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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

For the month of March 2018

 

 

 

Commission File Number: 001-37385

 

Baozun Inc.

 

Building B, No. 1268 Wanrong Road

Shanghai 200436

The People’s Republic of China

+86 21 8026-6000

(Address, including zip code, and telephone number, including area code, of Registrant’s 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 x     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): ¨

 

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): ¨

 

 

 

 

 

 

 

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.

 

  Baozun Inc.
     
  By: /s/ Beck Zhaoming Chen
  Name: Beck Zhaoming Chen
  Title: Chief Financial Officer

 

Date: March 6, 2018

 

 

 

 

Exhibit Index

 

Exhibit 99.1 — Press Release

 

 

Exhibit 99.1

 

Baozun Announces Fourth Quarter and Fiscal Year 2017 Unaudited Financial Results

 

SHANGHAI, CHINA – March 6, 2018 – Baozun Inc. (Nasdaq: BZUN) ("Baozun" or the "Company"), the leading brand e-commerce service partner that helps brands execute their e-commerce strategies in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2017.

  

Fourth Quarter 2017 Financial Highlights

 

lTotal net revenues were RMB1,565.4 million (US$1240.6 million), an increase of 23.0% year-over-year. Services revenue was RMB782.6 million (US$120.3 million), an increase of 56.0% year-over-year.

 

lIncome from operations was RMB175.7 million (US$27.0 million), an increase of 179.1% year-over-year.

 

lNon-GAAP income from operations2 was RMB189.9 million (US$29.2 million), an increase of 163.6% year-over-year.

 

lNet income attributable to Baozun ordinary shareholders was RMB146.6 million (US$22.5 million), an increase of 139.0% year-over-year.

 

lNon-GAAP net income attributable to Baozun ordinary shareholders3 was RMB160.6 million (US$24.7 million), an increase of 128.0% year-over-year.

 

lBasic and diluted net income attributable to Baozun ordinary shareholders per American Depository Share (“ADS4”) were RMB2.67 (US$0.41) and RMB2.48 (US$0.38), respectively, compared with basic and diluted net income attributable to Baozun ordinary shareholders per ADS of RMB1.20 and RMB1.11, respectively, for the same period of 2016.

 

lBasic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS5 were RMB2.93 (US$0.45) and RMB2.72 (US$0.42), respectively, compared with basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS of RMB1.38 and RMB1.26, respectively, for the same period of 2016.

 

 

1 This announcement contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) at a specified rate solely for the convenience of the reader. Unless otherwise noted, the translation of RMB into US$ has been made at RMB6.5063 to US$1.00, the noon buying rate in effect on December 29, 2017 as set forth in the H.10 Statistical Release of the Federal Reserve Board.

2 Non-GAAP income from operations is a non-GAAP financial measure, which is defined as income from operations excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisition.

3 Non-GAAP net income attributable to Baozun ordinary shareholders is a non-GAAP financial measure, which is defined as net income attributable to Baozun ordinary shareholders excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisition.

4 Each ADS represents three Class A ordinary shares.

5 Basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS are non-GAAP financial measures, which are defined as non-GAAP net income (loss) attributable to Baozun ordinary shareholders divided by weighted average number of shares used in calculating basic and diluted net income per ordinary share multiplied by three, respectively.

 

 

 

 

Fourth quarter 2017 Operational Highlights

 

lTotal Gross Merchandise Volume (“GMV”)6 was RMB8,428.9 million, an increase of 75.5 % year-over-year.

 

lDistribution GMV7 was RMB907.7 million, an increase of 1.0% year-over-year.

 

lNon-distribution GMV8 was RMB7,521.2 million, an increase of 92.6% year-over-year.

 

lNumber of brand partners increased to 152 as of December 31, 2017, from 133 as of December 31, 2016.

 

lNumber of GMV brand partners increased to 146 as of December 31, 2017, from 122 as of December 31, 2016.

 

Fiscal Year 2017 Financial Highlights

 

lTotal net revenues were RMB4,148.8 million (US$637.7 million), an increase of 22.4% year-over-year. Services revenue was RMB1,891.2 million (US$290.7 million), an increase of 55.8% year-over-year.

 

lIncome from operations was RMB256.3 million (US$39.4 million), an increase of 184.6% year-over-year.

