Baozun Announces Fourth Quarter and Fiscal Year 2023 Unaudited Financial Results
Mr.
Mr.
Fourth Quarter 2023 Financial Highlights
- Total net revenues were
RMB 2,780.4 million (US$[1]391.6 million), representing an increase of 8.9 % compared withRMB 2,553.2 million in the same quarter of last year. - Income from operations was
RMB 6.4 million (US$0.9 million ), compared withRMB124.1 million in the same quarter of last year. Operating margin was 0.2%, compared with 4.9% for the same period of 2022. - Non-GAAP income from operations[2] was
RMB75.7 million (US$10.7 million ), compared withRMB182.6 million in the same quarter of last year. Non-GAAP operating margin was 2.7%, compared with 7.2% for the same period of 2022. - Adjusted operating profit of E-Commerce[3] was
RMB118.2 million (US$16.6 million ). - Adjusted operating loss of Brand Management[3] was
RMB42.5 million (US$6.0 million ). - Net loss attributable to ordinary shareholders of
Baozun wasRMB48.4 million (US$6.8 million ), narrowed fromRMB284.3 million for the same period of 2022. - Non-GAAP net income attributable to ordinary shareholders of
Baozun [4] wasRMB28.8 million (US$4.1 million ), compared withRMB138.3 million for the same period of 2022. - Basic and diluted net loss attributable to ordinary shareholders of
Baozun per American Depositary Share ("ADS[5]") were bothRMB0.80 (US$0.11 ), compared with bothRMB4.84 for the same period of 2022. - Basic and diluted non-GAAP net income attributable to ordinary shareholders of
Baozun per ADS[6] wereRMB0.48 (US$0.07 ) andRMB0.47 (US$0.07 ), compared withRMB2.35 andRMB2.32 for the same period of 2022. - Cash and cash equivalents, restricted cash, and short-term investments totaled
RMB3,072.8 million (US$432.8 million ), as ofDecember 31, 2023 , compared withRMB3,141.1 million as ofDecember 31, 2022 .
[1] This announcement contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) at a specified rate solely for the convenience of the reader. Unless otherwise noted, the translation of RMB into US$ has been made at |
[2] Non-GAAP income (loss) from operations is a non-GAAP financial measure, which is defined as income (loss) from operations excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition, acquisition-related expenses, and impairment of goodwill. |
[3] Following the acquisition of Gap Shanghai, the Group updated its operating segment structure resulting in two segments, which were (i) E-Commerce; (ii) Brand Management, for more information, please refer to Supplemental Information. |
[4] Non-GAAP net income (loss) attributable to ordinary shareholders of Baozun is a non-GAAP financial measure, which is defined as net income (loss) attributable to ordinary shareholders of Baozun excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition, acquisition-related expenses, impairment of goodwill and investments, loss on variance from expected contingent acquisition payment, cancellation fees of repurchased ADSs and returned ADSs, fair value loss (gain) on derivative liabilities, loss on disposal of subsidiaries and investment in equity investee, and Unrealized investment (gain) loss. |
[5] Each ADS represents three Class A ordinary shares. |
[6] Basic and diluted non-GAAP net income (loss) attributable to ordinary shareholders of Baozun per ADS are non-GAAP financial measures, which are respectively defined as non-GAAP net income (loss) attributable to ordinary shareholders of Baozun divided by weighted average number of shares used in calculating basic and diluted net income (loss) per ordinary share multiplied by three, respectively. |
Fiscal Year 2023 Financial Highlights
- Total net revenues were
RMB8,812.0 million (US$1,241.1 million ), representing an increase of 4.9 % compared withRMB8,400.6 million in the fiscal year of 2022. - Loss from operations was
RMB206.4 million (US$29.1 million ), compared with income from operationsRMB33.3 million in the fiscal year of 2022. Operating margin was negative 2.3%, compared with positive 0.4% for the fiscal year of 2022. - Non-GAAP loss from operations was
RMB23.7 million (US$3.3 million ), compared with non-GAAP income from operationsRMB256.1 million for the fiscal year of 2022. Non-GAAP operating margin was negative 0.3%, compared with positive 3.0% for the fiscal year of 2022. - Adjusted operating profit of E-Commerce was
RMB164.0 million (US$23.1 million ). - Adjusted operating loss of Brand Management was
RMB187.7 million (US$26.4 million ). - Net loss attributable to ordinary shareholders of
Baozun wasRMB278.4 million (US$39.2 million ), narrowed fromRMB653.3 million for the fiscal year of 2022. - Non-GAAP net loss attributable to ordinary shareholders of
Baozun wasRMB65.1 million (US$9.2 million ), compared with non-GAAP net income attributable to ordinary shareholders of BaozunRMB132.2 million for the fiscal year of 2022. - Basic and diluted net loss attributable to ordinary shareholders of
Baozun per American Depositary Share ("ADS") were bothRMB4.68 (US$0.66 ), compared with bothRMB10.69 for the fiscal year of 2022. - Basic and diluted non-GAAP net loss attributable to ordinary shareholders of
Baozun per ADS were bothRMB1.09 (US$0.15 ), compared with basic and diluted non-GAAP net income attributable to ordinary shareholders ofBaozun per ADSRMB2.16 andRMB2.13 for the fiscal year of 2022.
Reconciliations of GAAP measures to non-GAAP measures presented above are included at the end of this results announcement.
Adjusted operating profits/losses are included in the Segments data of Segment Information.
Business Highlights
BEC includes our
Omni-channel expansion remains a key theme for our brand partners. By the end of the fourth quarter, approximately 44.7% of our brand partners engaged with us for store operations of at least two channels, compared with 41.8% for the end of same quarter of last year.
