UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 May 2020

Commission File Number: 001-35454

 

 

Vipshop Holdings Limited

 

 

No. 20 Huahai Street

Liwan District, Guangzhou 510370

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):    ☐

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):    ☐

 

 

 


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press Release – Vipshop Reports Unaudited First Quarter 2020 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.

 

 

Vipshop Holdings Limited
By       :  

/s/ Donghao Yang

Name:   :   Donghao Yang
Title:   :   Chief Financial Officer

Date: May 27, 2020

EX-99.1

Exhibit 99.1

 

LOGO

Vipshop Reports Unaudited First Quarter 2020 Financial Results

Conference Call to Be Held at 7:3 0 A.M. U.S. Eastern Time on May 27, 2020

GUANGZHOU, China, May 27, 2020 /PRNewswire/ – Vipshop Holdings Limited (NYSE: VIPS), a leading online discount retailer for brands in China (“Vipshop” or the “Company”), today announced its unaudited financial results for the first quarter ended March 31, 2020.

First Quarter 2020 Highlights

 

   

Total net revenue for the first quarter of 2020 was RMB18.8 billion (US$2.7 billion), as compared with RMB21.3 billion in the prior year period, primarily attributable to soft consumer demand for discretionary categories, delayed logistic services and slow response from the supply chain during the COVID-19 pandemic.

 

   

GMV1 for the first quarter of 2020 was RMB28.9 billion, as compared with RMB33.8 billion in the prior year period.

 

   

Gross profit for the first quarter of 2020 was RMB3.6 billion (US$510.8 million), as compared with RMB4.4 billion in the prior year period.

 

   

Net income attributable to Vipshop’s shareholders for the first quarter of 2020 was RMB684.8 million (US$96.7 million), as compared with RMB872.3 million in the prior year period.

 

   

Non-GAAP net income attributable to Vipshop’s shareholders2 for the first quarter of 2020 increased by 20.8% year over year to RMB986.1 million (US$139.3 million) from RMB816.3 million in the prior year period.

 

   

The number of active customers3 for the first quarter of 2020 was 29.6 million, as compared with 29.7 million in the prior year period.

 

   

Total orders4 for the first quarter of 2020 increased by 4% year over year to 121.7 million from 116.5 million in the prior year period.

 

1 

“Gross merchandise value (GMV)” is defined as the total Renminbi value of all products and services sold through the Company’s online sales business, online marketplace platform, offline stores, and Shan Shan Outlets during the relevant period, including through the Company’s websites and mobile apps, third-party websites and mobile apps, Vipshop offline stores and Vipmaxx offline stores, as well as Shan Shan Outlets that were fulfilled by either the Company or its third-party merchants, regardless of whether or not the goods were delivered or returned. GMV includes shipping charges paid by buyers to sellers. For prudent considerations, the Company does not consider products or services to be sold if the relevant orders were placed and canceled pre-shipment and only included orders that left the Company’s or other third-party vendors’ warehouses.

2 

Non-GAAP net income attributable to Vipshop’s shareholders is a non-GAAP financial measure, which is defined as net income attributable to Vipshop’s shareholders excluding (i) share-based compensation expenses, (ii) impairment loss of investments, (iii) amortization of intangible assets resulting from business acquisitions, (iv) tax effect of amortization of intangible assets resulting from business acquisitions, (v) investment gain and revaluation of investments excluding dividends, (vi) tax effect of investment gain and revaluation of investments excluding dividends, and (vii) share of gain (loss) in investment of limited partnership that is accounted for as an equity method investee.

3 

“Active customers” is defined as registered members who have purchased from the Company’s online sales business or the Company’s online marketplace platforms at least once during the relevant period.

