Document_and_Entity_Informatio
Document and Entity Information | 12 Months Ended |
Dec. 31, 2014 | |
Document and Entity Information | |
Entity Registrant Name | LightInTheBox Holding Co., Ltd. |
Entity Central Index Key | 1523836 |
Document Type | 20-F |
Document Period End Date | 31-Dec-14 |
Amendment Flag | FALSE |
Current Fiscal Year End Date | -19 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 97,619,363 |
Document Fiscal Year Focus | 2014 |
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $75,358 | $23,745 |
Term deposit | 5,802 | 79,958 |
Restricted cash | 2,267 | 1,360 |
Accounts receivable | 695 | 259 |
Inventories, net | 9,845 | 7,081 |
Prepaid expenses and other current assets | 5,189 | 8,890 |
Total current assets | 99,156 | 121,293 |
Property and equipment, net | 3,664 | 3,002 |
Intangible assets, net | 249 | 266 |
Goodwill | 690 | 690 |
Long-term deposit | 708 | 640 |
TOTAL ASSETS | 104,467 | 125,891 |
Current Liabilities | ||
Accounts payable (including accounts payable of the consolidated VIEs without recourse to LightInTheBox Holding Co., Ltd. of $36 and $23 as of December 31, 2013 and December 31,2014,respectively) | 25,236 | 18,677 |
Advance from customers (including advance from customers of the consolidated VIEs without recourse to LightInTheBox Holding Co., Ltd. of $4 and nil as of December 31, 2013 and December 31, 2014, respectively) | 10,979 | 10,263 |
Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated VIEs without recourse to LightInTheBox Holding Co., Ltd. of $1,449 and $2,251 as of December 31, 2013 and December 31, 2014,respectively) | 25,069 | 15,560 |
Total current liabilities | 61,284 | 44,500 |
TOTAL LIABILITIES | 61,284 | 44,500 |
EQUITY | ||
Ordinary shares ($0.000067 par value; 707,825,710 shares authorized; 99,194,991 and 100,354,801 shares issued as of December 31, 2013 and December 31, 2014, respectively; 99,194,991 and 96,617,349 shares outstanding as of December 31, 2013 and December 31, 2014 respectively) | 7 | 7 |
Additional paid-in capital | 155,872 | 153,124 |
Accumulated deficit | -101,608 | -71,621 |
Accumulated other comprehensive loss | -131 | -119 |
Treasury shares, at cost (nil and 3,737,452 shares as of December 31, 2013 and December 31, 2014, respectively) | -10,957 | |
TOTAL EQUITY | 43,183 | 81,391 |
TOTAL LIABILITIES AND EQUITY | $104,467 | $125,891 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Accounts payable (in dollars) | $25,236 | $18,677 |
Advance from customers (in dollars) | 10,979 | 10,263 |
Accrued expenses and other current liabilities (in dollars) | 25,069 | 15,560 |
Ordinary shares, par value (in dollars per share) | $0.00 | $0.00 |
Ordinary shares, shares authorized | 707,825,710 | 707,825,710 |
Ordinary shares, shares issued | 100,354,801 | 99,194,991 |
Ordinary shares, shares outstanding | 96,617,349 | 99,194,991 |
Treasury stock, shares | 3,737,452 | 0 |
Consolidated VIEs | ||
Accounts payable (in dollars) | 23 | 36 |
Advance from customers (in dollars) | 0 | 4 |
Accrued expenses and other current liabilities (in dollars) | $2,251 | $1,449 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
Net revenues | $382,407 | $292,417 | $200,010 |
Cost of goods sold | 237,095 | 165,267 | 116,465 |
Gross profit | 145,312 | 127,150 | 83,545 |
Operating expenses: | |||
Fulfillment | 23,926 | 15,963 | 10,088 |
Selling and marketing | 105,186 | 84,245 | 53,418 |
General and administrative | 46,916 | 31,929 | 22,369 |
Total operating expenses | 176,028 | 132,137 | 85,875 |
Loss from operations | -30,716 | -4,987 | -2,330 |
Exchange loss on offshore bank accounts | -1,556 | ||
Interest (expense) income and other | 2,355 | 237 | -1,881 |
Loss before income taxes | -29,917 | -4,750 | -4,211 |
Income taxes expenses | -70 | -69 | -19 |
Net loss | -29,987 | -4,819 | -4,230 |
Accretion for Series C convertible redeemable preferred shares | 1,621 | 2,971 | |
Net loss attributable to ordinary shareholders | ($29,987) | ($6,440) | ($7,201) |
Net loss per ordinary share-basic (in dollars per share) | ($0.30) | ($0.09) | ($0.20) |
Net loss per ordinary share-diluted (in dollars per share) | ($0.30) | ($0.09) | ($0.20) |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Net loss | ($29,987) | ($4,819) | ($4,230) |
Other comprehensive loss, net of tax: | |||
Foreign currency translation adjustments, net of tax of nil | -12 | -89 | -8 |
Total comprehensive loss | ($29,999) | ($4,908) | ($4,238) |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) (USD $) | 36 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |
Foreign currency translation adjustments, tax | $0 |
CONSOLIDATED_STATEMENTS_OF_CHA
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (DEFICIT) (USD $) | Series A convertible preferred shares | Series B convertible preferred shares | Ordinary shares. | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Treasury stock at cost | Total |
In Thousands, except Share data, unless otherwise specified | Preferred Shares | Preferred Shares | ||||||
Balance at Dec. 31, 2011 | $5,000 | $11,270 | $2 | $5,668 | ($22) | ($57,980) | ($36,062) | |
Balance (in shares) at Dec. 31, 2011 | 15,000,000 | 17,522,725 | 32,198,411 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Vesting of nonvested shares (in shares) | 4,482,147 | |||||||
Share-based compensation | 2,695 | 2,695 | ||||||
Accretion for Series C convertible redeemable preferred shares | -2,971 | -2,971 | ||||||
Net loss | -4,230 | -4,230 | ||||||
Beneficial conversion feature of convertible notes | 2,096 | 2,096 | ||||||
Foreign currency translation adjustments, net of tax of nil | -8 | -8 | ||||||
Balance at Dec. 31, 2012 | 5,000 | 11,270 | 2 | 10,459 | -30 | -65,181 | -38,480 | |
Balance (in shares) at Dec. 31, 2012 | 15,000,000 | 17,522,725 | 36,680,558 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Conversion of preferred shares upon IPO | -5,000 | -11,270 | 3 | 59,359 | 43,092 | |||
Conversion of preferred shares upon IPO (in shares) | -15,000,000 | -17,522,725 | 42,174,290 | |||||
Conversion of convertible notes upon IPO | 8,000 | 8,000 | ||||||
Conversion of convertible notes upon IPO (in shares) | 2,224,610 | |||||||
Issuance of common shares upon IPO (net of offering costs of $9,883) | 2 | 70,795 | 70,797 | |||||
Issuance of common shares upon IPO (in shares) | 16,984,736 | |||||||
Vesting of nonvested shares (in shares) | 767,397 | |||||||
Exercise of share options | 193 | 193 | ||||||
Exercise of share options (in shares) | 363,400 | |||||||
Share-based compensation | 4,318 | 4,318 | ||||||
Accretion for Series C convertible redeemable preferred shares | -1,621 | -1,621 | ||||||
Net loss | -4,819 | -4,819 | ||||||
Foreign currency translation adjustments, net of tax of nil | -89 | -89 | ||||||
Balance at Dec. 31, 2013 | 7 | 153,124 | -119 | -71,621 | 81,391 | |||
Balance (in shares) at Dec. 31, 2013 | 99,194,991 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Vesting of nonvested shares (in shares) | 611,010 | |||||||
Exercise of share options | 230 | 230 | ||||||
Exercise of share options (in shares) | 548,800 | |||||||
Share-based compensation | 2,518 | 2,518 | ||||||
Repurchase of ordinary shares | -10,957 | -10,957 | ||||||
Repurchase of ordinary shares (in share) | -3,737,452 | |||||||
Net loss | -29,987 | -29,987 | ||||||
Foreign currency translation adjustments, net of tax of nil | -12 | -12 | ||||||
Balance at Dec. 31, 2014 | $7 | $155,872 | ($131) | ($101,608) | ($10,957) | $43,183 | ||
Balance (in shares) at Dec. 31, 2014 | 96,617,349 |
CONSOLIDATED_STATEMENTS_OF_CHA1
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (DEFICIT) (Parenthetical) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (DEFICIT) | |
Issuance of common shares upon IPO, offering costs | $9,883 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||
Net loss | ($29,987) | ($4,819) | ($4,230) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 1,855 | 1,361 | 1,031 |
Share-based compensation | 2,518 | 4,318 | 2,695 |
Exchange loss on offshore bank accounts | 1,556 | ||
Write-off of rental deposit | 242 | ||
Inventory write-down | 1,206 | -420 | 218 |
Amortization of debt discount | 956 | 1,140 | |
Interest on convertible notes | 413 | 744 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | -447 | 12 | -176 |
Inventories | -4,000 | -864 | -1,003 |
Prepaid expenses and other current assets | 3,639 | -1,148 | -5,807 |
Long-term deposit | -79 | -337 | -225 |
Accounts payable | 6,567 | 9,508 | 4,020 |
Advance from customers | 818 | 3,130 | 3,641 |
Accrued expenses and other current liabilities | 9,465 | 3,042 | 5,109 |
Net cash provided by (used in) operating activities | -6,889 | 15,152 | 7,399 |
Cash flows from investing activities | |||
Purchase of property and equipment | -2,576 | -2,451 | -917 |
Maturity of term deposit | 157,519 | ||
Purchase of term deposits | -84,855 | -79,958 | |
Deposit in restricted cash | -907 | -143 | -367 |
Payment for business acquisition | -1,000 | ||
Net cash (used in) provided by investing activities | 69,181 | -83,552 | -1,284 |
Cash flows from financing activities | |||
Proceeds from issuance of convertible notes | 8,000 | ||
Proceeds from exercise of share options | 230 | 193 | |
Proceeds from initial public offering | 75,030 | ||
Repurchase of ordinary shares | -10,650 | ||
Payment of professional fees related to initial public offering | -3,127 | -930 | |
Net cash provided by (used in) financing activities | -10,420 | 72,096 | 7,070 |
Net increase in cash and cash equivalents | 51,872 | 3,696 | 13,185 |
Effect of exchange rate changes on cash and cash equivalents | -259 | 77 | 1 |
Cash and cash equivalents at beginning of year | 23,745 | 19,972 | |
Cash and cash equivalents at end of year | 75,358 | 23,745 | 19,972 |
Supplemental cash flow information: | |||
Income taxes paid | -70 | -69 | -12 |
Interest paid | ($1,157) |
ORGANIZATION_AND_PRINCIPAL_ACT
ORGANIZATION AND PRINCIPAL ACTIVITIES | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
ORGANIZATION AND PRINCIPAL ACTIVITIES | |||||||||||
ORGANIZATION AND PRINCIPAL ACTIVITIES | |||||||||||
1.ORGANIZATION AND PRINCIPAL ACTIVITIES | |||||||||||
LightInTheBox Holding Co., Ltd. (the “Company”), incorporated in the Cayman Islands in March 2008 by five founding shareholders, together with its consolidated subsidiaries, variable interest entities (“VIEs”) and VIE’s subsidiary (collectively referred to the “Group”), is primarily involved in online retailing to sell and deliver products to consumers around the world. | |||||||||||
As of December 31, 2014, details of the Company’s subsidiaries, its VIEs and VIE’s subsidiary are as follows: | |||||||||||
Later of | |||||||||||
acquisition/ | Place of | Percentage of | |||||||||
Incorporation | incorporation | legal ownership | Principal activities | ||||||||
Subsidiaries | |||||||||||
Light In The Box Limited (“Light In The Box”) | June 13, 2007 | Hong Kong | 100% | Online retail | |||||||
Lanting International Holding Limited (“Lanting International”) | December 19, 2013 | Hong Kong | 100% | Investment holding | |||||||
LightInTheBox International Logistic Co., Ltd. (“LightInTheBox Logistic”) | December 3, 2010 | Hong Kong | 100% | Logistic | |||||||
LITB, Inc. | December 18, 2013 | United States | 100% | Marketing and software development and technology support | |||||||
Lightinthebox Trading(Shenzhen) Co., Ltd. (“Lanting Jishi”) | October 21, 2008 | People’s Republic of China | 100% | Online retail | |||||||
Light In The Box(Suzhou) Trading Co., Limited (“Lanting Suzhou”) | December 2, 2013 | People’s Republic of China | 100% | Online retail | |||||||
Light In The Box (Chengdu) Technology Co., Limited | November 11, 2014 | People’s Republic of China | 100% | Software development and information technology support | |||||||
LightInTheBox (UK) Limited | May 26, 2009 | United Kingdom | 100% | Inactive | |||||||
LITB Netherlands B.V. | September 22, 2014 | Netherlands | 100% | Marketing | |||||||
VIEs | |||||||||||
Shenzhen Lanting Huitong Technologies Co., Ltd. (“Lanting Huitong”) | June 24, 2008 | People’s Republic of China | Consolidated VIE | Software development and information technology support | |||||||
Beijing Lanting Gaochuang Technologies Co., Ltd. (“Lanting Gaochuang”) | December 6, 2011 | People’s Republic of China | Consolidated VIE | Software development and information technology support | |||||||
VIE’s (Lanting Huitong’s) wholly owned subsidiary | |||||||||||
Shanghai Ouku Network Technologies Co., Ltd. (“Shanghai Ouku”) | August 24, 2010 | People’s Republic of China | VIE’s subsidiary | Online retail | |||||||
History of the Group and corporate reorganization | |||||||||||
The Group commenced its operation in June 2007, with the establishment of Light In The Box in June 2007 in Hong Kong by the same five founding shareholders of the Company. Light In The Box subsequently became the Company’s subsidiary through a share for share exchange in April 2008 which has been accounted for in a manner akin to a pooling of interest as if the Company had been in existence and owned Light In The Box since June 2007. | |||||||||||
Lanting Jishi was established in October 2008 in the People’s Republic of China (the “PRC”) as a wholly owned subsidiary of Light In The Box. | |||||||||||
The VIE arrangements | |||||||||||
The PRC regulations currently limit direct foreign ownership of business entities providing value-added telecommunications services, advertising services and Internet services in the PRC where certain licenses are required for the provision of such services. To comply with these PRC regulations, the Group currently conducts certain aspects of its business in the PRC through Lanting Huitong and Lanting Gaochuang, both of which are VIEs. | |||||||||||
Lanting Huitong was established by the shareholders of the Company in June 2008 in the PRC. Through the contractual arrangements (as described below) among Lanting Jishi, Lanting Huitong and the respective shareholders of Lanting Huitong, Lanting Huitong became the Group’s VIE. | |||||||||||
In order to obtain the benefit granted to domestic enterprises that are held by Chinese nationals who have previously studied overseas, the Chief Executive Officer (“CEO”) and Lanting Huitong established Lanting Gaochuang in December 2011, each holding 51% and 49% of Lanting Gaochuang, respectively, in the China Beijing Wangjing Overseas Students Pioneer Park. | |||||||||||
Through a series of contractual arrangements (as described below) among Lanting Jishi, Lanting Gaochuang and the respective shareholders of Lanting Gaochuang, Lanting Gaochuang became the Group’s VIE. | |||||||||||
Agreements that provide Lanting Jishi effective control over Lanting Huitong and Lanting Gaochuang (collectively, the “VIEs”) | |||||||||||
Powers of Attorney: Each shareholder of the VIEs has executed a power of attorney appointing Lanting Jishi or its designee to be his or her attorney and irrevocably authorizing them to vote on his or her behalf on all of the matters concerning the VIEs that may require shareholders’ approval. The powers of attorney will be valid as long as the shareholders remain as shareholders of the VIEs. | |||||||||||
Equity disposal agreement: The agreements granted Lanting Jishi or its designated party exclusive options to purchase, when and to the extent permitted under PRC law, all or part of the equity interests in the VIEs. The exercise price for the options to purchase all or part of the equity interests will be the minimum amount of consideration permissible under the then applicable PRC law. The agreement will be valid until Lanting Jishi or its designated party purchases all the shares from shareholders of the VIEs. The equity disposal agreement will be valid until the liquidation of the VIEs, unless terminated earlier at Lanting Jishi’s sole discretion. | |||||||||||
Spousal consent letters: Pursuant to spousal consent letters, the spouses of certain shareholders of Lanting Huitong acknowledged that the equity interests of Lanting Huitong held by and registered in the name of his/her spouse will be disposed of pursuant to the equity disposal and share pledge agreements. These spouses understand that such equity interests are held by their respective spouse on behalf of Lanting Jishi, and they will not take any action to interfere with the disposition of such equity interests, including, without limitation, claiming that such equity interests constitute communal property of marriage. The spousal consent letters will be valid until the liquidation of Lanting Huitong, unless terminated earlier at Lanting Jishi’s sole discretion. | |||||||||||
Loan Agreement: Under the loan agreement entered into in December 2011 between Lanting Jishi and the CEO, Lanting Jishi extended a loan in the amount of $41 (RMB255, 000) to the CEO to be contributed as 51% of the registered capital of Lanting Gaochuang. Under this agreement, the CEO agrees that without prior written consent from Lanting Jishi, Lanting Gaochuang may not enter into any transaction that could materially affect its assets, liabilities, interests or operations, and there will be no earnings distribution in any form by Lanting Gaochuang before such loan has been repaid. This loan can only be repaid by transferring all of the CEO’s equity interest in Lanting Gaochuang to Lanting Jishi or a third party designated by Lanting Jishi, and submitting all proceeds from such transaction to Lanting Jishi. The loan agreement has a term of ten years and will be extended automatically, unless indicated otherwise by Lanting Jishi in writing three months prior to the contract expiration date. | |||||||||||
Agreements that transfer economic benefits to Lanting Jishi | |||||||||||
Business operation agreements: The shareholders of the VIEs and the VIEs agreed that the VIEs may not enter into any transaction that could materially affect the assets, liabilities, interests or operations of the VIEs, without prior written consent from Lanting Jishi or other party designated by Lanting Jishi. In addition, directors, supervisors, chairman, general managers, financial controllers or other senior managers of the VIEs must be Lanting Jishi’s nominees. Lanting Jishi is entitled to any dividend declared by the VIEs. The business operation agreement will be valid until the liquidation of the VIEs, unless terminated earlier at Lanting Jishi’s sole discretion. | |||||||||||
Exclusive technical support and consulting service agreements: Lanting Jishi agreed to provide the VIEs with technology support and consulting services. The VIEs agreed to pay a service fee annually equal to substantially all of the net income of the VIEs. The exclusive technical support and consulting service agreement will be valid until the liquidation of the VIEs, unless terminated earlier at Lanting Jishi’s sole discretion. | |||||||||||
