8-K
Lakeside Holding Ltd (LSH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):
October 1, 2024
LAKESIDE HOLDING LIMITED
(Exact Name of Registrant as Specified in itsCharter)
| Nevada | 001-42140 | 82-1978491 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1475Thorndale Avenue**, Suite A** Itasca , Illinois
60143
(Address of Principal Executive Offices andZip Code)
(224) 446-9048
(Registrant’s telephone number, includingarea code)
Not Applicable
(Former name or former address, if changed sincelast report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, par value US$0.0001 per share | LSH | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 1, 2024, Lakeside Holding Limited (the “Company”) announced its financial results for the fiscal year ended June 30, 2024. A copy of the press release is attached as Exhibit 99.1 to this Report.
The information under this Item 2.02, including Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release - Lakeside Holding Reports Impressive 42%<br> Revenue Growth for Fiscal Year 2024. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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 hereunto duly authorized.
| Date: October 1, 2024 | Lakeside Holding Limited | |
|---|---|---|
| By: | /s/ Henry Liu | |
| Henry Liu | ||
| Chairman and Chief Executive Officer |
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Exhibit99.1
LakesideHolding Reports Impressive 42% Revenue Growth for Fiscal Year 2024
Cross-Border Airfreight Solutions Surge by117%, Driving Exceptional Financial Performance
Itasca, IL, October 1, 2024 -- Lakeside Holding Limited (“Lakeside” or the “Company”) (Nasdaq: LSH), a U.S.-based integrated cross-border supply chain solution provider with a strategic focus on the Asian market operating under the brand American Bear Logistics (“ABL”), today reported financial results for the fiscal year ended June 30, 2024.
Fiscal Year 2024 Highlights:
| ● | Total revenues increased by 42.3% to $18.3 million, driven by a 117.6% rise in airfreight revenues to<br> $10.4 million, partially offset by a 2.5% decrease in ocean freight revenues to $7.9 million. |
|---|---|
| ● | Cost of revenues increased by 41.6% to $14.6 million, primarily due to higher transportation costs, up<br> 27.6% to $7.5 million; warehouse service charges, up 107.5% to $2.9 million; and custom declaration<br> fees, up 50.2% to $2.4 million, as well as overhead costs also rose by 29.6%. |
| --- | --- |
| ● | Gross profit increased by 44.9% to $3.7 million, with the profit margin rising slightly from 19.9%<br> to 20.3%. This was driven by higher sales and offering a wider range of services, such as<br> warehousing, distribution, and customs clearance, with higher mark-ups. |
| --- | --- |
| ● | General and administrative expenses rose by 77.5% to $4.1 million, driven by increased staffing costs and higher professional<br> fees for audit and legal services. |
| --- | --- |
| ● | Net loss<br> for the year ended June 30, 2024 was $0.2 million, compared with a net income of $1.0 million<br> for the year ended June 30, 2023. |
| --- | --- |
Operational Achievements:
| ● | In July, the Company<br> successfully closed an upsized IPO, raising $6.75 million in gross proceeds, underscoring<br> strong investor confidence in its growth potential. |
|---|---|
| ● | The Company entered<br> into a one-year renewable agreement in July with a leading Asia-based e-commerce platform<br> to provide advanced cross-border fulfillment services, enhancing supply chain visibility<br> for sellers through API integration. |
| --- | --- |
| ● | In August, a strategic<br> partnership was announced with a major social media and e-commerce platform to enhance customs<br> brokerage services, offering real-time logistics data and streamlining customs clearance<br> processes. |
| --- | --- |
| ● | In September,<br> a Pick & Pack Fulfillment service was launched for a major Chinese logistics company,<br> optimizing inventory management and order processing across U.S. hubs to enhance fulfillment<br> efficiency. |
| --- | --- |
| ● | The Company expanded<br> its Dallas-Fort Worth operations in September, more than doubling facility space to 46,657<br> sq. ft. and increasing staffing to support growing demand, while incorporating advanced logistics<br> technology. |
| --- | --- |
Management Commentary
Henry Liu, Chairman and Chief Executive Officer of Lakeside, commented, “We are pleased to report strong financial performance for fiscal year 2024, highlighted by a 42.3% increase in revenue to $18.3 million. This growth was driven primarily by the 117.6% surge in our cross-border airfreight solutions, as we capitalized on rising demand from the e-commerce sector. Expanding this segment has proven to be a key strategic move, with the volume of air freight processed doubling to over 26,000 tons this year, compared to fiscal year 2023.”
