Vipshop Reports Unaudited Second Quarter 2017 Financial Results

GUANGZHOU, China, Aug. 16, 2017 /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 second quarter ended June 30, 2017.

Second Quarter 2017 Highlights

    --  Total net revenue for the second quarter of 2017 increased by 30.3% to
        RMB17.52 billion (US$2.58 billion) from RMB13.44 billion in the prior
        year period.
    --  The number of active customers([1]) for the second quarter of 2017
        increased by 22% year over year to 28.1 million.
    --  Total orders([2]) for the second quarter of 2017 increased by 23% year
        over year to 84.8 million.
    --  Gross profit for the second quarter of 2017 increased by 19.1% to
        RMB3.86 billion (US$569.4 million) from RMB3.24 billion in the prior
        year period.
    --  Net income attributable to Vipshop's shareholders for the second quarter
        of 2017 was RMB386.5 million (US$57.0 million), as compared with
        RMB451.6 million in the prior year period.
    --  Non-GAAP net income attributable to Vipshop's shareholders([3]) for the
        second quarter of 2017 increased by 7.5% to RMB728.2 million (US$107.4
        million) from RMB677.5 million in the prior year period.

"We delivered solid operational results in the second quarter of 2017," said Mr. Eric Shen, chairman and chief executive officer of Vipshop. "Specifically, our total active customers for the trailing twelve months ended June 30, 2017 reached 58.8 million, representing a 32% year-over-year increase. We are also delighted to witness improved average revenue per active customer during the quarter, which was a testament of our ability to effectively manage the lifetime value of our customers. In the past quarter, we made further progress with the trial for our new Super VIP paid membership program, aiming to increase our customer loyalty. We remain focused on strengthening our core capability in merchandising and exploring opportunities to diversify our product categories to improve user stickiness."

Mr. Donghao Yang, chief financial officer of Vipshop, further commented, "In the second quarter of 2017, we made significant strides in the expansion of our logistics footprint and the enhancement of our logistics capabilities. We currently have approximately 27,000 last mile delivery staff and approximately 3,500 delivery stations. Meanwhile, we continue to make solid progress in the exploration of the Internet finance spin-off, which overtime will improve our cash flow and earnings."

Recent Business Highlights

    --  To supplement the five regional warehousing centers, Vipshop added four
        local warehouses in Nanning, Urumchi, Jinan, and Harbin, China during
        the second quarter of 2017, bringing the total number of local
        warehouses to eleven as of June 30, 2017. The Company also added
        approximately 19,000 square meters of warehouse space in Japan and Korea
        for its cross-border business. Vipshop currently has a total of
        approximately 2.2 million square meters of warehouses, of which 1.4
        million square meters is owned by the Company.
    --  During the second quarter of 2017, the Company delivered 95% of its
        orders through its proprietary last mile network, up from 91% in the
        same period last year. Approximately 68% of returns from customers were
        handled directly by Vipshop's last mile delivery staff, up from 46% in
        the same period in 2016.
    --  Vipshop officially launched the spin-off of the Internet finance
        business, which initiated a Series A financing in the second quarter of
        2017. The Company's consumer financing business had 4.4 million users in
        the second quarter of 2017, which represents a 179% increase from 1.6
        million in the second quarter of 2016.
    --  During the second quarter of 2017, Vipshop added a number of popular
        international brands, including Roberto Cavalli, Trussardi, Desigual,
        and many others. The Company also started to work directly with
        Luxottica Group, the world's largest eyewear company. In addition, the
        Company entered into a strategic partnership with Aveeno to help the
        brand enter the China market.
    --  In the second quarter of 2017, Vipshop's average revenue per active
        customer increased by 6.7% year over year, which was mainly driven by
        the 5.9% year-over-year increase in average ticket size.
    --  Excluding impact from the Internet finance business, the Company's free
        cash inflow for the trailing twelve months ended June 30, 2017 was 1.96
        billion as compared with free cash outflow of 93.3 million in the prior
        year period.
    --  Vipshop attended and sponsored MAGIC Las Vegas, a world-renowned fashion
        tradeshow and the United States' most comprehensive fashion marketplace
        from August 14 to 16, 2017, which expanded the Company's strategic
        partnerships with international brands and enhanced Vipshop's brand
        awareness globally.
    --  As of June 30, 2017, more than 300 of Vipshop's suppliers had seamlessly
        connected their inventory management systems to the Company's system,
        increasing Vipshop's daily average SKUs online to 2.7 million in the
        second quarter of 2017, up from 0.8 million in the same period last
        year.