Share pledge agreement: The shareholders of the VIEs pledged all of their respective equity interests in favor of Lanting Jishi to secure the obligations of the VIEs, and the shareholders under the VIE agreements, including the business operation agreements, and the exclusive technical support and consulting service agreements described above. If the VIEs or any of the shareholders of the VIEs breaches any of their respective contractual obligations under these agreements, Lanting Jishi, as pledgee, will be entitled to certain rights, including the right to sell the pledged equity interests. The shareholders of the VIEs agreed not to transfer, sell, pledge, dispose of or otherwise create any new encumbrance on their respective equity interests in the VIEs, without Lanting Jishi’s prior written consent. Unless terminated at Lanting Jishi’s sole discretion, each share pledge agreement will be valid till the completion of all the contractual obligations of the VIEs, or any of the shareholders of the VIEs under the various agreements, including the business operation agreements, the technical support and consulting service agreements and equity disposal agreements. | |||||||||||
Since the Company, through Lanting Jishi, its wholly owned subsidiary, has (1) the power to direct the activities of Lanting Huitong and Lanting Gaochuang that most significantly affect their economic performance and (2) the right to receive the benefits from them, the Company is the primary beneficiary of both entities and has consolidated them as VIEs since their respective inceptions. | |||||||||||
Risks in relation to VIE structure | |||||||||||
The Group believes that Lanting Jishi’s contractual arrangements with the VIEs are in compliance with the PRC law and are legally enforceable. The shareholders of the VIEs are also shareholders of the Company and therefore have no current interest in seeking to act contrary to the contractual arrangements. However, uncertainties in the PRC legal system could limit the Group’s ability to enforce these contractual arrangements and if the shareholders of the VIEs were to reduce their interest in the Company, their interests may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms, for example by influencing the VIEs not to pay the service fees when required to do so. The Company’s ability to control the VIEs also depends on the power of attorney Lanting Jishi has to vote on all matters requiring shareholder approval in the VIEs. As noted above, the Company believes this power of attorney is legally enforceable but may not be as effective as direct equity ownership. | |||||||||||
In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the PRC government could: | |||||||||||
· | revoke the Group’s business and operating licenses; | ||||||||||
· | require the Group to discontinue or restrict operations; | ||||||||||
· | restrict the Group’s right to collect revenues; | ||||||||||
· | block the Group’s websites; | ||||||||||
· | revoke the benefits provided by the Wangjing Pioneer Park; | ||||||||||
· | require the Group to restructure the operations in such a way as to compel the Group to establish a new enterprise, re-apply for the necessary licenses or relocate their businesses, staff and assets; | ||||||||||
· | impose additional conditions or requirements with which the Group may not be able to comply; or | ||||||||||
· | take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business. | ||||||||||
The imposition of any of these penalties may result in a material and adverse effect on the Group’s ability to conduct the Group’s business. In addition, if the imposition of any of these penalties causes the Group to lose the rights to direct the activities of the VIEs and its subsidiaries or the right to receive their economic benefits, the Group would possibly no longer be able to consolidate the VIEs. | |||||||||||
The following consolidated financial information of the Group’s VIEs and their subsidiaries was included in the accompanying consolidated financial statements as of and for the years ended, after elimination of intercompany balances and transactions within the Group: | |||||||||||
As of | As of | ||||||||||
December 31, | December 31, | ||||||||||
2013 | 2014 | ||||||||||
Total assets | $ | 2,042 | $ | 2,988 | |||||||
Total liabilities | $ | 1,489 | $ | 2,274 | |||||||
Year ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Net revenues | $ | 2,743 | $ | 300 | $ | 58 | |||||
Net loss | $ | (204 | ) | $ | (179 | ) | $ | (725 | ) | ||
Year ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Net cash provided by operating activities | $ | 200 | $ | 647 | $ | 769 | |||||
Net cash used in investing activities | $ | (298 | ) | $ | (798 | ) | $ | (895 | ) | ||
There are no consolidated VIEs’ assets that are collateral for the VIEs’ obligations and can only be used to settle the VIEs’ obligations. | |||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | |||
Dec. 31, 2014 | ||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Basis of presentation | ||||
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | ||||
Basis of consolidation | ||||
The consolidated financial statements include the financial statements of the Company, its subsidiaries, its VIEs and VIE’s subsidiary. All inter-company transactions and balances are eliminated upon consolidation. | ||||
Use of estimates | ||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the reported amount of revenues and expenses in the financial statements and accompanying notes. Actual results may differ from these estimates. The Group bases its estimates on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Significant accounting estimates reflected in the Group’s financial statements include revenue recognition, inventory valuation, impairment of goodwill and intangible assets, fair value of ordinary shares, share-based compensation and income taxes. | ||||
Cash and cash equivalents | ||||
Cash and cash equivalents consist of cash on hand, demand deposits with financial institutions and term deposits with an original maturity of three months or less. | ||||
Term deposit | ||||
Term deposit with an original maturity of greater than three months and less than one year is classified as held-to-maturity investments and carried at amortized cost. The term deposits mature within one year and are subject to penalty for early withdrawal before their maturity. | ||||
Restricted cash | ||||
Restricted cash consists of cash which is held under the Group’s name in an escrow account as deposits withheld by third party payment processing agencies and the deposits fluctuate with the volume of payment processed. | ||||
Accounts receivable | ||||
Accounts receivable represents cash collected by the delivery service providers on behalf of the Group, as a result of completed sales transactions in the PRC under cash-on-delivery terms, and has not been remitted back to the Group. As of December 31, 2013 and 2014, there was no allowance for doubtful accounts due to the nature of the receivables which is cash collected from customers and in-transit to the Group. | ||||
Inventories | ||||
Inventories are accounted for using the first-in-first-out method, and are valued at the lower of cost or market value. Adjustments are recorded to write down the cost of inventory to the estimated market value due to slow-moving merchandise and broken assortments, which is dependent upon factors such as historical trends with similar merchandise, inventory aging, and historical and forecasted consumer demand. Write downs are recorded in cost of goods sold in the consolidated statements of operations. | ||||
Property and equipment, net | ||||
Property and equipment, net is stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives: | ||||
Useful lives | ||||
Leasehold improvements | Lesser of the lease term or estimated useful life of the assets | |||
Furniture, fixtures and office equipment | 5 years | |||
Software and IT equipment | 3 years | |||
Acquired intangible assets, net | ||||
Intangible assets, other than goodwill, resulting from the acquisitions of entities accounted for using the acquisition method of accounting are estimated by management based on the fair value of assets acquired. | ||||
Identifiable intangible assets are carried at cost less accumulated amortization. Amortization of technology and members are computed using the straight-line method over the estimated useful lives. | ||||
Useful lives | ||||
Domain name/Tradename | Indefinite life | |||
Technology | 3 Years | |||
Members | 4 Years | |||
Impairment of long-lived assets and intangible assets with definite life | ||||
Long-lived assets, such as property and equipment and definite-lived intangible assets, are stated at cost less accumulated depreciation or amortization. | ||||
The Group evaluates the recoverability of long-lived assets, including identifiable intangible assets, with determinable useful lives, whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The Group measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows associated with it. Impairment exists when the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Group to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. | ||||
Impairment of Goodwill and Indefinite-lived intangible assets | ||||
Goodwill and intangible assets deemed to have indefinite useful lives are not amortized, but tested for impairment annually or more frequently if event and circumstances indicate that they might be impaired. | ||||
Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. The Group performs a two-step goodwill impairment test. The first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill is not considered impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of the affected reporting unit’s goodwill to the carrying value of that goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. This allocation process is only performed for purposes of evaluating goodwill impairment and does not result in an entry to adjust the value of any assets or liabilities. An impairment loss is recognized for any excess in the carrying value of goodwill over the implied fair value of goodwill. In estimating the fair value of each reporting unit the Group estimates the future cash flows of each reporting unit, the Group has taken into consideration the overall and industry economic conditions and trends, market risk of the Group and historical information. | ||||
An intangible asset that is not subject to amortization is tested for impairment at least annually or if events or changes in circumstances indicate that the asset might be impaired. Such impairment test compares the fair values of assets with their carrying value amounts and an impairment loss is recognized if and when the carrying amounts exceed the fair values. The estimates of fair values of intangible assets not subject to amortization are determined using various discounted cash flow valuation methodologies. Significant assumptions are inherent in this process, including estimates of discount rates. | ||||
Business combinations | ||||
The assets acquired, the liabilities assumed, and any noncontrolling interest of the acquiree at the acquisition date, if any, are measured at their fair values as of that date. Goodwill is recognized and measured as the excess of the total consideration transferred plus the fair value of any noncontrolling interest of the acquiree, if any, at the acquisition date over the fair values of the identifiable net assets acquired. Acquisition costs are expensed when incurred. Consideration transferred in a business acquisition is measured at the fair value as of the date of acquisition. For shares issued in a business combination, if any, the Group estimates the fair value as of the date of acquisition. | ||||
Treasury stock | ||||
Treasury stock represents shares of the Company’s stock that have been issued, repurchased by the Company, and that have not been retired or canceled. These shares have no voting rights and are not entitled to receive dividends and excluded from the weighted average outstanding shares in calculation of net income per share. Treasury stock is recorded at cost. | ||||
Revenue recognition | ||||
Revenue is stated net of value added tax (“VAT”) and return allowances. | ||||
The Group recognizes revenue from the sale of apparel, other general merchandise through its websites and other online platforms. | ||||
The Group recognizes revenue when the following four revenue recognition criteria are met: | ||||
(i) persuasive evidence of an arrangement exists, (ii) delivery has occurred, (iii) the selling price is fixed or determinable, and (iv) collectability is reasonably assured. | ||||
The Group defers the recognition of revenue and the related product costs for shipments that are in-transit to the customer. Payments received in advance of delivery are classified as advances from customers. The Group recognizes the revenue at the time the end customers receive the products. Amounts collected by delivery service providers but not remitted to the Group are classified as accounts receivable on the consolidated balance sheets. | ||||
Certain employees of the Group register in supplemental online outlets under their own name as these websites require registration using identity cards of individuals to sell the Group’s product on behalf of the Group. The Group has contractual arrangements with these employees which require them to transfer customers’ payments received to the Group for the sale of the products. The Group evaluates the sales transactions performed by these employees on behalf of the Group to determine whether to recognize the revenues on a gross or net basis. The determination is based upon an assessment as to whether the Group acts as a principal or agent when selling the products. All of the revenues involving employees performing sales transactions on the supplemental online outlets on behalf of the Group are currently accounted for on a gross basis since the Group is the primary obligor, has general and physical inventory risk, latitude in establishing prices, discretion in supplier selection and credit risks. | ||||
In arrangements whereby certain suppliers place the products at the Group’s premises, the risk and rewards of ownership of the products passed to the Group upon confirmation of orders by the Group’s customers. All of the revenues involving these arrangement are accounted for on a gross basis since the Group is the primary obligor, has physical inventory risk, takes legal title to the inventory when the orders are placed by end customers, latitude in establishing prices, discretion in supplier selection and credit risks. | ||||
The Group periodically provides incentive offers to its customers to encourage purchases. Current discount offers, when accepted by its customers, are treated as a reduction to the purchase price of the related transaction and are included as a net amount in revenue. The Group also provides discount reward, which may only be used in the future, to customers who have made a current purchase. As the right of receiving future discount does not represent a significant and incremental discount to the customer, the discount is treated as a reduction of revenue when the future transaction takes place. | ||||
The Group established a membership program whereby a registered member earns certain points for visiting one of the Group’s websites. Points could only be redeemed in connection with a future purchase. Such points, when redeemed, were charged as costs of sales at the time of future purchase. Since the points were earned not based on past sales transactions, no accrual was made at the time when earned by the registered members. | ||||
Promotional free products, which cannot be redeemed for cash are normally shipped together with current qualified sales. Cost of these promotional items or free products are recorded as cost of sales when the revenue of the current qualified sales is recognized. | ||||
The Group allows customers to return goods within a period of time subsequent to the delivery of the goods purchased. The return period is 30 days after delivery. The Group estimates return allowance based on historical experience. The estimation of return allowances is adjusted to the extent that actual returns differ, or are expected to differ. Changes in the estimated return allowance are recognized through a cumulative catch-up adjustment in the period of change and will impact the amount of net revenues in that period. | ||||
Outbound shipping charges to customers are included as a part of the revenues. Outbound shipping-related costs are included in the cost of goods sold. Shipping costs incurred for sales of products and recognized as cost of goods sold were $40,694, $63,917 and $94,509 for the years ended December 31, 2012, 2013 and 2014 respectively. | ||||
VAT on sales is calculated at 17% on revenue from sale of products in the PRC and paid after deducting input-VAT on purchases. The net VAT balance between input-VAT and output-VAT is reflected in the accounts under prepaid expenses and other current assets or accrued expenses and other current liabilities. | ||||
Cost of goods sold | ||||
Cost of sales primarily consists of the purchase price of consumer products sold by the Group on its websites, inbound and outbound shipping charges, packaging supplies and inventory write-down. Shipping charges to receive products from its suppliers are included in inventory cost, and recognized as cost of sales upon sale of products to its customers. | ||||
Fulfillment | ||||
Fulfillment costs represent those costs incurred in operating and staffing the Group’s fulfillment and customer service centers, including costs attributable to buying, receiving, inspecting, and warehousing inventories; picking, packaging, and preparing customer orders for shipment; payment processing and related transaction costs. | ||||
Selling and marketing | ||||
Selling and marketing expenses consist primarily of search engine marketing and advertising, affiliate market program expenditure, public relations expenditures; and payroll and related expenses for personnel engaged in selling, marketing and business development. The Group pays to use certain relevant key words relating to its business on major search engines and the fee is on a “cost-per-click” basis. The Group also pays commissions to participants in its affiliate program when customer referrals result in product sales, and the Group classifies such costs as selling and marketing expenses in the consolidated statements of operations. Advertising includes fees paid to on-line advertisers who assist the Group to advertise at targeted websites. Such fees are paid at fixed rate or calculated based on volume directed to the Group’s website. | ||||
General and administrative | ||||
