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 July 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 AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.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 First Quarter 2018 Financial Results

 

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: July 5, 2018

 

3


Exhibit 99.1

 

LightInTheBox Reports First Quarter 2018 Financial Results

 

Beijing, China, June 29, 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 first quarter of 2018.

 

First Quarter 2018 Financial Results

 

Net revenues decreased 3.6% year-over-year to $70.1 million from $72.7 million in the same quarter of 2017. Net revenues from product sales were $66.0 million, compared with $64.8 million in the same quarter of 2017. Net revenues from service and others were $4.1 million, compared with $7.9 million in the same quarter of 2017. As a percentage of net revenues, service and others accounted for 5.8% during the first quarter of 2018.

 

Total orders of product sales were 1.3 million during the first quarter of 2018, compared with 1.6 million in the same quarter of 2017. Total number of product sales customers was 1.0 million, compared with 1.2 million in the same quarter of 2017.

 

Product sales in the apparel category were $19.9 million for the first quarter of 2018, compared with $21.2 million in the same quarter of 2017. As a percentage of product sales, apparel revenues accounted for 30.2%, compared with 32.8% in the same quarter of 2017. Product sales from other general merchandise were $46.1 million for the first quarter of 2018.

 

Product sales from Europe were $33.9 million for the first quarter of 2018, compared with $33.5 million in the same quarter of 2017, representing 51.4% of total product sales for the first quarter of 2018. Product sales from North America were $13.8 million, compared with $17.4 million in the same quarter of 2017, representing 20.9% of total product sales for the first quarter of 2018. Product sales from GCC were $2.6 million for the first quarter of 2018, compared with $0.3 million in the same quarter of 2017, representing 4.0% of total product sales for the first quarter of 2018, while product sales from other countries were $15.7 million, representing 23.7% of total product sales for the same quarter.

 

Total cost of revenues was $49.6 million in the first quarter of 2018, compared with $48.5 million in the same quarter of 2017. Cost for product sales was $45.9 million in the first quarter of 2018, compared with $41.0 million in the same quarter of 2017. Cost for service and others was $3.7 million in the first quarter of 2018, compared with $7.5 million in the same quarter of 2017.

 

Gross profit for the first quarter of 2018 was $20.5 million, compared with $24.2 million in the same quarter of 2017. Gross margin was 29.2% in the first quarter of 2018, compared with 33.3% in the same quarter of 2017.

 



 

Total operating expenses in the first quarter of 2018 were $28.6 million, compared with $26.8 million in the same quarter of 2017.

 

·             Fulfillment expenses in the first quarter of 2018 were $4.5 million, compared with $3.8 million in the same quarter of 2017. As a percentage of total net revenues, fulfillment expenses were 6.4%, compared to 5.2% in the same quarter of 2017 and 5.5% for the fourth quarter of 2017.

 

·             Selling and marketing expenses in the first quarter of 2018 were $16.1 million, compared with $15.2 million in the same quarter of 2017. As a percentage of total net revenues, selling and marketing expenses were 23.0%, compared to 20.9% in the same quarter of 2017 and 19.4% for the fourth quarter of 2017.

 

·             General and administrative (G&A) expenses in the first quarter of 2018 were $8.0 million, compared with $7.8 million in the same quarter of 2017. As a percentage of total net revenues, G&A expenses were 11.4%, compared with 10.8% in the same quarter of 2017 and 8.7% for the fourth quarter of 2017. G&A expenses in the first quarter of 2018 included $3.0 million in technology investments, compared with $2.5 million in the same quarter of 2017.

 

Loss from operations was $8.1 million in the first quarter of 2018, compared with a loss from operations of $2.6 million in the same quarter of 2017.

 

Net loss was $7.9 million in the first quarter of 2018, compared with a net loss of $2.4 million during the same quarter of 2017.

 

Net loss per American Depository Share (“ADS”) was $0.12 in the first quarter of 2018, compared with net loss per ADS of $0.03 in the same quarter of 2017. Each ADS represents two ordinary shares.

 

For the first quarter of 2018, the Company’s weighted average number of ADSs used in computing the loss per ADS was 67,100,429.

 

As of March 31, 2018, the Company had cash and cash equivalents and restricted cash of $54.6 million, compared with $70.0 million as of December 31, 2017.

 

Share Repurchase Program

 

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 March 31, 2018, the Company had repurchased a total of $6.8 million of its ADSs.

 

New Revenue Standard

 

On January 1, 2018, we adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (“ASC 606”), utilizing the modified retrospective transition method to all contracts that were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior periods.

 

The application of ASC 606 had no material impact on the company’s consolidated financial statements as of and for the three month ended March 31, 2018.

