UZX 6-K 2024 - Equibles

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM6-K

REPORTOF FOREIGN PRIVATE ISSUER

PURSUANTTO RULE 13a-16 OR 15d-16

UNDERTHE SECURITIES EXCHANGE ACT OF 1934

Forthe month of September 2024

CommissionFile Number: 001-41887

LinkageGlobal Inc

2-23-3 Minami-Ikebukuro, Toshima-kuTokyo, Japan 171-0022

(Addressof principal executive office)

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 ☐

EXHIBITINDEX

Number		Description of Exhibit
99.1		Press<br> Release – Linkage Global Inc Announces First Half 2024 Financial Results

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.

	Linkage Global Inc

Date: September<br> 11, 2024	By:	/s/ Zhihua Wu
	Name:	Zhihua Wu
	Title:	Chief Executive<br> Officer, Director, and<br><br> Chairman of the Board of Directors

Exhibit99.1

LinkageGlobal Inc Announces First Half 2024 Financial Results

TOKYO, Japan, September 11, 2024 (GLOBE NEWSWIRE) -- Linkage Global Inc (“Linkage Cayman”, or the “Company”), a cross-border e-commerce integrated services provider headquartered in Japan, today announced its unaudited financial results for the six months ended March 31, 2024.

FirstHalf 2024 Financial Highlights

	●	Net<br> revenues were USD4.80 million for the six months ended March 31, 2024, compared to net revenues of USD9.03 million for the same period<br> of 2023.
	●	Gross<br> profit decreased by 64% to USD0.71 million for the six months ended March 31, 2024 from USD1.95 million for the same period of 2023.<br> Gross margin was 14.77% for the six months ended March 31, 2024, compared to 21.55% for the same period of 2023.
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	●	Loss<br> from operations was USD0.91 million for the six months ended March 31, 2024, compared to income from operations of USD0.87 million<br> for the same period of 2023.
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	●	Net<br> loss was USD0.90 million for the six months ended March 31, 2024, compared to net income of USD0.55 million for the same period of<br> 2023.
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FirstHalf 2024 Financial Results

Revenues

Total revenues decreased by approximately USD4.23 million, or 47%, from approximately USD9.03 million for the six months ended March 31, 2023 to approximately USD4.80 million for the six months ended March 31, 2024.

Revenues from cross-border sales decreased by approximately USD2.18 million, or 34%, from approximately USD6.41 million for the six months ended March 31, 2023 to approximately USD4.23 million for the six months ended March 31, 2024. EXTEND CO., LTD, a Japanese corporation and a subsidiary of the Company, contributed to approximately USD3.50 million, or 73% of the Company’s total revenues, a decrease of 36% for the six months ended March 31, 2024 compared to the same period in 2023. The decrease in cross-border sales was mainly due to the following reasons: (i) China has tightened the inspection policy for goods imported from Japan, which resulted in more goods held up by China customs authorities for two to three months, leading to a decrease in exports to China, and (ii) the depreciation of the Japanese yen against U.S. dollars. The average exchange rate for the six months ended March 31, 2024 and 2023 was at $1=¥148.1735 and $1=¥136.8638, respectively, representing a decrease of 8.26%.

Revenues from integrated e-commerce services decreased by approximately USD2.05 million, or 78%, from approximately USD2.62 million for the six months ended March 31, 2023 to approximately USD0.57 million for the six months ended March 31, 2024, which was mainly due to a decrease in digital marketing services provided. HQT NETWORK CO., LIMITED, a subsidiary of the Company, acts as an authorized agent of Google for digital marketing services. In the six months ended March 31, 2024, Google imposed more stringent criteria for incentives, resulting in reduced amount of incentives. For instance, since 2023, Google stopped providing incentives for qualifying spends made by existing cross-border e-commerce sellers (both enterprises and individuals) that purchase products, e-commerce operation training and software support services and other cross-border e-commerce sellers and suppliers (collectively, the “Merchants”) , and only qualifying spends from new Merchants are counted when calculating incentives. Therefore, revenues from digital marketing services decreased by approximately USD2.13 million, or 94%, from approximately USD2.26 million for the six months ended March 31, 2023 to approximately USD0.13 million for the six months ended March 31, 2024.

