Baozun Inc. (BZUN) Announces Pricing of Global Offering

Baozun Inc. (Nasdaq: BZUN) (“Baozun” or the “Company”), the leading brand e-commerce service partner that helps brands execute their e-commerce strategies in China, today announced the pricing of the global offering (the “Global Offering”) of 40,000,000 Class A ordinary shares (the “Shares”), which comprises an international offering and a Hong Kong public offering. The final offer price for both the international offering and the Hong Kong public offering (the “Offer Price”) has been set at HK$82.90 per Share. Based on the ratio of three Shares per Nasdaq-listed American depositary share (“ADS”), the Offer Price translates to approximately US$32.10 per ADS (based on an exchange rate of HK$7.7499 to US$1.00). The Company has set Offer Price by taking into consideration, among other factors, the closing price of the ADSs on September 22, 2020 (the last trading day before pricing). Subject to approval from The Stock Exchange of Hong Kong Limited (the “SEHK”), the Shares are expected to begin trading on the Main Board of the SEHK on September 29, 2020 under the stock code “9991.HK.” The Global Offering is expected to close on the same day, subject to customary closing conditions.

The Company’s ADSs will continue to be listed and traded on Nasdaq. Upon the secondary listing in Hong Kong, the Class A ordinary shares traded on the SEHK will be fully fungible with the Class A ordinary shares represented by the ADSs traded on Nasdaq.

The gross proceeds to the Company from the Global Offering, before deducting underwriting fees and the offering expenses, are expected to be approximately HK$3,316.0 million. In addition, the Company has granted the international underwriters an over-allotment option, exercisable from September 23, 2020 until 30 days thereafter, to require the Company to issue up to an additional 6,000,000 Shares at the Offer Price.

The Company plans to use the net proceeds from the Global Offering for expanding its brand partner network, enhancing its digital marketing and fulfillment capabilities, potential strategic alliances, investment in technology and innovation, and potential merger and acquisition opportunities.

Citigroup Global Markets Asia Limited, CMB International Capital Limited and Credit Suisse (Hong Kong) Limited are the joint sponsors, joint global coordinators, joint bookrunners and joint lead managers for the Global Offering. China International Capital Corporation Hong Kong Securities Limited is acting as a joint global coordinator, joint bookrunner and joint lead manager for the Global Offering. CCB International Capital Limited and China Merchants Securities (HK) Co., Limited are acting as joint bookrunners and joint lead managers for the Global Offering.

The Global Offering of the Shares in the United States (including Shares initially offered and sold outside the United States that may be resold from time to time into the United States) are being made only by means of a prospectus supplement filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 16, 2020 and the accompanying prospectus included in an automatic shelf registration statement on Form F-3ASR (File No. 333-230718) filed with SEC on April 4, 2019, which automatically became effective upon filing. The registration statement on Form F-3ASR, including the base prospectus contained therein, and the preliminary prospectus supplement dated September 16, 2020 are available at the SEC website at: http://www.sec.gov. The final prospectus supplement will be filed with the SEC and will be available on the SEC’s website at: http://www.sec.gov. When available, copies of the final prospectus supplement and the accompanying prospectus relating to the offering may also be obtained from Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, the United States of America (Tel: 800-831-9146); CMB International Capital Limited, 45/F Champion Tower, 3 Garden Road, Central, Hong Kong, Attention: Susie Zhang; or by email at [email protected]; or Credit Suisse Securities (USA) LLC, Eleven Madison Avenue, New York, New York 10010, Attention: Prospectus Department, or by email at [email protected].

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