General and administrative expenses consist of payroll and related expenses for employees involved in general corporate functions such as accounting, finance, tax, legal, and human resources; costs associated with the use by these functions of facilities and equipment, such as depreciation expense and rent; professional fees and other general corporate costs. Also included in general and administrative expenses are payroll and related expenses for employees involved in product research and development, and systems support, as well as server charges and costs associated with telecommunications. | ||||
General and administrative expenses also include credit losses relating to fraudulent credit card activities which resulted in chargebacks from the payment processing agencies. The Group estimates chargebacks based on historical experience. The estimation of chargebacks is adjusted to the extent that actual chargebacks differ, or are expected to differ. Changes in estimated chargebacks are recognized through a cumulative catch-up adjustment in the period of change and will impact the amount of general and administrative expenses in that period. | ||||
Fair value | ||||
Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. | ||||
Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: | ||||
· | Level 1-inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. | |||
· | Level 2-inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |||
· | Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. | |||
Financial instruments | ||||
Financial instruments of the Group primarily consist of cash and cash equivalents, term deposit, restricted cash, receivable from processing agencies, accounts payable. The carrying values of cash, term deposit, restricted cash, receivable from processing agencies and accounts payable approximate their fair values due to short-term maturities. | ||||
Foreign currency translation | ||||
The functional currency of the Company, Light In The Box, Lanting International, LightInTheBox Logistic, LITB, Inc., LightInTheBox (UK) Limited and LITB Netherlands B.V. is the United States dollar (“U.S. dollar”). The financial records of the Group’s subsidiaries and VIE entities located in the PRC are maintained in their local currencies, the Renminbi (“RMB”), which are also the functional currencies of these entities. | ||||
Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange ruling at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the consolidated statements of operations. | ||||
The Group’s entities with functional currency of RMB, translate their operating results and financial position into the U.S. dollar, the Group’s reporting currency. Assets and liabilities are translated using the exchange rates in effect on the balance sheet date. Revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive loss. | ||||
Income taxes | ||||
Deferred income taxes are provided using the asset and liability method. Under this method, deferred income taxes are recognized for tax credits and net operating losses available for carry forwards and significant temporary differences. Deferred tax assets and liabilities are classified as current or non-current based upon the classification of the related asset or liability in the financial statements or the expected timing of their reversal if they do not relate to a specific asset or liability. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered more likely than not that some portion of, or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws and regulations applicable to the Group as enacted by the relevant tax authorities. | ||||
The impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. The Group did not recognize any income tax due to uncertain tax position or incur any interest and penalties related to potential underpaid income tax expenses for the years ended December 31, 2012, 2013 or 2014, respectively. | ||||
Comprehensive loss | ||||
Comprehensive loss includes net loss and foreign currency translation adjustments and is reported in the consolidated statements of comprehensive loss. | ||||
Share-based compensation | ||||
Share-based payment transactions with employees, such as share options are measured based on the grant date fair value of the equity instrument. The Group has elected to recognize compensation expense using the straight-line method for all employee equity awards granted with graded vesting provided that the amount of compensation cost recognized at any date is at least equal to the portion of the grant-date value of the options that are vested at that date, over the requisite service period of the award, which is generally the vesting period of the award. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of share-based compensation expense to be recognized in future periods. | ||||
Operating leases | ||||
Leases where the rewards and risks of ownership of assets primarily remain with the lessor are accounted for as operating leases. Some of operating lease agreements of the Group contain provisions for future rent increases, rent free periods, or periods in which rent payments are reduced (abated). The total amount of rental payments due over the lease term is being charged to rent expense on the straight-line method over the term of the lease. The difference between rent expense recorded and the amount paid is credited or charged to other accrued expenses, which is included in “Accrued expenses and other current liabilities” in the accompanying consolidated balance sheets. | ||||
Loss per share | ||||
Basic loss per ordinary share is computed by dividing net loss attributable to ordinary shareholders by weighted average number of ordinary shares outstanding during the period. | ||||
The Group’s Series A convertible preferred shares, Series B convertible preferred shares and Series C convertible redeemable preferred shares are participating securities as the preferred shares participate in undistributed earnings on an as-if-converted basis. Nonvested shares are also participating securities as they enjoy identical dividend rights as ordinary shares. Accordingly, the Group uses the two-class method whereby undistributed net income is allocated on a pro rata basis to each participating share to the extent that each class may share in income for the period. Undistributed net loss is not allocated to preferred shares because they are not contractually obligated to participate in the loss allocated to the ordinary and nonvested shares. | ||||
Diluted loss per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible preferred shares, convertible redeemable preferred shares, stock options, nonvested shares and convertible notes, which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted income per share, the effect of the convertible preferred shares, convertible redeemable preferred shares and convertible notes is computed using the as-if-converted method; and the effect of the stock options and nonvested shares is computed using the treasury stock method. | ||||
Significant risks and uncertainties | ||||
The Group participates in an industry with rapid changes in regulations, customer demand and competition and believes that changes in any of the following areas could have a material adverse effect on the Group’s future financial position, results of operations, or cash flows: advances and trends in e-commerce industry; changes in certain supplier and vendor relationships; regulatory or other PRC related factors; and risks associated with the Group’s ability to keep and increase the market coverage. | ||||
Concentration of credit risk | ||||
Financial instruments that potentially expose the Group to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable and advances to suppliers. The Group places its cash and cash equivalents with financial institutions located in the Cayman Islands, the PRC and Hong Kong. Accounts receivable primarily comprise amounts receivable from product delivery service providers. These amounts are collected from customers by the service providers upon product delivery. With respect to advances to product suppliers, the Group performs on-going credit evaluations of the financial condition of its suppliers. | ||||
Foreign currency risk | ||||
The RMB is not a freely convertible currency. The PRC State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into foreign currencies. The value of the RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China foreign exchange trading system market. The Group’s cash and cash equivalents denominated in RMB amounted to $683, $56,602 and $48,144 at December 31, 2012, 2013 and 2014, respectively. | ||||
Recent accounting pronouncements | ||||
In May 2014, the FASB issued a new pronouncement which affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This accounting standard updates (“ASU”) will supersede the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition—Construction-Type and Production-Type Contracts. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of Topic 360, Property, Plant, and Equipment, and intangible assets within the scope of Topic 350, Intangibles—Goodwill and Other) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. | ||||
The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: | ||||
· | Step 1: Identify the contract(s) with a customer. | |||
· | Step 2: Identify the performance obligations in the contract. | |||
· | Step 3: Determine the transaction price. | |||
· | Step 4: Allocate the transaction price to the performance obligations in the contract. | |||
· | Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. | |||
For a public entity, the amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. | ||||
An entity should apply the amendments in this ASU using one of the following two methods: | ||||
1. Retrospectively to each prior reporting period presented and the entity may elect any of the following practical expedients: | ||||
· | For completed contracts, an entity need not restate contracts that begin and end within the same annual reporting period. | |||
· | For completed contracts that have variable consideration, an entity may use the transaction price at the date the contract was completed rather than estimating variable consideration amounts in the comparative reporting periods. | |||
· | For all reporting periods presented before the date of initial application, an entity need not disclose the amount of the transaction price allocated to remaining performance obligations and an explanation of when the entity expects to recognize that amount as revenue. | |||
2. Retrospectively with the cumulative effect of initially applying this ASU recognized at the date of initial application. If an entity elects this transition method it also should provide the additional disclosures in reporting periods that include the date of initial application of: | ||||
· | The amount by which each financial statement line item is affected in the current reporting period by the application of this ASU as compared to the guidance that was in effect before the change. | |||
· | An explanation of the reasons for significant changes. | |||
The Company is currently evaluating the impact on its consolidated financial statements of adopting this guidance | ||||
In June 2014, the FASB issued a new pronouncement which requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718, Compensation — Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. | ||||
The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Group does not expect the adoption of this guidance will have a significant effect on its consolidated financial statements. | ||||
In August, 2014, the FASB issued a new pronouncement which provides guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements. Further, an entity must provide certain disclosures if there is “substantial doubt about the entity’s ability to continue as a going concern.” The new standard is effective for fiscal years ending after December 15, 2016. The Group does not expect the adoption of this guidance will have a significant effect on its consolidated financial statements. | ||||
PREPAID_EXPENSES_AND_OTHER_CUR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||||||||
PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||||||||
3.PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||||||||
Components of other current assets which are included in the prepaid expenses and other current assets are as follows: | ||||||||
As of December 31, | ||||||||
2013 | 2014 | |||||||
Receivable from processing agencies (1) | $ | 4,659 | $ | 2,332 | ||||
Prepayment to suppliers | 1,525 | 1,166 | ||||||
Interest receivable | 721 | 297 | ||||||
Option exercise receivable | 663 | 130 | ||||||
Rental deposits and prepaid rents | 339 | 414 | ||||||
Staff advance | 104 | 24 | ||||||
Others | 879 | 826 | ||||||
Total | $ | 8,890 | $ | 5,189 | ||||
-1 | Receivables from processing agencies represented cash that had been received from customers but held by the processing agencies as of December 31, 2013 and 2014. The receivables were collected by the Group subsequent to the respective period end. | |||||||
PROPERTY_AND_EQUIPMENT_NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
PROPERTY AND EQUIPMENT, NET | ||||||||
PROPERTY AND EQUIPMENT, NET | ||||||||
4.PROPERTY AND EQUIPMENT, NET | ||||||||
The components of property and equipment are as follows: | ||||||||
As of December 31, | ||||||||
2013 | 2014 | |||||||
Leasehold improvements | $ | 3,043 | $ | 3,723 | ||||
Furniture, fixtures and office equipment | 1,817 | 2,431 | ||||||
Software and IT equipment | 2,099 | 3,059 | ||||||
Property and equipment, gross | 6,959 | 9,213 | ||||||
Less: Accumulated depreciation | (3,957 | ) | (5,549 | ) | ||||
Property and equipment, net | $ | 3,002 | $ | 3,664 | ||||
Depreciation expenses incurred for the years ended December 31, 2012, 2013 and 2014 are $1,031, $1,361and $1,838, respectively. | ||||||||
GOODWILL
GOODWILL | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
GOODWILL | ||||||||
GOODWILL | ||||||||
5.GOODWILL | ||||||||
On December 31, 2013, the Group acquired the fashion-focused site business from Ador Inc. The acquired assets were recorded at fair value at the date of acquisition, including net working capital of $44, goodwill of $690 and other intangible assets of $266. | ||||||||
The changes in the carrying amount of goodwill for the years ended December 31, 2013 and 2014 were as follows: | ||||||||
2013 | 2014 | |||||||
Ador | Ador | |||||||
Beginning balance | $ | — | $ | 690 | ||||
Charge for the year | 690 | — | ||||||
Ending balance | 690 | $ | 690 | |||||
ACQUIRED_INTANGIBLE_ASSETS_NET
ACQUIRED INTANGIBLE ASSETS, NET | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
ACQUIRED INTANGIBLE ASSETS, NET | ||||||||||||||||||||||||||
ACQUIRED INTANGIBLE ASSETS, NET | ||||||||||||||||||||||||||
7.ACQUIRED INTANGIBLE ASSETS, NET | ||||||||||||||||||||||||||
The Group’s intangible assets, presented in the following table, arose from the acquisition of Shanghai Ouku on May 24, 2010 and the acquisition of the fashion-focused site business from Ador Inc. on December 31, 2013. | ||||||||||||||||||||||||||
December 31, 2013 | December 31, 2014 | |||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||||
carrying | Accumulated | impairment | carrying | carrying | Accumulated | impairment | carrying | |||||||||||||||||||
amount | amortization | loss | amount | amount | amortization | loss | amount | |||||||||||||||||||
Intangible assets not subject to amortization: | ||||||||||||||||||||||||||
Trademark/Domain Name | $ | 1,220 | $ | — | $ | (1,010 | ) | $ | 210 | $ | 1,220 | $ | — | $ | (1,010 | ) | $ | 210 | ||||||||
Intangible assets subject to amortization: | ||||||||||||||||||||||||||
- Technology Platform | 90 | (90 | ) | — | — | 90 | (90 | ) | — | — | ||||||||||||||||
- Non-compete Agreement | 9 | (7 | ) | (2 | ) | — | 9 | (7 | ) | (2 | ) | — | ||||||||||||||
- Customer Base | 32 | (22 | ) | (10 | ) | — | 32 | (22 | ) | (10 | ) | — | ||||||||||||||
- Technology | 36 | — | — | 36 | 36 | (12 | ) | — | 24 | |||||||||||||||||
- Members | 20 | — | — | 20 | 20 | (5 | ) | — | 15 | |||||||||||||||||
$ | 1,407 | $ | (119 | ) | $ | (1,022 | ) | $ | 266 | $ | 1,407 | $ | (136 | ) | $ | (1,022 | ) | $ | 249 | |||||||
The amortization expenses incurred for the years ended December 31, 2012, 2013 and 2014 were nil, nil and $17, respectively. The Group expects to record amortization expenses of $17, $17, $5 and nil for the years ended December 31, 2015, 2016, 2017, and 2018, respectively. | ||||||||||||||||||||||||||
ACCRUED_EXPENSES_AND_OTHER_CUR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||||||||
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||||||||
8.ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||||||||
As of December 31, | ||||||||
2013 | 2014 | |||||||
Accrued payroll and staff welfare | $ | 9,147 | $ | 13,154 | ||||
Individual income tax withheld | 875 | 621 | ||||||
VAT payable | 152 | 327 | ||||||
Accrued professional fees | 1,950 | 2,284 | ||||||
Accrued advertising fees | 1,004 | 5,343 | ||||||
Credit card processing charges | 401 | 449 | ||||||
Accrued sales return (1) | 751 | 1,417 | ||||||
Other accrued expenses | 1,280 | 1,474 | ||||||
Total | $ | 15,560 | $ | 25,069 | ||||
-1 | Accrued sales return represents the estimated sales return at the end of each of the respective years, and assumes products returned will have no value to the Group. Movements during the respective years are as follows: | |||||||
2013 | 2014 | |||||||
Balance at January 1 | $ | 116 | $ | 751 | ||||
Allowance for sales return made in the year | 9,897 | 14,418 | ||||||
Utilization of accrued sales return | (9,262 | ) | (13,752 | ) | ||||
Balance at December 31 | $ | 751 | $ | 1,417 | ||||
ORDINARY_SHARES
ORDINARY SHARES | 12 Months Ended |
Dec. 31, 2014 | |
ORDINARY SHARES | |
ORDINARY SHARES | |
9.ORDINARY SHARES | |
In June 2013, the Company completed its IPO of ADSs on the New York Stock Exchange with a total issuance of 8,492,368 ADSs at issuing price of $9.5 per ADS. Each ADS represents two ordinary shares of the Company. As such, the total ADSs represent 16,984,736 ordinary shares. Total net proceeds received were $75,030 from the IPO and the concurrent private placements, net of offering costs of $4,235. | |
In December 2013, the board of directors approved the Company to repurchase up to $20,000 of its own outstanding ADSs within one year from December 2013. Pursuant to the share repurchase plan, the Company repurchased 1,868,726 ADSs as of December 31, 2014, representing 3,737,452 ordinary shares, with a total consideration of approximately $10,957. The shares repurchased by the Company were accounted for at cost as treasury stock. | |
SHARE_OPTIONS
SHARE OPTIONS | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
SHARE OPTIONS | ||||||||||||
SHARE OPTIONS | ||||||||||||
10.SHARE OPTIONS | ||||||||||||