 

1


LOGO

 

Mr. Eric Shen, Chairman and Chief Executive Officer of Vipshop, stated, “We are pleased to have delivered resilient results for the first quarter of 2020, despite the negative impact from the COVID-19 pandemic on the Chinese economy and consumption in general during this quarter. Through this difficult time, we have worked closely with our brand partners and logistics suppliers to provide desirable products and reliable services to our customers. We are glad to see that daily life in China has returned to normal, and as a result, our business has seen healthy recovery since March. We believe that we are well positioned to gain share in the discount retail market in China, and are committed to continuing to help our suppliers monetize on their excess inventory effectively, while offering our customers the best deals, particularly in our core categories.”

Mr. Donghao Yang, Chief Financial Officer of Vipshop, further commented, “We are glad to have finished the first quarter of 2020 with solid profitability, even amidst the COVID-19 pandemic. We have seen solid customer retention trends in the first quarter of 2020, despite reduced investment in marketing. Looking ahead, we believe that we are presented with opportunities to expand our market share in the current macro-economic environment, due to the counter-cyclical nature of our discount retail business. We are deeply devoted to the execution of our merchandising strategy and will continue to balance our growth and profitability, further strengthening our expertise in apparel-related categories.”

First Quarter 2020 Financial Results

REVENUE

Total net revenue for the first quarter of 2020 was RMB18.8 billion (US$2.7 billion), as compared with RMB21.3 billion in the prior year period, primarily attributable to soft consumer demand for discretionary categories, delayed logistic services and slow response from the supply chain during the COVID-19 pandemic.

GROSS PROFIT

Gross profit for the first quarter of 2020 was RMB3.6 billion (US$510.8 million), as compared with RMB4.4 billion in the prior year period. Gross margin for the first quarter of 2020 was 19.2%, as compared with 20.4% in the prior year period, primarily attributable to higher revenue contribution from standardized products with lower gross margin during the COVID-19 pandemic.

OPERATING EXPENSES

Total operating expenses for the first quarter of 2020 decreased to RMB3.0 billion (US$421.4 million) from RMB3.6 billion in the prior year period. As a percentage of total net revenue, total operating expenses for the first quarter of 2020 decreased to 15.9% from 16.9% in the prior year period, primarily attributable to strict cost control.

 

4

“Total orders” is defined as the total number of orders placed during the relevant period, including the orders for products and services sold through the Company’s online sales business and the Company’s online marketplace platforms (excluding, for the avoidance of doubt, orders from the Company’s offline stores and outlets), net of orders returned.

 

2


LOGO

 

   

Fulfillment expenses for the first quarter of 2020 decreased to RMB1.4 billion (US$196.8 million) from RMB1.8 billion in the prior year period. As a percentage of total net revenue, fulfillment expenses for the first quarter of 2020 decreased to 7.4% from 8.3% in the prior year period, primarily attributable to the change in fulfillment logistic arrangement.

 

   

Marketing expenses for the first quarter of 2020 decreased to RMB412.3 million (US$58.2 million) from RMB780.9 million in the prior year period. As a percentage of total net revenue, marketing expenses for the first quarter of 2020 decreased to 2.2% from 3.7% in the prior year period, primarily attributable to reduced spending during the COVID-19 pandemic.

 

   

Technology and content expenses for the first quarter of 2020 decreased to RMB338.4 million (US$47.8 million) from RMB383.0 million in the prior year period. As a percentage of total net revenue, technology and content expenses for the first quarter of 2020 remained stable at 1.8% year over year.

 

   

General and administrative expenses for the first quarter of 2020 were RMB839.2 million (US$118.5 million), as compared with RMB668.9 million in the prior year period. As a percentage of total net revenue, general and administrative expenses for the first quarter of 2020 were 4.5%, as compared with 3.1% in the prior year period, primarily attributable to operating expenses related to the Company’s offline stores and share options granted to the Company’s co-founders.

INCOME FROM OPERATIONS

Income from operations for the first quarter of 2020 was RMB782.2 million (US$110.5 million), as compared with RMB863.2 million in the prior year period. Operating margin for the first quarter of 2020 increased to 4.2% from 4.0% in the prior year period.

