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 February 2015

 


 

Commission File Number: 001-35454

 


 

Vipshop Holdings Limited

 

No. 20 Huahai Street

Liwan District, Guangzhou 510370

The 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  x                  Form 40-F  o

 

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): o

 

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): o

 

 

 



 

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: February 17, 2015

 

2



 

EXHIBIT INDEX

 

Exhibit 99.1 — Press Release

 

3


Exhibit 99.1

 

Vipshop Reports Unaudited Fourth Quarter and Full Year 2014 Financial Results

 

4Q14 Total Net Revenue Up 108.9% YoY to US$1.36 Billion

4Q14 Gross Profit Up 112.2% YoY to US$338.2 Million

4Q14 Non-GAAP Income from Operations Up 141.5% YoY to US$79.6 Million

Conference Call to be Held at 8:00 AM U.S. Eastern Time on February 17, 2015

 

Guangzhou, China, February 16, 2015 — Vipshop Holdings Limited (NYSE: VIPS), China’s leading online discount retailer for brands (“Vipshop” or the “Company”), today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2014.

 

Fourth Quarter 2014 Highlights

 

·                    Total net revenue increased by 108.9% year over year to US$1.36 billion, primarily attributable to a 114.2% year-over-year increase in the number of active customers1 to 12.2 million and a 99.6% year-over-year increase in total orders2 to 35.3 million.

·                    Gross margin increased to 24.9% from 24.5% in the prior year period.

·                    Income from operations increased by 105.7% to US$60.8 million from US$29.6 million in the prior year period. Non-GAAP income from operations3 increased by 141.5% to US$79.6 million from US$33.0 million in the prior year period. Non-GAAP operating income margin4 increased to 5.9% from 5.1% in the prior year period.

·                    Net income attributable to Vipshop’s shareholders increased by 122.8% to US$56.6 million from US$25.4 million in the prior year period. Net income margin attributable to Vipshop’s shareholders increased to 4.2% from 3.9% in the prior year period.

·                    Non-GAAP net income attributable to Vipshop’s shareholders5 increased by 154.6% to US$73.4 million from US$28.8 million in the prior year period. Non-GAAP net income margin attributable to Vipshop’s shareholders6 increased to 5.4% from 4.4% in the prior year period.

 

Full Year 2014 Highlights

 

·                    Total net revenue increased by 122.4% to US$3.77 billion over the prior year period, primarily attributable to a 150.4% increase in the number of active customers to 23.6 million from 9.4 million and a 118.3% increase in total orders to 107.3 million from 49.2 million in the prior year.

·                    Gross margin increased to 24.9% from 24.0% in the prior year.

·                    Income from operations for the full year of 2014 increased by 152.7% to US$136.0 million from US$53.8 million in the prior year. Non-GAAP income from operations increased by 213.0% to US$207.4 million from US$66.3 million in the prior year period. Non-GAAP operating income margin increased to 5.5% from 3.9% in the prior year.

·                  Net income attributable to Vipshop’s shareholders increased by 162.4% to US$137.3 million from US$52.3 million in the prior year. Net income margin increased to 3.6% from 3.1% in the prior year.

·                  Non-GAAP net income attributable to Vipshop’s shareholders increased by 209.5% to US$200.4 million from US$64.8 million in the prior year. Non-GAAP net income margin increased to 5.3% from 3.8% in the prior year.

 


1  Active customers are defined as any registered member who has purchased products from the Company at least once during the period. The active customer figure in 2014 includes active Lefeng customers after the Lefeng acquisition was completed in February 2014.

2  Total orders are defined as the total number of orders placed during the period. The total order figure in 2014 includes orders attributable to Lefeng after the Lefeng acquisition was completed in February 2014.

3  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 the Lefeng acquisition.

4  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.

5  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 share-based compensation expenses and amortization of intangible assets resulting from business acquisitions and equity method investments.

