Bessemer Venture Partners reports ownership of shares of Shopify Inc.

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MENLO PARK, CA, May 27, 2015 /CNW/ - Bessemer Venture Partners ("BVP") reported today that entities affiliated with it hold 20,207,522 Class B multiple voting shares ("Class B Shares") of Shopify Inc. ("Shopify"). The Class B Shares were issued upon the redesignation or conversion of BVP's existing holdings in Shopify in connection with the completion of Shopify's initial public offering (the "IPO") earlier today.  BVP's investment in Shopify dates back to its initial investment in 2010 and subsequent follow-on investments made thereafter.

The Class B Shares were issued in connection with certain pre-closing capital changes effected in connection with the IPO, pursuant to which (i) 2,008,510 common shares of Shopify held by BVP VII Special Opportunity Fund L.P. ("BVP VII SOF") were redesignated as 2,008,510 Class B Shares immediately prior to the completion of the IPO, and 5,435,295 Series A convertible preferred shares, 2,738,950 Series B convertible preferred shares and 729,300 Series C convertible preferred shares of Shopify held by BVP VII SOF were each converted into an identical number of Class B Shares upon completion of the IPO; (ii) 1,190,230 common shares of Shopify held by Bessemer Venture Partners VII L.P. ("BVP VII") were redesignated as 1,190,230 Class B Shares immediately prior to the completion of the IPO, and 3,220,920 Series A convertible preferred shares, 1,623,085 Series B convertible preferred shares and 432,179 Series C convertible preferred shares of Shopify held by BVP VII were each converted into an identical number of Class B Shares upon completion of the IPO; and (iii) 520,725 common shares of Shopify held by Bessemer Venture Partners VII Institutional L.P. ("BVP VII INST" and, together with BVP VII SOF and BVP VII, the "BVP Funds") were redesignated as 520,725 Class B Shares immediately prior to the completion of the IPO, and 1,409,150 Series A convertible preferred shares, 710,100 Series B convertible preferred shares and 189,078 Series C convertible preferred shares of Shopify held by BVP VII INST were each converted into an identical number of Class B Shares upon completion of the IPO.

After giving effect to these transactions, Deer VII & Co. Ltd. ("Deer Ltd."), the general partner of Deer VII & Co, L.P., the general partner of each of the BVP Funds, exercises control or direction over 20,207,522 Class B Shares, representing approximately 30.28% of the issued and outstanding Class B Shares. Based on its ability to convert such Class B Shares into Class A subordinate voting shares of Shopify ("Class A Shares") on a share-for-share basis, Deer Ltd. also exercises control or direction over 20,207,522 Class A Shares, representing approximately 69.53% of the outstanding Class A Shares on a partially diluted basis (i.e., after giving effect to the conversion of all of the Class B Shares over which Deer Ltd. exercises control or direction).  Of these shares, (i) 10,912,055 Class B Shares are beneficially owned by BVP VII SOF and represent approximately 16.35% of the outstanding Class B Shares and approximately 55.20% of the outstanding Class A Shares on a partially diluted basis (i.e., after giving effect to the conversion of all of the Class B Shares beneficially owned by BVP VII SOF); (ii) 6,466,414 Class B Shares are beneficially owned by BVP VII and represent approximately 9.69% of the outstanding Class B Shares and approximately 42.21% of the outstanding Class A Shares on a partially diluted basis (i.e., after giving effect to the conversion of all Class B Shares beneficially owned by BVP VII); and (iii)  2,829,053 Class B Shares are beneficially owned by BVP VII INST and represent approximately 4.24% of the outstanding Class B Shares and approximately 24.21% of the outstanding Class A Shares on a partially diluted basis (i.e., after giving effect to the conversion of all Class B Shares beneficially owned by BVP VII INST).

This press release is being issued pursuant to the requirements of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators. A copy of the report to be filed by BVP in connection with the transactions described herein will be available on Shopify's SEDAR profile at www.sedar.com, and can also be obtained by contacting the Ed Colloton of BVP at the telephone number listed below.

ABOUT BESSEMER VENTURE PARTNERS

Bessemer Venture Partners invests in early-stage, hyper-growth startups, partnering closely with entrepreneurs to build durable businesses. BVP is a global firm with offices in Menlo Park, Cambridge, New York, Bangalore, and Herzliya. With $4 billion under management, BVP invests anywhere from $100,000 to $75 million in innovative companies like Pinterest, Twitch, Box, LinkedIn, Shopify, Yelp, Skybox and Skype. More than 100 BVP companies have gone public and in the last three years alone, BVP has had 37 exits (IPO and M&A) and made new investments in more than 70 companies. Learn more at www.bvp.com or on Twitter @BessemerVP.

BVP's address is 535 Middlefield Road, Suite 245, Menlo Park, California 94025.

SOURCE Bessemer Venture Partners

Ed Colloton, Tel.: [phone], E-mail: [email protected]