UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of September 2022
Commission File Number 001-35715
JX Luxventure Limited
(Translation of registrant’s name into English)
Bin Hai Da Dao No. 270
Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou
Xiu Ying District
Haikou City, Hainan Province 570100
People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
On September 9, 2022, we announced our unaudited financial results for 6 months ended on June 30, 2022, which are set forth below:
| As at June 30, | As at December 31, | |||||||
| 2022 | 2021 | |||||||
| Non-current assets | ||||||||
| Property, plant and equipment, net | 3,436,039 | 3,798,612 | ||||||
| Investment property, net | 6,737,712 | 7,364,527 | ||||||
| Prepayments and premiums under operating leases | 2,165,551 | 2,324,695 | ||||||
| Land use rights | 355,703 | 380,091 | ||||||
| 12,695,005 | 13,867,925 | |||||||
| Current assets | ||||||||
| Inventories | 1,237,936 | 1,163,896 | ||||||
| Trade receivables | 3,744,419 | 7,736,851 | ||||||
| Other receivables and prepayments | 2,498,883 | 2,328,122 | ||||||
| Prepayments and premiums under operating leases | 84,654 | 82,714 | ||||||
| Cash and cash equivalents | 11,079,276 | 12,914,914 | ||||||
| 18,645,168 | 24,226,497 | |||||||
| Total assets | 31,340,173 | 38,094,422 | ||||||
| Current liabilities | ||||||||
| Short term bank loans | 1,118,903 | 1,180,656 | ||||||
| Trade and other payables | 4,913,036 | 5,355,123 | ||||||
| Due to related parties | 2,337,178 | 467,568 | ||||||
| Contract liabilities | 319,504 | 218,734 | ||||||
| 8,688,621 | 7,222,081 | |||||||
| Total liabilities | 8,688,621 | 7,222,081 | ||||||
| Equity | ||||||||
| Share capital | 1,284 | 590 | ||||||
| Series A equity interest with preferential rights | 1,240,000 | 1,240,000 | ||||||
| Series C equity interest with preferential rights | 1,500,000 | 1,500,000 | ||||||
| Series D equity interest with preferential rights | 3,120,000 | 3,120,000 | ||||||
| Share premium | 37,449,500 | 24,719,794 | ||||||
| Revaluation reserve | 184,272 | 184,272 | ||||||
| Statutory surplus reserve | 6,084,836 | 6,084,836 | ||||||
| Retained profits / accumulated deficit | (23,448,108 | ) | (3,959,086 | ) | ||||
| Foreign currency translation reserve | (3,480,232 | ) | (2,018,065 | ) | ||||
| 22,651,552 | 30,872,341 | |||||||
| Total liabilities and equity | 31,340,173 | 38,094,422 | ||||||
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| For the six months ended | ||||||||
| June 30, 2022 | June 30, 2021 | |||||||
| Revenue | 52,315,319 | 12,709,722 | ||||||
| Cost of sales | (51,563,772 | ) | (11,956,851 | ) | ||||
| Gross profit | 751,547 | 752,871 | ||||||
| Other income | 196,251 | 24,159 | ||||||
| Other losses | (3,427,510 | ) | (2,983,494 | ) | ||||
| Distribution and selling expenses | (1,490,497 | ) | (1,213,768 | ) | ||||
| Administrative expenses | (15,485,244 | ) | (2,622,510 | ) | ||||
| Loss from operations | (19,455,453 | ) | (6,042,742 | ) | ||||
| Finance costs | (33,569 | ) | (33,275 | ) | ||||
| Loss before tax | (19,489,022 | ) | (6,076,017 | ) | ||||
| Income tax income | - | 1,125,176 | ||||||
| Loss for the period | (19,489,022 | ) | (4,950,841 | ) | ||||
| Other comprehensive loss | ||||||||
| - currency translation differences | (1,462,167 | ) | 563,976 | |||||
| Total comprehensive loss for the period | (20,951,189 | ) | (4,386,865 | ) | ||||
| Loss per share of common stock attributable to the Company | ||||||||
| - Basic | (2.55 | ) | (1.21 | ) | ||||
| - Diluted | (2.55 | ) | (1.21 | ) | ||||
| Weighted average shares outstanding: | ||||||||