 

lNon-GAAP income from operations was RMB315.3 million (US$48.5 million), an increase of 153.8% year-over-year.

 

lNet income attributable to Baozun ordinary shareholders was RMB208.9 million (US$32.1 million), an increase of 141.1% year-over-year.

 

lNon-GAAP net income attributable to Baozun ordinary shareholders was RMB267.4 million (US$41.1 million), an increase of 121.3% year-over-year.

 

lBasic and diluted net income attributable to Baozun ordinary shareholders per ADS were RMB3.87 (US$0.59) and RMB3.56 (US$0.55), respectively, compared with basic and diluted net income attributable to Baozun ordinary shareholders per ADS of RMB1.74 and RMB1.59, respectively, for fiscal year 2016.

 

lBasic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS were RMB4.95 (US$0.76) and RMB4.55 (US$0.70), respectively, compared with basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS of RMB2.42 and RMB2.21, respectively, for fiscal year 2016.

 

Fiscal Year 2017 Operational Highlights

 

lTotal GMV was RMB19,112.2 million, an increase of 69.7% year-over-year.

 

lDistribution GMV was RMB2,620.2 million, an increase of 3.4% year-over-year.

 

lNon-distribution GMV was RMB16,492.0 million, an increase of 88.9% year-over-year.

 

 

6 GMV includes value added tax and excludes (i) shipping charges, (ii) surcharges and other taxes, (iii) value of the goods that are returned and (iv) deposits for purchases that have not been settled.

7 Distribution GMV refers to the GMV under the distribution business model.

8 Non-distribution GMV refers to the GMV under the service fee business model and the consignment business model.

 

 

 

 

“We closed out the year with another quarter of outstanding financial and operational results which were primarily driven by growth from our existing online stores, the expansion of our portfolio of brand partners, and the expanding array of innovative technologies we offer our brand partners.” commented Mr. Vincent Qiu, Chairman and Chief Executive Officer of Baozun. “We continue to gain growth momentum and are increasingly benefiting from our competitive strengths and ability to rapidly develop and adapt our technology as the market environment changes. We plan to continue investing in technology to further strengthen our leadership position and expand the array of services we are able to offer in order to create greater value for our shareholders.”

 

Mr. Beck Chen, Chief Financial Officer of Baozun commented, “We delivered another strong quarter of growth with GMV increasing by 75.5% year-over-year. During the fourth quarter, services revenue increased significantly, growing by 56.0% year-over-year, while net income attributable to Baozun ordinary shareholders increased by 139.0% year-over-year, driven primarily by our continuous focus on improving our business model mix and increasing operational efficiency. We remain confident in our strategy and the effectiveness of our operations and services, and expect GMV to grow to over RMB30 billion and total net revenues to increase to over RMB5.1 billion during fiscal year 2018.”

 

 

Fourth Quarter 2017 Financial Results

 

Total net revenues were RMB1,565.4 million (US$240.6 million), an increase of 23.0% from RMB1,272.5 million in the same quarter of last year.

 

Product sales revenue was RMB782.8 million (US$120.3 million), an increase of 1.5% from RMB771.0 million in the same quarter of last year. The increase was primarily attributable to the increased popularity of brand partners’ products and Baozun’s increasingly effective marketing and promotional campaigns, which were partially offset by a decrease in product sales revenue resulting from the transition of a leading electronics brand partner’s business from the distribution model to the consignment model.

 

Services revenue was RMB782.6 million (US$120.3 million), an increase of 56.0% from RMB501.5 million in the same quarter of last year. The increase was primarily attributable to the rapid growth of the Company’s consignment model and service fee model, and in particular, growth in sales of existing brand partners and the addition of new brand partners in the apparel category.

 

Total operating expenses were RMB1,389.7 million (US$213.6 million), compared with RMB1,209.6 million in the same quarter of last year.

 

lCost of products was RMB630.3 million (US$96.9 million), compared with RMB679.1 million in the same quarter of last year. The decrease was primarily due to the transition of a leading electronics brand partner’s business from the distribution model to the consignment model and an improvement in margin of product sales, which were partially offset by higher costs associated with increased product sales revenue in the home appliances category.