With excellent technical expertise,
Baozun Brand Management, or "BBM"
BBM engages in holistic brand management, including strategy and tactic positioning, branding and marketing, retail and e-commerce operations, supply chain and logistics and technology empowerment. We aim to leverage our portfolio of technologies to forge longer and deeper relationships with brands.
In the fourth quarter of 2023, BBM continued to focus on transforming Gap Shanghai – from a discount-driven approach to one that focuses on building consumer love for our brand and products. During the quarter, product sales for BBM totaled
Fourth Quarter 2023 Financial Results
Total net revenues were
Total product sales revenue was
-
Product sales revenue of E-Commerce was
RMB597.5 million (US$84.2 million ), a decrease of 22.6% fromRMB772.4 million in the same quarter of last year. The decrease was primarily attributable to the macro-economic weakness, as well as the Company's optimization of its brand portfolio in distribution model.
The following table sets forth a breakdown of product sales revenues of E-Commerce by key categories [7] for the periods indicated:
|
For the three months ended |
||||||||||
|
2022 |
|
2023 |
||||||||
|
RMB |
|
% of
|
|
RMB |
|
US$ |
|
% of
|
|
YoY
|
|
(In millions, except for percentage) |
||||||||||
Product Sales of E-Commerce |
|
|
|
|
|
|
|
|
|
|
|
Appliances |
387.0 |
|
15 % |
|
255.6 |
|
36.0 |
|
8 % |
|
-34 % |
Beauty and cosmetics |
92.8 |
|
4 % |
|
131.1 |
|
18.5 |
|
5 % |
|
41 % |
Home and furnishing |
83.8 |
|
3 % |
|
46.1 |
|
6.5 |
|
2 % |
|
-45 % |
Fast moving consumer goods |
81.0 |
|
3 % |
|
46.3 |
|
6.5 |
|
2 % |
|
-43 % |
Others |
127.8 |
|
5 % |
|
118.4 |
|
16.7 |
|
4 % |
|
-8 % |
Total net revenues from |
772.4 |
|
30 % |
|
597.5 |
|
84.2 |
|
21 % |
|
-23 % |
[7] Key categories refer to the categories that accounted for no less than 10% of product sales of BEC during the periods indicated. |
-
Product sales revenue of Brand Management was
RMB455.5 million (US$64.1 million ), which mainly comprised retail revenue from Gap Shanghai business, including both offline store sales and online sales.
Services revenue was
The following table sets forth a breakdown of services revenue by business models for the periods indicated:
|
For the three months ended |
||||||||||
|
2022 |
|
2023 |
||||||||
|
RMB |
|
% of
|
|
RMB |
|
US$ |
|
% of
|
|
YoY
|
|
(In millions, except for percentage) |
||||||||||
Services revenue |
|
|
|
|
|
|
|
|
|
|
|
Online store operations |
514.4 |
|
20 % |
|
511.8 |
|
72.0 |
|
18 % |
|
-1 % |
Warehousing and fulfillment |
752.5 |
|
30 % |
|
704.8 |
|
99.3 |
|
25 % |
|
-6 % |
Digital marketing and IT |
513.9 |
|
20 % |
|
549.4 |
|
77.4 |
|
20 % |
|
7 % |
Inter-segment eliminations[8] |
- |
|
- |
|
(38.6) |
|
(5.4) |
|
-1 % |
|
n/a |
Total net revenues from |
1,780.8 |
|
70 % |
|
1,727.4 |
|
243.3 |
|
62 % |
|
-3 % |
[8] The inter-segment eliminations mainly consist of revenues from online store operations, digital marketing and IT services provided by E-Commerce to Gap, a brand under Brand Management. |
Breakdown of total net revenues of online store operations of services by key categories[9] of services for the periods indicated:
|
For the three months ended |
||||||||||
|
2022 |
|
2023 |
||||||||
|
RMB |
|
% of
|
|
RMB |
|
US$ |
|
% of
|
|
YoY
|
|
(In millions, except for percentage) |
||||||||||
Online store operations |
|
|
|
|
|
|
|
|
|
|
|
Apparel and accessories |
366.8 |
|
14 % |
|
372.7 |
|
52.5 |
|
13 % |
|
2 % |
- Luxury |
132.5 |
|
5 % |
|
123.2 |
|
17.4 |
|
4 % |
|
-7 % |
- Sports |
121.5 |
|
5 % |
|
133.9 |
|
18.8 |
|
5 % |
|
10 % |
- Other apparel |
112.8 |
|
4 % |
|
115.6 |
|
16.3 |
|
4 % |
|
2 % |
Others |
147.6 |
|
6 % |
|
139.1 |
|
19.5 |
|
6 % |
|
-6 % |
Inter-segment eliminations[10] |
- |
|
- |
|
(18.6) |
|
(2.6) |
|
-1 % |
|
n/a |
Total net revenues from |
514.4 |
|
20 % |
|
493.2 |
|
69.4 |
|
18 % |
|
-4 % |
[9] Key categories refer to the categories that accounted for no less than 10% of services revenue during the periods indicated. |
[10] The inter-segment eliminations mainly consist of revenues from store operation services provided by E-Commerce to Gap, a brand under Brand Management. |
Total operating expenses were
-
Cost of products was
RMB737.8 million (US$103.9 million ), compared withRMB643.3 million in the same quarter of last year. The increase was primarily due to the incremental cost of product ofRMB212.2 million related to Gap Shanghai, a subsidiary the Company acquired in the first quarter of 2023. -
Fulfillment expenses were
RMB768.0 million (US$108.2 million ), compared withRMB789.5 million in the same quarter of last year. The decrease was primarily due to the additional savings in customer services expenses resulting from the Company's expanding use of regional service centers. -
Sales and marketing expenses were
RMB892.4 million (US$125.7 million ), compared withRMB787.7 million in the same quarter of last year. The increase was mainly due to the incremental sales and marketing expenses ofRMB121.9 million related to Gap Shanghai, a subsidiary the Company acquired in the first quarter of 2023. -
Technology and content expenses were
RMB140.8 million (US$19.8 million ), compared withRMB112.1 million in the same quarter of last year. The increase was mainly due to the Company's ongoing investment in technological innovation and productization, partially offset by the Company's cost control initiatives and efficiency improvements. -
General and administrative expenses were
RMB228.7 million (US$32.2 million ), compared withRMB91.5 million in the same quarter of last year. The increase was primarily due to an incremental expense ofRMB109.2 million related to Brand Management, including the expenses related to Gap Shanghai, a subsidiary the Company acquired in the first quarter of 2023, as well as strategic investments expenses in Creative Content to Commerce business unit and brand management.