On October 27, 2008, the Company adopted the 2008 Share Incentive Option Plan (“2008 Plan”) for the granting of share options to employees to reward them for services provided to the Company and to provide incentives for future services. Pursuant to the 2008 Plan, total shares that the 2008 Plan was authorized to grant were 4,444,444 shares. In May 2014, the Company authorized the issuance of an additional 6,900,000 ordinary shares to support the Company’s business expansion and recruiting plans. The majority of the options will vest over four years where 25% of the options will vest at the end of the first year after the grant date through the fourth year. The share options expire 10 years from the date of grant. | ||||||||||||
In 2011, the Company granted 484,000 share options under the 2008 Plan to employees at exercise prices ranged from $0.96 to $4.29 per share, respectively. These share options vest over a period ranged from three to four years. | ||||||||||||
In 2013, the Company granted 307,250 share options under the 2008 Plan to employees at exercise price of $4.75 per share. These share options vest over a period ranged from three to four years. | ||||||||||||
In 2014, the Company granted 1,797,300 share options under the 2008 Plan to employees at exercise prices ranged from $1.84 to $3.26 per share. These share options vest over a period ranged from three to four years. | ||||||||||||
The fair value of each option granted was estimated on the date of grant using binomial option pricing model with the following assumptions during the applicable periods: | ||||||||||||
2013 | 2014 | |||||||||||
Risk-free interest rate | 3.06%-3.83% | 3.75%-4.05% | ||||||||||
Exercise multiple | 2-2.8 | 2.2-2.8 | ||||||||||
Expected volatility | 56%-60% | 57.09%-63.88% | ||||||||||
Expected dividend yield | 0% | 0% | ||||||||||
Fair value of ordinary shares | $4.75-$4.97 | $2.53-$3.26 | ||||||||||
(1)Risk-free interest rate | ||||||||||||
Risk-free interest rate was estimated based on the yield to maturity of China international government bonds with a maturity period close to the contractual term of the options. | ||||||||||||
(2)Exercise multiple | ||||||||||||
Exercise multiple represents the value of the underlying share as a multiple of exercise price of the option which, if achieved, results in exercise of the option. | ||||||||||||
(3)Volatility | ||||||||||||
The volatility of the underlying ordinary shares during the life of the options was estimated based on the historical stock price volatility of comparable listed companies over a period comparable to the contractual term of the options. | ||||||||||||
(4)Dividend yield | ||||||||||||
The dividend yield was estimated by the Group based on its expected dividend policy over the contractual term of the options. | ||||||||||||
(5)Fair value of underlying ordinary shares | ||||||||||||
Before the Company’s IPO, the estimated fair value of the ordinary shares underlying the options as of the respective grant dates was determined based on a retrospective valuation. When estimating the fair value of the ordinary shares on the grant dates, management has considered a number of factors, including the result of the third-party appraisals prepared by independent valuation firms, and equity transactions of the Company. | ||||||||||||
After the Company’s IPO, the fair value of the underlying ordinary shares is determined based on the closing market price of the ADS of the Company as of the grant date. | ||||||||||||
A summary of the stock option activity under the 2008 Plan as of December 31, 2014, and changes during the year then ended is presented below: | ||||||||||||
Weighted average | ||||||||||||
exercise price | ||||||||||||
Options granted | per option | |||||||||||
Outstanding at January 1, 2014 | 1,562,850 | $ | 1.71 | |||||||||
Granted | 1,797,300 | $ | 2.53 | |||||||||
Exercised | (548,800 | ) | $ | 0.37 | ||||||||
Forfeited | (305,050 | ) | $ | 3.87 | ||||||||
Outstanding at December 31, 2014 | 2,506,300 | $ | 2.35 | |||||||||
The following table summarizes information regarding the share options granted as of December 31, 2014: | ||||||||||||
As of December 31, 2014 | ||||||||||||
Weighted- | ||||||||||||
Weighted- | average remaining | |||||||||||
average exercise | contractual | Aggregate | ||||||||||
Options Number | price per option | life (years) | intrinsic value | |||||||||
Options | ||||||||||||
Outstanding | 2,506,300 | $ | 2.35 | 8.26 | $ | 2,712 | ||||||
Exercisable | 669,238 | $ | 0.67 | 8.26 | $ | 1,559 | ||||||
Expected to vest | 1,469,650 | $ | 2.69 | 9.35 | $ | 922 | ||||||
The total intrinsic value of options exercised during the years ended December 31, 2012, 2013 and 2014 were nil, $1,235, and $119, respectively. | ||||||||||||
The weighted average grant date fair value of options granted during the years ended December 31, 2013 and 2014 was $2.45 and $1.42, respectively. | ||||||||||||
For the years ended December 31, 2012, 2013 and 2014, the Group recorded share-based compensation expense of $216, $280 and $291 related to the options under the 2008 Plan, respectively. As of December 31, 2014, there was $1,054 of unrecognized compensation cost related to the options, which is expected to be recognized over a weighted-average period of 3.2 years. | ||||||||||||
NONVESTED_SHARES
NONVESTED SHARES | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
NONVESTED SHARES | |||||||||||
NONVESTED SHARES | |||||||||||
11.NONVESTED SHARES | |||||||||||
Nonvested shares granted to employees under the 2008 Plan | |||||||||||
In 2011, the Company granted 1,820,010 nonvested shares to certain employees. These nonvested shares vest over a four year period from the date of the grant. | |||||||||||
In 2013, the Company granted 711,571 nonvested shares to certain officers and employees. These nonvested shares vest over a period ranged from two to four years. | |||||||||||
In 2014, the Company granted 2,800,300 nonvested shares to certain officers and employees. These nonvested shares vest over a period ranged from three to four years. | |||||||||||
The holders of the nonvested shares are entitled to voting rights, but shall not be entitled to dividends before vesting. | |||||||||||
Nonvested shares granted to employees under the 2008 Plan - continued | |||||||||||
The following table summarizes information regarding the nonvested shares granted and vested: | |||||||||||
Weighted average | |||||||||||
grant date | |||||||||||
Number of Shares | fair value | ||||||||||
Outstanding at January 1, 2014 | 995,202 | $ | 4.52 | ||||||||
Granted | 2,800,300 | $ | 2.54 | ||||||||
Forfeited | (601,155 | ) | $ | 3.47 | |||||||
Vested | (611,010 | ) | $ | 3.88 | |||||||
Outstanding at December 31, 2014 | 2,583,337 | $ | 2.58 | ||||||||
The total fair value of shares vested during the years ended December 31, 2012, 2013 and 2014, was 19,318, 3,453, and 2,123 respectively. | |||||||||||
For the years ended December 31, 2012, 2013 and 2014, the Group recorded share-based compensation expenses of $2,479, $4,038 and $2,227 related to the nonvested shares, respectively. As of December 31, 2014, there was $2,286 of unrecognized compensation costs related to nonvested shares, which are expected to be recognized over a weighted-average period of 3.47 years. | |||||||||||
Total share-based compensation expenses for the years ended December 31, 2012, 2013 and 2014 were as follows: | |||||||||||
Year ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Fulfillment | $ | 10 | $ | 9 | $ | 46 | |||||
Selling and marketing | 117 | 134 | 231 | ||||||||
General and administrative | 2,568 | 4,175 | 2,241 | ||||||||
Total | $ | 2,695 | $ | 4,318 | $ | 2,518 | |||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
INCOME TAXES | |||||||||||
INCOME TAXES | |||||||||||
12.INCOME TAXES | |||||||||||
Cayman Islands | |||||||||||
The Company is a tax-exempted company incorporated in the Cayman Islands and is not subject to tax on income or capital gains. | |||||||||||
Hong Kong | |||||||||||
Light In The Box, Lanting International and LightInTheBox Logistic are located in Hong Kong and subject to Hong Kong profits tax at 16.5% with respect to the profit generated from Hong Kong. | |||||||||||
PRC | |||||||||||
Except Lanting Huitong and Lanting Gaochuang, other entities of the Group domiciled in the PRC are subject to 25% statutory income tax rates in accordance with the Enterprise Income Tax Law (“EIT Law”) in the periods presented. Lanting Huitong qualified as a “software enterprise” and therefore enjoyed a two-year income tax exemption starting from 2010, the first profit making year, followed by a reduced tax rate of 12.5% for the subsequent three years. Lanting Gaochuang qualified as a “software enterprise” in 2012 and therefore is entitled to a two-year income tax exemption starting from 2013, its first profit making year, followed by a reduced tax rate of 12.5% for the subsequent three years. | |||||||||||
For the years ended December 31, 2012, 2013 and 2014, income tax expense included in the consolidated statements of operations were attributable to the Group’s PRC subsidiary and VIEs and comprised current tax expense $19, $69 and $70, respectively. There was no material deferred tax expense for the years ended December 31, 2012, 2013 and 2014. | |||||||||||
The principal components of the deferred tax assets and liabilities are as follows: | |||||||||||
As of December 31, | |||||||||||
2013 | 2014 | ||||||||||
Current deferred tax assets: | |||||||||||
Accrued payroll | $ | 638 | $ | 2,885 | |||||||
Accrued expenses | 45 | 214 | |||||||||
Accrued inventory provision | — | 132 | |||||||||
Less: Valuation allowance | (683 | ) | (3,231 | ) | |||||||
Current deferred tax assets, net | — | — | |||||||||
Non-current deferred tax asset: | |||||||||||
Net operating loss carry forwards | 7,959 | 10,476 | |||||||||
Less: Valuation allowance | (7,959 | ) | (10,476 | ) | |||||||
Non-current deferred tax asset, net | — | — | |||||||||
Total deferred tax asset, net | $ | — | $ | — | |||||||
The Group had no deferred tax liabilities as of December 31, 2012, 2013 and 2014. | |||||||||||
The Group operates through its subsidiaries and VIE entities and the valuation allowance is considered on each individual subsidiary and VIE basis. The net operating loss carry forwards of the subsidiaries and VIE registered in the PRC will expire on various dates through 2019. The Group has recognized a full valuation allowance against deferred tax assets as the Group believes that it is more likely than not that its deferred tax assets will not be realized as it does not expect to generate sufficient taxable income in the near future. | |||||||||||
Movement of valuation allowance | |||||||||||
2013 | 2014 | ||||||||||
Balance at beginning of the period | $ | 8,840 | $ | 8,642 | |||||||
Additions | 228 | 5,683 | |||||||||
Reversals | (426 | ) | (618 | ) | |||||||
Balance at end of the period | $ | 8,642 | $ | 13,707 | |||||||
Reconciliation between the expense of income taxes computed by applying the PRC tax rate to loss before income taxes and the actual provision for income taxes is as follows: | |||||||||||
Years ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Loss before provision of income tax | $ | (4,211 | ) | $ | (4,750 | ) | $ | (29,917 | ) | ||
Statutory tax rate in the PRC | 25 | % | 25 | % | 25 | % | |||||
Income tax at statutory tax rate | (1,053 | ) | (1,187 | ) | (7,479 | ) | |||||
Non-deductible expenses | 403 | 225 | 92 | ||||||||
Effect of income tax holiday and preferential tax rates | (41 | ) | (62 | ) | (76 | ) | |||||
Effect of income tax rate differences in jurisdictions other than the PRC | 1,105 | 1,291 | 2,468 | ||||||||
Changes in valuation allowances | (395 | ) | (198 | ) | 5,065 | ||||||
Income tax expense | $ | 19 | $ | 69 | $ | 70 | |||||
The Group did not identify significant unrecognized tax benefits for the years ended December 31, 2013 and 2014. The Group did not incur any interest related to unrecognized tax benefits, did not recognized any penalties as income tax expenses and also does not anticipate any significant change in unrecognized tax benefits within 12 months from December 31, 2014. | |||||||||||
Uncertainties exist with respect to how the current income tax law in the PRC applies to the Group’s overall operations, and more specifically, with regard to tax residency status. The EIT Law includes a provision specifying that legal entities organized outside of the PRC will be considered residents for Chinese Income tax purposes if the place of effective management or control is within the PRC. The implementation rules to the new EIT law provide that non-resident legal entities will be considered PRC residents if substantial and overall management and control over the manufacturing and business operations, personnel, accounting and properties occurs within the PRC. On April 22, 2009, the State Administration of Taxation (the “SAT”) issued the Notice Regarding the Determination of Chinese-Controlled Offshore Incorporated Enterprises as PRC Tax Resident Enterprises on the Basis of De Facto Management Bodies, or Circular 82, which provides certain specific criteria for determining whether the “de facto management body” of a Chinese-controlled offshore-incorporated enterprise is located in China. In addition, on August 3, 2011, the SAT issued a bulletin to made clarification in the areas of resident status determination, post-determination administration, as well as competent tax authorities. The Group does not believe that the legal entities organized outside of the PRC within the Group should be treated as residents for EIT law purposes. However, if the PRC tax authorities subsequently determine that the Company and its subsidiaries registered outside the PRC should be deemed resident enterprises, the Company and its subsidiaries registered outside the PRC will be subject to the PRC income taxes, at a rate of 25%. | |||||||||||
If any entity within the Group that is outside the PRC were to be a non-resident for PRC tax purposes dividends paid to it out of profits earned after January 1, 2008 would be subject to a withholding tax at a rate of 10%, subject to reduction by an applicable tax treaty with the PRC. As of December 31, 2013 and December 31, 2014, the Company’s subsidiaries located in the PRC recorded aggregate accumulated deficits. Accordingly, no deferred tax liability has been accrued for the Chinese dividend withholding taxes. In the future, aggregate undistributed earnings of the Company’s subsidiaries located in the PRC, if any, that are taxable upon distribution to the Company, will be considered to be indefinitely reinvested, because the Group does not have any plan to pay cash dividends on its ordinary shares in the foreseeable future and intends to retain most of its available funds and any future earnings for use in the operation and expansion of its business. | |||||||||||
In accordance with relevant the PRC tax administration laws, tax years from 2009 to 2013 of the Group’s PRC entities remain subject to tax audits as of December 31, 2014, at the tax authority’s discretion. | |||||||||||
LOSS_PER_SHARE
LOSS PER SHARE | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
LOSS PER SHARE | |||||||||||
LOSS PER SHARE | |||||||||||
13.LOSS PER SHARE | |||||||||||
The following table sets forth the computation of basic and diluted net loss per ordinary share for the following years: | |||||||||||
2012 | 2013 | 2014 | |||||||||
Numerator: | |||||||||||
Net loss | $ | (4,230 | ) | $ | (4,819 | ) | $ | (29,987 | ) | ||
Accretion of Series C convertible redeemable preferred shares | 2,971 | 1,621 | — | ||||||||
Net income attributable to Series C preferred shares for computing basic net income per Series C preferred share | 2,971 | 1,621 | — | ||||||||
Net loss attributable to ordinary shareholders of LightInTheBox Holding Co., Ltd. | (7,201 | ) | (6,440 | ) | (29,987 | ) | |||||
Net loss attributable to shareholders of the Company allocated for computing net loss per ordinary share-basic | (6,843 | ) | (6,440 | ) | (29,987 | ) | |||||
Net loss attributable to shareholders of the Company allocated for computing net loss per nonvested share-basic | (358 | ) | — | — | |||||||
Net loss per ordinary share-basic | $ | (0.20 | ) | $ | (0.09 | ) | $ | (0.30 | ) | ||
Net loss per nonvested share-basic | $ | (0.20 | ) | $ | — | $ | — | ||||
Net loss per ordinary share-diluted | $ | (0.20 | ) | $ | (0.09 | ) | $ | (0.30 | ) | ||
Net income per Series C preferred share | $ | 0.31 | $ | 0.38 | $ | — | |||||
Numerator | |||||||||||
Shares (denominator): | |||||||||||
Weighted average number of shares used in calculating net loss per nonvested share-basic | 1,792,535 | — | — | ||||||||
Weighted average number of shares used in calculating net loss per Series A preferred share-basic | 15,000,000 | 6,616,438 | — | ||||||||
Weighted average number of shares used in calculating net loss per Series B preferred share —basic | 17,522,725 | 7,729,202 | — | ||||||||
Weighted average number of shares used in calculating net loss per Series C preferred share —basic | 9,651,565 | 4,257,266 | — | ||||||||
Weighted average number of shares used in calculating net loss per ordinary share —basic | 34,316,430 | 71,555,449 | 99,001,560 | ||||||||
As a result of the Group’s net loss for each of the three years ended December 31, 2014, 1,778,250, 1,562,850 and 2,506,300 options outstanding and 1,054,778, 995,202 and 2,583,337 nonvested shares outstanding as of December 31, 2012, 2013 and 2014, respectively, were excluded from the computation of diluted net loss per share as their inclusion would have been anti-dilutive. | |||||||||||
EMPLOYEE_RETIREMENT_BENEFIT
EMPLOYEE RETIREMENT BENEFIT | 12 Months Ended |
Dec. 31, 2014 | |
EMPLOYEE RETIREMENT BENEFIT | |
EMPLOYEE RETIREMENT BENEFIT | |
14.EMPLOYEE RETIREMENT BENEFIT | |
Full time employees in the PRC participate in a government-mandated defined contribution plan pursuant to which certain pension benefits, medical care, unemployment insurance, employee housing fund and other welfare benefits are provided to employees. The PRC labor regulations require the Group to make contributions based on certain percentages of the employees’ basic salaries. Other than the contribution, there is no further obligation under these plans. The total contribution for such employee benefits was $3,848, $5,603 and $5,544 for the years ended December 31, 2012, 2013 and 2014, respectively. | |
STATUTORY_RESERVES_AND_RESTRIC
STATUTORY RESERVES AND RESTRICTED NET ASSETS | 12 Months Ended |
Dec. 31, 2014 | |
STATUTORY RESERVES AND RESTRICTED NET ASSETS | |
STATUTORY RESERVES AND RESTRICTED NET ASSETS | |
15.STATUTORY RESERVES AND RESTRICTED NET ASSETS | |
In accordance with the PRC laws and regulations, the group is required to provide for certain statutory reserves, namely general reserve, enterprise expansion reserve, and staff welfare and bonus reserve, all of which are appropriated from net profit as reported in their PRC statutory accounts. The Group’s subsidiaries are required to allocate at least 10% of their after-tax profits to the general reserve until such reserve has reached 50% of their respective registered capital. | |
