Davis Polk Advises Tencent on Its Convertible Notes Investment in Farfetch

Davis Polk is advising Tencent in connection with its investment with Dragoneer in $250 million aggregate principal amount of convertible senior notes to be issued by Farfetch Limited, the leading global technology platform for the luxury fashion industry. Tencent and Dragoneer each have agreed to purchase $125 million convertible senior notes from Farfetch. Closing of the transaction is subject to customary conditions.

Launched in 2008 and headquartered in the United Kingdom, Farfetch operates an e-commerce marketplace which connects customers in over 190 countries with items from more than 50 countries and over 1,200 brands, boutiques and department stores. In addition to the Farfetch Marketplace, Farfetch’s other businesses include Farfetch Platform Solutions, which services enterprise clients with e-commerce and technology capabilities; Browns and Stadium Goods, which offer luxury products to consumers; and New Guards Group, a platform for the development of global fashion brands. Class A ordinary shares of Farfetch are listed on the NYSE. Tencent’s investment in Farfetch extends the ongoing relationship between the two companies, which is helping western luxury brands reach the Chinese consumers through Tencent’s WeChat platform.

The Davis Polk corporate team includes partner Miranda So and registered foreign lawyers Xi Shi and Shifeng Ni. The equity derivatives team includes partners John M. Brandow and Yan Zhang and associate Annie Li. Partner Po Sit and associate Ben Levenback are providing tax advice. Members of the Davis Polk team are based in the Hong Kong and New York offices.