Second Quarter 2017 Financial Results

REVENUE

Total net revenue for the second quarter of 2017 increased by 30.3% to RMB17.52 billion (US$2.58 billion) from RMB13.44 billion in the prior year period, primarily driven by the growth in the number of total active customers, repeat customers, and total orders.

The number of active customers for the second quarter of 2017 increased by 22% to 28.1 million from 23.0 million in the prior year period. The number of total orders for the second quarter of 2017 increased by 23% to 84.8 million from 68.9 million in the prior year period.

GROSS PROFIT

Gross profit for the second quarter of 2017 increased by 19.1% to RMB3.86 billion (US$569.4 million) from RMB3.24 billion in the prior year period. Gross margin was 22.0% as compared with 24.1% in the prior year period, primarily attributable to investment in promotional activities for market share gain.

OPERATING INCOME AND EXPENSES

Total operating expenses for the second quarter of 2017 were RMB3.42 billion (US$504.9 million), as compared with RMB2.65 billion in the prior year period. As a percentage of total net revenue, total operating expenses decreased to 19.5% from 19.7% in the prior year period.

    --  Fulfillment expenses for the second quarter of 2017 were RMB1.64 billion
        (US$242.5 million), as compared with RMB1.15 billion in the prior year
        period, primarily reflecting an increase in sales volume and number of
        orders fulfilled. As a percentage of total net revenue, fulfillment
        expenses were 9.4% as compared with 8.6% in the prior year period,
        primarily attributable to the Company's expansion to support an increase
        in the last mile business outside of the Vipshop platform.
    --  Marketing expenses for the second quarter of 2017 were RMB752.1 million
        (US$110.9 million), as compared with RMB672.3 million in the prior year
        period, reflecting the Company's strategy to strengthen its brand
        awareness, attract new users, and expand market share. As a percentage
        of total net revenue, marketing expenses decreased to 4.3% from 5.0% in
        the prior year period, primarily attributable to the Company's strategic
        balance between promotional activities and its broader marketing
        efforts.
    --  Technology and content expenses for the second quarter of 2017 were
        RMB447.8 million (US$66.1 million), as compared with RMB391.5 million in
        the prior year period, reflecting the Company's continuing efforts to
        invest in human capital, advanced technologies, and its Internet finance
        business. As a percentage of total net revenue, technology and content
        expenses decreased to 2.6% from 2.9% in the prior year period.
    --  General and administrative expenses for the second quarter of 2017 were
        RMB578.8 million (US$85.4 million), as compared with RMB434.2 million in
        the prior year period. As a percentage of total net revenue, general and
        administrative expenses were 3.3% as compared with 3.2% in the prior
        year period, primarily attributable to an increase in share based
        compensation as well as the impact from building out the Internet
        finance business.

Income from operations for the second quarter of 2017 was RMB621.7 million (US$91.7 million), as compared with RMB643.9 million in the prior year period. Operating margin was 3.5% as compared with 4.8% in the prior year period.

Non-GAAP income from operations([4]), which excludes share-based compensation expenses and amortization of intangible assets resulting from business acquisitions, increased by 6.0% to RMB887.7 million (US$130.9 million) from RMB837.2 million in the prior year period. Non-GAAP operating income margin([5]) was 5.1% as compared with 6.2% in the prior year period.

NET INCOME

Net income attributable to Vipshop's shareholders was RMB386.5 million (US$57.0 million), as compared with RMB451.6 million in the prior year period. Net margin attributable to Vipshop's shareholders was 2.2% as compared with 3.4% in the prior year period, primarily attributable to decreased gross margin and impairment loss of investments of RMB103.1 million. Net income attributable to Vipshop's shareholders per diluted ADS([6]) was RMB0.64 (US$0.09) as compared with RMB0.76 in the prior year period.