Non-GAAP income from operations5for the first quarter of 2020, which excluded share-based compensation expenses and amortization of intangible assets resulting from business acquisitions, was RMB1.0 billion (US$147.8 million), as compared with RMB1.0 billion in the prior year period. Non-GAAP operating income margin6 for the first quarter of 2020 increased to 5.6% from 4.9% in the prior year period.

NET INCOME

Net income attributable to Vipshop’s shareholders for the first quarter of 2020 was RMB684.8 million (US$96.7 million), as compared with RMB872.3 million in the prior year period. Net margin attributable to Vipshop’s shareholders for the first quarter of 2020 was 3.6%, as compared with 4.1% in the prior year period. Net income attributable to Vipshop’s shareholders per diluted ADS7 for the first quarter of 2020 was RMB1.00 (US$0.14), as compared with RMB1.27 in the prior year period.

 

 

 

 

5 

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 acquisitions.

6 

Non-GAAP operating income margin is a non-GAAP financial measure, which is defined as non-GAAP income from operations as a percentage of total net revenues.

7 

“ADS” means American depositary share, each of which represents 0.2 Class A ordinary share.

 

3


LOGO

 

Non-GAAP net income attributable to Vipshop’s shareholders for the first quarter of 2020, which excluded (i) share-based compensation expenses, (ii) impairment loss of investments, (iii) amortization of intangible assets resulting from business acquisitions, (iv) tax effect of amortization of intangible assets resulting from business acquisitions, (v) investment gain and revaluation of investments excluding dividends, (vi) tax effect of investment gain and revaluation of investments excluding dividends, and (vii) share of gain (loss) in investment of limited partnership that is accounted for as an equity method investee, increased by 20.8% year over year to RMB986.1 million (US$139.3 million) from RMB816.3 million in the prior year period. Non-GAAP net margin attributable to Vipshop’s shareholders8 for the first quarter of 2020 increased to 5.2% from 3.8% in the prior year period. Non-GAAP net income attributable to Vipshop’s shareholders per diluted ADS9 for the first quarter of 2020 increased to RMB1.44 (US$0.20) from RMB1.19 in the prior year period.

For the quarter ended March 31, 2020, the Company’s weighted average number of ADSs used in computing diluted income per ADS was 684,546,211.

BALANCE SHEET AND CASH FLOW

As of March 31, 2020, the Company had cash and cash equivalents and restricted cash of RMB5.8 billion (US$819.1 million) and short term investments of RMB3.4 billion (US$483.6 million).

For the quarter ended March 31, 2020, net cash used in operating activities was RMB1.7 billion (US$239.9 million), and free cash flow10, a non-GAAP measurement of liquidity, was as follows:

For the three months ended

 

     Mar 31, 2019
RMB’000
     Mar 31, 2020
RMB’000
     Mar 31, 2020
US$’000
 

Net cash from (used in) operating activities

     692,005        (1,698,611      (239,890

Add: Net impact from Internet financing activities11

     (1,217,177      (645,838      (91,210

Less: Capital expenditures

     (1,111,025      (692,045      (97,735
  

 

 

    

 

 

    

 

 

 

Free cash outflow

     (1,636,197      (3,036,494      (428,835
  

 

 

    

 

 

    

 

 

 

 

8 

Non-GAAP net margin attributable to Vipshop’s shareholders is a non-GAAP financial measure, which is defined as non-GAAP net income attributable to Vipshop’s shareholders, as a percentage of total net revenues.

9 

Non-GAAP net income attributable to Vipshop’s shareholders per diluted ADS is a non-GAAP financial measure, which is defined as non-GAAP net income attributable to Vipshop’s shareholders, divided by the weighted average number of diluted ADS outstanding for computing diluted earnings per ADS.

10 

Free cash flow is a non-GAAP financial measure, which is defined as net cash from (used in) operating activities adding back the impact from Internet financing activities and less capital expenditures, which include purchase and deposits of property and equipment and land use rights, and purchase of other assets.

