Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2017shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2017 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | FY |
Entity Registrant Name | Baozun Inc. |
Entity Central Index Key | 1,625,414 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | Yes |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 166,125,397 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands | Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) |
Current assets: | |||
Cash and cash equivalents | ¥ 244,809 | $ 37,626 | ¥ 917,319 |
Restricted cash | 48,848 | 7,508 | 50,832 |
Short-term investments | 312,614 | 48,048 | 40,000 |
Accounts receivable, net of allowance for doubtful accounts of RMB1,180 and RMB1,658 as of December 31, 2016 and 2017, respectively | 1,082,735 | 166,414 | 624,817 |
Inventories | 384,672 | 59,123 | 312,071 |
Advances to suppliers | 88,881 | 13,661 | 75,727 |
Prepayments and other current assets | 211,992 | 32,583 | 108,495 |
Amounts due from related parties | 88,795 | 13,648 | 38,772 |
Total current assets | 2,463,346 | 378,611 | 2,168,033 |
Non-current assets: | |||
Investments in equity investees | 24,268 | 3,730 | 33,443 |
Property and equipment, net | 330,924 | 50,862 | 100,892 |
Intangible assets, net | 66,150 | 10,167 | 26,984 |
Land use right, net | 44,618 | 6,858 | |
Goodwill | 13,158 | 2,022 | |
Other non-current assets | 18,043 | 2,773 | 26,581 |
Deferred tax assets | 15,528 | 2,387 | 12,332 |
Total non-current assets | 512,689 | 78,799 | 200,232 |
TOTAL ASSETS | 2,976,035 | 457,410 | 2,368,265 |
Current liabilities: | |||
Short-term loans | 172,000 | 26,436 | 0 |
Accounts payable (including accounts payable of consolidated VIE without recourse to the Company of RMB1,198 and RMB4,715 as of December 31, 2016 and 2017, respectively) | 583,532 | 89,688 | 526,461 |
Notes payable | 48,000 | 7,378 | 115,140 |
Income tax payables | 30,420 | 4,675 | 15,811 |
Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated VIE without recourse to the Company of RMB34,240 and RMB28,002 as of December 31, 2016 and 2017, respectively) | 311,936 | 47,944 | 138,841 |
Total current liabilities | 1,145,888 | 176,121 | 796,253 |
Deferred tax liability | 3,710 | 570 | |
Total non-current liabilities | 3,710 | 570 | 0 |
TOTAL LIABILITIES | 1,149,598 | 176,691 | 796,253 |
Baozun Inc. shareholders’ equity: | |||
Additional paid-in capital | 1,823,925 | 280,332 | 1,761,430 |
Accumulated deficit | (25,000) | (3,841) | (233,866) |
Accumulated other comprehensive income | 9,995 | 1,536 | 44,348 |
Total Baozun Inc. shareholders' equity | 1,809,023 | 278,043 | 1,572,012 |
Noncontrolling interests | 17,414 | 2,676 | 0 |
Total equity | 1,826,437 | 280,719 | 1,572,012 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 2,976,035 | 457,410 | 2,368,265 |
Common Class A [Member] | |||
Baozun Inc. shareholders’ equity: | |||
Common Stock Value | 95 | 15 | 92 |
Common Class B [Member] | |||
Baozun Inc. shareholders’ equity: | |||
Common Stock Value | ¥ 8 | $ 1 | ¥ 8 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2016$ / shares | Dec. 31, 2015CNY (¥) | Dec. 31, 2013$ / shares |
Accounts receivable, allowance for doubtful accounts | ¥ | ¥ 1,658 | ¥ 1,180 | ¥ 670 | |||
Accounts payable | 583,532 | $ 89,688 | 526,461 | |||
Accrued expenses and other current liabilities | 311,936 | $ 47,944 | 138,841 | |||
Ordinary shares: | ||||||
Par value | $ / shares | $ 0.0001 | |||||
VIE [Member] | ||||||
Accounts payable | ¥ | 4,715 | 1,198 | ||||
Accrued expenses and other current liabilities | ¥ | ¥ 28,002 | ¥ 34,240 | ||||
Common Class A [Member] | ||||||
Ordinary shares: | ||||||
Par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Shares authorized | 470,000,000 | 470,000,000 | 470,000,000 | |||
Shares issued | 152,824,659 | 152,824,659 | 146,111,244 | |||
Shares outstanding | 152,824,659 | 152,824,659 | 146,111,244 | |||
Common Class B [Member] | ||||||
Ordinary shares: | ||||||
Par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Shares authorized | 30,000,000 | 30,000,000 | 30,000,000 | |||
Shares issued | 13,300,738 | 13,300,738 | 13,300,738 | |||
Shares outstanding | 13,300,738 | 13,300,738 | 13,300,738 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥)¥ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)¥ / sharesshares | Dec. 31, 2015CNY (¥)¥ / sharesshares | |
Net revenues | ||||
Product sales | ¥ 2,257,632 | $ 346,992 | ¥ 2,176,447 | ¥ 1,940,649 |
Services (including related-party revenues of RMB7,850, RMB3,606 and RMB5,222 for the years ended December 31, 2015, 2016 and 2017, respectively) | 1,891,176 | 290,668 | 1,213,828 | 657,794 |
Total net revenues | 4,148,808 | 637,660 | 3,390,275 | 2,598,443 |
Operating expenses: | ||||
Cost of products | (1,917,467) | (294,709) | (1,921,856) | (1,735,820) |
Fulfillment | (818,173) | (125,751) | (540,857) | (325,159) |
Sales and marketing | (910,843) | (139,994) | (658,819) | (403,519) |
Technology and content | (140,689) | (21,624) | (95,638) | (59,946) |
General and administrative | (116,554) | (17,914) | (88,274) | (73,678) |
Other operating income, net | 11,250 | 1,729 | 5,235 | 8,130 |
Total operating expenses | (3,892,476) | (598,263) | (3,300,209) | (2,589,992) |
Income from operations | 256,332 | 39,397 | 90,066 | 8,451 |
Other income (expenses): | ||||
Interest income | 13,350 | 2,052 | 11,869 | 8,834 |
Interest expense | (4,252) | (654) | ||
Gain on disposal of investment | 5,464 | 840 | 9,674 | |
Impairment loss of investments | (6,227) | (957) | ||
Exchange gain (loss) | (21) | (3) | 320 | (124) |
Income before income tax and share of loss in equity method investment | 264,646 | 40,675 | 102,255 | 26,835 |
Income tax benefit (expense) | (54,251) | (8,338) | (16,831) | 6,022 |
Share of loss in equity method investment | (1,265) | (194) | (10,236) | |
Net Income | 209,130 | 32,143 | 85,424 | 22,621 |
Deemed dividend from issuance of convertible redeemable preferred shares | ||||
Change in redemption value of convertible redeemable preferred shares | (25,332) | |||
Net (income) loss attributable to noncontrolling interests | (264) | (41) | 1,209 | |
Net income (loss) attributable to ordinary shareholders of Baozun Inc. | ¥ 208,866 | $ 32,102 | ¥ 86,633 | ¥ (2,711) |
Net income (loss) per share attributable to ordinary shareholders of Baozun Inc.: | ||||
Basic | (per share) | ¥ 1.29 | $ 0.2 | ¥ 0.58 | ¥ (0.03) |
Diluted | (per share) | 1.19 | 0.18 | 0.53 | (0.03) |
Net income (loss) per American depositary shares ("ADS") attributable to ordinary shareholders of Baozun Inc.: | ||||
Basic | (per share) | 3.87 | 0.59 | 1.74 | (0.08) |
Diluted | (per share) | ¥ 3.56 | $ 0.55 | ¥ 1.59 | ¥ (0.08) |
Weighted average shares used in calculating net income (loss) per ordinary share: | ||||
Basic | 162,113,815 | 162,113,815 | 149,935,100 | 102,987,119 |
Diluted | 176,115,049 | 176,115,049 | 163,926,674 | 102,987,119 |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related-party revenues | ¥ 5,222 | ¥ 3,606 | ¥ 7,850 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Net income | ¥ 209,130 | $ 32,143 | ¥ 85,424 | ¥ 22,621 |
Other comprehensive income, net of tax of nil: | ||||
Foreign currency translation adjustment | (34,353) | (5,280) | 25,136 | 18,008 |
Comprehensive income | ¥ 174,777 | $ 26,863 | ¥ 110,560 | ¥ 40,629 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) | Series A Preferred Stock [Member]CNY (¥) | Series B Preferred Stock [Member]CNY (¥) | Series C1 Preferred Stock [Member]CNY (¥) | Series C2 Preferred Stock [Member]CNY (¥) | Series D Preferred Stock [Member]CNY (¥) | Ordinary shares [Member]CNY (¥)shares | Ordinary shares [Member]Series A Preferred Stock [Member]CNY (¥)shares | Ordinary shares [Member]Series B Preferred Stock [Member]CNY (¥)shares | Ordinary shares [Member]Series C1 Preferred Stock [Member]CNY (¥)shares | Ordinary shares [Member]Series C2 Preferred Stock [Member]CNY (¥)shares | Ordinary shares [Member]Series D Preferred Stock [Member]CNY (¥)shares | Additional paid-in capital [Member]CNY (¥) | Additional paid-in capital [Member]Series A Preferred Stock [Member]CNY (¥) | Additional paid-in capital [Member]Series B Preferred Stock [Member]CNY (¥) | Additional paid-in capital [Member]Series C1 Preferred Stock [Member]CNY (¥) | Additional paid-in capital [Member]Series C2 Preferred Stock [Member]CNY (¥) | Additional paid-in capital [Member]Series D Preferred Stock [Member]CNY (¥) | Accumulated deficitCNY (¥) | Accumulated deficitSeries A Preferred Stock [Member]CNY (¥) | Accumulated deficitSeries B Preferred Stock [Member]CNY (¥) | Accumulated deficitSeries C1 Preferred Stock [Member]CNY (¥) | Accumulated deficitSeries C2 Preferred Stock [Member]CNY (¥) | Accumulated deficitSeries D Preferred Stock [Member]CNY (¥) | Accumulated other comprehensive income [Member]CNY (¥) | Accumulated other comprehensive income [Member]Series A Preferred Stock [Member]CNY (¥) | Accumulated other comprehensive income [Member]Series B Preferred Stock [Member]CNY (¥) | Accumulated other comprehensive income [Member]Series C1 Preferred Stock [Member]CNY (¥) | Accumulated other comprehensive income [Member]Series C2 Preferred Stock [Member]CNY (¥) | Accumulated other comprehensive income [Member]Series D Preferred Stock [Member]CNY (¥) | Total Baozun shareholders’ equity [Member]CNY (¥) | Total Baozun shareholders’ equity [Member]Series A Preferred Stock [Member]CNY (¥) | Total Baozun shareholders’ equity [Member]Series B Preferred Stock [Member]CNY (¥) | Total Baozun shareholders’ equity [Member]Series C1 Preferred Stock [Member]CNY (¥) | Total Baozun shareholders’ equity [Member]Series C2 Preferred Stock [Member]CNY (¥) | Total Baozun shareholders’ equity [Member]Series D Preferred Stock [Member]CNY (¥) | Noncontrolling interests [Member]CNY (¥) | Noncontrolling interests [Member]Series A Preferred Stock [Member]CNY (¥) | Noncontrolling interests [Member]Series B Preferred Stock [Member]CNY (¥) | Noncontrolling interests [Member]Series C1 Preferred Stock [Member]CNY (¥) | Noncontrolling interests [Member]Series C2 Preferred Stock [Member]CNY (¥) | Noncontrolling interests [Member]Series D Preferred Stock [Member]CNY (¥) |
Beginning balance at Dec. 31, 2014 | ¥ (322,229) | ¥ 17 | ¥ 3,755 | ¥ (327,205) | ¥ 1,204 | ¥ (322,229) | |||||||||||||||||||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2014 | shares | 28,058,820 | ||||||||||||||||||||||||||||||||||||||||||
Net income (loss) | 22,621 | 22,621 | 22,621 | ||||||||||||||||||||||||||||||||||||||||
Share-based compensation | 25,195 | 25,195 | 25,195 | ||||||||||||||||||||||||||||||||||||||||
Repurchase of ordinary shares (Note 13) | (13,958) | ¥ (1) | (13,957) | (13,958) | |||||||||||||||||||||||||||||||||||||||
Repurchase of ordinary shares (Note 13), shares | shares | (803,811) | ||||||||||||||||||||||||||||||||||||||||||
Exercise of share options | 161 | ¥ 1 | 160 | 161 | |||||||||||||||||||||||||||||||||||||||
Exercise of share options, shares | shares | 1,626,197 | ||||||||||||||||||||||||||||||||||||||||||
Issuance of ordinary shares | 703,388 | ¥ 24 | 703,364 | 703,388 | |||||||||||||||||||||||||||||||||||||||
Issuance of ordinary shares, shares | shares | 37,950,000 | ||||||||||||||||||||||||||||||||||||||||||
Conversion of preferred shares into class A ordinary shares upon IPO | ¥ 57,572 | ¥ 208,082 | ¥ 367,629 | ¥ 37,630 | ¥ 155,704 | ¥ 12 | ¥ 16 | ¥ 18 | ¥ 1 | ¥ 5 | ¥ 57,560 | ¥ 208,066 | ¥ 367,611 | ¥ 37,629 | ¥ 155,699 | ¥ 57,572 | ¥ 208,082 | ¥ 367,629 | ¥ 37,630 | ¥ 155,704 | |||||||||||||||||||||||
Conversion of preferred shares into class A ordinary shares upon IPO, shares | shares | 19,622,241 | 26,532,203 | 29,056,332 | 1,925,063 | 7,504,324 | ||||||||||||||||||||||||||||||||||||||
Change in redemption value of convertible redeemable preferred shares | (25,332) | (9,417) | (15,915) | (25,332) | |||||||||||||||||||||||||||||||||||||||
Foreign currency translation adjustment | 18,008 | 18,008 | 18,008 | ||||||||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2015 | 1,234,471 | ¥ 93 | 1,535,665 | (320,499) | 19,212 | 1,234,471 | |||||||||||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2015 | shares | 151,471,369 | ||||||||||||||||||||||||||||||||||||||||||
Net income (loss) | 85,424 | 86,633 | 86,633 | (1,209) | |||||||||||||||||||||||||||||||||||||||
Share-based compensation | 34,185 | 34,185 | 34,185 | ||||||||||||||||||||||||||||||||||||||||
Repurchase of ordinary shares (Note 13) | (50,842) | ¥ (3) | (50,839) | (50,842) | |||||||||||||||||||||||||||||||||||||||
Repurchase of ordinary shares (Note 13), shares | shares | (3,603,642) | ||||||||||||||||||||||||||||||||||||||||||
Exercise of share options | 3,943 | ¥ 4 | 3,939 | 3,943 | |||||||||||||||||||||||||||||||||||||||
Exercise of share options, shares | shares | 2,544,255 | ||||||||||||||||||||||||||||||||||||||||||
Issuance of ordinary shares | 231,017 | ¥ 6 | 231,011 | 231,017 | |||||||||||||||||||||||||||||||||||||||
Issuance of ordinary shares, shares | shares | 9,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Change in redemption value of convertible redeemable preferred shares | |||||||||||||||||||||||||||||||||||||||||||
Additional capital contribution from shareholders | 7,469 | 7,469 | 7,469 | ||||||||||||||||||||||||||||||||||||||||
Contribution from noncontrolling interest holder | 14,063 | 14,063 | |||||||||||||||||||||||||||||||||||||||||
Deconsolidation of Shanghai Baozun-CJ E-Commerce Co., Ltd ("Baozun CJ") (Note 9) | (12,854) | (12,854) | |||||||||||||||||||||||||||||||||||||||||
Foreign currency translation adjustment | 25,136 | 25,136 | 25,136 | ||||||||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2016 | 1,572,012 | ¥ 100 | 1,761,430 | (233,866) | 44,348 | 1,572,012 | |||||||||||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2016 | shares | 159,411,982 | ||||||||||||||||||||||||||||||||||||||||||
Net income (loss) | 209,130 | $ 32,143 | 208,866 | 208,866 | 264 | ||||||||||||||||||||||||||||||||||||||
Share-based compensation | 58,231 | 58,231 | 58,231 | ||||||||||||||||||||||||||||||||||||||||
Exercise of share options | 4,267 | ¥ 3 | 4,264 | 4,267 | |||||||||||||||||||||||||||||||||||||||
Exercise of share options, shares | shares | 6,713,415 | ||||||||||||||||||||||||||||||||||||||||||
Change in redemption value of convertible redeemable preferred shares | |||||||||||||||||||||||||||||||||||||||||||
Acquisition of a subsidiary | 17,150 | 17,150 | |||||||||||||||||||||||||||||||||||||||||
Foreign currency translation adjustment | (34,353) | (5,280) | (34,353) | (34,353) | |||||||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2017 | ¥ 1,826,437 | $ 280,719 | ¥ 103 | ¥ 1,823,925 | ¥ (25,000) | ¥ 9,995 | ¥ 1,809,023 | ¥ 17,414 | |||||||||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2017 | shares | 166,125,397 |
CONSOLIDATED STATEMENTS OF CHA8
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Issuance of ordinary shares upon initial public offering ("IPO"), issuance cost | ¥ 22,661 | ¥ 80,962 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Cash flows from operating activities: | ||||
Net income | ¥ 209,130 | $ 32,143 | ¥ 85,424 | ¥ 22,621 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||
Allowance for doubtful accounts | 1,485 | 228 | 510 | 262 |
Inventory write-down | 42,313 | 6,503 | 38,759 | 21,125 |
Share-based compensation | 58,231 | 8,950 | 34,185 | 25,195 |
Depreciation and amortization | 50,615 | 7,780 | 35,880 | 23,145 |
Deferred income tax | (3,391) | (521) | 1,483 | (13,815) |
Loss on disposal of property and equipment | 1,056 | 162 | 906 | 880 |
Gain on disposal of investment | (5,464) | (840) | (9,674) | |
Share of loss in equity method investment | 1,265 | 194 | 10,236 | |
Impairment loss of investments | 6,227 | 957 | ||
Exchange (gain) loss | (391) | (60) | (320) | 124 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | (457,012) | (70,241) | (260,545) | (135,542) |
Inventories | (106,807) | (16,416) | (16,483) | (112,494) |
Advances to suppliers | (13,154) | (2,022) | (40,589) | 15,072 |
Prepayments and other current assets | (77,235) | (11,871) | (1,879) | (70,832) |
Amounts due from related parties | (50,023) | (7,688) | (1,207) | (22,416) |
Other non-current assets | (3,064) | (471) | (1,062) | (11,389) |
Accounts payable | 54,547 | 8,384 | 65,352 | 170,486 |
Notes payable | (67,140) | (10,319) | 84,052 | 1,088 |
Income tax payables | 14,609 | 2,245 | 8,018 | 5,597 |
Accrued expenses and other current liabilities | 175,129 | 26,917 | (19,043) | 82,533 |
Net cash provided by (used in) operating activities | (169,074) | (25,986) | 13,441 | 2,202 |
Cash flows from investing activities: | ||||
Purchases of property and equipment | (267,028) | (41,042) | (76,114) | (46,470) |
Purchases of short term investment | (272,614) | (41,900) | 0 | (50,000) |
Disposal of short term investment | 0 | 0 | 10,000 | |
Additions of intangible assets | (36,383) | (5,592) | (16,077) | (11,991) |
Purchases of land use right | (45,810) | (7,041) | 0 | 0 |
Investment in cost method investees | 0 | 0 | (6,750) | (7,682) |
Payment for equity method investees | 0 | 0 | (10,562) | |
Cash paid for business combination, net of cash received | (17,031) | (2,618) | 0 | 0 |
Cash disposed upon deconsolidation of a subsidiary | 0 | 0 | (26,240) | |
Disposal of investment | 1,143 | 176 | 0 | 10,000 |
(Increase) decrease in restricted cash | 1,984 | 305 | (2,688) | (10,244) |
Loan to a cost method investee | (1,440) | (221) | (1,560) | |
Net cash used in investing activities | (637,179) | (97,933) | (119,429) | (126,949) |
Cash flows from financing activities: | ||||
Proceeds from issuance of ordinary shares upon public offering | 0 | 0 | 253,678 | 784,350 |
Payment for public offering costs | (8,562) | (1,316) | (15,644) | (77,289) |
Proceeds from short-term borrowings | 329,392 | 50,627 | 0 | |
Repayment of borrowings | (157,392) | (24,191) | 0 | |
Capital contribution from NCI | 0 | 0 | 14,063 | 0 |
Proceeds from exercises of stock options | 4,267 | 656 | 3,943 | 161 |
Payment for ordinary shares repurchase | 0 | 0 | (45,321) | (13,958) |
Advances for ordinary shares repurchase | 0 | (5,521) | ||
Net cash provided by financing activities | 167,705 | 25,776 | 210,719 | 687,743 |
Net increase (decrease) in cash and cash equivalents | (638,548) | (98,143) | 104,731 | 562,996 |
Cash and cash equivalents, beginning of year | 917,319 | 140,989 | 787,257 | 206,391 |
Effect of exchange rate changes on cash and cash equivalents | (33,962) | (5,220) | 25,331 | 17,870 |
Cash and cash equivalents, end of year | 244,809 | 37,626 | 917,319 | 787,257 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest | 3,054 | 469 | 0 | |
Cash paid for income tax | 43,034 | 6,614 | 7,330 | 2,196 |
Supplemental disclosures of non-cash investing and financing activities: | ||||
Unpaid public offering costs | 0 | 0 | ¥ 8,562 | ¥ 1,545 |
Receivable from disposal of equity investees | 7,608 | 1,169 | ||
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] | ||||
Fair value of assets acquired | 38,905 | 5,980 | ||
Cash paid for the business combination | (17,850) | (2,744) | ||
Liabilities assumed | ¥ 21,055 | $ 3,236 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2017 | |
Organization and Principal Activities [Abstract] | |
Organization and Principal Activities | 1. Organization and Principal Activities Baozun Inc. (the “Company”) was incorporated under the laws of Cayman Islands on December 18, 2013. The Company, its subsidiaries and its VIE (collectively referred to as the “Group”) are principally engaged to provide its customers with end-to-end e-commerce solutions including the sales of apparel, home and electronic products, online store design and setup, visual merchandising and marketing, online store operations, customer services, warehousing and order fulfillment. In 2014, the Group expanded their business and commenced their own online marketplace, Maikefeng, which operates as a mobile application and offers branded products at discounted prices. Maikefeng was operated by Shanghai Zunyi Business Consulting Ltd. ("Shanghai Zunyi" or "VIE"). To comply with the PRC law and regulations which restrict foreign ownership of companies that provide value-added telecommunication services in China, Shanghai Baozun entered into a series of contractual arrangements in April and July 2014 with Shanghai Zunyi and its respective shareholders through which the Company became the primary beneficiary of Shanghai Zunyi. Shanghai Zunyi was established in December 2010 and had no operations before July 2014. The Group began to consolidate Shanghai Zunyi in July 2014 upon entering into the VIE arrangements with Shanghai Zunyi. As of December 31, 2017, the Company’s major subsidiaries and VIE are as follows: Date of Place of Legal Subsidiaries: Baozun Hong Kong Holding Limited 10-Jan-14 HK 100 % Shanghai Baozun E-Commerce Limited 11-Nov-03 PRC 100 % Shanghai Bodao E-Commerce Limited 30-Mar-10 PRC 100 % Shanghai Yingsai Advertisement Limited 30-Mar-10 PRC 100 % Baozun Hongkong Limited 11-Sep-13 HK 100 % Shanghai Fengbo E-Commerce Limited 29-Dec-11 PRC 100 % Baozun Hongkong Investment Limited 21-July-15 HK 100 % Baotong Hong Kong Holding Limited 5-May-16 HK 100 % Baotong E-logistics Technology (Suzhou) Limited 27-March-17 PRC 100 % VIE: Shanghai Zunyi Business Consulting Ltd. 31-Dec-10 PRC N/A History of the Group and reorganization under identical common ownership The Group’s history began in November 2003 with the commencement of operations of Shanghai Baozun E-Commerce Limited (“Shanghai Baozun”), a limited liability company incorporated in the People’s Republic of China (“PRC”) by Mr. Vincent Wenbin Qiu, CEO of the Group, and 5 other individual founders (collectively known as “the Founding Shareholders”). From December 2009 to September 2012, Alibaba Investment Limited (“Alibaba”), Private Opportunities (Mauritius) I Limited (“Private Opportunities”), GS Investment Partners (Mauritius) I limited (“GS Investment”), Stelca Holding Ltd (“Stelca Holding”), New Access Capital Fund (“New Access”), Crescent Castle Holdings Ltd (“Crescent Castle”) and Infinity I-China Investment (Israel) L.P (“Infinity”) (collectively known as the “Investors”) each acquired 25.16 5.81 3.88 1.53 3.86 24.80 6.46 Starting December 2013, pursuant to a framework agreement entered into by the Founding Shareholders and all of the Investors, the Company undertook a series of reorganization transactions to redomiclie its business from PRC to the Cayman Islands (the “Redomiciliation”). The main purpose of the Redomiciliation is to establish a Cayman holding company for the existing business in preparation for its overseas initial public offering. The Redomiciliation was subject to PRC government approval and executed in the following steps: 1) In December 2013, the Company was incorporated in the Cayman Islands to be the holding company of the Group. The Founding Shareholders subscribed to 29,983,883 ordinary shares of the Company at par value of US$0.0001 per share. 2) Upon obtaining all necessary approvals from the PRC government in May 2014, the Investors subscribed for convertible redeemable preferred shares at no consideration, all in the same proportions, on an as converted basis, as the percentage of equity interest they held in Shanghai Baozun in June 2014. Upon the issuance of preferred shares and ordinary shares issued in step 1), the equity structure of the Company is identical to that of Shanghai Baozun. See Note 18 for details of preferred shares issued to the Investors. 3) In July 2014, the Company legally acquired 100% of the equity interest of Shanghai Baozun from the Founding Shareholders and the Investors, thus Shanghai Baozun became a wholly owned subsidiary of the Company. The VIE arrangements Applicable PRC laws and regulations currently limit foreign ownership of companies that provide internet content distribution services. The Company is deemed a foreign legal person under PRC laws and accordingly subsidiaries owned by the Company are ineligible to engage in provisions of internet content or online services. The Group therefore conducts its online marketplace business, Maikefeng through its consolidated VIE, Shanghai Zunyi. Shanghai Zunyi was established by two of the Company’s Founding Shareholders in December 2010 and had no operations until July 2014 when the Group transferred the Maikefeng online marketplace business to Shanghai Zunyi. To provide the Group effective control over Shanghai Zunyi and receive substantially all of the economic benefits of Shanghai Zunyi, Shanghai Baozun entered into a series of contractual arrangements, described below, with Shanghai Zunyi and its individual shareholders. The agreements that provide the Company effective control over the VIE include: (i) Proxy Agreement, under which each shareholder of Shanghai Zunyi has executed a power of attorney to grant Shanghai Baozun the power of attorney to act on his behalf on all matters pertaining to Shanghai Zunyi and to exercise all of his rights as a shareholder of the Shanghai Zunyi, including but not limited to convene, attend and vote at shareholders’ meetings, designate and appoint directors and senior management members. The proxy agreement will remain in effect unless Shanghai Baozun terminates the agreement by giving a 30-day prior written notice or gives its consent to the termination by Shanghai Zunyi. (ii) Exclusive Call Option Agreement, under which the shareholders of Shanghai Zunyi granted Shanghai Baozun or its designated representative(s) an irrevocable and exclusive option to purchase their equity interests in Shanghai Zunyi when and to the extent permitted by PRC law. Shanghai Baozun or its designated representative(s) has sole discretion as to when to exercise such options, either in part or in full. Without Shanghai Baozun’s written consent, the shareholders of Shanghai Zunyi shall not transfer, donate, pledge, or otherwise dispose any equity interests of Shanghai Zunyi in any way. The acquisition price for the shares or assets will be the minimum amount of consideration permitted under the PRC law at the time when the option is exercised. The agreement can be early terminated by Shanghai Baozun, but not by Shanghai Zunyi or its shareholders. The agreements that transfer economic benefits to the Company include: (i) Exclusive Technology Service Agreement, under which Shanghai Zunyi engages Shanghai Baozun as its exclusive technical and operational consultant and under which Shanghai Baozun agrees to assist in arranging the financial support necessary to conduct Shanghai Zunyi’s operational activities. Shanghai Zunyi shall not seek or accept similar services from other providers without the prior written approval of Shanghai Baozun. The agreement has a term of twenty years and will be automatically renewed on a yearly basis after expiration unless otherwise notified by Shanghai Baozun, and shall be terminated if the operation term of either Shanghai Baozun or Shanghai Zunyi expires. Shanghai Baozun may terminate this agreement at any time by giving a prior written notice to Shanghai Zunyi. (ii) Equity Interest Pledge Agreements, under which the shareholders of Shanghai Zunyi pledged all of their equity interests in Shanghai Zunyi to Shanghai Baozun as security of due performance of the obligations and full payment of consulting and service fees by VIE under the Exclusive Technology Service Agreement and other amounts payable by the individual shareholders to Shanghai Baozun under other agreements. If the shareholders of Shanghai Zunyi or Shanghai Zunyi breach their respective contractual obligations, Shanghai Baozun, as pledgee, will be entitled to certain rights, including the right to dispose the pledged equity interests. Pursuant to the agreement, the shareholders of Shanghai Zunyi shall not transfer, assign or otherwise create any new encumbrance on their respective equity interest in Shanghai Zunyi without prior written consent of Shanghai Baozun. The pledge shall be continuously valid until all the obligations and payments due under the Exclusive Technology Service Agreement and certain other agreements have been fulfilled. These contractual arrangements allow the Company, through its wholly owned subsidiary, Shanghai Baozun, to effectively control Shanghai Zunyi, and to derive substantially all of the economic benefits from them. Accordingly, the Company treats Shanghai Zunyi as VIE and because the Company is the primary beneficiary of Shanghai Zunyi, the Company has consolidated the financial results of Shanghai since July 2014. U.S. GAAP provides guidance on the identification of VIE and financial reporting for entities over which control is achieved through means other than voting interests. The Group evaluates each of its interests in an entity to determine whether or not the investee is a VIE and, if so, whether the Group is the primary beneficiary of such VIE. In determining whether the Group is the primary beneficiary, the Group considers if the Group (1) has power to direct the activities that most significantly affects the economic performance of the VIE, and (2) receives the economic benefits of the VIE that could be significant to the VIE. If deemed the primary beneficiary, the Group consolidates the VIE. Risks in relation to the VIE structure The Company believes that the contractual arrangements with Shanghai Zunyi are in compliance with PRC law and are legally enforceable based on the legal advice of the Company’s PRC legal counsel. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce these contractual arrangements and the interests of the shareholders of Shanghai Zunyi may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms, for example by influencing Shanghai Zunyi not to pay the service fees when required to do so. The Company’s ability to control Shanghai Zunyi also depends on the power of attorney Shanghai Baozun has to vote on all matters requiring shareholder approval. As noted above, the Company believes this power of attorney is legally enforceable but may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the Group may be subject to fines and the PRC government could: • revoke the Group’s business and operating licenses; • require the Group to discontinue or restrict the Group’s operations; • restrict the Group’s right to collect revenues; • block the Group’s websites; • require the Group to restructure its operations in such a way as to compel the Group to establish a new enterprise, re-apply for the necessary licenses or relocate its businesses, staff and assets; • impose additional conditions or requirements with which the Group may not be able to comply; or • take other regulatory or enforcement actions against the Group that could be harmful to its business. The imposition of any of these penalties may result in a material and adverse effect on the Group’s ability to conduct its business. In addition, if the imposition of any of these penalties causes the Group to lose the rights to direct the activities of Shanghai Zunyi or the right to receive its economic benefits, the Group would no longer be able to consolidate the entity. The following amounts and balances of Shanghai Zunyi were included in the Group’s consolidated financial statement after the elimination of intercompany balances and transactions: As of 2016 2017 RMB RMB Cash and cash equivalent 1,736 3,554 Accounts receivable, net 15,151 124,930 Inventories 4,912 104 Advance to suppliers 1,084 369 Amounts due from related parties 28,946 67,335 Prepayments and other current assets 4,045 5,180 Investment in a cost method investee 6,750 5,464 Property and equipment, net 177 7 Intangible assets 83 221 Other non-current assets 791 662 Total assets 63,675 207,826 Accounts payable 1,198 4,715 Accrued expenses and other current liabilities 34,240 28,002 Total Liabilities 35,438 32,717 For Year Ended 2015 2016 2017 RMB RMB RMB Net revenues 92,983 101,244 253,551 Operating expenses 123,284 84,952 182,715 Net income (loss) (30,301) 16,085 71,102 Net cash provided by operating activities 1,573 3,405 959 Net cash provided by (used in) investing activities (107) (6,938) 859 Net cash provided by financing activities - - - The VIE contributed an aggregate of 3.58 2.99 6.11 2.69 6.98 4.45 2.85 There are no assets of the VIE that are collateral for the obligations of the VIE and can only be used to settle the obligations of the VIE. There are no terms in any arrangements, considering both explicit arrangements and implicit variable interests that require the Company or its subsidiaries to provide financial support to the VIE. However, if the VIE ever need financial support, the Company or its subsidiaries may, at its option and subject to statutory limits and restrictions, provide financial support to its VIE through loans to the shareholders of the VIE or entrustment loans to the VIE. Relevant PRC laws and regulations restrict the VIE from transferring a portion of their net assets, equivalent to the balance of its statutory reserve and its share capital, to the Company in the form of loans and advances or cash dividends. |
Summary of Significant Principa
Summary of Significant Principal Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Significant Principal Accounting Policies [Abstract] | |
Summary of Significant Principal Accounting Policies | 2. Summary of Significant Principal Accounting Policies The consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States of America (‘‘U.S. GAAP’’). ( The consolidated financial statements include the financial statements of the Company, its subsidiaries and VIE. All transactions and balances among the Company, its subsidiaries and the VIE have been eliminated upon consolidation. The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. Significant accounting estimates are used for, inventory write-down, realization of deferred tax assets, assessment for useful life and impairment of long-lived assets, assessment of goodwill impairment, allowance for doubtful accounts, revenue recognition, valuation of ordinary shares and preferred shares, share-based compensation expense. Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: • Level 1-inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. • Level 2-inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The Group’s consolidated financial instruments include cash and cash equivalents, restricted cash, short-term investment, accounts receivable, other current assets, amounts due from related parties, accounts payable, other current liabilities and amounts due to related parties. The carrying amounts of these short-term financial instruments approximate their fair values due to the short-term maturity of these instruments. The Group did not carry any assets or liabilities as of December 31, 2016 and 2017 respectively, which were measured at fair value on non-recurring basis. Concentration of customers and suppliers For Year Ended December 31, 2016 2017 RMB RMB A 351,204 462,384 The following customer accounted for 10% or more of balances of accounts receivable as of December 31, 2016 and 2017: As of December 31, 2016 2017 RMB RMB A 193,775 342,752 The following suppliers accounted for 10% or more of purchases for the years ended December 31, 2016 and 2017: For Year Ended December 31, 2016 2017 RMB RMB B 629,780 938,128 C 551,459 474,399 Concentration of credit risk Financial instruments that potentially subject the Group to significant concentrations of credit risk primarily consist of cash and cash equivalents, restricted cash, short-term investment and accounts receivable. As of December 31, 2016 and 2017, all of the Group’s cash and cash equivalents, restricted cash and short-term investment were held by major financial institutions located in the PRC, Hong Kong, Japan and Taiwan which management believes are of high credit quality. Accounts receivable are typically unsecured and are derived from revenues earned from customers in the PRC. The risk with respect to accounts receivable is mitigated by credit evaluations the Group performs on its customers and its ongoing monitoring process of outstanding balances. Renminbi (“RMB”) is not a freely convertible currency. The State Administration of Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into foreign currencies. The value of RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. The cash and cash equivalents of the Group included aggregated amounts of RMB 386,375 165,135 42.1 67.5 The Group’s reporting currency is RMB. The functional currency of the Company is the United States dollar (“US$”). The functional currency of the Group’s entities incorporated in Hong Kong is Hong Kong dollars (“HK$”). The functional currency of the Group’s subsidiaries in PRC is RMB. Assets and liabilities are translated from each entity’s functional currency to the reporting currency at the exchange rate on the balance sheet date. Equity amounts are translated at historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income (loss) in the consolidated statements of changes in shareholders’ equity (deficit) and comprehensive income (loss). Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currencies at the prevailing rates of exchange at the balance sheet date. Nonmonetary assets and liabilities are remeasured into the applicable functional currencies at historical exchange rates. Transactions in currencies other than the applicable functional currencies during the year are converted into the functional currencies at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the consolidated statements of operations. Translations of balances in the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss and consolidated statements of cash flows from RMB into US$ as of and for the year ended December 31, 2017 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB 6.5063 Cash and cash equivalents consist of cash on hand, demand deposits and highly liquid investments with maturity of less than three months. As of December 31, 2016 and 2017, the Group pledged cash of RMB 15,290 33,448 34,542 14,400 1,000 Short-term investment comprises of principle-protected financial products purchased from banks with original maturities longer than three months but within one year. Accounts receivable mainly represent amounts due from customers and are recorded net of allowance for doubtful accounts. The Group considers many factors in assessing the collectability of its accounts receivable, such as the age of the amounts due, the customer’s payment history, creditworthiness, financial conditions of the customers and industry trend. An allowance for doubtful accounts is recorded in the period in which a loss is determined to be probable. The Group also makes specific allowance if there is strong evidence indicating that the accounts receivable is likely to be unrecoverable. Accounts receivable balances are written off after all collection efforts have been exhausted. Inventories, consisting of products available for sale, are valued at the lower of cost or market. Cost of inventories is determined using the weighted average cost method. Valuation of inventories is based on currently available information about expected recoverable value. The estimate is dependent upon factors such as historical trends of similar merchandise, inventory aging, historical and forecasted consumer demand and promotional environment. Equity investments of the Group are comprised of investments in privately-held companies. The Group uses the equity method to account for an equity investment over which it has significant influence but does not own a majority equity interest or otherwise control. The Group records equity method adjustments in share of earnings and losses. Equity method adjustments include the Group’s proportionate share of investee income or loss, adjustments to recognize certain differences between the Group’s carrying value and its equity in net assets of the investee at the date of investment, impairments, and other adjustments required by the equity method. Dividends received are recorded as a reduction of carrying amount of the investment. Cumulative distributions that do not exceed the Group’s cumulative equity in earnings of the investee are considered as a return on investment and classified as cash inflows from operating activities. Cumulative distributions in excess of the Group’s cumulative equity in the investee’s earnings are considered as a return of investment and classified as cash inflows from investing activities. For equity investments over which the Group does not have significant influence or control, the cost method of accounting is used. Under the cost method, the Group carries the investment at cost and recognizes income to the extent of dividends received from the distribution of the equity investee’s post-acquisition profits. Classification Useful years Residual rate Electronic devices 3 years 0% - 5 % Vehicle 5 years 5 % Furniture and office equipment 5 years 5 % Machinery 10 years 5 % Buildings 44 years 5 % Leasehold improvement Over the shorter of the expected life of leasehold improvements or the lease term 0 % Repairs and maintenance costs are charged to expenses as incurred, whereas the cost of renewals and betterment that extends the useful lives of property and equipment are capitalized as additions to the related assets. Gains and losses from the disposal of property and equipment are included the consolidated statements of operations. Intangible assets mainly consist of trademark, internally developed software and supplier relationship. Trademark is recorded at cost and amortized on a straight-line basis over the estimated economic useful lives of 10 For internally developed software, the Group expenses all internal-use software costs incurred in the preliminary project stage and capitalized certain direct costs associated with development and purchase of internal software. This internally developed software mostly consisted of order management, customer management and retailing solution systems, which are amortized over 3 Supplier relationship is generated from business combination in 2017, representing the relationship that arose as a result of existing supply agreements with certain brand partners of the subsidiary. Supplier relationship is recorded at fair value, and amortized on a straight-line basis over the estimated useful life of 10 Land use rights represent lease prepayments to the local government authorities. Land use rights are carried at cost less accumulated amortization and impairment losses. Amortization is provided to write off the cost of lease prepayments on a straight-line basis over the period of the right which is 44 Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed from the acquired entity as a result of the Company's acquisition of interests in a subsidiary. Goodwill is not amortized but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that it might be impaired. The Company first assesses qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. In the qualitative assessment, the Company considers primary factors such as industry and market considerations, overall financial performance of the reporting unit, and other specific information related to the operations. Based on the qualitative assessment, if it is more likely than not that the fair value of each reporting unit is less than the carrying amount, the quantitative impairment test is performed. In performing the two-step quantitative impairment test, the first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of goodwill to the carrying value of a reporting unit's goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. This allocation process is only performed for the purposes of evaluating goodwill impairment and does not result in an entry to adjust the value of any assets or liabilities. Application of a goodwill impairment test requires significant management judgment, including the identification of reporting units, allocation of assets, liabilities and goodwill to reporting units, and determination of the fair value of each reporting unit. The Group evaluates the recoverability of long-lived assets with determinable useful lives whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The Group measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows associated with it. Impairment exists when the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Group to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. No impairment charge was recognized for any of the years ended December 31, 2015, 2016 and 2017. The Group provides an integrated suite of e-commerce services to its brand partners through two types of revenue models: direct product sales model and service fees model. Consistent with the criteria of ASC 605, Revenue Recognition The Group generates revenues from selling branded products directly to customers under either the distribution model or as an agent. The Group evaluate whether it is appropriate to record proceeds from product sales as revenues at the gross amount or the net amount as commission fees earned in accordance with ASC 605-45-45. Product Sales Under the distribution model, the Group selects and purchases goods from its brand partners and/or their authorized distributors and sell goods directly to customers through online stores it operates or on its Maikefeng marketplace. Revenue under the distribution model is recognized on a gross basis and presented as product sales on the consolidated statements of operations, because: (i) the Group, rather than the brand partner, is the primary obligor and is responsible to the customers for the key aspects of the fulfillment of the transaction including presales and after-sales services; (ii) the Group bears the physical and general inventory risk once the products are delivered to its warehouse; (iii) the Group has discretion in establishing price; and (iv) the Group has credit risk. Product sales, net of return allowances, value added tax and related surcharges, are recognized when customers accept the products upon delivery. The Group offers online customers an unconditional right of return for a period of seven days upon receipt of products. Return allowances, which reduce revenue, are estimated based on historical data the Group has maintained and its analysis of returns by categories of products, and subject to adjustments to the extent that actual returns differ or expected to differ. A majority of the Group’s customers make online payments through third-party payment platforms when they place orders on websites of the Group’s online stores. The funds will not be released to the Group by these third-party payment platforms until the customers accept the delivery of the products at which point the Group recognizes sales of products. A portion of the Group’s customers pay upon the receipt of products. The Group’s delivery service providers collect the payments from its customers for the Group. The Group records a receivable on the balance sheet with respect to cash held by third-party couriers. Shipping and handling charges are included in net revenues. The Group typically does not charge a shipping fee with order exceeding a certain sale amount. Shipping revenue has not been material for the periods presented. The Group’s shipping costs are presented as part of its operating expenses. Services In some instances, the Group acts as an agent to facilitate the brand partners’ online sales of their branded products. The Group does not take title to the products; it does not have any latitude in establishing prices and selecting merchandise; it has no discretion in selecting suppliers; and it is not involved in determining product specifications and cannot change the product. Based on these indicators, the Group has determined that revenue from its sales of products under these arrangements are service fees in nature. The Group records commission fees from its brand partners based on a pre-determined formula as service revenue in its consolidated statements of operations. The Group also provides IT, online store operations, marketing and promotion, customer service, warehousing and fulfillment, and other services to its brand partners. Brand partners may elect to use the Group’s comprehensive end-to-end e-commerce solutions or select specific elements of its e-commerce supporting infrastructure and service that best fit their needs. The Group charges its brand partners a combination of fix fees and/or variable fees based on the value of merchandise sold or other variable factors such as number of orders fulfilled. Revenue generated from these service arrangements is recognized on a gross basis and presented as services revenue on the consolidated statements of operations. All the costs that the Group incurs in the provision of the above services are classified as operating expenses on the consolidated statements of operations. Revenue generated from services relating to IT service, and marketing and promotion services for brand partners are recognized when the services are rendered. Revenue generated from services relating to online store operations, customer services, and warehouse and fulfillment consisted of both fixed fees and variable fees based on the value of merchandise sold. The fixed fee is recognized as revenue ratably over the service period. Variable fees are recognized as revenue when they become determinable based on the value of merchandise sold and confirmed by the brand partners. Some of the Group’s service contracts are considered multiple element arrangements as they include provision of a combination of various services based on the brand partner’s requirements. These contracts may include one-time online store design and setup services, marketing and promotion services during certain holidays, and continuous online store operation services, warehouse and fulfillment services over a period of time to the same brand partner. The Group allocates arrangement consideration in multiple-deliverable revenue arrangements at the inception of an arrangement to all service revenues based on the relative selling price in accordance with the selling price hierarchy, which includes: (i) vendor-specific objective evidence (“VSOE”) if available; (ii) third-party evidence (“TPE”) if VSOE is not available; and (iii) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. Cost of product consists of the purchase price of products and inbound shipping charges, as well as inventory write-downs. Shipping charges to receive products from the suppliers are included in the inventories, and recognized as cost of products upon sale of the products to the customers. Cost of products does not include other direct costs related to cost of product sales such as shipping and handling expense, payroll and benefits of logistic staff, logistic centers rental expenses and depreciation expenses, etc. Therefore, the Group's cost of products may not be comparable to other companies which include such expenses in their cost of products. The Group periodically receives consideration from certain vendors, representing rebates for products sold over a period of time. The Group accounts for the rebates received from its vendors as a reduction to the price it pays for the products purchased. Rebates are earned based on reaching minimum purchase thresholds for a specified period. When volume rebates can be reasonably estimated based on the Group’s past experiences and current forecasts and purchase volume, a portion of the rebate is recognized as the Group makes progress towards the purchase threshold. Fulfillment costs primarily represent shipping and handling expenses, payment processing and related transaction costs, packaging material costs and those costs incurred in outbound shipping, operating and staffing the Group’s fulfillment and customer service center, including costs attributable to buying, receiving, inspecting and warehousing inventories; picking, packaging and preparing customer orders for shipment. Sales and marketing expenses primarily consist of payroll, bonus and benefits of sales and marketing staff, advertising costs, agency fees and costs for promotional materials. Advertising costs are expensed as incurred. Advertising and promotion costs in connection with the provision of marketing and promotion services to brand clients consisted of fees the Group paid to third party venders for advertising and promotion on various online and offline channels. Such costs were included as sales and marketing in the consolidated statements of operations and totaled RMB 208,014 250,096 362,721 Technology and content expenses consist primarily of technology infrastructure expenses, payroll and related expenses for employees in technology and system department, editorial content, as well as costs associated with the computer, storage and telecommunications infrastructure for internal use. General and administrative expenses consist of payroll and related expenses for payroll, bonus and benefit costs for corporate employees, legal, finance, technical consulting, meeting expenses, rental fee and other corporate overhead costs. Other operating income mainly consists of government subsidies and income derived from American Depositary Receipt (“ADR”) arrangements entered into between the Company and an ADR depositary bank (“DB”) in May 2015. Government subsidies consist of cash subsidies received by the Company’s subsidiaries in the PRC from local governments. Subsidies received as incentives for conducting business in certain local districts with no performance obligation or other restriction as to the use are recognized when cash is received. Cash subsidies of RMB 8,686 4,718 10,308 According to the ADR arrangements, the Company will have the right to receive series of reimbursements after the closing of IPO over the five-year term as a return of using DB’s services. Total reimbursements are recognized evenly over the contract term as other operating income. For the year ended December 31, 2017, the Group recorded other operating income of RMB 2,517 The Company grants share options to eligible employees, management and directors and accounts for these share-based awards in accordance with ASC 718 Compensation-Stock Compensation. Employees’ share-based awards are measured at the grant date fair value of the awards and recognized as expenses a) immediately at grant date if no vesting conditions are required; or b) using graded vesting method, net of estimated forfeitures, over the requisite service period, which is the vesting period. All transactions in which goods or services are received in exchange for equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Prior to the initial public offering of the Company, the fair value of the share options were assessed using the income approach/discounted cash flow method, with a discount for lack of marketability given that the shares underlying the awards were not publicly traded at the time of grant. This assessment required complex and subjective judgments regarding the Company’s projected financial and operating results, its unique business risks, the liquidity of its ordinary shares and its operating history and prospects at the time the grants were made. In addition, the binomial option-pricing model is used to measure the value of share options. The determination of the fair value is affected by the fair value of the ordinary shares as well as assumptions regarding a number of complex and subjective variables, including the expected share price volatility, actual and projected employee and non-employee share option exercise behavior, risk-free interest rates and expected dividends. The fair value of these awards was determined with the assistance from an independent valuation firm using management’s estimates and assumption. After the initial public offering, a discount for lack of marketability was not applicable in determining the fair value of the share options. In determining the fair value of the share options, the closing market price of the underlying shares on the grant dates is applied. The assumptions used in share-based compensation expense recognition represent management’s best estimates, but these estimates involve inherent uncertainties and application of management judgment. If factors change or different assumptions are used, the share-based compensation expenses could be materially different for any period. Moreover, the estimates of fair value of the awards are not intended to predict actual future events or the value that ultimately will be realized by grantees who receive share-based awards, and subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company for accounting purposes. In determining the fair value of the restricted share units granted, the closing market price of the underlying shares on the grant date is applied. Forfeitures are estimated at the time of grant and revised in the subsequent periods if actual forfeitures differ from those estimates. For modification of share-based awards, the Company records the incremental fair value of the modified award as share-based compensation on the date of modification for vested awards or over the remaining vesting period for unvested awards. The incremental compensation is the excess of the fair value of the modified award on the date of modification over the fair value of the original award immediately before the modification. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. The Group accounts for current income taxes on the basis of net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. The Group accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the temporary differences between the financial statements carrying amounts and tax bases of existing assets and liabilities by applying enacted statutory tax rates that will be in effect in the period in which the temporary differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance when, based upon the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statements of operations in the period of change. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. Leases, including leases of offices and warehouses, where substantially all the rewards and risks of ownership of assets remain with the lessor are accounted for as operating leases. Payments made under operating leases are recognized as an expense on a straight-line basis over the lease term. The Group had no capital leases for any of the years stated herein. Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. For the periods presented, the Group’s comprehensive income (loss) includes net income (loss) and foreign currency translation adjustments and is presented in the consolidated statements of comprehensive income (loss). Basic earnings (loss) per ordinary share is computed by dividing net income (loss) attributable to ordinary shareholders by weighted average number of ordinary shares outstanding during the period. The Company’s convertible redeemable preferred shares are participating securities as the preferred shares participate in undistributed earnings on an as-if-converted basis. Accordingly, the Company uses the two-class method whereby undistributed net income is allocated on a pro rata basis to each participating share to the extent that each class may share in income for the period. Undistributed net loss is not allocated to preferred shares because they are not contractually obligated to participate in the loss allocated to the ordinary shares. Diluted earnings (loss) per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible redeemable preferred shares and stock options, which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted income per share, the effect of the convertible redeemable preferred shares is computed using the as-if-converted method; the effect of the stock options and restricted share units is computed using the treasury stock method. Upon the consummation of the Company’s initial public offering in May 2015, the convertible redeemable preferred shares were converted into Class A ordinary shares. The two-class method of computing earnings per share ceased to apply on the conversion date. In April 2015, the Company's shareholders voted in favor of a proposal to adopt a dual-class share structure, pursuant to which the Company's authorized share capital was reclassified and re-designated into Class A ordinary shares and Class B ordinary shares. Both Class A ordinary shares and Class B ordinary shares are entitled to the same dividend right, as such, this dual-class share structure has no impacts to |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combination | 3. Business Combination In July 2017, the Group acquired 51 RMB Consideration Cash 17,850 Noncontrolling interests 17,150 Less: Fair value of current net assets acquired 10,126 Identified intangible assets 15,621 Deferred tax liabilities from intangible assets (3,905) Goodwill 13,158 The Group engaged a third party valuation firm to assist with the valuation of assets acquired and liabilities assumed in this business combination. The excess of the total cash consideration over the fair value of the assets acquired was recorded as goodwill which is not amortized and not tax deductible. The acquisition was not material to the consolidated financial statements for the year ended December 31, 2017, as such proforma results of operations are not presented. Goodwill resulted from this acquisition was assigned to one single reporting unit. |
Accounts receivable, net
Accounts receivable, net | 12 Months Ended |
Dec. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |
Accounts receivable, net | 4. Accounts receivable, net As of December 31, 2016 2017 RMB RMB Accounts receivable 625,997 1,084,393 Allowance for doubtful accounts: Balance at beginning of the year (670) (1,180) Additions (510) (1,485) Write-offs - 1,007 Balance at end of the year (1,180) (1,658) Accounts receivable, net 624,817 1,082,735 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2017 | |
Inventories [Abstract] | |
Inventories | 5. Inventories As of December 31, 2016 2017 RMB RMB Products 309,160 377,668 Packing materials and others 2,911 7,004 Inventories 312,071 384,672 Inventories write-downs are recorded in cost of products in the consolidated statements of operations, which were RMB 21,125 38,759 42,313 |
Prepayments and other current a
Prepayments and other current assets | 12 Months Ended |
Dec. 31, 2017 | |
Prepayments and other current assets [Abstract] | |
Prepayments and other current assets | 6. Prepayments and other current assets As of December 31, 2016 2017 RMB RMB Rebate (1) 69,464 165,220 Deposits (2) 6,407 6,322 Value-added tax (“VAT”) recoverable 11,522 - Employee advances (3) 1,073 748 Prepaid expenses 11,648 17,106 Interest receivables 5,450 8,620 Receivable from disposal of equity investees - 7,608 Others 2,931 6,368 Prepayment and other current assets 108,495 211,992 (1) Rebate represents amounts payable earned and receivable from suppliers upon reaching minimum purchase thresholds for a specified period. The rebates can be used to offset future purchases with the same supplier. (2) Deposits represent rental deposits and deposits paid to third-party vendors. (3) Employee advances represent cash advanced to online store managers for store daily operation, such as online store promotion activities. |
Property and equipment, net
Property and equipment, net | 12 Months Ended |
Dec. 31, 2017 | |
Property and equipment, net [Abstract] | |
Property and equipment, net | 7. Property and equipment, net As of December 31, 2016 2017 RMB RMB Electronic devices 48,432 79,729 Vehicle 3,209 4,872 Furniture and office equipment 8,576 15,078 Leasehold improvement 84,121 106,367 Machinery 11,325 17,684 Buildings - 196,477 Total 155,663 420,207 Accumulated depreciation and amortization (54,771) (89,283) Property and equipment, net 100,892 330,924 Depreciation and amortization expenses were RMB 16,613 26,659 37,436 |
Intangible assets, Net
Intangible assets, Net | 12 Months Ended |
Dec. 31, 2017 | |
Intangible assets, Net [Abstract] | |
Intangible assets, Net | 8. Intangible assets, Net As of December 31, 2016 2017 RMB RMB Internally developed software 49,426 85,928 Trademark 960 841 Supplier relationship - 15,620 Accumulated amortization (23,402) (36,239) Intangible assets, net 26,984 66,150 Amortization expenses for intangible assets were RMB 6,532 9,221 12,837 19,739 17,506 13,546 4,258 2,949 |
Investments in equity investees
Investments in equity investees | 12 Months Ended |
Dec. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in equity investees | 9. Investments in equity investees (a) Investments in cost method investees As of December 31, 2016 and 2017, investments in cost method investees accounted for under the cost method were RMB 20,057 12,146 solution and digital marketing solution. In 2017, the Group disposed certain investments with total cost of RMB 3,286 8,750 RMB5,464 The Group is required to perform an impairment assessment of its investments whenever events or changes in business circumstances indicate that the carrying value of the investment may not be fully recoverable. An impairment loss is recorded when there has been a loss in value of the investment that is other than temporary. Based on the assessment, the Group concluded that certain investment should be fully impaired as the operations are no longer viable. The cost of RMB 4,625 1,602 6,227 (b) Investments in equity method investee In July 2016, the Group entered into a joint venture agreement to establish an e-commerce joint venture with CJ O Shopping. Baozun holds 51% shares and CJ O Shopping holds 49% shares. The management considers Baozun has the controlling financial interest over Baozun CJ, and accounted for Baozun CJ as a consolidating subsidiary upon establishment. In December 2016, pursuant to the amended Articles of Association, significant operational matters require agreement from CJ O Shopping. As such, the Group no longer has control over Baozun CJ and therefore deconsolidated the entity, and accounted for its investment in Baozun CJ using the equity method to accounting. No gain/loss was recognized upon deconsolidation. Share of loss in equity method investment of RMB 1,265 |
Short-term loans
Short-term loans | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Short-term Debt | 10. Short-term loans In 2017, the Group entered one-year credit facilities with several Chinese Commercial Banks that provide for revolving line of credit for the Group. Under such credit facilities, the Group can borrow up to 735,100 which can only be used to maintain daily operation. As of December 31, 2017, the Group drawn short-term bank borrowings from the credit facilities in amount of RMB 172,000 4.57 As of December 31, 2017, credit facilities in amount of 83,115 was used to issue the letters of guarantee with an aggregate maximum of RMB116,563 and RMB33,600 was used to issue notes payable with an aggregate maximum of RMB48,000. As such, RMB446,384 was available for future borrowing at the end of 2017. The credit facilities will expire during the period from January to October 2018. Interest expenses were 4,252 nil for the years ended December 31, 2017 and 2016, respectively. |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Accrued expenses and other current liabilities [Abstract] | |
Accrued expenses and other current liabilities | 11. Accrued expenses and other current liabilities As of December 31, 2016 2017 RMB RMB Logistics expenses accruals 32,071 157,777 Advances from customers 22,682 25,148 Outsourced labor cost payable 10,890 31,987 Salary and welfare payable 26,353 46,362 Professional fee accruals 10,793 6,117 Marketing expenses accruals 9,449 16,363 Other tax payable 2,947 12,425 Receipt on behalf of merchants on Maikefeng marketplace (1) 20,796 1,951 Others 2,860 13,806 Accrued expenses and other current liabilities 138,841 311,936 (1) Receipt on behalf of merchants on Maikefeng marketplace represents amount received from end customers on behalf of and payable to merchants on Maikefeng marketplace. |
Income tax
Income tax | 12 Months Ended |
Dec. 31, 2017 | |
Income tax [Abstract] | |
Income tax | 12. Income tax Under the current laws of the Cayman Islands, the Company incorporated in the Cayman Islands is not subject to tax on income or capital gain. Additionally, the Cayman Islands does not impose a withholding tax on payments of dividends to shareholders. Under the current Hong Kong Inland Revenue Ordinance, the Group’s subsidiaries domiciled in Hong Kong are subject to 16.5 Under the Law of the People’s Republic of China on Enterprise Income Tax (‘‘EIT Law’’), the Group’s subsidiaries and VIE domiciled in the PRC are subject to 25% statutory rate. According to Guoshuihan 2009 No. 203, if an entity is certified as an “High and New Technology Enterprise,” it is entitled to a preferential income tax rate of 15%. VIE obtained the certificate of “Advanced and New Technology Enterprise” in 2017 and the provision for PRC corporate income tax for VIE is calculated by applying the income tax rate of 15% for the year ended December 31, 2017. For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Current tax expenses 7,793 15,348 57,642 Deferred tax (13,815) 1,483 (3,391) Income tax (benefits) expenses (6,022) 16,831 54,251 For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Statutory income tax rate 25.00 % 25.00 % 25.00 % Share-based compensation 23.47 % 8.36 % 5.50 % Effect on tax rates in different tax jurisdiction (15.88) % (1.01) % (1.91) % Effect of preferential tax benefit on assessable profits of subsidiary incorporated in the PRC - % - % (2.24) % Tax incentives relating to research and development expenditure (17.00) % (8.87) % (5.16) % Other non-deductible expenses 0.60 % 0.78 % 0.09 % Changes in valuation allowance (38.63) % (7.80) % (0.78) % Effective income tax rate (22.44) % 16.46 % 20.50 % As of December 31, 2016 2017 RMB RMB Deferred tax assets: Logistics expenses accruals 1,989 511 Inventory write-down 5,404 7,889 Allowance for other investments - 1,557 Promotion expenses accruals 1,270 1,628 Outsourced labor cost 2,620 - Promotion expenses paid but tax invoices not received 186 - Salary and welfare payable 748 447 Professional fee accruals 1,307 1,202 Marketing expenses accruals 424 1,265 Allowance for doubtful accounts 295 368 Other accruals 1,034 1,153 Net operating loss carry forward 5,452 5,833 Less: valuation allowance (8,397) (6,325) Deferred tax assets, net 12,332 15,528 Deferred tax liabilities: Identifiable intangible assets - (3,710) Deferred tax liabilities - (3,710) The Group considers positive and negative evidence to determine whether some portion or all of the deferred tax assets will be more likely than not realized. This assessment considers, among other matters, the nature, frequency and severity of recent losses and forecasts of future profitability. These assumptions require significant judgment and the forecasts of future taxable income are consistent with the plans and estimates the Group is using to manage the underlying businesses. Valuation allowances are established for deferred tax assets based on a more likely than not threshold. The Group’s ability to realize deferred tax assets depends on its ability to generate sufficient taxable income within the carry forward periods provided for in the tax law. The Group has provided a valuation allowance for the deferred tax assets relating to the future benefit of net operating loss carry forwards and other deferred tax assets of certain subsidiaries as of December 31, 2016 and 2017, respectively, as management is not able to conclude that the future realization of some of those net operating loss carry forwards and other deferred tax assets are more likely than not. The amount of tax loss carried forward was RMB 24,461 23,857 Movement of the valuation allowance is as follows: For Year Ended December 31, 2016 2017 RMB RMB Balance as of January 1 16,368 8,397 Reversals (7,971) (2,072) Balance as of December 31 8,397 6,325 Uncertainties exist with respect to how the current income tax law in the PRC applies to the Group’s overall operations, and more specifically, with regard to tax residency status. The EIT Law includes a provision specifying that legal entities organized outside of the PRC will be considered residents for Chinese income tax purposes if the place of effective management or control is within the PRC. The implementation rules to the EIT Law provide that non-resident legal entities will be considered PRC residents if substantial and overall management and control over the manufacturing and business operations, personnel, accounting and properties, occurs within the PRC. Despite the present uncertainties resulting from the limited PRC tax guidance on the issue, the Group does not believe that the legal entities organized outside of the PRC within the Group should be treated as residents for EIT Law purposes. If the PRC tax authorities subsequently determine that the Company and its subsidiaries registered outside the PRC should be deemed resident enterprises, the Company and its subsidiaries registered outside the PRC will be subject to the PRC income taxes, at a rate of 25%. The Group is not subject to any other uncertain tax position. As of December 31, 2016 and December 31, 2017, retained earnings of Company's subsidiaries and VIE located in PRC is RMB 7,663 238,137 Under applicable accounting principles, a deferred tax liability should be recorded for taxable temporary differences attributable to the excess of financial reporting basis over tax basis in a domestic subsidiary. However, recognition is not required in situations where the tax law provides a means by which the reported amount of that investment can be recovered tax free and the enterprise expects that it will ultimately use that means. The Group completed its feasibility analysis on a method, which the Group will ultimately execute if necessary to repatriate the undistributed earnings of the VIE without significant tax costs. As such, the Group does not accrue deferred tax liabilities on the earnings of the VIE given that the Group will ultimately use the means. |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2017 | |
Ordinary Shares [Abstract] | |
Ordinary Shares | 13. Ordinary Shares In May 2015, the Company's authorized share capital was re-designated and reclassified into 99,524,574 13,300,738 Upon the incorporation of the Company in December 2013, the Founding Shareholders of the Group subscribed 29,983,883 0.0001 1,925,063 Upon the initial public offering in May 2015, the Company issued 37,950,000 In November 2015, the Board of Directors of approved the Company to repurchase up to US$ 10,000 3,603,642 803,811 Upon the follow-on public offering in December 2016, the Company issued 9,000,000 For the years ended December 31, 2017 and 2016, 6,713,415 2,544,255 |
Net income (loss) per share
Net income (loss) per share | 12 Months Ended |
Dec. 31, 2017 | |
Net loss per share [Abstract] | |
Net income (loss) per share | 14. Net income (loss) per share For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Numerator: Net income 22,621 85,424 209,130 Change in redemption value of preferred shares (25,332) - - Net (income) loss attributable to noncontrolling interests - 1,209 (264) Net income (loss) attributable to ordinary shareholders of Baozun Inc. (2,711) 86,633 208,866 Net income (loss) per share attributable to ordinary shareholders of Baozun Inc. Basic (0.03) 0.58 1.29 Diluted (0.03) 0.53 1.19 Net income (loss) per ADS (1 ADS represents 3 Class A ordinary shares) attributable to ordinary shareholders of Baozun Inc. Basic (0.08) 1.74 3.87 Diluted (0.08) 1.59 3.56 Shares (Denominator): Weighted average number of ordinary shares Basic 102,987,119 149,935,100 162,113,815 Diluted 102,987,119 163,926,674 176,115,049 The Group has determined that its convertible redeemable preferred shares are participating securities as the preferred shares participate in undistributed earnings on an as-if-converted basis. The holders of the preferred shares are entitled to receive dividends on a pro rata basis, as if their shares had been converted into ordinary shares. Accordingly, the Group uses the two-class method of computing net income per share, for ordinary and preferred shares according to participation rights in undistributed earnings, However, undistributed net loss is only allocated to ordinary shareholders because holders of preferred shares are not contractually obligated to share losses. Upon IPO, all of the Group's convertible redeemable preferred shares have been converted to ordinary shares. The two-class method ceased to apply upon conversion. As a result of the Group’s net loss for the year ended December 31, 2015, 3,976,311 16,574,854 share options outstanding were excluded from the calculation of diluted loss per share as their inclusion would have been anti-dilutive For the year ended December 31, 2016, the Group had 2,802,810 |
Related party transactions
Related party transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related party transactions [Abstract] | |
Related party transactions | 15. Related party transactions The table below sets forth the major related parties and their relationships with the Group as of December 31, 2017: Name of related parties Relationship with the Group Alibaba Group Holding Limited (“Alibaba Group”) Parent company of Alibaba, one of the Group’s ordinary shareholders Ahead (Shanghai) Trade Co., Ltd. (“Ahead”) Subsidiary of Softbank, one of the Group’s ordinary shareholders Shanghai Baozun-CJ E-commerce Co., Ltd. ("BCJ") Equity method investee of the Group For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Marketing and platform service fees paid to Alibaba Group 141,412 246,136 351,482 Logistic service fees paid to Alibaba Group 2,059 - 13,052 Warehousing service revenue generated from Alibaba Group - - 5,105 Store operation service revenue generated from Ahead 7,850 3,606 117 Commission fee paid to Ahead 1,134 4,285 1,591 As of December 31, 2016 2017 RMB RMB Amounts due from Alibaba Group 10,392 17,611 Amounts due from Ahead 28,380 66,633 Amounts due from BCJ 1,571 4,551 Amounts due from Alibaba Group consisted of receivables of RMB 10,392 17,611 Amounts due from Ahead consisted of receivables from Ahead for services provided by the Group and the amounts collected by Ahead on behalf of the Group. The receivables from Ahead for services provided by the Group as of December 31, 2016 and 2017 were RMB 436 27,944 66,633 |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2017 | |
Commitments [Abstract] | |
Commitments | 16. Commitments (a) Operating Leases Agreements The Group leases office space, service center and warehouses under non-cancellable operating lease agreements that expire at various dates through December 2026. During the three years ended December 31, 2015, 2016 and 2017, the Group incurred rental expenses amounting to RMB 36,706 71,127 105,126 As of December 31, 2017, minimum lease payments under all non-cancellable leases were as follows: Year ended RMB 2018 93,022 2019 87,836 2020 71,977 2021 39,095 2022 and after 106,265 Total lease commitment 398,195 (b) Other Commitment In 2017, the Group entered into a license agreement with a brand partner to obtain the right and obligation to distribute, sell, advertise and promote specific products of the brand. The future aggregate minimum payments under the license agreement are as follows: Year ended RMB 2018 17,117 2019 25,866 2020 38,038 2021 55,916 2022 and after 381,906 Total other commitment 518,843 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | 17. Share-Based Compensation Share incentive plan On January 28, 2010, Shanghai Baozun's board of directors approved the Share Incentive Plan of Shanghai Baozun (the "Shanghai Baozun Plan"), which allows Shanghai Baozun to offer a variety of share-based incentive awards to employees, officers, directors and individual consultants. In conjunction with the Redomiciliation in 2014, the Group adopted the 2014 Share Incentive Plan ("2014 Plan") to replace Shanghai Baozun Plan. The board of directors have authorized issuance of up to 20,331,467 On May 5, 2015, the Board of Directors of the Company approved 2015 Share Incentive Plan (“2015 Plan”). The Board of Directors has authorized the issuance of up to 4,400,000 In July 2016, the Group made amendment to the 2015 plan that if on December 31 of each year beginning in 2016, the unissued shares reserved under the 2015 Plan account for less than 1.5% of the then total issued and outstanding shares on an as-converted basis, then on the first day of the next calendar year, the number of shares reserved for future issuances under the 2015 Plan shall be automatically increased to 1.5% of the then total issued and outstanding shares. On May 20, 2015, the Group granted 70,000 0.001 4 On August 14, 2015, the Group granted 452,770 11.67 18.6 4 On March 3, 2016, the exercise price of 2,098,111 2.87 1.5 1.5 0.0001 3,432 956 2,476 2.89 On February 23, 2017, the exercise price of 1,306,743 1.5 0.0001 12,347 6,321 6,026 1.95 No more share option was granted during the years ended December 31, 2016 and 2017. Share options The Group has used the binomial model to estimate the fair value of the options granted under the 2014 and 2 0 For the Year Ended December 31, 2015 Risk-free interest rate 2.61% ~ 2.833% Contract life 10 years Expected volatility range 48.78% ~ 48.96% Expected dividend yield 0.00% Fair value of the underlying shares on the date of option grants (RMB) 16.23~22.63 The Group estimated the risk-free interest rate based on the yield to maturity of U.S. treasury bonds denominated in USD and adjusted for country risk premium of PRC at the option valuation date. The expected volatility at the date of grant date and each option valuation date was estimated based on the annualized standard deviation of the daily return embedded in historical share prices of comparable peer companies with a time horizon close to the expected expiry of the term. The Group has never declared or paid any cash dividends on its capital stock, and the Group does not anticipate any dividend payments in the foreseeable future. A summary of option activity during the years ended December 31, 2015, 2016 and 2017 is presented below: Number of Weighted Weighted Aggregate RMB RMB Outstanding, as of January 1, 2015 15,153,023 0.1 8.6 - Granted 4,472,745 Forfeited (1,311,296) Expired (113,421) Exercised (1,626,197) 29,443 Outstanding, as of December 31, 2015 16,574,854 3.5 8.0 - Granted - Forfeited (1,118,589) Expired (59,813) Exercised (2,544,255) 50,199 Outstanding, as of December 31, 2016 12,852,197 2.2 7.2 - Granted - Forfeited (148,965) Expired - Exercised (5,126,034) 269,696 Outstanding, as of December 31, 2017 7,577,198 1.1 6.3 - Vested and expected to vest as of December 31, 2017 7,263,589 0.9 6.3 479,380 Exercisable as of December 31, 2017 5,731,293 0.4 6.1 385,205 The weighted-average grant-date fair value of the options granted in 2014 and 2015 were RMB 13.32 13.43 As of December 31, 2017, there was RMB 132,986 2.7 Restricted share units Under the 2015 Plan, the Group granted 3,663,574 1,548,747 Number of Weighted-Average RMB Outstanding, as of January 1, 2016 3,976,311 17.28 Granted 3,663,574 18.32 Forfeited (793,355) Outstanding, as of December 31, 2016 6,846,530 17.83 Granted 1,548,747 45.96 Vested (1,587,381) 17.19 Forfeited (653,277) Outstanding, as of December 31, 2017 6,154,619 24.91 The Group recorded compensation expense of RMB 25,195 34,185 58,231 For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Fulfillment 1,440 1,755 2,904 Sales and marketing 9,793 13,370 20,363 Technology and content 5,047 7,875 13,822 General and administrative 8,915 11,185 21,142 25,195 34,185 58,231 |
Convertible Redeemable Preferre
Convertible Redeemable Preferred Shares | 12 Months Ended |
Dec. 31, 2017 | |
Convertible Redeemable Preferred Shares [Abstract] | |
Convertible Redeemable Preferred Shares | 18. Convertible Redeemable Preferred Shares On December 31, 2009 and August 19, 2010, Alibaba acquired 39.56 32,732 In January and June 2011, Crescent Castle and New Access acquired 27.55 119,120 7.29 12,859 Series B equity interests have preferential rights to Series A equity interests and ordinary shares in respect of redemption and distribution of proceeds upon liquidation. Series A and Series B equity interests are automatically redeemed at a price equal to the subscription price plus interest at a per annum compounded rate of 12.5 1 1 In September 2012, a group of investors including existing preferred share investors acquired 27.62 266,240 270,923 4,683 15 1 In conjunction with the issuance of Series C1 equity interests, Shanghai Baozun modified the terms of Series A equity interests and Series B equity interests to extend the date of mandatory redemption from December 31, 2015 to December 5, 2017. Subsequent to this modification, Series C1 equity interests, Series B equity interests, and Series A equity interests contain the same terms with the exception of priority in liquidation or redemption (i.e., Series C1 equity interests have priority over Series B equity interests, which have priority over Series A equity interests, which have priority over ordinary shares). The change to Series A equity interests and Series B equity interests in September 2012 were limited to an extension of the mandatory redemption date on failure of the Company to consummate a Qualified IPO from December 31, 2015 to December 5, 2017, the Company does not consider this change as an extinguishment of Series A equity interests and Series B equity interest as the impact of this change was not significant. The extension of the mandatory redemption date did not increase the value of convertible redeemable preferred shares. Upon the Redomiciliation as described in Note 1, Investors exchanged all of their Series A equity interests, Series B equity interests and Series C1 equity interests into 19,622,241 26,532,203 29,056,332 In August 2014, the Company repurchased 1,925,063 20,964 1,925,063 20,964 37,630 16,666 In October 2014, the Company issued 7,504,324 0.0001 3.20 19.69 145,746 All of the preferred shares were converted to ordinary shares immediately upon the completion of the Group’s initial public offering on May 21, 2015. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans | 19. Employee Benefit Plans The Group’s PRC subsidiaries are required by law to contribute a certain percentages of applicable salaries for retirement benefits, medical insurance benefits, housing funds, unemployment and other statutory benefits. The PRC government is directly responsible for the payments of such benefits. The Group contributed RMB 35,947 60,134 92,138 |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Information [Abstract] | |
Segment Information | 20. Segment Information The Group’s chief operating decision maker ("CODM") has been identified as the chief executive officer. Prior to 2017, the CODM reviewed results in two segments: (i) the brand e-commerce segment, which provides e-commerce solutions to brand partners, including IT services, store operations, digital marketing, customer services, warehousing and fulfillment, and (ii) the Maikefeng segment, which operates the retail online platform, Maikefeng. Due to the unsatisfactory operating performance of Maikefeng, the Group scaled down the business operation of Maikefeng and is in the process of selling of Maikefeng's inventory in 2017. As a result of the reduction of Maikefeng’s operations, starting from 2017, the CODM reviews the consolidated results of the Group as a whole when making decisions about allocating resources and assessing performance of the Group. As such, no segment information was presented for 2017. In conformity with the 2017 presentation, no segment information was presented for 2016 and 2015. The Group mainly operates in the PRC and most of the Group’s long-lived assets are located in the PRC. Most of the Group’s revenues are derived from the PRC. |
Restricted Net Assets
Restricted Net Assets | 12 Months Ended |
Dec. 31, 2017 | |
Restricted Net Assets [Abstract] | |
Restricted Net Assets | 21. Restricted Net Assets Pursuant to the laws applicable to the PRC's Foreign Investment Enterprises and local enterprises, The Company's entities in the PRC must make appropriation from after-tax profit to non-distributable reserve funds as determined by the Board of Directors of the Company. The Company's subsidiaries and VIE, in accordance with the China Company Laws, must make appropriation from its after-tax profit (as determined under PRC GAAP) to non-distributable reserve funds including (i) statutory surplus fund, (ii) statutory public welfare fund and (iii) discretionary surplus fund. Statutory surplus find is at least 10% of the after-tax profit as determined under PRC GAAP until such reserve has reached 50% of the registered capital of the respective company. Appropriation of the statutory public welfare fund and discretionary surplus fund are made at the discretion of the Company. The appropriation to these reserves by the Group's PRC entities were RMB 1,610 4,121 8,656 2,248 6,369 15,025 As a result of these PRC laws and regulations and the requirement that distributions by PRC entities can only be paid out of distributable profits computed in accordance with PRC GAAP, the PRC entities are restricted from transferring a portion of their net assets to the Group. Amounts restricted include paid-in capital and the statutory reserves of the Company’s PRC subsidiaries and VIE. As of December 31, 2017, the aggregate amounts of capital and statutory reserves restricted which represented the amount of net assets of the relevant subsidiaries and VIE in the Group not available for distribution was RMB 536,155 |
FINANCIAL INFORMATION OF PARENT
FINANCIAL INFORMATION OF PARENT COMPANY | 12 Months Ended |
Dec. 31, 2017 | |
FINANCIAL INFORMATION OF PARENT COMPANY [Abstract] | |
FINANCIAL INFORMATION OF PARENT COMPANY | CONDENSED BALANCE SHEETS (All amounts in thousands, except for share and per share data) As of December 31, 2016 2017 RMB RMB US$ Note 3 ASSETS Current assets: Cash and cash equivalents 460,670 313,138 48,128 Prepayments and other current assets 2,526 5,434 835 Amounts due from subsidiaries and VIE 779,762 859,678 132,132 Total current assets 1,242,958 1,178,250 181,095 Investments in subsidiaries and VIE 325,144 630,442 96,897 Cost method invest ments 6,682 6,682 1,027 TOTAL ASSETS 1,574,784 1,815,374 279,019 LIABILITIES Current liabilities: Other current liabilities 2,772 6,351 976 Total current liabilities 2,772 6,351 976 TOTAL LIABILITIES 2,772 6,351 976 SHAREHOLDERS' EQUITY Class A ordinary shares (US$0.0001 par value; 470,000,000 92 95 15 Class B ordinary shares (US$0.0001 par value; 30,000,000 8 8 1 Additional paid-in capital 1,761,430 1,823,925 280,332 Accumulated deficit (233,866 ) (25,000 ) (3,841 ) Accumulated other comprehensive income 44,348 9,995 1,536 Total shareholders' equity 1,572,012 1,809,023 278,043 TOTAL LIABILITIES, CONVERTIBLE REDEEMABLE PREFERRED SHARES AND SHAREHOLDERS’ EQUITY 1,574,784 1,815,374 279,019 CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (All amounts in thousands, except for share and per share data) For year ended December 31, 2015 2016 2017 RMB RMB RMB US$ Note 3 Operating expenses: General and administrative (3,126 ) (6,129 ) (6,075 ) (934 ) Other operating income 1,399 2,446 2,492 383 Total operating expenses (1,727 ) (3,683 ) (3,583 ) (551 ) Loss from operations (1,727 ) (3,683 ) (3,583 ) (551 ) Interest income 1,175 3,358 7,187 1,105 Exchange gain (loss) (471 ) 7 47 7 Equity in income of subsidiaries and VIE 23,644 86,951 205,215 31,541 Net income 22,621 86,633 208,866 32,102 Deemed dividend from issuance of convertible redeemable preferred shares - - - - Change in redemption value of convertible redeemable preferred shares (25,332 ) - - - Net income (loss) attributable to ordinary shareholders (2,711 ) 86,633 208,866 32,102 Net income 22,621 86,633 208,866 32,102 Foreign currency translation adjustment 18,008 25,136 (34,353 ) (5,280 ) Comprehensive income 40,629 111,769 174,513 26,822 CONDENSED STATEMENTS OF CASH FLOWS (All amounts in thousands, except for share and per share data) For year ended December 31, 2015 2016 2017 RMB RMB RMB US$ Note 3 Cash flows from operating activities: Net income 22,621 86,633 208,866 32,102 Adjustments to reconcile net income to net cash provided by (used in) Exchange (gain) loss 471 (7 ) (47 ) (7 ) Equity in income of subsidiaries and VIE (23,644 ) (86,951 ) (205,215 ) (31,541 ) Changes in other current liabilities 9,127 (6,394 ) 3,580 550 Net cash provided by (used in) operating activities 8,575 (6,719 ) 7,184 1,104 Cash flows from investing activities: Advances to subsidiaries and VIE (229,031 ) (14,879 ) (79,916 ) (12,283 ) Investment in cost method investees (6,682 ) - - - Investments in subsidiaries (366,234 ) 14,139 (41,853 ) (6,433 ) Net cash used in investing activities (601,947 ) (740 ) (121,769 ) (18,716 ) Cash flows from financing activities: Proceeds from issuance of ordinary shares upon public offering, net 707,061 238,034 - - Proceeds from exercises of share options 11 3,943 4,270 656 Payment for ordinary shares repurchase (13,958 ) (45,321 ) - - Advances for ordinary shares repurchase (5,521 ) - - - Net cash provided by financing activities 687,593 196,656 4,270 656 Net increase (decrease) in cash and cash equivalents 94,221 189,197 (110,315 ) (16,956 ) Cash and cash equivalents, beginning of year 144,814 254,213 460,670 70,804 Effect of exchange rate changes on cash and cash equivalents 15,178 17,260 (37,217 ) (5,720 ) Cash and cash equivalents, end of year 254,213 460,670 313,138 48,128 1) Rule 12-04(a) 5-04(c) Regulation S-X 2) ASC 323, Investments-Equity Method and Joint Ventures 3) 4) |
Summary of Significant Princi32
Summary of Significant Principal Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Significant Principal Accounting Policies [Abstract] | |
Basis of presentation | (a) Basis of presentation The consolidated financial statements are prepared and presented in accordance with accounting principles generally accepted in the United States of America (‘‘U.S. GAAP’’). |
Basis of consolidation | b) Basis of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries and VIE. All transactions and balances among the Company, its subsidiaries and the VIE have been eliminated upon consolidation. |
Use of estimates | (c) Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. Significant accounting estimates are used for, inventory write-down, realization of deferred tax assets, assessment for useful life and impairment of long-lived assets, assessment of goodwill impairment, allowance for doubtful accounts, revenue recognition, valuation of ordinary shares and preferred shares, share-based compensation expense. |
Fair value | (d) Fair value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: • Level 1-inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. • Level 2-inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The Group’s consolidated financial instruments include cash and cash equivalents, restricted cash, short-term investment, accounts receivable, other current assets, amounts due from related parties, accounts payable, other current liabilities and amounts due to related parties. The carrying amounts of these short-term financial instruments approximate their fair values due to the short-term maturity of these instruments. The Group did not carry any assets or liabilities as of December 31, 2016 and 2017 respectively, which were measured at fair value on non-recurring basis. |
Concentration and risks | (e) Concentration and risks Concentration of customers and suppliers For Year Ended December 31, 2016 2017 RMB RMB A 351,204 462,384 The following customer accounted for 10% or more of balances of accounts receivable as of December 31, 2016 and 2017: As of December 31, 2016 2017 RMB RMB A 193,775 342,752 The following suppliers accounted for 10% or more of purchases for the years ended December 31, 2016 and 2017: For Year Ended December 31, 2016 2017 RMB RMB B 629,780 938,128 C 551,459 474,399 Concentration of credit risk Financial instruments that potentially subject the Group to significant concentrations of credit risk primarily consist of cash and cash equivalents, restricted cash, short-term investment and accounts receivable. As of December 31, 2016 and 2017, all of the Group’s cash and cash equivalents, restricted cash and short-term investment were held by major financial institutions located in the PRC, Hong Kong, Japan and Taiwan which management believes are of high credit quality. Accounts receivable are typically unsecured and are derived from revenues earned from customers in the PRC. The risk with respect to accounts receivable is mitigated by credit evaluations the Group performs on its customers and its ongoing monitoring process of outstanding balances. Foreign Currency Risk Renminbi (“RMB”) is not a freely convertible currency. The State Administration of Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into foreign currencies. The value of RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. The cash and cash equivalents of the Group included aggregated amounts of RMB 386,375 165,135 42.1 67.5 |
Foreign currency translation | (f) Foreign currency translation The Group’s reporting currency is RMB. The functional currency of the Company is the United States dollar (“US$”). The functional currency of the Group’s entities incorporated in Hong Kong is Hong Kong dollars (“HK$”). The functional currency of the Group’s subsidiaries in PRC is RMB. Assets and liabilities are translated from each entity’s functional currency to the reporting currency at the exchange rate on the balance sheet date. Equity amounts are translated at historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income (loss) in the consolidated statements of changes in shareholders’ equity (deficit) and comprehensive income (loss). Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currencies at the prevailing rates of exchange at the balance sheet date. Nonmonetary assets and liabilities are remeasured into the applicable functional currencies at historical exchange rates. Transactions in currencies other than the applicable functional currencies during the year are converted into the functional currencies at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the consolidated statements of operations. |
Convenience translation | (g) Convenience translation Translations of balances in the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss and consolidated statements of cash flows from RMB into US$ as of and for the year ended December 31, 2017 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB 6.5063 |
Cash and cash equivalents | (h) Cash and cash equivalents Cash and cash equivalents consist of cash on hand, demand deposits and highly liquid investments with maturity of less than three months. |
Restricted cash | (i) Restricted cash As of December 31, 2016 and 2017, the Group pledged cash of RMB 15,290 33,448 34,542 14,400 1,000 |
Short-term investment | (j) Short-term investment Short-term investment comprises of principle-protected financial products purchased from banks with original maturities longer than three months but within one year. |
Accounts receivable, net | (k) Accounts receivable, net Accounts receivable mainly represent amounts due from customers and are recorded net of allowance for doubtful accounts. The Group considers many factors in assessing the collectability of its accounts receivable, such as the age of the amounts due, the customer’s payment history, creditworthiness, financial conditions of the customers and industry trend. An allowance for doubtful accounts is recorded in the period in which a loss is determined to be probable. The Group also makes specific allowance if there is strong evidence indicating that the accounts receivable is likely to be unrecoverable. Accounts receivable balances are written off after all collection efforts have been exhausted. |
Inventories | (l) Inventories Inventories, consisting of products available for sale, are valued at the lower of cost or market. Cost of inventories is determined using the weighted average cost method. Valuation of inventories is based on currently available information about expected recoverable value. The estimate is dependent upon factors such as historical trends of similar merchandise, inventory aging, historical and forecasted consumer demand and promotional environment. |
Investments | (m) Investments Equity investments of the Group are comprised of investments in privately-held companies. The Group uses the equity method to account for an equity investment over which it has significant influence but does not own a majority equity interest or otherwise control. The Group records equity method adjustments in share of earnings and losses. Equity method adjustments include the Group’s proportionate share of investee income or loss, adjustments to recognize certain differences between the Group’s carrying value and its equity in net assets of the investee at the date of investment, impairments, and other adjustments required by the equity method. Dividends received are recorded as a reduction of carrying amount of the investment. Cumulative distributions that do not exceed the Group’s cumulative equity in earnings of the investee are considered as a return on investment and classified as cash inflows from operating activities. Cumulative distributions in excess of the Group’s cumulative equity in the investee’s earnings are considered as a return of investment and classified as cash inflows from investing activities. For equity investments over which the Group does not have significant influence or control, the cost method of accounting is used. Under the cost method, the Group carries the investment at cost and recognizes income to the extent of dividends received from the distribution of the equity investee’s post-acquisition profits. |
Property and equipment, net | (n) Property and equipment, net Classification Useful years Residual rate Electronic devices 3 years 0% - 5 % Vehicle 5 years 5 % Furniture and office equipment 5 years 5 % Machinery 10 years 5 % Buildings 44 years 5 % Leasehold improvement Over the shorter of the expected life of leasehold improvements or the lease term 0 % Repairs and maintenance costs are charged to expenses as incurred, whereas the cost of renewals and betterment that extends the useful lives of property and equipment are capitalized as additions to the related assets. Gains and losses from the disposal of property and equipment are included the consolidated statements of operations. |
Intangible assets, net | (o) Intangible assets, net Intangible assets mainly consist of trademark, internally developed software and supplier relationship. Trademark is recorded at cost and amortized on a straight-line basis over the estimated economic useful lives of 10 For internally developed software, the Group expenses all internal-use software costs incurred in the preliminary project stage and capitalized certain direct costs associated with development and purchase of internal software. This internally developed software mostly consisted of order management, customer management and retailing solution systems, which are amortized over 3 Supplier relationship is generated from business combination in 2017, representing the relationship that arose as a result of existing supply agreements with certain brand partners of the subsidiary. Supplier relationship is recorded at fair value, and amortized on a straight-line basis over the estimated useful life of 10 |
Land use right, net | (p) Land use right, net Land use rights represent lease prepayments to the local government authorities. Land use rights are carried at cost less accumulated amortization and impairment losses. Amortization is provided to write off the cost of lease prepayments on a straight-line basis over the period of the right which is 44 |
Goodwill | (q) Goodwill Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed from the acquired entity as a result of the Company's acquisition of interests in a subsidiary. Goodwill is not amortized but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that it might be impaired. The Company first assesses qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. In the qualitative assessment, the Company considers primary factors such as industry and market considerations, overall financial performance of the reporting unit, and other specific information related to the operations. Based on the qualitative assessment, if it is more likely than not that the fair value of each reporting unit is less than the carrying amount, the quantitative impairment test is performed. In performing the two-step quantitative impairment test, the first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of goodwill to the carrying value of a reporting unit's goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. This allocation process is only performed for the purposes of evaluating goodwill impairment and does not result in an entry to adjust the value of any assets or liabilities. Application of a goodwill impairment test requires significant management judgment, including the identification of reporting units, allocation of assets, liabilities and goodwill to reporting units, and determination of the fair value of each reporting unit. |
Impairment of long-lived assets | (r) Impairment of long-lived assets The Group evaluates the recoverability of long-lived assets with determinable useful lives whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The Group measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows associated with it. Impairment exists when the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Group to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. No impairment charge was recognized for any of the years ended December 31, 2015, 2016 and 2017. |
Revenue | (s) Revenue The Group provides an integrated suite of e-commerce services to its brand partners through two types of revenue models: direct product sales model and service fees model. Consistent with the criteria of ASC 605, Revenue Recognition The Group generates revenues from selling branded products directly to customers under either the distribution model or as an agent. The Group evaluate whether it is appropriate to record proceeds from product sales as revenues at the gross amount or the net amount as commission fees earned in accordance with ASC 605-45-45. Product Sales Under the distribution model, the Group selects and purchases goods from its brand partners and/or their authorized distributors and sell goods directly to customers through online stores it operates or on its Maikefeng marketplace. Revenue under the distribution model is recognized on a gross basis and presented as product sales on the consolidated statements of operations, because: (i) the Group, rather than the brand partner, is the primary obligor and is responsible to the customers for the key aspects of the fulfillment of the transaction including presales and after-sales services; (ii) the Group bears the physical and general inventory risk once the products are delivered to its warehouse; (iii) the Group has discretion in establishing price; and (iv) the Group has credit risk. Product sales, net of return allowances, value added tax and related surcharges, are recognized when customers accept the products upon delivery. The Group offers online customers an unconditional right of return for a period of seven days upon receipt of products. Return allowances, which reduce revenue, are estimated based on historical data the Group has maintained and its analysis of returns by categories of products, and subject to adjustments to the extent that actual returns differ or expected to differ. A majority of the Group’s customers make online payments through third-party payment platforms when they place orders on websites of the Group’s online stores. The funds will not be released to the Group by these third-party payment platforms until the customers accept the delivery of the products at which point the Group recognizes sales of products. A portion of the Group’s customers pay upon the receipt of products. The Group’s delivery service providers collect the payments from its customers for the Group. The Group records a receivable on the balance sheet with respect to cash held by third-party couriers. Shipping and handling charges are included in net revenues. The Group typically does not charge a shipping fee with order exceeding a certain sale amount. Shipping revenue has not been material for the periods presented. The Group’s shipping costs are presented as part of its operating expenses. Services In some instances, the Group acts as an agent to facilitate the brand partners’ online sales of their branded products. The Group does not take title to the products; it does not have any latitude in establishing prices and selecting merchandise; it has no discretion in selecting suppliers; and it is not involved in determining product specifications and cannot change the product. Based on these indicators, the Group has determined that revenue from its sales of products under these arrangements are service fees in nature. The Group records commission fees from its brand partners based on a pre-determined formula as service revenue in its consolidated statements of operations. The Group also provides IT, online store operations, marketing and promotion, customer service, warehousing and fulfillment, and other services to its brand partners. Brand partners may elect to use the Group’s comprehensive end-to-end e-commerce solutions or select specific elements of its e-commerce supporting infrastructure and service that best fit their needs. The Group charges its brand partners a combination of fix fees and/or variable fees based on the value of merchandise sold or other variable factors such as number of orders fulfilled. Revenue generated from these service arrangements is recognized on a gross basis and presented as services revenue on the consolidated statements of operations. All the costs that the Group incurs in the provision of the above services are classified as operating expenses on the consolidated statements of operations. Revenue generated from services relating to IT service, and marketing and promotion services for brand partners are recognized when the services are rendered. Revenue generated from services relating to online store operations, customer services, and warehouse and fulfillment consisted of both fixed fees and variable fees based on the value of merchandise sold. The fixed fee is recognized as revenue ratably over the service period. Variable fees are recognized as revenue when they become determinable based on the value of merchandise sold and confirmed by the brand partners. Some of the Group’s service contracts are considered multiple element arrangements as they include provision of a combination of various services based on the brand partner’s requirements. These contracts may include one-time online store design and setup services, marketing and promotion services during certain holidays, and continuous online store operation services, warehouse and fulfillment services over a period of time to the same brand partner. The Group allocates arrangement consideration in multiple-deliverable revenue arrangements at the inception of an arrangement to all service revenues based on the relative selling price in accordance with the selling price hierarchy, which includes: (i) vendor-specific objective evidence (“VSOE”) if available; (ii) third-party evidence (“TPE”) if VSOE is not available; and (iii) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. |
Cost of products | (t) Cost of products Cost of product consists of the purchase price of products and inbound shipping charges, as well as inventory write-downs. Shipping charges to receive products from the suppliers are included in the inventories, and recognized as cost of products upon sale of the products to the customers. Cost of products does not include other direct costs related to cost of product sales such as shipping and handling expense, payroll and benefits of logistic staff, logistic centers rental expenses and depreciation expenses, etc. Therefore, the Group's cost of products may not be comparable to other companies which include such expenses in their cost of products. |
Rebates | (u) Rebates The Group periodically receives consideration from certain vendors, representing rebates for products sold over a period of time. The Group accounts for the rebates received from its vendors as a reduction to the price it pays for the products purchased. Rebates are earned based on reaching minimum purchase thresholds for a specified period. When volume rebates can be reasonably estimated based on the Group’s past experiences and current forecasts and purchase volume, a portion of the rebate is recognized as the Group makes progress towards the purchase threshold. |
Fulfillment | (v) Fulfillment Fulfillment costs primarily represent shipping and handling expenses, payment processing and related transaction costs, packaging material costs and those costs incurred in outbound shipping, operating and staffing the Group’s fulfillment and customer service center, including costs attributable to buying, receiving, inspecting and warehousing inventories; picking, packaging and preparing customer orders for shipment. |
Sales and marketing | (w) Sales and marketing Sales and marketing expenses primarily consist of payroll, bonus and benefits of sales and marketing staff, advertising costs, agency fees and costs for promotional materials. Advertising costs are expensed as incurred. Advertising and promotion costs in connection with the provision of marketing and promotion services to brand clients consisted of fees the Group paid to third party venders for advertising and promotion on various online and offline channels. Such costs were included as sales and marketing in the consolidated statements of operations and totaled RMB 208,014 250,096 362,721 |
Technology and content | (x) Technology and content Technology and content expenses consist primarily of technology infrastructure expenses, payroll and related expenses for employees in technology and system department, editorial content, as well as costs associated with the computer, storage and telecommunications infrastructure for internal use. |
General and administrative | (y) General and administrative General and administrative expenses consist of payroll and related expenses for payroll, bonus and benefit costs for corporate employees, legal, finance, technical consulting, meeting expenses, rental fee and other corporate overhead costs. |
Other operating income (expense), net | (z) Other operating income (expense), net Other operating income mainly consists of government subsidies and income derived from American Depositary Receipt (“ADR”) arrangements entered into between the Company and an ADR depositary bank (“DB”) in May 2015. Government subsidies consist of cash subsidies received by the Company’s subsidiaries in the PRC from local governments. Subsidies received as incentives for conducting business in certain local districts with no performance obligation or other restriction as to the use are recognized when cash is received. Cash subsidies of RMB 8,686 4,718 10,308 According to the ADR arrangements, the Company will have the right to receive series of reimbursements after the closing of IPO over the five-year term as a return of using DB’s services. Total reimbursements are recognized evenly over the contract term as other operating income. For the year ended December 31, 2017, the Group recorded other operating income of RMB 2,517 |
Share-based compensation | (aa) Share-based compensation The Company grants share options to eligible employees, management and directors and accounts for these share-based awards in accordance with ASC 718 Compensation-Stock Compensation. Employees’ share-based awards are measured at the grant date fair value of the awards and recognized as expenses a) immediately at grant date if no vesting conditions are required; or b) using graded vesting method, net of estimated forfeitures, over the requisite service period, which is the vesting period. All transactions in which goods or services are received in exchange for equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Prior to the initial public offering of the Company, the fair value of the share options were assessed using the income approach/discounted cash flow method, with a discount for lack of marketability given that the shares underlying the awards were not publicly traded at the time of grant. This assessment required complex and subjective judgments regarding the Company’s projected financial and operating results, its unique business risks, the liquidity of its ordinary shares and its operating history and prospects at the time the grants were made. In addition, the binomial option-pricing model is used to measure the value of share options. The determination of the fair value is affected by the fair value of the ordinary shares as well as assumptions regarding a number of complex and subjective variables, including the expected share price volatility, actual and projected employee and non-employee share option exercise behavior, risk-free interest rates and expected dividends. The fair value of these awards was determined with the assistance from an independent valuation firm using management’s estimates and assumption. After the initial public offering, a discount for lack of marketability was not applicable in determining the fair value of the share options. In determining the fair value of the share options, the closing market price of the underlying shares on the grant dates is applied. The assumptions used in share-based compensation expense recognition represent management’s best estimates, but these estimates involve inherent uncertainties and application of management judgment. If factors change or different assumptions are used, the share-based compensation expenses could be materially different for any period. Moreover, the estimates of fair value of the awards are not intended to predict actual future events or the value that ultimately will be realized by grantees who receive share-based awards, and subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company for accounting purposes. In determining the fair value of the restricted share units granted, the closing market price of the underlying shares on the grant date is applied. Forfeitures are estimated at the time of grant and revised in the subsequent periods if actual forfeitures differ from those estimates. For modification of share-based awards, the Company records the incremental fair value of the modified award as share-based compensation on the date of modification for vested awards or over the remaining vesting period for unvested awards. The incremental compensation is the excess of the fair value of the modified award on the date of modification over the fair value of the original award immediately before the modification. |
Income tax | Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. The Group accounts for current income taxes on the basis of net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. The Group accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the temporary differences between the financial statements carrying amounts and tax bases of existing assets and liabilities by applying enacted statutory tax rates that will be in effect in the period in which the temporary differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance when, based upon the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statements of operations in the period of change. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. |
Operating leases as lessee | Leases, including leases of offices and warehouses, where substantially all the rewards and risks of ownership of assets remain with the lessor are accounted for as operating leases. Payments made under operating leases are recognized as an expense on a straight-line basis over the lease term. The Group had no capital leases for any of the years stated herein. |
Comprehensive income (loss) | Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. For the periods presented, the Group’s comprehensive income (loss) includes net income (loss) and foreign currency translation adjustments and is presented in the consolidated statements of comprehensive income (loss). |
Earnings (loss) per share | Basic earnings (loss) per ordinary share is computed by dividing net income (loss) attributable to ordinary shareholders by weighted average number of ordinary shares outstanding during the period. The Company’s convertible redeemable preferred shares are participating securities as the preferred shares participate in undistributed earnings on an as-if-converted basis. Accordingly, the Company uses the two-class method whereby undistributed net income is allocated on a pro rata basis to each participating share to the extent that each class may share in income for the period. Undistributed net loss is not allocated to preferred shares because they are not contractually obligated to participate in the loss allocated to the ordinary shares. Diluted earnings (loss) per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible redeemable preferred shares and stock options, which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted income per share, the effect of the convertible redeemable preferred shares is computed using the as-if-converted method; the effect of the stock options and restricted share units is computed using the treasury stock method. Upon the consummation of the Company’s initial public offering in May 2015, the convertible redeemable preferred shares were converted into Class A ordinary shares. The two-class method of computing earnings per share ceased to apply on the conversion date. In April 2015, the Company's shareholders voted in favor of a proposal to adopt a dual-class share structure, pursuant to which the Company's authorized share capital was reclassified and re-designated into Class A ordinary shares and Class B ordinary shares. Both Class A ordinary shares and Class B ordinary shares are entitled to the same dividend right, as such, this dual-class share structure has no impacts to the earnings (loss) per share calculation, Basic earnings (loss) per share and diluted earnings (loss) per share are the same for each Class A ordinary share and Class B ordinary share. |
Segment reporting | (af) Segment reporting The Group’s chief operating decision maker ("CODM") has been identified as the chief executive officer. Prior to 2017, the CODM reviewed results in two segments: (i) the brand e-commerce segment, which provides e-commerce solutions to brand partners, including IT services, store operations, digital marketing, customer services, warehousing and fulfillment, and (ii) the Maikefeng segment, which operates the retail online platform, Maikefeng. Due to the unsatisfactory operating performance of Maikefeng, the Group scaled down the business operation of Maikefeng and is in the process of selling of Maikefeng's inventory in 2017. As a result of the reduction of Maikefeng’s operations, starting from 2017, the CODM reviews the consolidated results of the Group as a whole when making decisions about allocating resources and assessing performance of the Group. |
Recent accounting pronouncements | (ag) Adoption of New Accounting Pronouncement In November 2015, the Financial Accounting Standards Board ("FASB") issued ASU 2015-17, "Income Taxes (Topic 740)". This update provides accounting guidance related to income taxes, which simplifies the presentation of deferred income taxes by requiring deferred tax assets and liabilities be classified as noncurrent on the balance sheet. The updated standard is effective for us beginning on January 1, 2017 with early application permitted as of the beginning of any interim or annual reporting period. The Group adopted the ASU and has already considered the impact on its consolidated financial statements and related disclosures as of December 31, 2016 and the effect is not material. (ah) Recent accounting pronouncements In May 2014, the FASB issued an accounting standards update that changes the revenue recognition for companies that enter into contracts with customers to transfer goods or services. The standard is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner depicting the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The FASB has also issued a number of updates to this standard. The Group adopted the standard on January 1, 2018. Companies may use either a full retrospective or a modified retrospective approach to adopt this standard. The Group anticipates to adopt the standard using a full retrospective approach. The Group has substantially completed the assessment of all revenue from existing contracts with customers. Group's product revenue consist of a single performance obligation that is satisfied at a point in time. Each category of service revenue generated from warehouse/logistic services, customer services, commission, marketing and promotion services, IT set up services and IT maintenance services is considered as one performance obligation as they are distinct from each other. The Group determines that there will not be a significant impact to its revenue recognition practices, internal controls, financial positions, results of operations or cash flows. The standard also requires the Group to evaluate whether its businesses promise to sell products to the customer under distribution model (as a principal) or to facilitate the brand partner's online sales of their branded products (as an agent). To make that determination, the standard uses a control model rather than the risks-and-rewards model in current GAAP. Based on the evaluation of the control model, the Group determined that the conclusion of the assessment under this ASU is consistent with its previous revenue recognition practices, and has no change on the statements of consolidated income for the periods ended December 31, 2016 and 2017, respectively. The new standard will require the Group to provide more robust disclosures than required by previous guidance, including disclosures related to disaggregation of revenue into appropriate categories, performance obligations, and the judgments made in revenue recognition determinations. In January 2016, FASB issued ASU 2016-01, "Financial InstrumentsOverall (Subtopic 825-10)" to improve the recognition and measurement of financial instruments. The new guidance requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income and separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (i.e., securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements. The guidance also eliminates the requirement to disclose the fair value of financial instruments measured at amortized cost for organizations that are not public business entities and the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet. The new guidance is effective for public companies for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Group is in the process of evaluating the impact on its consolidated financial statements upon adoption. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)". This update requires an entity to recognize lease assets and lease liabilities on the balance sheet and to disclose key information about the entity's leasing arrangements. ASU 2016-02 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2018, with early application permitted. A modified retrospective approach is required. The Group is in the process of evaluating the impact on its consolidated financial statements upon adoption. In March, 2016, the FASB issued ASU2016-09, "Compensation-Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting". This guidance is intended to simplify the employee share-based payment accounting regarding several aspects, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public business entities, the amendments in this ASU are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. The Group is in the process of evaluating the impact on its consolidated financial statements upon adoption. In June 2016, the FASB issued ASU 2016-13, "Credit Losses, Measurement of Credit Losses on Financial Instruments". This ASU significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today’s incurred loss approach with an expected loss model for instruments measured at amortized cost. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2019. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. The Group is in the process of evaluating the impact on its consolidated financial statements upon adoption. In August 2016, FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments". This amendment provides guidance on eight targeted areas and how they are presented and classified in the statement of cash flows. This ASU is effective for fiscal years beginning after December 15, 2017, and will require adoption on a retrospective basis. The Group is in the process of assessing the impact of this ASU on its consolidated financial statements. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows, Restricted Cash", which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. ASU 2016-18 becomes effective for the Company on January 1, 2018. The adoption of this accounting pronouncement will impact the presentation of restricted cash in the Company’s Consolidated Statements of Cash Flows. The new guidance permits early adoption. The Group is in the process of evaluating the impact on its consolidated financial statements upon adoption. In January 2017, FASB issued ASU 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business". The update affects all companies and other reporting organizations that must determine whether they have acquired or sold a business. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The update is intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update provides a more robust framework to use in determining when a set of assets and activities is a business, and also provides more consistency in applying the guidance, reduce the costs of application, and make the definition of a business more operable. For public companies, the update is effective for annual periods beginning after December 15,2017, including interim periods within those periods. The guidance should be applied prospectively upon its effective date. The effect of ASU 2017-01 on the consolidated financial statements will be dependent on any future acquisitions In May 2017, the FASB issued ASU 2017-09, Compensation "Stock Compensation (Topic 718): Scope of Modification Accounting", which amends the scope of modification accounting for share-based payment arrangements. The ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting. The ASU is effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Group is in the process of evaluating the impact on its consolidated financial statements upon adoption. |
Organization and Principal Ac33
Organization and Principal Activities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization and Principal Activities [Abstract] | |
Schedule of major subsidiaries and VIE | As of December 31, 2017, the Company’s major subsidiaries and VIE are as follows: Date of Place of Legal Subsidiaries: Baozun Hong Kong Holding Limited 10-Jan-14 HK 100 % Shanghai Baozun E-Commerce Limited 11-Nov-03 PRC 100 % Shanghai Bodao E-Commerce Limited 30-Mar-10 PRC 100 % Shanghai Yingsai Advertisement Limited 30-Mar-10 PRC 100 % Baozun Hongkong Limited 11-Sep-13 HK 100 % Shanghai Fengbo E-Commerce Limited 29-Dec-11 PRC 100 % Baozun Hongkong Investment Limited 21-July-15 HK 100 % Baotong Hong Kong Holding Limited 5-May-16 HK 100 % Baotong E-logistics Technology (Suzhou) Limited 27-March-17 PRC 100 % VIE: Shanghai Zunyi Business Consulting Ltd. 31-Dec-10 PRC N/A |
Schedule of amounts and balances of Shanghai Zunyi were included in the Group's consolidated financial statement after the elimination of intercompany balances and transactions | The following amounts and balances of Shanghai Zunyi were included in the Group’s consolidated financial statement after the elimination of intercompany balances and transactions: As of 2016 2017 RMB RMB Cash and cash equivalent 1,736 3,554 Accounts receivable, net 15,151 124,930 Inventories 4,912 104 Advance to suppliers 1,084 369 Amounts due from related parties 28,946 67,335 Prepayments and other current assets 4,045 5,180 Investment in a cost method investee 6,750 5,464 Property and equipment, net 177 7 Intangible assets 83 221 Other non-current assets 791 662 Total assets 63,675 207,826 Accounts payable 1,198 4,715 Accrued expenses and other current liabilities 34,240 28,002 Total Liabilities 35,438 32,717 For Year Ended 2015 2016 2017 RMB RMB RMB Net revenues 92,983 101,244 253,551 Operating expenses 123,284 84,952 182,715 Net income (loss) (30,301) 16,085 71,102 Net cash provided by operating activities 1,573 3,405 959 Net cash provided by (used in) investing activities (107) (6,938) 859 Net cash provided by financing activities - - - |
Summary of Significant Princi34
Summary of Significant Principal Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Significant Principal Accounting Policies [Abstract] | |
Schedule of concentration of customers and suppliers | The following customer accounted for 10% or more of net revenue for the years ended December 31, 2016 and 2017: For Year Ended December 31, 2016 2017 RMB RMB A 351,204 462,384 The following customer accounted for 10% or more of balances of accounts receivable as of December 31, 2016 and 2017: As of December 31, 2016 2017 RMB RMB A 193,775 342,752 The following suppliers accounted for 10% or more of purchases for the years ended December 31, 2016 and 2017: For Year Ended December 31, 2016 2017 RMB RMB B 629,780 938,128 C 551,459 474,399 |
Schedule of estimated useful lives and residual rates | Property and equipment are stated at cost less accumulated depreciation and impairment. Property and equipment are depreciated at rates sufficient to write off their costs less impairment and residual value, if any, over the estimated useful lives on a straight-line basis. The estimated useful lives and residual rates are as follows: Classification Useful years Residual rate Electronic devices 3 years 0% - 5 % Vehicle 5 years 5 % Furniture and office equipment 5 years 5 % Machinery 10 years 5 % Buildings 44 years 5 % Leasehold improvement Over the shorter of the expected life of leasehold improvements or the lease term 0 % Repairs and maintenance costs are charged to expenses as incurred, whereas the cost of renewals and betterment that extends the useful lives of property and equipment are capitalized as additions to the related assets. Gains and losses from the disposal of property and equipment are included the consolidated statements of operations. |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The details of consideration, fair value of assets acquired and liabilities assumed are as follows: RMB Consideration Cash 17,850 Noncontrolling interests 17,150 Less: Fair value of current net assets acquired 10,126 Identified intangible assets 15,621 Deferred tax liabilities from intangible assets (3,905) Goodwill 13,158 |
Accounts receivable, net (Table
Accounts receivable, net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts Receivable, Net | Accounts receivable, net, consists of the following: As of December 31, 2016 2017 RMB RMB Accounts receivable 625,997 1,084,393 Allowance for doubtful accounts: Balance at beginning of the year (670) (1,180) Additions (510) (1,485) Write-offs - 1,007 Balance at end of the year (1,180) (1,658) Accounts receivable, net 624,817 1,082,735 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventories [Abstract] | |
Schedule of Inventories | Inventories consist of the following: As of December 31, 2016 2017 RMB RMB Products 309,160 377,668 Packing materials and others 2,911 7,004 Inventories 312,071 384,672 |
Prepayments and other current38
Prepayments and other current assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Prepayments and other current assets [Abstract] | |
Schedule of prepayments and other current assets | Prepayments and other current assets consist of the following: As of December 31, 2016 2017 RMB RMB Rebate (1) 69,464 165,220 Deposits (2) 6,407 6,322 Value-added tax (“VAT”) recoverable 11,522 - Employee advances (3) 1,073 748 Prepaid expenses 11,648 17,106 Interest receivables 5,450 8,620 Receivable from disposal of equity investees - 7,608 Others 2,931 6,368 Prepayment and other current assets 108,495 211,992 (1) Rebate represents amounts payable earned and receivable from suppliers upon reaching minimum purchase thresholds for a specified period. The rebates can be used to offset future purchases with the same supplier. (2) Deposits represent rental deposits and deposits paid to third-party vendors. (3) Employee advances represent cash advanced to online store managers for store daily operation, such as online store promotion activities. |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property and equipment, net [Abstract] | |
Schedule of property and equipment, net | Property and equipment, net, consists of the following: As of December 31, 2016 2017 RMB RMB Electronic devices 48,432 79,729 Vehicle 3,209 4,872 Furniture and office equipment 8,576 15,078 Leasehold improvement 84,121 106,367 Machinery 11,325 17,684 Buildings - 196,477 Total 155,663 420,207 Accumulated depreciation and amortization (54,771) (89,283) Property and equipment, net 100,892 330,924 |
Intangible assets, Net (Tables)
Intangible assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Intangible assets, Net [Abstract] | |
Schedule of Intangible Assets, Net | Intangible assets, net, consist of the following: As of December 31, 2016 2017 RMB RMB Internally developed software 49,426 85,928 Trademark 960 841 Supplier relationship - 15,620 Accumulated amortization (23,402) (36,239) Intangible assets, net 26,984 66,150 |
Accrued expenses and other cu41
Accrued expenses and other current liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accrued expenses and other current liabilities [Abstract] | |
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consist of the following: As of December 31, 2016 2017 RMB RMB Logistics expenses accruals 32,071 157,777 Advances from customers 22,682 25,148 Outsourced labor cost payable 10,890 31,987 Salary and welfare payable 26,353 46,362 Professional fee accruals 10,793 6,117 Marketing expenses accruals 9,449 16,363 Other tax payable 2,947 12,425 Receipt on behalf of merchants on Maikefeng marketplace (1) 20,796 1,951 Others 2,860 13,806 Accrued expenses and other current liabilities 138,841 311,936 (1) Receipt on behalf of merchants on Maikefeng marketplace represents amount received from end customers on behalf of and payable to merchants on Maikefeng marketplace. |
Income tax (Tables)
Income tax (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income tax [Abstract] | |
Schedule of current and deferred portion of income tax expenses | The current and deferred portion of income tax expenses included in the consolidated statements of operations, which were substantially attributable to the Group’s PRC subsidiaries are as follows: For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Current tax expenses 7,793 15,348 57,642 Deferred tax (13,815) 1,483 (3,391) Income tax (benefits) expenses (6,022) 16,831 54,251 |
Schedule of reconciliations of the differences between the PRC statutory income tax rate and the Group's effective income tax rate | Reconciliation of the differences between the PRC statutory income tax rate and the Group’s effective income tax rate for the years ended December 31, 2015, 2016 and 2017 are as follows: For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Statutory income tax rate 25.00 % 25.00 % 25.00 % Share-based compensation 23.47 % 8.36 % 5.50 % Effect on tax rates in different tax jurisdiction (15.88) % (1.01) % (1.91) % Effect of preferential tax benefit on assessable profits of subsidiary incorporated in the PRC - % - % (2.24) % Tax incentives relating to research and development expenditure (17.00) % (8.87) % (5.16) % Other non-deductible expenses 0.60 % 0.78 % 0.09 % Changes in valuation allowance (38.63) % (7.80) % (0.78) % Effective income tax rate (22.44) % 16.46 % 20.50 % |
Schedule of principal components of the deferred tax assets and liabilities | The principal components of the deferred tax assets and liabilities are as follows: As of December 31, 2016 2017 RMB RMB Deferred tax assets: Logistics expenses accruals 1,989 511 Inventory write-down 5,404 7,889 Allowance for other investments - 1,557 Promotion expenses accruals 1,270 1,628 Outsourced labor cost 2,620 - Promotion expenses paid but tax invoices not received 186 - Salary and welfare payable 748 447 Professional fee accruals 1,307 1,202 Marketing expenses accruals 424 1,265 Allowance for doubtful accounts 295 368 Other accruals 1,034 1,153 Net operating loss carry forward 5,452 5,833 Less: valuation allowance (8,397) (6,325) Deferred tax assets, net 12,332 15,528 Deferred tax liabilities: Identifiable intangible assets - (3,710) Deferred tax liabilities - (3,710) |
Summary of movement of the valuation allowance | Movement of the valuation allowance is as follows: For Year Ended December 31, 2016 2017 RMB RMB Balance as of January 1 16,368 8,397 Reversals (7,971) (2,072) Balance as of December 31 8,397 6,325 |
Net income (loss) per share (Ta
Net income (loss) per share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Net loss per share [Abstract] | |
Schedule of Basic and Diluted Net Income (Loss) Per Share | Basic and diluted net income (loss) per share for each of the years presented are calculated as follows: For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Numerator: Net income 22,621 85,424 209,130 Change in redemption value of preferred shares (25,332) - - Net (income) loss attributable to noncontrolling interests - 1,209 (264) Net income (loss) attributable to ordinary shareholders of Baozun Inc. (2,711) 86,633 208,866 Net income (loss) per share attributable to ordinary shareholders of Baozun Inc. Basic (0.03) 0.58 1.29 Diluted (0.03) 0.53 1.19 Net income (loss) per ADS (1 ADS represents 3 Class A ordinary shares) attributable to ordinary shareholders of Baozun Inc. Basic (0.08) 1.74 3.87 Diluted (0.08) 1.59 3.56 Shares (Denominator): Weighted average number of ordinary shares Basic 102,987,119 149,935,100 162,113,815 Diluted 102,987,119 163,926,674 176,115,049 |
Related party transactions (Tab
Related party transactions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related party transactions [Abstract] | |
Schedule of Related Party Transactions | (a) The Group entered into the following transactions with its related parties: For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Marketing and platform service fees paid to Alibaba Group 141,412 246,136 351,482 Logistic service fees paid to Alibaba Group 2,059 - 13,052 Warehousing service revenue generated from Alibaba Group - - 5,105 Store operation service revenue generated from Ahead 7,850 3,606 117 Commission fee paid to Ahead 1,134 4,285 1,591 |
Schedule of Related Party Balances | (b) The Group had the following balances with its related parties: As of December 31, 2016 2017 RMB RMB Amounts due from Alibaba Group 10,392 17,611 Amounts due from Ahead 28,380 66,633 Amounts due from BCJ 1,571 4,551 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments [Abstract] | |
Schedule of Future Minimum Lease Payments | As of December 31, 2017, minimum lease payments under all non-cancellable leases were as follows: Year ended RMB 2018 93,022 2019 87,836 2020 71,977 2021 39,095 2022 and after 106,265 Total lease commitment 398,195 |
Schedule Of Future Aggregate Minimum Payments | Year ended RMB 2018 17,117 2019 25,866 2020 38,038 2021 55,916 2022 and after 381,906 Total other commitment 518,843 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Share-Based Compensation [Abstract] | |
Schedule of Fair Value Assumptions | The fair value per option was estimated at the date of grant using the following weighted-average assumptions: For the Year Ended December 31, 2015 Risk-free interest rate 2.61% ~ 2.833% Contract life 10 years Expected volatility range 48.78% ~ 48.96% Expected dividend yield 0.00% Fair value of the underlying shares on the date of option grants (RMB) 16.23~22.63 |
Summary of Stock Option Activity | A summary of option activity during the years ended December 31, 2015, 2016 and 2017 is presented below: Number of Weighted Weighted Aggregate RMB RMB Outstanding, as of January 1, 2015 15,153,023 0.1 8.6 - Granted 4,472,745 Forfeited (1,311,296) Expired (113,421) Exercised (1,626,197) 29,443 Outstanding, as of December 31, 2015 16,574,854 3.5 8.0 - Granted - Forfeited (1,118,589) Expired (59,813) Exercised (2,544,255) 50,199 Outstanding, as of December 31, 2016 12,852,197 2.2 7.2 - Granted - Forfeited (148,965) Expired - Exercised (5,126,034) 269,696 Outstanding, as of December 31, 2017 7,577,198 1.1 6.3 - Vested and expected to vest as of December 31, 2017 7,263,589 0.9 6.3 479,380 Exercisable as of December 31, 2017 5,731,293 0.4 6.1 385,205 |
Schedule of restricted share units activities | A summary of the restricted share units activities under the 2015 Plan during the years ended December 31, 2016 and 2017 is presented below: Number of Weighted-Average RMB Outstanding, as of January 1, 2016 3,976,311 17.28 Granted 3,663,574 18.32 Forfeited (793,355) Outstanding, as of December 31, 2016 6,846,530 17.83 Granted 1,548,747 45.96 Vested (1,587,381) 17.19 Forfeited (653,277) Outstanding, as of December 31, 2017 6,154,619 24.91 |
Schedule of Allocated Share-Based Compensation Expense | For Year Ended December 31, 2015 2016 2017 RMB RMB RMB Fulfillment 1,440 1,755 2,904 Sales and marketing 9,793 13,370 20,363 Technology and content 5,047 7,875 13,822 General and administrative 8,915 11,185 21,142 25,195 34,185 58,231 |
Organization and Principal Ac47
Organization and Principal Activities (Summary of Major Subsidiaries and VIE) (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Shanghai Zunyi Business Consulting Ltd. [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Dec. 31, 2010 |
Place of incorporation | PRC |
Baozun Hongkong Holding Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Jan. 10, 2014 |
Place of incorporation | HK |
Legal ownership (as a percent) | 100.00% |
Shanghai Baozun E-Commerce Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Nov. 11, 2003 |
Place of incorporation | PRC |
Legal ownership (as a percent) | 100.00% |
Shanghai Bodao E-Commerce Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Mar. 30, 2010 |
Place of incorporation | PRC |
Legal ownership (as a percent) | 100.00% |
Shanghai Yingsai Advertisement Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Mar. 30, 2010 |
Place of incorporation | PRC |
Legal ownership (as a percent) | 100.00% |
Baozun Hongkong Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Sep. 11, 2013 |
Place of incorporation | HK |
Legal ownership (as a percent) | 100.00% |
Shanghai Fengbo E-Commerce Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Dec. 29, 2011 |
Place of incorporation | PRC |
Legal ownership (as a percent) | 100.00% |
Baozun Hongkong Investment Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Jul. 21, 2015 |
Place of incorporation | HK |
Legal ownership (as a percent) | 100.00% |
Baotong Hong Kong Holding Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | May 5, 2016 |
Place of incorporation | HK |
Legal ownership (as a percent) | 100.00% |
Baotong E-logistics Technology Suzhou Limited [Member] | |
Organization and Principal Activities [Line Items] | |
Date of incorporation | Mar. 27, 2017 |
Place of incorporation | PRC |
Legal ownership (as a percent) | 100.00% |
Organization and Principal Ac48
Organization and Principal Activities (Schedule of Consolidated Balances and Transactions) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2014CNY (¥) | |
Variable Interest Entity [Line Items] | |||||||
Cash and cash equivalent | ¥ 244,809 | ¥ 917,319 | ¥ 787,257 | $ 37,626 | $ 140,989 | ¥ 206,391 | |
Accounts receivable, net | 1,082,735 | 624,817 | 166,414 | ||||
Inventories | 384,672 | 312,071 | 59,123 | ||||
Advances to suppliers | 88,881 | 75,727 | 13,661 | ||||
Amounts due from related parties | 88,795 | 38,772 | 13,648 | ||||
Prepayments and other current assets | 211,992 | 108,495 | 32,583 | ||||
Investment in a cost method investee | 24,268 | 33,443 | 3,730 | ||||
Property and equipment, net | 330,924 | 100,892 | 50,862 | ||||
Intangible assets | 66,150 | 26,984 | 10,167 | ||||
Other non-current assets | 18,043 | 26,581 | 2,773 | ||||
TOTAL ASSETS | 2,976,035 | 2,368,265 | 457,410 | ||||
Accounts payable | 583,532 | 526,461 | 89,688 | ||||
Accrued expenses and other current liabilities | 311,936 | 138,841 | 47,944 | ||||
TOTAL LIABILITIES | 1,149,598 | 796,253 | $ 176,691 | ||||
Net revenues | 4,148,808 | $ 637,660 | 3,390,275 | 2,598,443 | |||
Operating expenses | 3,892,476 | 598,263 | 3,300,209 | 2,589,992 | |||
Net income (loss) | 209,130 | 32,143 | 85,424 | 22,621 | |||
Net cash provided by operating activities | (169,074) | (25,986) | 13,441 | 2,202 | |||
Net cash provided by (used in) investing activities | (637,179) | (97,933) | (119,429) | (126,949) | |||
Net cash provided by financing activities | 167,705 | $ 25,776 | 210,719 | 687,743 | |||
Shanghai Zunyi [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Cash and cash equivalent | 3,554 | 1,736 | |||||
Accounts receivable, net | 124,930 | 15,151 | |||||
Inventories | 104 | 4,912 | |||||
Advances to suppliers | 369 | 1,084 | |||||
Amounts due from related parties | 67,335 | 28,946 | |||||
Prepayments and other current assets | 5,180 | 4,045 | |||||
Investment in a cost method investee | 5,464 | 6,750 | |||||
Property and equipment, net | 7 | 177 | |||||
Intangible assets | 221 | 83 | |||||
Other non-current assets | 662 | 791 | |||||
TOTAL ASSETS | 207,826 | 63,675 | |||||
Accounts payable | 4,715 | 1,198 | |||||
Accrued expenses and other current liabilities | 28,002 | 34,240 | |||||
TOTAL LIABILITIES | 32,717 | 35,438 | |||||
Net revenues | 253,551 | 101,244 | 92,983 | ||||
Operating expenses | 182,715 | 84,952 | 123,284 | ||||
Net income (loss) | 71,102 | 16,085 | (30,301) | ||||
Net cash provided by operating activities | 959 | 3,405 | 1,573 | ||||
Net cash provided by (used in) investing activities | 859 | (6,938) | (107) | ||||
Net cash provided by financing activities | ¥ 0 |
Organization and Principal Ac49
Organization and Principal Activities (Narrative) (Details) | 12 Months Ended | 34 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2012 | |
Shanghai Zunyi Business Consulting Ltd. [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Term of exclusive technology service agreement with VIE | 20 years | |||
VIE [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Contribution percentage in consolidated net revenues | 6.11% | 2.99% | 3.58% | |
Contribution percentage in consolidated total assets | 6.98% | 2.69% | ||
Variable Interest Entities Contribution Percentage Liabilities | 2.85% | 4.45% | ||
Shanghai Baozun [Member] | Alibaba [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 25.16% | |||
Shanghai Baozun [Member] | Private Opportunities [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 5.81% | |||
Shanghai Baozun [Member] | GS Investment [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 3.88% | |||
Shanghai Baozun [Member] | Stelca Holding [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 1.53% | |||
Shanghai Baozun [Member] | New Access [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 3.86% | |||
Shanghai Baozun [Member] | Crescent Castle [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 24.80% | |||
Shanghai Baozun [Member] | Infinity [Member] | ||||
Organization and Principal Activities [Line Items] | ||||
Percentage of equity interest acquired by investors | 6.46% |
Summary of Significant Princi50
Summary of Significant Principal Accounting Policies (Schedule of Concentration and Risks) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Concentration Risk [Line Items] | |||||
Accounts receivable, net | ¥ 1,082,735 | ¥ 624,817 | $ 166,414 | ||
Cost of products | 1,917,467 | $ 294,709 | 1,921,856 | ¥ 1,735,820 | |
Accounts Receivable [Member] | Customer [Member] | Customer A [Member] | |||||
Concentration Risk [Line Items] | |||||
Accounts receivable, net | 342,752 | 193,775 | |||
Cost of Products [Member] | Supplier [Member] | B [Member] | |||||
Concentration Risk [Line Items] | |||||
Cost of products | 938,128 | 629,780 | |||
Cost of Products [Member] | Supplier [Member] | C [Member] | |||||
Concentration Risk [Line Items] | |||||
Cost of products | 474,399 | 551,459 | |||
Sales Revenue, Net [Member] | Customer [Member] | Customer A [Member] | |||||
Concentration Risk [Line Items] | |||||
Accounts receivable, net | ¥ 462,384 | ¥ 351,204 |
Summary of Significant Princi51
Summary of Significant Principal Accounting Policies (Summary of Useful Lives) (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Electronic devices [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful years | 3 years |
Electronic devices [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Residual rate | 0.00% |
Electronic devices [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Residual rate | 5.00% |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful years | 5 years |
Residual rate | 5.00% |
Furniture and office equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful years | 5 years |
Residual rate | 5.00% |
Machinery [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful years | 10 years |
Residual rate | 5.00% |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful years | 44 years |
Residual rate | 5.00% |
Leasehold improvement [Member] | |
Property, Plant and Equipment [Line Items] | |
Residual rate | 0.00% |
Summary of Significant Princi52
Summary of Significant Principal Accounting Policies (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2017CNY (¥)$ / ¥ | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2014CNY (¥) | |
Significant Accounting Policies [Line Items] | ||||||
Cash and cash equivalents | ¥ 244,809 | ¥ 917,319 | ¥ 787,257 | $ 37,626 | $ 140,989 | ¥ 206,391 |
Advertising expense | 362,721 | 250,096 | 208,014 | |||
Income from government subisidies | ¥ 10,308 | 4,718 | ¥ 8,686 | |||
Period over which Company will have the right to receive series of reimbursements after the closing of IPO | 5 years | |||||
Reimbursements recorded as other income | ¥ 2,517 | |||||
Restricted cash | ¥ 48,848 | ¥ 50,832 | $ 7,508 | |||
Percentage of the cash and cash equivalents denominated in specified currency | 67.50% | 42.10% | 67.50% | 42.10% | ||
Foreign Currency Exchange Rate Weighted Average Translation Rate | $ / ¥ | 6.5063 | |||||
Bank Deposits, Letters of Guarantee [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Restricted cash | ¥ 33,448 | ¥ 15,290 | ||||
Bank Deposits, Notes Payable [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Restricted cash | 14,400 | 34,542 | ||||
Bank Deposits Transactions with A Brand Partner [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Restricted cash | ¥ 1,000 | 1,000 | ||||
Internally developed softwares [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Intangible asset, useful life | 3 years | |||||
Trademarks [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Intangible asset, useful life | 10 years | |||||
Land Use Right [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Intangible asset, useful life | 44 years | |||||
Supplier relationship [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Intangible asset, useful life | 10 years | |||||
RMB [Member] | ||||||
Significant Accounting Policies [Line Items] | ||||||
Cash and cash equivalents | ¥ 165,135 | ¥ 386,375 |
Business Combination (Details)
Business Combination (Details) ¥ in Thousands | 12 Months Ended |
Dec. 31, 2017CNY (¥) | |
Cash | ¥ 17,850 |
Noncontrolling interests | 17,150 |
Less: Fair value of current net assets acquired | 10,126 |
Identified intangible assets | 15,621 |
Deferred tax liabilities from intangible assets | (3,905) |
Goodwill | ¥ 13,158 |
Business Combination (Narrative
Business Combination (Narrative) (Details) | Jul. 01, 2017 |
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% |
Accounts receivable, net (Detai
Accounts receivable, net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2017USD ($) | |
Accounts receivable | ¥ 1,084,393 | ¥ 625,997 | |
Allowance for doubtful accounts: | |||
Balance at beginning of the year | (1,180) | (670) | |
Additions | (1,485) | (510) | |
Write-offs | 1,007 | 0 | |
Balance at end of the year | (1,658) | (1,180) | |
Accounts receivable, net | ¥ 1,082,735 | ¥ 624,817 | $ 166,414 |
Inventories (Details)
Inventories (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Inventory [Line Items] | |||||
Products | ¥ 377,668 | ¥ 309,160 | |||
Packing materials and others | 7,004 | 2,911 | |||
Inventories | 384,672 | 312,071 | $ 59,123 | ||
Write-downs | ¥ 42,313 | $ 6,503 | ¥ 38,759 | ¥ 21,125 |
Prepayments and other current57
Prepayments and other current assets (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | |
Prepaid Expense And Other Assets Current [Line Items] | ||||
Rebate | [1] | ¥ 165,220 | ¥ 69,464 | |
Deposits | [2] | 6,322 | 6,407 | |
Value-added tax (“VAT”) recoverable | 0 | 11,522 | ||
Employee advances | [3] | 748 | 1,073 | |
Prepaid expenses | 17,106 | 11,648 | ||
Interest receivables | 8,620 | 5,450 | ||
Receivable from disposal of equity investees | 7,608 | 0 | ||
Others | 6,368 | 2,931 | ||
Prepayment and other current assets | ¥ 211,992 | $ 32,583 | ¥ 108,495 | |
[1] | Rebate represents amounts payable earned and receivable from suppliers upon reaching minimum purchase thresholds for a specified period. The rebates can be used to offset future purchases with the same supplier. | |||
[2] | Deposits represent rental deposits and deposits paid to third-party vendors. | |||
[3] | Employee advances represent cash advanced to online store managers for store daily operation, such as online store promotion activities. |
Property and equipment, net (De
Property and equipment, net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | ¥ 420,207 | ¥ 155,663 | ||
Accumulated depreciation and amortization | (89,283) | (54,771) | ||
Property and equipment, net | 330,924 | 100,892 | $ 50,862 | |
Depreciation and amortization expenses | 37,436 | 26,659 | ¥ 16,613 | |
Electronic devices [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | 79,729 | 48,432 | ||
Vehicle [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | 4,872 | 3,209 | ||
Furniture and office equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | 15,078 | 8,576 | ||
Leasehold improvement [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | 106,367 | 84,121 | ||
Machinery and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | 17,684 | 11,325 | ||
Building [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment | ¥ 196,477 | ¥ 0 |
Intangible assets, Net (Details
Intangible assets, Net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Finite-Lived Intangible Assets [Line Items] | ||||
Accumulated amortization | ¥ (36,239) | ¥ (23,402) | ||
Intangible assets, net | 66,150 | 26,984 | $ 10,167 | |
Amortization expenses | 12,837 | 9,221 | ¥ 6,532 | |
Estimated amortization expenses of the existing intangible assets for the next five years | ||||
2,018 | 19,739 | |||
2,019 | 17,506 | |||
2,020 | 13,546 | |||
2,021 | 4,258 | |||
2,022 | 2,949 | |||
Internally developed software [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | 85,928 | 49,426 | ||
Trademark [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | 841 | 960 | ||
Supplier relationship [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | ¥ 15,620 | ¥ 0 |
Investments in equity investe60
Investments in equity investees (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Investments in equity investees [Line Items] | |||||
Cost Method Investments | ¥ 24,268 | ¥ 33,443 | $ 3,730 | ||
Income (Loss) from Equity Method Investments | (1,265) | $ (194) | ¥ (10,236) | ||
Asset Impairment Charges | 6,227 | $ 957 | |||
Equity Method Investment, Amount Sold | 3,286 | ||||
Other than Temporary Impairment Losses, Investments | 4,625 | ||||
Other Asset Impairment Charges | 1,602 | ||||
Cost-method Investments [Member] | |||||
Investments in equity investees [Line Items] | |||||
Cost Method Investments | 12,146 | ¥ 20,057 | |||
Proceeds from Sale, Maturity and Collection of Investments | 8,750 | ||||
Gain on Sale of Investments | ¥ 5,464 |
Short-term loans (Narrative) (D
Short-term loans (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Short-term Debt | ¥ 172,000 | ¥ 0 | $ 26,436 | ||
Repayments of Short-term Debt | (157,392) | $ (24,191) | ¥ 0 | ||
Proceeds from Short-term Debt | 329,392 | 50,627 | 0 | ||
Interest Expense | ¥ 4,252 | 654 | |||
Debt Instrument Converted To Notes Payable | $ | $ 33,600 | ||||
Line of Credit Facility, Description | The credit facilities will expire during the period from January to October 2018. | The credit facilities will expire during the period from January to October 2018. | |||
Revolving Credit Facility [Member] | |||||
Debt Instrument, Face Amount | ¥ 735,100 | ||||
Proceeds from Short-term Debt | ¥ 172,000 | ||||
Debt, Weighted Average Interest Rate | 4.57% | 4.57% | |||
Interest Expense | ¥ 4,252 | ¥ 0 | |||
Debt Instrument, Unused Borrowing Capacity, Amount | 446,384 | ||||
Debt Instrument Converted to Letter of Guarantee and Notes Payable | 83,115 | ||||
Letters Of Guarantee [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 116,563 | ||||
Notes Payable [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | ¥ 48,000 | ||||
Line of Credit [Member] | |||||
Debt Instrument, Term | 1 year | 1 year |
Accrued expenses and other cu62
Accrued expenses and other current liabilities (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | |
Accrued Expenses and Other Current Liabilities [Line Items] | ||||
Logistics expenses accruals | ¥ 157,777 | ¥ 32,071 | ||
Advances from customers | 25,148 | 22,682 | ||
Outsourced labor cost payable | 31,987 | 10,890 | ||
Salary and welfare payable | 46,362 | 26,353 | ||
Professional fee accruals | 6,117 | 10,793 | ||
Marketing expenses accruals | 16,363 | 9,449 | ||
Other tax payable | 12,425 | 2,947 | ||
Receipt on behalf of merchants on Maikefeng marketplace | [1] | 1,951 | 20,796 | |
Others | 13,806 | 2,860 | ||
Accrued expenses and other current liabilities | ¥ 311,936 | $ 47,944 | ¥ 138,841 | |
[1] | Receipt on behalf of merchants on Maikefeng marketplace represents amount received from end customers on behalf of and payable to merchants on Maikefeng marketplace. |
Income tax (Schedule of Income
Income tax (Schedule of Income Taxes) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Income tax [Line Items] | ||||
Statutory tax rate | 25.00% | 25.00% | 25.00% | 25.00% |
Current tax expenses | ¥ 57,642 | ¥ 15,348 | ¥ 7,793 | |
Deferred tax | (3,391) | $ (521) | 1,483 | (13,815) |
Income tax (benefits) expenses | ¥ 54,251 | $ 8,338 | ¥ 16,831 | ¥ (6,022) |
Hong Kong [Member] | ||||
Income tax [Line Items] | ||||
Statutory tax rate | 16.50% | 16.50% |
Income tax (Reconciliation of t
Income tax (Reconciliation of the Effective Income Tax Rate) (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax [Line Items] | |||
Statutory income tax rate | 25.00% | 25.00% | 25.00% |
Share-based compensation | 5.50% | 8.36% | 23.47% |
Effect on tax rates in different tax jurisdiction | (1.91%) | (1.01%) | (15.88%) |
Effect of preferential tax benefit on assessable profits of subsidiary incorporated in the PRC | (2.24%) | 0.00% | 0.00% |
Tax incentives relating to research and development expenditure | (5.16%) | (8.87%) | (17.00%) |
Other non-deductible expenses | 0.09% | 0.78% | 0.60% |
Changes in valuation allowance | (0.78%) | (7.80%) | (38.63%) |
Effective income tax rate | 20.50% | 16.46% | (22.44%) |
Income tax (Schedule of Deferre
Income tax (Schedule of Deferred Tax Assets and Liabilities) (Details) - CNY (¥) ¥ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Logistics expenses accruals | ¥ 511 | ¥ 1,989 |
Inventory write-down | 7,889 | 5,404 |
Allowance for other investments | 1,557 | 0 |
Promotion expenses accruals | 1,628 | 1,270 |
Outsourced labor cost | 0 | 2,620 |
Promotion expenses paid but tax invoices not received | 0 | 186 |
Salary and welfare payable | 447 | 748 |
Professional fee accruals | 1,202 | 1,307 |
Marketing expenses accruals | 1,265 | 424 |
Allowance for doubtful accounts | 368 | 295 |
Other accruals | 1,153 | 1,034 |
Net operating loss carry forward | 5,833 | 5,452 |
Less: valuation allowance | (6,325) | (8,397) |
Deferred tax assets, net | 15,528 | 12,332 |
Deferred tax liabilities: | ||
Identifiable intangible assets | (3,710) | 0 |
Deferred tax liabilities | ¥ (3,710) | ¥ 0 |
Income tax (Movement of the Val
Income tax (Movement of the Valuation Allowance) (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax [Line Items] | ||
Beginning balance | ¥ 8,397 | ¥ 16,368 |
Reversals | (2,072) | (7,971) |
Ending balance | ¥ 6,325 | ¥ 8,397 |
Income tax (Narrative) (Details
Income tax (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | |
Income Tax [Line Items] | |||
Operating loss carryforwards | ¥ 23,857 | ¥ 24,461 | |
Retained Earnings (Accumulated Deficit) | ¥ (25,000) | $ (3,841) | (233,866) |
Applicability of Preferential Income Tax Rate | Under the Law of the People’s Republic of China on Enterprise Income Tax (‘‘EIT Law’’), the Group’s subsidiaries and VIE domiciled in the PRC are subject to 25% statutory rate. According to Guoshuihan 2009 No. 203, if an entity is certified as an “High and New Technology Enterprise,” it is entitled to a preferential income tax rate of 15%. VIE obtained the certificate of “Advanced and New Technology Enterprise” in 2017 and the provision for PRC corporate income tax for VIE is calculated by applying the income tax rate of 15% for the year ended December 31, 2017. | ||
CHINA | |||
Income Tax [Line Items] | |||
Retained Earnings (Accumulated Deficit) | ¥ 238,137 | ¥ 7,663 |
Ordinary Shares (Details)
Ordinary Shares (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2015 | May 31, 2015 | Dec. 31, 2013 | |
Shares subscribed | 29,983,883 | ||||||
Par value | $ 0.0001 | ||||||
Shares repurchased | 1,925,063 | ||||||
American depositary shares repurchase | $ 10,000 | ||||||
Common Class A [Member] | |||||||
Par value | $ 0.0001 | $ 0.0001 | |||||
Shares repurchased | 3,603,642 | 803,811 | |||||
Class A ordinary shares issued | 9,000,000 | 37,950,000 | |||||
Common Stock, Shares Authorized | 470,000,000 | 470,000,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 6,713,415 | 2,544,255 | |||||
Common Class A [Member] | IPO [Member] | |||||||
Common Stock, Shares Authorized | 99,524,574 | ||||||
Common Class B [Member] | |||||||
Par value | $ 0.0001 | $ 0.0001 | |||||
Common Stock, Shares Authorized | 30,000,000 | 30,000,000 | |||||
Common Class B [Member] | IPO [Member] | |||||||
Common Stock, Shares Authorized | 13,300,738 |
Net income (loss) per share (Sc
Net income (loss) per share (Schedule of Basic and Diluted Net Loss Per Share) (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥)¥ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)¥ / sharesshares | Dec. 31, 2015CNY (¥)¥ / sharesshares | |
Numerator: | ||||
Net income | ¥ 209,130 | $ 32,143 | ¥ 85,424 | ¥ 22,621 |
Change in redemption value of preferred shares | (25,332) | |||
Net (income) loss attributable to noncontrolling interests | (264) | (41) | 1,209 | |
Net income (loss) attributable to ordinary shareholders of Baozun Inc. | ¥ 208,866 | $ 32,102 | ¥ 86,633 | ¥ (2,711) |
Net income (loss) per share attributable to ordinary shareholders of Baozun Inc. | ||||
Basic | (per share) | ¥ 1.29 | $ 0.2 | ¥ 0.58 | ¥ (0.03) |
Diluted | (per share) | 1.19 | 0.18 | 0.53 | (0.03) |
Net income (loss) per ADS (1 ADS represents 3 Class A ordinary shares) attributable to ordinary shareholders of Baozun Inc. | ||||
Basic | (per share) | 3.87 | 0.59 | 1.74 | (0.08) |
Diluted | (per share) | ¥ 3.56 | $ 0.55 | ¥ 1.59 | ¥ (0.08) |
Weighted average number of ordinary shares | ||||
Basic | 162,113,815 | 162,113,815 | 149,935,100 | 102,987,119 |
Diluted | 176,115,049 | 176,115,049 | 163,926,674 | 102,987,119 |
Net income (loss) per share (Na
Net income (loss) per share (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,802,810 | ||
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 16,574,854 | ||
Restricted Stock Units (RSUs) [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,976,311 |
Related party transactions (Det
Related party transactions (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | ||||
Revenue generated | ¥ 5,222 | ¥ 3,606 | ¥ 7,850 | |
Amount due from related parties | 88,795 | 38,772 | $ 13,648 | |
Warehousing Service Revenue [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue generated | ||||
Alibaba Group Holding Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amount due from related parties | 17,611 | 10,392 | ||
Alibaba Group Holding Limited [Member] | Marketing and Platform Service [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fees paid | 351,482 | 246,136 | 141,412 | |
Alibaba Group Holding Limited [Member] | Logistic Service [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fees paid | 13,052 | 2,059 | ||
Alibaba Group Holding Limited [Member] | Warehousing Service Revenue [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue generated | 5,105 | |||
Ahead (Shanghai) Trade Co., Ltd [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fees paid | 1,591 | 4,285 | 1,134 | |
Revenue generated | 117 | 3,606 | ¥ 7,850 | |
Amount due from related parties | 66,633 | 28,380 | ||
Ahead (Shanghai) Trade Co., Ltd [Member] | Services Provided [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amount due from related parties | 0 | 436 | ||
Amounts due from BCJ [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amount due from related parties | 4,551 | 1,571 | ||
Ahead on behalf of the Group [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amount due from related parties | ¥ 66,633 | ¥ 27,944 |
Commitments (Schedule of Future
Commitments (Schedule of Future Minimum Lease Payments) (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Minimum lease payments | |||
Rental expenses | ¥ 105,126 | ¥ 71,127 | ¥ 36,706 |
2,018 | 93,022 | ||
2,019 | 87,836 | ||
2,020 | 71,977 | ||
2,021 | 39,095 | ||
2022 and after | 106,265 | ||
Total lease commitment | ¥ 398,195 |
Commitments (Schedule Of Futu73
Commitments (Schedule Of Future Aggregate Minimum Payments) (Details 1) ¥ in Thousands | Dec. 31, 2017CNY (¥) |
2,018 | ¥ 17,117 |
2,019 | 25,866 |
2,020 | 38,038 |
2,021 | 55,916 |
2022 and after | 381,906 |
Total other commitment | ¥ 518,843 |
Share-Based Compensation (Fair
Share-Based Compensation (Fair Value Assumptions) (Details) | 12 Months Ended |
Dec. 31, 2015¥ / shares | |
Risk-free interest rate, minimum | 2.61% |
Risk-free interest rate, maximum | 2.833% |
Contract life | 10 years |
Expected dividend yield | 0.00% |
Expected volatility range, minimum | 48.78% |
Expected volatility range, maximum | 48.96% |
Fair value of the underlying shares on the date of option grants (RMB), minimum | ¥ 16.23 |
Fair value of the underlying shares on the date of option grants (RMB), maximum | ¥ 22.63 |
Share-Based Compensation (Summa
Share-Based Compensation (Summary of Stock Option Activity) (Details) - Equity Option [Member] - CNY (¥) ¥ / shares in Units, ¥ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options | ||||
Outstanding, beginning balance | 12,852,197 | 16,574,854 | 15,153,023 | |
Granted | 0 | 0 | 4,472,745 | |
Forfeited | (148,965) | (1,118,589) | (1,311,296) | |
Expired | 0 | (59,813) | (113,421) | |
Exercised | (5,126,034) | (2,544,255) | (1,626,197) | |
Outstanding, ending balance | 7,577,198 | 12,852,197 | 16,574,854 | 15,153,023 |
Vested and expected to vest | 7,263,589 | |||
Exercisable | 5,731,293 | |||
Weighted Average Exercise Price | ||||
Weighted Average Exercise Price Outstanding | ¥ 1.1 | ¥ 2.2 | ¥ 3.5 | ¥ 0.1 |
Exercisable | 0.4 | |||
Vested and expected to vest | ¥ 0.9 | |||
Weighted Average Remaining Contractual Term | ||||
Outstanding | 6 years 3 months 18 days | 7 years 2 months 12 days | 8 years | 8 years 7 months 6 days |
Vested and expected to vest | 6 years 3 months 18 days | |||
Exercisable | 6 years 1 month 6 days | |||
Outstanding, Aggregate Intrinsic Value | ¥ 0 | ¥ 0 | ¥ 0 | ¥ 0 |
Exercised, Aggregate Intrinsic Value | 269,696 | ¥ 50,199 | ¥ 29,443 | |
Vested and expected to vest, Aggregate Intrinsic Value | 479,380 | |||
Exercisable, Aggregate Intrinsic Value | ¥ 385,205 |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Restricted Share Units Activities) (Details) - Restricted share units [Member] - 2015 Plan [Member] - ¥ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Number of restricted share units | ||
Outstanding, beginning balance | 6,846,530 | 3,976,311 |
Granted | 1,548,747 | 3,663,574 |
Vested | (1,587,381) | |
Forfeited | (653,277) | (793,355) |
Outstanding, ending balance | 6,154,619 | 6,846,530 |
Weighted-Average Grant-Date Fair Value | ||
Outstanding, beginning balance | ¥ 17.83 | ¥ 17.28 |
Granted | 45.96 | 18.32 |
Vested | 17.19 | |
Outstanding, ending balance | ¥ 24.91 | ¥ 17.83 |
Share-Based Compensation (Sch77
Share-Based Compensation (Schedule of Compensation Expense) (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | ¥ 58,231 | ¥ 34,185 | ¥ 25,195 |
Fulfillment [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | 2,904 | 1,755 | 1,440 |
Sales and marketing [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | 20,363 | 13,370 | 9,793 |
Technology and content [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | 13,822 | 7,875 | 5,047 |
General and administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | ¥ 21,142 | ¥ 11,185 | ¥ 8,915 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) ¥ / shares in Units, ¥ in Thousands | Mar. 03, 2016CNY (¥)shares | Aug. 14, 2015¥ / shares$ / sharesshares | May 20, 2015¥ / sharesshares | Feb. 23, 2017CNY (¥)shares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015CNY (¥)¥ / shares | Dec. 31, 2014¥ / shares | Feb. 23, 2017$ / shares | Mar. 03, 2016$ / shares | May 05, 2015shares |
Share-Based Compensation [Line Items] | |||||||||||
Weighted average grant date fair value | ¥ / shares | ¥ 13.43 | ¥ 13.32 | |||||||||
Unrecognized compensation expense, recognition period | 2 years 10 months 20 days | 1 year 11 months 12 days | |||||||||
Allocated Share-based Compensation Expense | ¥ | ¥ 58,231 | ¥ 34,185 | ¥ 25,195 | ||||||||
Share-based Payment Award, Options, Outstanding | 2,098,111 | 1,306,743 | |||||||||
Nonemployee Services Transaction, Modification of Terms, Incremental Compensation Cost | ¥ | ¥ 3,432 | ¥ 6,321 | ¥ 12,347 | ||||||||
Share-based Payment Award, Compensation Cost | ¥ | 956 | ||||||||||
Nonvested Awards, Compensation Cost Not yet Recognized | ¥ | ¥ 2,476 | ¥ 6,026 | |||||||||
2014 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Shares authorized | 20,331,467 | ||||||||||
2015 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Shares authorized | 4,400,000 | ||||||||||
Description and terms of unissued shares reserved under the Plan | In July 2016, the Group made amendment to the 2015 plan that if on December 31 of each year beginning in 2016, the unissued shares reserved under the 2015 Plan account for less than 1.5% of the then total issued and outstanding shares on an as-converted basis, then on the first day of the next calendar year, the number of shares reserved for future issuances under the 2015 Plan shall be automatically increased to 1.5% of the then total issued and outstanding shares. | ||||||||||
Minimum [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Weighted Average Exercise Price Outstanding | $ / shares | $ 1.5 | $ 0.0001 | $ 0.0001 | ||||||||
Maximum [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Weighted Average Exercise Price Outstanding | $ / shares | $ 2.87 | $ 1.5 | $ 1.5 | ||||||||
Restricted share units [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Unrecognized compensation expense | ¥ | ¥ 132,986 | ||||||||||
Unrecognized compensation expense, recognition period | 2 years 8 months 12 days | ||||||||||
Restricted share units [Member] | 2015 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Granted | 1,548,747 | 3,663,574 | |||||||||
Management and employees | 2015 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Share options granted | 452,770 | ||||||||||
Vesting period | 4 years | ||||||||||
Management and employees | Minimum [Member] | 2015 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Exercise price of share options granted (in dollars per share) | ¥ / shares | $ 11.67 | ||||||||||
Management and employees | Maximum [Member] | 2015 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Exercise price of share options granted (in dollars per share) | ¥ / shares | $ 18.6 | ||||||||||
Senior management [Member] | 2014 Plan [Member] | |||||||||||
Share-Based Compensation [Line Items] | |||||||||||
Share options granted | 70,000 | ||||||||||
Exercise price of share options granted (in dollars per share) | ¥ / shares | ¥ 0.001 | ||||||||||
Vesting period | 4 years |
Convertible Redeemable Prefer79
Convertible Redeemable Preferred Shares (Details) ¥ / shares in Units, ¥ in Thousands | 1 Months Ended | 6 Months Ended | 8 Months Ended | 12 Months Ended | 34 Months Ended | ||||||||
Oct. 31, 2014CNY (¥)¥ / sharesshares | Aug. 31, 2014CNY (¥)shares | Sep. 30, 2012CNY (¥) | Jan. 31, 2011CNY (¥) | Jun. 30, 2011CNY (¥) | Aug. 19, 2010CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015CNY (¥)shares | Dec. 31, 2014shares | Sep. 30, 2012CNY (¥) | Oct. 31, 2014$ / shares | |
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Conversion ratio | 1 | 1 | |||||||||||
Deemed dividend | |||||||||||||
Ordinary shares repurchased | shares | 1,925,063 | ||||||||||||
Consideration paid to repurchase ordinary shares | ¥ 50,842 | ¥ 13,958 | |||||||||||
Common Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Ordinary shares repurchased | shares | 3,603,642 | 803,811 | |||||||||||
Consideration paid to repurchase ordinary shares | ¥ 3 | ¥ 1 | |||||||||||
Stock Issued During Period, Shares, New Issues | shares | 9,000,000 | 37,950,000 | |||||||||||
Founding Shareholders [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Ordinary shares repurchased | shares | 1,925,063 | ||||||||||||
Consideration paid to repurchase ordinary shares | ¥ 20,964 | ||||||||||||
Series A equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Interest compounding rate (as a percent) | 12.50% | ||||||||||||
Conversion ratio | 1 | ||||||||||||
Series B equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Conversion ratio | 1 | ||||||||||||
Series C1 equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Interest compounding rate (as a percent) | 15.00% | 15.00% | |||||||||||
Fair value of shares determined by the Company with the assistance of independent valuation firm | ¥ 270,923 | ¥ 270,923 | |||||||||||
Deemed dividend | ¥ 4,683 | ||||||||||||
Series A Shares [Member] | Common Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Shares issued upon conversion of equity interests | shares | 19,622,241 | ||||||||||||
Series B Shares [Member] | Common Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Shares issued upon conversion of equity interests | shares | 26,532,203 | ||||||||||||
Series C1 Shares [Member] | Common Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Shares issued upon conversion of equity interests | shares | 29,056,332 | ||||||||||||
Series C2 Shares [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Fair value of shares determined by the Company with the assistance of independent valuation firm | 37,630 | ||||||||||||
Deemed dividend | 16,666 | ||||||||||||
Proceeds from issuance of Series D convertible redeemable preferred shares, net | ¥ 20,964 | ||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1,925,063 | ||||||||||||
Series C2 Shares [Member] | Common Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Shares issued upon conversion of equity interests | shares | 1,925,063 | ||||||||||||
Series D Preferred Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Proceeds from issuance of Series D convertible redeemable preferred shares, net | ¥ 145,746 | ||||||||||||
Par value of preferred share (in dollars per share) | $ / shares | $ 0.0001 | ||||||||||||
Issue price per share | (per share) | ¥ 19.69 | $ 3.20 | |||||||||||
Stock Issued During Period, Shares, New Issues | shares | 7,504,324 | ||||||||||||
Series D Preferred Stock [Member] | Common Stock [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Shares issued upon conversion of equity interests | shares | 7,504,324 | ||||||||||||
Alibaba [Member] | Shanghai Baozun [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Percentage of equity interest acquired by investors | 25.16% | ||||||||||||
Alibaba [Member] | Shanghai Baozun [Member] | Series A equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Percentage of equity interest acquired by investors | 39.56% | ||||||||||||
Total consideration | ¥ 32,732 | ||||||||||||
Alibaba [Member] | Shanghai Baozun [Member] | Series B equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Percentage of equity interest acquired by investors | 7.29% | ||||||||||||
Total consideration | ¥ 12,859 | ||||||||||||
Crescent Castle and New Access [Member] | Shanghai Baozun [Member] | Series B equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Percentage of equity interest acquired by investors | 27.55% | ||||||||||||
Total consideration | ¥ 119,120 | ||||||||||||
Group of investors including existing preferred share investors [Member] | Shanghai Baozun [Member] | Series C1 equity interests [Member] | |||||||||||||
Convertible Redeemable Preferred Shares [Line Items] | |||||||||||||
Percentage of equity interest acquired by investors | 27.62% | ||||||||||||
Total consideration | ¥ 266,240 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Contributions by employer | ¥ 92,138 | ¥ 60,134 | ¥ 35,947 |
Restricted Net Assets (Details)
Restricted Net Assets (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Appropriations | ¥ 8,656 | ¥ 4,121 | ¥ 1,610 |
Accumulated reserves | 15,025 | ¥ 6,369 | ¥ 2,248 |
Net assets not available for dividends | ¥ 536,155 |
FINANCIAL INFORMATION OF PARE82
FINANCIAL INFORMATION OF PARENT COMPANY (Condensed Balance Sheets) (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2013$ / shares |
Current assets: | |||||||
Cash and cash equivalents | ¥ 244,809 | $ 37,626 | ¥ 917,319 | $ 140,989 | ¥ 787,257 | ¥ 206,391 | |
Prepayments and other current assets | 211,992 | 32,583 | 108,495 | ||||
Amounts due from subsidiaries and VIE | 88,795 | 13,648 | 38,772 | ||||
Total current assets | 2,463,346 | 378,611 | 2,168,033 | ||||
Cost method investments | 24,268 | 3,730 | 33,443 | ||||
TOTAL ASSETS | 2,976,035 | 457,410 | 2,368,265 | ||||
Current liabilities: | |||||||
Other current liabilities | ¥ | 13,806 | 2,860 | |||||
Total current liabilities | 1,145,888 | 176,121 | 796,253 | ||||
TOTAL LIABILITIES | 1,149,598 | 176,691 | 796,253 | ||||
SHAREHOLDERS' EQUITY | |||||||
Additional paid-in capital | 1,823,925 | 280,332 | 1,761,430 | ||||
Accumulated deficit | (25,000) | (3,841) | (233,866) | ||||
Accumulated other comprehensive income | 9,995 | 1,536 | 44,348 | ||||
Total shareholders' equity | 1,809,023 | 278,043 | 1,572,012 | ||||
TOTAL LIABILITIES, CONVERTIBLE REDEEMABLE PREFERRED SHARES AND SHAREHOLDERS’ EQUITY | 2,976,035 | 457,410 | 2,368,265 | ||||
Ordinary shares: | |||||||
Par value | $ / shares | $ 0.0001 | ||||||
Class A ordinary shares [Member] | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares | ¥ 95 | $ 15 | ¥ 92 | ||||
Ordinary shares: | |||||||
Par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Shares authorized | 470,000,000 | 470,000,000 | 470,000,000 | 470,000,000 | |||
Shares issued | 152,824,659 | 152,824,659 | 146,111,244 | 146,111,244 | |||
Shares outstanding | 152,824,659 | 152,824,659 | 146,111,244 | 146,111,244 | |||
Class B ordinary shares [Member] | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares | ¥ 8 | $ 1 | ¥ 8 | ||||
Ordinary shares: | |||||||
Par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Shares authorized | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | |||
Shares issued | 13,300,738 | 13,300,738 | 13,300,738 | 13,300,738 | |||
Shares outstanding | 13,300,738 | 13,300,738 | 13,300,738 | 13,300,738 | |||
Parent Company [Member] | |||||||
Current assets: | |||||||
Cash and cash equivalents | ¥ 313,138 | $ 48,128 | ¥ 460,670 | $ 70,804 | ¥ 254,213 | ¥ 144,814 | |
Prepayments and other current assets | 5,434 | 835 | 2,526 | ||||
Amounts due from subsidiaries and VIE | 859,678 | 132,132 | 779,762 | ||||
Total current assets | 1,178,250 | 181,095 | 1,242,958 | ||||
Investments in subsidiaries and VIE | 630,442 | 96,897 | 325,144 | ||||
Cost method investments | 6,682 | 1,027 | 6,682 | ||||
TOTAL ASSETS | 1,815,374 | 279,019 | 1,574,784 | ||||
Current liabilities: | |||||||
Other current liabilities | 6,351 | 976 | 2,772 | ||||
Total current liabilities | 6,351 | 976 | 2,772 | ||||
TOTAL LIABILITIES | 6,351 | 976 | 2,772 | ||||
SHAREHOLDERS' EQUITY | |||||||
Additional paid-in capital | 1,823,925 | 280,332 | 1,761,430 | ||||
Accumulated deficit | (25,000) | (3,841) | (233,866) | ||||
Accumulated other comprehensive income | 9,995 | 1,536 | 44,348 | ||||
Total shareholders' equity | 1,809,023 | 278,043 | 1,572,012 | ||||
TOTAL LIABILITIES, CONVERTIBLE REDEEMABLE PREFERRED SHARES AND SHAREHOLDERS’ EQUITY | 1,815,374 | 279,019 | 1,574,784 | ||||
Parent Company [Member] | Class A ordinary shares [Member] | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares | ¥ 95 | $ 15 | ¥ 92 | ||||
Ordinary shares: | |||||||
Par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Shares authorized | 470,000,000 | 470,000,000 | 470,000,000 | 470,000,000 | |||
Shares issued | 152,824,659 | 152,824,659 | 146,111,244 | 146,111,244 | |||
Shares outstanding | 152,824,659 | 152,824,659 | 146,111,244 | 146,111,244 | |||
Parent Company [Member] | Class B ordinary shares [Member] | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares | ¥ 8 | $ 1 | ¥ 8 | ||||
Ordinary shares: | |||||||
Par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Shares authorized | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | |||
Shares issued | 13,300,738 | 13,300,738 | 13,300,738 | 13,300,738 | |||
Shares outstanding | 13,300,738 | 13,300,738 | 13,300,738 | 13,300,738 |
FINANCIAL INFORMATION OF PARE83
FINANCIAL INFORMATION OF PARENT COMPANY (Condensed Statements of Operations and Comprehensive Income) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Operating expenses: | ||||
General and administrative | ¥ (116,554) | $ (17,914) | ¥ (88,274) | ¥ (73,678) |
Total operating expenses | (3,892,476) | (598,263) | (3,300,209) | (2,589,992) |
Income from operations | 256,332 | 39,397 | 90,066 | 8,451 |
Interest income | 13,350 | 2,052 | 11,869 | 8,834 |
Exchange gain (loss) | (21) | (3) | 320 | (124) |
Deemed dividend from issuance of convertible redeemable preferred shares | ||||
Change in redemption value of convertible redeemable preferred shares | (25,332) | |||
Net income (loss) attributable to ordinary shareholders | 208,866 | 32,102 | 86,633 | (2,711) |
Foreign currency translation adjustment | (34,353) | (5,280) | 25,136 | 18,008 |
Comprehensive income | 174,777 | 26,863 | 110,560 | 40,629 |
Parent Company [Member] | ||||
Operating expenses: | ||||
General and administrative | (6,075) | (934) | (6,129) | (3,126) |
Other operating income | 2,492 | 383 | 2,446 | 1,399 |
Total operating expenses | (3,583) | (551) | (3,683) | (1,727) |
Income from operations | (3,583) | (551) | (3,683) | (1,727) |
Interest income | 7,187 | 1,105 | 3,358 | 1,175 |
Exchange gain (loss) | 47 | 7 | 7 | (471) |
Equity in income (loss) of subsidiaries and VIE | 205,215 | 31,541 | 86,951 | 23,644 |
Net income | 208,866 | 32,102 | 86,633 | 22,621 |
Deemed dividend from issuance of convertible redeemable preferred shares | ||||
Change in redemption value of convertible redeemable preferred shares | (25,332) | |||
Net income (loss) attributable to ordinary shareholders | 208,866 | 32,102 | 86,633 | (2,711) |
Net income | 208,866 | 32,102 | 86,633 | 22,621 |
Foreign currency translation adjustment | (34,353) | (5,280) | 25,136 | 18,008 |
Comprehensive income | ¥ 174,513 | $ 26,822 | ¥ 111,769 | ¥ 40,629 |
FINANCIAL INFORMATION OF PARE84
FINANCIAL INFORMATION OF PARENT COMPANY (Condensed Statement of Cash Flows) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||
Exchange (gain) loss | ¥ 21 | $ 3 | ¥ (320) | ¥ 124 |
Changes in liabilities, net of effects of acquisition: | ||||
Changes in other current liabilities | 175,129 | 26,917 | (19,043) | 82,533 |
Net cash provided by (used in) operating activities | (169,074) | (25,986) | 13,441 | 2,202 |
Cash flows from investing activities: | ||||
Investment in cost method investees | 0 | 0 | (6,750) | (7,682) |
Net cash used in investing activities | (637,179) | (97,933) | (119,429) | (126,949) |
Cash flows from financing activities: | ||||
Payment for ordinary shares repurchase | 0 | 0 | (45,321) | (13,958) |
Advances for ordinary shares repurchase | 0 | (5,521) | ||
Net cash provided by financing activities | 167,705 | 25,776 | 210,719 | 687,743 |
Net increase (decrease) in cash and cash equivalents | (638,548) | (98,143) | 104,731 | 562,996 |
Cash and cash equivalents, beginning of year | 917,319 | 140,989 | 787,257 | 206,391 |
Effect of exchange rate changes on cash and cash equivalents | (33,962) | (5,220) | 25,331 | 17,870 |
Cash and cash equivalents, end of year | 244,809 | 37,626 | 917,319 | 787,257 |
Parent Company [Member] | ||||
Cash flows from operating activities: | ||||
Net income | 208,866 | 32,102 | 86,633 | 22,621 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||
Exchange (gain) loss | (47) | (7) | (7) | 471 |
Equity in income of subsidiaries and VIE | (205,215) | (31,541) | (86,951) | (23,644) |
Changes in liabilities, net of effects of acquisition: | ||||
Changes in other current liabilities | 3,580 | 550 | (6,394) | 9,127 |
Net cash provided by (used in) operating activities | 7,184 | 1,104 | (6,719) | 8,575 |
Cash flows from investing activities: | ||||
Advances to subsidiaries and VIE | (79,916) | (12,283) | (14,879) | (229,031) |
Investment in cost method investees | (6,682) | |||
Investments in subsidiaries | (41,853) | (6,433) | 14,139 | (366,234) |
Net cash used in investing activities | (121,769) | (18,716) | (740) | (601,947) |
Cash flows from financing activities: | ||||
Proceeds from amounts due to related parties | 238,034 | 707,061 | ||
Proceeds from issuance of ordinary shares upon public offering, net | 4,270 | 656 | 3,943 | 11 |
Payment for ordinary shares repurchase | (45,321) | (13,958) | ||
Advances for ordinary shares repurchase | (5,521) | |||
Net cash provided by financing activities | 4,270 | 656 | 196,656 | 687,593 |
Net increase (decrease) in cash and cash equivalents | (110,315) | (16,956) | 189,197 | 94,221 |
Cash and cash equivalents, beginning of year | 460,670 | 70,804 | 254,213 | 144,814 |
Effect of exchange rate changes on cash and cash equivalents | (37,217) | (5,720) | 17,260 | 15,178 |
Cash and cash equivalents, end of year | ¥ 313,138 | $ 48,128 | ¥ 460,670 | ¥ 254,213 |
FINANCIAL INFORMATION OF PARE85
FINANCIAL INFORMATION OF PARENT COMPANY (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2017$ / ¥ | |
Foreign Currency Exchange Rate Weighted Average Translation Rate | 6.5063 |