6  Non-GAAP net income 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.

 

1



 

Mr. Eric Shen, chairman and chief executive officer of Vipshop, stated, “We are very pleased with our robust fourth quarter and full year 2014 financial and operational results, which were largely driven by our continued efforts in enhancing our mobile shopping experience. As mobile is increasingly becoming the ideal solution for eCommerce users, we believe our flash sales model, which allows shoppers to act instantly on sales events any time and anywhere, is particularly well suited for users shopping via mobile devices. Additionally, we have witnessed our initiatives in logistics expansion and warehousing efficiency take shape as we progressed in terms of both customer satisfaction and cost control. Going forward, we will continue to strengthen our mobile capabilities and focus on attracting new customers by continuing to provide a convenient and pleasant shopping experience.”

 

Mr. Donghao Yang, chief financial officer of Vipshop, commented, “We are very proud of our fourth quarter financial results, which exceeded our prior expectations. Our progress in mobile, market expansion, along with our long-standing commitment to customers enabled us to further boost both the total net revenue and the net income attributable to our shareholders. During the fourth quarter of 2014, the mobile contribution of our platform reached approximately 66% of our gross merchandise volume. Looking ahead, we are firmly confident that by executing our growth strategies and further investing judiciously in fulfillment, technology and talent, we will be able to further fortify our position as the leading online discount retailer in China and continue delivering a satisfying shopping experience to our growing base of customers.”

 

Fourth Quarter 2014 Financial Results

 

REVENUE

 

Total net revenue increased by 108.9% to US$1.36 billion from US$651.0 million in the prior year period, primarily driven by growth in the number of new active customers, total active customers, total orders, as well as the increasing revenue contribution from the mobile platform.

 

The number of active customers for the fourth quarter of 2014 increased by 114.2% to 12.2 million from 5.7 million in the prior year period. The number of total orders for the fourth quarter of 2014 increased by 99.6% to 35.3 million from 17.7 million in the prior year period. This increase was primarily due to increased brand recognition, as well as the Company’s continued efforts in optimizing and diversifying brand and product selection available on both PC and mobile platforms.

 

GROSS PROFIT

 

Gross profit for the fourth quarter of 2014 increased by 112.2% to US$338.2 million from US$159.4 million in the prior year period, primarily attributable to the Company’s increased bargaining power with its suppliers due to the expanding scale of the Company and the growth of the Company’s marketplace business. Gross margin increased to 24.9% in the fourth quarter of 2014 from 24.5% in the prior year period.

 

2



 

OPERATING INCOME AND EXPENSES

 

Total operating expenses for the fourth quarter of 2014 increased by 115.0% to US$287.5 million from US$133.7 million in the prior year period. As a percentage of total net revenue, total operating expenses increased to 21.1% from 20.5% in the prior year period.

 

·                          Fulfillment expenses increased by 73.9% to US$127.3 million from US$73.2 million in the prior year period, primarily reflecting the increase in sales volume and number of orders fulfilled. As a percentage of total net revenue, fulfillment expenses decreased to 9.4% from 11.2% in the prior year period, primarily reflecting the scale effect associated with the rapid growth in total net revenues.

 

·                    Marketing expenses increased by 135.5% to US$68.1 million from US$28.9 million in the prior year period. As a percentage of total net revenue, marketing expenses increased to 5.0% from 4.4% in the prior year period, reflecting the Company’s strategy to drive long-term growth through increasing investments in strengthening its brand awareness, attracting more mobile users, and expanding market share especially within product categories such as cosmetics, home goods, baby and child care products.

 

·                    Technology and content expenses increased by 168.9% to US$38.1 million from US$14.2 million in the prior year period. As a percentage of total net revenue, technology and content expenses increased to 2.8% from 2.2% in the prior year period, primarily reflecting the Company’s continued effort to expand headcount to better support future growth, as well as its investments in data analytics, which can help improve the ability to predict consumer behavior and further enhance user experience.