11 

Net impact from Internet financing activities represents net cash flow relating to the Company’s financial products, which are primarily consumer financing and supplier financing that the Company provides to its customers and suppliers.

 

4


LOGO

 

For the trailing twelve months ended

 

     Mar 31, 2019
RMB’000
     Mar 31, 2020
RMB’000
     Mar 31, 2020
US$’000
 

Net cash from operating activities

     6,266,508        9,899,567        1,398,086  

Add: Net impact from Internet financing activities11

     (104,832      (4,970,744      (702,003

Less: Capital expenditures

     (3,888,818      (3,858,693      (544,952
  

 

 

    

 

 

    

 

 

 

Free cash inflow

     2,272,858        1,070,130        151,131  
  

 

 

    

 

 

    

 

 

 

Business Outlook

For the second quarter of 2020, the Company expects its total net revenue to be between RMB22.7 billion and RMB23.8 billion, representing a year-over-year growth rate of approximately 0% to 5%, primarily factoring in the continued impact from the COVID-19 pandemic. These forecasts reflect the Company’s current and preliminary view on the market and operational conditions, which is subject to change.

Exchange Rate

The Company’s business is primarily conducted in China and the significant majority of revenues generated are denominated in Renminbi. This announcement contains currency conversions of Renminbi amounts into U.S. dollars solely for the convenience of the reader. Unless otherwise noted, all translations from Renminbi to U.S. dollars are made at a rate of RMB7.0808 to US$1.00, the effective noon buying rate on March 31, 2020 as set forth in the H.10 statistical release of the Federal Reserve Board. No representation is made that the Renminbi amounts could have been, or could be, converted, realized or settled into U.S. dollars at that rate on March 31, 2020, or at any other rate.

Conference Call Information

The Company will hold a conference call on Wednesday, May 27, 2020 at 7:30 am Eastern Time or 7:30 pm Beijing Time to discuss its financial results and operating performance for the first quarter of 2020.

All participants wishing to join the conference call must pre-register online using the link provided below. Once pre-registration has been complete, participants will receive dial-in numbers, a passcode, and a unique registrant ID. To join the conference, simply dial the number in the calendar invite you receive after pre-registration, enter the passcode followed by your PIN, and you will join the conference instantly.

 

Conference ID    #5898143
Registration Link    http://apac.directeventreg.com/registration/event/5898143

The replay will be accessible through June 4, 2020 by dialing the following numbers:

 

United States Toll Free:    +1-855-452-5696
International:    +61-2-8199—0299
Conference ID:    #5898143

A live and archived webcast of the conference call will also be available at the Company’s investor relations website at http://ir.vip.com.

 

5


LOGO

 

About Vipshop Holdings Limited

Vipshop Holdings Limited is a leading online discount retailer for brands in China. Vipshop offers high quality and popular branded products to consumers throughout China at a significant discount to retail prices. Since it was founded in August 2008, the Company has rapidly built a sizeable and growing base of customers and brand partners. For more information, please visit www.vip.com.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of 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” and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as Vipshop’s strategic and operational plans, contain forward-looking statements. Vipshop may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Vipshop’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Vipshop’s goals and strategies; Vipshop’s future business development, results of operations and financial condition; the expected growth of the online discount retail market in China; Vipshop’s ability to attract customers and brand partners and further enhance its brand recognition; Vipshop’s expectations regarding demand for and market acceptance of flash sales products and services; competition in the discount retail industry; the potential impact of the COVID-19 to Vipshop’s business operations and the economy in China and elsewhere generally; fluctuations in general economic and business conditions in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Vipshop’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Vipshop does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Use of Non-GAAP Financial Measures

