ||
Disclosure Of Financial Instruments [Line Items] | ||
Other current receivables | 41,000,000 | 3,600,000 |
Fashion Concierge | ||
Disclosure Of Financial Instruments [Line Items] | ||
Other current receivables | 2,500,000 | 2,100,000 |
New Guards | ||
Disclosure Of Financial Instruments [Line Items] | ||
Other current receivables | $ 5,000,000 | $ 0 |
Intangible Assets - Summary of
Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | $ 103,345 | |
Ending balance | 1,362,967 | $ 103,345 |
Cost | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 130,607 | 87,059 |
Additions | 1,346,212 | 50,978 |
Transfers | 166 | |
Foreign exchange movements | (492) | (7,596) |
Ending balance | 1,476,327 | 130,607 |
Accumulated Amortisation | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | (27,262) | (13,018) |
Amortization for year | (85,055) | (16,199) |
Transfers | 12 | |
Foreign exchange movements | (1,055) | 1,955 |
Ending balance | (113,360) | (27,262) |
Goodwill | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 36,043 | |
Ending balance | 341,067 | 36,043 |
Goodwill | Cost | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 36,043 | 38,449 |
Additions | 305,526 | |
Foreign exchange movements | (502) | (2,406) |
Ending balance | 341,067 | 36,043 |
Brand, Trademarks & Domain Names | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 4,906 | |
Ending balance | 908,303 | 4,906 |
Brand, Trademarks & Domain Names | Cost | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 6,846 | 7,289 |
Additions | 958,407 | |
Foreign exchange movements | 64 | (443) |
Ending balance | 965,317 | 6,846 |
Brand, Trademarks & Domain Names | Accumulated Amortisation | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | (1,940) | (1,604) |
Amortization for year | (55,044) | (459) |
Transfers | 12 | |
Foreign exchange movements | (42) | 123 |
Ending balance | (57,014) | (1,940) |
Customer Relationships | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 713 | |
Ending balance | 4,224 | 713 |
Customer Relationships | Cost | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 2,239 | 2,384 |
Additions | 3,878 | |
Foreign exchange movements | (107) | (145) |
Ending balance | 6,010 | 2,239 |
Customer Relationships | Accumulated Amortisation | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | (1,526) | (565) |
Amortization for year | (260) | (1,057) |
Foreign exchange movements | 96 | |
Ending balance | (1,786) | (1,526) |
Development Costs | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 61,683 | |
Ending balance | 109,373 | 61,683 |
Development Costs | Cost | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | 85,479 | 38,937 |
Additions | 78,401 | 50,978 |
Transfers | 166 | |
Foreign exchange movements | 53 | (4,602) |
Ending balance | 163,933 | 85,479 |
Development Costs | Accumulated Amortisation | ||
Disclosure Of Intangible Assets [Line Items] | ||
Beginning balance | (23,796) | (10,849) |
Amortization for year | (29,751) | (14,683) |
Foreign exchange movements | (1,013) | 1,736 |
Ending balance | $ (54,560) | $ (23,796) |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Intangible Assets [Line Items] | ||
Growth rate used to extrapolate cash flow projections | 2.00% | 2.00% |
Bottom of Range | ||
Disclosure Of Intangible Assets [Line Items] | ||
Pre-tax discount rates | 7.70% | 9.70% |
Projected cash flows forecast period | 5 years | |
Top of Range | ||
Disclosure Of Intangible Assets [Line Items] | ||
Pre-tax discount rates | 11.70% | 11.80% |
Projected cash flows forecast period | 10 years | |
Brand | ||
Disclosure Of Intangible Assets [Line Items] | ||
Development costs of assets | $ 1,156,000 | $ 205,000 |
Brands, Trademark and Domain Names | New Guards | ||
Disclosure Of Intangible Assets [Line Items] | ||
Additions of brands, trademark, and domain names due to business combination | $ 1,900,000 |
Intangible Assets - Summary o_2
Intangible Assets - Summary of Goodwill by Cash Generating Unit (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Apr. 03, 2019 | Dec. 31, 2018 |
Intangible Assets Other Than Goodwill [Abstract] | |||
Goodwill | $ 341,067 | $ 36,043 | |
Marketplace | |||
Intangible Assets Other Than Goodwill [Abstract] | |||
Goodwill | 130,993 | 16,368 | |
Browns – Platform | |||
Intangible Assets Other Than Goodwill [Abstract] | |||
Goodwill | 19,015 | $ 19,675 | |
Curiosity China | |||
Intangible Assets Other Than Goodwill [Abstract] | |||
Goodwill | 3,039 | $ 3,039 | |
New Guards | |||
Intangible Assets Other Than Goodwill [Abstract] | |||
Goodwill | $ 188,020 |
Intangible Assets - Summary o_3
Intangible Assets - Summary of Key Assumptions of Change to Recoverable Amount of Each Cash Generating Unit (Details) | Dec. 31, 2019 |
Marketplace | |
Disclosure Of Information For Individual Asset Or Cashgenerating Unit With Significant Amount Of Goodwill Or Intangible Assets With Indefinite Useful Lives [Line Items] | |
Budgeted revenue growth (change in pp) | (30.00%) |
Pre-tax discount rate (change in pp) | 8.00% |
Long term growth rate (change in pp) | (8.00%) |
Browns – Platform | |
Disclosure Of Information For Individual Asset Or Cashgenerating Unit With Significant Amount Of Goodwill Or Intangible Assets With Indefinite Useful Lives [Line Items] | |
Budgeted revenue growth (change in pp) | (3.00%) |
Pre-tax discount rate (change in pp) | 2.00% |
Long term growth rate (change in pp) | (3.00%) |
Curiosity China | |
Disclosure Of Information For Individual Asset Or Cashgenerating Unit With Significant Amount Of Goodwill Or Intangible Assets With Indefinite Useful Lives [Line Items] | |
Budgeted revenue growth (change in pp) | (11.00%) |
Pre-tax discount rate (change in pp) | 5.00% |
Long term growth rate (change in pp) | (7.00%) |
New Guards | |
Disclosure Of Information For Individual Asset Or Cashgenerating Unit With Significant Amount Of Goodwill Or Intangible Assets With Indefinite Useful Lives [Line Items] | |
Budgeted revenue growth (change in pp) | (13.00%) |
Pre-tax discount rate (change in pp) | 6.00% |
Long term growth rate (change in pp) | (10.00%) |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | $ 37,528 | |
Ending balance | 67,999 | $ 37,528 |
Cost | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 52,345 | 35,674 |
Additions | 41,931 | 21,487 |
Disposals | (409) | (1,789) |
Transfers | (2,385) | (166) |
Foreign exchange movements | (424) | (2,861) |
Ending balance | 91,058 | 52,345 |
Accumulated Depreciation | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | (14,817) | (8,978) |
Depreciation for year | (8,972) | (7,338) |
Disposals | 282 | 761 |
Transfers | 579 | |
Foreign exchange movements | (131) | 738 |
Ending balance | (23,059) | (14,817) |
Freehold Land and Buildings | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Ending balance | 17,818 | |
Freehold Land and Buildings | Cost | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Additions | 17,948 | |
Foreign exchange movements | (130) | |
Ending balance | 17,818 | |
Leasehold Improvements | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 27,902 | |
Ending balance | 32,618 | 27,902 |
Leasehold Improvements | Cost | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 35,064 | 23,453 |
