Vipshop Reports Unaudited Fourth Quarter and Full Year 2021 Financial Results

Conference Call to Be Held at 7:30 A.M. U.S. Eastern Time on February 23,2022

GUANGZHOU,China,Feb. 23,2022 --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 quarter and full year ended December 31,2021.

Fourth Quarter and Full Year 2021 Highlights

Total net revenue for the fourth quarter of 2021 was RMB34.1 billion (US$5.4 billion),as compared with RMB35.8 billion in the prior year period. Total net revenue for the full year of 2021 increased by 14.9% year over year to RMB117.1 billion (US$18.4 billion) from RMB101.9 billion in the prior year.

GMV[1] for the fourth quarter of 2021 was RMB57.0 billion,as compared with RMB59.3 billion in the prior year period. GMV for the full year of 2021 increased by 16% year over year to RMB191.5 billion from RMB165.0 billion in the prior year.

Gross profit for the fourth quarter of 2021 was RMB6.7 billion (US$1.1 billion),as compared with RMB7.8 billion in the prior year period. Gross profit for the full year of 2021 increased by 8.6% year over year to RMB23.1 billion (US$3.6 billion) from RMB21.3 billion in the prior year.

Net income attributable to Vipshop's shareholders for the fourth quarter of 2021 was RMB1.4 billion (US$222.0 million),as compared with RMB2.4 billion in the prior year period. Net income attributable to Vipshop's shareholders for the full year of 2021 was RMB4.7 billion (US$734.6 million),as compared with RMB5.9 billion in the prior year.

Non-GAAP net income attributable to Vipshop's shareholders[2] for the fourth quarter of 2021 was RMB1.8 billion (US$282.6 million),as compared with RMB2.6 billion in the prior year period. Non-GAAP net income attributable to Vipshop's shareholders for the full year of 2021 was RMB6.0 billion (US$943.4 million),as compared with RMB6.3 billion in the prior year.

The number of active customers[3] for the fourth quarter of 2021 was 49.2 million,as compared with 53.0 million in the prior year period. The number of active customers for the full year of 2021 increased by 12% year over year to 93.9 million from 83.9 million in the prior year.

Total orders[4] for the fourth quarter of 2021 were 216.9 million,as compared with 227.3 million in the prior year period. Total orders for the full year of 2021 increased by 14% year over year to 786.6 million from 692.4 million in the prior year.

Mr. Eric Shen,Chairman and Chief Executive Officer of Vipshop,stated,"We are pleased with our overall business performance in 2021,despite a slower fourth quarter amid a challenging environment. Total active customers for the year increased by 12% year over year to 93.9 million and total GMV rose by 16% year over year to RMB191.5 billion. For the past year,we strategically focused on core brands and high-value customers and have increased business synergies that are reinforcing our value proposition as a leading discount retailer for brands. Looking ahead,we will firmly excute on our merchandising strategy by deepening brand partnerships,enhancing customer acquisition efficiency and improving customer stickiness to achieve quality and sustainable growth in the long run."

Mr. David Cui,Chief Financial Officer of Vipshop,further commented,"Driven by steady growth in both customer base and average revenue per customer,our total revenue for 2021 increased by 14.9% year over year,although the fourth quarter came under some pressure. Our net margin attributable to Vipshop's shareholders for the year remained resilient with sequential improvement in the fourth quarter due to disciplined operations. Going forward,we remain committed to delivering steady profitability with quality topline growth and creating long-term value to our shareholders."

Fourth Quarter 2021 Financial Results

REVENUE

Total net revenue for the fourthquarter of 2021 was RMB34.1 billion (US$5.4 billion),as compared with RMB35.8 billion in the prior year period.

GROSS PROFIT

Gross profit for the fourth quarter of 2021 was RMB6.7 billion (US$1.1 billion),as compared with RMB7.8 billion in the prior year period. Gross margin for the fourth quarter of 2021 was 19.7%,as compared with 21.9% in the prior year period.

OPERATING EXPENSES

Total operating expenses for the fourthquarter of 2021 decreased to RMB5.0 billion (US$780.4 million) from RMB5.4 billion in the prior year period. As a percentage of total net revenue,total operating expenses for the fourthquarter of 2021 decreased to 14.6% from 15.2% in the prior year period.