The condensed consolidated financial information is derived from the Company’s unaudited interim condensed consolidated financial statements prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), except that comparative consolidated statements of income and cash flows for the period presented and detailed footnote disclosures required by Accounting Standards Codification 270, Interim Reporting (“ASC270”), have been omitted. Vipshop uses non-GAAP net income attributable to Vipshop’s shareholders, non-GAAP net income attributable to Vipshop’s shareholders per diluted ADS, non-GAAP income from operations, non-GAAP operating income margin, non-GAAP net margin attributable to Vipshop’s shareholders, and free cash flow, each of which is a non-GAAP financial measure. Non-GAAP net income attributable to Vipshop’s shareholders is net income attributable to Vipshop’s shareholders excluding (i) share-based compensation expenses, (ii) impairment loss of investments, (iii) amortization of intangible assets resulting from business acquisitions, (iv) tax effect of amortization of intangible assets resulting from business acquisitions, (v) investment gain and revaluation of investments excluding dividends, (vi) tax effect of investment gain and revaluation of investments excluding dividends, and (vii) share of gain (loss) in investment of limited

 

6


LOGO

 

partnership that is accounted for as an equity method investee. Non-GAAP net income attributable to Vipshop’s shareholders per diluted ADS is computed using non-GAAP net income attributable to Vipshop’s shareholders divided by weighted average number of diluted ADS outstanding for computing diluted earnings per ADS. Non-GAAP income from operations is income from operations excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisitions. Non-GAAP operating income margin is non-GAAP income from operations as a percentage of total net revenue. Non-GAAP net margin attributable to Vipshop’s shareholders is non-GAAP net income attributable to Vipshop’s shareholders as a percentage of total net revenue. Free cash flow is net cash from operating activities adding back the impact from Internet financing activities and less capital expenditures, which include purchase and deposits of property and equipment and land use rights, and purchase of other assets. Impact from Internet financing activities added back or deducted from free cash flow contains changes in the balances of financial products, which are primarily consumer financing and supplier financing that the Company provides to customers and suppliers. The Company believes that separate analysis and exclusion of the non-cash impact of (a) share-based compensation, (b) impairment loss of investments, (c) amortization of intangible assets resulting from business acquisitions, (d) investment gain and revaluation of investments excluding dividends, and (e) share of gain (loss) in investment of limited partnership that is accounted for as an equity method investee adds clarity to the constituent parts of its performance. The Company reviews these non-GAAP financial measures together with GAAP financial measures to obtain a better understanding of its operating performance. It uses these non-GAAP financial measures for planning, forecasting and measuring results against the forecast. The Company believes that non-GAAP financial measures are useful supplemental information for investors and analysts to assess its operating performance without the effect of (1) non-cash share-based compensation expenses, (2) impairment loss of investments, (3) amortization of intangible assets resulting from business acquisitions, (4) investment gain and revaluation of investments excluding dividends, and (5) share of gain (loss) in investment of limited partnership that is accounted for as an equity method investee. Free cash flow enables the Company to assess liquidity and cash flow, taking into account the impact from Internet financing activities and the financial resources needed for the expansion of fulfillment infrastructure and technology platform. Share-based compensation expenses and amortization of intangible assets have been and will continue to be significant recurring expenses in its business. However, the use of non-GAAP financial measures has material limitations as an analytical tool. One of the limitations of using non-GAAP financial measures is that they do not include all items that impact the Company’s net income for the period. In addition, because non-GAAP financial measures are not measured in the same manner by all companies, they may not be comparable to other similar titled measures used by other companies. One of the key limitations of free cash flow is that it does not represent the residual cash flow available for discretionary expenditures.

The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, or as a substitute for, the financial information prepared and presented in accordance with U.S. GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Vipshop Holdings Limited Reconciliations of GAAP and Non-GAAP Results” at the end of this release.