 

·                    General and administrative expenses increased by 209.2% to US$54.0 million from US$17.5 million in the prior year period. As a percentage of total net revenue, general and administrative expenses increased to 4.0% from 2.7% in the prior year period, primarily due to headcount expansion associated with the growth in the Company’s overall business, the amortization of intangible assets resulting from the Lefeng acquisition, as well as the increase in online payment expenses.

 

Income from operations increased by 105.7% to US$60.8 million from US$29.6 million in the prior year period due to the growing scale of the Company’s operations and decrease in fulfillment expenses as a percentage of total net revenue. Operating income margin remained stable at 4.5%, as compared with the prior year period.

 

Non-GAAP income from operations, which excludes share-based compensation expenses and amortization of intangible assets resulting from a business acquisition, increased by 141.5% to US$79.6 million from US$33.0 million in the prior year period. Non-GAAP operating income margin increased to 5.9% from 5.1% in the prior year period.

 

NET INCOME

 

Net income attributable to Vipshop’s shareholders increased by 122.8% to US$56.6 million from US$25.4 million in the prior year period. Net income margin attributable to Vipshop’s shareholders increased to 4.2% from 3.9% in the prior year period. Net income attributable to Vipshop’s shareholders per diluted ADS7 increased to US$0.09 from US$0.04 in the prior year period.

 


7  “ADS” means American Depositary Share. Effective November 3, 2014, the Company changed its ADS to Class A Ordinary Share (“Share”) ratio from one ADS representing two ordinary shares to five ADSs representing one ordinary share. The computation of GAAP and non-GAAP income per diluted ADS have been adjusted retroactively for all periods presented to reflect this change.

 

3



 

Non-GAAP net income attributable to Vipshop’s shareholders, which excludes share-based compensation expenses and amortization of intangible assets resulting from business acquisitions and equity method investments, increased by 154.6% to US$73.4 million from US$28.8 million in the prior year period. Non-GAAP net income margin attributable to Vipshop’s shareholders increased to 5.4% from 4.4% in the prior year period. Non-GAAP net income attributable to Vipshop’s shareholders per diluted ADS increased to US$0.12 from US$0.05 in the prior year period.

 

For the quarter ended December 31, 2014, the Company’s weighted average number of ADSs used in computing diluted income per ADS was 598,878,670.

 

As of December 31, 2014, the Company had cash and cash equivalents, and restricted cash of US$772.2 million and held-to-maturity securities of US$607.3 million.

 

For the quarter ended December 31, 2014, net cash from operating activities was US$311.2 million.

 

Full Year 2014 Financial Results

 

Total net revenues increased by 122.4% year over year for the full year of 2014 to US$3.77 billion, primarily driven by growth in the number of new active customers, total active customers, total orders, as well as the increasing revenue contribution from the mobile platform.

 

The number of active customers for the full year of 2014 increased by 150.4% to 23.6 million from 9.4 million in the prior year. The number of total orders for the full year of 2014 increased by 118.3% to 107.3 million from 49.2 million in the prior year.

 

Gross profit increased by 130.1% to US$938.3 million for the full year of 2014 from US$407.8 million in the prior year, primarily attributable to the Company’s increased bargaining power with its suppliers due to the expanding scale of the Company and the growth of the Company’s marketplace business. Gross margin increased to 24.9% from 24.0% in the prior year.

 

Income from operations for the full year of 2014 increased by 152.7% to US$136.0 million from US$53.8 million in the prior year due to the growing scale of the Company’s operations and decrease in fulfillment expenses as a percentage of total net revenue. Operating income margin increased to 3.6% from 3.2% in the prior year.

 

Non-GAAP income from operations for the full year of 2014 increased by 213.0% to US$207.4 million from US$66.3 million in the prior year. Non-GAAP operating income margin increased to 5.5% from 3.9% in the prior year.