In response to the change of Google’s policies, we entered into an advertisement publishing agreement with Huntmobi Holdings Limited, an online advertising agency based in China, for the deployment of ads on certain media or marketing platforms through Huntmobi Holdings Limited, including but not limited to TikTok and Facebook, and we also focused on the growth of other e-commerce related services. Revenues generated from training and consulting services increased by USD0.08 million, or 24%, from approximately USD0.35 million for the six months ended March 31, 2023 to approximately USD0.43 million for the six months ended March 31, 2024.

Costof Revenues

Cost of revenues decreased by USD3 million, or 42%, from approximately USD7.09 million for the six months ended March 31, 2023 to approximately USD4.09 million for the six months ended March 31, 2024, primarily attributable to a decrease of cost of revenue for cross-border sales and digital marketing services, which is in line with the decrease of sales.

GrossProfit

Gross profit decreased to USD0.71 million for the six months ended March 31, 2024 from USD1.95 million for the same period of 2023, primarily attributable to the decrease of integrated e-commerce services mainly resulting from reduced incentives and more stringent incentive policies of Google. Gross margin was 14.77 % for the six months ended March 31, 2024 compared to 21.55 % for the same period of 2023.

OperatingExpenses

Operating expenses increased by USD0.54 million, or 50%, from USD1.08 million for the six months ended March 31, 2023 to USD1.62 million for the six months ended March 31, 2024.

General and administrative expenses increased by USD0.40 million, or 58%, from USD0.69 million for the six months ended March 31, 2023 to approximately USD1.10 million for the six months ended March 31, 2024. This increase was primarily attributable to an increase of USD0.27 million in professional fees since its initial public offering, and an increase of USD0.18 million in bad debt allowance of accounts receivable.

Selling and marketing expenses decreased by USD0.06 million, or 22%, from USD0.29 million for the six months ended March 31, 2023 to approximately USD0.23 million for the six months ended March 31, 2024. This increase was primarily attributable to a decrease of freight expenses and salaries due to the decrease in sales.

Research and development expenses remained stable and was USD0.29 million and USD0.30 million for the six months ended March 31, 2023 and 2024, respectively.

Gain from disposal of property and equipment was USD1.97 million and nil for the six months ended March 31, 2023 and 2024, respectively.

Profit/(loss) from operations

Loss from operations was USD0.91 million for the six months ended March 31, 2024, compared to profit from operations of USD0.87million for the same period of 2023.

Otherexpenses, net

Other expenses decreased to USD59,728 for the six months ended March 31, 2024 from USD60,073 for the same period of 2023, which was mainly attributable to (i) a decrease of USD22,526 in interest expenses due to a decrease in bank borrowings; and (ii) a decrease of USD27,038 in COVID-19 related government subsidies.

Incometax (provision)/benefit

The Company had an income tax benefit of USD0.08 million for the six months ended March 31, 2024, and incurred income tax provision of USD0.25 million for the same period of 2023, which was primarily attributable to net loss for the six months ended March 31, 2024.

Net(loss)/ income

Net loss was USD0.96 million for the six months ended March 31, 2024, compared to net income of USD0.55 million for the same period of 2023.

AboutLinkage Global Inc

Linkage Global Inc is a holding company incorporated in the Cayman Islands with no operations of its own. Linkage Cayman conducts its operations through its operating subsidiaries in Japan, Hong Kong, and mainland China. As a cross-border e-commerce integrated services provider headquartered in Japan, through its operating subsidiaries, the Company has developed a comprehensive service system comprised of two lines of business complementary to each other, including (i) cross-border sales and (ii) integrated e-commerce services. For more information, please visit www.linkagecc.com.

SafeHarbor Statement

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “assesses,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s annual reports on Form 20-F and other filings with the U.S. Securities and Exchange Commission.

Formore information, please contact:

InvestorRelations

WFS Investor Relations Inc.

