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6220 America Center Drive, Suite 100San JoseCalifornia0001786352FALSE00017863522024-11-072024-11-07

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________________________
FORM 8-K
____________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2024
____________________________________
BILL Holdings, Inc.
(Exact name of Registrant as Specified in Its Charter)
____________________________________
Delaware 001-39149 83-2661725
(State or Other Jurisdiction
of Incorporation)
(Commission File Number) (IRS Employer
Identification No.)
6220 America Center Drive, Suite 100
San Jose, California
95002
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (650) 621-7700
(Former Name or Former Address, if Changed Since Last Report)
____________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, $0.00001 par value BILL The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02 Results of Operations and Financial Condition.
On November 7, 2024, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the first fiscal quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
The Company makes reference to certain non-GAAP financial information in both the press release and the conference call. A reconciliation of GAAP to non-GAAP results is provided in the press release attached as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
Exhibit
Number
Description
99.1
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
BILL HOLDINGS, INC.
Date: November 7, 2024 By: /s/ John Rettig
John Rettig
President and Chief Financial Officer

EX-99.1 2 bill-2024930xexx991.htm EX-99.1 Document

bill.jpg
BILL Reports First Quarter Fiscal Year 2025 Financial Results
•Accelerated Q1 Core Revenue Growth to 19% Year-Over-Year
•Increased Q1 Total Revenue Growth to 18% Year-Over-Year
•Repurchased $200 Million of Common Stock, or 3.7 Million Shares, During the Quarter
SAN JOSE, Calif.--(BUSINESS WIRE) – November 7, 2024 – BILL (NYSE: BILL), a leading financial operations platform for small and midsize businesses (SMBs), today announced financial results for the first fiscal quarter ended September 30, 2024.

“We delivered strong financial results and drove a fast pace of innovation as we executed well on our strategy to expand our leadership position in the financial operations category for SMBs,” said René Lacerte, BILL CEO and Founder. “We empower SMBs to simplify their operations, have access to capital, and gain valuable insight and control of their cash flow. With our category defining platform, broad payment capabilities, and large and expanding ecosystem, we are helping nearly 500,000 SMBs better run their businesses and thrive.”

“Our continued strong financial performance demonstrates the durable business model and the rigor of our execution in driving growth and increasing profitability,” said John Rettig, BILL President and CFO. “In fiscal 2025 we are making targeted investments to accelerate our strategic priorities, expand our platform, and penetrate the market. We are building BILL to be a durable high growth, highly profitable business over the long-term.”
Financial Highlights for the First Quarter of Fiscal 2025:
•Total revenue was $358.5 million, an increase of 18% year-over-year.
•Core revenue, which consists of subscription and transaction fees, was $314.9 million, an increase of 19% year-over-year. Subscription fees were $67.4 million, up 8% year-over-year. Transaction fees were $247.5 million, up 22% year-over-year.
•Float revenue, which consists of interest on funds held for customers, was $43.5 million.
•Gross profit was $293.8 million, representing an 82.0% gross margin, compared to $249.0 million, or an 81.6% gross margin, in the first quarter of fiscal 2024. Non-GAAP gross profit was $307.0 million, representing an 85.7% non-GAAP gross margin, compared to $262.7 million, or an 86.1% non-GAAP gross margin, in the first quarter of fiscal 2024.
•Operating loss was $7.7 million, compared to an operating loss of $56.6 million in the first quarter of fiscal 2024. Non-GAAP operating income was $67.1 million, compared to $33.4 million in the first quarter of fiscal 2024, an increase of 101% year-over-year.
•Net income was $8.9 million, or $0.08 per basic and diluted share, compared to net loss of $27.9 million, or $(0.26) per basic and diluted share, in the first quarter of fiscal 2024. Non-GAAP net income was $68.6 million, or $0.63 per diluted share, compared to non-GAAP net income of $51.6 million, or $0.44 per diluted share, in the first quarter of fiscal 2024.
Business Highlights and Recent Developments:
•Served 476,200 businesses using our solutions as of the end of the first quarter.1
•Processed $80 billion in total payment volume in the first quarter, an increase of 14% year-over-year.
•Processed 29 million transactions during the first quarter, an increase of 16% year-over-year.
•Hired payments industry leader Mary Kay Bowman as Executive Vice President, Payments and Financial Services.
•Hired Bobbie Grafeld as new Chief People Officer to lead people strategy.
•Repurchased approximately 3.7 million shares of BILL common stock in the first quarter for a total cost of approximately $200 million.
1 Businesses using more than one of our solutions are included separately in the total for each solution utilized.



