Boqii Announces Unaudited Financial Results for the First Half of Fiscal Year 2023

First Half Year Revenues of RMB589.6 million

First Half Year GMV of RMB 1,382.0 million

SHANGHAI,Dec. 1,2022 -- Boqii Holding Limited ("Boqii" or the "Company") (NYSE: BQ),a leading pet-focused platform in China,today announced its unaudited financial results for the first half of fiscal year 2023 (the Six Months ended September 30,2022).

Operational and Financial Highlightsfor the First Half of Fiscal Year 2023：

Total revenues were RMB589.6 million (US$82.9 million),compared to RMB604.0 million in the same period of fiscal year 2022.

Loss from operations was RMB29.6 million (US$ 4.2 million),representing a decrease of 64.2% compared to RMB82.6 million in the same period of fiscal year 2022.

Net loss was RMB 29.5 million (US$4.1million),representing a decrease of 64.0% from net loss of RMB81.9 million in the same period of fiscal year 2022.

Non-GAAP net loss was RMB28.5 million (US$4.0 million),representing a decrease of 60.6% from non-GAAP net loss of RMB72.4 million in the same period of fiscal year 2022.

EBITDA[1]was a loss of RMB22.9 million (US$3.2 million),representing a decrease of 70.2% from a loss of RMB77.1 million in the same period of fiscal year 2022.

Total GMV[2] was RMB1,382.0 million (US$194.3 million),compared to RMB1,484.7 million in the same period of fiscal year 2022.

Active buyers were 3.8 million,representing an increase of 16.4% from 3.3 million in the same period of fiscal year 2022.

[1] EBITDA refers to net loss excluding income tax expenses,interest expense,interest income,depreciation and amortization expenses. EBITDA is a Non-GAAP financial measurement. Please refer to "Non-GAAP financial measurement".

[2] GMV refers to gross merchandise volume,which is the total value of confirmed orders placed with us and sold through distribution model or drop shipping model where we act as a principal in the transaction regardless of whether the products are delivered or returned,calculated based on the listed prices of the ordered products without taking into consideration any discounts. The total GMV amount (i) includes GMV of products sold by Xingmu,(ii) excludes products sold through consignment model and (iii) excludes the value of services offered by us. GMV is subject to future adjustments (such as refunds) and represents only one measure of the Company's performance and should not be relied on as an indicator of our financial results,which depend on a variety of factors.

CEO & CFO Quote

Mr. Hao Liang,Boqii's Founder,Chairman and Chief Executive Officer commented,"Boqii was able to demonstrate its resilience,and highlight its value proposition in the first half despite challenges from COVID-19,supply chain,and consumer sentiment. We saw outstanding performance from our private label,with its revenue increasing 30.9% YoY to RMB105.1 million. Our Boqii mall also continues to be the preferred choice for pet parents,as demonstrated by the 16.4% YoY growth to 3.8 million in active buyers. Riding on the increasing platform stickiness and growing contributions from private labels,we also saw an expanding gross profit margin from 18.6% last year,to 21.0% this year. That should lay a solid foundation for our future development."

Ms. Yingzhi (Lisa) Tang,Boqii's Co-Founder,Co-CEO and CFO commented,"On top of our private label development,we also saw the increasing value of prudence amid market uncertainties. During the first half of fiscal 2023,we made great strides in cost control,with our operating expenses dropped from 32.2% of total revenue last year,to 26.1% of total revenue this year. That paves the way of a significant reduction in net loss,with the first half ending with a net loss of RMB29.5 million,down by 64.0% year-on-year from RMB81.9 million last year. The improving financial performance shows that our business model and development strategy are right on track,and we look forward to serving more pet parents and industry partners in the future,while generating better results for our shareholders."

Financial Results for the First Half of Fiscal Year 2023:

Total revenues were RMB589.6 million (US$82.9 million),compared to RMB604.0 million in the same period of fiscal year 2022.

Revenues

(in million)

Six Months Ended September 30

%

2022

2021

change

RMB

RMB

YoY

Product sales

568.7

577.6

(1.5%)

· Boqii Mall

238.6

215.9

10.5%

· Third party e-commerce platforms

330.1

361.7

(8.7%)

Online marketing and information services and other revenue

20.9

26.4

(20.5%)

Total

589.6

604.0

(2.4%)

Gross profit was RMB 123.9 million (US$17.4 million),compared to RMB112.1 million in the same period of fiscal year 2022.