Fulfillment expenses for the fourth quarter of 2021 were RMB2.2 billion (US$342.7 million),which largely stayed flat as compared with the corresponding period in 2020. As a percentage of total net revenue,fulfillment expenses for the fourth quarter of 2021 was 6.4%,as compared with 6.1% in the prior year period.

Marketing expenses for the fourth quarter of 2021 decreased to RMB1.1 billion (US$179.8 million) from RMB1.7 billion in the prior year period. As a percentage of total net revenue,marketing expenses for the fourth quarter of 2021 decreased to 3.4% from 4.8% in the prior year period,primarily attributable to more prudent marketing strategy.

Technology and content expenses for the fourth quarter of 2021 increased to RMB443.0 million (US$69.5 million) from RMB272.4 million in the prior year period. As a percentage of total net revenue,technology and content expenses for the fourth quarter of 2021 was 1.3%,as compared with 0.8% in the prior year period.

General and administrative expenses for the fourth quarter of 2021 were RMB1.2 billion (US$188.4 million),as compared with RMB1.3 billion in the prior year period. As a percentage of total net revenue,general and administrative expenses for the fourth quarter of 2021 was 3.5%,which stayed flat as compared with the corresponding period in 2020.

INCOME FROM OPERATIONS

Income from operations for the fourthquarter of 2021 was RMB1.8 billion (US$287.1 million),as compared with RMB2.6 billion in the prior year period. Operating margin for the fourthquarter of 2021 was 5.4%,as compared with 7.2% in the prior year period.

Non-GAAP income from operations[5] for the fourthquarter of 2021,which excluded share-based compensation expenses and amortization of intangible assets resulting from business acquisitions,was RMB2.1 billion (US$325.8 million),as compared with RMB2.8 billion in the prior year period. Non-GAAP operating income margin[6] for the fourthquarter of 2021 was 6.1%,as compared with 7.9% in the prior year period.

NET INCOME

Net income attributable to Vipshop's shareholders for the fourthquarter of 2021 was RMB1.4 billion (US$222.0 million),as compared with RMB2.4 billion in the prior year period. Net margin attributable to Vipshop's shareholders for the fourthquarter of 2021 was 4.1%,as compared with 6.8% in the prior year period. Net income attributable to Vipshop's shareholders per diluted ADS[7]for the fourthquarter of 2021 was RMB2.07 (US$0.32),as compared with RMB3.51 in the prior year period.

Non-GAAP net income attributable to Vipshop's shareholders for the fourthquarter of 2021,which excluded (i) share-based compensation expenses,(ii) impairment loss of investments,(iii) investment gain and revaluation of investments excluding dividends,(iv) share of loss (income) in investment of limited partnerships that are accounted for as an equity method investee,(v) amortization of intangible assets resulting from business acquisitions,and (vi) tax effects on non-GAAP adjustments,was RMB1.8 billion (US$282.6 million),as compared with RMB2.6 billion in the prior year period. Non-GAAP net margin attributable to Vipshop's shareholders[8]for the fourthquarter of 2021 was 5.3%,as compared with 7.2% in the prior year period. Non-GAAP net income attributable to Vipshop's shareholders per diluted ADS[9]for the fourthquarter of 2021 was RMB2.64 (US$0.41),as compared with RMB3.70 in the prior year period.

For the quarter ended December 31,2021,the Company's weighted average number of ADSs used in computing diluted income per ADS was 683,157,800.

BALANCE SHEET AND CASH FLOW

As of December 31,the Company had cash and cash equivalents and restricted cash of RMB17.2 billion (US$2.7 billion) and short term investments of RMB5.4 billion (US$844.5 million).

For the quarter ended December 31,net cash generated from operating activities was RMB6.9 billion (US$1.1 billion),and free cash flow[10],a non-GAAP measurement of liquidity,was as follows:

For the three months ended

Dec 31,2020

RMB'000

Dec 31,2021

RMB'000

Dec 31,2021

US$'000

Net cash generated fromoperating activities

7,227,682

6,873,191

1,078,554

Reconciling items:

Net impact from Internet financing activities[11]

(90,565)

(4,926)

(773)

Capital expenditures

(499,787)

(1,204,433)

(189,002)

Free cash inflow

6,637,330

5,663,832

888,779

Full Year 2021 Financial Results

Total net revenue for the full year of 2021 increased by 14.9% year over year to RMB117.1 billion (US$18.4 billion) from RMB101.9 billion in the prior year,primarily driven by the growth in the number of total active customers.