Additions | 10,633 | 16,086 |
Disposals | (322) | (1,489) |
Transfers | (2,109) | (1,156) |
Foreign exchange movements | (131) | (1,830) |
Ending balance | 43,135 | 35,064 |
Leasehold Improvements | Accumulated Depreciation | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | (7,162) | (4,008) |
Depreciation for year | (3,994) | (4,091) |
Disposals | 219 | 562 |
Transfers | 579 | |
Foreign exchange movements | (159) | 375 |
Ending balance | (10,517) | (7,162) |
Fixtures and Fittings | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 4,994 | |
Ending balance | 8,308 | 4,994 |
Fixtures and Fittings | Cost | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 7,776 | 5,516 |
Additions | 3,424 | 2,083 |
Disposals | (35) | (211) |
Transfers | 1,824 | 889 |
Foreign exchange movements | (21) | (501) |
Ending balance | 12,968 | 7,776 |
Fixtures and Fittings | Accumulated Depreciation | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | (2,782) | (1,862) |
Depreciation for year | (1,995) | (1,196) |
Disposals | 31 | 136 |
Transfers | 11 | |
Foreign exchange movements | 86 | 129 |
Ending balance | (4,660) | (2,782) |
Motor Vehicles | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 15 | |
Ending balance | 93 | 15 |
Motor Vehicles | Cost | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 109 | 142 |
Additions | 117 | |
Disposals | (30) | (28) |
Foreign exchange movements | (3) | (5) |
Ending balance | 193 | 109 |
Motor Vehicles | Accumulated Depreciation | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | (94) | (112) |
Depreciation for year | (23) | (14) |
Disposals | 16 | 28 |
Foreign exchange movements | 1 | 4 |
Ending balance | (100) | (94) |
Plant Machinery and Equipment | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 4,617 | |
Ending balance | 9,162 | 4,617 |
Plant Machinery and Equipment | Cost | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | 9,396 | 6,563 |
Additions | 9,809 | 3,318 |
Disposals | (22) | (61) |
Transfers | (2,100) | 101 |
Foreign exchange movements | (139) | (525) |
Ending balance | 16,944 | 9,396 |
Plant Machinery and Equipment | Accumulated Depreciation | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Beginning balance | (4,779) | (2,996) |
Depreciation for year | (2,960) | (2,037) |
Disposals | 16 | 35 |
Transfers | (11) | |
Foreign exchange movements | (59) | 230 |
Ending balance | $ (7,782) | $ (4,779) |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Leasehold Improvements and Computer Equipment | ||
Disclosure Of Property Plant And Equipment [Line Items] | ||
Construction in progress | $ 774,000 | $ 6,312,000 |
Right-of-use Assets and Lease_3
Right-of-use Assets and Lease Liabilities - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019USD ($)Lease | |
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | |
Short-term leases description | 12 months or less |
Lessee's incremental borrowing rate applied to Lease liabilities | 3.80% |
Depreciation, right-of-use assets | $ 19,564,000 |
Finance cost, right-of-use liabilities | 3,472,000 |
Cash outflow relating to leases | 19,127,000 |
Additions to right of use assets related to leases | 41,397,000 |
Charges recognized in relation to short-term and low value leases | $ 9,449,000 |
IFRS 16 | |
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | |
Number of onerous lease contracts required adjustment to right-of-use assets | Lease | 0 |
Bottom of Range | |
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | |
Lease contracts term | 3 years |
Top of Range | |
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | |
Lease contracts term | 8 years |
Right-of-use Assets and Lease_4
Right-of-use Assets and Lease Liabilities - Schedule of Lease Liability Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | |||
Operating lease commitments disclosed as at December 31, 2018 | $ 140,268 | $ 103,034 | |
Lease liabilities | 119,318 | $ 69,311 | |
Current lease liabilities | 18,485 | ||
Non-current lease liabilities | 100,833 | ||
IFRS 16 | |||
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | |||
Discounted using the lessee’s incremental borrowing rate of at the date of initial application | 78,937 | ||
Less short-term leases recognized on a straight-line basis as expense | (1,552) | ||
Less Lease committed to at December 31, 2018 but not commenced at January 1, 2019 | (8,074) | ||
Lease liabilities | 69,311 | $ 69,311 | |
Current lease liabilities | 12,655 | ||
Non-current lease liabilities | $ 56,656 |
Right-of-use Assets and Lease_5
Right-of-use Assets and Lease Liabilities - Recognized Right-of-Use Assets & Liabilities Relate to types (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 |
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | ||
Total right-of-use assets | $ 115,176 | $ 67,741 |
Total right-of-use liabilities | 119,318 | 69,311 |
Property, plant and equipment [member] | ||
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | ||
Total right-of-use assets | 114,618 | 67,272 |
Total right-of-use liabilities | 118,760 | 68,842 |
Vehicles | ||
Disclosure Of Quantitative Information About Rightofuse Assets [Line Items] | ||
Total right-of-use assets | 558 | 469 |
Total right-of-use liabilities | $ 558 | $ 469 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Significant Investments In Associates [Line Items] | ||
Equity interests acquired | $ 16,229 | $ 566 |
Changes in fair value recognized within other comprehensive income | 5,529 | |
Investments at amortized cost | 10,700 | |
Purchase of minor equity investments, convertible loan notes, and senior secured promissory loan notes | 20,800 | |
Loss on investments carried at fair value | $ 5,100 | |
Farfetch Finance Limited | ||
Disclosure Of Significant Investments In Associates [Line Items] | ||
Name of associate | Farfetch Finance Limited | |
Alanui S.r.l. | ||
Disclosure Of Significant Investments In Associates [Line Items] | ||
Name of associate | Alanui S.r.l | |
Statement of Operations | ||
Disclosure Of Significant Investments In Associates [Line Items] | ||
Loss on investments carried at fair value | $ 5,000 | |
Other Comprehensive Income | ||
Disclosure Of Significant Investments In Associates [Line Items] | ||
Loss on investments carried at fair value | $ 100 |
Investments - Summary of Group'
Investments - Summary of Group's Shareholdings in Associates Entities and Principal Activities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Significant Investments In Associates [Line Items] | |||
Share of profits of associates | $ 366 | $ 33 | $ 31 |
Associates [member] | |||
Disclosure Of Significant Investments In Associates [Line Items] | |||
Beginning balance | 86 | 58 | |
Additions due to business combinations | 2,014 | ||
Share of profits of associates | 366 | 28 | |
Ending balance | $ 2,466 | $ 86 | $ 58 |
Cash and Cash Equivalents - Sum
Cash and Cash Equivalents - Summary of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Cash And Cash Equivalents [Abstract] | ||||
Cash held in banks | $ 170,468 | $ 49,935 | ||
Money market funds | 99,362 | 739,330 | ||
Short-term deposits | 12,328 | 225,209 | ||
Amounts held by payment service providers | 40,271 | 30,312 | ||