 

 

 

 

lFulfillment expenses were RMB339.5 million (US$52.2 million), compared with RMB227.7 million in the same quarter of last year. The increase was primarily due to increase in GMV contribution from the Company’s consignment model and warehouse rental expenses.

 

lSales and marketing expenses were RMB343.0 million (US$52.7 million), compared with RMB246.9 million in the same quarter of last year. The increase was primarily due to the recruitment of additional online store operational staff and an increase in promotional and marketing expenses associated with Company-operated online stores.

 

lTechnology and content expenses were RMB44.9 million (US$6.9 million), compared with RMB29.3 million in the same quarter of last year. The increase was primarily due to increased investment in the Company’s Innovation Center and the development of innovative technologies, including recruitment of additional technology-focused staff.

 

lGeneral and administrative expenses were RMB33.0 million (US$5.1 million), compared with RMB26.2 million in the same quarter of last year. The increase was primarily due to an increase in administrative, corporate strategy, and business planning staff.

 

Income from operations was RMB175.7 million (US$27.0 million), compared with RMB62.9 million in the same quarter of last year. Operating margin was 11.2%, compared with 4.9% in the same quarter of last year.

 

Non-GAAP income from operations was RMB189.9 million (US$29.2 million), compared with RMB72.0 million in the same quarter of last year. Non-GAAP operating margin was 12.1%, compared with 5.7% in the same quarter of last year.

 

Net income attributable to Baozun ordinary shareholders was RMB146.6 million (US$22.5 million), an increase of 139.0% from the same quarter of last year. Basic and diluted net income attributable to Baozun ordinary shareholders per ADS were RMB2.67 (US$0.41) and RMB2.48 (US$0.38), respectively, compared with basic and diluted net income attributable to Baozun ordinary shareholders per ADS of RMB1.20 and RMB1.11, respectively, in the same period of 2016.

 

Non-GAAP net income attributable to Baozun ordinary shareholders was RMB160.6 million (US$24.7 million), an increase of 128.0% from the same quarter last year. Basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS were RMB2.93 (US$0.45) and RMB2.72 (US$0.42), respectively, compared with basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS of RMB1.38 and RMB1.26, respectively, in the same period of 2016.

 

 

Fiscal Year 2017 Financial Results

 

Total net revenues were RMB4,148.8 million (US$637.7 million), an increase of 22.4% from RMB3,390.3 million in fiscal year 2016.

 

 

 

 

Product sales revenue was RMB2,257.6 million (US$347.0 million), an increase of 3.7% from RMB2,176.4 million in fiscal year 2016. The increase was primarily attributable to the increased popularity of brand partners’ products and Baozun’s increasingly effective marketing and promotional campaigns, which were partially offset by a decrease in product sales revenue resulting from the transition of a leading electronics brand partner’s business from the distribution model to the consignment model.

 

Services revenue was RMB1,891.2 million (US$290.7 million), an increase of 55.8% from RMB1,213.8 million in fiscal year 2016. The increase was primarily attributable to growth in sales of existing brand partners as they expand their online presence and the addition of new brand partners in the apparel category.

 

Total operating expenses were RMB3,892.5 million (US$598.3 million), compared with RMB 3,300.2 million in fiscal year 2016.

 

lCost of products was RMB1,917.5 million (US$294.7 million), compared with RMB 1,921.9 million in fiscal year 2016, primarily due to the transition of a leading electronics brand partner’s business from the distribution model to the consignment model and an improvement in margin of product sales, which were partially offset by higher costs associated with increased product sales revenue in the home appliances category.

 

lFulfillment expenses were RMB 818.2 million (US$125.8 million), compared with RMB 540.9 million in fiscal year 2016. The increase was primarily due to increases in GMV contribution from the Company’s consignment model, the percentage of total orders fulfilled by a premium delivery service provider, and warehouse rental expenses.

 

lSales and marketing expenses were RMB910.8 million (US$140.0 million), compared with RMB658.8 million in fiscal year 2016. The increase was primarily due to the recruitment of additional online store operational staff for both existing and new brand partner’s stores and promotional and an increase in marketing expenses associated with Company-operated online stores.

 

lTechnology and content expenses were RMB140.7 million (US$21.6 million), compared with RMB95.6 million in fiscal year 2016. The increase was primarily due to increased investment in the Company’s Innovation Center and the development of innovative technologies, including recruitment of additional technology-focused staff.

