LightInTheBox Holding (LITB) to Acquire Ezbuy

November 8, 2018 8:18 AM EST

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LightInTheBox Holding Co., Ltd. (NYSE: LITB) ("LightInTheBox" or the "Company"), a global online retail company that delivers products directly to consumers around the world, today announced the execution of a share purchase agreement for the strategic acquisition of a 100% equity stake in Ezbuy Holding Co., Ltd. ("Ezbuy"), a Singapore-based leading cross-border e-commerce platform.

Under the terms of the share purchase agreement and as part of an intended long-term, strategic transaction to create greater synergies with the Company's existing business, LightInTheBox has agreed to acquire a 100% equity stake in Ezbuy for US$85.55 million in the form of non-interest bearing one year convertible promissory notes that automatically convert into an aggregate of 22,220,779 American Depositary Shares (ADS) if the price of the Company's ADSs trade at a high of $3.85 for three consecutive trading days during the term of the note. The Company may be obligated to issue up to an additional 22,220,779 ADSs, in a combination of cash and securities, at the end of the one year period if the price is not attained. Both companies will work together to maximize business synergies created to capitalize on opportunities to expand their businesses.

Founded in Singapore in 2010, Ezbuy has become one of Southeast Asia's leading cross-border e-commerce platforms. Ezbuy allows its more than 3 million customers in Singapore, Malaysia, Indonesia, Thailand and Pakistan to shop for high-quality products from Mainland China, Taiwan, the USA, South Korea, Malaysia, and Singapore.

The closing of the transaction is expected to occur in the near future and is subject to customary closing conditions, including, without limitation, NYSE approval for the listing of the ADSs to be issued in connection with the transaction, the appointment of two new directors to the Board of the Company, and the hiring of a new Chief Executive Officer to be appointed by the Board of Directors of the Company.

Mr. Zhiping Qi, Chief Executive Officer of LightInTheBox, commented, "After extensive discussions with Ezbuy's highly experienced management team, I am pleased to finally sign definitive documentation for this acquisition and begin working closely with them to jointly realize major strategic business synergies. This transaction is part of our larger plan to build our B2C cross border e-commerce out to scale globally by enhancing the user experience and improving supply chain management and fulfillment capabilities. Ezbuy has done a fantastic job building a talented team, highly recognizable brand, and solid supply chain management which strengthens and directly complements our emerging markets strategy. Integrating our supply chain network, warehousing and logistics in China will create enormous business synergies that will truly unlock the value of the markets Ezbuy operates in and will help us build a solid platform for sustainable long-term growth."

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