Connie Kang, Partner

Email: [email protected]

Tel: +86 1381 185 7742

LinkageGlobal IncCONDENSED CONSOLIDATED BALANCE SHEETS

(InU.S. dollars, except for share and per share data, or otherwise noted)

	As of
	September 30,<br> 2023		March<br> 31,<br> 2024

					(Unaudited)
ASSETS
Current<br> assets
Cash<br> and cash equivalents	1,107,480			1,483,720
Accounts<br> receivable, net	2,011,047			2,874,998
Deferred<br> offering costs	1,076,253			-
Inventories,<br> net	679,732			138,012
Prepaid<br> expenses and other current assets, net	4,771,460			8,877,509
Total<br> current assets	9,645,972			13,374,239

Non-current<br> assets
Property<br> and equipment, net	158,642			119,207
Deferred<br> tax assets	149,129			191,004
Right-of-use<br> assets, net	624,945			661,799
Other<br> non-current assets	54,825			55,399
Total<br> non-current assets	987,541			1,027,409
TOTAL<br> ASSETS	10,633,513			14,401,648

LIABILITIES<br> AND SHAREHOLDERS’ EQUITY
Current<br> liabilities
Short-term<br> debts	-			98,532
Current<br> portion of long-term debts	535,226			533,244
Accounts<br> payable	1,142,667			822,039
Contract<br> liabilities	530,488			853,417
Amounts<br> due to related parties	1,413,604			1,948,959
Income<br> tax payable	581,235			1,481,629
Accrued<br> expenses and other current liabilities	309,986			304,799
Lease<br> liabilities-current	187,214			174,777
Total<br> current liabilities	4,700,420			6,217,396

Non-current<br> liabilities
Long-term<br> debts	1,996,326			939,926
Lease<br> liabilities-noncurrent	439,854			496,048
Total<br> non-current liabilities	2,436,180			1,435,974
Total<br> liabilities	7,136,600			7,653,370

Commitments<br> and contingencies

Shareholders’<br> equity
Ordinary<br> shares (par value of US0.00025 per share; 200,000,000 ordinary shares authorized as of September 30, 2023 and March 31, 2024, respectively;<br> 20,000,000 and 21,500,000 ordinary shares issued and outstanding as of September 30, 2023 and March 31, 2024, respectively)	5,000			5,375
Additional<br> paid in capital	1,549,913			6,367,921
Statutory<br> reserve	11,348			19,214
Retained<br> earnings	2,052,553			1,146,573
Accumulated<br> other comprehensive loss	(121,901	)		(790,805	)
Total<br> shareholders’ equity	3,496,913			6,748,278
TOTAL<br> LIABILITIES AND SHAREHOLDERS’ EQUITY	10,633,513			14,401,648

All values are in US Dollars.

LinkageGlobal IncUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME/(LOSS)(In U.S. dollars, except for share and per share data, or otherwise noted)

	For the six months ended<br> March 31,
	2023			2024

	(Unaudited)
Revenues		9,031,327			4,798,363
Cost of revenues		(7,085,228	)		(4,089,486	)
Gross profit		1,946,099			708,877

Operating<br> expenses
Selling and marketing expenses		(294,240	)		(228,956	)
General and administrative<br> expenses		(694,449	)		(1,097,010	)
Research and development expenses		(287,971	)		(297,811	)
Gain<br> from disposal of property and equipment		196,503			-
Total<br> operating expenses		(1,080,157	)		(1,623,777	)
Operating<br> profit/(loss)		865,942			(914,900	)

Other (expenses)/income
Investment loss		(4,857	)		-
Interest expenses, net		(83,252	)		(60,726	)
Others,<br> net		28,036			998
Total<br> other expenses, net		(60,073	)		(59,728	)

Income/(loss)<br> before income taxes		805,869			(974,628	)
Income<br> tax (provision)/benefit		(251,042	)		76,514
Net<br> income/(loss)		554,827			(898,114	)

Net income/(loss)		554,827			(898,114	)

Foreign<br> currency translation adjustment		16,351			(668,904	)
Total<br> comprehensive income/(loss) attributable to the Company’s ordinary shareholders		571,178			(1,567,018	)

Earnings/(loss) per ordinary<br> share attributable to ordinary shareholders
Basic and Diluted		0.03			(0.04	)
Weighted average number of ordinary shares outstanding
Basic and Diluted		20,000,000			20,848,901

All values are in US Dollars.