CUSIP No.
53225G102
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13D/A
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Item 1. Security and Issuer.
This Amendment No. 6 to the statement on Schedule 13D (this
Amendment
) relates to Ordinary Shares of LightInTheBox Holding Co., Ltd., a company incorporated in the Cayman Islands (the
Issuer
). Two Ordinary Shares of the Issuer are represented by one American depository share (
ADS
). The Issuers principal executive offices are located at Tower 2, Area D, Diantong Square; No. 7 Jiuxianqiao North Road; Chaoyang District, Beijing 100015; PRC.
This Amendment supplements and amends the statement on Schedule 13D filed on April 1, 2016, amendment No. 1 filed thereto on October 21, 2016, amendment No. 2 filed thereto on March 30, 2017, amendment No. 3 filed thereto on May 9, 2017, amendment No. 4 filed on July 3, 2018, and amendment No. 5 filed on November 13, 2018 (as amended, the
Initial Statement
). Capitalized terms used in this Amendment, but not otherwise defined, have the meanings given to them in the Initial Statement.
Other than as amended by this Amendment, the disclosures in the Initial Statement are unchanged. Responses to each item of this Amendment are incorporated by reference into the response to each other item, as applicable.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Initial Statement is hereby amended and supplemented with the following:
Since November 13, 2018, Zall Development (HK) Holding Company Limited (
Purchaser
) acquired an aggregate of 4,263,938 Ordinary Shares represented by 2,131,969 ADSs on the open market using US$ 2,318,657.06 of cash on hand.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Initial Statement is hereby amended and restated with the following:
Each of the Reporting Persons disclaims beneficial ownership of all of the shares of Common Stock included in this report that are held by other Reporting Persons, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(a) See the information contained on the cover pages of this amended Statement on Schedule 13D, which is incorporated by reference. The percentage of Ordinary Stock reported as beneficially owned by each Reporting Person is based upon the
133,293,041 Ordinary Shares outstanding as of June 30, 2018 as reported in the Issuers unaudited condensed consolidated balance sheets filed with the U.S. Securities and Exchange Commission on a Form 6-K dated September 21, 2018.
(b) See the information contained on the cover pages of this amended Statement on Schedule 13D, which is incorporated by reference.
(c) Purchaser acquired an aggregate of
4,263,938 Ordinary Shares represented by 2,131,969 ADSs on the open market using cash on hand since November 13, 2018. Below is a table of the purchases.
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CUSIP No.
53225G102
|
13D/A
|
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Date
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No. of ADSs
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Average Unit Price
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Price Range for
Purchased ADS
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12/19/2018
|
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1,179,536
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$
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1.2048
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$1.01 - $1.33
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12/18/2018
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515,983
|
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$
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1.0171
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$0.8887 - $1.15
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12/17/2018
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436,450
|
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$
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0.854
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$0.7846 - $0.97
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 6 of the Initial Statement is hereby amended and supplemented with the following:
On December 14, 2018, Zall Cross Border E-Commerce Investment Company Limited (E-Commerce) and Wincore Holdings Limited (Wincore) entered into an Amendment to Voting Agreement, pursuant to which the Voting Agreement, described in Item 6 of amendment No. 4 of this Schedule 13D, was invalidated as of that date. As such, E-Commerce may no longer direct the vote of Wincores 7,456,641 shares, the parties may no longer be deemed members of a group with each other, and E-Commerce may no longer be deemed to have indirect voting power over Wincores shares. A copy of the English translation of the Amendment to Voting Agreement is filed as Exhibit 1 hereto and the foregoing description is qualified in its entirety to such exhibit.
Item 7. Material to Be Filed as Exhibits.
Item 7 of the Initial Statement is hereby amended and supplemented by adding the following:
Exhibit
Number
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Description
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1
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English translation of Amendment to Voting Agreement dated December 14, 2018 between Zall Cross-border E-Commerce Investment Company Limited and Wincore Holdings Limited.
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