Total cash and cash equivalents | $ 322,429 | $ 1,044,786 | $ 384,002 | $ 150,032 |
Share Capital and Share Premi_3
Share Capital and Share Premium - Summary of Ordinary Shares Issued and Fully Paid (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure Of Classes Of Share Capital [Line Items] | ||
Number of shares | 339,599,008 | 299,857,000 |
Share capital | $ 13,584 | $ 11,994 |
Share premium | 878,007 | 772,300 |
Merger reserve | 783,529 | 783,529 |
Total | $ 1,675,120 | $ 1,567,823 |
Class A Ordinary Shares | ||
Disclosure Of Classes Of Share Capital [Line Items] | ||
Number of shares | 296,740,928 | 256,998,920 |
Par value | $ 0.04 | $ 0.04 |
Share capital | $ 11,870 | $ 10,280 |
Share premium | 832,498 | 726,791 |
Merger reserve | 783,529 | 783,529 |
Total | $ 1,627,897 | $ 1,520,600 |
Class B Ordinary Shares | ||
Disclosure Of Classes Of Share Capital [Line Items] | ||
Number of shares | 42,858,080 | 42,858,080 |
Par value | $ 0.04 | $ 0.04 |
Share capital | $ 1,714 | $ 1,714 |
Share premium | 45,509 | 45,509 |
Total | $ 47,223 | $ 47,223 |
Share Capital and Share Premi_4
Share Capital and Share Premium - Additional Information (Details) | 1 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2018USD ($)shares | Dec. 31, 2019USD ($)Option$ / sharesshares | Dec. 31, 2018shares$ / shares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018Option$ / sharesshares | Dec. 31, 2017Option | Sep. 30, 2018shares | Apr. 30, 2018shares | |
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Transaction costs recognized directly in equity amount | $ | $ 11,914,000 | |||||||
Shares issued in respect of exercise of warrants and share options | 7,579,036 | 14,961,544 | ||||||
Number of share options exercised | 7,503,814 | 361,343 | 3,032,571 | 198,525 | ||||
Stadium Goods | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Transaction costs recognized directly in equity amount | $ | $ 1,494,000 | |||||||
New Guards Group Holding S.p.A | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Transaction costs recognized directly in equity amount | $ | $ 2,004,000 | |||||||
Browns Earn-Out | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Numbers of shares issued | 1,976,930 | |||||||
Class A Ordinary Shares | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Numbers of shares issued | 39,742,008 | 67,410,405 | 67,410,405 | 67,410,405 | ||||
Par value | $ / shares | $ 0.04 | $ 0.04 | $ 0.04 | $ 0.04 | ||||
Class A Ordinary Shares | Concurrent Private Placement | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Numbers of shares issued | 41,608,088 | |||||||
Class A Ordinary Shares | Series G Funding Round | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Numbers of shares issued | 8,502,500 | |||||||
Transaction costs recognized directly in equity amount | $ | $ 36,000 | |||||||
Class A Ordinary Shares | Stadium Goods | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Numbers of shares issued | 4,641,554 | |||||||
Class A Ordinary Shares | New Guards Group Holding S.p.A | ||||||||
Disclosure Of Classes Of Share Capital [Line Items] | ||||||||
Numbers of shares issued | 27,521,418 |
Reserves - Summary of Other Res
Reserves - Summary of Other Reserves (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | $ 1,128,431 | $ 396,903 | $ 118,916 |
Shares issued - acquisition of a subsidiary | 158,617 | ||
Transactions with non- controlling interests | (101,311) | ||
Share based payment – equity settled | 123,224 | 29,958 | 16,457 |
Ending balance | 1,337,832 | 1,128,431 | 396,903 |
Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | 67,474 | 38,475 | 19,857 |
Shares issued - acquisition of a subsidiary | 393,853 | ||
Movement in cash flow hedge reserve | (3,385) | 436 | |
Transactions with non- controlling interests | (101,311) | 2,161 | |
Share based payment – equity settled | 76,383 | 28,563 | 16,457 |
Share based payments - reverse vesting shares | (82,646) | ||
Exercise of warrants | (747) | ||
Impairment loss on revaluation of investments | (100) | ||
Remeasurement loss on legally required severance plan | (58) | ||
Ending balance | 349,463 | 67,474 | 38,475 |
Warrant Reserve | Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | 747 | 747 | 747 |
Exercise of warrants | (747) | ||
Ending balance | 747 | 747 | |
Changes in Ownership | Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | (8,666) | (8,666) | (8,666) |
Ending balance | (8,666) | (8,666) | (8,666) |
Share-based payment arrangements [member] | Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | 72,796 | 44,233 | 27,776 |
Share based payment – equity settled | 76,383 | 28,563 | 16,457 |
Share based payments - reverse vesting shares | (82,646) | ||
Ending balance | 66,533 | 72,796 | 44,233 |
Cashflow Hedge Reserve | Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | 436 | ||
Movement in cash flow hedge reserve | (3,385) | 436 | |
Ending balance | (2,949) | 436 | |
Merger Relief Reserve | Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Beginning balance | 2,161 | 2,161 | |
Shares issued - acquisition of a subsidiary | 393,853 | ||
Transactions with non- controlling interests | 2,161 | ||
Ending balance | 396,014 | $ 2,161 | $ 2,161 |
Other | Other Reserves | |||
Disclosure Of Other Reserves [Line Items] | |||
Transactions with non- controlling interests | (101,311) | ||
Impairment loss on revaluation of investments | (100) | ||
Remeasurement loss on legally required severance plan | (58) | ||
Ending balance | $ (101,469) |
Group Information - Summary of
Group Information - Summary of Subsidiaries (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Parent | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Isle of Man | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Holding company | |
Farfetch UK Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Marketing, providing editorial and merchant services | |
Farfetch-Portugal Unipessoal LDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Portugal | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Back office support | |
FFBR importacao e exportacao LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Brazil | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Import & Export Agent for Farfetch | |
Farfetch HK Holdings Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Hong Kong | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Holding Company | |
Farfetch.com Brasil Servicos LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Brazil | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce, marketing and editorial services | |
Browns (South Molton Street) Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Retail | |
Farfetch.com US LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce and marketing | |
Farfetch Japan Co Ltd | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Japan | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce and marketing | |
LASO.CO.LTD | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Japan | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce and marketing | |
Farfetch China (HK Holdings) Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Hong Kong | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Holding company | |