Gross profit for the full year of 2021 increased by 8.6% year over year to RMB23.1 billion (US$3.6 billion) from RMB21.3 billion in the prior year. Gross margin for the full year of 2021 was 19.7%,as compared with 20.9% in the prior year.

Income from operations for the full year of 2021 was RMB5.6 billion (US$876.0 million),as compared with RMB5.9 billion in the prior year. Operating margin for the full year was 4.8%,as compared with 5.8% in the prior year.

Non-GAAP income from operations for the full year of 2021,was RMB6.6 billion (US$1.0 billion),as compared with RMB6.8 billion in the prior year. Non-GAAP operating income margin for the full year of 2021 was 5.6%,as compared with 6.7% in the prior year.

Net income attributable to Vipshop's shareholders for the full year of 2021 was RMB4.7 billion (US$734.6 million),as compared with RMB5.9 billion in the prior year. Net margin attributable to Vipshop's shareholders for the full year of 2021 was 4.0%,as compared with 5.8% in the prior year. Net income attributable to Vipshop's shareholders per diluted ADS for the full year of 2021 was RMB6.75 (US$1.06),as compared with RMB8.56 in the prior year.

Non-GAAP net income attributable to Vipshop's shareholders for the full year of 2021,was RMB6.0 billion (US$943.4 million),as compared with RMB6.3 billion in the prior year. Non-GAAP net margin attributable to Vipshop's shareholders for the full year of 2021 was 5.1%,as compared with 6.2% in the prior year. Non-GAAP net income attributable to Vipshop's shareholders per diluted ADS for the full year of 2021 was RMB8.67 (US$1.36),as compared with RMB9.08 in the prior year.

For the full year of 2021,the Company's weighted average number of ADSs used in computing diluted earnings per ADS was 693,725,110.

For the full year of 2021,net cash from operating activities was RMB6.7 billion (US$1.1 billion),and free cash flow,was as follows:

For the trailing twelve months ended

Dec 31,2021

US$'000

Net cash fromoperating activities

11,820,444

6,744,644

1,058,382

Reconciling items:

Net impact from Internet financing activities[11]

(1,226,467)

(89,546)

(14,052)

Capital expenditures

(2,271,896)

(3,578,644)

(561,567)

Free cash inflow

8,322,081

3,076,454

482,763

Business Outlook

For the first quarter of 2022,the Company expects its total net revenue to be between RMB27.0 billion and RMB28.4 billion,representing a year-over-year decrease rate of approximately 5% to 0%. These forecasts reflect the Company's current and preliminary view on the market and operational conditions,which is subject to change.

Exchange Rate

The Company's business is primarily conducted in China and the significant majority of revenues generated are denominated in Renminbi. This announcement contains currency conversions of Renminbi amounts into U.S. dollars solely for the convenience of the reader. Unless otherwise noted,all translations from Renminbi to U.S. dollars are made at a rate of RMB6.3726 to US$1.00,the effective noon buying rate on December 30,2021 as set forth in the H.10 statistical release of the Federal Reserve Board. No representation is made that the Renminbi amounts could have been,or could be,converted,realized or settled into U.S. dollars at that rate on December 30,or at any other rate.

Conference Call Information

The Company will hold a conference call on Wednesday,February 23,2022 at 7:30 am US Eastern Time,8:30 pm Beijing Time to discuss the financial results.

All participants wishing to join the conference call must pre-register online using the link provided below. Once pre-registration has been completed,participants will receive dial-in numbers,a passcode,and a unique registrant ID via email. To join the conference,participants should use the dial-in details in the email and then enter the event passcode followed by the registrant ID.