 

lGeneral and administrative expenses were RMB116.6 million (US$17.9 million), compared with RMB88.3 million in fiscal year 2016. The increase was primarily due to an increase in administrative, corporate strategy, and business planning staff.

 

Income from operations was RMB256.3 million (US$39.4 million), compared with RMB90.1 million in fiscal year 2016. Operating margin was 6.2%, compared with 2.7% last year.

 

Non-GAAP income from operations was RMB315.3 million (US$48.5 million), compared with RMB124.3 million in fiscal year 2016. Non-GAAP operating margin was 7.6%, compared with 3.7% last year.

 

 

 

 

Net income attributable to Baozun ordinary shareholders was RMB208.9 million (US$32.1 million), an increase of 141.1% from RMB86.6 million in fiscal year 2016. Basic and diluted net income attributable to Baozun ordinary shareholders per ADS were RMB3.87 (US$0.59) and RMB3.56 (US$0.55), compared with basic and diluted net income Baozun attributable to ordinary shareholders per ADS of RMB1.74 and RMB1.59, for fiscal year 2016.

 

Non-GAAP net income attributable to Baozun ordinary shareholders was RMB267.4 million (US$41.1 million), an increase of 121.3% from RMB120.8 million in fiscal year 2016. Basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS were RMB4.95 (US$0.76) and RMB4.55 (US$0.70), respectively, compared with basic and diluted non-GAAP net income attributable to Baozun ordinary shareholders per ADS of RMB2.42 and RMB2.21, respectively, for fiscal year 2016.

 

As of December 31, 2017, the Company had RMB557.4 million (US$85.7 million) in cash, cash equivalents and short-term investment, a decrease from RMB957.3 million as of December 31, 2016 primarily due to investment in logistics space and competitive technology development and higher accounts receivable.

 

Business Outlook

 

The Company expects total net revenues to be between RMB860 million and RMB890 million for the first quarter of 2018.

 

While the Company is transitioning more of its business from the distribution model towards the non-distribution model, Baozun is providing quarterly guidance on services revenues. The Company expects services revenue to increase by over 50% on a year-over-year basis for the first quarter of 2018.

 

Conference Call

 

The Company will host a conference call to discuss the earnings at 7:30 a.m. Eastern Time on Tuesday, March 6, 2018 (8:30 p.m. Beijing time on the same day).

 

Dial-in numbers for the live conference call are as follows:

 

International  +852 3027 6500
U.S. Toll Free  +1 855-824-5644
Mainland China Toll Free  4008-210637
Hong Kong  3027 6500

Passcode: 37425698#

 

A telephone replay of the call will be available after the conclusion of the conference call through 11:59 p.m. Hong Kong Time, March 13, 2018.

 

Dial-in numbers for the replay are as follows:

 

International Dial-in  +852 3027-6520
U.S. Toll Free  +1 646-982-0473

Passcode: 319284839

 

 

 

 

A live and archived webcast of the conference call will be available on the Investor Relations section of Baozun’s website at http://ir.baozun.com/.

 

Use of Non-GAAP Financial Measures

 

In evaluating the Company’s business, the Company considers and uses non-GAAP net income/(loss) from operations, non-GAAP operating margin, non-GAAP net income/(loss), non-GAAP net margin, non-GAAP net income (loss) attributable to Baozun ordinary shareholders and non-GAAP net income (loss) attributable to Baozun ordinary shareholders per ADS, as supplemental measures to review and assess the Company’s operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. Non-GAAP net income/(loss) from operations is net income/(loss) from operations excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisition. Non-GAAP operating margin is non-GAAP income from operations as a percentage of total net revenues. Non-GAAP net income/(loss) is net income/(loss) excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisition. Non-GAAP net margin is non-GAAP net income as a percentage of total net revenues. Non-GAAP net income (loss) attributable to Baozun ordinary shareholders is net income (loss) attributable to Baozun ordinary shareholders excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisition. Non-GAAP net income (loss) attributable to Baozun ordinary shareholders per ADS is non-GAAP net income (loss) attributable to Baozun ordinary shareholders divided by weighted average number of shares used in calculating net income per ordinary share multiplied by three.