Appropriations to the enterprise expansion reserve and the staff welfare and bonus reserve are to be made at the discretion of the board of directors of each of the Group’s subsidiaries. There are no appropriations to these reserves by the Group’s PRC (mainland) subsidiaries for the years ended December 31, 2012, 2013 and 2014. | |
As a result of these PRC laws and regulations and the requirement that distributions by the PRC entities can only be paid out of distributable profits computed in accordance with the PRC GAAP, the PRC entities are restricted from transferring a portion of their net assets to the Group. Amounts restricted include paid-in capital and the statutory reserves of the Company’s PRC subsidiaries and VIE. As of December 31, 2014, the amounts of capital represented the amount of net assets of the relevant subsidiaries and VIE in the Group not available for distribution amounted to $4,293. | |
SEGMENT_REPORTING
SEGMENT REPORTING | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
SEGMENT REPORTING | ||||||||||||||||
SEGMENT REPORTING | ||||||||||||||||
16.SEGMENT REPORTING | ||||||||||||||||
The Group’s chief operating decision maker has been identified as the Chief Executive Officer, who reviews the consolidated results when making decisions about allocating resources and assessing performance of the Group. The Group has one operating segment. | ||||||||||||||||
Components of the Group’s net revenues are presented in the following table: | ||||||||||||||||
For the years ended December 31, | ||||||||||||||||
2012 | 2013 | 2014 | ||||||||||||||
Apparel | $ | 80,274 | $ | 86,459 | $ | 138,570 | ||||||||||
Other general merchandise | 119,736 | 205,958 | 243,837 | |||||||||||||
Total net revenues | $ | 200,010 | $ | 292,417 | $ | 382,407 | ||||||||||
The following table summarizes the Group’s total net revenues generated indifferent geographic locations and as a percentage of total net revenues. | ||||||||||||||||
For the years ended December 31, | ||||||||||||||||
2012 | 2013 | 2014 | ||||||||||||||
Revenues | % | Revenues | % | Revenues | % | |||||||||||
Europe | $ | 101,424 | 50.7 | $ | 182,958 | 62.5 | 239,176 | 62.5 | ||||||||
North America | 47,985 | 24.0 | 54,858 | 18.8 | 81,675 | 21.4 | ||||||||||
Other countries | 50,601 | 25.3 | 54,601 | 18.7 | 61,556 | 16.1 | ||||||||||
Total net revenues | $ | 200,010 | 100 | $ | 292,417 | 100 | 382,407 | 100 | ||||||||
North America’s net revenues include revenues from the United States of, $41,840, $46,136 and $65,376 during the years ended December 31, 2012, 2013 and 2014, respectively. Europe’s net revenues include revenues from France of $32,913, $42,504 and $52,264 during the years ended December 31, 2012, 2013 and 2014, respectively. | ||||||||||||||||
As of December 31, 2012, 2013 and 2014 substantially all of long-lived assets of the Group are located in the PRC. | ||||||||||||||||
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2014 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | |
17.FAIR VALUE MEASUREMENTS | |
The Group had no financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2012, December 31, 2013 and December 31, 2014. | |
Goodwill and other intangible assets are measured at fair value on a nonrecurring basis when impairment is recognized. The Group estimated the fair value of a reporting unit using the discounted cash flow method under the income approach. The discounted cash flows were based on five years financial forecasts developed by management for planning purposes and estimated discount rates. Cash flows beyond the forecasted period were estimated using a terminal value calculation. The fair values of intangible asset were determined based on various valuation methods, including the replacement cost method the relief from royalty method. | |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2014 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | |
18.RELATED PARTY TRANSACTIONS | |
The Company entered into indemnification agreements with certain directors. These agreements require the company to indemnify such individuals, to the fullest extent permitted by law, for certain liabilities to which they may become subject to as a result of their affiliation with the Company. | |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
COMMITMENTS AND CONTINGENCIES | |||||
COMMITMENTS AND CONTINGENCIES | |||||
19.COMMITMENTS AND CONTINGENCIES | |||||
(1)Commitments | |||||
Lease commitment | |||||
The Group has operating lease agreements for warehouses and offices. Rent expenses under operating leases for the years ended December 31, 2012, 2013 and 2014 were $2,074, $3,005 and $3,906, respectively. Future minimum lease payments under non-cancellable operating lease agreements as of December 31, 2014 are as follows: | |||||
2015 | $ | 4,388 | |||
2016 | 1,201 | ||||
2017 | 344 | ||||
$ | 5,933 | ||||
(2)Contingencies | |||||
The Company’s PRC subsidiary, VIE and VIE’s subsidiary, have not fully paid the contributions for employee benefit plans as required by applicable PRC regulations. While the Company believes it has made adequate provision of such outstanding amounts in the audited consolidated financial statements, prior failure to make payments may be in violation of applicable PRC labor-related laws and the Group may be subject to a maximum of 3 times fines if it fails to rectify any such breaches within the period prescribed by the relevant authorities. As of December 31, 2014, there had been no actions initiated by the relevant authorities. The Group is unable to reasonably estimate the actual amount of fines and penalty that may rise if the authorities were to become aware of the non-compliance and were to take action. | |||||
The Company’s PRC subsidiary, VIEs and VIEs’ subsidiary did not withhold appropriate amount of individual income tax prior to its IPO as required by applicable PRC tax laws. While the Company believes it has made adequate provision of such outstanding amounts in the consolidated financial statements, and in March 2013, the accrued amounts were substantially paid by the Company on a voluntary basis to the relevant tax authority, the Company may still be subject to future fines or levies for such non-compliance. As of December 31, 2014, there had been no actions initiated by the relevant authorities. The Group is unable to reasonably estimate the actual amount of fines or levies that may rise if the authorities were to take action. | |||||
The Group is subject to periodic legal or administrative proceedings in the ordinary course of business. The Group does not believe that any currently pending legal or administrative proceeding to which the Group is a party will have a material effect on its business or financial condition. | |||||
On August 27, 2013, the Company was named as a defendant in the first of three putative shareholder class action lawsuits filed in the United States District Court for the Southern District of New York. These three actions have been consolidated under the master caption In re LightInTheBox Holding Co., Ltd. Securities Litigation, No. 13-cv-6016. On March 14, 2014, the lead plaintiff filed a consolidated second amended complaint purportedly on behalf of a class of purchasers of the Company’s ADSs during the period from June 6, 2013 to August 19, 2013, inclusive. The complaint generally alleges that the registration statement and prospectus filed in connection with the Company’s initial public offering contained misrepresentations regarding the Company’s customers, revenue growth, marketing efforts, and costs of revenue, and failed to disclose, among other things, a decline in the sales of the Company’s apparel business during the second quarter of 2013. Plaintiff asserts claims and seeks unspecified damages against the Company and/or certain of the current and former executive officers for violation of sections 10(b) and 20(a) of the Exchange Act. On April 17, 2014, the court granted the Company leave to move to dismiss the complaint for failure to state a claim as a matter of law. On July 17, 2014, the Company and lead plaintiff participated in a mediation, and reached an agreement-in-principle to settle the consolidated action. On September 4, 2014, the parties executed Settlement Agreement (the “Settlement”) memorializing their agreement. Pursuant to the Settlement, the Company would contribute $1,550 to a settlement fund, and lead plaintiff, on behalf of the settlement class, would release all claims against the Company and Defendants the current and former executive officer. As a result, The Group subsequently paid $1,550 settlement cost, and recorded such settlement cost in the general and administrative expenses for the year ended December 31, 2014. | |||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2014 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | |
20.SUBSEQUENT EVENTS | |
On February 6, 2015, the Group acquired 30% equity interest of Shantou Demon Network Technology Co., Ltd. (“Demon”), with $2,100 cash consideration. Demon owns an online website specialized in cross-border packages tracking. The Group has significant influence but does not have control over Demon. Accordingly the Group recorded it as an equity method investment. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Basis of presentation | ||||
Basis of presentation | ||||
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | ||||
Basis of consolidation | ||||
Basis of consolidation | ||||
The consolidated financial statements include the financial statements of the Company, its subsidiaries, its VIEs and VIE’s subsidiary. All inter-company transactions and balances are eliminated upon consolidation. | ||||
Use of estimates | ||||
Use of estimates | ||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the reported amount of revenues and expenses in the financial statements and accompanying notes. Actual results may differ from these estimates. The Group bases its estimates on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Significant accounting estimates reflected in the Group’s financial statements include revenue recognition, inventory valuation, impairment of goodwill and intangible assets, fair value of ordinary shares, share-based compensation and income taxes. | ||||
Cash and cash equivalents | ||||
Cash and cash equivalents | ||||
Cash and cash equivalents consist of cash on hand, demand deposits with financial institutions and term deposits with an original maturity of three months or less. | ||||
Term deposit | ||||
Term deposit | ||||
Term deposit with an original maturity of greater than three months and less than one year is classified as held-to-maturity investments and carried at amortized cost. The term deposits mature within one year and are subject to penalty for early withdrawal before their maturity. | ||||
Restricted cash | ||||
Restricted cash | ||||
Restricted cash consists of cash which is held under the Group’s name in an escrow account as deposits withheld by third party payment processing agencies and the deposits fluctuate with the volume of payment processed. | ||||
Accounts receivable | ||||
Accounts receivable | ||||
Accounts receivable represents cash collected by the delivery service providers on behalf of the Group, as a result of completed sales transactions in the PRC under cash-on-delivery terms, and has not been remitted back to the Group. As of December 31, 2013 and 2014, there was no allowance for doubtful accounts due to the nature of the receivables which is cash collected from customers and in-transit to the Group. | ||||
Inventories | ||||
Inventories | ||||
Inventories are accounted for using the first-in-first-out method, and are valued at the lower of cost or market value. Adjustments are recorded to write down the cost of inventory to the estimated market value due to slow-moving merchandise and broken assortments, which is dependent upon factors such as historical trends with similar merchandise, inventory aging, and historical and forecasted consumer demand. Write downs are recorded in cost of goods sold in the consolidated statements of operations. | ||||
Property and equipment, net | ||||
Property and equipment, net | ||||
Property and equipment, net is stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives: | ||||
Useful lives | ||||
Leasehold improvements | Lesser of the lease term or estimated useful life of the assets | |||
Furniture, fixtures and office equipment | 5 years | |||
Software and IT equipment | 3 years | |||
Acquired intangible assets, net | ||||
Acquired intangible assets, net | ||||
Intangible assets, other than goodwill, resulting from the acquisitions of entities accounted for using the acquisition method of accounting are estimated by management based on the fair value of assets acquired. | ||||
Identifiable intangible assets are carried at cost less accumulated amortization. Amortization of technology and members are computed using the straight-line method over the estimated useful lives. | ||||
Useful lives | ||||
Domain name/Tradename | Indefinite life | |||
Technology | 3 Years | |||
Members | 4 Years | |||
Impairment of long-lived assets and intangible assets with definite life | ||||
Impairment of long-lived assets and intangible assets with definite life | ||||
Long-lived assets, such as property and equipment and definite-lived intangible assets, are stated at cost less accumulated depreciation or amortization. | ||||
The Group evaluates the recoverability of long-lived assets, including identifiable intangible assets, with determinable useful lives, whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The Group measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows associated with it. Impairment exists when the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Group to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. | ||||
Impairment of Goodwill and Indefinite-lived intangible assets | ||||
Impairment of Goodwill and Indefinite-lived intangible assets | ||||
Goodwill and intangible assets deemed to have indefinite useful lives are not amortized, but tested for impairment annually or more frequently if event and circumstances indicate that they might be impaired. | ||||
Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. The Group performs a two-step goodwill impairment test. The first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill is not considered impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of the affected reporting unit’s goodwill to the carrying value of that goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. This allocation process is only performed for purposes of evaluating goodwill impairment and does not result in an entry to adjust the value of any assets or liabilities. An impairment loss is recognized for any excess in the carrying value of goodwill over the implied fair value of goodwill. In estimating the fair value of each reporting unit the Group estimates the future cash flows of each reporting unit, the Group has taken into consideration the overall and industry economic conditions and trends, market risk of the Group and historical information. | ||||
An intangible asset that is not subject to amortization is tested for impairment at least annually or if events or changes in circumstances indicate that the asset might be impaired. Such impairment test compares the fair values of assets with their carrying value amounts and an impairment loss is recognized if and when the carrying amounts exceed the fair values. The estimates of fair values of intangible assets not subject to amortization are determined using various discounted cash flow valuation methodologies. Significant assumptions are inherent in this process, including estimates of discount rates. | ||||
Business combinations | ||||
Business combinations | ||||
The assets acquired, the liabilities assumed, and any noncontrolling interest of the acquiree at the acquisition date, if any, are measured at their fair values as of that date. Goodwill is recognized and measured as the excess of the total consideration transferred plus the fair value of any noncontrolling interest of the acquiree, if any, at the acquisition date over the fair values of the identifiable net assets acquired. Acquisition costs are expensed when incurred. Consideration transferred in a business acquisition is measured at the fair value as of the date of acquisition. For shares issued in a business combination, if any, the Group estimates the fair value as of the date of acquisition. | ||||
Treasury stock | ||||
Treasury stock | ||||
Treasury stock represents shares of the Company’s stock that have been issued, repurchased by the Company, and that have not been retired or canceled. These shares have no voting rights and are not entitled to receive dividends and excluded from the weighted average outstanding shares in calculation of net income per share. Treasury stock is recorded at cost. | ||||
Revenue recognition | ||||
Revenue recognition | ||||
Revenue is stated net of value added tax (“VAT”) and return allowances. | ||||
The Group recognizes revenue from the sale of apparel, other general merchandise through its websites and other online platforms. | ||||
The Group recognizes revenue when the following four revenue recognition criteria are met: | ||||
(i) persuasive evidence of an arrangement exists, (ii) delivery has occurred, (iii) the selling price is fixed or determinable, and (iv) collectability is reasonably assured. | ||||
The Group defers the recognition of revenue and the related product costs for shipments that are in-transit to the customer. Payments received in advance of delivery are classified as advances from customers. The Group recognizes the revenue at the time the end customers receive the products. Amounts collected by delivery service providers but not remitted to the Group are classified as accounts receivable on the consolidated balance sheets. | ||||
Certain employees of the Group register in supplemental online outlets under their own name as these websites require registration using identity cards of individuals to sell the Group’s product on behalf of the Group. The Group has contractual arrangements with these employees which require them to transfer customers’ payments received to the Group for the sale of the products. The Group evaluates the sales transactions performed by these employees on behalf of the Group to determine whether to recognize the revenues on a gross or net basis. The determination is based upon an assessment as to whether the Group acts as a principal or agent when selling the products. All of the revenues involving employees performing sales transactions on the supplemental online outlets on behalf of the Group are currently accounted for on a gross basis since the Group is the primary obligor, has general and physical inventory risk, latitude in establishing prices, discretion in supplier selection and credit risks. | ||||