Farfetch (Shanghai) E-Commerce Co. Ltd | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | China | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Farfetch HK Production Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Hong Kong | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce and marketing | |
Farfetch Store of the Future Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Dormant | |
Fashion Concierge UK Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce services | |
F&C Fashion Concierge, LDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Portugal | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Dormant | |
Farfetch Black & White Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Farfetch International Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Isle of Man | |
Proportion of ownership interests held by the Group | 80.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Holding company | |
Farfetch Finance Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 25.00% | 25.00% |
Description of Principal Activities of Subsidiaries | Finance | |
Farfetch México, S.A de C.V | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Mexico | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Back office support | |
Fashion Concierge Powered By Farfetch, LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Farfetch India Private Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | India | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Back office support | |
Farfetch Middle East FZE | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | UAE | |
Proportion of ownership interests held by the Group | 80.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Back office support | |
Farfetch Italia S.R.L. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Back office support | |
Farfetch Australia Pty Ltd | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Australia | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Back office support | |
Farfetch US Holdings, INC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | Holding Company | |
Fashion Concierge HK Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Hong Kong | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Stadium Enterprises LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 100.00% | 100.00% |
Description of Principal Activities of Subsidiaries | E-commerce services | |
SGNY1 LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Kicks Lite LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Farfetch RU LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Russia | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | Back office support | |
Beijing Qizhi Ruisi Information Consulting Co., Ltd | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | China | |
Proportion of ownership interests held by the Group | 78.00% | |
Description of Principal Activities of Subsidiaries | E-commerce services | |
Farfetch UK FINCO Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | Holding Company | |
Hulk Finco Plc | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | England & Wales | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | Holding Company | |
New Guards Group Holding S.p.A | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
County S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off-White Operating S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Venice S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 69.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Unravel Project S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 61.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Heron Preston S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 80.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Alanui S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 53.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
APA S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 100.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Heron Preston Trademark S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 51.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
KPG S.R.L. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off-White Operating Milano S.r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | Italy | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off White Operating Holding, Corp. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off-White Operating Paris S.à r.l. | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | France | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off White Operating Soho, LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off White Operating Miami, LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off White Operating Vegas, LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off White Operating Los Angeles, LLC | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | USA | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail | |
Off White Operating London Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Country of incorporation of subsidiary | UK | |
Proportion of ownership interests held by the Group | 75.00% | |
Description of Principal Activities of Subsidiaries | Retail |
Group Information - Summary o_2
Group Information - Summary of Subsidiaries (Parenthetical) (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
FFBR importacao e exportacao LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 100.00% | 100.00% |
Farfetch.com Brasil Servicos LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 100.00% | 100.00% |
Farfetch México, S.A de C.V | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 100.00% | 100.00% |
Farfetch India Private Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 100.00% | 100.00% |
Parent | FFBR importacao e exportacao LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 99.90% | |
Parent | Farfetch.com Brasil Servicos LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 99.9995% | |
Parent | Farfetch México, S.A de C.V | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interests in subsidiary held by non-controlling interests | 1.00% | |
Parent | Farfetch India Private Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 0.10% | |
Farfetch UK Limited | FFBR importacao e exportacao LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interests in subsidiary held by non-controlling interests | 0.10% | |
Farfetch UK Limited | Farfetch.com Brasil Servicos LTDA | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interests in subsidiary held by non-controlling interests | 0.0005% | |
Farfetch UK Limited | Farfetch México, S.A de C.V | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interest in subsidiary | 99.00% | |
Farfetch UK Limited | Farfetch India Private Limited | ||
Disclosure Of Significant Investments In Subsidiaries [Line Items] | ||
Proportion of ownership interests in subsidiary held by non-controlling interests | 99.90% |
Non-controlling interests - Add
Non-controlling interests - Additional Information (Details) | Jan. 11, 2017 |
FFBR importacao e exportacao LTDA | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