Non-GAAP net income attributable to Vipshop's shareholders, which excludes share-based compensation expenses, impairment loss of investments, and amortization of intangible assets resulting from business acquisitions and equity method investments, increased by 7.5% to RMB728.2 million (US$107.4 million) from RMB677.5 million in the prior year period. Non-GAAP net margin attributable to Vipshop's shareholders([7]) was 4.2% as compared with 5.0% in the prior year period. Non-GAAP net income attributable to Vipshop's shareholders per diluted ADS([8]) increased to RMB1.18 (US$0.17) from RMB1.12 in the prior year period.

For the quarter ended June 30, 2017, the Company's weighted average number of ADSs used in computing diluted income per ADS was 629,352,488.

BALANCE SHEET AND CASH FLOW

As of June 30, 2017, the Company had cash and cash equivalents and restricted cash of RMB4.20 billion (US$619.2 million) and held-to-maturity securities of RMB343.2 million (US$50.6 million).

For the quarter ended June 30, 2017, net cash used in operating activities was RMB0.27 billion, and free cash flow([9]), a non-GAAP measurement of liquidity, was as follows:


    For the three months ended

                               Jun 30, 2016         Jun 30, 2017         Jun 30,
                                                                           2017



                                  RMB'000              RMB'000           US$'000

    Net cash from (used
     in) operating
     activities                           1,227,110            (273,753)  (40,381)

    Add: Impact from
     Internet financing
     activities[9]                          490,573              783,610    115,589

    Less: Capital
     expenditures                         (587,852)           (673,891)  (99,404)

    Free cash flow in
     (out)                                1,129,831            (164,034)  (24,196)

Free cash flow trailing twelve months ended


                     Jun 30, 2016          Jun 30, 2017            Jun 30,
                                                                     2017



                        RMB'000               RMB'000              US$'000

    Net cash from
     operating
     activities                  3,269,475              1,914,083     282,342

    Add: Impact from
     Internet
     financing
     activities[9]               1,218,589              2,850,206     420,428

    Less: Capital
     expenditures              (4,581,344)           (2,801,534)  (413,248)

    Free cash flow
     (out) in                     (93,280)             1,962,755     289,522

Business Outlook

For the third quarter of 2017, the Company expects its total net revenue to be between RMB14.9 billion and RMB15.4 billion, representing a year-over-year growth rate of approximately 24% to 28%. These forecasts reflect the Company's current and preliminary view on the market and operational conditions, which is subject to change.

Exchange Rate

This announcement contains currency conversions of certain Renminbi amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from Renminbi to U.S. dollars are made at a rate of RMB6.7793 to US$1.00, the effective noon buying rate for June 30, 2017 as set forth in the H.10 statistical release of the Federal Reserve Board.

Conference Call Information

The Company will hold a conference call on Thursday, August 17, 2017 at 8:00 am Eastern Time or 8:00 pm Beijing Time to discuss its financial results and operating performance for the second quarter of 2017.


    United States:                      +1-845-675-0438

    International Toll Free:            +1-855-500-8701

    China Domestic:                     400-1200-654

    Hong Kong:                          +852-3018-6776

    Conference ID:                      #58958603

The replay will be accessible through August 25, 2017 by dialing the following numbers:


    United States Toll Free:              +1-855-452-5696

    International:                        +61-2-9003-4211

    Conference ID:                        #58958603

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 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; 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 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 share-based compensation expenses, impairment loss of investments, and amortization of intangible assets resulting from business acquisitions and equity method investments. 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 the operating cash flow adding back the impact from Internet financing activities and less capital expenditures, which include purchase of property and equipment, purchase and deposits of land use rights, and purchase of other assets. The Company believes that separate analysis and exclusion of the non-cash impact of share-based compensation, impairment loss of investments 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, impairment loss of investments, and amortization of intangible assets. 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. 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.

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


    [1] "Active customers" are defined
     as registered members who have
     purchased from the Company or the
     Company's online marketplace
     platforms at least once during the
     relevant period.

    [2] "Total orders" are defined as
     the total number of orders placed
     during the relevant period,
     including the orders for products
     and services sold in the Company's
     online sales business and on the
     Company's online marketplace
     platforms, net of orders returned.