Income from operations was
Non-GAAP income from operations was
Adjusted operating profit of E-Commerce was
Unrealized investment
loss was
Net loss
attributable to ordinary shareholders of
Basic and diluted net
loss attributable to ordinary shareholders of
Non-GAAP net
loss attributable to ordinary shareholders of
Basic and diluted non-GAAP net
loss attributable to ordinary shareholders of
Fiscal Year 2023 Financial Results
Total net revenues were
Total product sales revenue was
-
Product sales revenue of E-Commerce was
RMB2,092.2 million (US$ 294.7 million ), a decrease of 20.9% fromRMB2,644.2 million in the fiscal year of 2022. The decrease was primarily attributable to the macro-economic weakness, as well as the Company's optimization of its brand portfolio in distribution model.
The following table sets forth a breakdown of product sales revenues of E-Commerce by key categories for the periods indicated:
|
For the fiscal year ended |
||||||||||
|
2022 |
|
2023 |
||||||||
|
RMB |
|
% of
|
|
RMB |
|
US$ |
|
% of
|
|
YoY
|
|
(In millions, except for percentage) |
||||||||||
Product Sales of E- |
|
|
|
|
|
|
|
|
|
|
|
Appliances |
1,313.8 |
|
16 % |
|
936.3 |
|
131.9 |
|
11 % |
|
-29 % |
Beauty and cosmetics |
311.9 |
|
4 % |
|
378.2 |
|
53.3 |
|
4 % |
|
21 % |
Electronics |
332.2 |
|
4 % |
|
147.2 |
|
20.7 |
|
2 % |
|
-56 % |
Others |
686.3 |
|
8 % |
|
630.5 |
|
88.8 |
|
7 % |
|
-8 % |
Total net revenues from |
2,644.2 |
|
32 % |
|
2,092.2 |
|
294.7 |
|
24 % |
|
-21 % |
-
Product sales revenue of Brand Management was
RMB 1,265.0 million (US$178.2 million ), which mainly comprised retail revenue from Gap Shanghai business, including both offline store sales and online sales.
Services revenue was
The following table sets forth a breakdown of services revenue by business models for the periods indicated:
|
For the fiscal year ended |
||||||||||
|
2022 |
|
2023 |
||||||||
|
RMB |
|
% of
|
|
RMB |
|
US$ |
|
% of
|
|
YoY
|
|
(In millions, except for percentage) |
||||||||||
Services revenue |
|
|
|
|
|
|
|
|
|
|
|
Online store operations |
1,624.1 |
|
19 % |
|
1,604.7 |
|
226.0 |
|
18 % |
|
-1 % |
Warehousing and |
2,380.9 |
|
29 % |
|
2,194.4 |
|
309.1 |
|
25 % |
|
-8 % |
Digital marketing and IT |
1,751.4 |
|
21 % |
|
1,735.8 |
|
244.5 |
|
20 % |
|
-1 % |
Inter-segment |
- |
|
- |
|
(80.1) |
|
(11.3) |
|
-1 % |
|
n/a |
Total net revenues from |
5,756.4 |
|
69 % |
|
5,454.8 |
|
768.3 |
|
62 % |
|
-5 % |
[11] The inter-segment eliminations mainly consist of revenues from online store operations, digital marketing and IT services provided by E-Commerce to Gap, a brand under Brand Management. |
Breakdown of total net revenues of online store operations of services by key categories of services for the periods indicated:
|
For the fiscal year ended |
||||||||||
|
2022 |
|
2023 |
||||||||
|
RMB |
|
% of
|
|
RMB |
|
US$ |
|
% of
|
|
YoY
|
|
(In millions, except for percentage) |
||||||||||
Online store operations |
|
|
|
|
|
|
|
|
|
|
|
Apparel and accessories |
1,107.3 |
|
13 % |
|
1,134.8 |
|
159.8 |
|
13 % |
|
2 % |
- Luxury |
407.0 |
|
5 % |
|
406.4 |
|
57.2 |
|
4 % |
|
0 % |
- Sportswear |
373.5 |
|
4 % |
|
419.1 |
|
59.0 |
|
5 % |
|
12 % |
- Other apparel |
326.8 |
|
4 % |
|
309.3 |
|
43.6 |
|
4 % |
|
-5 % |
Others |
516.8 |
|
6 % |
|
469.9 |
|
66.2 |
|
5 % |
|
-9 % |
Inter-segment eliminations[12] |
- |
|
- |
|
(44.4) |
|
(6.3) |
|
-1 % |
|
n/a |
Total net revenues from |
1,624.1 |
|
19 % |
|
1,560.3 |
|
219.7 |
|
17 % |
|
-4 % |
[12] The inter-segment eliminations mainly consist of revenues from store operation services provided by E-Commerce to Gap, a brand under Brand Management. |
Total operating expenses were
-
Cost of products was
RMB2,409.1 million (US$339.3 million ), compared withRMB2,256.0 million in the fiscal year of 2022. The increase was primarily due to the incremental cost of product ofRMB581.4 million related to Gap Shanghai, a subsidiary the Company acquired in the first quarter of 2023. -
Fulfillment expenses were
RMB2,507.3 million (US$353.1 million ), compared withRMB2,719.7 million in the fiscal year of 2022. The decrease was primarily due to the additional savings in customer services expenses resulting from the Company's expanding use of regional service centers. -
Sales and marketing expenses were
RMB2,829.0 million (US$398.5 million ), compared withRMB2,674.4 million in the fiscal year of 2022. The increase was mainly due to the incremental sales and marketing expenses ofRMB339.2 million related to Gap Shanghai, a subsidiary the Company acquired in the first quarter of 2023. -
Technology and content expenses were
RMB505.2 million (US$71.2 million ), compared withRMB428.0 million in the fiscal year of 2022. The increase was mainly due to the Company's ongoing investment in technological innovation and productization, partially offset by the Company's cost control initiatives and efficiency improvements. -
General and administrative expenses were
RMB855.9 million (US$120.6 million ), compared withRMB371.5 million in the fiscal year of 2022. The increase was primarily due to an incremental expense ofRMB405.8 million related to Brand Management, including the expenses related to Gap Shanghai, a subsidiary the Company acquired in the first quarter of 2023, as well as strategic investments expenses in Creative Content to Commerce business unit and brand management.