| - Basic | 7,653,153 | 4,100,257 | ||||||
| - Diluted | 7,653,153 | 4,100,257 | ||||||
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| For the six months ended | ||||||||
| June 30, 2022 | June 30, 2021 | |||||||
| OPERATING ACTIVITIES | ||||||||
| Loss for the period | (19,489,022 | ) | (4,950,840 | ) | ||||
| Adjustments for: | ||||||||
| Share-based payment | 12,730,400 | 708,053 | ||||||
| Finance cost | 33,569 | 33,275 | ||||||
| Interest income | (13,085 | ) | (22,592 | ) | ||||
| Depreciation of property, plant and equipment & investment property | 426,061 | 586,235 | ||||||
| Amortization of intangible assets, prepayments and premiums under operating leases | 40,411 | 50,512 | ||||||
| Provision/ (reversal) of inventory obsolescence | 37,471 | 1,779 | ||||||
| Bad debt provision of trade receivables | 3,383,792 | 2,981,680 | ||||||
| Gain on disposal of property, plant and equipment | 308 | - | ||||||
| Operating cash flows before movements in working capital | (2,850,095 | ) | (611,897 | ) | ||||
| Increase in trade and other receivables | 19,774 | (486,463 | ) | |||||
| Increase in inventories | (176,995 | ) | (326,883 | ) | ||||
| Increase in other current assets | (3,394 | ) | (260,330 | ) | ||||
| Increase in deferred tax assets | - | (1,130,469 | ) | |||||
| Decrease in trade and other payables | (58,990 | ) | (490,178 | ) | ||||
| Decrease in income tax payable | (60,506 | ) | (44,515 | ) | ||||
| CASH USED IN OPERATING ACTIVITIES | (3,130,206 | ) | (3,350,735 | ) | ||||
| NET CASH USED IN OPERATING ACTIVITIES | (3,130,206 | ) | (3,350,735 | ) | ||||
| INVESTING ACTIVITIES | ||||||||
| Interest received | 13,085 | 22,591 | ||||||
| Proceeds on disposal of property, plant and equipment | - | - | ||||||
| Purchase of property, plant and equipment | (1,047 | ) | (14,141 | ) | ||||
| NET CASH FROM INVESTING ACTIVITIES | 12,038 | 8,450 | ||||||
| FINANCING ACTIVITIES | ||||||||
| Proceeds from issuance of preferred shares | - | 1,500,000 | ||||||
| Interest paid | (33,569 | ) | (33,275 | ) | ||||
| New bank loans raised | - | 1,159,525 | ||||||
| Repayment of borrowings | - | (1,159,525 | ) | |||||
| Advance from related party | 1,938,058 | 2,826 | ||||||
| NET CASH FROM FINANCING ACTIVITIES | 1,904,489 | 1,469,551 | ||||||
| NET DECREASE IN CASH AND CASH EQUIVALENTS | (1,213,679 | ) | (1,872,734 | ) | ||||
| Effects of foreign currency translation | (621,959 | ) | (644,202 | ) | ||||
| CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 12,914,914 | 16,621,290 | ||||||
| CASH AND CASH EQUIVALENTS AT END OF PERIOD | 11,079,276 | 14,104,354 | ||||||
On September 9, 2022, we released the press release furnished herewith as Exhibit 99.1
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: September 9, 2022 | JX Luxventure Limited | |
| By: | /s/ Sun Lei | |
| Sun Lei | ||
| Chief Executive Officer | ||
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EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Press Release |
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Exhibit 99.1
JX Luxventure Limited Announces Record Revenue Financial Results for The Six Months Ended June 30, 2022
The Company expects to turn profitable in 2023
JX Luxventure Limited (Nasdaq: LLL) (the “Company”), a company delivering comprehensive products solutions to global high-net-worth families serviced by our business customers with business segments covering tourism, duty-free cross-border merchandise, eCommerce and B2B SAAS solutions, and menswear, today announced financial results for the six months ended June 30, 2022.