In arrangements whereby certain suppliers place the products at the Group’s premises, the risk and rewards of ownership of the products passed to the Group upon confirmation of orders by the Group’s customers. All of the revenues involving these arrangement are accounted for on a gross basis since the Group is the primary obligor, has physical inventory risk, takes legal title to the inventory when the orders are placed by end customers, latitude in establishing prices, discretion in supplier selection and credit risks. | ||||
The Group periodically provides incentive offers to its customers to encourage purchases. Current discount offers, when accepted by its customers, are treated as a reduction to the purchase price of the related transaction and are included as a net amount in revenue. The Group also provides discount reward, which may only be used in the future, to customers who have made a current purchase. As the right of receiving future discount does not represent a significant and incremental discount to the customer, the discount is treated as a reduction of revenue when the future transaction takes place. | ||||
The Group established a membership program whereby a registered member earns certain points for visiting one of the Group’s websites. Points could only be redeemed in connection with a future purchase. Such points, when redeemed, were charged as costs of sales at the time of future purchase. Since the points were earned not based on past sales transactions, no accrual was made at the time when earned by the registered members. | ||||
Promotional free products, which cannot be redeemed for cash are normally shipped together with current qualified sales. Cost of these promotional items or free products are recorded as cost of sales when the revenue of the current qualified sales is recognized. | ||||
The Group allows customers to return goods within a period of time subsequent to the delivery of the goods purchased. The return period is 30 days after delivery. The Group estimates return allowance based on historical experience. The estimation of return allowances is adjusted to the extent that actual returns differ, or are expected to differ. Changes in the estimated return allowance are recognized through a cumulative catch-up adjustment in the period of change and will impact the amount of net revenues in that period. | ||||
Outbound shipping charges to customers are included as a part of the revenues. Outbound shipping-related costs are included in the cost of goods sold. Shipping costs incurred for sales of products and recognized as cost of goods sold were $40,694, $63,917 and $94,509 for the years ended December 31, 2012, 2013 and 2014 respectively. | ||||
VAT on sales is calculated at 17% on revenue from sale of products in the PRC and paid after deducting input-VAT on purchases. The net VAT balance between input-VAT and output-VAT is reflected in the accounts under prepaid expenses and other current assets or accrued expenses and other current liabilities. | ||||
Cost of goods sold | ||||
Cost of goods sold | ||||
Cost of sales primarily consists of the purchase price of consumer products sold by the Group on its websites, inbound and outbound shipping charges, packaging supplies and inventory write-down. Shipping charges to receive products from its suppliers are included in inventory cost, and recognized as cost of sales upon sale of products to its customers. | ||||
Fulfillment | ||||
Fulfillment | ||||
Fulfillment costs represent those costs incurred in operating and staffing the Group’s fulfillment and customer service centers, including costs attributable to buying, receiving, inspecting, and warehousing inventories; picking, packaging, and preparing customer orders for shipment; payment processing and related transaction costs. | ||||
Selling and marketing | ||||
Selling and marketing | ||||
Selling and marketing expenses consist primarily of search engine marketing and advertising, affiliate market program expenditure, public relations expenditures; and payroll and related expenses for personnel engaged in selling, marketing and business development. The Group pays to use certain relevant key words relating to its business on major search engines and the fee is on a “cost-per-click” basis. The Group also pays commissions to participants in its affiliate program when customer referrals result in product sales, and the Group classifies such costs as selling and marketing expenses in the consolidated statements of operations. Advertising includes fees paid to on-line advertisers who assist the Group to advertise at targeted websites. Such fees are paid at fixed rate or calculated based on volume directed to the Group’s website. | ||||
General and administrative | ||||
General and administrative | ||||
General and administrative expenses consist of payroll and related expenses for employees involved in general corporate functions such as accounting, finance, tax, legal, and human resources; costs associated with the use by these functions of facilities and equipment, such as depreciation expense and rent; professional fees and other general corporate costs. Also included in general and administrative expenses are payroll and related expenses for employees involved in product research and development, and systems support, as well as server charges and costs associated with telecommunications. | ||||
General and administrative expenses also include credit losses relating to fraudulent credit card activities which resulted in chargebacks from the payment processing agencies. The Group estimates chargebacks based on historical experience. The estimation of chargebacks is adjusted to the extent that actual chargebacks differ, or are expected to differ. Changes in estimated chargebacks are recognized through a cumulative catch-up adjustment in the period of change and will impact the amount of general and administrative expenses in that period. | ||||
Fair value | ||||
Fair value | ||||
Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. | ||||
Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: | ||||
· | Level 1-inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. | |||
· | Level 2-inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |||
· | Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. | |||
Financial instruments | ||||
Financial instruments | ||||
Financial instruments of the Group primarily consist of cash and cash equivalents, term deposit, restricted cash, receivable from processing agencies, accounts payable. The carrying values of cash, term deposit, restricted cash, receivable from processing agencies and accounts payable approximate their fair values due to short-term maturities. | ||||
Foreign currency translation | ||||
Foreign currency translation | ||||
The functional currency of the Company, Light In The Box, Lanting International, LightInTheBox Logistic, LITB, Inc., LightInTheBox (UK) Limited and LITB Netherlands B.V. is the United States dollar (“U.S. dollar”). The financial records of the Group’s subsidiaries and VIE entities located in the PRC are maintained in their local currencies, the Renminbi (“RMB”), which are also the functional currencies of these entities. | ||||
Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange ruling at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the consolidated statements of operations. | ||||
The Group’s entities with functional currency of RMB, translate their operating results and financial position into the U.S. dollar, the Group’s reporting currency. Assets and liabilities are translated using the exchange rates in effect on the balance sheet date. Revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive loss. | ||||
Income taxes | ||||
Income taxes | ||||
Deferred income taxes are provided using the asset and liability method. Under this method, deferred income taxes are recognized for tax credits and net operating losses available for carry forwards and significant temporary differences. Deferred tax assets and liabilities are classified as current or non-current based upon the classification of the related asset or liability in the financial statements or the expected timing of their reversal if they do not relate to a specific asset or liability. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered more likely than not that some portion of, or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws and regulations applicable to the Group as enacted by the relevant tax authorities. | ||||
The impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. The Group did not recognize any income tax due to uncertain tax position or incur any interest and penalties related to potential underpaid income tax expenses for the years ended December 31, 2012, 2013 or 2014, respectively. | ||||
Comprehensive loss | ||||
Comprehensive loss | ||||
Comprehensive loss includes net loss and foreign currency translation adjustments and is reported in the consolidated statements of comprehensive loss. | ||||
Share-based compensation | ||||
Share-based compensation | ||||
Share-based payment transactions with employees, such as share options are measured based on the grant date fair value of the equity instrument. The Group has elected to recognize compensation expense using the straight-line method for all employee equity awards granted with graded vesting provided that the amount of compensation cost recognized at any date is at least equal to the portion of the grant-date value of the options that are vested at that date, over the requisite service period of the award, which is generally the vesting period of the award. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of share-based compensation expense to be recognized in future periods. | ||||
Operating leases | ||||
Operating leases | ||||
Leases where the rewards and risks of ownership of assets primarily remain with the lessor are accounted for as operating leases. Some of operating lease agreements of the Group contain provisions for future rent increases, rent free periods, or periods in which rent payments are reduced (abated). The total amount of rental payments due over the lease term is being charged to rent expense on the straight-line method over the term of the lease. The difference between rent expense recorded and the amount paid is credited or charged to other accrued expenses, which is included in “Accrued expenses and other current liabilities” in the accompanying consolidated balance sheets. | ||||
Loss per share | ||||
Loss per share | ||||
Basic loss per ordinary share is computed by dividing net loss attributable to ordinary shareholders by weighted average number of ordinary shares outstanding during the period. | ||||
The Group’s Series A convertible preferred shares, Series B convertible preferred shares and Series C convertible redeemable preferred shares are participating securities as the preferred shares participate in undistributed earnings on an as-if-converted basis. Nonvested shares are also participating securities as they enjoy identical dividend rights as ordinary shares. Accordingly, the Group uses the two-class method whereby undistributed net income is allocated on a pro rata basis to each participating share to the extent that each class may share in income for the period. Undistributed net loss is not allocated to preferred shares because they are not contractually obligated to participate in the loss allocated to the ordinary and nonvested shares. | ||||
Diluted loss per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible preferred shares, convertible redeemable preferred shares, stock options, nonvested shares and convertible notes, which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted income per share, the effect of the convertible preferred shares, convertible redeemable preferred shares and convertible notes is computed using the as-if-converted method; and the effect of the stock options and nonvested shares is computed using the treasury stock method. | ||||
Significant risks and uncertainties | ||||
Significant risks and uncertainties | ||||
The Group participates in an industry with rapid changes in regulations, customer demand and competition and believes that changes in any of the following areas could have a material adverse effect on the Group’s future financial position, results of operations, or cash flows: advances and trends in e-commerce industry; changes in certain supplier and vendor relationships; regulatory or other PRC related factors; and risks associated with the Group’s ability to keep and increase the market coverage. | ||||
Concentration of credit risk | ||||
Concentration of credit risk | ||||
Financial instruments that potentially expose the Group to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable and advances to suppliers. The Group places its cash and cash equivalents with financial institutions located in the Cayman Islands, the PRC and Hong Kong. Accounts receivable primarily comprise amounts receivable from product delivery service providers. These amounts are collected from customers by the service providers upon product delivery. With respect to advances to product suppliers, the Group performs on-going credit evaluations of the financial condition of its suppliers. | ||||
Foreign currency risk | ||||
Foreign currency risk | ||||
The RMB is not a freely convertible currency. The PRC State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into foreign currencies. The value of the RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China foreign exchange trading system market. The Group’s cash and cash equivalents denominated in RMB amounted to $683, $56,602 and $48,144 at December 31, 2012, 2013 and 2014, respectively. | ||||
Recent accounting pronouncements | ||||
Recent accounting pronouncements | ||||
In May 2014, the FASB issued a new pronouncement which affects any entity using U.S. GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This accounting standard updates (“ASU”) will supersede the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition—Construction-Type and Production-Type Contracts. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of Topic 360, Property, Plant, and Equipment, and intangible assets within the scope of Topic 350, Intangibles—Goodwill and Other) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. | ||||
The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: | ||||
· | Step 1: Identify the contract(s) with a customer. | |||
· | Step 2: Identify the performance obligations in the contract. | |||
· | Step 3: Determine the transaction price. | |||
· | Step 4: Allocate the transaction price to the performance obligations in the contract. | |||
· | Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. | |||
For a public entity, the amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. | ||||
An entity should apply the amendments in this ASU using one of the following two methods: | ||||
1. Retrospectively to each prior reporting period presented and the entity may elect any of the following practical expedients: | ||||
· | For completed contracts, an entity need not restate contracts that begin and end within the same annual reporting period. | |||
· | For completed contracts that have variable consideration, an entity may use the transaction price at the date the contract was completed rather than estimating variable consideration amounts in the comparative reporting periods. | |||
· | For all reporting periods presented before the date of initial application, an entity need not disclose the amount of the transaction price allocated to remaining performance obligations and an explanation of when the entity expects to recognize that amount as revenue. | |||
2. Retrospectively with the cumulative effect of initially applying this ASU recognized at the date of initial application. If an entity elects this transition method it also should provide the additional disclosures in reporting periods that include the date of initial application of: | ||||
· | The amount by which each financial statement line item is affected in the current reporting period by the application of this ASU as compared to the guidance that was in effect before the change. | |||
· | An explanation of the reasons for significant changes. | |||
The Company is currently evaluating the impact on its consolidated financial statements of adopting this guidance | ||||
In June 2014, the FASB issued a new pronouncement which requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718, Compensation — Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. | ||||
The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Group does not expect the adoption of this guidance will have a significant effect on its consolidated financial statements. | ||||
In August, 2014, the FASB issued a new pronouncement which provides guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements. Further, an entity must provide certain disclosures if there is “substantial doubt about the entity’s ability to continue as a going concern.” The new standard is effective for fiscal years ending after December 15, 2016. The Group does not expect the adoption of this guidance will have a significant effect on its consolidated financial statements. | ||||
ORGANIZATION_AND_PRINCIPAL_ACT1
ORGANIZATION AND PRINCIPAL ACTIVITIES (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
ORGANIZATION AND PRINCIPAL ACTIVITIES | |||||||||||
Schedule of the Company's subsidiaries, VIEs and VIE's subsidiary | |||||||||||
As of December 31, 2014, details of the Company’s subsidiaries, its VIEs and VIE’s subsidiary are as follows: | |||||||||||
Later of | |||||||||||
acquisition/ | Place of | Percentage of | |||||||||
Incorporation | incorporation | legal ownership | Principal activities | ||||||||
Subsidiaries | |||||||||||
Light In The Box Limited (“Light In The Box”) | June 13, 2007 | Hong Kong | 100% | Online retail | |||||||
Lanting International Holding Limited (“Lanting International”) | December 19, 2013 | Hong Kong | 100% | Investment holding | |||||||
LightInTheBox International Logistic Co., Ltd. (“LightInTheBox Logistic”) | December 3, 2010 | Hong Kong | 100% | Logistic | |||||||
LITB, Inc. | December 18, 2013 | United States | 100% | Marketing and software development and technology support | |||||||
Lightinthebox Trading(Shenzhen) Co., Ltd. (“Lanting Jishi”) | October 21, 2008 | People’s Republic of China | 100% | Online retail | |||||||
Light In The Box(Suzhou) Trading Co., Limited (“Lanting Suzhou”) | December 2, 2013 | People’s Republic of China | 100% | Online retail | |||||||
Light In The Box (Chengdu) Technology Co., Limited | November 11, 2014 | People’s Republic of China | 100% | Software development and information technology support | |||||||