Loss from operations was
Non-GAAP loss from operations was
Adjusted operating
profit
of E-Commerce was
Net interest income was
Unrealized investment
loss was
Exchange loss was
Net loss
attributable to ordinary shareholders of
Basic and diluted net
loss attributable to ordinary shareholders of
Non-GAAP net
loss attributable to ordinary shareholders of
Basic and diluted non-GAAP net
loss attributable to ordinary shareholders of
Segment Information
(a) Description of segments
Following the acquisition of Gap Shanghai, the Group updated its operating segments structure resulting in two segments, which were (i) E-Commerce and (ii) Brand Management;
The following summary describes the operations in each of the Group's operating segment:
(i) E-Commerce focuses on
a> BEC includes our mainland
b> BZI includes our e-commerce businesses outside of mainland
(ii) Brand Management engages in holistic brand management, encompassing strategy and tactic positioning, branding and marketing, retail and e-commerce operations, supply chain and logistics and technology empowerment to leverage our portfolio of technologies to forge into longer and deeper relationships with brands.
(b) Segments data
The table below provides a summary of the Group's reportable segment results for the three months ended
|
|
For the three months ended |
||
|
|
2022 |
|
2023 |
|
|
RMB |
|
RMB |
Net revenues: |
|
|
|
|
E-Commerce |
|
2,553,164 |
|
2,361,066 |
Brand Management |
|
- |
|
457,961 |
Inter-segment eliminations * |
|
- |
|
(38,612) |
Total consolidated net revenues |
2,553,164 |
|
2,780,415 |
|
|
|
|
|
|
|
|
|
|
|
Adjusted Operating Profits (Losses) **: |
|
|
||
E-Commerce |
|
182,613 |
|
118,190 |
Brand Management |
|
- |
|
(42,535) |
Total Adjusted Operating Profits |
182,613 |
|
75,655 |
|
Inter-segment eliminations * |
|
- |
|
- |
Unallocated expenses: |
|
|
|
|
Share-based compensation expenses |
(13,690) |
|
(24,667) |
|
Amortization of intangible assets resulting from business acquisition |
(8,511) |
|
(7,911) |
|
Acquisition-related expenses |
|
(13,694) |
|
(1,467) |
Loss on variance from expected contingent acquisition payment |
(9,495) |
|
- |
|
Impairment of goodwill |
|
(13,155) |
|
(35,212) |
Total other ex penses |
|
(358,346) |
|
(165) |
Profit before income tax |
|
(234,278) |
|
6,233 |
The table below provides a summary of the Group's reportable segment results for the fiscal year of 2022 and 2023, with prior periods' segment information retrospectively recast to conform to current period presentation:
|
|
For the fiscal year ended |
||
|
|
2022 |
|
2023 |
|
|
RMB |
|
RMB |
Net revenues: |
|
|
|
|
E-Commerce |
|
8,400,631 |
|
7,621,114 |
Brand Management |
|
- |
|
1,271,027 |
Inter-segment eliminations * |
|
- |
|
(80,128) |
Total consolidated net revenues |
8,400,631 |
|
8,812,013 |
|
|
|
|
|
|
|
|
|
|
|
Adjusted Operating Profits (Losses) **: |
|
|
||
E-Commerce |
|
256,093 |
|
163,990 |
Brand Management |
|
- |
|
(187,663) |
Total Adjusted Operating Profits |
256,093 |
|
(23,673) |
|
Inter-segment eliminations * |
|
- |
|
- |
Unallocated expenses: |
|
|
|
|
Share-based compensation expenses |
(142,381) |
|
(103,449) |
|
Amortization of intangible assets resulting from business acquisition |
(39,431) |
|
(31,875) |
|
Acquisition-related expenses |
|
(13,694) |
|
(12,171) |
Cancellation fees of repurchased shares |
(4,650) |
|
- |
|
Loss on variance from expected contingent acquisition payment |
(9,495) |
|
- |
|
Impairment of goodwill |
|
(13,155) |
|
(35,212) |
Total other ex penses |
|
(613,595) |
|
(10,646) |
Loss before income tax |
|
(580,308) |
|
(217,026) |
*The inter-segment eliminations mainly consist of revenues from services provided by E-Commerce to Brand Management.