Gross margin was 21.0%,representing an increase of 240 basis points from 18.6% in the same period of fiscal 2022,which is primarily due to improvement of gross margin of private label products and increased proportion of pet supplies and health care products with higher margins.

Operating expenses were RMB153.8 million,representing a decrease of 21.0% from RMB194.7 million in the same period of fiscal year 2022. Operating expenses as a percentage of total revenues was 26.1%,down from 32.2% in the same period of fiscal year 2022.

Fulfillment Expenses were RMB68.2 million,compared to RMB62.5 million in the same period of fiscal year 2022. Fulfillment expenses as a percentage of total revenues were 11.6%,compared to 10.4% in the same period of fiscal year 2022. The increase was primarily due to the increased shipping and handling expenses,which resulted from temporary logistics price increases and transportation restrictions due to the outbreak of Covid-19 in China starting from April 2022.

Sales and marketing expenses were RMB63.5 million,representing a decrease of 29.0% from RMB89.5 million in the same period of fiscal year 2022. The decrease was primarily due to the decline of advertising expenses amount to RMB26.1 million resulting from (i) the lower expenditure for cost saving; (ii) the increased proportion of revenue generated from more cost-efficient channels. Sales and marketing expenses as a percentage of total revenue were 10.8%,down from 14.8% in the same period of fiscal year 2022.

General and administrative expenses were RMB22.1 million,representing a decrease of 48.4% from RMB42.8 million in the same period of fiscal year 2022. The decrease was primarily due to:(i) the decline of share-based compensation expense of RMB13.5 million,resulting form the cancellation of options corresponding to employee departures; (ii) the decline of staff costs amount to RMB3.7 million related to the optimization of our organizational structure; (iii) the decline of professional fees amount to RMB2.5 million compared with the same period of fiscal year 2022. General and administrative expenses as a percentage of total revenue were 3.7%,down from 7.1% in the same period of fiscal year 2022.

Loss from operations was RMB29.6 million (US$ 4.2 million),representing a decrease of 64.2% compared to RMB82.6 million in the same period of fiscal year 2022.

Net loss was RMB29.5 million (US$4.1 million),representing a decrease of 64.0% compared to net loss of RMB81.9 million in the same period of fiscal year 2022.

EBITDA was a loss of RMB22.9 million (US$3.2 million),representing a decrease of 70.2% compared to a loss of RMB77.1 million in the same period of fiscal year 2022.

Non-GAAP net loss was RMB28.5 million (US$ 4.0 million),representing a decrease of 60.6% compared to non-GAAP net loss of RMB72.4 million in the same period of fiscal year 2022.

Diluted net loss per share was RMB0.43 (US$ 0.06),compared to diluted net loss per share of RMB1.16 in the same period of fiscal year 2022.

Total cash and cash equivalents and short-term investments were RMB210.3 million (US$ 29.6million),compared to RMB290.9 million as of March 31,2022.

Conference Call

Boqii's management will hold a conference call to discuss the financial results at 8:00 AM on Thursday December 1,2022,U.S. Eastern Time (9:00 PM on Thursday,December 1,Beijing/Hong Kong Time).

To join the conference,please dial in 15 minutes before the conference is scheduled to begin using below numbers.

Phone Number

International

1-412-317-6061

United States

1-888-317-6003

Hong Kong

852 800 963-976

Mainland China

86 4001-206115

Passcode

1311582

A replay of the conference call may be accessed by phone at the following numbers until December8,2022.

Phone Number

International

1-412-317-0088

United States

1-877-344-7529

Replay Access Code

9673562

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

About Boqii Holding Limited

Boqii Holding Limited (NYSE: BQ) is a leading pet-focused platform in China. We are the leading online destination for pet products and supplies in China with our broad selection of high-quality products including global leading brands,local emerging brands,and our own private label,Yoken and Mocare,offered at competitive prices. Our online sales platforms,including Boqii Mall and our flagship stores on third-party e-commerce platforms,provide customers with convenient access to a wide selection of high-quality pet products and an engaging and personalized shopping experience. Our Boqii Community provides an informative and interactive content platform for users to share their knowledge and love for pets.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts,including statements about the Company's beliefs and expectations,are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties,and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases,forward-looking statements can be identified by words or phrases such as "may," "will," "expect," "anticipate," "target," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. The Company may also make written or oral forward-looking statements in its reports filed with,or furnished to,the U.S. Securities and Exchange Commission,in its annual reports 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,are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. Further information regarding such risks,uncertainties or factors is included in the Company's filings with the SEC. All information provided in this press release is as of the date of this press release,and the Company does not undertake any duty to update such information,except as required under applicable law.

