SEC Company Response from BILL Holdings, (BILL) — Nov 15, 2019
BILL Holdings, Inc.
Date: Nov. 15, 2019 · CIK: 0001786352 · Accession: 0001193125-19-293358
AI Filing Summary & Sentiment
Referenced dates: November 12, 2019
Letter
Correspondence
November 15, 2019
JAMES D. EVANS
EMAIL JEVANS@FENWICK.COM
DIRECT DIAL +1 (206) 389-4559
VIA EDGAR AND OVERNIGHT DELIVERY
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
Attention: Kathleen Krebs, Special Counsel
Jeff Kauten, Staff Attorney
Christine Dietz, Senior Staff Accountant
Eiko Yaoita Pyles, Staff Accountant
Re: Bill.com Holdings, Inc.
Amendment No. 2 to Draft Registration Statement on Form S-1
Submitted November 1, 2019
CIK No. 0001786352
Ladies and Gentlemen:
On behalf of Bill.com Holdings, Inc. (the “Company”), we are concurrently transmitting herewith the Company’s Registration Statement on Form S-1 (CIK No. 0001786352) (the “Registration Statement”). In this letter, we respond to the comments of the staff of the Securities and Exchange Commission (the “Staff”) contained in the Staff’s letter dated November 12, 2019 (the “Letter”) regarding confidential draft no. 3 of the Draft Registration Statement (“Draft No. 3”). The numbered paragraphs below correspond to the numbered comments in the Letter and the Staff’s comments are presented in bold italics. We have also enclosed with the copy of this letter that is being transmitted via overnight courier four copies of the Registration Statement in paper format, marked to show changes from Draft No. 3. In addition to addressing the comments raised by the Staff in the Letter, the Company has revised the Registration Statement to update certain other disclosures.
Consolidated Financial Statements
Consolidated Statements of Cash Flows, page F-8
1. We note your response to prior comment 2. Please revise to present the cash flows from the change in the customer fund deposits liability as a financing activity.
The Company notes the Staff’s comment and has revised its disclosure on pages 85, 86, F-8 and F-18 of the Registration Statement to present the cash flows from the change in the customer fund deposits liability as a financing activity.
* * * * * * *
U.S. Securities and Exchange Commission
Division of Corporation Finance
November 15, 2019
Page
Should the Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact the undersigned at (206) 389-4559, or, in his absence, Nicolas H.R. Dumont at (212) 430-2679.
Sincerely,
FENWICK & WEST LLP
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CORRESP 1 filename1.htm Correspondence November 15, 2019 JAMES D. EVANS EMAIL JEVANS@FENWICK.COM DIRECT DIAL +1 (206) 389-4559 VIA EDGAR AND OVERNIGHT DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Kathleen Krebs, Special Counsel Jeff Kauten, Staff Attorney Christine Dietz, Senior Staff Accountant Eiko Yaoita Pyles, Staff Accountant Re: Bill.com Holdings, Inc. Amendment No. 2 to Draft Registration Statement on Form S-1 Submitted November 1, 2019 CIK No. 0001786352 Ladies and Gentlemen: On behalf of Bill.com Holdings, Inc. (the “Company”), we are concurrently transmitting herewith the Company’s Registration Statement on Form S-1 (CIK No. 0001786352) (the “Registration Statement”). In this letter, we respond to the comments of the staff of the Securities and Exchange Commission (the “Staff”) contained in the Staff’s letter dated November 12, 2019 (the “Letter”) regarding confidential draft no. 3 of the Draft Registration Statement (“Draft No. 3”). The numbered paragraphs below correspond to the numbered comments in the Letter and the Staff’s comments are presented in bold italics. We have also enclosed with the copy of this letter that is being transmitted via overnight courier four copies of the Registration Statement in paper format, marked to show changes from Draft No. 3. In addition to addressing the comments raised by the Staff in the Letter, the Company has revised the Registration Statement to update certain other disclosures. Consolidated Financial Statements Consolidated Statements of Cash Flows, page F-8 1. We note your response to prior comment 2. Please revise to present the cash flows from the change in the customer fund deposits liability as a financing activity. The Company notes the Staff’s comment and has revised its disclosure on pages 85, 86, F-8 and F-18 of the Registration Statement to present the cash flows from the change in the customer fund deposits liability as a financing activity. * * * * * * * U.S. Securities and Exchange Commission Division of Corporation Finance November 15, 2019 Page 2 Should the Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact the undersigned at (206) 389-4559, or, in his absence, Nicolas H.R. Dumont at (212) 430-2679. Sincerely, FENWICK & WEST LLP /s/ James D. Evans James D. Evans cc: René Lacerte, President and Chief Executive Officer John Rettig, Chief Financial Officer Raj Aji, General Counsel and Chief Compliance Officer Bill.com Holdings, Inc. Mark C. Stevens Dawn H. Belt Nicolas H. R. Dumont Fenwick & West LLP Raj S. Judge Andrew D. Hoffman Wilson Sonsini Goodrich & Rosati, P.C.