**Adjusted Operating Profits (Losses) represent segment profits (losses), which is income (loss) from operations from each segment without allocating share-based compensation expenses, acquisition-related expenses and amortization of intangible assets resulting from business acquisition.
Conference Call
The Company will host a conference call to discuss the earnings at
Dial-in details for the earnings conference call are as follows:
United States: |
1-888-317-6003 |
Hong Kong: |
800-963-976 |
Singapore: |
800-120-5863 |
Mainland China: |
4001-206-115 |
International: |
1-412-317-6061 |
Passcode: |
5145633 |
A replay of the conference call may be accessible through
United States: |
1-877-344-7529 |
International: |
1-412-317-0088 |
Canada: |
855-669-9658 |
Replay Access Code: |
6010962 |
A live webcast of the conference call will be available on the Investor Relations section of
Use of Non-GAAP Financial Measures
The Company also uses certain non-GAAP financial measures in evaluating its business. For example, the Company uses non-GAAP income (loss) from operations, non-GAAP operating margin, non-GAAP net income (loss), non-GAAP net margin, non-GAAP net income (loss) attributable to ordinary shareholders of Baozun and non-GAAP net income (loss) attributable to ordinary shareholders of Baozun per ADS, as supplemental measures to review and assess its financial and 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.
The Company defines non-GAAP income (loss) from operations as income (loss) from operations excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition and acquisition-related expenses. The Company defines non-GAAP operating margin as non-GAAP income (loss) from operations as a percentage of total net revenues. The Company defines non-GAAP net income (loss) as net income (loss) excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition, acquisition-related expenses, impairment of goodwill and investments, loss on variance from expected contingent acquisition payment, cancellation fees of repurchased ADSs and returned ADSs, fair value loss(gain) on derivative liabilities, loss on disposal of subsidiaries and investment in equity investee, and unrealized investment loss. The Company defines non-GAAP net margin as non-GAAP net income (loss) as a percentage of total net revenues. The Company defines non-GAAP net income (loss) attributable to ordinary shareholders of Baozun as net income (loss) attributable to ordinary shareholders of Baozun excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition, acquisition-related expenses, impairment of goodwill and investments, loss on variance from expected contingent acquisition payment, cancellation fees of repurchased ADSs and returned ADSs, fair value loss(gain) on derivative liabilities, loss on disposal of subsidiaries and investment in equity investee, and unrealized investment loss. The Company defines non-GAAP net income (loss) attributable to ordinary shareholders of Baozun per ADS as non-GAAP net income (loss) attributable to ordinary shareholders of Baozun divided by weighted average number of shares used in calculating net income (loss) 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 financial and operating performance and formulate business plans. Non-GAAP income (loss) from operations, non-GAAP net income (loss), non-GAAP net income (loss) attributable to ordinary shareholders of Baozun and Non-GAAP net income (loss) attributable to ordinary shareholders of Baozun per ADS reflect the Company's ongoing business operations in a manner that allows more meaningful period-to-period comparisons. The Company believes that the use of the non-GAAP financial measures facilitates investors to understand and evaluate the Company's current operating performance and future prospects in the same manner as management does, if they so choose. The Company also believes that the non-GAAP financial measures provide useful information to both management and investors by excluding certain expenses, gain/loss and other items that are not expected to result in future cash payments or that are non-recurring in nature or may not be indicative of the Company's core operating results and business outlook.
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, non-GAAP net income (loss), non-GAAP net income (loss) attributable to ordinary shareholders of Baozun, and non-GAAP net income (loss) attributable to ordinary shareholders of Baozun per ADS is that they do not reflect all items of income and expense that affect the Company's operations. Further, the non-GAAP measures may differ from the non-GAAP measures used by other companies, including peer companies, potentially limiting the comparability of their financial results to the Company's. In light of the foregoing limitations, the non-GAAP income (loss) from operations, non-GAAP operating margin, non-GAAP net income (loss), non-GAAP net margin, non-GAAP net income (loss) attributable to ordinary shareholders of Baozun and non-GAAP net income (loss) attributable to ordinary shareholders of Baozun per ADS for the period should not be considered in isolation from or as an alternative to income (loss) from operations, operating margin, net income (loss), net margin, net income (loss) attributable to ordinary shareholders of Baozun and net income (loss) attributable to ordinary shareholders of Baozun 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. The company encourages you to review the company's financial information in its entirety and not rely on a single financial measure. 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 announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the
About Baozun Inc.
Founded in 2007,
For more information, please visit http://ir.baozun.com.
For investor and media inquiries, please contact:
Ms.