Financial Outlook
We are providing the following guidance for the fiscal second quarter ending December 31, 2024 and the full fiscal year ending June 30, 2025.
Q2 FY25
Guidance
FY25
Guidance
Total revenue (millions)
$355.5 - $360.5
$1,439.0 - $1,464.0
Year-over-year total revenue growth
12% - 13%
12% - 13%
Core revenue (millions)
$316.0 - $321.0
$1,291.0 - $1,316.0
Year-over-year core revenue growth
15% - 17%
15% - 17%
Non-GAAP operating income (millions)
$47.5 - $52.5
$182.5 - $207.5
Non-GAAP net income (millions)
$48.0 - $52.0
$181.5 - $201.5
Non-GAAP net income per diluted share
$0.44 - $0.48
$1.65 - $1.83
The outlook for non-GAAP net income and non-GAAP net income per diluted share includes a non-GAAP provision for income taxes of 20%. The outlook for Non-GAAP net income takes into account the use of corporate cash for investment and other strategic capital allocation, including but not limited to the share repurchase program announced in August 2024. The outlook for Non-GAAP net income per diluted share does not take any future repurchases of BILL shares into account, as its impact on a per diluted share basis is not reasonably estimable.

These statements are forward-looking and actual results may differ materially. Refer to the Forward-Looking Statements safe harbor below for information on the factors that could cause our actual results to differ materially from these forward-looking statements.

BILL has not provided a reconciliation of its non-GAAP operating income, non-GAAP net income or non-GAAP net income per share guidance to the most directly comparable GAAP measures because certain items excluded from GAAP cannot be reasonably calculated or predicted at this time. Accordingly, a reconciliation is not available without unreasonable effort.
Conference Call and Webcast Information
In conjunction with this announcement, BILL will host a conference call for investors at 1:30 p.m. PT (4:30 p.m. ET) today to discuss fiscal first quarter 2025 results and our outlook for the fiscal second quarter ending December 31, 2024 and fiscal year ending June 30, 2025. The live webcast and a replay of the webcast will be available at the Investor Relations section of BILL’s website: https://investor.bill.com/events-and-presentations/default.aspx.
About BILL
BILL (NYSE: BILL) is a leading financial operations platform for small and midsize businesses (SMBs). As a champion of SMBs, we are automating the future of finance so businesses can thrive. Our integrated platform helps businesses to more efficiently control their payables, receivables and spend and expense management. Hundreds of thousands of businesses rely on BILL’s proprietary network of millions of members to pay or get paid faster. Headquartered in San Jose, California, BILL is a trusted partner of leading U.S. financial institutions, accounting firms, and accounting software providers. For more information, visit bill.com.
Note on Forward-Looking Statements
This press release and the accompanying conference call contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are statements other than statements of historical facts, and statements in the future tense. Forward-looking statements are based on our expectations as of the date of this press release and are subject to a number of risks, uncertainties and assumptions, many of which involve factors or circumstances that are beyond our control. These statements include, but are not limited to, statements regarding our expectations of future performance, including guidance for our total revenue, core revenue, non-GAAP operating income, non-GAAP net income, and non-GAAP net income per share for the fiscal second quarter ending December 31, 2024 and full fiscal year ending June 30, 2025, our planned investments in fiscal year 2025, our revenue growth, margin expansion and profitability profile in future years, activity under our previously-announced share repurchase program, our expectations for the growth of demand on our platform and the expansion of our customers’ utilization of our services.



These risks and uncertainties include, but are not limited to macroeconomic factors, including changes in interest rates, inflation and volatile market environments, as well as fluctuations in foreign exchange rates, our history of operating losses, our recent rapid growth, the large sums of customer funds that we transfer daily, the risk of loss, errors and fraudulent activity, credit risk related to our BILL Divvy Corporate Cards, our ability to attract new customers and convert trial customers into paying customers, our ability to invest in our business and develop new products and services, increased competition or new entrants in the marketplace, potential impacts of acquisitions and investments, including our ability to integrate acquired businesses, incorporate their technology effectively and implement appropriate internal controls at such businesses, our relationships with accounting firms and financial institutions, the global impacts of ongoing geopolitical conflicts, and other risks detailed in the registration statements and periodic reports we file with the SEC, including our quarterly and annual reports, which may be obtained on the Investor Relations section of BILL’s website (https://investor.bill.com/financials/sec-filings/default.aspx) and on the SEC website at www.sec.gov. You should not rely on these forward-looking statements, as actual results may differ materially from those contemplated by these forward-looking statements as a result of such risks and uncertainties. All forward-looking statements in this press release are based on information available to us as of the date hereof. We assume no obligation to update or revise the forward-looking statements contained in this press release or the accompanying conference call because of new information, future events, or otherwise.
Non-GAAP Financial Measures
In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release and the accompanying tables contain, and the conference call will contain, non-GAAP financial measures, including non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share, basic and diluted. The non-GAAP financial information is presented for supplemental informational purposes only and is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP.
Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as an analytical tool.
We exclude the following items from non-GAAP gross profit and non-GAAP gross margin:
•stock-based compensation and related payroll taxes
•depreciation and amortization
We exclude the following items from non-GAAP operating expenses and non-GAAP operating income:
•stock-based compensation and related payroll taxes
•depreciation and amortization
•acquisition and integration-related expenses
•restructuring
We exclude the following items from non-GAAP net income and non-GAAP net income per share:
•stock-based compensation expense and related payroll taxes
•depreciation and amortization
•acquisition and integration-related expenses
•restructuring
•gain on debt extinguishment
•amortization of debt issuance costs
•non-GAAP provision for income taxes
It is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry. We also periodically review our non-GAAP financial measures and may revise these measures to reflect changes in our business or otherwise, including our blended U.S. statutory tax rate.