Financial Highlights for the Sixth Months of 2022
| ● | Delivered strong top-line growth year over year. Total revenue for the six months ended June 30, 2022 was $52.3 million compared to $12.7 million for the six months ended June 30, 2021, an increase of 312% from last year. The increase in revenue was driven by the increase in sales of our travel and cross-border merchandise business and partially offset by the decrease in sales of our menswear business. |
| ● | Total revenue from the travel and cross-border merchandise business segments for the first half of 2022 was $51.5 million, compared to $10.2 million for the same period last year. The increase of 404% from last year was primarily due to increased sales in wholesale air tickets and sales generated from our expanded cross-border merchandise product portfolio. |
| ● | Net cash used in operating activities for the six months ended June 30, 2022, was reduced by $0.2 million, a 6.6% improvement compared to the same period last year. |
| ● | Continued duty-free product portfolio expansion. In the six months ended June 30, 2022, the Company expanded its duty-free cross border merchandise portfolio to include the pet food sector and has signed a US$100 million related contract expected to be completed by end of 2023. |
| ● | Travel and cross-border merchandize business segments are expecting to reach profitability on an adjusted basis in 2022. |
The Company is expected to turn profitable in 2023 as the global travel industry started to rebound from the impact of the Covid-19 pandemic and the Company has made material improvements and ongoing investments in its business and products.
Ms. Sun “Ice” Lei, Chief Executive Officer of the Company commented: “We hit the ground running and delivered a strong revenue growth in the first half of 2022. This is the third financial reports in a row which we delivered robust growth. We are pleased with the implementation of our turnaround strategy while our menswear business continues its recovery from Covid.
Our cross-border team has been moving quickly to identify high quality and in-demand foreign products to introduce to the consumer market in China. In addition, our travel team was able to establish more tangible partnerships with our partners in the airlines, high-end hotels and lifestyle experience industries to create value for our shareholders. We now partner with 17 major airlines, which represents 51% of airline operators in China.
Our differentiated product offerings and leading market position helped driving our record revenue in the first half of 2022. As we anticipate the steady demand for premium and foreign made consumer products in China, and the rebound of the premium travel experiences globally, we continue to pivot our operation to focus on the two business segments. Through our operation streamline effort, financial discipline, ownership mindset and innovative product offerings, we are taking the steps toward to the Company’s sustainable profitability.”
“While we are on the journey to transform our company, we remain committed to be in full compliance with all the U.S. Securities and Exchange Commission (the “SEC”) and Nasdaq listing requirements. We are confident that we will continue to be a strong and compliant public listed company years ahead.”
Recent initiatives
| ● | Started providing technology consulting services and solutions for NFT-based virtual host to be used on live stream platforms. The newly established eCommerce solution segment provides a technology driven global B2B trading platform for its business customers. Its solution products include cross-border cloud-based warehouse, digital payment systems, supply chain and logistics management, etc. The Company has been engaged by travel agencies and online platforms to provide solutions and support operational efficiency improvement. |
| ● | Executed major whole-sale contracts with large travel agencies in China in the amount of $20 million. Combined with the Company’s continuous effort to expand its partnership with regional and international airlines, The Company is poised to benefit from the post-pandemic travel. |
| ● | Expanded the Company’s duty free cross border product portfolio to include high end pet food products and luxury foreign automobiles. These products are expected to significantly improve the Company’s revenue and generate high gross margins. |
The Company today filed its six months result report on Form 6-K for the six months ended June 30, 2022 (the “June 2022 Report”) with the SEC. The June 2022 Report can be accessed on the SEC’s website at http://www.sec.gov.
About JX Luxventure Limited
Headquartered in Haikou, China, JX Luxventure Limited is a company delivering comprehensive products solutions to global elite families serviced by our business customers with business segments covering menswear, cross-border merchandise and tourism. To learn more about the Company, please visit its corporate website at en.jxluxventure.com.
Safe Harbor Statement
This press release may contain certain “forward-looking statements” relating to the business of JX Luxventure Limited, and its subsidiary companies. All statements, other than statements of historical fact included herein, are “forward-looking statements” in nature within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements due to a variety of factors, including those discussed in the Company’s periodic reports filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.