    [3] 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, impairment
     loss of investments, and
     amortization of intangible assets
     resulting from business
     acquisitions and equity method
     investments.

    [4] 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.

    [5] 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.

    [6] "ADS" means American depositary
     share, each of which represents
     0.2 Class A ordinary share.

    [7] 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.

    [8] 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 weighted
     average number of diluted ADS
     outstanding for computing diluted
     earnings per ADS.

    [9] Free cash flow is a non-GAAP
     financial measure, which means the
     operating cash flow adding back
     the impact from Internet financing
     activities and less capital
     expenditures, which include
     purchase of property and
     equipment, purchase and deposits
     of land use rights, and purchase
     of other assets.


                                                                                                                        Vipshop Holdings Limited

                                                                                                  Condensed Consolidated Statements of Income and Comprehensive Income

                                                                                                                 (In thousands, except per share data)

                                                                                                                                                               Three Months Ended
                                                                                                                                                               ------------------

                                                                                                                                                                  June 30,2016                 June 30,2017             June 30,2017
                                                                                                                                                                  ------------                 ------------             ------------

                                                                                                                                                                     RMB'000                     RMB'000                  USD'000

                                                                                                                                                                   (Unaudited)                 (Unaudited)              (Unaudited)


    Product revenues                                                                                                                                                                13,152,278               17,036,222                 2,512,977

    Other revenues (1)                                                                                                                                                                 287,420                  480,357                    70,856

    Total net revenues                                                                                                                                                              13,439,698               17,516,579                 2,583,833
                                                                                                                                                                                    ----------               ----------                 ---------

    Cost of goods sold                                                                                                                                                            (10,198,289)            (13,656,686)              (2,014,468)

    Gross profit                                                                                                                                                                     3,241,409                3,859,893                   569,365
                                                                                                                                                                                     ---------                ---------                   -------

    Operating expenses

    Fulfillment expenses (2)                                                                                                                                                       (1,152,493)             (1,644,074)                (242,514)

    Marketing expenses                                                                                                                                                               (672,345)               (752,148)                (110,948)

    Technology and content expenses                                                                                                                                                  (391,525)               (447,820)                 (66,057)

    General and administrative expenses (3)                                                                                                                                          (434,156)               (578,783)                 (85,375)
                                                                                                                                                                                      --------                 --------                   -------

    Total operating expenses                                                                                                                                                       (2,650,519)             (3,422,825)                (504,894)
                                                                                                                                                                                    ----------               ----------                  --------

    Other income                                                                                                                                                                        53,039                  184,669                    27,240
                                                                                                                                                                                        ------                  -------                    ------

    Income from operations                                                                                                                                                             643,929                  621,737                    91,711

    Impairment loss of investments                                                                                                                                                    (48,634)               (103,107)                 (15,209)

    Interest expenses                                                                                                                                                                 (21,721)                (19,259)                  (2,841)

    Interest income                                                                                                                                                                     28,212                   29,684                     4,379

    Exchange loss                                                                                                                                                                     (20,618)                (36,895)                  (5,442)

    Gain on disposal of an investment                                                                                                                                                        -                  55,615                     8,204

    Income before income taxes and share of result of affiliates                                                                                                                       581,168                  547,775                    80,802

    Income tax expense(4)                                                                                                                                                            (127,960)               (169,679)                 (25,029)

    Share of loss of affiliates                                                                                                                                                       (15,532)                 (7,293)                  (1,076)
                                                                                                                                                                                       -------                   ------                    ------

    Net income                                                                                                                                                                         437,676                  370,803                    54,697

    Net loss attributable to noncontrolling interests                                                                                                                                   13,929                   15,680                     2,313
                                                                                                                                                                                        ------                   ------                     -----

    Net income attributable to Vipshop's shareholders                                                                                                                                  451,605                  386,483                    57,010


    Shares used in calculating earnings per share (5):

    Class A and Class B ordinary shares:

    -Basic                                                                                                                                                                         115,858,596              117,365,737               117,365,737

    -Diluted                                                                                                                                                                       124,555,621              125,870,498               125,870,498


    Net earnings per Class A and Class B share

    Net income attributable to Vipshop's shareholders--Basic                                                                                                                              3.90                     3.29                      0.49

    Net income attributable to Vipshop's shareholders--Diluted                                                                                                                            3.80                     3.20                      0.47


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

    Net income attributable to Vipshop's shareholders--Basic                                                                                                                              0.78                     0.66                      0.10

    Net income attributable to Vipshop's shareholders--Diluted                                                                                                                            0.76                     0.64                      0.09


    (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,and inventory and
    warehouse management services to certain suppliers.