 



 

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 third 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 March 31,

 

 

 

2017

 

2018

 

ASSETS

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

68,441

 

53,231

 

Restricted cash

 

1,573

 

1,381

 

Accounts receivable

 

3,433

 

3,408

 

Inventories, net

 

11,841

 

13,918

 

Prepaid expenses and other current assets

 

15,696

 

17,560

 

Total current assets

 

100,984

 

89,498

 

Property and equipment, net

 

920

 

1,096

 

Acquired intangible assets, net

 

210

 

209

 

Goodwill

 

690

 

690

 

Long-term rental deposit

 

671

 

684

 

Long-term investment

 

5,262

 

5,519

 

TOTAL ASSETS

 

108,737

 

97,696

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable

 

22,430

 

19,456

 

Advance from customers

 

10,110

 

11,425

 

 

 

 

 

 

 

Accrued expenses and other current liabilities

 

20,727

 

21,402

 

Total current liabilities

 

53,267

 

52,283

 

TOTAL LIABILITIES

 

53,267

 

52,283

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

Ordinary shares

 

11

 

11

 

Treasury shares, at cost

 

(23,907

)

(26,840

)

Additional paid-in capital

 

238,851

 

239,356

 

Accumulated deficit

 

(159,286

)

(167,139

)

Accumulated other comprehensive (loss) gain

 

(199

)

25

 

TOTAL EQUITY

 

55,470

 

45,413

 

TOTAL LIABILITIES AND EQUITY

 

108,737

 

97,696

 

 



 

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

 

 

 

March 31,

 

March 31,

 

 

 

2017

 

2018

 

Net revenues

 

 

 

 

 

Product sales

 

64,776

 

65,968

 

Services and others

 

7,925

 

4,086

 

Total net revenues

 

72,701

 

70,054

 

Cost of revenues

 

 

 

 

 

Product sales

 

(41,032

)

(45,890

)

Services and others

 

(7,458

)

(3,678

)

Total cost of revenues

 

(48,490

)

(49,568

)

Gross profit

 

24,211

 

20,486

 

Operating expenses

 

 

 

 

 

Fulfillment

 

(3,748

)

(4,480

)

Selling and marketing

 

(15,205

)

(16,078

)

General and administrative

 

(7,834

)

(7,999

)

Total operating expenses

 

(26,787

)

(28,557

)

Loss from operations

 

(2,576

)

(8,071

)

Exchange loss on offshore bank accounts

 

(12

)

(57

)

Interest income

 

145

 

218

 

Loss before income taxes

 

(2,443

)

(7,910

)

Income taxes expenses

 

(8

)

(2

)

Gain from equity method investments

 

56

 

59

 

Net loss

 

(2,395

)

(7,853

)

 

 

 

 

 

 

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

 

 

 

 

 

—Basic

 

137,761,078

 

134,200,859

 

—Diluted

 

137,761,078

 

134,200,859

 

 

 

 

 

 

 

Net loss per ordinary share

 

 

 

 

 

—Basic

 

(0.02

)

(0.06

)

—Diluted

 

(0.02

)

(0.06

)

 

 

 

 

 

 

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

 

 

 

 

 

—Basic

 

(0.03

)

(0.12

)

—Diluted

 

(0.03

)

(0.12

)

 



 

LightInTheBox Holding Co., Ltd.

Unaudited Condensed Consolidated Statements of Cash Flows

(U.S. dollar in thousands)

 

 

 

Three-month Period Ended

 

 

 

March 31,

 

March 31,

 

 

 

2017

 

2018

 

Net loss

 

(2,395

)

(7,853

)

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

 

 

 

 

 

Depreciation and amortization

 

231

 

152

 

Share-based compensation

 

498

 

505

 

Inventory write-down

 

338

 

397

 

Exchange loss on offshore bank accounts

 

12

 

57

 

Gain from equity method investments

 

(56

)

(59

)

Changes in operating assets and liabilities

 

 

 

 

 

Accounts receivable

 

242

 

53

 

Inventories

 

658

 

(2,456

)

Prepaid expenses and other current assets

 

(1,765

)

(1,844

)

Accounts payable

 

(4,938

)

(2,987

)

Advance from customers

 

3,260

 

1,312

 

Accrued expense and other current liabilities

 

(1,733

)

376

 

Long-term rental deposit

 

(11

)

 

Net cash used in operating activities

 

(5,659

)

(12,347

)

Cash flow from investing activity

 

 

 

 

 

Purchase of property and equipment

 

(111

)

(295

)

Net cash used in investing activity

 

(111

)

(295

)

Cash flow from financing activity

 

 

 

 

 

Repurchase of ordinary shares

 

(236

)

(2,934

)

Net cash used in financing activity

 

(236

)

(2,934

)

Effect of exchange rate changes on cash and cash equivalents

 

17

 

174

 

Cash, cash equivalents and restricted cash beginning of period

 

91,076

 

70,014

 

Cash, cash equivalents and restricted cash end of period

 

85,087

 

54,612

 

 

 

 

 

 

 

Supplemental Cash Flow Data

 

 

 

 

 

Reconciliation of cash and cash equivalents to consolidated statements of cash flows:

 

 

 

 

 

Cash and cash equivalents as presented in consolidated balance sheets

 

83,797

 

53,231

 

Restricted cash and restricted cash equivalents as presented in consolidated balance sheets

 

1,290

 

1,381

 

Cash, cash equivalents and restricted cash as presented in consolidated statements of cash flows

 

85,087

 

54,612