Conference ID

#7283358

Registration Link

http://apac.directeventreg.com/registration/event/7283358

A replay of the conference call will be accessible until March 2,2022 via the following dial-in details:

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

International: +61-2-8199-0299

Conference ID: #7283358

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 https://ir.vip.com/.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Among other things,the business outlook and quotations from management in this announcement,as well as Vipshop's strategic and operational plans,contain forward-looking statements. Vipshop may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the "SEC"),in its annual report to shareholders,in press releases and other written materials and in oral statements made by its officers,directors or employees to third parties. Statements that are not historical facts,including statements about Vipshop's beliefs and expectations,are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement,including but not limited to the following: Vipshop's goals and strategies; Vipshop's future business development,results of operations and financial condition; the expected growth of the online discount retail market in China; Vipshop's ability to attract customers and brand partners and further enhance its brand recognition; Vipshop's expectations regarding demand for and market acceptance of flash sales products and services; competition in the discount retail industry; the potential impact of the COVID-19 to Vipshop's business operations and the economy in China and elsewhere generally; fluctuations in general economic and business conditions in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Vipshop's filings with the SEC. All information provided in this press release is as of the date of this press release,and Vipshop does not undertake any obligation to update any forward-looking statement,except as required under applicable law.

Use of Non-GAAP Financial Measures

The condensed consolidated financial information is derived from the Company's unaudited interim condensed consolidated financial statements prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"),except that comparative consolidated statements of income and cash flows for the period presented and detailed footnote disclosures required by Accounting Standards Codification 270,Interim Reporting ("ASC270"),have been omitted. Vipshop uses non-GAAP net income attributable to Vipshop's shareholders,non-GAAP net income attributable to Vipshop's shareholders per diluted ADS,non-GAAP income from operations,non-GAAP operating income margin,non-GAAP net margin attributable to Vipshop's shareholders,each of which is a non-GAAP financial measure. Non-GAAP net income attributable to Vipshop's shareholders is net income attributable to Vipshop's shareholders excluding (i) share-based compensation expenses,(iv) share of loss (income) in investment of limited partnerships that are accounted for as equity method investees,and (vi) tax effects on non-GAAP adjustments. Non-GAAP net income attributable to Vipshop's shareholders per diluted ADS is computed using non-GAAP net income attributable to Vipshop's shareholders divided by weighted average number of diluted ADS outstanding for computing diluted earnings per ADS. Non-GAAP income from operations is income from operations excluding share-based compensation expenses and amortization of intangible assets resulting from business acquisitions. Non-GAAP operating income margin is non-GAAP income from operations as a percentage of total net revenue. Non-GAAP net margin attributable to Vipshop's shareholders is non-GAAP net income attributable to Vipshop's shareholders as a percentage of total net revenue. Free cash flow is net cash from operating activities adding back the impact from Internet financing activities and less capital expenditures,which include purchase and deposits of property and equipment and land use rights. Impact from Internet financing activities added back or deducted from free cash flow contains changes in the balances of financial products,which are primarily consumer financing and supplier financing that the Company provides to customers and suppliers. The Company believes that separate analysis and exclusion of the non-cash impact of (a) share-based compensation,(b) impairment loss of investments,(c) amortization of intangible assets resulting from business acquisitions,(d) investment gain and revaluation of investments excluding dividends,and (e) share of loss (income) in investment of limited partnerships that are accounted for as equity method investees add clarity to the constituent parts of its performance. The Company reviews these non-GAAP financial measures together with GAAP financial measures to obtain a better understanding of its operating performance. It uses these non-GAAP financial measures for planning,forecasting and measuring results against the forecast. The Company believes that non-GAAP financial measures are useful supplemental information for investors and analysts to assess its operating performance without the effect of (1) non-cash share-based compensation expenses,(2) impairment loss of investments,(3) amortization of intangible assets resulting from business acquisitions,(4) investment gain and revaluation of investments excluding dividends,and (5) share of loss (income) in investment of limited partnerships that are accounted for as equity method investees. 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,technology platform and Shan Shan Outlets. Share-based compensation expenses have been and will continue to be significant recurring expenses in its business. However,the use of non-GAAP financial measures has material limitations as an analytical tool. One of the limitations of using non-GAAP financial measures is that they do not include all items that impact the Company's net income for the period. In addition,because non-GAAP financial measures are not measured in the same manner by all companies,they may not be comparable to other similar titled measures used by other companies. One of the key limitations of free cash flow is that it does not represent the residual cash flow available for discretionary expenditures.

