SECURITIES AND EXCHANGE COMMISSION

WASHINGTON D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of March 2018

 

Commission File Number: 001-35942

 

LightInTheBox Holding Co., Ltd.

 

Tower 2, Area D, Diantong Square

No. 7 Jiuxianqiao North Road

Chaoyang District, Beijing 100015

People’s Republic of China

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F     x  Form 40-F     o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):     o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):     o

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes    o No    x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

 

THIS REPORT ON FORM 6-K (OTHER THAN THE SECTION OF EXHIBIT 99.1 HERETO ENTITLED “BUSINESS OUTLOOK”) SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE PROSPECTUS INCLUDED IN THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-212007) OF LIGHTINTHEBOX HOLDING CO., LTD. AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

 

 

 



 

TABLE OF CONTENTS

 

Exhibits

 

Exhibit 99.1 — LightInTheBox Holding Co., Ltd. Reports 9.4% Revenue Growth for Full Year 2017

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

LIGHTINTHEBOX HOLDING CO., LTD.

 

 

 

By:

/s/ Quji (alan) guo

 

Name:

Quji (alan) guo

 

Title:

Chief Executive Officer

 

 

Date: March 26, 2018

 

3


Exhibit 99.1

 

LightInTheBox Reports 9.4% Revenue Growth for Full Year 2017

 

Beijing, China, March 23, 2018 - LightInTheBox Holding Co., Ltd. (NYSE: LITB) (“LightInTheBox” or the “Company”), a global online retail company that delivers products directly to consumers around the world, today announced its unaudited financial results for the full year and the fourth quarter of 2017.

 

Full Year 2017 Highlights

 

·                      Net revenues increased 9.4% year-over-year to $319.9 million

·                      Net revenues from product sales increased 12.2% year-over-year

·                      Product sales in the apparel category increased 11.1% year-over-year

·                      Sales made through mobile devices increased 22.1% year-over-year. Sales made through the Company’s mobile app increased 73.6% year-over-year

·                      General and Administrative expenses as a percentage of total net revenues decreased to 9.3% from 11.8% in 2016

·                      Fulfillment expenses as a percentage of total net revenues dropped to 5.4% from 5.8% in 2016

·                      Revenues from South America and Russia increased 51.2% and 21.1% year-over-year, respectively

 

Full Year 2017 Financial Results

 

Net revenues increased 9.4% year-over-year to $319.9 million from $292.5 million in 2016. Net revenues from product sales were $294.0 million, compared with $262.1 million in 2016. Net revenues from service and others were $25.9 million, compared with $30.4 million in 2016. As a percentage of net revenues, service and others accounted for 8.1% in 2017.

 

Total orders of product sales were 6.7 million for the full year of 2017, compared with 6.6 million in 2016. Total number of product sales customers was 4.9 million for the full year of 2017, flat with 2016.

 

Product sales in the apparel category were $99.2 million for the full year of 2017, compared with $89.3 million in 2016. As a percentage of product sales, apparel revenues accounted for 33.7% for the full year of 2017, compared with 34.1% in 2016. Product sales from other general merchandise were $194.8 million for the full year of 2017.

 

Product sales from Europe were $153.7 million for the full year of 2017, compared with $145.2 million in 2016, representing 52.3% of total product sales for the full year of 2017. Product sales from North America were $73.3 million, compared with $77.8 million in 2016, representing 24.9% of total product sales for the full year of 2017, while product sales from other countries were $67.0 million, representing 22.8% of total product sales for the full year of 2017.

 

Total cost of revenues was $214.3 million in the full year of 2017, compared with $188.9 million in 2016. Cost for product sales was $189.9 million in the full year of 2017, compared with $160.6 million in 2016. Cost for service and others was $24.4 million in the full year of 2017, compared with $28.3 million in 2016.

 



 

Gross profit for the full year of 2017 was $105.6 million, compared with $103.6 million in 2016. Gross margin was 33.0% in the full year of 2017, compared with 35.4% in 2016.

 

Total operating expenses in the full year of 2017 were $115.8 million, compared with $112.6 million in 2016.

 

·             Fulfillment expenses in the full year of 2017 were $17.3 million, compared with $17.1 million in 2016. As a percentage of total net revenues, fulfillment expenses were 5.4% for the full year of 2017, compared to 5.8% in 2016.

 

·             Selling and marketing expenses in the full year of 2017 were $68.9 million, compared with $61.1 million in 2016. As a percentage of total net revenues, selling and marketing expenses were 21.5% for the full year of 2017, compared to 20.9% in 2016.