 

4



 

Net income attributable to Vipshop’s shareholders for the full year of 2014 increased by 162.4% to US$137.3 million from US$52.3 million in the prior year. Net income margin increased to 3.6% from 3.1% in the prior year. Net income attributable to Vipshop’s shareholders per diluted ADS increased to US$0.23 from US$0.09 in the prior year.

 

Non-GAAP net income attributable to Vipshop’s shareholders for the full year of 2014 increased by 209.5% to US$200.4 million from US$64.8 million in the prior year. Non-GAAP net income margin increased to 5.3% from 3.8% in the prior year. Non-GAAP net income attributable to Vipshop’s shareholders per diluted ADS increased to US$0.33 from US$0.11 in the prior year.

 

For the full year ended December 31, 2014, the Company’s weighted average number of ADSs used in computing diluted earnings per ADS was 601,137,920.

 

For the full year of 2014, net cash from operating activities was US$505.7 million.

 

Business Outlook

 

For the first quarter of 2015, the Company expects its total net revenue to be between US$1.25 billion and US$1.30 billion, representing a year-over-year growth rate of approximately 78% to 85%. These forecasts reflect the Company’s current and preliminary view on the market and operational conditions, which are subject to change.

 

Conference Call Information

 

The Company will hold a conference call on Tuesday, February 17, 2015 at 8:00 am Eastern Time or 9:00 pm Beijing Time to discuss its financial results and operating performance for the fourth quarter and full year 2014.

 

United States:

+1-845-675-0438

International Toll Free:

+1-855-500-8701

China Domestic:

400-1200654

Hong Kong:

+852-3018-6776

Conference ID:

#79436033

 

The replay will be accessible through February 24, 2015 by dialing the following numbers:

United States Toll Free:

+1-855-452-5696

International:

+61 2 9003 4211

Conference ID:

#79436033

 

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.

 

About Vipshop Holdings Limited

 

Vipshop Holdings Limited is China’s leading online discount retailer for brands. 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 http://www.vip.com.

 

5



 

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; 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 and in the attachments 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 unaudited condensed consolidated financial information is prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), except that the consolidated statement of shareholders’ equity, consolidated statements of cash flows, and the detailed notes required by Accounting Standards Codification 270 Interim Reporting (“ASC270”), have not been presented. Vipshop uses non-GAAP net income attributable to Vipshop’s shareholders, non-GAAP net income per diluted ADS, non-GAAP income from operations, non-GAAP net income margin, and non-GAAP operating income margin, 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 share-based compensation expenses and amortization of intangible assets resulting from business acquisitions and equity method investments. Non-GAAP net income per diluted ADS is non-GAAP net income divided by weighted average number of diluted ADS. Non-GAAP income from operations is income from operations excluding share-based compensation expenses and amortization of intangible assets resulting from the Lefeng acquisition. Non-GAAP operating income margin is non-GAAP income from operations as a percentage of total net revenue. Non-GAAP net income margin is non-GAAP net income as a percentage of total net revenue. The Company believes that separate analysis and exclusion of the non-cash impact of share-based compensation and amortization of intangible assets 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 non-cash share-based compensation expenses and amortization of intangible assets, which 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. In light of the foregoing limitations, you should not consider non-GAAP financial measure in isolation from or as an alternative to the financial measure prepared in accordance with U.S. GAAP.

 

6



 

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

 

Vipshop Holdings Limited

Millicent Tu

Tel: +86 (20) 2233-0732

Email:IR@vipshop.com

 

ICR, Inc.