 

The Company presents the non-GAAP financial measures because they are used by the Company’s management to evaluate the Company’s operating performance and formulate business plans. Non-GAAP income/(loss) from operations and non-GAAP net income/(loss) enable the Company’s management to assess the Company’s operating results without considering the impact of share-based compensation expenses and amortization of intangible assets resulting from business acquisition. The Company also believes that the use of the non-GAAP measures facilitate investors’ assessment of the Company’s operating performance.

 

The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using non-GAAP income/(loss) from operations and non-GAAP net income/(loss) is that they do not reflect all items of income and expense that affect the Company’s operations. Share-based compensation expenses and amortization of intangible assets resulting from business acquisition have been and may continue to be incurred in the Company’s business and is not reflected in the presentation of non-GAAP income/(loss) from operations and non-GAAP net income/(loss). Further, the non-GAAP measures may differ from the non-GAAP measures used by other companies, including peer companies, and therefore their comparability may be limited. In light of the foregoing limitations, the non-GAAP net income/(loss) from operations, non-GAAP operating margin, non-GAAP net income/(loss), non-GAAP net margin, non-GAAP net income (loss) attributable to Baozun ordinary shareholders and non-GAAP net income (loss) attributable to Baozun ordinary shareholders per ADS for the period should not be considered in isolation from or as an alternative to net income/(loss) from operations, operating margin, net income/(loss), net margin, net income (loss) attributable to Baozun ordinary shareholders and net income (loss) attributable to Baozun ordinary shareholders per ADS, or other financial measures prepared in accordance with U.S. GAAP.

 

 

 

 

The Company compensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measures, which should be considered when evaluating the Company’s performance. For reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section of the accompanying tables titled, “Reconciliations of GAAP and Non-GAAP Results.”

 

Safe Harbor Statements

 

This news release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "target," "going forward," "outlook" and similar statements. Such statements are based upon management's current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control, which may cause the Company's actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

 

About Baozun Inc.

 

Baozun is the leading brand e-commerce service partner that helps brands execute their e-commerce strategies in China by selling their goods directly to customers online or by providing services to assist with their e-commerce operations. The Company's integrated end-to-end brand e-commerce capabilities encompass all aspects of the e-commerce value chain, covering IT solutions, store operations, digital marketing, customer services, warehousing and fulfillment.

 

For more information, please visit http://ir.baozun.com

 

 

 

 

For investor and media inquiries, please contact:

 

Baozun Inc.

Ms. Caroline Dong

ir@baozun.com

 

Christensen

In China

Mr. Christian Arnell

Phone: +86-10-5900-1548

E-mail: carnell@christensenir.com

 

In U.S.

Ms. Linda Bergkamp

Phone: +1-480-614-3004

Email: lbergkamp@ChristensenIR.com

 

 

 

 

Baozun Inc.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

             

 

   As of 
   December 31,
2016
   December 31,
2017
   December 31,
2017
 
   RMB   RMB   US$ 
ASSETS            
Current assets               
Cash and cash equivalents   917,319    244,809    37,626 
Restricted cash   50,832    48,848    7,508 
Short-term investment   40,000    312,614    48,048 
Accounts receivable, net   624,817    1,082,735    166,414 
Inventories   312,071    384,672    59,123 
Advances to suppliers   75,727    88,881    13,661 
Prepayments and other current assets   108,495    211,992    32,583 
Amounts due from related parties   38,772    88,795    13,648 
Total current assets   2,168,033    2,463,346    378,611 
                
Non-current assets               
Investments in equity investees   33,443    24,268    3,730 
Property and equipment, net   100,892    330,924    50,862 
Intangible assets, net   26,984    66,150    10,167 
Land use right, net   -    44,618    6,858 
Goodwill   -    13,158    2,022 
Other non-current assets   26,581    18,043    2,773 
Deferred tax assets   12,332    15,528    2,387 
Total non-current assets   200,232    512,689    78,799 
                
Total assets   2,368,265    2,976,035    457,410 

 

 

 

 

Baozun Inc.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except for share and per share data)

             

 