 

·             General and administrative (G&A) expenses in the full year of 2017 were $29.6 million, compared with $34.5 million in 2016. As a percentage of total net revenues, G&A expenses were 9.3% for the full year of 2017, compared with 11.8% in 2016. G&A expenses in the full year of 2017 included $10.4 million in technology investments, compared with $12.8 million in 2016.

 

Loss from operations was $10.2 million in the full year of 2017, compared with a loss from operations of $9.1 million in 2016.

 

Net loss was $9.5 million in the full year of 2017, compared with a net loss of $8.7 million in 2016.

 

Net loss per American Depository Share (“ADS”) was $0.14 in the full year of 2017, flat with 2016. Each ADS represents two ordinary shares.

 

Fourth Quarter 2017 Financial Results

 

Net revenues decreased 3.7% year-over-year to $91.6 million from $95.2 million in the same quarter of 2016. Net revenues from product sales were $83.1 million, compared with $84.7 million in the same quarter of 2016. Net revenues from service and others were $8.5 million, compared with $10.5 million in the same quarter of 2016. As a percentage of net revenues, service and others accounted for 9.2% during the fourth quarter of 2017.

 

Total orders of product sales were 1.7 million for the fourth quarter of 2017, compared with 2.2 million in the same quarter of 2016. Total number of product sales customers was 1.4 million for the fourth quarter of 2017, compared with 1.7 million in the same quarter of 2016.

 

Product sales in the apparel category were $25.3 million for the fourth quarter of 2017, compared with $24.1 million in the same quarter of 2016. As a percentage of product sales, apparel revenues accounted for 30.4% for the fourth quarter of 2017, compared with 28.5% in the same quarter of 2016. Product sales from other general merchandise were $57.8 million for the fourth quarter of 2017.

 

Product sales from Europe were $44.5 million for the fourth quarter of 2017, compared with $47.0 million in the same quarter of 2016, representing 53.5% of total product sales for the fourth quarter of 2017. Product sales from North America were $19.0 million, compared with $22.7 million in the same quarter of 2016, representing 22.9% of total product sales for the fourth quarter of 2017, while product sales from other countries were $19.6 million, representing 23.6% of total product sales for the same quarter.

 



 

Total cost of revenues was $64.4 million in the fourth quarter of 2017, compared with $63.4 million in the same period of 2016. Cost for product sales was $56.7 million in the fourth quarter of 2017, compared with $53.6 million in the same period of 2016. Cost for service and others was $7.7 million in the fourth quarter of 2017, compared with $9.8 million in the same period of 2016.

 

Gross profit for the fourth quarter of 2017 was $27.2 million, compared with $31.8 million in the same period of 2016. Gross margin was 29.7% in the fourth quarter of 2017, compared with 33.4% in the same quarter of 2016.

 

Total operating expenses in the fourth quarter of 2017 were $30.8 million, compared with $34.2 million in the same quarter of 2016.

 

·             Fulfillment expenses in the fourth quarter of 2017 were $5.0 million, compared with $4.6 million in the same quarter of 2016. As a percentage of total net revenues, fulfillment expenses were 5.5% for the fourth quarter of 2017, compared to 4.8% in the same quarter of 2016 and 5.4% in the third quarter of 2017.

 

·             Selling and marketing expenses in the fourth quarter of 2017 were $17.8 million, compared with $19.5 million in the same quarter of 2016. As a percentage of total net revenues, selling and marketing expenses were 19.4% for the fourth quarter of 2017, compared to 20.5% in the same quarter of 2016 and 23.1% in the third quarter of 2017.

 

·             General and administrative (G&A) expenses in the fourth quarter of 2017 were $8.0 million, compared with $10.1 million in the same quarter of 2016. As a percentage of total net revenues, G&A expenses were 8.7% for the fourth quarter of 2017, compared with 10.6% in the same quarter of 2016 and 8.6% in the third quarter of 2017. G&A expenses in the fourth quarter of 2017 included $2.7 million in technology investments, compared with $3.1 million in the same quarter of 2016.

 

Loss from operations was $3.6 million in the fourth quarter of 2017, compared with a loss from operations of $2.4 million in the same quarter of 2016.

 

Net loss was $3.5 million in the fourth quarter of 2017, compared with a net loss of $2.4 million in the same quarter of 2016.

 

Net loss per ADS was $0.05 in the fourth quarter of 2017, compared with net loss per ADS of $0.04 in the same quarter of 2016. Each ADS represents two ordinary shares.

 

For the fourth quarter of 2017, the Company’s weighted average number of ADSs used in computing loss per ADS was 68,565,927.

 

As of December 31, 2017, the Company had cash and cash equivalents and restricted cash of $70.0 million, compared with $71.1 million as of September 30, 2017.

