Filing Overview
BILL Holdings, Inc. filed a Form 8-K dated May 15, 2023 under Item 8.01, Other Events. The disclosure concerns the effectiveness of internal control over financial reporting as of June 30, 2022 and related subsequent reporting periods.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating metrics. It states that the identified control deficiencies had no impact on the Company’s previously reported consolidated financial statements.
Material Change and Internal Control Matter
- During a routine April 2023 audit quality review, Ernst & Young LLP identified insufficient documentation and evidence retained for Sarbanes-Oxley compliance purposes.
- On May 15, 2023, management and EY concluded that a material weakness existed in internal control over financial reporting related to information systems and applications within the quote-to-cash process as of June 30, 2022.
- The material weakness related solely to documentation and retained evidence and did not affect the consolidated financial statements in the 2022 Form 10-K or the Form 10-Q reports for the quarters ended September 30, 2022 and December 31, 2022.
- The Company stated that those financial statements continue to fairly present its financial position, results of operations, and cash flows in conformity with U.S. GAAP.
- EY’s opinion on the consolidated financial statements in the 2022 Form 10-K remains unchanged.
- Management determined that its disclosure controls and procedures were not effective at a reasonable assurance level as of June 30, 2022, September 30, 2022, December 31, 2022, and March 31, 2023.
Required Remediation and Outlook
The Company intends to amend its 2022 Form 10-K to revise management’s report on internal control over financial reporting and evaluation of disclosure controls and procedures and to include EY’s revised report. It also intends to amend its Form 10-Q filings for the quarters ended September 30, 2022 and December 31, 2022 to revise related disclosure-control statements.
The filing provides no financial guidance, operating outlook, remediation timetable, or quantified estimate of costs or consequences associated with the material weakness.
Investor Verification Items
- Verify the amended 2022 Form 10-K and amended Form 10-Q filings once filed.
- Review EY’s revised report on internal control over financial reporting and management’s updated assessments.
- Assess the Company’s remediation actions for information systems and applications in the quote-to-cash process.
- Confirm whether subsequent filings report any additional control deficiencies, financial statement effects, remediation delays, or changes in disclosure controls.