“We remain committed to providing flexible and competitive services that address the evolving needs of our customers. Our continued investment in workforce expansion and service capacity has allowed us to manage growing demand while maintaining exceptional service levels. With a 44.9% increase in gross profit and improvements in our gross margin, we are excited about the growth opportunities ahead. Our recent service launches, operational expansions, and partnerships with leading e-commerce platforms solidify our position as a trusted provider of seamless, technology-driven logistics solutions, setting the stage for continued success in fiscal year 2025 and beyond,” concluded Mr. Liu.
Fiscal Year 2024 Conference Call Details
The Company has scheduled a conference call and live webcast to discuss its financial results at 8:00 A.M. Eastern Time (8:00 P.M. Beijing Time) on Friday, October 4, 2024. Management will deliver prepared remarks.
The dial-in details for the conference call are as follows:
| ● | Toll-free dial-in<br> number: +1-877-407-9716 |
|---|---|
| ● | International<br> dial-in number: +1-201-493-6779 |
| --- | --- |
| ● | Webcast and replay:<br> https://viavid.webcasts.com/starthere.jsp?ei=1691867&tp_key=a2ac91e949 |
| --- | --- |
The live audio webcast of the call can also be accessed by visiting Lakeside’s Investor Relations page on the Company's website at https://lakeside-holding.com. An archive of the webcast will be available on the Company's website following the live call.
About Lakeside Holding Limited
Lakeside Holding Limited, based in Itasca, IL, is a U.S.-based integrated cross-border supply chain solution provider with a strategic focus on the Asian market, including China and South Korea. Operating under the brand American Bear Logistics, we primarily provide customized cross-border ocean freight solutions and airfreight solutions in the U.S. that specifically cater to our customers’ requirements and needs in transporting goods into the U.S. We are an Asian American-owned business rooted in the U.S. with in-depth understanding of both the U.S. and Asian international trading and logistics service markets. Our customers are typically Asia- and U.S.-based logistics service companies serving large e-commerce platforms, social commerce platforms, and manufacturers to sell and transport consumer and industrial goods made in Asia into the U.S. For more information, please visit https://lakeside-holding.com.
Safe Harbor Statement
This press release contains forward-looking statements that reflect our current expectations and views of future events. Known and unknown risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. You can identify some of these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. We have based these forward-looking statements largely on our current expectations and projections about future events that we believe may affect our financial condition, results of operations, business strategy and financial needs. These forward-looking statements involve various risks and uncertainties. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. We qualify all of our forward-looking statements by these cautionary statements.
Investor Relations Contact:
Matthew Abenante, IRC
President
Strategic Investor Relations, LLC
Tel: 347-947-2093
Email: matthew@strategic-ir.com
*** tables follow ***
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LAKESIDEHOLDING LIMITEDCONSOLIDATED BALANCE SHEETS
| As of<br> June 30,<br> 2023 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| CURRENT ASSETS | |||||
| Cash | 123,550 | $ | 174,018 | ||
| Accounts receivable – third parties, net | 2,082,152 | 1,373,676 | |||
| Accounts receivable – related party, net | 763,285 | 44,627 | |||
| Prepayment and other receivable | - | 52,623 | |||
| Contract assets | 129,506 | 44,740 | |||
| Due from related parties | 441,279 | 746,130 | |||
| Total current assets | 3,539,772 | 2,435,814 | |||
| NON-CURRENT ASSETS | |||||
| Investment in other entity | 15,741 | — | |||
| Property and equipment at cost, net of accumulated depreciation | 344,883 | 489,520 | |||
| Right of use operating lease assets | 3,471,172 | 2,271,070 | |||
| Right of use financing lease assets | 37,476 | 48,206 | |||
| Deferred tax asset | 89,581 | — | |||
| Deferred offering costs | 1,492,798 | 90,000 | |||
| Prepayment, deposit and other receivable | 202,336 | 137,336 | |||
| Total non-current assets | 5,653,987 | 3,036,132 | |||
| TOTAL ASSETS | 9,193,759 | $ | 5,471,946 | ||
| LIABILITIES AND EQUITY | |||||
| CURRENT LIABILITIES | |||||
| Accounts payables – third parties | 1,161,858 | $ | 462,214 | ||
| Accounts payables – related parties | 227,722 | 365,413 | |||
| Accrued liabilities and other payables | 1,335,804 | 325,701 | |||
| Current portion of obligations under operating leases | 1,186,809 | 769,782 | |||
| Current portion of obligations under financing leases | 37,619 | 42,889 | |||
| Loans payable, current | 746,962 | 586,688 | |||
| Dividend payable | 98,850 | 98,850 | |||
| Tax payable | 79,825 | 32,829 | |||
| Due to shareholders | 1,018,281 | 90,000 | |||
| Total current liabilities | 5,893,730 | 2,774,366 | |||
| NON-CURRENT LIABILITIES | |||||
| Loans payable, non-current | 136,375 | 231,599 | |||
| Deferred tax liability | - | 24,752 | |||
| Obligations under operating leases, non-current | 2,506,402 | 1,564,633 | |||
| Obligations under financing leases,<br> non-current | 17,460 | 21,836 | |||
| Total non-current liabilities | 2,660,237 | 1,842,820 | |||
| TOTAL LIABILITIES | 8,553,967 | $ | 4,617,186 | ||
| Commitments and Contingencies | |||||
| EQUITY | |||||
| Common stocks, 0.0001 par value, 200,000,000 shares authorized,<br> 6,000,000 and 6,000,000 issued and outstanding as of June 30, 2024 and 2023, respectively* | 600 | 600 | |||
| Subscription receivable | (600 | ) | (600 | ) | |
| Additional paid-in capital | 642,639 | - | |||
| Accumulated other comprehensive income (loss) | 2,972 | (244 | ) | ||
| (Deficits) Retained earnings | (5,819 | ) | 862,072 | ||
| Total stockholders’ equity | 639,792 | 861,828 | |||
| Non-controlling interests in subsidiary | - | (7,068 | ) | ||
| Total equity | 639,792 | 854,760 | |||
| TOTAL LIABILITIES AND EQUITY | 9,193,759 | $ | 5,471,946 |
All values are in US Dollars.