Remaining percentage acquired | 0.10% |
Non-controlling interests - Sum
Non-controlling interests - Summary of Effect of Changes in Ownership Interest (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
Balance | $ 0 |
Non-controlling interest arising from a business combination | 158,617 |
Profit for the year attributable to non-controlling interests | 11,609 |
Dividends paid | 0 |
Balance | 170,226 |
Curiosity China | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
Balance | 0 |
Non-controlling interest arising from a business combination | 209 |
Profit for the year attributable to non-controlling interests | 200 |
Dividends paid | 0 |
Balance | $ 409 |
% of non-controlling interest | 22.00% |
Farfetch International Limited | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
Balance | $ 0 |
Non-controlling interest arising from a business combination | 0 |
Profit for the year attributable to non-controlling interests | 1,225 |
Dividends paid | 0 |
Balance | $ 1,225 |
% of non-controlling interest | 20.00% |
New Guards | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
Balance | $ 0 |
Non-controlling interest arising from a business combination | 158,408 |
Profit for the year attributable to non-controlling interests | 10,184 |
Dividends paid | 0 |
Balance | $ 168,592 |
New Guards | Top of Range | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
% of non-controlling interest | 0.00% |
New Guards | Bottom of Range | |
Disclosure Of Information About Consolidated Structured Entities [Line Items] | |
% of non-controlling interest | 49.00% |
Trade and Other Payables - Summ
Trade and Other Payables - Summary of Trade and Other Payable (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Trade And Other Payables [Abstract] | ||
Trade payables | $ 180,270,000 | $ 96,176,000 |
Other payables | 11,062,000 | 350,000 |
Social security and other taxes | 12,741,000 | 6,194,000 |
Income tax payable | 28,289,000 | 1,514,000 |
Deferred revenue | 29,966,000 | 4,145,000 |
Accruals | 179,657,000 | 85,779,000 |
Derivatives financial liabilities | 5,601,000 | |
Total accruals and deferred revenue | $ 447,586,000 | $ 194,158,000 |
Trade and Other Payables - Addi
Trade and Other Payables - Additional Information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Trade And Other Payables [Abstract] | ||
Accruals | $ 179,657,000 | $ 85,779,000 |
Accruals comprised of goods received but not invoiced | 44,366,000 | 10,015,000 |
Employee benefits accruals | 34,799,000 | 14,858,000 |
Marketing services accruals | 29,136,000 | 14,435,000 |
Shipping services accruals | $ 18,557,000 | $ 9,426,000 |
Warrants - Additional Informati
Warrants - Additional Information (Details) $ in Millions | Dec. 31, 2016USD ($) |
Promissory Notes | |
Disclosure Of Detailed Information About Warrants [Line Items] | |
Secured borrowings | $ 20 |
Warrants - Schedule of Warrants
Warrants - Schedule of Warrants Issued (Details) - Triple Point Capital - Promissory Notes | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
October 3, 2016 | |
Disclosure Of Detailed Information About Warrants [Line Items] | |
Number of shares | shares | 122,935 |
Warrant price | $ / shares | $ 6.15 |
Expiration date | 12 years from issue date |
August 1, 2016 | |
Disclosure Of Detailed Information About Warrants [Line Items] | |
Number of shares | shares | 33,530 |
Warrant price | $ / shares | $ 6.15 |
Expiration date | 12 years from issue date |
December 23, 2016 | |
Disclosure Of Detailed Information About Warrants [Line Items] | |
Number of shares | shares | 33,530 |
Warrant price | $ / shares | $ 6.15 |
Expiration date | 12 years from issue date |
Provisions - Summary of Provisi
Provisions - Summary of Provisions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Other Provisions [Line Items] | ||
Provisions, Beginning balance | $ 13,462,000 | $ 5,142,000 |
Recognised on acquisition of subsidiary | 16,000,000 | |
Additional provision in the year | 8,708,000 | 7,877,000 |
Transfer to trade and other payables | 2,182,000 | |
Release of provision in the year | (8,773,000) | (815,000) |
Utilized provision in the period | (6,249,000) | |
Foreign exchange | 556,000 | (924,000) |
Provisions, Ending balance | 23,704,000 | 13,462,000 |
Dilapidations Provision | ||
Disclosure Of Other Provisions [Line Items] | ||
Provisions, Beginning balance | 2,515,000 | 2,165,000 |
Additional provision in the year | 1,015,000 | 1,263,000 |
Release of provision in the year | (190,000) | (815,000) |
Utilized provision in the period | (20,000) | |
Foreign exchange | 32,000 | (98,000) |
Provisions, Ending balance | 3,352,000 | 2,515,000 |
Share Based Payments Employment Taxes Provision | ||
Disclosure Of Other Provisions [Line Items] | ||
Provisions, Beginning balance | 10,947,000 | 2,977,000 |
Additional provision in the year | 6,820,000 | 6,614,000 |
Transfer to trade and other payables | 5,729,000 | 2,182,000 |
Release of provision in the year | (4,583,000) | |
Utilized provision in the period | (5,729,000) | |
Foreign exchange | 524,000 | (826,000) |
Provisions, Ending balance | 7,979,000 | $ 10,947,000 |
Provision for Witholding Taxes | ||
Disclosure Of Other Provisions [Line Items] | ||
Recognised on acquisition of subsidiary | 16,000,000 | |
Release of provision in the year | (4,000,000) | |
Utilized provision in the period | (500,000) | |
Provisions, Ending balance | 11,500,000 | |
Other Provisions | ||
Disclosure Of Other Provisions [Line Items] | ||
Additional provision in the year | 873,000 | |
Provisions, Ending balance | $ 873,000 |
Provisions - Additional Informa
Provisions - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2019USD ($)yr | Dec. 31, 2018USD ($)yr | Dec. 31, 2017USD ($) | |
Disclosure Of Other Provisions [Line Items] | |||
Cost to restore leasehold property liability | $ 3,352,000 | $ 2,515,000 | |
Average term leases | 7 years | ||
Average remaining length of contracts | 4 years | ||
Liabilities from share-based payment transactions | $ 23,704,000 | 13,462,000 | $ 5,142,000 |
Transfer to trade and other payables | 2,182,000 | ||
Share Based Payments Employment Taxes Provision | |||
Disclosure Of Other Provisions [Line Items] | |||
Liabilities from share-based payment transactions | 7,979,000 | 10,947,000 | $ 2,977,000 |
Transfer to trade and other payables | $ 5,729,000 | $ 2,182,000 | |
Provision Fully Utilized | |||
Disclosure Of Other Provisions [Line Items] | |||
Weighted average remaining contracted life of options outstanding | yr | 9.79 | 9.54 |
Deferred Tax - Additional Infor
Deferred Tax - Additional Information (Details) | Jan. 02, 2018 | Dec. 31, 2019USD ($) | Dec. 31, 2019GBP (£) | Dec. 31, 2017USD ($) | Apr. 03, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 12, 2017USD ($) |
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Deferred tax recognized on acquisition | $ 5,324,000 | ||||||
Deferred tax release | 12,800,000 | ||||||
Accumulated unutilized trading tax losses carried forward | 629,000,000 | $ 382,000,000 | |||||
Unrecognized gross deferred tax asset in future tax deduction on share options | 109,740,000 | ||||||
Net deferred tax asset | 19,000,000 | ||||||