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

Investor Relations Contact

Tel: +86 (20) 2233-0732

Email: IR@vipshop.com

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

[2]Non-GAAP net income attributable to Vipshop's shareholders is a non-GAAP financial measure,which is defined as net income attributable to Vipshop's shareholders excluding (i) share-based compensation expenses,and (vi) tax effects on non-GAAP adjustments.

[3]"Active customers" isdefined as registered members who have purchased from the Company's online sales businessor the Company's online marketplace platforms at least once during the relevant period.

[4]"Total orders" isdefined as the total number of orders placed during the relevant period,including the orders for products and services sold throughthe Company's online sales business and the Company's online marketplace platforms(excluding,for the avoidance of doubt,orders from the Company's offline stores and outlets),net of orders returned.

[5]Non-GAAP income from operations is a non-GAAP financial measure,which is defined as income from operations excluding share-based compensation expensesandamortization of intangible assets resulting from business acquisitions.

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

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

[8]Non-GAAP net margin attributable to Vipshop's shareholders is a non-GAAP financial measure,which is defined as non-GAAP netincome attributable to Vipshop's shareholders,as a percentage of total net revenues.

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

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

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

Vipshop Holdings Limited

Unaudited Condensed Consolidated Statements of Income and Comprehensive Income

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

Three Months Ended

Twelve Months Ended

December

December

December

December

December

December

31,2020

31,2021

31,2021

31,2021

RMB'000

RMB'000

USD'000

RMB'000

RMB'000

USD'000

Product revenues

34,111,067

32,276,319

5,064,859

97,449,712

111,256,902

17,458,636

Other revenues (1)

1,874

1,855,354

291,146

4,408,777

5,802,776

910,582

Total net revenues

35,774,941

34,131,673

5,356,005

101,858,489

117,059,678

18,369,218

Cost of revenues

(27,927,515)

(27,418,277)

(4,302,526)

(80,573,181)

(93,953,121)

(14,743,295)

Gross profit

7,847,426

6,713,396

1,053,479

21,285,308

23,106,557

3,625,923

Operating expenses:

Fulfillment expenses (2)

(2,189,585)

(2,183,570)

(342,650)

(6,878,991)

(7,652,504)

(1,200,845)

Marketing expenses

(1,703,582)

(1,145,834)

(179,806)

(4,284,274)

(5,089,213)

(798,609)

Technology and content expenses

(272,379)

(443,011)

(69,518)

(1,221,264)

(1,517,307)

(238,099)

General and administrative expenses

(1,115)

(1,449)

(188,377)

(3,748,548)

(4,690)

(657,454)

Total operating expenses

(5,421,661)

(4,972,864)

(780,351)

(16,133,077)

(18,448,714)

(2,895,007)

Other operating income

164,011

89,183

13,995

707,855

924,579

145,087

Income from operations

2,589,776

1,829,715

287,123

5,860,086

5,582,422

876,003

Investment gain and revaluation of

investments

200,276

92,232

14,473

980,868

85,685

13,446

Impairment loss of investments

(38,114)

(217,046)

(34,059)

(43,160)

(414,780)

(65,088)

Interest expense

(6,269)

(4,899)

(769)

(67,357)

(14,461)

(2,269)

Interest income

155,255

194,870

30,579

449,017

671,461

105,367

Exchange loss

(98,021)

(34,451)

(5,406)

(160,097)

(37,052)

(5,814)

Income before income tax expense

and share of income (loss) of equity

method investees

2,903

1,421

291,941

7,019,357

5,275

921,645

Income tax expenses

(384,660)

(390,691)

(61,308)

(1,130,016)

(1,222,704)

(191,869)

Share of income (loss) of equity

method investees

29,468

(47,023)

(7,379)

30,015

42,303

6,638

Net income

2,447,711

1,422,707

223,254

5,919,356

4,692,874

736,414

Net income attributable to non-

controlling interests

(6,898)

(7,938)

(1,246)

(12,399)

(11,801)

(1,852)

Net income attributable to Vipshop's

shareholders

2,440,813

1,414,769

222,008

5,906,957

4,681,073

734,562

Shares used in calculating earnings

per share (3):

Weighted average number of Class A

and Class B ordinary shares:

—Basic

135,646,247

135,695,489

135,489

135,077,790

136,175,112

136,112

—Diluted

139,219,751

136,631,560

136,560

138,036,010

138,745,022

138,022

Net earnings per Class A and Class

B ordinary share

Net income attributable to Vipshop's

shareholders——Basic

17.99

10.43

1.64

43.73

34.38

5.39

Net income attributable to Vipshop's

shareholders——Diluted

17.53

10.35

1.62

42.79

33.74

5.29

Net earnings per ADS (1 ordinary

share equals to 5 ADSs)

Net income attributable to Vipshop's

shareholders——Basic

3.60

2.09

0.33

8.75

6.88

1.08

Net income attributable to Vipshop's

shareholders——Diluted

3.51

2.07

0.32

8.56

6.75

1.06

(1) Other revenues primarily consist of product promotion and online advertising

(1) Other revenues primarily consist of

revenues,lease income mainly earned from the Shan Shan Outlets,fees charged to

product promotion and online advertising

third-party merchants which the Company provides platform access for sales of their

revenues,lease income mainly earned

products,revenue from third-party logistics services,loan facilitation service income

from the Shan Shan Outlets,fees

and membership fee income.

charged to third-party merchants which

the Company provides platform access

for sales of their products,revenue from

third-party logistics services,loan

facilitation service income and

membership fee income.

(2) Fulfillment expenses include shipping and handling expenses,which amounted

(2) Fulfillment expenses include

RMB 1.5 billion and RMB 1.5 billion in the three month periods ended December

shipping and handling expenses,which

31,2020 and December 31,respectively.

amounted RMB 4.5 billion and RMB 5.2

billion in the twelve month periods ended

December 31,2020 and 2021,

respectively.

(3) Authorized share capital is re-classified and re-designated into Class A ordinary

(3) Authorized share capital is re-

shares and Class B ordinary shares,with each Class A ordinary share being entitled to

classified and re-designated into Class A

one vote and each Class B ordinary share being entitled to ten votes on all matters that

ordinary shares and Class B ordinary

are subject to shareholder vote.

shares,with each Class A ordinary share

being entitled to one vote and each Class

B ordinary share being entitled to ten

votes on all matters that are subject to

shareholder vote.

Three Months Ended

Twelve Months Ended

December

December

December

December

December

December

31,2021

RMB'000

RMB'000

USD'000

RMB'000

RMB'000

USD'000

Share-based compensation expenses

are included in the operating

expenses as follows:

Fulfillment expenses

23,025

18,867

2,961

100,486

88,985

13,964

Marketing expenses

3,529

2,571

403

16,534

26,834

4,211

Technology and content expenses

20,598

59,809

9,385

152,234

252,730

39,659

General and administrative expenses

176,701

165,469

25,966

681,794

641,464

100,660

Total

223,853

246,716

38,715

951,048

1,010,013

158,494

Vipshop Holdings Limited

Unaudited Condensed Consolidated Balance Sheets

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

December 31,2020

December 31,2021

December 31,2021

RMB'000

RMB'000

USD'000

ASSETS

CURRENT ASSETS

Cash and cash equivalents

11,995,415

16,297,410

2,557,419

Restricted cash

815,906

873,859

137,128

Short term investments

7,328,719

5,381,618

844,493

Accounts receivable,net

334,529

459,128

72,047

Amounts due from related parties

333,539

637,825

100,089

Other receivables and prepayments,net

2,286,359

2,326,866

365,136

Loan receivables,net

27,258

131

21

Inventories

7,642,509

6,865,108

1,285

Assets held for sale

408,748

-

-

Total current assets

31,172,982

32,841,945

5,153,618

NON-CURRENT ASSETS

Property and equipment,net

13,584,459

14,376,712

2,020

Deposits for property and equipment

73,718

382,121

59,963

Land use rights,net

6,062,792

6,612,165

1,037,593

Intangible assets,net

333,022

320,943

50,363

Investment in equity method investees

1,949,787

2,476,868

388,675

Other investments

2,861,034

2,482,911

389,623

Other long-term assets

100,328

296,366

46,506

Goodwill

593,662

589,165

92,453

Deferred tax assets,net

628,267

760,023

119,264

Operating leaseright-of-use assets

1,580,763

1,148,322

180,197

Total non-current assets

27,767,832

29,445,596

4,620,657

TOTAL ASSETS

58,940,814

62,287,541

9,275

LIABILTIES AND EQUITY

CURRENT LIABILITIES

Short term loans

1,043,426

1,975,184

309,950

Accounts payable

15,191,313

13,144,935

2,727

Advance from customers

1,558,891

1,828,781

286,976

Accrued expenses and other current liabilities

7,696,996

7,658,677

1,201,814

Amounts due to related parties

444,100

429,088

67,333

Deferred income

334,431

449,693

70,567

Operating lease liabilities

299,791

284,659

44,669

Total current liabilities

26,568,948

25,771,017

4,044,036

NON-CURRENT LIABILITIES

Deferred tax liability

432,995

437,202

68,607

Deferred income-non current

1,070,026,155

161,026

Operating lease liabilities

1,360,946

952,813

149,517

Other long term liabilities

121,245

272,038

42,689

Total non-current liabilities

2,986,077

2,688,208

421,839

TOTAL LIABILITIES

29,555,025

28,459,225

4,465,875

EQUITY:

Class A ordinary shares (US$0.0001 par value,

483,489,642 shares authorized,119,223,484 and

122,885 shares issued,of which 119,484

and 120,232,895 shares were outstanding as of

December 31,

respectively)

77

80

13

Class B ordinary shares (US$0.0001 par value,

16,510,358 shares authorized,and 16,358 and

15,560,358 shares issued and outstanding as of

December 31,

respectively)

11

11

2

Treasury shares,at cost(Nil and 2,742,990 Class A

shares as of December 31,2020 and December

31,respectively )

-

-1,719

-302,501

Additional paid-in capital

10,816,185

12,637

1,918,783

Retained earnings

17,740,415

22,488

3,518,421

Accumulated other comprehensive loss

-58,954

-88,599

-13,905

Non-controlling interests

888,055

1,195,418

187,587

Total shareholders' equity

29,385,789

33,316

5,308,400

TOTAL LIABILITIES AND SHAREHOLDERS'

EQUITY

58,275

Vipshop Holdings Limited

Reconciliations of GAAP and Non-GAAP Results

Three Months Ended

Twelve Months Ended

December

31,2020

December 3

1,2021

December

31,2021

December

31,2020

December

31,2021

RMB'000

RMB'000

USD'000

RMB'000

RMB'000

USD'000

Income from operations

2,003

Share-based compensation

expenses

223,494

Amortization of intangible assets

resulting from business acquisitions

5,896

-

-

35,377

11,792

1,850

Non-GAAP income from operations

2,819,525

2,431

325,838

6,846,511

6,604,227

1,347

Net income attributable to Vipshop's

shareholders

2,562

Share-based compensation

expenses

223,494

Impairment loss of investments

38,114

217,046

34,059

43,160

414,780

65,088

Investment gain and revaluation of

investments excluding dividends

(22,269)

984

154

(668,568)

116,567

18,292

Share of loss(income) in investment

of limited partnerships that are

accounted for as an equity method investee

4,085

-77,608

(12,178)

83,404

(120,621)

(18,928)

Amortization of intangible assets

resulting from business acquisitions

5,850

Tax effects on non-GAAP

adjustments

(114,165)

-1,029

-161

(82,769)

(101,925)

(15,994)

Non-GAAP net income attributable

to Vipshop's shareholders

2,576,327

1,800,878

282,597

6,268,609

6,011,679

943,364

Shares used in calculating earnings

per share:

Weighted average number of Class

A and Class B ordinary shares:

—Basic

135,112

—Diluted

139,022

Non-GAAP net income per Class A

and Class B ordinary share

Non-GAAP net income attributable

to Vipshop's shareholders——Basic

18.99

13.27

2.08

46.41

44.15

6.93

Non-GAAP net income attributable

to Vipshop's shareholders——Diluted

18.51

13.18

2.07

45.41

43.33

6.80

Non-GAAP net income per ADS (1

ordinary share equal to 5 ADSs)

Non-GAAP net income attributable to

Vipshop's shareholders——Basic

3.80

2.65

0.42

9.28

8.83

1.39

Non-GAAP net income attributable to

Vipshop's shareholders——Diluted

3.70

2.64

0.41

9.08

8.67

1.36

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