Investor Relations Contact

Jessie Fan

Tel: +86 (20) 2233-0732

Email: IR@vipshop.com

 

7


Vipshop Holdings Limited

Unaudited Condensed Consolidated Statements of Income and Comprehensive Income

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

 

     Three Months Ended  
     March 31,2019     March 31,2020     March 31,2020  
     RMB’000     RMB’000     USD’000  

Product revenues

     20,459,633       17,964,195       2,537,029  

Other revenues (1)

     858,983       828,660       117,029  
  

 

 

   

 

 

   

 

 

 

Total net revenues

     21,318,616       18,792,855       2,654,058  
  

 

 

   

 

 

   

 

 

 

Cost of revenues

     (16,962,283     (15,175,739     (2,143,224
  

 

 

   

 

 

   

 

 

 

Gross profit

     4,356,333       3,617,116       510,834  
  

 

 

   

 

 

   

 

 

 

Operating expenses:

      

Fulfillment expenses (2)

     (1,761,770     (1,393,690     (196,827

Marketing expenses

     (780,920     (412,305     (58,229

Technology and content expenses

     (382,956     (338,398     (47,791

General and administrative expenses

     (668,920     (839,220     (118,521
  

 

 

   

 

 

   

 

 

 

Total operating expenses

     (3,594,566     (2,983,613     (421,368
  

 

 

   

 

 

   

 

 

 

Other operating income

     101,404       148,688       20,999  
  

 

 

   

 

 

   

 

 

 

Income from operations

     863,171       782,191       110,465  

Investment gain and revaluation of investments

     214,085       42,553       6,010  

Impairment loss of investments

     0       (5,046     (713

Interest expense

     (31,983     (35,395     (4,999

Interest income

     70,560       81,190       11,466  

Foreign exchange (loss) gain

     (41,631     48,754       6,885  
  

 

 

   

 

 

   

 

 

 

Income before income tax expense and share of gain (loss) of equity method investees

     1,074,202       914,247       129,114  

Income tax expenses

     (243,897     (172,716     (24,392

Share of gain (loss) of equity method investees

     46,659       (60,639     (8,564
  

 

 

   

 

 

   

 

 

 

Net income

     876,964       680,892       96,158  

Net (loss) gain attributable to non-controlling interests

     (4,682     3,933       555  
  

 

 

   

 

 

   

 

 

 

Net income attributable to Vipshop’s shareholders

     872,282       684,825       96,713  

Shares used in calculating earnings per share (3):

      

Weighted average number of Class A and Class B ordinary shares:

      

—Basic

     133,037,380       134,326,928       134,326,928  

—Diluted

     139,290,699       136,909,242       136,909,242  

Net earnings per Class A and Class B ordinary share

      

Net income attributable to Vipshop’s shareholders—Basic

     6.56       5.10       0.72  

Net income attributable to Vipshop’s shareholders—Diluted

     6.33       5.00       0.71  

Net earnings per ADS (1 ordinary share equals to 5 ADSs)

      

Net income attributable to Vipshop’s shareholders—Basic

     1.31       1.02       0.14  

Net income attributable to Vipshop’s shareholders—Diluted

     1.27       1.00       0.14  

 

(1)

Other revenues primarily consist of revenues from third-party logistics services, product promotion and online advertising, fees charged to third-party merchants which the Company provides platform access for sales of their products, interest income from microcredit and consumer financing services, and inventory and warehouse management services to certain suppliers.

(2)

Fulfillment expenses include shipping and handling expenses, which amounted RMB 1.1 billion and RMB 0.8 billion in the three month periods ended March 31,2019 and March 31,2020, respectively.

(3)

Authorized share capital is re-classified and re-designated into Class A ordinary shares and Class B ordinary shares, with each Class A ordinary share being entitled to one vote and each Class B ordinary share being entitled to ten votes on all matters that are subject to shareholder vote.