Unrecognized gross deferred tax asset in future tax deductions on goodwill | 5,313,000 | $ 0 | |||||
Americas | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Accumulated unutilized trading tax losses carried forward | $ 80,000,000 | ||||||
Net operating losses carried forward term | 20 years | 20 years | |||||
Net operating losses carried forward expiration date | Dec. 31, 2030 | Dec. 31, 2030 | |||||
Maximum offset percentage of carry forward operating loss | 80.00% | ||||||
Brazil | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Trading losses carried forward utilization restriction percentage | 30.00% | 30.00% | |||||
Japan | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Net operating losses carried forward term | 10 years | ||||||
Trading losses carried forward utilization restriction percentage | 50.00% | 50.00% | |||||
UK Group profits exceeding ?5.0m | United Kingdom | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Additional percentage of restricted total profit offset by brought forward losses | 50.00% | 50.00% | |||||
Total profit offset by brought forward losses | £ | £ 5,000,000 | ||||||
Style.com | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Deferred tax recognized on acquisition | $ 719,000 | ||||||
Deferred tax liability | $ 719,000 | ||||||
New Guards | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Deferred tax liability | $ 231,652,000 | ||||||
Deferred tax assets | 5,324,000 | ||||||
Curiosity China | |||||||
Deferred Tax Assets And Liabilities [Line Items] | |||||||
Deferred tax liability | $ 921,000 | $ 921,000 |
Deferred Tax - Schedule of Defe
Deferred Tax - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred tax assets | ||
Beginning balance | $ 745 | $ 1,079 |
Deferred tax recognized on acquisition | 5,324 | |
Foreign exchange | (24) | (52) |
Released to profit or loss | (721) | (282) |
Ending balance | 5,324 | 745 |
Deferred tax liabilities | ||
Beginning balance | 745 | 1,079 |
Deferred tax recognized on acquisition | 232,573 | |
Foreign exchange | (24) | (52) |
Released to profit or loss | (13,505) | (282) |
Ending balance | 219,789 | $ 745 |
Deferred tax, net liability | $ 214,465 |
Deferred Tax - Summary of Tradi
Deferred Tax - Summary of Trading Losses (Details) ¥ in Millions, £ in Millions, R$ in Millions, $ in Millions | Dec. 31, 2019USD ($) | Dec. 31, 2019GBP (£) | Dec. 31, 2019BRL (R$) | Dec. 31, 2019JPY (¥) | Dec. 31, 2019HKD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018GBP (£) | Dec. 31, 2018BRL (R$) | Dec. 31, 2018JPY (¥) | Dec. 31, 2018HKD ($) |
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | ||||||||||
Trading losses | $ 629,000,000 | $ 382,000,000 | ||||||||
United Kingdom | ||||||||||
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | ||||||||||
Trading losses | 529,000,000 | £ 404 | 331,000,000 | £ 259 | ||||||
Americas | ||||||||||
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | ||||||||||
Trading losses | 80,000,000 | 34,000,000 | ||||||||
Brazil | ||||||||||
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | ||||||||||
Trading losses | 16,000,000 | R$ 66 | 13,000,000 | R$ 49 | ||||||
Japan | ||||||||||
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | ||||||||||
Trading losses | 3,000,000 | ¥ 343 | 2,000,000 | ¥ 274 | ||||||
Hong Kong | ||||||||||
Disclosure Of Temporary Difference Unused Tax Losses And Unused Tax Credits [Line Items] | ||||||||||
Trading losses | $ 1,000,000 | $ 8 | $ 2,000,000 | $ 14 |
Commitments and Guarantees - Sc
Commitments and Guarantees - Schedule of Future Minimum Lease Payments Under Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure Of Maturity Analysis Of Operating Lease Payments [Line Items] | ||
Total future lease payments | $ 140,268 | $ 103,034 |
No Later than One Year | ||
Disclosure Of Maturity Analysis Of Operating Lease Payments [Line Items] | ||
Total future lease payments | 24,065 | 15,820 |
Later than One Year Not Later than Three Years | ||
Disclosure Of Maturity Analysis Of Operating Lease Payments [Line Items] | ||
Total future lease payments | 44,282 | 26,599 |
Later than Three Year Not Later than Five Years | ||
Disclosure Of Maturity Analysis Of Operating Lease Payments [Line Items] | ||
Total future lease payments | 34,705 | 22,584 |
Later than Five Years | ||
Disclosure Of Maturity Analysis Of Operating Lease Payments [Line Items] | ||
Total future lease payments | $ 37,216 | $ 38,031 |
Commitments and Guarantees - Ad
Commitments and Guarantees - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Commitments And Guarantees [Abstract] | ||
Contingent rent | $ 0 | $ 0 |
Contingent liabilities | $ 0 |
Related party disclosures - Add
Related party disclosures - Additional Information (Details) - USD ($) | 5 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Transactions Between Related Parties [Line Items] | ||||
Total compensation and benefits in kind (excluding share based fulfuFbased payments) to key management personnel | $ 1,793,000 | $ 1,284,000 | ||
Share based payment compensation | 26,376,000 | 7,869,000 | ||
Platforme International Limited | ||||
Disclosure Of Transactions Between Related Parties [Line Items] | ||||
Commission generated | 460,000 | 557,000 | ||
Payable to related party | $ 80,000 | 80,000 | ||
Receivable from related party | 13,000 | |||
Conde Nast | ||||
Disclosure Of Transactions Between Related Parties [Line Items] | ||||
Payable to related party | 19,000 | |||
Related party transactions | 0 | |||
Marketing expenditure | 346,000 | |||
Fashion Concierge UK Limited | ||||
Disclosure Of Transactions Between Related Parties [Line Items] | ||||
Sales to related party | $ 110,000 | |||
Alanui S.r.l. | ||||
Disclosure Of Transactions Between Related Parties [Line Items] | ||||
Payable to related party | 188,000 | 188,000 | 0 | |
Receivable from related party | 291,000 | $ 291,000 | $ 0 | |
Sales to related party | $ 291,000 | |||
Ownership interest | 53.00% |
Financial Instruments and Fin_3
Financial Instruments and Financial Risk Management - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019USD ($)Risk | |
Disclosure Of Financial Instruments [Line Items] | |
Number of risk identified | Risk | 2 |
Description of derivative financial instruments maturity period | All derivative financial instruments included in trade and other payables have a maturity of less than 12 months. |
Restricted cash | $ 12,500,000 |
Contingent consideration liability | 105,586,000 |
Decrease in fair value contingent consideration liability | (43,200,000) |
Hedge Items | |
Disclosure Of Financial Instruments [Line Items] | |
Gains/losses on cash flow hedges arising during the period | (7,900,000) |
Hedge Items | Inventory | Cash Flow Hedge | |
Disclosure Of Financial Instruments [Line Items] | |
Gains/losses on cash flow hedges arising during the period | (100,000) |
Hedge Items | Revenue | Cash Flow Hedge | |
Disclosure Of Financial Instruments [Line Items] | |
Gains/losses on cash flow hedges arising during the period | 500,000 |
Hedge Items | Cost of revenue | Cash Flow Hedge | |
Disclosure Of Financial Instruments [Line Items] | |
Gains/losses on cash flow hedges arising during the period | (200,000) |