   As of 
  

December 31,
2016

   December 31,
2017
   December 31,
2017
 
   RMB   RMB   US$ 
             
LIABILITIES AND SHAREHOLDERS' EQUITY               
Current liabilities               
Short-term loan   -    172,000    26,436 
Accounts payable   526,461    583,532    89,688 
Notes payable   115,140    48,000    7,378 
Income tax payables   15,811    30,420    4,675 
Accrued expenses and other current liabilities   138,841    311,936    47,944 
Total current liabilities   796,253    1,145,888    176,121 
                
Deferred tax liability   -    3,710    570 
Total Non-current liabilities   -    3,710    570 
                
Total liabilities   796,253    1,149,598    176,691 
                
Baozun Inc. shareholders’ equity:               
Class A ordinary shares (US$0.0001 par value; 470,000,000 shares authorized, 146,111,244 and  152,824,659 shares issued and outstanding as of December 31, 2016 and 2017, respectively)   92    95    15 
Class B ordinary shares (US$0.0001 par value; 30,000,000 shares authorized, 13,300,738 shares issued and outstanding as of December 31, 2016 and 2017, respectively)   8    8    1 
Additional paid-in capital   1,761,430    1,823,925    280,332 
Accumulated deficit   (233,866)   (25,000)   (3,841)
Accumulated other comprehensive income   44,348    9,995    1,536 
                
Total Baozun Inc. shareholders' equity   1,572,012    1,809,023    278,043 
                
Noncontrolling interests   -    17,414    2,676 
Total equity   1,572,012    1,826,437    280,719 
                
Total liabilities and shareholders' equity   2,368,265    2,976,035    457,410 
                

 

 

 

 

Baozun Inc.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands, except for share and per share data and per ADS data)

 

   For the three months ended December 31,   For the year ended December 31, 
   2016   2017   2016   2017 
   RMB   RMB   US$   RMB   RMB   US$ 
                         
Net revenues                              
Product sales   770,962    782,798    120,314    2,176,447    2,257,632    346,992 
Services   501,538    782,560    120,277    1,213,828    1,891,176    290,668 
Total net revenues   1,272,500    1,565,358    240,591    3,390,275    4,148,808    637,660 
                               
Operating expenses (1)                              
Cost of products   (679,146)   (630,276)   (96,872)   (1,921,856)   (1,917,467)   (294,709)
Fulfillment   (227,701)   (339,530)   (52,185)   (540,857)   (818,173)   (125,751)
Sales and marketing (2)   (246,860)   (343,007)   (52,719)   (658,819)   (910,843)   (139,994)
Technology and content   (29,306)   (44,929)   (6,905)   (95,638)   (140,689)   (21,624)
General and administrative   (26,150)   (33,033)   (5,077)   (88,274)   (116,554)   (17,914)
Other operating income (loss), net   (402)   1,067    164    5,235    11,250    1,729 
Total operating expenses   (1,209,565)   (1,389,708)   (213,594)   (3,300,209)   (3,892,476)   (598,263)
Income from operations   62,935    175,650    26,997    90,066    256,332    39,397 
Other income (expenses)                              
Interest income   3,845    3,545    545    11,869    13,350    2,052 
Interest expense   -    (3,497)   (537)   -    (4,252)   (654)
Gain on disposal of investment   -    4,664    717    -    5,464    840 
Impairment loss of investments   -    (6,227)   (957)   -    (6,227)   (957)
Exchange gain (loss)   640    928    143    320    (21)   (3)
Income before income tax   67,420    175,063    26,908    102,255    264,646    40,675 
Income tax expense (3)   (6,784)   (28,586)   (4,394)   (16,831)   (54,251)   (8,338)
Share of loss in equity method
investment, net of tax of nil
   -    17    3    -    (1,265)   (194)
Net income   60,636    146,494    22,517    85,424    209,130    32,143 
Net (income) loss attributable to
noncontrolling interests
   687    66    10    1,209    (264)   (41)
Net income (loss) attributable to ordinary shareholders of Baozun Inc.   61,323    146,560    22,527    86,633    208,866    32,102 
                               
Net income per share attributable to ordinary shareholders of Baozun Inc.:                              
Basic   0.40    0.89    0.14    0.58    1.29    0.20 
Diluted   0.37    0.83    0.13    0.53    1.19    0.18 
Net income per ADS attributable to ordinary shareholders of Baozun Inc.:                              
Basic   1.20    2.67    0.41    1.74    3.87    0.59 
Diluted   1.11    2.48    0.38    1.59    3.56    0.55 
Weighted average shares used in calculating net income per ordinary share                              
Basic   152,670,367    164,471,581    164,471,581    149,935,100    162,113,815    162,113,815 
Diluted   167,379,536    177,081,330    177,081,330    163,926,674    176,115,049    176,115,049 
                               