 

Share Repurchase Program Extension

 

On June 15, 2017, the Company announced the extension of its existing share repurchase program for an additional twelve month period from June 15, 2017 through June 14, 2018 to continue to repurchase up to the remaining balance of the $10 million of its American Depositary Shares (“ADSs”).  As of December 31, 2017, the Company had repurchased a total of $3.9 million of its ADSs.

 



 

About LightInTheBox Holding Co., Ltd.

 

LightInTheBox is a global online retail company that delivers products directly to consumers around the world. The Company offers customers a convenient way to shop for a wide selection of products at attractive prices through its www.lightinthebox.com, www.miniinthebox.com and other websites and mobile applications, which are available in 23 major languages and cover more than 80% of global Internet users.

 

For more information, please visit www.lightinthebox.com.

 

Investor Relations Contact

 

Christensen

Ms. Xiaoyan Su

Tel: +86 (10) 5900 3429

Email: ir@lightinthebox.com

 

OR

 

Christensen

Ms. Linda Bergkamp

Phone: +1-480-614-3004
Email: lbergkamp@ChristensenIR.com

 

Forward-Looking Statements

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “potential,” “continue,” “ongoing,” “targets” and similar statements. Among other things, statements that are not historical facts, including statements about LightInTheBox’s beliefs and expectations, the business outlook and quotations from management in this announcement, as well as LightInTheBox’s strategic and operational plans, are or contain forward-looking statements. LightInTheBox may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in press releases and other written materials and in oral statements made by its officers, directors or employees to fourth parties.  Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: LightInTheBox’s goals and strategies; LightInTheBox’s future business development, results of operations and financial condition; the expected growth of the global online retail market; LightInTheBox’s ability to attract customers and further enhance customer experience and product offerings; LightInTheBox’s ability to strengthen its supply chain efficiency and optimize its logistics network; LightInTheBox’s expectations regarding demand for and market acceptance of its products; competition; fluctuations in general economic and business conditions and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in LightInTheBox’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and LightInTheBox does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 



 

LightInTheBox Holding Co., Ltd.

Unaudited Condensed Consolidated Balance Sheets

(U.S. dollar in thousands)

 

 

 

As of December 31,

 

As of December 31,

 

 

 

2016

 

2017

 

ASSETS

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

89,517

 

68,441

 

Restricted cash

 

1,559

 

1,573

 

Accounts receivable

 

2,401

 

3,433

 

Inventories, net

 

10,587

 

11,841

 

Prepaid expenses and other current assets

 

9,674

 

15,696

 

Total current assets

 

113,738

 

100,984

 

Property and equipment, net

 

1,071

 

920

 

Acquired intangible assets, net

 

215

 

210

 

Goodwill

 

690

 

690

 

Long-term rental deposit

 

638

 

671

 

Long-term investment

 

1,849

 

5,262

 

TOTAL ASSETS

 

118,201

 

108,737

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable

 

22,523

 

22,430

 

Advance from customers

 

8,758

 

10,110

 

Accrued expenses and other current liabilities

 

21,084

 

20,727

 

Total current liabilities

 

52,365

 

53,267

 

TOTAL LIABILITIES

 

52,365

 

53,267

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

Ordinary shares

 

10

 

11

 

Treasury shares, at cost

 

(20,806

)

(23,907

)

Additional paid-in capital

 

236,949

 

238,851

 

Accumulated deficit

 

(149,738

)

(159,286

)

Accumulated other comprehensive loss

 

(579

)

(199

)

TOTAL EQUITY

 

65,836

 

55,470

 

TOTAL LIABILITIES AND EQUITY

 

118,201

 

108,737

 

 



 

LightInTheBox Holding Co., Ltd.

Unaudited Condensed Consolidated Statements of Operations

(U.S. dollar in thousands, except share data and per share data)

 

 

 

Three-month Period Ended

 

Twelve-month Period Ended

 

 

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

 

 

2016

 

2017

 

2016

 

2017

 

Net revenues

 

 

 

 

 

 

 

 

 

Product sales

 

84,749

 

83,140

 

262,083

 

293,951

 

Services and others

 

10,431

 

8,471

 

30,404

 

25,930

 

Total net revenues

 

95,180

 

91,611

 

292,487

 

319,881

 

Cost of revenues

 

 

 

 

 

 

 

 

 

Product sales

 

(53,566

)

(56,665

)

(160,566

)

(189,816

)

Services and others

 

(9,795

)

(7,775

)

(28,371

)

(24,445

)

Total Cost of revenues

 

(63,361

)

(64,440

)

(188,937

)

(214,261

)

Gross profit

 

31,819

 

27,171

 

103,550

 

105,620

 

Operating expenses

 

 

 

 

 