Hedge Items | Selling, General and Administrative Expenses | Cash Flow Hedge | |
Disclosure Of Financial Instruments [Line Items] | |
Gains/losses on cash flow hedges arising during the period | $ (8,100,000) |
Trade and Other Receivables | |
Disclosure Of Financial Instruments [Line Items] | |
Expected credit loss rate | 0.50% |
Later than One Year Not Later than Two Years | |
Disclosure Of Financial Instruments [Line Items] | |
Non-current contingent consideration | $ 1,100,000 |
Non-current contingent consideration expected to mature | 2021 |
Later than Two Years Not Later than Three Years | |
Disclosure Of Financial Instruments [Line Items] | |
Non-current contingent consideration | $ 60,200,000 |
Non-current contingent consideration expected to mature | 2022 |
Financial Instruments and Fin_4
Financial Instruments and Financial Risk Management - Summary of Categories of Financial Instruments (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure Of Financial Instruments [Line Items] | ||||
Trade and other receivables | $ 194,794,000 | $ 93,670,000 | ||
Cash and cash equivalents | 322,429,000 | 1,044,786,000 | $ 384,002,000 | $ 150,032,000 |
Non-current other receivables | 12,388,000 | 10,458,000 | ||
Derivative financial assets | 3,024,000 | 691,000 | ||
Foreign currency forwards - held at FVTPL | 62,386,000 | |||
Derivative financial liabilities | 5,601,000 | |||
Contingent Consideration | ||||
Disclosure Of Financial Instruments [Line Items] | ||||
Foreign currency forwards - held at FVTPL | 62,386,000 | |||
Amortized Cost | ||||
Disclosure Of Financial Instruments [Line Items] | ||||
Trade payables | 180,270,000 | 96,176,000 | ||
Other payables | 11,062,000 | 350,000 | ||
Total financial liabilities | 191,332,000 | 96,526,000 | ||
Foreign Currency Forwards | ||||
Disclosure Of Financial Instruments [Line Items] | ||||
Foreign currency forwards - held at FVTPL | 587,000 | 255,000 | ||
Foreign currency forwards - held as cash flow hedges | 2,437,000 | 436,000 | ||
Foreign currency forwards - held at FVTPL | 255,000 | |||
Foreign currency forwards - held as cash flow hedges | 5,346,000 | |||
Amortized Cost | ||||
Disclosure Of Financial Instruments [Line Items] | ||||
Trade and other receivables | 154,813,000 | 48,285,000 | ||
Cash and cash equivalents | 322,429,000 | 1,044,786,000 | ||
Non-current other receivables | 12,388,000 | 10,458,000 | ||
Total financial assets | $ 489,630,000 | $ 1,103,529,000 |
Financial Instruments and Fin_5
Financial Instruments and Financial Risk Management - Financial Assets/(Liabilities) at Fair Value through Profit or Loss (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure Of Risk Management Strategy Related To Hedge Accounting [Line Items] | ||
Financial liabilities at fair value through profit or loss | $ 62,386 | |
Asset | 2,227,879 | $ 1,351,393 |
Liability | 890,047 | 222,962 |
Forward Foreign Exchange Contracts | ||
Disclosure Of Risk Management Strategy Related To Hedge Accounting [Line Items] | ||
Financial assets at fair value through profit or loss | 587 | 255 |
Financial liabilities at fair value through profit or loss | 255 | |
Forward Foreign Exchange Contracts | Cash Flow Hedge | ||
Disclosure Of Risk Management Strategy Related To Hedge Accounting [Line Items] | ||
Asset | 2,437 | $ 436 |
Liability | $ 5,346 |
Financial Instruments and Fin_6
Financial Instruments and Financial Risk Management - Summary of Analyses Group's Financial Liabilities into Groupings of Remaining Period from Reporting Date to Contractual Maturity Date (Details) - Liquidity Risk - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Less Than One Year | ||
Disclosure Of Financial Instruments [Line Items] | ||
Trade and other payables | $ 191,332 | $ 96,526 |
Contingent consideration | 1,118 | |
Total current | 192,450 | 96,526 |
More Than One Year | ||
Disclosure Of Financial Instruments [Line Items] | ||
Contingent consideration | 61,268 | 0 |
Secured borrowings | 0 | 0 |
Total non-current | $ 61,268 | $ 0 |
Financial Instruments and Fin_7
Financial Instruments and Financial Risk Management - Schedule of Capital Structure (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure Of Financial Instruments [Line Items] | ||||
Less: cash and cash equivalents | $ (322,429) | $ (1,044,786) | $ (384,002) | $ (150,032) |
Total equity | 1,337,832 | 1,128,431 | $ 396,903 | $ 118,916 |
Capital Risk Management | ||||
Disclosure Of Financial Instruments [Line Items] | ||||
Less: cash and cash equivalents | (322,429) | (1,044,786) | ||
Net cash | (322,429) | (1,044,786) | ||
Total equity | 1,337,832 | 1,128,431 | ||
Total | $ 1,015,403 | $ 83,645 |
Financial Instruments and Fin_8
Financial Instruments and Financial Risk Management - Schedule of Foreign Exchange Rate Sensitivity Analysis (Details) - United States Dollars - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
10% Appreciation | ||
Disclosure Of Financial Instruments [Line Items] | ||
Increase/ (decrease) in profit or loss | $ (21,661) | $ 29,169 |
10% Depreciation | ||
Disclosure Of Financial Instruments [Line Items] | ||
Increase/ (decrease) in profit or loss | $ 26,475 | $ (35,651) |
Other Non-current Liabilities -
Other Non-current Liabilities - Summary of Other Non-current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Disclosure Of Other Non Current Liabilities [Line Items] | ||
Non-current liabilities | $ 16,455 | $ 15,342 |
Employee severance liability | 1,048 | |
Other | 148 | |
Equity Settled | ||
Disclosure Of Other Non Current Liabilities [Line Items] | ||
Non-current liabilities | 12,139 | |
Cash Settled | ||
Disclosure Of Other Non Current Liabilities [Line Items] | ||
Non-current liabilities | $ 3,120 | $ 15,342 |
Other Non-current Liabilities_2
Other Non-current Liabilities - Equity and Cash Settled - -Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2019USD ($)OptionOptionPlan | Dec. 31, 2018USD ($)sharesOption | Dec. 31, 2017USD ($)sharesOption | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Weighted average share price at the date of exercise options exercised | $ 22.62 | $ 20 | |
Equity - settled share based payments | $ 158,422,000 | $ 53,819,000 | $ 21,486,000 |
Options granted | Option | 13,585,502 | 18,209,410 | 15,666,155 |
Equity Settled | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Number of share option plans | OptionPlan | 4 | ||
Equity - settled share based payments | $ 150,333,000 | $ 34,668,000 | $ 16,667,000 |
Equity Settled | New Guards | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Intrinsic value of liabilities from share-based payment transactions | $ 12,139,000 | ||
Cash Settled | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Number of share option plans | OptionPlan | 1 | ||
Share Appreciation Rights | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Intrinsic value of liabilities from share-based payment transactions | $ 3,120,000 | $ 15,342,000 | |
Options granted | shares | 137,000 | 769,000 | |
Cash settled share based payment transaction expense | 10,675,000 | $ 10,355,000 | $ 3,807,000 |
Revaluation gain (loss) | (2,161,000) | 6,079,000 | |
Intrinsic value | 3,361,000 | 19,425,000 | |
Aggregate intrinsic value for options fully vested | $ 2,443,000 | $ 8,722,000 |