Chenjiazi Zhong

Tel: +1 (646) 405-4866

Email: IR@vipshop.com

 

7



 

Vipshop Holdings Limited

Condensed Consolidated Statements of Income and Comprehensive Income

(In US dollars, except for share data)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,2013

 

December 31,2014

 

September 30,2014

 

December 31,2012

 

December 31,2013

 

December 31,2014

 

 

 

USD

 

USD

 

USD

 

USD

 

USD

 

USD

 

 

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Product revenues

 

641,801,263

 

1,333,220,208

 

859,883,977

 

690,057,249

 

1,680,560,853

 

3,701,183,875

 

Other revenues (1)

 

9,215,025

 

26,435,379

 

22,744,912

 

2,055,715

 

16,111,882

 

72,473,670

 

Total net revenues

 

651,016,288

 

1,359,655,587

 

882,628,889

 

692,112,964

 

1,696,672,735

 

3,773,657,545

 

Cost of goods sold

 

(491,590,070

)

(1,021,422,958

)

(663,103,397

)

(537,637,860

)

(1,288,900,456

)

(2,835,310,592

)

Gross profit

 

159,426,218

 

338,232,629

 

219,525,492

 

154,475,104

 

407,772,279

 

938,346,953

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

Fulfillment expenses(2)

 

(73,203,384

)

(127,330,596

)

(84,427,176

)

(96,523,444

)

(197,812,615

)

(370,189,860

)

Marketing expenses

 

(28,902,617

)

(68,056,776

)

(47,052,468

)

(32,272,629

)

(74,498,341

)

(189,936,406

)

Technology and content expenses

 

(14,166,544

)

(38,091,946

)

(31,325,933

)

(14,644,113

)

(40,399,276

)

(109,476,531

)

General and administrative expenses(3)

 

(17,466,907

)

(54,002,031

)

(42,825,327

)

(25,541,812

)

(49,943,775

)

(157,846,115

)

Total operating expenses

 

(133,739,452

)

(287,481,349

)

(205,630,904

)

(168,981,998

)

(362,654,007

)

(827,448,912

)

Other income

 

3,873,895

 

10,059,819

 

7,365,827

 

2,563,321

 

8,708,487

 

25,122,023

 

Income from operations

 

29,560,661

 

60,811,099

 

21,260,415

 

(11,943,573

)

53,826,759

 

136,020,064

 

Other non-operating income

 

 

 

 

 

 

 

3,312,033

 

Impairment loss of investment

 

 

(1,006,083

)

 

 

 

(1,006,083

)

Interest expense

 

 

(2,029,020

)

(3,938,662

)

(222,868

)

 

(12,277,152

)

Interest income

 

5,870,876

 

13,658,779

 

11,795,681

 

3,558,013

 

15,666,129

 

47,090,132

 

Exchange gain (loss)

 

251,980

 

(3,312,446

)

3,518,172

 

(157,473

)

1,356,766

 

(139,165

)

Income before income taxes

 

35,683,517

 

68,122,329

 

35,207,646

 

(8,765,901

)

70,849,654

 

172,999,829

 

Income tax expenses(4)

 

(10,284,887

)

(9,781,296

)

(10,400,814

)

(706,173

)

(18,549,791

)

(39,978,145

)

Share of loss of affiliates

 

 

(5,571,869

)

(2,080,214

)

 

 

 

 

(10,232,492

)

Net income (loss)

 

25,398,630

 

52,769,164

 

22,726,618

 

(9,472,074

)

52,299,863

 

122,789,192

 

Net loss attributable to noncontrolling interests

 

 

3,814,346

 

4,969,021

 

 

 

14,470,715

 

Net income (loss) attributable to Vipshop’s shareholders

 

25,398,630

 

56,583,510

 

27,695,639

 

(9,472,074

)

52,299,863

 

137,259,907

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in calculating earnings per share(5):

 

 

 

 

 

 

 

 

 

 

 

 

 

Class A common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

—Basic

 

94,855,988

 

97,841,008

 

97,215,769

 

72,338,848

 

92,452,279

 

96,800,324

 

—Diluted

 

101,158,258

 

103,265,376

 

102,910,238

 

72,338,848

 

98,984,815

 

103,717,226

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Class B common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

—Basic

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

—Diluted

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per Class A share

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to Vipshop’s shareholders—Basic

 

0.23

 

0.49

 

0.24

 

(0.11

)

0.48

 

1.21

 