Net income   60,636    146,494    22,517    85,424    209,130    32,143 
Other comprehensive income, net of tax of nil:                              
Foreign currency translation adjustment   15,344    (10,317)   (1,586)   25,136    (34,353)   (5,280)
Comprehensive income   75,980    136,177    20,931    110,560    174,777    26,863 

 

 

 

 

(1) Share-based compensation expenses are allocated in operating expenses items as follows:

 

   For the three months ended December 31,   For the year ended December 31, 
   2016   2017   2016   2017 
   RMB   RMB   US$   RMB   RMB   US$ 
                         
Fulfillment   514    720    111    1,755    2,904    446 
Sales and marketing   3,374    5,120    787    13,370    20,363    3,130 
Technology and content   2,069    2,818    433    7,875    13,822    2,125 
General and administrative   3,156    5,212    801    11,185    21,142    3,249 
    9,113    13,870    2,132    34,185    58,231    8,950 

 

(2) Including amortization of intangible assets resulting from business acquisition, which amounted to RMB nil and RMB0.4 million for the three months period ended December 31, 2016 and 2017, respectively. Including amortization of intangible assets resulting from business acquisition, which amounted to RMB nil and RMB0.8 million for the year ended December 31, 2016 and 2017, respectively.

 

(3) Including income tax benefits of RMB nil and RMB0.1 million related to the reversal of deferred tax liabilities, which was recognized on business acquisition for the three months period ended December 31, 2016 and 2017, respectively. Including income tax benefits of RMB nil and RMB0.2 million related to the reversal of deferred tax liabilities, which was recognized on business acquisition for the year ended December 31, 2016 and 2017, respectively.

 

 

 

 

Baozun Inc.

Reconciliations of GAAP and Non-GAAP Results

(in thousands, except for share and per ADS data)

 

   For the three months ended December 31,   For the year ended December 31, 
   2016   2017   2016   2017 
   RMB   RMB   US$   RMB   RMB   US$ 
                         
Income from operations   62,935    175,650    26,997    90,066    256,332    39,397 
Add: Share-based compensation expenses   9,113    13,870    2,132    34,185    58,231    8,950 
  Amortization of intangible assets resulting from business acquisition     -    391    60    -    782    120 
Non-GAAP income from operations   72,048    189,911    29,189    124,251    315,345    48,467 
                               
Net income   60,636    146,494    22,517    85,424    209,130    32,143 
Add: Share-based compensation expenses   9,113    13,870    2,132    34,185    58,231    8,950 
  Amortization of intangible assets resulting from business acquisition   -    391    60    -    782    120 
Less: Tax effect of amortization of intangible assets resulting from business acquisition   -    (98)   (15)   -    (196)   (30)
Non-GAAP net income   69,749    160,657    24,694    119,609    267,947    41,183 
                               
Net income attributable to ordinary shareholders of Baozun Inc.   61,323    146,560    22,527    86,633    208,866    32,102 
Add: Share-based compensation expenses   9,113    13,870    2,132    34,185    58,231    8,950 
  Amortization of intangible assets resulting from business acquisition   -    199    31    -    398    61 
Less: Tax effect of amortization of intangible assets resulting from business acquisition   -    (50)   (8)   -    (100)   (15)
Non-GAAP net income attributable to ordinary shareholders of Baozun Inc.   70,436    160,579    24,682    120,818    267,395    41,098 
                               
                               
Non-GAAP net income attributable to ordinary shareholders of Baozun Inc. per ADS:                              
Basic   1.38    2.93    0.45    2.42    4.95    0.76 
Diluted   1.26    2.72    0.42    2.21    4.55    0.70 
Weighted average shares used in calculating net income per ordinary share                              
Basic   152,670,367    164,471,581    164,471,581    149,935,100    162,113,815    162,113,815 
Diluted   167,379,536    177,081,330    177,081,330    163,926,674    176,115,049    176,115,049