Other Non-current Liabilities_3
Other Non-current Liabilities - Summary of Equity Based Payment Plans (Details) | 12 Months Ended |
Dec. 31, 2019EquityInstrument | |
EMI Approved Share Option Plan | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Date of first grant | November 1, 2011 |
Number granted | 5,505,600 |
Contractual life | 10 years |
Vesting conditions | Varying tranches of options vesting upon defined years of service |
Unapproved Share Option Plan | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Date of first grant | July 1, 2011 |
Number granted | 11,332,835 |
Contractual life | 10 years |
Vesting conditions | Varying tranches of options vesting upon defined years of service |
LTIP 2015 Plan | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Date of first grant | September 9, 2015 |
Number granted | 38,174,980 |
Contractual life | 10 years |
Vesting conditions | Varying tranches of options vesting upon defined years of service with certain awards having non-market conditions |
LTIP 2018 Plan | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Date of first grant | September 20, 2018 |
Number granted | 17,051,417 |
Contractual life | 10 years |
Vesting conditions | Varying tranches of options and Restricted Stock Units (RSU) vesting upon defined years of service |
Other Non-current Liabilities_4
Other Non-current Liabilities - Summary of Movements on Share Options and Weighted Average Exercise Prices (Details) | 12 Months Ended | |||||
Dec. 31, 2019USD ($)Option | Dec. 31, 2018Option | Dec. 31, 2018sharesOption | Dec. 31, 2018USD ($)Option | Dec. 31, 2018Option | Dec. 31, 2017USD ($)Option | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Abstract] | ||||||
Options at beginning of year | Option | 44,218,814 | 32,307,010 | 17,522,365 | |||
Options granted | Option | 13,585,502 | 18,209,410 | 15,666,155 | |||
Options exercised | (7,503,814) | (361,343) | (3,032,571) | (198,525) | ||
Options forfeited | Option | (10,716,644) | (3,265,035) | (682,985) | |||
Options at end of year | Option | 39,583,858 | 44,218,814 | 32,307,010 | |||
Options exercisable at end of year | Option | 10,360,642 | 16,830,409 | 16,830,409 | 16,830,409 | 16,830,409 | 12,551,425 |
Options at beginning of year | $ 6.15 | $ 4.43 | $ 2.01 | |||
Options granted | 8.94 | 9.84 | 7.10 | |||
Options forfeited | 5.70 | 7.31 | 6.71 | |||
Options exercised | 1.25 | 2.38 | 0.08 | |||
Options at end of year | 8.23 | 6.15 | 4.43 | |||
Options exercisable at year end | $ 6.40 | $ 2.33 | $ 1.59 | |||
Weighted average remaining contracted life of options outstanding at year end | 9 years 9 months 14 days | 9 years 6 months 14 days | 8 years |
Other Non-current Liabilities_5
Other Non-current Liabilities - Exercise Price of Options Outstanding (Details) | Dec. 31, 2019USD ($)Option | Dec. 31, 2018USD ($)Option | Dec. 31, 2017USD ($)Option | Dec. 31, 2016Option |
Exercise price of options outstanding at year end | ||||
Number of options | 39,583,858 | 44,218,814 | 32,307,010 | 17,522,365 |
Weighted average fair value of options granted in year | $ | $ 15,540 | $ 4,170 | $ 2,410 | |
$0.00 to $0.08 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 8,545,400 | 4,416,525 | 5,868,735 | |
$0.09 to $0.56 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 27,340 | 2,126,540 | 5,581,825 | |
$0.57 to $3.52 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 629,730 | 4,595,104 | 6,302,505 | |
$3.53 to $5.73 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 3,225,120 | 6,257,690 | 8,589,445 | |
$5.74 to $7.39 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 5,873,001 | 7,890,495 | 5,964,500 | |
$7.40 to $20.00 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 17,402,097 | 18,932,460 | ||
$20.01 to $27.09 | ||||
Exercise price of options outstanding at year end | ||||
Number of options | 3,881,170 |
Other Non-current Liabilities_6
Other Non-current Liabilities - Exercise Price of Options Outstanding (Parenthetical) (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
$0.00 to $0.08 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | $ 0 | $ 0 | $ 0 |
$0.00 to $0.08 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 0.08 | 0.08 | 0.08 |
$0.09 to $0.56 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 0.09 | 0.09 | 0.09 |
$0.09 to $0.56 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 0.56 | 0.56 | 0.56 |
$0.57 to $3.52 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 0.57 | 0.57 | 0.57 |
$0.57 to $3.52 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 3.52 | 3.52 | 3.52 |
$3.53 to $5.73 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 3.53 | 3.53 | 3.53 |
$3.53 to $5.73 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 5.73 | 5.73 | 5.73 |
$5.74 to $7.39 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 5.74 | 5.74 | 5.74 |
$5.74 to $7.39 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 7.39 | 7.39 | 7.39 |
$7.40 to $20.00 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 7.40 | 7.40 | 7.40 |
$7.40 to $20.00 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 20 | 20 | 20 |
$20.01 to $27.09 | Bottom of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | 20.01 | 20.01 | 20.01 |
$20.01 to $27.09 | Top of Range | |||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |||
Exercise price of options outstanding at year end | $ 27.09 | $ 27.09 | $ 27.09 |
Other Non-current Liabilities_7
Other Non-current Liabilities - Summary of Inputs in Black Scholes Model for Share Options Granted (Details) | 12 Months Ended | ||
Dec. 31, 2019USD ($)Year | Dec. 31, 2018USD ($)Year | Dec. 31, 2017USD ($)Year | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Abstract] | |||
Weighted average share price | $ 21.73 | $ 11.83 | $ 9.87 |
Weighted average exercise price | $ 8.94 | $ 9.84 | $ 7.10 |
Average expected volatility | 36.00% | 23.00% | 20.00% |
Expected life | Year | 4 | 4 | 4 |
Risk free rate | 2.15% | 2.75% | 1.85% |
Events after the reporting ye_2
Events after the reporting year - Additional Information (Details) - Private Placement of Convertible Notes After Reporting Period - Notes - Purchasers $ / shares in Units, $ in Millions | Feb. 05, 2020USD ($)$ / shares |
Disclosure Of Nonadjusting Events After Reporting Period [Line Items] | |
Secured borrowings | $ | $ 250 |
Maturity date of notes | December 31, 2025 |
Interest rate of notes | 5.00% |
Initial conversion price | $ / shares | $ 12.25 |
Notes repurchase description | Holders of the Notes will have the right to require Farfetch 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. |
Redemption price percentage of notes if holder requires | 100.00% |
Redemption price percentage of notes if holder requires in the event of a change in control | 150.00% |
Notes redemption description | Farfetch may redeem all, but not less than all, of the Notes, at its option, four years after the closing date, but on or before the 35th scheduled trading day immediately preceding the maturity date, at a redemption price equal to 165% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, and excluding, the redemption date. |
Redemption price percentage of notes by issuer | 165.00% |