LightInTheBox (UK) Limited | May 26, 2009 | United Kingdom | 100% | Inactive | |||||||
LITB Netherlands B.V. | September 22, 2014 | Netherlands | 100% | Marketing | |||||||
VIEs | |||||||||||
Shenzhen Lanting Huitong Technologies Co., Ltd. (“Lanting Huitong”) | June 24, 2008 | People’s Republic of China | Consolidated VIE | Software development and information technology support | |||||||
Beijing Lanting Gaochuang Technologies Co., Ltd. (“Lanting Gaochuang”) | December 6, 2011 | People’s Republic of China | Consolidated VIE | Software development and information technology support | |||||||
VIE’s (Lanting Huitong’s) wholly owned subsidiary | |||||||||||
Shanghai Ouku Network Technologies Co., Ltd. (“Shanghai Ouku”) | August 24, 2010 | People’s Republic of China | VIE’s subsidiary | Online retail | |||||||
Consolidated financial information of the Group's VIE and their subsidiaries included in consolidated financial statements after elimination of intercompany balances and transactions within the Group | |||||||||||
As of | As of | ||||||||||
December 31, | December 31, | ||||||||||
2013 | 2014 | ||||||||||
Total assets | $ | 2,042 | $ | 2,988 | |||||||
Total liabilities | $ | 1,489 | $ | 2,274 | |||||||
Year ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Net revenues | $ | 2,743 | $ | 300 | $ | 58 | |||||
Net loss | $ | (204 | ) | $ | (179 | ) | $ | (725 | ) | ||
Year ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Net cash provided by operating activities | $ | 200 | $ | 647 | $ | 769 | |||||
Net cash used in investing activities | $ | (298 | ) | $ | (798 | ) | $ | (895 | ) | ||
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||
Dec. 31, 2014 | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Schedule of estimated useful lives of property and equipment | |||
Useful lives | |||
Leasehold improvements | Lesser of the lease term or estimated useful life of the assets | ||
Furniture, fixtures and office equipment | 5 years | ||
Software and IT equipment | 3 years | ||
Schedule of estimated useful lives of identifiable intangible assets | |||
Useful lives | |||
Domain name/Tradename | Indefinite life | ||
Technology | 3 Years | ||
Members | 4 Years | ||
PREPAID_EXPENSES_AND_OTHER_CUR1
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||||||||
Schedule of components of other current assets which are included in the prepaid expenses and other current assets | ||||||||
As of December 31, | ||||||||
2013 | 2014 | |||||||
Receivable from processing agencies (1) | $ | 4,659 | $ | 2,332 | ||||
Prepayment to suppliers | 1,525 | 1,166 | ||||||
Interest receivable | 721 | 297 | ||||||
Option exercise receivable | 663 | 130 | ||||||
Rental deposits and prepaid rents | 339 | 414 | ||||||
Staff advance | 104 | 24 | ||||||
Others | 879 | 826 | ||||||
Total | $ | 8,890 | $ | 5,189 | ||||
-1 | Receivables from processing agencies represented cash that had been received from customers but held by the processing agencies as of December 31, 2013 and 2014. The receivables were collected by the Group subsequent to the respective period end. | |||||||
PROPERTY_AND_EQUIPMENT_NET_Tab
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
PROPERTY AND EQUIPMENT, NET | ||||||||
Schedule of components of property and equipment | ||||||||
As of December 31, | ||||||||
2013 | 2014 | |||||||
Leasehold improvements | $ | 3,043 | $ | 3,723 | ||||
Furniture, fixtures and office equipment | 1,817 | 2,431 | ||||||
Software and IT equipment | 2,099 | 3,059 | ||||||
Property and equipment, gross | 6,959 | 9,213 | ||||||
Less: Accumulated depreciation | (3,957 | ) | (5,549 | ) | ||||
Property and equipment, net | $ | 3,002 | $ | 3,664 | ||||
GOODWILL_Tables
GOODWILL (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
GOODWILL | ||||||||
Schedule of changes in carrying amounts of goodwill and accumulated impairment losses | ||||||||
2013 | 2014 | |||||||
Ador | Ador | |||||||
Beginning balance | $ | — | $ | 690 | ||||
Charge for the year | 690 | — | ||||||
Ending balance | 690 | $ | 690 | |||||
ACQUIRED_INTANGIBLE_ASSETS_NET1
ACQUIRED INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
ACQUIRED INTANGIBLE ASSETS, NET | ||||||||||||||||||||||||||
Schedule of intangible assets | ||||||||||||||||||||||||||
December 31, 2013 | December 31, 2014 | |||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||||
carrying | Accumulated | impairment | carrying | carrying | Accumulated | impairment | carrying | |||||||||||||||||||
amount | amortization | loss | amount | amount | amortization | loss | amount | |||||||||||||||||||
Intangible assets not subject to amortization: | ||||||||||||||||||||||||||
Trademark/Domain Name | $ | 1,220 | $ | — | $ | (1,010 | ) | $ | 210 | $ | 1,220 | $ | — | $ | (1,010 | ) | $ | 210 | ||||||||
Intangible assets subject to amortization: | ||||||||||||||||||||||||||
- Technology Platform | 90 | (90 | ) | — | — | 90 | (90 | ) | — | — | ||||||||||||||||
- Non-compete Agreement | 9 | (7 | ) | (2 | ) | — | 9 | (7 | ) | (2 | ) | — | ||||||||||||||
- Customer Base | 32 | (22 | ) | (10 | ) | — | 32 | (22 | ) | (10 | ) | — | ||||||||||||||
- Technology | 36 | — | — | 36 | 36 | (12 | ) | — | 24 | |||||||||||||||||
- Members | 20 | — | — | 20 | 20 | (5 | ) | — | 15 | |||||||||||||||||
$ | 1,407 | $ | (119 | ) | $ | (1,022 | ) | $ | 266 | $ | 1,407 | $ | (136 | ) | $ | (1,022 | ) | $ | 249 | |||||||
ACCRUED_EXPENSES_AND_OTHER_CUR1
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||||||||
Schedule of accrued expenses and other current liabilities | ||||||||
As of December 31, | ||||||||
2013 | 2014 | |||||||
Accrued payroll and staff welfare | $ | 9,147 | $ | 13,154 | ||||
Individual income tax withheld | 875 | 621 | ||||||
VAT payable | 152 | 327 | ||||||
Accrued professional fees | 1,950 | 2,284 | ||||||
Accrued advertising fees | 1,004 | 5,343 | ||||||
Credit card processing charges | 401 | 449 | ||||||
Accrued sales return (1) | 751 | 1,417 | ||||||
Other accrued expenses | 1,280 | 1,474 | ||||||
Total | $ | 15,560 | $ | 25,069 | ||||
-1 | Accrued sales return represents the estimated sales return at the end of each of the respective years, and assumes products returned will have no value to the Group. Movements during the respective years are as follows: | |||||||
2013 | 2014 | |||||||
Balance at January 1 | $ | 116 | $ | 751 | ||||
Allowance for sales return made in the year | 9,897 | 14,418 | ||||||
Utilization of accrued sales return | (9,262 | ) | (13,752 | ) | ||||
Balance at December 31 | $ | 751 | $ | 1,417 | ||||
Schedule of movements in accrued sales return | ||||||||
2013 | 2014 | |||||||
Balance at January 1 | $ | 116 | $ | 751 | ||||
Allowance for sales return made in the year | 9,897 | 14,418 | ||||||
Utilization of accrued sales return | (9,262 | ) | (13,752 | ) | ||||
Balance at December 31 | $ | 751 | $ | 1,417 | ||||
SHARE_OPTIONS_Tables
SHARE OPTIONS (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
SHARE OPTIONS | ||||||||||||
Schedule of assumptions used for estimating the fair value of each option granted on the date of grant | ||||||||||||
2013 | 2014 | |||||||||||
Risk-free interest rate | 3.06%-3.83% | 3.75%-4.05% | ||||||||||
Exercise multiple | 2-2.8 | 2.2-2.8 | ||||||||||
Expected volatility | 56%-60% | 57.09%-63.88% | ||||||||||
Expected dividend yield | 0% | 0% | ||||||||||
Fair value of ordinary shares | $4.75-$4.97 | $2.53-$3.26 | ||||||||||
Summary of the stock option activity under the 2008 Plan | ||||||||||||
Weighted average | ||||||||||||
exercise price | ||||||||||||
Options granted | per option | |||||||||||
Outstanding at January 1, 2014 | 1,562,850 | $ | 1.71 | |||||||||
Granted | 1,797,300 | $ | 2.53 | |||||||||
Exercised | (548,800 | ) | $ | 0.37 | ||||||||
Forfeited | (305,050 | ) | $ | 3.87 | ||||||||
Outstanding at December 31, 2014 | 2,506,300 | $ | 2.35 | |||||||||
Summary of information regarding the share options granted | ||||||||||||
As of December 31, 2014 | ||||||||||||
Weighted- | ||||||||||||
Weighted- | average remaining | |||||||||||
average exercise | contractual | Aggregate | ||||||||||
Options Number | price per option | life (years) | intrinsic value | |||||||||
Options | ||||||||||||
Outstanding | 2,506,300 | $ | 2.35 | 8.26 | $ | 2,712 | ||||||
Exercisable | 669,238 | $ | 0.67 | 8.26 | $ | 1,559 | ||||||
Expected to vest | 1,469,650 | $ | 2.69 | 9.35 | $ | 922 | ||||||
NONVESTED_SHARES_Tables
NONVESTED SHARES (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
NONVESTED SHARES | |||||||||||
Summary of information regarding the nonvested shares granted and vested | |||||||||||
Weighted average | |||||||||||
grant date | |||||||||||
Number of Shares | fair value | ||||||||||
Outstanding at January 1, 2014 | 995,202 | $ | 4.52 | ||||||||
Granted | 2,800,300 | $ | 2.54 | ||||||||
Forfeited | (601,155 | ) | $ | 3.47 | |||||||
Vested | (611,010 | ) | $ | 3.88 | |||||||
Outstanding at December 31, 2014 | 2,583,337 | $ | 2.58 | ||||||||
Schedule of share-based compensation expenses | |||||||||||
Year ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Fulfillment | $ | 10 | $ | 9 | $ | 46 | |||||
Selling and marketing | 117 | 134 | 231 | ||||||||
General and administrative | 2,568 | 4,175 | 2,241 | ||||||||
Total | $ | 2,695 | $ | 4,318 | $ | 2,518 | |||||
INCOME_TAXES_Table
INCOME TAXES (Table) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
INCOME TAXES | |||||||||||
Schedule of principal components of the deferred tax assets and liabilities | |||||||||||
As of December 31, | |||||||||||
2013 | 2014 | ||||||||||
Current deferred tax assets: | |||||||||||
Accrued payroll | $ | 638 | $ | 2,885 | |||||||
Accrued expenses | 45 | 214 | |||||||||
Accrued inventory provision | — | 132 | |||||||||
Less: Valuation allowance | (683 | ) | (3,231 | ) | |||||||
Current deferred tax assets, net | — | — | |||||||||
Non-current deferred tax asset: | |||||||||||
Net operating loss carry forwards | 7,959 | 10,476 | |||||||||
Less: Valuation allowance | (7,959 | ) | (10,476 | ) | |||||||
Non-current deferred tax asset, net | — | — | |||||||||
Total deferred tax asset, net | $ | — | $ | — | |||||||
Schedule of movement of valuation allowance | |||||||||||
2013 | 2014 | ||||||||||
Balance at beginning of the period | $ | 8,840 | $ | 8,642 | |||||||
Additions | 228 | 5,683 | |||||||||
Reversals | (426 | ) | (618 | ) | |||||||
Balance at end of the period | $ | 8,642 | $ | 13,707 | |||||||
Schedule of reconciliation between the expense (benefit) of income taxes computed by applying the PRC tax rate to income (loss) before income taxes and the actual provision for income taxes | |||||||||||
Years ended December 31, | |||||||||||
2012 | 2013 | 2014 | |||||||||
Loss before provision of income tax | $ | (4,211 | ) | $ | (4,750 | ) | $ | (29,917 | ) | ||
Statutory tax rate in the PRC | 25 | % | 25 | % | 25 | % | |||||
Income tax at statutory tax rate | (1,053 | ) | (1,187 | ) | (7,479 | ) | |||||
Non-deductible expenses | 403 | 225 | 92 | ||||||||
Effect of income tax holiday and preferential tax rates | (41 | ) | (62 | ) | (76 | ) | |||||
Effect of income tax rate differences in jurisdictions other than the PRC | 1,105 | 1,291 | 2,468 | ||||||||
Changes in valuation allowances | (395 | ) | (198 | ) | 5,065 | ||||||
Income tax expense | $ | 19 | $ | 69 | $ | 70 | |||||
LOSS_PER_SHARE_Tables
LOSS PER SHARE (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
LOSS PER SHARE | |||||||||||
Schedule of computation of basic and diluted net loss per ordinary share | |||||||||||
2012 | 2013 | 2014 | |||||||||
Numerator: | |||||||||||
Net loss | $ | (4,230 | ) | $ | (4,819 | ) | $ | (29,987 | ) | ||
Accretion of Series C convertible redeemable preferred shares | 2,971 | 1,621 | — | ||||||||
Net income attributable to Series C preferred shares for computing basic net income per Series C preferred share | 2,971 | 1,621 | — | ||||||||
Net loss attributable to ordinary shareholders of LightInTheBox Holding Co., Ltd. | (7,201 | ) | (6,440 | ) | (29,987 | ) | |||||
Net loss attributable to shareholders of the Company allocated for computing net loss per ordinary share-basic | (6,843 | ) | (6,440 | ) | (29,987 | ) | |||||
Net loss attributable to shareholders of the Company allocated for computing net loss per nonvested share-basic | (358 | ) | — | — | |||||||
Net loss per ordinary share-basic | $ | (0.20 | ) | $ | (0.09 | ) | $ | (0.30 | ) | ||
Net loss per nonvested share-basic | $ | (0.20 | ) | $ | — | $ | — | ||||
Net loss per ordinary share-diluted | $ | (0.20 | ) | $ | (0.09 | ) | $ | (0.30 | ) | ||
Net income per Series C preferred share | $ | 0.31 | $ | 0.38 | $ | — | |||||
Numerator | |||||||||||
Shares (denominator): | |||||||||||
Weighted average number of shares used in calculating net loss per nonvested share-basic | 1,792,535 | — | — | ||||||||
Weighted average number of shares used in calculating net loss per Series A preferred share-basic | 15,000,000 | 6,616,438 | — | ||||||||
Weighted average number of shares used in calculating net loss per Series B preferred share —basic | 17,522,725 | 7,729,202 | — | ||||||||
Weighted average number of shares used in calculating net loss per Series C preferred share —basic | 9,651,565 | 4,257,266 | — | ||||||||
Weighted average number of shares used in calculating net loss per ordinary share —basic | 34,316,430 | 71,555,449 | 99,001,560 | ||||||||
SEGMENT_REPORTING_Tables
SEGMENT REPORTING (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
SEGMENT REPORTING | ||||||||||||||||
Schedule of components of the Group's net revenues | ||||||||||||||||
For the years ended December 31, | ||||||||||||||||
2012 | 2013 | 2014 | ||||||||||||||
Apparel | $ | 80,274 | $ | 86,459 | $ | 138,570 | ||||||||||
Other general merchandise | 119,736 | 205,958 | 243,837 | |||||||||||||
Total net revenues | $ | 200,010 | $ | 292,417 | $ | 382,407 | ||||||||||
Summary of Group's total net revenues generated in different geographic locations and as a percentage of total net revenues | ||||||||||||||||
For the years ended December 31, | ||||||||||||||||
2012 | 2013 | 2014 | ||||||||||||||
Revenues | % | Revenues | % | Revenues | % | |||||||||||
Europe | $ | 101,424 | 50.7 | $ | 182,958 | 62.5 | 239,176 | 62.5 | ||||||||
North America | 47,985 | 24.0 | 54,858 | 18.8 | 81,675 | 21.4 | ||||||||||
Other countries | 50,601 | 25.3 | 54,601 | 18.7 | 61,556 | 16.1 | ||||||||||
Total net revenues | $ | 200,010 | 100 | $ | 292,417 | 100 | 382,407 | 100 | ||||||||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Table) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
COMMITMENTS AND CONTINGENCIES | |||||
Schedule of future minimum lease payments under non-cancellable operating lease agreements | Future minimum lease payments under non-cancellable operating lease agreements as of December 31, 2014 are as follows: | ||||
2015 | $ | 4,388 | |||
2016 | 1,201 | ||||
2017 | 344 | ||||
$ | 5,933 | ||||
ORGANIZATION_AND_PRINCIPAL_ACT2
ORGANIZATION AND PRINCIPAL ACTIVITIES (Details) | 1 Months Ended | |
Jun. 30, 2007 | Dec. 31, 2014 | |
item | ||
Light In The Box | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Number of founding shareholders | 5 | |
Percentage of legal ownership | 100.00% | |
Lanting International | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
LightInTheBox Logistic | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
LITB, Inc. | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
Lightinthebox Trading (Shenzhen) Co., Limited (WFOE or Lanting Jishi) | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
Lanting Suzhou | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
Light In The Box (Chengdu) Technology, Co Limited | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
LightInTheBox (UK) Limited | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% | |
LITB Netherlands B.V. | ||
Details of the entity's subsidiaries, its VIEs and VIE's subsidiary | ||
Percentage of legal ownership | 100.00% |
ORGANIZATION_AND_PRINCIPAL_ACT3
ORGANIZATION AND PRINCIPAL ACTIVITIES (Details 2) (Consolidated VIEs) | 12 Months Ended | |||
Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | |
Lanting Gaochuang | Lanting Gaochuang | Lightinthebox Trading (Shenzhen) Co., Limited (WFOE or Lanting Jishi) | Lightinthebox Trading (Shenzhen) Co., Limited (WFOE or Lanting Jishi) | |
CEO | Lanting Huitong | CEO | CEO | |
USD ($) | CNY | |||
The VIE arrangements | ||||
Ownership interest in VIE (as a percent) | 51.00% | 49.00% | ||
Loan Agreement | ||||
Amount of loan extended | $41,000 | 255,000 | ||
Loan agreement term | 10 years | 10 years |
ORGANIZATION_AND_PRINCIPAL_ACT4
ORGANIZATION AND PRINCIPAL ACTIVITIES (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated financial information of the Group's VIE and its subsidiaries included in consolidated financial statements | |||
Net revenues | $382,407 | $292,417 | $200,010 |
Net loss | -29,987 | -4,819 | -4,230 |
Net cash provided by operating activities | -6,889 | 15,152 | 7,399 |
Net cash used in investing activities | 69,181 | -83,552 | -1,284 |
VIE and its subsidiaries | |||
Consolidated financial information of the Group's VIE and its subsidiaries included in consolidated financial statements | |||
Total assets | 2,988 | 2,042 | |
Total liabilities | 2,274 | 1,489 | |
Net revenues | 58 | 300 | 2,743 |
Net loss | -725 | -179 | -204 |
Net cash provided by operating activities | 769 | 647 | 200 |
Net cash used in investing activities | -895 | -798 | -298 |
Amount of consolidated VIEs' assets that are collateral for the VIEs' obligations | $0 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Accounts receivable | ||
Allowance for doubtful accounts | 0 | $0 |
Furniture, fixtures and office equipment | ||
Property and equipment, net | ||
Useful lives | 5 years | |
Software and IT equipment | ||
Property and equipment, net | ||
Useful lives | 3 years |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) | 12 Months Ended |
Dec. 31, 2014 | |
Technology | |
Acquired intangible assets, net | |
Useful lives | 3 years |
Members | |
Acquired intangible assets, net | |
Useful lives | 4 years |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
item | |||
Revenue recognition | |||
Number of criteria to be met prior to recognition of revenue | 4 | ||
Shipping costs | $94,509 | $63,917 | $40,694 |
VAT on sales as a percentage on revenue from the sale of products | 17.00% | ||
Foreign currency risk | Denominated in RMB | |||
Foreign currency risk | |||
Cash and cash equivalents, term deposit and restricted cash | $48,144 | $56,602 | $683 |
Maximum | |||
Revenue recognition | |||
Return period subsequent to the delivery of the goods purchased by the customers | 30 days |
PREPAID_EXPENSES_AND_OTHER_CUR2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||
Receivable from processing agencies | $2,332 | $4,659 |
Prepayment to suppliers | 1,166 | 1,525 |
Interest receivable | 297 | 721 |
Option exercise receivable | 130 | 663 |
Rental deposits and prepaid rents | 414 | 339 |
