SEC Comment Letter for BILL Holdings, (BILL) — Oct 25, 2019
BILL Holdings, Inc.
Date: Oct. 25, 2019 · CIK: 0001786352 · Accession: 0000000000-19-014878
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Letter
October 25, 2019 René Lacerte Chief Executive Officer Bill.com Holdings, Inc. 1810 Embarcadero Road Palo Alto, California 94303 Re:Bill.com Holdings, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted October 11, 2019 CIK 0001786352 Dear Mr. Lacerte: We have reviewed your amended draft registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing the information you provide in response to these comments and your amended draft registration statement or filed registration statement, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our October 3, 2019 letter. Amendment No. 1 to Draft Registration Statement on Form S-1 Management’s Discussion and Analysis of Financial Condition and Results of Operations Net Dollar-Based Retention Rate, page 64 1.In order to provide context to your current measure, revise to provide comparative disclosure of your net dollar-based retention rate for each reported period and discuss any significant fluctuations.
FirstName LastNameRené Lacerte Comapany NameBill.com Holdings, Inc. October 25, 2019 Page 2 FirstName LastName René Lacerte Bill.com Holdings, Inc. October 25, 2019 Page 2 Consolidated Financial Statements Consolidated Statements of Cash Flows, page F-7 2.We note your response to prior comment 9 and that you present cash flows from the change in the customer fund deposits liability within investing activities. Please tell us the specific guidance in ASC 230 you relied upon in your determination to classify the cash flows associated with the liability as investing activities. In your response, please tell us about the nature of the underlying cash flows and if you considered alternative presentations as either operating or financing. You may contact Eiko Yaoita Pyles, Staff Accountant, at (202) 551-3587 or Christine Dietz, Senior Staff Accountant, at (202) 551-3408 if you have questions regarding comments on the financial statements and related matters. Please contact Jeff Kauten, Staff Attorney, at (202) 551-3447 or Kathleen Krebs, Special Counsel, at (202) 551-3350 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: James D. Evans, Esq.
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October 25, 2019
René Lacerte
Chief Executive Officer
Bill.com Holdings, Inc.
1810 Embarcadero Road
Palo Alto, California 94303
Re:Bill.com Holdings, Inc.
Amendment No. 1 to Draft Registration Statement on Form S-1
Submitted October 11, 2019
CIK 0001786352
Dear Mr. Lacerte:
We have reviewed your amended draft registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, our references to prior comments are to comments in our
October 3, 2019 letter.
Amendment No. 1 to Draft Registration Statement on Form S-1
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Net Dollar-Based Retention Rate, page 64
1.In order to provide context to your current measure, revise to provide comparative
disclosure of your net dollar-based retention rate for each reported period and discuss any
significant fluctuations.
FirstName LastNameRené Lacerte
Comapany NameBill.com Holdings, Inc.
October 25, 2019 Page 2
FirstName LastName
René Lacerte
Bill.com Holdings, Inc.
October 25, 2019
Page 2
Consolidated Financial Statements
Consolidated Statements of Cash Flows, page F-7
2.We note your response to prior comment 9 and that you present cash flows from the
change in the customer fund deposits liability within investing activities. Please tell us the
specific guidance in ASC 230 you relied upon in your determination to classify the cash
flows associated with the liability as investing activities. In your response, please tell us
about the nature of the underlying cash flows and if you considered alternative
presentations as either operating or financing.
You may contact Eiko Yaoita Pyles, Staff Accountant, at (202) 551-3587 or
Christine Dietz, Senior Staff Accountant, at (202) 551-3408 if you have questions regarding
comments on the financial statements and related matters. Please contact Jeff Kauten, Staff
Attorney, at (202) 551-3447 or Kathleen Krebs, Special Counsel, at (202) 551-3350 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: James D. Evans, Esq.