Net income (loss) attributable to Vipshop’s shareholders—Diluted

 

0.22

 

0.47

 

0.23

 

(0.11

)

0.45

 

1.14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per Class B share

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to Vipshop’s shareholders—Basic

 

0.23

 

0.49

 

0.24

 

(0.11

)

0.48

 

1.21

 

Net income (loss) attributable to Vipshop’s shareholders—Diluted

 

0.22

 

0.47

 

0.23

 

(0.11

)

0.45

 

1.14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to Vipshop’s shareholders—Basic

 

0.05

 

0.10

 

0.05

 

(0.02

)

0.10

 

0.24

 

Net income (loss) attributable to Vipshop’s shareholders—Diluted

 

0.04

 

0.09

 

0.05

 

(0.02

)

0.09

 

0.23

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 


 

(1)Other revenues primarily consist of revenues from product promotion and online advertising, fees charged to third-party merchants which the Company provides platform access for sales of their product.

 

(1)Other revenues primarily consist of revenues from product promotion and online advertising, fees charged to third-party merchants which the Company provides platform access for sales of their product.

 

 

 

 

 

(2) Including shipping and handling expenses, which amounted US$43million, US$65.7 million and US$40 million in the three month periods ended December 31, 2013, December 31, 2014 and September 30, 2014, respectively.

 

(2) Including shipping and handling expenses, which amounted US$54 million, US$117 million and US$191.6 million in the twelve month periods ended December 31, 2012, 2013 and 2014  respectively.

 

 

 

 

 

(3)Including amortization of intangible assets resulting from a business acquisition, which amounted to US$9.6 million and US$10 million in the three months period ended December 31, 2014 and September 30, 2014, respectively.

 

(3)Including amortization of intangible assets resulting from a business acquisition, which amounted to US$34.6 million  in the twelve months period ended December 31, 2014.

 

 

 

 

 

(4)Included income tax benefits of US$2.5 million and US$2.5 million related to the reversal of deferred tax liabilities, which was recognized on the businss acquisition of Lefeng for the three months period ended December 31, 2014 and September 30, 2014, respectively.

 

(4)Included income tax benefits of US$8.7 million related to the reversal of deferred tax liabilities, which was recognized on the businss acquisition of Lefeng for the twelve months period ended December 31, 2014 .

 

 

 

 

 

(5) Authorized share capital are 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.

 

(5) Authorized share capital are 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.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

25,398,630

 

52,769,164

 

22,726,618

 

(9,472,074

)

52,299,863

 

122,789,192

 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

2,022,857

 

(5,796,127

)

2,334,966

 

994,606

 

3,518,820

 

(8,812,057

)

Comprehensive income

 

27,421,487

 

46,973,037

 

25,061,584

 

(8,477,468

)

55,818,683

 

113,977,135

 

Less: Comprehensive loss attributable to non-controlling interests

 

 

(3,796,348

)

(4,929,005

)

 

 

(14,373,336

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income attributable to Vipshop’s shareholders

 

27,421,487

 

50,769,385

 

29,990,589

 

(8,477,468

)

55,818,683

 

128,350,471

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,2013

 

December 31,2014

 

September 30,2014

 

December 31,2012

 

December 31,2013

 

December 31,2014

 

 

 

USD

 

USD

 

USD

 

USD

 

USD

 

USD

 

 

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

(Audited)

 

(Unaudited)

 

Share-based compensation charges included are follows

 

 

 

 

 

 

 

 

 

 

 

 

 

Fulfillment expenses

 

246,858

 

516,285

 

549,512

 

292,866

 

721,531

 

1,765,664

 

Marketing expenses

 

109,228

 

590,755

 

803,136

 

169,100

 

381,326

 

2,821,468

 

Technology and content expenses

 

1,404,929

 

3,809,942

 

5,059,331

 

897,133

 

3,275,228

 

16,831,098

 

General and administrative expenses

 

1,659,580

 

4,271,305

 

4,436,586

 