Email: ir@baozun.com
Baozun Inc. |
||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME |
||||||
(In thousands, except for share and per share data and per ADS data) |
||||||
|
||||||
|
|
|
|
|
|
|
|
RMB |
|
RMB |
|
US$ |
|
|
|
|||||
ASSETS |
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Cash and cash equivalents |
2,144,020 |
|
2,149,531 |
|
302,755 |
|
Restricted cash |
101,704 |
|
202,764 |
|
28,559 |
|
Short-term investments |
895,425 |
|
720,522 |
|
101,483 |
|
Accounts receivable, net |
2,292,678 |
|
2,184,729 |
|
307,712 |
|
Inventories |
942,997 |
|
1,045,116 |
|
147,202 |
|
Advances to suppliers |
372,612 |
|
311,111 |
|
43,819 |
|
Prepayments and other current assets |
554,415 |
|
590,350 |
|
83,149 |
|
Amounts due from related parties |
93,270 |
|
86,661 |
|
12,206 |
|
Total current assets |
7,397,121 |
|
7,290,784 |
|
1,026,885 |
|
Non-current assets |
|
|
|
|
|
|
Investments in equity investees |
269,693 |
|
359,129 |
|
50,582 |
|
Property and equipment, net |
694,446 |
|
851,151 |
|
119,882 |
|
Intangible assets, net |
310,724 |
|
306,420 |
|
43,158 |
|
Land use right, net |
39,490 |
|
38,464 |
|
5,418 |
|
Operating lease right-of-use assets |
847,047 |
|
1,070,120 |
|
150,723 |
|
|
336,326 |
|
312,464 |
|
44,010 |
|
Other non-current assets |
65,114 |
|
45,316 |
|
6,383 |
|
Deferred tax assets |
162,509 |
|
200,628 |
|
28,258 |
|
Total non-current assets |
2,725,349 |
|
3,183,692 |
|
448,414 |
|
Total assets |
10,122,470 |
|
10,474,476 |
|
1,475,299 |
|
LIABILITIES AND |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Short-term loan |
1,016,071 |
|
1,115,721 |
|
157,146 |
|
Accounts payable |
474,732 |
|
563,562 |
|
79,376 |
|
Notes payable |
487,837 |
|
506,629 |
|
71,357 |
|
Income tax payables |
46,828 |
|
18,768 |
|
2,643 |
|
Accrued expenses and other current liabilities |
1,025,540 |
|
1,188,179 |
|
167,350 |
|
Derivative liabilities |
364,758 |
|
- |
|
- |
|
Amounts due to related parties |
30,434 |
|
32,118 |
|
4,524 |
|
Current operating lease liabilities |
235,445 |
|
332,983 |
|
46,900 |
|
Total current liabilities |
3,681,645 |
|
3,757,960 |
|
529,296 |
|
Non-current liabilities |
|
|
|
|
|
|
Deferred tax liabilities |
28,082 |
|
24,966 |
|
3,516 |
|
Long-term operating lease liabilities |
673,955 |
|
799,096 |
|
112,550 |
|
Other non-current liabilities |
62,450 |
|
40,718 |
|
5,735 |
|
Total non-current liabilities |
764,487 |
|
864,780 |
|
121,801 |
|
Total liabilities |
4,446,132 |
|
4,622,740 |
|
651,097 |
|
Redeemable non-controlling interests |
1,438,082 |
|
1,584,858 |
|
223,223 |
|
|
|
|
|
|
|
|
Class A ordinary shares ( |
116 |
|
93 |
|
13 |
|
Class B ordinary shares ( |
8 |
|
8 |
|
1 |
|
Additional paid-in capital |
5,129,103 |
|
4,571,439 |
|
643,874 |
|
|
(832,578) |
|
- |
|
- |
|
Accumulated deficit |
(228,165) |
|
(506,587) |
|
(71,349) |
|
Accumulated other comprehensive income |
15,678 |
|
32,251 |
|
4,542 |
|
|
4,084,162 |
|
4,097,204 |
|
577,081 |
|
Non-controlling interests |
154,094 |
|
169,674 |
|
23,898 |
|
Total Shareholders' equity |
4,238,256 |
|
4,266,878 |
|
600,979 |
|
Total liabilities, redeemable non- |
10,122,470 |
|
10,474,476 |
|
1,475,299 |
|
|
|||||||||||
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 |
|
For the year ended |
||||||||
|
2022 |
|
2023 |
|
2022 |
|
2023 |
||||
|
RMB |
|
RMB |
|
US$ |
|
RMB |
|
RMB |
|
US$ |
|
|
|
|
||||||||
Net revenues |
|
|
|
|
|
|
|
|
|
|
|
Product sales(1) |
772,375 |
|
1,053,022 |
|
148,315 |
|
2,644,214 |
|
3,357,202 |
|
472,852 |
Services |
1,780,789 |
|
1,727,392 |
|
243,298 |
|
5,756,417 |
|
5,454,811 |
|
768,294 |
Total net revenues |
2,553,164 |
|
2,780,414 |
|
391,613 |
|
8,400,631 |
|
8,812,013 |
|
1,241,146 |
Operating expenses (2) |
|
|
|
|
|
|
|
|
|
|
|
Cost of products |
(643,311) |
|
(737,813) |
|
(103,919) |
|
(2,255,950) |
|
(2,409,110) |
|
(339,316) |
Fulfillment(3) |
(789,459) |
|
(768,028) |
|
(108,174) |
|
(2,719,749) |
|
(2,507,306) |
|
(353,147) |
Sales and marketing (3) |
(787,684) |
|
(892,401) |
|
(125,692) |
|
(2,674,358) |
|
(2,829,016) |
|
(398,459) |