    (2) Including shipping and handling expenses, which amounted RMB 617 million and
    RMB 887 million  in the three month periods ended June 30, 2016 and  June 30, 2017,
    respectively.

    (3)Including amortization of intangible assets resulting from business acquisitions, which
    amounted to RMB 77 million and RMB 84 million in the three months period ended June
    30, 2016 and  June 30, 2017, respectively.

    (4)Included income tax benefits of RMB 20 million and RMB 21 million related to the
    reversal of deferred tax liabilities, which was recognized on business acquisitions for the
    three months period ended June 30, 2016 and  June 30, 2017, respectively.

    (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                                                                                                                                                                         437,676                  370,803                    54,697

    Other comprehensive income (loss), net of tax:

    Foreign currency translation adjustments                                                                                                                                             4,546                   99,585                    14,690

    Unrealized (loss) gain from available-for-sale securities                                                                                                                          (8,934)                  13,899                     2,050


    Reclassification adjustment for losses(gains) of investment                                                                                                                         36,567                 (55,615)                  (8,204)
    included in net income

    Comprehensive income                                                                                                                                                               469,855                  428,672                    63,233
                                                                                                                                                                                       -------                  -------                    ------

    Less: Comprehensive loss attributable to noncontrolling interests                                                                                                                 (15,380)                (15,680)                  (2,313)

    Comprehensive income attributable to Vipshop's shareholders                                                                                                                        485,235                  444,352                    65,546
                                                                                                                                                                                       =======                  =======                    ======


                                                                                                                                                               Three Months Ended

                                                                                                                                                                  June 30,2016                 June 30,2017             June 30,2017
                                                                                                                                                                  ------------                 ------------             ------------

                                                                                                                                                                     RMB'000                     RMB'000                  USD'000

                                                                                                                                                                   (Unaudited)                 (Unaudited)              (Unaudited)

    Share-based compensation charges included are as follows

    Fulfillment expenses                                                                                                                                                                10,146                   19,058                     2,811

    Marketing expenses                                                                                                                                                                   9,683                   10,387                     1,532

    Technology and content expenses                                                                                                                                                     45,510                   54,331                     8,014

    General and administrative expenses                                                                                                                                                 50,819                   98,012                    14,458

    Total                                                                                                                                                                              116,158                  181,788                    26,815
                                                                                                                                                                                       =======                  =======                    ======




                                                                                                                      Vipshop Holdings Limited

                                                                                                               Condensed Consolidated Balance Sheets

                                                                                                               (In thousands, except per share data)


                                                                                                                                                                December 31,2016               June 30,2017             June 30,2017
                                                                                                                                                                ----------------               ------------             ------------

                                                                                                                                                                     RMB'000                     RMB'000                  USD'000

    ASSETS                                                                                                                                                         (Unaudited)                 (Unaudited)              (Unaudited)

    CURRENT ASSETS

    Cash and cash equivalents                                                                                                                                                        4,109,577                4,148,892                   611,994

    Restricted cash                                                                                                                                                                          -                  48,898                     7,213

    Held-to-maturity securities                                                                                                                                                        671,776                  343,239                    50,630

    Accounts receivable, net                                                                                                                                                         2,333,918                3,488,455                   514,574

    Amounts due from related parties                                                                                                                                                     8,352                   11,089                     1,636

    Other receivables and prepayments,net                                                                                                                                            2,293,825                2,208,141                   325,718

    Inventories                                                                                                                                                                      4,948,609                3,716,585                   548,225

    Deferred tax assets                                                                                                                                                                214,815                        -                        -

    Total current assets                                                                                                                                                            14,580,872               13,965,299                 2,059,990
                                                                                                                                                                                    ----------               ----------                 ---------

    NON-CURRENT ASSETS

    Property and equipment, net                                                                                                                                                      4,467,451                5,510,239                   812,804