 

     Three Months Ended  
     March 31,2019      March 31,2020      March 31,2020  
     RMB’000      RMB’000      USD’000  

Share-based compensation expenses included are as follows

        

Fulfillment expenses

     19,466        27,215        3,844  

Marketing expenses

     10,843        3,939        556  

Technology and content expenses

     52,605        44,402        6,271  

General and administrative expenses

     89,813        171,455        24,214  
  

 

 

    

 

 

    

 

 

 

Total

     172,727        247,011        34,885  
  

 

 

    

 

 

    

 

 

 

 

8


Vipshop Holdings Limited

Unaudited Condensed Consolidated Balance Sheets

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

 

     December 31,2019     March 31,2020     March 31,2020  
     RMB’000     RMB’000     USD’000  

ASSETS

      

CURRENT ASSETS

      

Cash and cash equivalents

     6,573,808       4,917,949       694,547  

Restricted cash

     1,145,477       882,083       124,574  

Short term investments

     3,052,726       3,424,104       483,576  

Accounts receivable, net

     1,295,766       776,386       109,647  

Amounts due from related parties

     47,964       169,644       23,958  

Other receivables and prepayments,net

     2,897,893       2,985,171       421,587  

Loan receivables,net

     306,115       157,750       22,279  

Inventories

     7,708,292       5,112,160       721,975  
  

 

 

   

 

 

   

 

 

 

Total current assets

     23,028,041       18,425,247       2,602,143  
  

 

 

   

 

 

   

 

 

 

NON-CURRENT ASSETS

      

Property and equipment, net

     11,256,810       11,291,491       1,594,663  

Deposits for property and equipment

     101,800       101,925       14,395  

Land use rights, net

     5,541,108       5,517,928       779,280  

Intangible assets, net

     337,310       366,498       51,759  

Investment in equity method investees

     3,112,952       2,899,930       409,548  

Other investments

     2,002,756       2,353,997       332,448  

Other long-term assets

     608,073       519,949       73,431  

Amounts due from related party-non current

     102,000       89,250       12,605  

Goodwill

     236,711       186,711       26,369  

Deferred tax assets, net

     539,561       624,088       88,138  

Operating lease right-of-use assets

     1,715,556       1,685,534       238,043  
  

 

 

   

 

 

   

 

 

 

Total non-current assets

     25,554,637       25,637,301       3,620,679  
  

 

 

   

 

 

   

 

 

 

TOTAL ASSETS

     48,582,678       44,062,548       6,222,822  
  

 

 

   

 

 

   

 

 

 

LIABILTIES AND EQUITY

      

CURRENT LIABILITIES

      

Short term loans

     1,093,645       1,860,198       262,710  

Accounts payable

     13,792,200       9,279,575       1,310,526  

Advance from customers

     1,233,165       1,187,978       167,775  

Accrued expenses and other current liabilities

     6,534,575       4,758,596       672,042  

Amounts due to related parties

     532,788       411,608       58,130  

Deferred income

     405,994       344,312       48,626  

Operating lease liabilities

     333,268       372,200       52,565  
  

 

 

   

 

 

   

 

 

 

Total current liabilities

     23,925,635       18,214,467       2,572,374  
  

 

 

   

 

 

   

 

 

 

NON-CURRENT LIABILITIES

      

Long term loans

     64,515       262,373       37,054  

Deferred tax liability

     165,098       154,862       21,871  

Deferred income-non current

     782,068       880,978       124,418  

Operating lease liabilities

     1,395,665       1,375,428       194,248  

Other long term liabilities

     0       22,906       3,235  
  

 

 

   

 

 

   

 

 

 

Total non-current liabilities

     2,407,346       2,696,547       380,826  
  

 

 

   

 

 

   

 

 

 

TOTAL LIABILITIES

     26,332,981       20,911,014       2,953,200  
  

 

 

   

 

 

   

 

 

 

EQUITY:

      

Class A ordinary shares (US$0.0001 par value, 483,489,642 shares authorized, and 117,584,362 and 117,973,624 shares issued and outstanding as of December 31, 2019 and March 31,2020, respectively)