6,237,850

 

8,078,178

 

15,372,217

 

Total

 

3,420,595

 

9,188,287

 

10,848,565

 

7,596,949

 

12,456,263

 

36,790,447

 

 



 

Vipshop Holdings Limited

Condensed Consolidated Balance Sheets

(Amounts in US dollars)

 

 

 

As of December 31, 2013

 

As of December 31,2014

 

 

 

USD

 

USD

 

 

 

(Unaudited)

 

(Unaudited)

 

ASSETS

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash and cash equivalents

 

334,715,019

 

772,128,894

 

Restricted cash

 

 

64,526

 

Held-to-maturity securities

 

385,841,626

 

607,345,904

 

Accounts receivable

 

3,055,446

 

24,997,405

 

Amounts due from related parties

 

 

4,994,873

 

Other receivables

 

16,481,032

 

88,663,626

 

Inventories

 

270,126,305

 

578,329,704

 

Advance to suppliers

 

13,216,869

 

13,208,263

 

Prepaid expenses

 

2,384,801

 

3,440,660

 

Deferred tax assets

 

11,126,647

 

37,576,691

 

Total current assets

 

1,036,947,745

 

2,130,750,546

 

NON-CURRENT ASSETS

 

 

 

 

 

Property and equipment, net

 

24,299,418

 

308,070,304

 

Deposits for property and equipment

 

5,518,404

 

33,444,340

 

Land use right

 

 

13,214,473

 

Intangible assets

 

5,294,375

 

167,448,229

 

Investment in affiliates

 

 

46,318,890

 

Other investments

 

 

16,567,053

 

Other long-term assets

 

 

6,527,910

 

Goodwill

 

 

9,670,204

 

Total non-current assets

 

35,112,197

 

601,261,403

 

TOTAL ASSETS

 

1,072,059,942

 

2,732,011,949

 

 

 

 

 

 

 

LIABILTIES AND EQUITY

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Accounts payable (Including accounts payable of the VIE without recourse to the Company of $ 70,026 and $ 1,207,182 as of December 31, 2013 and December 31, 2014, respectively)

 

476,847,881

 

986,567,345

 

 

 

 

 

 

 

Advance from customers (Including advance from customers of the VIE without recourse to the Company of $131,781,751 and $196,213,904 as of December 31, 2013 and December 31, 2014, respectively)

 

131,781,751

 

229,335,438

 

 

 

 

 

 

 

Accrued expenses and other current liabilities(Including accrued expenses and other current liabilities of the VIE without recourse to the Company of $ 101,097,647 and $ 152,160,878 as of December 31, 2013 and December 31, 2014, respectively)

 

196,327,519

 

377,261,330

 

 

 

 

 

 

 

Amounts due to related parties(Including amounts due to related parties of the VIE without recourse to the Company of $1,369,767 and $464,773 as of December 31, 2013 and December 31, 2014, respectively)

 

2,141,411

 

12,214,227

 

 

 

 

 

 

 

Deferred income (Including deferred income of the VIE without recourse to the Company of $ 20,592,249 and $ 28,836,599 as of December 31, 2013 and December 31, 2014, respectively)

 

21,705,981

 

31,357,338

 

 

 

 

 

 

 

Total current liabilities

 

828,804,543

 

1,636,735,678

 

NON-CURRENT LIABILITIES

 

 

 

 

 

Deferred tax liabilities

 

 

39,115,580

 

Notes payable

 

 

621,310,950

 

Total non-current liabilities

 

 

660,426,530

 

Total liabilities

 

828,804,543

 

2,297,162,208

 

 

 

 

 

 

 

EQUITY:

 

 

 

 

 

 

 

 

 

 

 

Class A common shares (US$0.0001 par value, 483,489,642 shares authorized, and 111,665,972 and 98,028,314 shares issued and outstanding as of December 31, 2013 and December 31, 2014, respectively)

 

11,167

 

9,803

 

 