Technology and content(3) |
(112,146) |
|
(140,788) |
|
(19,830) |
|
(427,954) |
|
(505,203) |
|
(71,156) |
General and administrative(3) |
(91,508) |
|
(228,697) |
|
(32,211) |
|
(371,470) |
|
(855,914) |
|
(120,553) |
Other operating income, net |
8,167 |
|
28,923 |
|
4,074 |
|
95,292 |
|
123,368 |
|
17,377 |
Impairment of goodwill |
(13,155) |
|
(35,212) |
|
(4,960) |
|
(13,155) |
|
(35,212) |
|
(4,960) |
Total operating expenses |
(2,429,096) |
|
(2,774,016) |
|
(390,712) |
|
(8,367,344) |
|
(9,018,393) |
|
(1,270,214) |
Income (loss) from operations |
124,068 |
|
6,398 |
|
901 |
|
33,287 |
|
(206,380) |
|
(29,068) |
Other income (expenses) |
|
|
|
|
|
|
|
|
|
|
|
Interest income |
21,073 |
|
19,508 |
|
2,748 |
|
45,816 |
|
82,113 |
|
11,565 |
Interest expense |
(13,647) |
|
(9,436) |
|
(1,329) |
|
(56,917) |
|
(41,344) |
|
(5,823) |
Unrealized investment gain (loss) |
5,037 |
|
(8,352) |
|
(1,176) |
|
(97,827) |
|
(68,031) |
|
(9,582) |
(Loss) gain on disposal/acquisition of |
(7,511) |
|
(2,620) |
|
(369) |
|
(107,032) |
|
631 |
|
89 |
Gain on repurchase of 1.625% convertible senior |
- |
|
- |
|
- |
|
7,907 |
|
- |
|
- |
Impairment loss of investments |
- |
|
- |
|
- |
|
(8,400) |
|
- |
|
- |
Fair value (loss) gain on derivative liabilities |
(364,758) |
|
- |
|
- |
|
(364,758) |
|
24,515 |
|
3,453 |
Exchange gain (loss) |
1,460 |
|
735 |
|
104 |
|
(32,384) |
|
(8,530) |
|
(1,201) |
(Loss) gain before income tax |
(234,278) |
|
6,233 |
|
879 |
|
(580,308) |
|
(217,026) |
|
(30,567) |
Income tax expense (4) |
(15,600) |
|
(5,952) |
|
(838) |
|
(26,480) |
|
(12,003) |
|
(1,691) |
Share of (loss) income in equity |
(6,573) |
|
(2,264) |
|
(319) |
|
(3,586) |
|
6,253 |
|
881 |
Net loss |
(256,451) |
|
(1,983) |
|
(278) |
|
(610,374) |
|
(222,776) |
|
(31,377) |
Net (income) loss attributable to |
(3,652) |
|
(22,368) |
|
(3,150) |
|
843 |
|
(9,677) |
|
(1,363) |
Net income attributable to |
(24,166) |
|
(24,063) |
|
(3,389) |
|
(43,759) |
|
(45,969) |
|
(6,475) |
Net loss attributable to ordinary |
(284,269) |
|
(48,414) |
|
(6,817) |
|
(653,290) |
|
(278,422) |
|
(39,215) |
Net loss per share attributable to ordinary |
|
|
|
|
|
|
|
|
|
|
|
Basic |
(1.61) |
|
(0.27) |
|
(0.04) |
|
(3.56) |
|
(1.56) |
|
(0.22) |
Diluted |
(1.61) |
|
(0.27) |
|
(0.04) |
|
(3.56) |
|
(1.56) |
|
(0.22) |
Net loss per ADS attributable to |
|
|
|
|
|
|
|
|
|
|
|
Basic |
(4.84) |
|
(0.80) |
|
(0.11) |
|
(10.69) |
|
(4.68) |
|
(0.66) |
Diluted |
(4.84) |
|
(0.80) |
|
(0.11) |
|
(10.69) |
|
(4.68) |
|
(0.66) |
Weighted average shares used in |
|
|
|
|
|
|
|
|
|
|
|
Basic |
176,341,513 |
|
180,642,328 |
|
180,642,328 |
|
183,274,855 |
|
178,549,849 |
|
178,549,849 |
Diluted |
176,341,513 |
|
180,642,328 |
|
180,642,328 |
|
183,274,855 |
|
178,549,849 |
|
178,549,849 |
Net loss |
(256,451) |
|
(1,983) |
|
(278) |
|
(610,374) |
|
(222,776) |
|
(31,377) |
Other comprehensive income, net of tax of nil: |
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustment |
(39,718) |
|
(23,783) |
|
(3,350) |
|
118,281 |
|
134,854 |
|
18,994 |
Comprehensive loss |
(296,169) |
|
(25,766) |
|
(3,628) |
|
(492,093) |
|
(87,922) |
|
(12,383) |
(1) Including product sales from E-Commerce and Brand Management of
(2) Share-based compensation expenses are allocated in operating expenses items as follows:
|
For the three months ended |
|
For the year ended |
||||||||
|
2022 |
|
2023 |
|
2022 |
|
2023 |
||||
|
RMB |
|
RMB |
|
US$ |
|
RMB |
|
RMB |
|
US$ |
|
|
|
|
|
|
|
|
|
|
|
|
Fulfillment |
805 |
|
1,873 |
|
264 |
|
13,730 |
|
6,443 |
|
907 |
Sales and marketing |
1,709 |
|
5,239 |
|
738 |
|
57,548 |
|
33,955 |
|
4,782 |
Technology and |
1,476 |
|
3,681 |
|
519 |
|
22,512 |
|
12,184 |
|
1,716 |
General and |
9,700 |
|
13,874 |
|
1,953 |
|
48,591 |
|
50,867 |
|
7,165 |
|
13,690 |
|
24,667 |
|
3,474 |
|
142,381 |
|
103,449 |
|
14,570 |
(3) Including amortization of intangible assets resulting from business acquisition, which amounted to
(4) Including income tax benefits of
|
|||||||||||
Reconciliations of GAAP and Non-GAAP Results |
|||||||||||