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LAKESIDEHOLDING LIMITEDCONSOLIDATED STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)
| For the Years Ended<br> June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Revenue from third party | $ | 16,450,908 | $ | 12,763,577 | ||
| Revenue from related parties | 1,864,247 | 109,314 | ||||
| Total revenue | 18,315,155 | 12,872,891 | ||||
| Cost of revenue from third party | 12,316,374 | 8,385,222 | ||||
| Cost of revenue from related parties | 2,282,824 | 1,923,380 | ||||
| Total cost of revenue | 14,599,198 | 10,308,602 | ||||
| Gross profit | 3,715,957 | 2,564,289 | ||||
| Operating expenses: | ||||||
| Selling expense | 2,500 | 79,822 | ||||
| General and administrative expenses | 4,138,190 | 2,331,312 | ||||
| Loss from deconsolidation of a subsidiary | 73,151 | - | ||||
| Provision (reversal) of allowance for expected credit loss | 28,157 | (93,742 | ) | |||
| Total operating expenses | 4,241,998 | 2,317,392 | ||||
| (Loss) Income from operations | (526,041 | ) | 246,897 | |||
| Other income (expense): | ||||||
| Other income, net | 338,435 | 885,501 | ||||
| Interest expense | (108,008 | ) | (123,600 | ) | ||
| Total other income, net | 230,427 | 761,901 | ||||
| (Loss) Income before income taxes | (295,614 | ) | 1,008,798 | |||
| Credit (Provision) for income taxes | 67,337 | (65,068 | ) | |||
| Net (loss) income and comprehensive (loss) income | (228,277 | ) | 943,730 | |||
| Net loss attributable to non-controlling interest | (3,025 | ) | (39,872 | ) | ||
| Net (loss) income attributable to common stockholders | (225,252 | ) | 983,602 | |||
| Other comprehensive (loss) income | ||||||
| Foreign currency translation gain (loss) | 3,122 | (255 | ) | |||
| Comprehensive (loss) income | (225,155 | ) | 943,475 | |||
| Less: comprehensive loss attributable to non-controlling interest | (3,119 | ) | (39,883 | ) | ||
| Comprehensive (loss) income attributable to the Company | $ | (222,036 | ) | $ | 983,358 | |
| (Loss) earnings per share – basic and diluted | $ | (0.04 | ) | $ | 0.16 | |
| Weighted average shares outstanding – basic and diluted* | 6,000,000 | 6,000,000 |
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| For the Years Ended<br> June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Pro Forma information Statement for Income Tax Provision as a C Corporation upon Reorganization | ||||||
| (Loss) Income before income taxes | $ | (295,614 | ) | $ | 1,008,798 | |
| Credit (Provision) for income taxes | 239,466 | (307,683 | ) | |||
| Net (loss) income and comprehensive (loss) income | $ | (56,148 | ) | $ | 701,115 | |
| Net loss attributable to non-controlling interests | (3,025 | ) | (39,872 | ) | ||
| Net (loss) income attributable to common stockholders | (53,123 | ) | 740,987 | |||
| Other Comprehensive income (loss) | ||||||
| Foreign currency translation (loss) gain | 3,122 | (255 | ) | |||
| Comprehensive (loss) income | (53,026 | ) | 700,860 | |||
| Less: net loss attributable to non-controlling interest | (3,119 | ) | (39,883 | ) | ||
| Comprehensive (loss) income attributable to the Company | $ | (49,907 | ) | $ | 740,743 | |
| (Loss) Earnings per share – Basic and diluted* | $ | (0.01 | ) | $ | 0.12 | |
| Weighted Average Shares Outstanding – Basic and diluted* | 6,000,000 | 6,000,000 |
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LAKESIDEHOLDING LIMITEDCONSOLIDATED STATEMENTS OF CASH FLOWS
| For the Years Ended<br> June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023<br><br> <br>(Revised) | |||||
| Cash flows from operating activities: | ||||||
| Net (loss) income | $ | (228,277 | ) | $ | 943,730 | |
| Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||||||