 

 

 

 

 

Class B common shares (US$0.0001 par value, 16,510,358 shares authorized, and nil and 16,510,358 shares issued and outstanding as of December 31, 2013 and December 31, 2014, respectively)

 

 

1,651

 

Additional paid-in capital

 

363,221,310

 

402,487,492

 

Accumulated (losses) gains

 

(123,725,472

)

13,534,436

 

Accumulated other comprehensive income (loss)

 

3,748,394

 

(5,063,663

)

Non-controlling interest

 

 

23,880,022

 

Total shareholders’ equity

 

243,255,399

 

434,849,741

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

1,072,059,942

 

2,732,011,949

 

 



 

Vipshop Holdings Limited

Reconciliations of GAAP and Non-GAAP Results

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,2013

 

December 31,2014

 

September 30,2014

 

December 31,2012

 

December 31,2013

 

December 31,2014

 

 

 

USD

 

USD

 

USD

 

USD

 

USD

 

USD

 

 

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

Income (loss) from operations

 

29,560,661

 

60,811,099

 

21,260,415

 

(11,943,573

)

53,826,759

 

136,020,064

 

Share-based compensation expenses

 

3,420,595

 

9,188,287

 

10,848,565

 

7,596,949

 

12,456,263

 

36,790,447

 

Amortization of intangible assets resulting from a business acquisition

 

 

9,642,336

 

9,996,270

 

 

 

34,631,240

 

Non-GAAP income (loss) from operations

 

32,981,256

 

79,641,722

 

42,105,250

 

(4,346,624

)

66,283,022

 

207,441,751

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

25,398,630

 

52,769,164

 

22,726,618

 

(9,472,074

)

52,299,863

 

122,789,192

 

Share-based compensation expenses

 

3,420,595

 

9,188,287

 

10,848,565

 

7,596,949

 

12,456,263

 

36,790,447

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of intangible assets resulting from business acquisitions and equity method investments (net of tax)

 

 

9,390,619

 

9,604,580

 

 

 

32,813,382

 

Non-GAAP net income (loss)

 

28,819,225

 

71,348,070

 

43,179,763

 

(1,875,125

)

64,756,126

 

192,393,021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to Vipshop’s shareholders

 

25,398,630

 

56,583,510

 

27,695,639

 

(9,472,074

)

52,299,863

 

137,259,907

 

Share-based compensation expenses

 

3,420,595

 

9,188,287

 

10,848,565

 

7,596,949

 

12,456,263

 

36,790,447

 

Amortization of intangible assets resulting from business acquisitions and equity method investments (exclude non-controlling interests and net of tax)

 

 

7,611,897

 

7,730,279

 

 

 

26,349,240

 

Non-GAAP net income (loss) attributable to Vipshop’s shareholders

 

28,819,225

 

73,383,694

 

46,274,483

 

(1,875,125

)

64,756,126

 

200,399,594

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in calculating earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic commone shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

Class A common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

—Basic

 

94,855,988

 

97,841,008

 

97,215,769

 

72,338,848

 

92,452,279

 

96,800,324

 

—Diluted

 

101,158,258

 

103,265,376

 

102,910,238

 

72,338,848

 

98,984,815

 

103,717,226

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Class B common shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

—Basic

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

—Diluted

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

16,510,358

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP net income per Class A share

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

0.26

 

0.64

 

0.41

 

(0.02

)

0.59

 

1.77

 

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

 

0.24

 

0.61

 

0.39

 

(0.02

)

0.56

 

1.67

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP net income per Class B share

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

0.26

 

0.64

 

0.41

 

(0.02

)

0.59

 

1.77

 

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

 

0.24

 

0.61

 

0.39

 

(0.02

)

0.56

 

1.67

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

0.05

 

0.13

 

0.08

 

(0.00

)

0.12

 

0.35

 

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

 

0.05

 

0.12

 

0.08

 

(0.00

)

0.11

 

0.33