(in thousands, except for share and per ADS data) |
|||||||||||
|
|||||||||||
|
For the three months ended |
|
For the year ended |
||||||||
|
2022 |
|
2023 |
|
2022 |
|
2023 |
||||
|
RMB |
|
RMB |
|
US$ |
|
RMB |
|
RMB |
|
US$ |
|
|
|
|
|
|
|
|||||
Income (loss) from operations |
124,068 |
|
6,398 |
|
901 |
|
33,287 |
|
(206,380) |
|
(29,068) |
Add: Share-based compensation expenses |
13,690 |
|
24,667 |
|
3,474 |
|
142,381 |
|
103,449 |
|
14,570 |
Amortization of intangible assets resulting |
8,511 |
|
7,911 |
|
1,114 |
|
39,431 |
|
31,875 |
|
4,489 |
Acquisition-related expenses |
13,694 |
|
1,467 |
|
207 |
|
13,694 |
|
12,171 |
|
1,714 |
Impairment of goodwill |
13,155 |
|
35,212 |
|
4,960 |
|
13,155 |
|
35,212 |
|
4,960 |
Loss on variance from expected |
9,495 |
|
- |
|
- |
|
9,495 |
|
- |
|
- |
Cancellation fees of repurchased ADSs |
- |
|
- |
|
- |
|
4,650 |
|
- |
|
- |
Non-GAAP income (loss) from |
182,613 |
|
75,655 |
|
10,656 |
|
256,093 |
|
(23,673) |
|
(3,335) |
Net loss |
(256,451) |
|
(1,983) |
|
(278) |
|
(610,374) |
|
(222,776) |
|
(31,377) |
Add: Share-based compensation expenses |
13,690 |
|
24,667 |
|
3,474 |
|
142,381 |
|
103,449 |
|
14,570 |
Amortization of intangible assets resulting |
8,511 |
|
7,911 |
|
1,114 |
|
39,431 |
|
31,875 |
|
4,489 |
Acquisition-related expenses |
13,694 |
|
1,467 |
|
207 |
|
13,694 |
|
12,171 |
|
1,714 |
Impairment of goodwill and investments |
13,155 |
|
35,212 |
|
4,960 |
|
21,555 |
|
35,212 |
|
4,960 |
Loss on variance from expected |
9,495 |
|
- |
|
- |
|
9,495 |
|
- |
|
- |
Cancellation fees of repurchased ADSs |
- |
|
- |
|
- |
|
4,650 |
|
- |
|
- |
Fair value loss (gain) on derivative liabilities |
364,758 |
|
- |
|
- |
|
364,758 |
|
(24,515) |
|
(3,453) |
Loss (gain) on disposal/acquisition of |
7,511 |
|
2,620 |
|
369 |
|
107,032 |
|
(631) |
|
(89) |
Unrealized investment (gain) loss |
(5,037) |
|
8,352 |
|
1,176 |
|
97,827 |
|
68,031 |
|
9,582 |
Less: Tax effect of amortization of intangible |
-1,640 |
|
-1,507 |
|
-212 |
|
-7,880 |
|
-6,086 |
|
-857 |
Non-GAAP net income (loss) |
167,686 |
|
76,739 |
|
10,810 |
|
182,569 |
|
(3,270) |
|
(461) |
Net loss attributable to ordinary shareholders |
(284,269) |
|
(48,414) |
|
(6,817) |
|
(653,290) |
|
(278,422) |
|
(39,215) |
Add: Share-based compensation expenses |
13,690 |
|
24,667 |
|
3,474 |
|
142,381 |
|
103,449 |
|
14,570 |
Amortization of intangible assets resulting |
6,537 |
|
5,991 |
|
844 |
|
30,076 |
|
24,206 |
|
3,409 |
Acquisition-related expenses |
13,694 |
|
1,467 |
|
207 |
|
13,694 |
|
12,171 |
|
1,714 |
Impairment of goodwill and investments |
13,155 |
|
35,212 |
|
4,960 |
|
21,555 |
|
35,212 |
|
4,960 |
Loss on variance from expected contingent acquisition payment |
9,495 |
|
- |
|
- |
|
9,495 |
|
- |
|
- |
Cancellation fees of repurchased ADSs and returned ADSs |
- |
|
- |
|
- |
|
4,650 |
|
- |
|
- |
Fair value loss (gain) on derivative liabilities |
364,758 |
|
- |
|
- |
|
364,758 |
|
(24,515) |
|
(3,453) |
Loss (gain) on disposal/acquisition of subsidiaries and investment in equity investee |
7,511 |
|
2,620 |
|
369 |
|
107,032 |
|
(652) |
|
(92) |
Unrealized investment (gain) loss |
(5,037) |
|
8,352 |
|
1,176 |
|
97,827 |
|
68,031 |
|
9,582 |
Less: Tax effect of amortization of intangible |
(1,252) |
|
(1,127) |
|
(159) |
|
(5,972) |
|
(4,569) |
|
(644) |
Non-GAAP net income (loss) |
138,282 |
|
28,768 |
|
4,054 |
|
132,206 |
|
(65,089) |
|
(9,169) |
Non-GAAP net income (loss) |
|
|
|
|
|
|
|
|
|
|
|
Basic |
2.35 |
|
0.48 |
|
0.07 |
|
2.16 |
|
(1.09) |
|
(0.15) |
Diluted |
2.32 |
|
0.47 |
|
0.07 |
|
2.13 |
|
(1.09) |
|
(0.15) |
Weighted average shares used in |
|
|
|
|
|
|
|
|
|
|
|
Basic |
176,341,513 |
|
180,642,328 |
|
180,642,328 |
|
183,274,855 |
|
178,549,849 |
|
178,549,849 |
Diluted |
178,885,101 |
|
182,780,715 |
|
182,780,715 |
|
185,897,231 |
|
178,549,849 |
|
178,549,849 |
View original content:https://www.prnewswire.com/news-releases/baozun-announces-fourth-quarter-and-fiscal-year-2023-unaudited-financial-results-302095766.html
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