| Depreciation – G&A | 71,980 | 130,755 | ||||
| Depreciation – overhead cost | 72,657 | - | ||||
| Non-cash operating lease expense | 1,005,686 | 826,284 | ||||
| Depreciation of right-of-use finance assets | 30,712 | 31,780 | ||||
| Provision (Reversal) of allowance for expected credit loss | 28,157 | (93,742 | ) | |||
| Deferred tax (benefit) expense | (114,333 | ) | 32,239 | |||
| Loss from derecognition of shares in subsidiary | 73,151 | — | ||||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable – third parties | (722,522 | ) | (506,152 | ) | ||
| Accounts receivable – related parties | (732,769 | ) | (28,887 | ) | ||
| Contract assets | (84,766 | ) | 54,441 | |||
| Due from related party | 328,820 | (579,496 | ) | |||
| Prepayment, other deposit | (12,377 | ) | 18,672 | |||
| Accounts payables – third parties | 699,644 | 54,410 | ||||
| Accounts payables – related parties | (137,691 | ) | (101,896 | ) | ||
| Accrued expense and other payables | 468,284 | 57,701 | ||||
| Tax payable | 46,996 | 32,829 | ||||
| Lease liabilities – Operating lease | (846,992 | ) | (833,365 | ) | ||
| Net cash (used in) provided by operating activities | (53,640 | ) | 39,303 | |||
| Cash flows from investing activities: | ||||||
| Payment made for investment in other entity | (29,906 | ) | — | |||
| Net cash outflow from deconsolidation of a subsidiary (Appendix A) | (48,893 | ) | — | |||
| Acquisition of property and equipment | — | (18,288 | ) | |||
| Net cash used in investing activities | (78,799 | ) | (18,288 | ) | ||
| Cash flows from financing activities: | ||||||
| Proceeds from loans | 400,000 | — | ||||
| Repayment of loans | (214,986 | ) | (100,864 | ) | ||
| Repayment of equipment and vehicle loans | (119,964 | ) | (104,598 | ) | ||
| Principal payment of finance lease liabilities | (29,628 | ) | (20,640 | ) | ||
| Payment for deferred offering cost | (170,000 | ) | (90,000 | ) | ||
| Advance to related parties | (23,969 | ) | — | |||
| Proceeds from shareholders | 237,302 | 110,550 | ||||
| Repayment to shareholders | — | (47,536 | ) | |||
| Net cash provided by (used in) financing activities | 78,755 | (253,088 | ) | |||
| Effect of exchange rate changes on cash and cash equivalents | 3,216 | 32,560 | ||||
| Net decrease in cash | (50,468 | ) | (199,513 | ) | ||
| Cash, beginning of the year | 174,018 | 373,531 | ||||
| Cash, end of the year | $ | 123,550 | $ | 174,018 | ||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||
| Cash<br> paid for income tax | $ | — | $ | — | ||
| Cash paid for interest | $ | 31,161 | $ | 26,474 | ||
| SUPPLEMENTAL SCHEDULE OF NON-CASH IN FINANCING ACTIVITIES | ||||||
| Deferred offering costs within due to shareholders | $ | 860,979 | $ | 90,000 | ||
| Deferred offering costs within accrued expense and other payables | $ | 541,819 | $ | — | ||
| NON-CASH ACTIVITIES | ||||||
| Dividends declared | $ | — | $ | 200,000 | ||
| Dividends declared and offset against due from shareholders | $ | — | $ | 101,150 | ||
| Property and equipment additions included in loan payable | $ | — | $ | 98,245 | ||
| Right of use assets obtained in exchange for operating lease<br> obligations | $ | 2,094,498 | $ | 124,600 | ||
| Right of use assets obtained in exchange for finance lease obligation | $ | 19,982 | $ | 32,107 | ||
| APPENDIX A – Net cash outflow from deconsolidation of a subsidiary | ||||||
| Working capital, net | $ | 29,812 | $ | — | ||
| Investment in other entity recognized | (15,741 | ) | — | |||
| Elimination of NCl at deconsolidation of a subsidiary | 10,187 | — | ||||
| Loss from deconsolidation of a subsidiary | (73,151 | ) | — | |||
| Cash | $ | (48,893 | ) | $ | — |
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