     76       77       11  

Class B ordinary shares (US$0.0001 par value, 16,510,358 shares authorized, and 16,510,358 and 16,510,358 shares issued and outstanding as of December 31, 2019 and March 31,2020, respectively)

     11       11       2  

Additional paid-in capital

     9,959,497       10,190,489       1,439,172  

Retained earnings

     11,924,228       12,518,285       1,767,920  

Accumulated other comprehensive loss

     (56,656     (34,901     (4,929

Non-controlling interests

     422,541       477,573       67,446  
  

 

 

   

 

 

   

 

 

 

Total shareholders’ equity

     22,249,697       23,151,534       3,269,622  
  

 

 

   

 

 

   

 

 

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

     48,582,678       44,062,548       6,222,822  
  

 

 

   

 

 

   

 

 

 
     —         0       0  

 

9


Vipshop Holdings Limited

Reconciliations of GAAP and Non-GAAP Results

 

     Three Months Ended  
     March 31,2019     March 31,2020     March 31,2020  
     RMB’000     RMB’000     USD’000  

Income from operations

     863,171       782,191       110,465  

Share-based compensation expenses

     172,727       247,011       34,885  

Amortization of intangible assets resulting from business acquisitions

     607       17,689       2,498  
  

 

 

   

 

 

   

 

 

 

Non-GAAP income from operations

     1,036,505       1,046,891       147,848  
  

 

 

   

 

 

   

 

 

 

Net income

     876,964       680,892       96,158  

Share-based compensation expenses

     172,727       247,011       34,885  

Impairment loss in investments

     0       5,046       713  

Investment gain and revaluation of investments excluding dividends

     (214,085     (9,895     (1,397

Share of (gain) loss in investment of limited partnership that is accounted for as an equity method investee

     (44,532     56,327       7,955  

Tax effect of investment gain and revaluation of investments excluding dividends

     29,437       (10,468     (1,478

Amortization of intangible assets resulting from business acquisitions

     607       17,689       2,498  

Tax effect of amortization of intangible assets resulting from business acquisitions

     (152     (4,422     (625
  

 

 

   

 

 

   

 

 

 

Non-GAAP net income

     820,966       982,180       138,709  
  

 

 

   

 

 

   

 

 

 

Net income attributable to Vipshop’s shareholders

     872,282       684,825       96,713  

Share-based compensation expenses

     172,727       247,011       34,885  

Impairment loss in investments

     0       5,046       713  

Investment gain and revaluation of investments excluding dividends

     (214,085     (9,895     (1,397

Share of (gain) loss in investment of limited partnership that is accounted for as an equity method investee

     (44,532     56,327       7,955  

Tax effect of investment gain and revaluation of investments excluding dividends

     29,437       (10,468     (1,478

Amortization of intangible assets resulting from business acquisitions

     597       17,689       2,498  

Tax effect of amortization of intangible assets resulting from business acquisitions

     (149     (4,422     (625
  

 

 

   

 

 

   

 

 

 

Non-GAAP net income attributable to Vipshop’s shareholders

     816,277       986,113       139,264  
  

 

 

   

 

 

   

 

 

 

Shares used in calculating earnings per share:

      

Weighted average number of Class A and Class B ordinary shares:

      

—Basic

     133,037,380       134,326,928       134,326,928  

—Diluted

     139,290,699       136,909,242       136,909,242  

Non-GAAP net income per Class A and Class B ordinary share

      

Non-GAAP net income attributable to Vipshop’s shareholders—Basic

     6.14       7.34       1.04  

Non-GAAP net income attributable to Vipshop’s shareholders—Diluted

     5.93       7.20       1.02  

Non-GAAP net income per ADS (1 ordinary share equal to 5 ADSs)

      

Non-GAAP net income attributable to Vipshop’s shareholders—Basic

     1.23       1.47       0.21  

Non-GAAP net income attributable to Vipshop’s shareholders—Diluted

     1.19       1.44       0.20  

 

10