We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
LightInTheBox Holding Co Ltd | NYSE:LITB | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.039 | 5.56% | 0.74 | 0.7676 | 0.7083 | 0.72 | 26,583 | 01:00:00 |
As Filed with the Securities and Exchange Commission on June 28, 2019
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
LightInTheBox Holding Co., Ltd.
(Exact name of registrant as specified in its charter)
Cayman Islands |
|
Not Applicable |
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
Tower 2, Area D, Diantong Square
No. 7 Jiuxianqiao North Road
Chaoyang District, Beijing 100015
Peoples Republic of China
+(86-10) 5692-0099
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
2019 Equity Incentive Plan
(Full title of the Plan)
Cogency Global Inc.
10E. 40th Street, 10th Floor
New York, NY10016, United States
+1-212-947-7200
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Jian He
Chief Executive Officer
Telephone: +(86-10) 5692-0099
Facsimile: +(86-10) 5908-0270
Tower 2, Area D , Diantong Square
No. 7 Jiuxianqiao North Road
Chaoyang District, Beijing 100015
Peoples Republic of China
Daniel Fertig, Esq.
Simpson Thacher & Bartlett LLP
c/o 35th Floor, ICBC Tower
3 Garden Road Central
Hong Kong
+852-2514-7600
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
o |
Accelerated filer |
o |
Non-accelerated filer |
x |
Smaller reporting company |
o |
|
|
Emerging growth company |
o |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. o
CALCULATION OF REGISTRATION FEE
|
|
|
|
|
|
|
|
|
|
|||
Title of Securities
|
|
Amount
|
|
Proposed
|
|
Proposed
|
|
Amount of
|
|
|||
Ordinary Shares, par value US$0.000067 per share(2) - 2019 Share Incentive Plan |
|
2,867,382 shares |
|
US$ |
0.75 |
(3) |
US$ |
2,150,536.50 |
|
US$ |
260.65 |
|
TOTAL |
|
2,867,382 shares |
|
|
|
|
US$ |
2,150,536.50 |
|
US$ |
260.65 |
|
(1) Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the Securities Act), this Registration Statement (the Registration Statement) includes an indeterminate number of additional ordinary shares, par value US$0.000067 per share (the Ordinary Shares) of LightInTheBox Holding Co., Ltd. (the Company or Registrant), which may be offered and issued under the Registrants 2019 Share Incentive Plan (the 2019 Plan) to prevent dilution from stock splits, stock dividends or similar transactions.
(2) These Ordinary Shares may be represented by the Registrants American depositary shares (ADSs), each of which represents two ordinary shares. ADSs issuable upon deposit of the securities registered hereby have been registered under a separate registration statement on Form F-6 (Registration No. 333-188794).
(3) Estimated in accordance with Rules 457(c) and (h) solely for the purpose of calculating the registration fee based on the average of the high and low prices of the Registrants ADSs as reported on the New York Stock Exchange on June 26, 2019 divided by two, the then Ordinary Share-to-ADS ratio.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 3. Incorporation of Documents by Reference
The following documents filed by the Registrant with the Commission are incorporated by reference herein:
a. The Registrants annual report on Form 20-F filed with the Commission on April 29, 2019 ; and
b. The Registrants Reports of Foreign Private Issuer on Form 6-K filed with the Commission on July 9, 2018 and August 17, 2018; and
c. The description of the Registrants Ordinary Shares contained in its Registration Statement on Form 8-A (Registration No. 001-35912) filed with the Commission on May 23, 2013 pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the Exchange Act), which incorporates by reference the description of the Registrants Ordinary Shares set forth in the Registrants Registration Statement on Form F-1 (Registration No. 333-195736), as amended, originally filed with the Commission on April 17, 2013 , including any amendments or reports filed for the purpose of updating such description.
All documents filed pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act after the date of this Registration Statement and prior to the filing of a post-effective amendment which indicates that all securities offered hereby have been sold or which deregisters all securities then remaining unsold shall be deemed to be incorporated by reference into this Registration Statement and to be a part hereof from the date of filing of such documents. Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Registration Statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.
ITEM 8. Exhibits
The Exhibits listed on the accompanying Exhibit Index are filed as a part of, or incorporated by reference into, this Registration Statement. (See Exhibit Index below).
EXHIBIT INDEX
EXHIBIT
|
|
DESCRIPTION |
|
|
|
4.1 |
|
|
|
|
|
4.2 |
|
|
|
|
|
5.1* |
|
|
|
|
|
10.1 |
|
|
|
|
|
23.1* |
|
|
|
|
|
23.2* |
|
|
|
|
|
23.3* |
|
Consent of KPMG Huazhen LLP Independent Registered Public Accounting Firm |
|
|
|
24.1* |
|
Powers of Attorney (included on the signature page in Part II of this Registration Statement) |
*Filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Beijing, Peoples Republic of China, on June 28, 2019.
|
LightInTheBox Holding Co., Ltd. |
|
|
|
|
|
By: |
/s/ Jian He |
|
Name: |
Jian He |
|
Title: |
Chief Executive Officer |
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below does hereby constitute and appoint Jian He as his or her true and lawful attorneys-in-fact and agents, with the full power of substitution and re-substitution, for and in such persons name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this Registration Statement and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent or his substitute, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated and on June 28, 2019.
Signature |
|
Capacity |
|
|
|
/s/ Zhi YAN |
|
Chairman of the Board |
Zhi YAN |
|
|
|
|
|
/s/ Jian HE |
|
Director and Chief Executive Officer |
Jian HE |
|
(Principal Executive Officer) |
|
|
|
/s/ Zhiping QI |
|
Director |
Zhiping QI |
|
|
|
|
|
/s/ Quji GUO |
|
Director |
Quji GUO |
|
|
|
|
|
/s/ Zhentao WANG |
|
Director |
Zhentao WANG |
|
|
|
|
|
/s/ Gang YU |
|
Director |
Gang YU |
|
|
|
|
|
/s/ Xiongping YU |
|
Director |
Xiongping YU |
|
|
|
|
|
/s/ Meng LIAN |
|
Director |
Meng LIAN |
|
|
|
|
|
/s/ Sean SHAO |
|
Independent Director |
Sean SHAO |
|
|
|
|
|
/s/ Kai-Fu LEE |
|
Independent Director |
Kai-Fu LEE |
|
|
|
|
|
/s/ Peng WU |
|
Independent Director |
Peng WU |
|
|
|
|
|
/s/ Wenyu Liu |
|
Acting Chief Financial Officer |
Wenyu Liu |
|
(Principal Financial and Accounting Officer) |
Signature of authorized representative in the United States
Pursuant to the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of LightInTheBox Holding Co., Ltd. has signed this registration statement or amendment thereto in the city of New York, on June 28, 2019.
|
U.S. Authorized Representative |
|
|
COGENCY GLOBAL INC. |
|
|
|
|
|
By: |
/s/ Siu Fung Ming |
|
Name: |
Siu Fung Ming |
|
Title: |
Assistant Secretary |
1 Year LightInTheBox Chart |
1 Month LightInTheBox Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions