SEC Comment Letter for BILL Holdings, (BILL) — Nov 20, 2019
BILL Holdings, Inc.
Date: Nov. 20, 2019 · CIK: 0001786352 · Accession: 0000000000-19-015669
AI Filing Summary & Sentiment
File numbers found in text: 333-234730
Letter
November 20, 2019 René Lacerte Chief Executive Officer Bill.com Holdings, Inc. 1810 Embarcadero Road Palo Alto, California 94303 Re:Bill.com Holdings, Inc. Registration Statement on Form S-1 Filed November 15, 2019 File No. 333-234730 Dear Mr. Lacerte: We have reviewed your registration statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Registration Statement on Form S-1 Item 16. Exhibits and Financial Statement Schedules, page II-3 1.We note that the exclusive forum provision in your form of restated certificate of incorporation filed as Exhibit 3.2 does not clarify its inapplicability to actions arising under the Securities Act or the Exchange Act, as disclosed on pages 44 and 154 of your prospectus. Please ensure that the exclusive forum provision in your governing document states this clearly, or tell us how you will inform investors in future filings that the provision does not apply to any actions arising under the Securities Act or the Exchange Act. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
FirstName LastNameRené Lacerte Comapany NameBill.com Holdings, Inc. November 20, 2019 Page 2 FirstName LastName René Lacerte Bill.com Holdings, Inc. November 20, 2019 Page 2 Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. 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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November 20, 2019
René Lacerte
Chief Executive Officer
Bill.com Holdings, Inc.
1810 Embarcadero Road
Palo Alto, California 94303
Re:Bill.com Holdings, Inc.
Registration Statement on Form S-1
Filed November 15, 2019
File No. 333-234730
Dear Mr. Lacerte:
We have reviewed your registration statement and have the following comment. In our
comment, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.
Registration Statement on Form S-1
Item 16. Exhibits and Financial Statement Schedules, page II-3
1.We note that the exclusive forum provision in your form of restated certificate of
incorporation filed as Exhibit 3.2 does not clarify its inapplicability to actions arising
under the Securities Act or the Exchange Act, as disclosed on pages 44 and 154 of your
prospectus. Please ensure that the exclusive forum provision in your governing document
states this clearly, or tell us how you will inform investors in future filings that the
provision does not apply to any actions arising under the Securities Act or the Exchange
Act.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
FirstName LastNameRené Lacerte
Comapany NameBill.com Holdings, Inc.
November 20, 2019 Page 2
FirstName LastName
René Lacerte
Bill.com Holdings, Inc.
November 20, 2019
Page 2
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
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.