    Deposits for property and equipment                                                                                                                                              1,039,793                  556,074                    82,025

    Land use rights, net                                                                                                                                                             2,399,058                3,030,806                   447,068

    Intangible assets, net                                                                                                                                                             725,147                  569,305                    83,977

    Investment in affiliates                                                                                                                                                            93,144                   63,635                     9,387

    Other investments                                                                                                                                                                  503,117                  416,403                    61,423

    Available-for-sale securities investments                                                                                                                                          407,944                  149,999                    22,126

    Other long-term assets                                                                                                                                                             510,821                  185,093                    27,303

    Goodwill                                                                                                                                                                           367,106                  367,106                    54,151

    Deferred tax assets                                                                                                                                                                      -                 284,367                    41,946

    Total non-current assets                                                                                                                                                        10,513,581               11,133,027                 1,642,210
                                                                                                                                                                                    ----------               ----------                 ---------

    TOTAL ASSETS                                                                                                                                                                    25,094,453               25,098,326                 3,702,200
                                                                                                                                                                                    ==========               ==========                 =========


    LIABILTIES AND  EQUITY

    CURRENT LIABILITIES

    Short term loan(Including Short term loan of the VIE without                                                                                                                             -                   3,000                       443
    recourse to the Company of nil  and nil  as of December 31, 2016
    and June 30, 2017, respectively)

    Accounts payable (Including accounts payable of the VIE without                                                                                                                  8,333,610                8,151,478                 1,202,407
    recourse to the Company of RMB 22,471 and RMB 22,914 as of
    December 31, 2016 and June 30, 2017, respectively)

    Advance from customers (Including  advance from customers of                                                                                                                     2,699,981                1,703,522                   251,283
    the VIE without recourse to the Company of RMB 1,211,643 and
    RMB1,066,815  as of  December 31, 2016 and June 30, 2017,
    respectively)

    Accrued expenses and other current liabilities (Including accrued                                                                                                                3,322,599                3,004,990                   443,260
    expenses and other current liabilities of the VIE without recourse
    to the Company of RMB 1,257,667 and RMB 1,508,350 as of
    December 31, 2016 and June 30, 2017, respectively)

    Amounts due to related parties(Including amounts due to related                                                                                                                     52,729                   17,550                     2,589
    parties of the VIE without recourse to the Company of RMB 591
    and RMB 263 as of December 31, 2016 and  June 30, 2017,
    respectively)

    Deferred income (Including deferred income of the VIE without                                                                                                                      174,547                  153,807                    22,688
    recourse to the Company of RMB 16,222 and RMB 2,835 as of
    December 31, 2016 and June 30, 2017, respectively)

    Securitization debt                                                                                                                                                                      -                 285,000                    42,040

    Total current liabilities                                                                                                                                                       14,583,466               13,319,347                 1,964,710
                                                                                                                                                                                    ----------               ----------                 ---------

    NON-CURRENT LIABILITIES

    Deferred tax liability(Including deferred tax of the VIE without                                                                                                                   100,583                   58,243                     8,591
    recourse to the Company of RMB 4,904 and RMB 4,533 as of
    December 31, 2016 and June 30, 2017, respectively)

    Deferred income-non current(Including deferred income-non                                                                                                                          246,902                  313,060                    46,179
    current of the VIE without recourse to the Company of RMB 1,928
    and RMB 3,189 as of December 31, 2016 and June 30, 2017,
    respectively)

    Convertible senior notes                                                                                                                                                         4,381,698                4,266,722                   629,375

    Total non-current liabilities                                                                                                                                                    4,729,183                4,638,025                   684,145
                                                                                                                                                                                     ---------                ---------                   -------

    Total liabilities                                                                                                                                                               19,312,649               17,957,372                 2,648,855
                                                                                                                                                                                    ==========               ==========                 =========


    EQUITY:

    Class A ordinary shares (US$0.0001 par value, 483,489,642                                                                                                                               66                       66                        10
    shares authorized, and 101,508,264 and 101,508,264 shares
    issued and outstanding as of December 31, 2016 and June 30,
    2017, respectively)