 

 

 

 

Fulfillment

 

(4,586

)

(5,028

)

(17,052

)

(17,291

)

Selling and marketing

 

(19,526

)

(17,756

)

(61,090

)

(68,891

)

General and administrative

 

(10,073

)

(7,978

)

(34,492

)

(29,605

)

Total operating expenses

 

(34,185

)

(30,762

)

(112,634

)

(115,787

)

Loss from operations

 

(2,366

)

(3,591

)

(9,084

)

(10,167

)

Exchange loss on offshore bank accounts

 

(190

)

(46

)

(120

)

(89

)

Interest income

 

112

 

70

 

518

 

581

 

Loss before income taxes

 

(2,444

)

(3,567

)

(8,686

)

(9,675

)

Income taxes expenses

 

(12

)

(51

)

(54

)

(81

)

Gain from equity method investments

 

38

 

79

 

17

 

208

 

Net loss

 

(2,418

)

(3,539

)

(8,723

)

(9,548

)

 

 

 

 

 

 

 

 

 

 

Weighted average numbers of shares used in calculating loss per ordinary share

 

 

 

 

 

 

 

 

 

—Basic

 

137,888,454

 

137,131,854

 

127,180,801

 

137,641,562

 

—Diluted

 

137,888,454

 

137,131,854

 

127,180,801

 

137,641,562

 

 

 

 

 

 

 

 

 

 

 

Net loss per ordinary share

 

 

 

 

 

 

 

 

 

—Basic

 

(0.02

)

(0.03

)

(0.07

)

(0.07

)

—Diluted

 

(0.02

)

(0.03

)

(0.07

)

(0.07

)

 

 

 

 

 

 

 

 

 

 

Net loss per ADS (2 ordinary shares equal to 1 ADS)

 

 

 

 

 

 

 

 

 

—Basic

 

(0.04

)

(0.05

)

(0.14

)

(0.14

)

—Diluted

 

(0.04

)

(0.05

)

(0.14

)

(0.14

)

 



 

LightInTheBox Holding Co., Ltd.

Unaudited Condensed Consolidated Statements of Cash Flows

(U.S. dollar in thousands)

 

 

 

Three-month Period Ended

 

Twelve-month Period Ended

 

 

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

 

 

2016

 

2017

 

2016

 

2017

 

Net loss

 

(2,418

)

(3,539

)

(8,723

)

(9,548

)

Adjustments to reconcile net loss to net cash used in operating activities

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

255

 

170

 

1,395

 

769

 

Share-based compensation

 

495

 

411

 

2,317

 

1,865

 

Inventory write-down

 

474

 

458

 

3,286

 

2,065

 

Exchange loss on offshore bank accounts

 

190

 

46

 

120

 

89

 

Gain from equity method investments

 

(38

)

(79

)

(17

)

(208

)

Changes in operating assets and liabilities

 

 

 

 

 

 

 

 

 

Accounts receivable

 

139

 

(1,143

)

(1,707

)

(973

)

Inventories

 

(2,159

)

(945

)

(2,642

)

(3,293

)

Prepaid expenses and other current assets

 

(2,094

)

(329

)

(4,659

)

(5,985

)

Accounts payable

 

8,681

 

7,501

 

(6,813

)

(108

)

Advance from customers

 

(1,960

)

(2,570

)

476

 

1,345

 

Accrued expense and other current liabilities

 

1,450

 

1,140

 

1,635

 

(837

)

Long-term rental deposit

 

1

 

12

 

(2

)

(12

)

Net cash provided by (used in) operating activities

 

3,016

 

1,133

 

(15,334

)

(14,831

)

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

Purchase of property and equipment

 

(95

)

(238

)

(334

)

(556

)

(Increase)decrease in restricted cash

 

(479

)

(136

)

47

 

(15

)

Payment for long term investment

 

 

 

 

(2,950

)

Net cash used in investing activities

 

(574

)

(374

)

(287

)

(3,521

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

Issuance of ordinary shares

 

 

 

76,499

 

 

Cash proceeds from exercise of option

 

 

14

 

22

 

37

 

Payment of private placement offering expenses

 

(153

)

 

(1,076

)

 

Repurchase of ordinary shares

 

(462

)

(2,070

)

(810

)

(3,101

)

Net cash (used in) provided by financing activities

 

(615

)

(2,056

)

74,635

 

(3,064

)

Effect of exchange rate changes on cash and cash equivalents

 

(378

)

108

 

(398

)

340

 

Cash and cash equivalents at beginning of period

 

88,068

 

69,630

 

30,901

 

89,517

 

Cash and cash equivalents at end of period

 

89,517

 

68,441

 

89,517

 

68,441