Non-GAAP Financial Measures

The Company uses non-GAAP financial measures,namely non-GAAP net loss,non-GAAP net loss margin,EBITDA and EBITDA margin,in evaluating its operating results and for financial and operational decision-making purposes. The Company defines (i) non-GAAP net loss as net loss excluding fair value change of derivative liabilities and share-based compensation expenses,(ii) non-GAAP net loss margin as non-GAAP net loss as a percentage of total revenues,(iii) EBITDA as net loss excluding income tax expenses,depreciation and amortization expenses,(iv) EBITDA margin as EBITDA as a percentage of total revenues. The Company believes non-GAAP net loss,EBITDA and EBITDA margin enhance investors' overall understanding of its financial performance and allow for greater visibility with respect to key metrics used by its management in its financial and operational decision-making.

These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. As these non-GAAP financial measures have limitations as analytical tools and may not be calculated in the same manner by all companies,they may not be comparable to other similarly titled measures used by other companies. The Company compensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measures,which should be considered when evaluating the Company's performance. For reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures,please see the section of the accompanying tables titled,"Reconciliation of GAAP and Non-GAAP Results." The Company encourages investors and others to review its financial information in its entirety and not rely on any single financial measure.

Exchange Rate

This press release contains translations of certain RMB amounts into U.S. dollars ("USD") at specified rates solely for the convenience of the reader. Unless otherwise stated,all translations from RMB to USD were made at the rate of RMB7.1135 to US$1.00,the noon buying rate in effect on September 30,2022 in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred to could be converted into USD or RMB,as the case may be,at any particular rate or at all.

For investor and media inquiries,please contact:

In China:

Boqii Holding Limited

Investor Relations

Tel: +86-21-6882-6051

Email:ir@boqii.com

DLK Advisory Limited

Tel: +852-2857-7101

Email: ir@dlkadvisory.com

BOQII HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in thousands,except for share and per share data,unless otherwise noted)

As of

March 31,

2022

As of

September 30,

2022

As of

September 30,

2022

RMB

RMB

US$

ASSETS

Current assets:

Cash and cash equivalents

162,855

85,136

11,968

Short-term investments

128,084

125,145

17,593

Accounts receivable,net

49,231

96,215

13,526

Inventories,net

109,921

107,264

15,079

Prepayments and other current assets

116,738

100,516

14,130

Amounts due from related parties

11,726

4,782

672

Total current assets

578,555

519,058

72,968

Non-current assets:

Property and equipment,net

7,779

7,298

1,026

Intangible assets

25,544

23,569

3,313

Operating lease right-of-use assets

38,567

38,693

5,439

Long-term investments

82,319

81,598

11,471

Goodwill

40,684

40,684

5,719

Amounts due from related parties,non-current

-

8,317

1,169

Other non-current asset

4,861

10,092

1,419

Total non-current assets

199,754

210,251

29,556

Total assets

778,309

729,309

102,524

LIABILITIES,MEZZANINE EQUITY AND SHAREHOLDERS' DEFICIT

Current liabilities

Short-term borrowings

161,126

142,336

20,009

Accounts payable

94,224

79,195

11,133

Salary and welfare payable

6,871

6,203

872

Accrued liabilities and other current liabilities

27,324

25,471

3,581

Amounts due to related parties,current

219

102

14

Contract liabilities

7,007

3,208

451

Operating lease liabilities,current

10,001

11,082

1,558

Derivative liabilities

9,086

12,970

1,823

Total current liabilities

315,858

280,567

39,441

Non-current liabilities

Deferred tax liabilities

4,847

4,269

Operating lease liabilities,non-current

28,197

28,078

3,947

Other debts,non-current

181,062

124,399

17,488

Total non-current liabilities

214,106

156,746

22,035

Total liabilities

529,964

437,313

61,476

Mezzanine equity

Redeemable non-controlling interests

6,522

6,844

962

Total mezzanine equity

6,844

962

Stockholders' equity:

Class A ordinary shares (US$0.001 par value; 129,500,000 shares authorized,

55,709,591 and 55,743,337 shares issued and outstanding as of March 31,

2022 and September 30,respectively)

372

373

52

Class B ordinary shares (US$0.001 par value; 15,000,

13,037,729 shares issued and outstanding as of March 31,2022 and

September 30,respectively)

82

82

12

Additional paid-in capital

3,295,336

3,291,793

462,753

Statutory reserves

3,433

3,876

545

Accumulated other comprehensive loss

(46,069)

(23,989)

(3,372)

Accumulated deficit

(2,889,233)

(2,919,198)

(410,375)

Receivable for issuance of ordinary shares

(164,746)

(110,133)

(15,482)

Total Boqii Holding Limited shareholders' equity

199,175

242,804

34,133

Non-controlling interests

42,648

42,348

5,953

Total shareholders' equity

241,823

285,152

40,086

Total liabilities,mezzanine equity and shareholders' equity

778,524

BOQII HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(All amounts in thousands,unless otherwise noted)

Six Months Ended September 30,

2021

2022

2022

RMB

RMB

US$

Net revenues:

Product sales

577,583

568,698

79,947

Online marketing and information services and other revenue

26,384

20,931

2,942

Total revenues

603,967

589,629

82,889

Total cost of revenue

(491,880)

(465,703)

(65,467)

Gross profit

112,087

123,926

17,422

Operating expenses:

-

-

Fulfillment expenses

(62,519)

(68,161)

(9,582)

Sales and marketing expenses

(89,454)

(63,530)

(8,931)

General and administrative expenses

(42,774)

(22,066)

(3,102)

Other income,net

67

242

34

Loss from operations

(82,593)

(29,589)

(4,159)

Interest income

9,864

4,025

566

Interest expense

(12,059)

(7,193)

(1,011)

Other gain/ (losses),net

405

7,190

1,011

Fair value change of derivative liabilities

411

(4,534)

(637)

Loss before income tax expenses

(83,972)

(30,101)

(4,230)

Income taxes expenses

1,247

418

59

Share of results of equity investees

834

184

26

Net loss

(81,891)

(29,499)

(4,145)

Less: Net income attributable to the non-controlling interest

shareholders

(3,683)

(299)

(42)

Net loss attributable to Boqii Holding Limited

(78,208)

(29,200)

(4,103)

Accretion on redeemable non-controlling interests to redemption

value

(283)

(323)

(45)

Net lossattributable to Boqii Holding Limited's ordinary

shareholders

(78,491)

(29,523)

(4,148)

Net loss

(81,145)

Other comprehensive income/(loss):

Foreign currency translation adjustment,net of nil tax

(5,765)

22,329

3,139

Unrealized securities holding loss

-

(249)

(35)

Total comprehensive loss

(87,656)

(7,419)

(1,041)

Less: Total comprehensive income attributable to non-controlling

interest shareholders

(3,683)

(299)

(42)

Total comprehensive loss attributable to Boqii Holding Limited

(83,973)

(7,120)

(999)

Net loss per share attributable to Boqii Holding Limited's

ordinary shareholders

— basic

(1.16)

(0.43)

(0.06)

— diluted

(1.16)

(0.43)

(0.06)

Weighted average number of ordinary shares

— basic

67,703,830

68,841,500

68,500

— diluted

67,500

Boqii Holding Limited

Reconciliation of GAAP and Non-GAAP Results

(In thousands,except % and per share data)

Six Months Ended September 30,

2021

2022

RMB

RMB

Net loss

(81,499)

Fair value change of derivative liabilities

(411)

4,534

Share-based compensation

9,903

(3,567)

Non-GAAP net loss

(72,399)

(28,532)

Non-GAAP net loss Margin

(12.0%)

(4.8%)

Six Months Ended September 30，

2021

2022

RMB

RMB

Net loss

(81,499)

Income tax expenses

(1,247)

(418)

Interest expenses

12,059

7,193

Interest income

(9,864)

(4,025)

Depreciation and amortization .

3,885

3,815

EBITDA

(77,058)

(22,934)

EBITDA Margin

(12.8%)

(3.9%)

Notes for all the condensed consolidated financial schedules presented:

Note 1: The conversion of Renminbi (RMB) into U.S. dollars (USD) is based on the certified exchange rate of USD1.00=RMB7.1135 on 30

September,2022 published by the Federal Reserve Board.

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