    Class B ordinary shares (US$0.0001 par value, 16,510,358                                                                                                                                11                       11                         2
    shares authorized, and 16,510,358 and 16,510,358 shares
    issued and outstanding as of December 31, 2016 and June 30,
    2017, respectively)

    Treasury shares, at cost - 1,356,918 shares and - 493,845                                                                                                                        (707,441)               (251,432)                 (37,088)
    shares as of December 31, 2016 and  June 30, 2017

    Additional paid-in capital                                                                                                                                                       3,130,126                3,051,185                   450,074

    Retained earnings                                                                                                                                                                3,653,026                4,591,426                   677,271

    Accumulated other comprehensive loss                                                                                                                                             (343,608)               (238,042)                 (35,116)

    Noncontrolling interests                                                                                                                                                            49,624                 (12,260)                  (1,808)

    Total shareholders' equity                                                                                                                                                       5,781,804                7,140,954                 1,053,345
                                                                                                                                                                                     ---------                ---------                 ---------

    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                                                                                                                      25,094,453               25,098,326                 3,702,200
                                                                                                                                                                                    ==========               ==========                 =========



                                                                                                                      Vipshop Holdings Limited

                                                                                                            Reconciliations of GAAP and Non-GAAP Results


                                                                                                                                                               Three Months Ended

                                                                                                                                                                  June 30,2016                 June 30,2017             June 30,2017
                                                                                                                                                                  ------------                 ------------             ------------

                                                                                                                                                                     RMB'000                     RMB'000                  USD'000

                                                                                                                                                                   (Unaudited)                 (Unaudited)              (Unaudited)

    Income from operations                                                                                                                                                             643,929                  621,737                    91,711

    Share-based compensation expenses                                                                                                                                                  116,158                  181,788                    26,815

    Amortization of intangible assets resulting from business                                                                                                                           77,093                   84,161                    12,414
    acquisitions

    Non-GAAP income from operations                                                                                                                                                    837,180                  887,686                   130,940
                                                                                                                                                                                       =======                  =======                   =======



    Net income                                                                                                                                                                         437,676                  370,803                    54,697

    Share-based compensation expenses                                                                                                                                                  116,158                  181,788                    26,815

    Impairment loss in investments                                                                                                                                                      48,634                  103,107                    15,209

    Amortization of intangible assets resulting from                                                                                                                                    92,160                   90,129                    13,295
    business acquisitions and equity method investments

    Tax effect of amortization of intangible assets resulting from                                                                                                                    (19,887)                (21,040)                  (3,104)
    business acquisitions

    Non-GAAP net income                                                                                                                                                                674,741                  724,787                   106,912
                                                                                                                                                                                       =======                  =======                   =======



    Net income attributable to Vipshop's shareholders                                                                                                                                  451,605                  386,483                    57,010

    Share-based compensation expenses                                                                                                                                                  116,158                  181,788                    26,815

    Impairment loss in investments                                                                                                                                                      48,634                  103,107                    15,209

    Amortization of intangible assets resulting from business                                                                                                                           77,127                   73,826                    10,890
    acquisitions and equity method investments

    Tax effect of amortization of intangible assets resulting from                                                                                                                    (16,009)                (16,965)                  (2,502)
    business acquisitions


    Non-GAAP net income attributable to Vipshop's shareholders                                                                                                                         677,515                  728,239                   107,422
                                                                                                                                                                                       =======                  =======                   =======



    Shares used in calculating earnings per share:

    Basic ordinary shares:

    Class A and Class B ordinary shares:

    -Basic                                                                                                                                                                         115,858,596              117,365,737               117,365,737

    -Diluted                                                                                                                                                                       124,555,621              125,870,498               125,870,498


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

    Non-GAAP net income attributable to Vipshop's                                                                                                                                         5.85                     6.20                      0.92
    shareholders--Basic

    Non-GAAP net income attributable to Vipshop's                                                                                                                                         5.61                     5.91                      0.87
    shareholders--Diluted



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

    Non-GAAP net income attributable to Vipshop's                                                                                                                                         1.17                     1.24                      0.18
    shareholders--Basic

    Non-GAAP net income attributable to Vipshop's                                                                                                                                         1.12                     1.18                      0.17
    shareholders--Diluted

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SOURCE Vipshop Holdings Limited