Staff advance | 24 | 104 |
Others | 826 | 879 |
Total | $5,189 | $8,890 |
PROPERTY_AND_EQUIPMENT_NET_Det
PROPERTY AND EQUIPMENT, NET (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property and equipment, net | |||
Property and equipment, gross | $9,213 | $6,959 | |
Less: Accumulated depreciation | -5,549 | -3,957 | |
Property and equipment, net | 3,664 | 3,002 | |
Depreciation expense | 1,838 | 1,361 | 1,031 |
Leasehold improvements | |||
Property and equipment, net | |||
Property and equipment, gross | 3,723 | 3,043 | |
Furniture, fixtures and office equipment | |||
Property and equipment, net | |||
Property and equipment, gross | 2,431 | 1,817 | |
Software and IT equipment | |||
Property and equipment, net | |||
Property and equipment, gross | $3,059 | $2,099 |
GOODWILL_Details
GOODWILL (Details) (Ador, USD $) | 1 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2014 |
Ador | |||
GOODWILL | |||
Net working capital | $44 | $44 | |
Other intangible assets | 266 | 266 | |
Beginning balance | 690 | ||
Goodwill acquired during the year | 690 | 690 | |
Ending balance | $690 | $690 | $690 |
ACQUIRED_INTANGIBLE_ASSETS_NET2
ACQUIRED INTANGIBLE ASSETS, NET (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Acquired intangible assets, net | |||
Gross carrying amount | $1,407 | $1,407 | |
Less: Accumulated amortization | -136 | -119 | |
Less: Accumulated impairment loss | -1,022 | -1,022 | |
Net carrying amount | 249 | 266 | |
Amortization expenses | 17 | 0 | 0 |
Expected amortization expenses | |||
2015 | 17 | ||
2016 | 17 | ||
2017 | 5 | ||
2018 | 0 | ||
Technology Platform | |||
Acquired intangible assets, net | |||
Gross carrying amount | 90 | 90 | |
Less: Accumulated amortization | -90 | -90 | |
Non-compete Agreement | |||
Acquired intangible assets, net | |||
Gross carrying amount | 9 | 9 | |
Less: Accumulated amortization | -7 | -7 | |
Less: Accumulated impairment loss | -2 | -2 | |
Customer Base | |||
Acquired intangible assets, net | |||
Gross carrying amount | 32 | 32 | |
Less: Accumulated amortization | -22 | -22 | |
Less: Accumulated impairment loss | -10 | -10 | |
Technology | |||
Acquired intangible assets, net | |||
Gross carrying amount | 36 | 36 | |
Less: Accumulated amortization | -12 | ||
Net carrying amount | 24 | 36 | |
Members | |||
Acquired intangible assets, net | |||
Gross carrying amount | 20 | 20 | |
Less: Accumulated amortization | -5 | ||
Net carrying amount | 15 | 20 | |
Trademark/Domain Name | |||
Acquired intangible assets, net | |||
Intangible assets not subject to amortization | 1,220 | 1,220 | |
Less: Accumulated impairment loss | -1,010 | -1,010 | |
Net carrying amount | $210 | $210 |
ACCRUED_EXPENSES_AND_OTHER_CUR2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||
Accrued payroll and staff welfare | $13,154 | $9,147 |
Individual income tax withheld | 621 | 875 |
VAT payable | 327 | 152 |
Accrued professional fees | 2,284 | 1,950 |
Accrued advertising fees | 5,343 | 1,004 |
Credit card processing charges | 449 | 401 |
Accrued sales return | 1,417 | 751 |
Other accrued expenses | 1,474 | 1,280 |
Total | 25,069 | 15,560 |
Movements in accrued sales return | ||
Balance at the beginning of the period | 751 | 116 |
Allowance for sales return made in the year | 14,418 | 9,897 |
Utilization of accrued sales return | -13,752 | -9,262 |
Balance at the end of the period | $1,417 | $751 |
ORDINARY_SHARES_Details
ORDINARY SHARES (Details) (USD $) | 1 Months Ended | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 |
Net proceeds from IPO | $75,030 | $75,030 | |
Offering costs | 4,235 | ||
Number of shares approved to be repurchased | 20,000 | ||
Period to repurchase shares | 1 year | ||
Repurchase of ordinary shares | $10,957 | ||
ADS | |||
Issuance of ordinary shares (in share) | 8,492,368 | ||
Issuing price per share | $9.50 | ||
Ratio to ordinary share | 2 | ||
Repurchase of ordinary shares (in share) | 1,868,726 | ||
Ordinary shares. | |||
Issuance of ordinary shares (in share) | 16,984,736 | ||
Repurchase of ordinary shares (in share) | 3,737,452 |
SHARE_OPTIONS_Details
SHARE OPTIONS (Details) (2008 Plan, USD $) | 0 Months Ended | 12 Months Ended | ||
Oct. 27, 2008 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2011 | |
Share options | ||||
Shares authorized to grant | 4,444,444 | |||
Additional shares authorized to issue | 6,900,000 | |||
Share options. | ||||
Share options | ||||
Vesting period | 4 years | |||
Vesting percentage at the end of the first year through the fourth year | 25.00% | |||
Expiration period | 10 years | |||
Shares options granted | 1,797,300 | 307,250 | 484,000 | |
Exercise price of shares options granted (in dollars per share) | $2.53 | $4.75 | ||
Assumptions used for estimating the fair value of options granted on the date of grant | ||||
Risk-free interest rate, minimum (as a percent) | 3.75% | 3.06% | ||
Risk-free interest rate, maximum (as a percent) | 4.05% | 3.83% | ||
Expected volatility, minimum (as a percent) | 57.09% | 56.00% | ||
Expected volatility, maximum (as a percent) | 63.88% | 60.00% | ||
Expected dividend yield (as a percent) | 0.00% | 0.00% | ||
Share options. | Minimum | ||||
Share options | ||||
Vesting period | 3 years | 3 years | 3 years | |
Exercise price of shares options granted (in dollars per share) | $1.84 | 0.96 | ||
Assumptions used for estimating the fair value of options granted on the date of grant | ||||
Exercise multiple | 2.2 | 2 | ||
Fair value of ordinary shares (in dollars per share) | $2.53 | $4.75 | ||
Share options. | Maximum | ||||
Share options | ||||
Vesting period | 4 years | 4 years | 4 years | |
Exercise price of shares options granted (in dollars per share) | $3.26 | 4.29 | ||
Assumptions used for estimating the fair value of options granted on the date of grant | ||||
Exercise multiple | 2.8 | 2.8 | ||
Fair value of ordinary shares (in dollars per share) | $3.26 | $4.97 |
SHARE_OPTIONS_Details_2
SHARE OPTIONS (Details 2) (2008 Plan, Share options., USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2011 | |
2008 Plan | Share options. | |||
Options granted | |||
Balance at the beginning of the period (in shares) | 1,562,850 | ||
Granted (in shares) | 1,797,300 | 307,250 | 484,000 |
Exercised (in shares) | -548,800 | ||
Forfeited (in shares) | -305,050 | ||
Balance at the end of the period (in shares) | 2,506,300 | 1,562,850 | |
Weighted average exercise price per option | |||
Balance at the beginning of the period (in shares) | $1.71 | ||
Granted (in dollars per share) | $2.53 | $4.75 | |
Exercised (in dollars per share) | $0.37 | ||
Forfeited (in dollars per share) | $3.87 | ||
Balance at the end of the period (in dollars per share) | $2.35 | $1.71 | |
Weighted average fair value per option at grant date | |||
Granted (in dollars per share) | $1.42 | $2.45 |
SHARE_OPTIONS_Details_3
SHARE OPTIONS (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Additional disclosures | |||
Share-based compensation expense | $2,518 | $4,318 | $2,695 |
2008 Plan | Share options. | |||
Options Number | |||
Outstanding (in shares) | 2,506,300 | 1,562,850 | |
Exercisable (in shares) | 669,238 | ||
Expected to vest (in shares) | 1,469,650 | ||
Weighted-average exercise price per option | |||
Outstanding (in dollars per share) | $2.35 | $1.71 | |
Exercisable (in dollars per share) | $0.67 | ||
Expected to vest (in dollars per share) | $2.69 | ||
Weighted-average remaining contractual life (years) | |||
Outstanding | 8 years 3 months 4 days | ||
Exercisable | 8 years 3 months 4 days | ||
Expected to vest | 9 years 4 months 6 days | ||
Aggregate intrinsic value | |||
Outstanding (in dollars) | 2,712 | ||
Exercisable (in dollars) | 1,559 | ||
Expected to vest (in dollars) | 922 | ||
Additional disclosures | |||
Total intrinsic value of options exercised | 119 | 1,235 | 0 |
Share-based compensation expense | 291 | 280 | 216 |
Unrecognized compensation cost | $1,054 | ||
Weighted-average period of recognition of unrecognized compensation cost | 3 years 2 months 12 days |
NONVESTED_SHARES_Details
NONVESTED SHARES (Details) (2008 Plan, Nonvested shares.) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2011 | |
Nonvested shares | |||
Shares granted | 2,800,300 | 711,571 | 1,820,010 |
Vesting period | 4 years | ||
Minimum | |||
Nonvested shares | |||
Vesting period | 3 years | 2 years | |
Maximum | |||
Nonvested shares | |||
Vesting period | 4 years | 4 years |
NONVESTED_SHARES_Details_2
NONVESTED SHARES (Details 2) (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Weighted average grant date fair value | ||||
Share-based compensation expenses | $2,518 | $4,318 | $2,695 | |
2008 Plan | Nonvested shares. | ||||
Number of Shares | ||||
Outstanding at the beginning of the period (in shares) | 995,202 | |||
Granted (in shares) | 2,800,300 | 711,571 | 1,820,010 | |
Forfeited (in shares) | -601,155 | |||
Vested (in shares) | -611,010 | |||
Outstanding at the end of the period (in shares) | 2,583,337 | 995,202 | ||
Weighted average grant date fair value | ||||
Outstanding at the beginning of the period (in dollars per share) | $4.52 | |||
Granted (in dollars per share) | $2.54 | |||
Forfeited (in dollars per share) | $3.47 | |||
Vested (in dollars per share) | $3.88 | |||
Outstanding at the end of the period (in dollars per share) | $2.58 | $4.52 | ||
Fair value of shares vested | 2,123 | 3,453 | 19,318 | |
Share-based compensation expenses | 2,227 | 4,038 | 2,479 | |
Unrecognized compensation cost | $2,286 | |||
Weighted-average period of recognition of unrecognized compensation cost | 3 years 5 months 19 days |
NONVESTED_SHARES_Details_3
NONVESTED SHARES (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based compensation expenses for non-vested shares | |||
Share-based compensation expenses | $2,518 | $4,318 | $2,695 |
Nonvested shares. | Fulfillment | |||
Share-based compensation expenses for non-vested shares | |||
Share-based compensation expenses | 46 | 9 | 10 |
Nonvested shares. | Selling and marketing | |||
Share-based compensation expenses for non-vested shares | |||
Share-based compensation expenses | 231 | 134 | 117 |
Nonvested shares. | General and administrative | |||
Share-based compensation expenses for non-vested shares | |||
Share-based compensation expenses | $2,241 | $4,175 | $2,568 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 |
Income taxes | ||||
Current tax expense (benefit) | $70 | $69 | $19 | |
Current deferred tax assets: | ||||
Accrued payroll | 2,885 | 638 | ||
Accrued expenses | 214 | 45 | ||
Accrued inventory provision | 132 | |||
Less: Valuation allowance | -3,231 | -683 | ||
Non-current deferred tax asset: | ||||
Net operating loss carry forwards | 10,476 | 7,959 | ||
Less: Valuation allowance | -10,476 | -7,959 | ||
Deferred tax liabilities | 0 | 0 | 0 | |
Movement of valuation allowance | ||||
Balance at beginning of the period | 8,642 | 8,840 | ||
Additions | 5,683 | 228 | ||
Reversals | -618 | -426 | ||
Balance at end of the period | 13,707 | 8,642 | 8,840 | |
Reconciliation between the expense (benefit) of income taxes computed by applying the PRC tax rate to income (loss) before income taxes and the actual provision for income taxes | ||||
Loss before provision of income tax | -29,917 | -4,750 | -4,211 | |
Statutory income tax rates (as a percent) | 25.00% | 25.00% | 25.00% | |
Income tax at statutory tax rate | -7,479 | -1,187 | -1,053 | |
Non-deductible expenses | 92 | 225 | 403 | |
Effect of income tax holiday and preferential tax rates | -76 | -62 | -41 | |
Effect of income tax rate differences in jurisdictions other than the PRC | 2,468 | 1,291 | 1,105 | |
Changes in valuation allowances | 5,065 | -198 | -395 | |
Income tax expense (benefit) | 70 | 69 | 19 | |
Hong Kong | Light In The Box | ||||
Reconciliation between the expense (benefit) of income taxes computed by applying the PRC tax rate to income (loss) before income taxes and the actual provision for income taxes | ||||
Statutory income tax rates (as a percent) | 16.50% | |||
PRC | ||||
Reconciliation between the expense (benefit) of income taxes computed by applying the PRC tax rate to income (loss) before income taxes and the actual provision for income taxes | ||||
Statutory income tax rates (as a percent) | 25.00% | |||
Additional disclosures | ||||
Withholding tax rate on dividends distributed to non-resident entities (as a percent) | 10.00% | |||
Deferred tax liability accrued for the Chinese dividend withholding taxes | $0 | |||
PRC | Lanting Huitong | ||||
Income taxes | ||||
Income tax exemption period | 2 years | |||
Reduced tax rate for three years subsequent the exemption period (as a percent) | 12.50% | |||
Period for reduced tax rate | 3 years | |||
PRC | Lanting Gaochuang | ||||
Income taxes | ||||
Income tax exemption period | 2 years | |||
Reduced tax rate for three years subsequent the exemption period (as a percent) | 12.50% | |||
Period for reduced tax rate | 3 years |
LOSS_PER_SHARE_Details
LOSS PER SHARE (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Numerator: | |||
Net loss | ($29,987) | ($4,819) | ($4,230) |
Accretion of Series C convertible redeemable preferred shares | -1,621 | -2,971 | |
Net loss attributable to ordinary shareholders | -29,987 | -6,440 | -7,201 |
Net loss attributable to shareholders of the Company allocated for computing net loss per ordinary share-basic | -29,987 | -6,440 | -6,843 |
Net loss attributable to shareholders of the company allocated for computing net loss per nonvested share-basic | -358 | ||
Net loss per ordinary share-basic | ($0.30) | ($0.09) | ($0.20) |
Net loss per nonvested share-basic | ($0.20) | ||
Net Loss per ordinary share-diluted | ($0.30) | ($0.09) | ($0.20) |
Shares (denominator): | |||
Weighted average number of shares used in calculating net loss per nonvested share-basic | 1,792,535 | ||
Weighted average number of shares used in calculating net loss per ordinary share-basic | 99,001,560 | 71,555,449 | 34,316,430 |
Series A convertible preferred shares | |||
Computation of basic and diluted net loss per ordinary share | |||
Weighted average number of shares used in calculating net loss per share-basic | 6,616,438 | 15,000,000 | |
Series B convertible preferred shares | |||
Computation of basic and diluted net loss per ordinary share | |||
Weighted average number of shares used in calculating net loss per share-basic | 7,729,202 | 17,522,725 | |
Series C convertible preferred shares | |||
Computation of basic and diluted net loss per ordinary share | |||
Net income attributable to preferred shares for computing basic net income per preferred share | $1,621 | $2,971 | |
Net loss per preferred share (in dollars per share) | $0.38 | $0.31 | |
Weighted average number of shares used in calculating net loss per share-basic | 4,257,266 | 9,651,565 |
LOSS_PER_SHARE_Details_2
LOSS PER SHARE (Details 2) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share options. | |||
Shares excluded from the calculation of diluted loss per share | |||
Shares excluded from the calculation of diluted loss per share | 2,506,300 | 1,562,850 | 1,778,250 |
Nonvested shares. | |||
Shares excluded from the calculation of diluted loss per share | |||
Shares excluded from the calculation of diluted loss per share | 2,583,337 | 995,202 | 1,054,778 |
EMPLOYEE_RETIREMENT_BENEFIT_De
EMPLOYEE RETIREMENT BENEFIT (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
EMPLOYEE RETIREMENT BENEFIT | |||
Total contribution for employee benefits | $5,544 | $5,603 | $3,848 |
STATUTORY_RESERVES_AND_RESTRIC1
STATUTORY RESERVES AND RESTRICTED NET ASSETS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
STATUTORY RESERVES AND RESTRICTED NET ASSETS | |||
Minimum percentage of after-tax profit required to be transferred to general reserve till such reserve reaches specified percentage of registered capital | 10.00% | ||
General reserve as a percentage of registered capital up to which after-tax profit of PRC subsidiaries and VIEs shall be transferred | 50.00% | ||
Discretionary appropriations to enterprise expansion reserve, staff welfare and bonus reserve | $0 | $0 | $0 |
Amount of restricted net assets of consolidated subsidiaries and VIE not available for distribution | $4,293 |
SEGMENT_REPORTING_Details
SEGMENT REPORTING (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
item | |||
Segment reporting | |||
Number of operating segment | 1 | ||
Total net revenues | $382,407 | $292,417 | $200,010 |
Apparel | |||
Segment reporting | |||
Total net revenues | 138,570 | 86,459 | 80,274 |
Other general merchandise | |||
Segment reporting | |||
Total net revenues | $243,837 | $205,958 | $119,736 |
SEGMENT_REPORTING_Details_2
SEGMENT REPORTING (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment reporting | |||
Revenues | $382,407 | $292,417 | $200,010 |
Total net revenues | |||
Segment reporting | |||
Revenues (as a percent) | 100.00% | 100.00% | 100.00% |
Europe | |||
Segment reporting | |||
Revenues | 239,176 | 182,958 | 101,424 |
Europe | Total net revenues | |||
Segment reporting | |||
Revenues (as a percent) | 62.50% | 62.50% | 50.70% |
Europe | France | |||
Segment reporting | |||
Revenues | 52,264 | 42,504 | 32,913 |
North America | |||
Segment reporting | |||
Revenues | 81,675 | 54,858 | 47,985 |
North America | Total net revenues | |||
Segment reporting | |||
Revenues (as a percent) | 21.40% | 18.80% | 24.00% |
North America | United States | |||
Segment reporting | |||
Revenues | 65,376 | 46,136 | 41,840 |
Other countries | |||
Segment reporting | |||
Revenues | $61,556 | $54,601 | $50,601 |
Other countries | Total net revenues | |||
Segment reporting | |||
Revenues (as a percent) | 16.10% | 18.70% | 25.30% |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Fair value measurements | |||
Period of financial forecasts on which discounted cash flows is based | 5 years | ||
Recurring | |||
Fair value measurements | |||
Financial assets | 0 | $0 | $0 |
Financial liabilities | 0 | $0 | $0 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
COMMITMENTS AND CONTINGENCIES | |||
Rent expenses under operating leases | $3,906 | $3,005 | $2,074 |
Future minimum lease payments under non-cancellable operating lease agreements | |||
2015 | 4,388 | ||
2016 | 1,201 | ||
2017 | 344 | ||
Total | $5,933 |
COMMITMENTS_AND_CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details 2) (USD $) | 0 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 04, 2014 | Dec. 31, 2014 |
Failure to make payments of contributions for employee benefit plans | ||
Contingencies | ||
Maximum fines ( as a percent) | 300.00% | |
Shareholder class action lawsuits | ||
Contingencies | ||
Settlement amount contributed to a settlement fund | $1,550 | |
Settlement cost | $1,550 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (Subsequent events., Demon, USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Feb. 06, 2015 | Feb. 06, 2015 |
Subsequent events. | Demon | ||
Subsequent Event [Line Items] | ||
Equity Interest (in percent) | 30.00% | 30.00% |
Consideration | $2,100 |