We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects, and allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry.
We adjust the following items from one or more of our non-GAAP financial measures:
Stock-based compensation and related payroll taxes charged to cost of revenue and operating expenses. We exclude stock-based compensation, which is a non-cash expense, and related payroll taxes from certain of our non-GAAP financial measures because we believe that excluding these items provide meaningful supplemental information regarding operational performance.



In particular, companies calculate stock-based compensation expenses using a variety of valuation methodologies and subjective assumptions while the related payroll taxes are dependent on the price of our common stock and other factors that are beyond our control and do not correlate to the operation of our business.
Depreciation and amortization. We exclude depreciation and amortization from certain of our non-GAAP financial measures because we believe that excluding this non-cash charge provides meaningful supplemental information regarding operational performance. Depreciation and amortization do not include amortization of capitalized internal-use software costs paid in cash.

Acquisition and integration-related expenses. We exclude acquisition and integration-related expenses from certain of our non-GAAP financial measures because these costs would have not otherwise been incurred in the normal course of our business operations. In addition, we believe that acquisition and integration-related expenses are non-recurring charges unique to a specific acquisition. Although we may engage in future acquisitions, such acquisitions and the associated acquisition and integration-related expenses are considered unique and not comparable to other acquisitions.

Restructuring. We exclude costs incurred in connection with formal restructuring plans from certain of our non-GAAP financial measures because these costs are exceptional and would have not otherwise been incurred in the normal course of our business operations.

Gain on debt extinguishment. We exclude gain on debt extinguishment associated with our repurchases of certain of our outstanding 0.0% Convertible Senior Notes due 2025 in fiscal 2024 because we believe that excluding this non-cash gain provides better insight regarding our operational performance.

Amortization of debt issuance costs. We exclude amortization of debt issuance costs associated with our issuance of our convertible senior notes and credit arrangement from certain of our non-GAAP financial measures because we believe that excluding this non-cash interest expense provides meaningful supplemental information regarding our operational performance.

Non-GAAP provision for income taxes. Consists of assumed provision for income taxes based on the statutory tax rate taking into consideration the nature of the taxed item and the relevant taxing jurisdiction.

There are material limitations associated with the use of non-GAAP financial measures since they exclude significant expenses and income that are required by GAAP to be recorded in our financial statements. Please see the reconciliation tables at the end of this release for the reconciliation of GAAP and non-GAAP results.
Free Cash Flow
Free cash flow is a non-GAAP measure defined as net cash provided by operating activities, adjusted by purchases of property and equipment and capitalization of internal-use software costs. We believe free cash flow is an important liquidity measure of the cash that is generated, after incurring operating expenses, purchases of property and equipment and capitalization of internal-use software costs, for future operational expenses and investment in our business. Free cash flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash in the ordinary course of business. One limitation of free cash flow is that it does not reflect our future contractual commitments. Additionally, free cash flow does not represent the total increase or decrease in our cash balance for a given period. Once our business needs and obligations are met, cash can be used to maintain strong balance sheets and invest in future growth.

IR Contact:

Karen Sansot
ksansot@hq.bill.com

Press Contact:

John Welton
john.welton@hq.bill.com

Source: BILL



BILL HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, in thousands)
September 30,
2024
June 30,
2024
ASSETS
Current assets:
Cash and cash equivalents $ 853,470  $ 985,941 
Short-term investments 619,596  601,535 
Accounts receivable, net 31,934  28,049 
Acquired card receivables, net 628,274  697,216 
Prepaid expenses and other current assets 283,756  297,169 
Funds held for customers 3,787,171  3,704,907 
Total current assets 6,204,201  6,314,817 
Non-current assets:
Operating lease right-of-use assets, net 57,370  59,414 
Property and equipment, net 90,016  88,034 
Intangible assets, net 264,914  281,471 
Goodwill 2,396,509  2,396,509 
Other assets 32,051  38,568 
Total assets $ 9,045,061  $ 9,178,813 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 11,181  $ 7,447 
Accrued compensation and benefits 23,305  34,158 
Deferred revenue 21,730  17,006 
Other accruals and current liabilities 212,327  299,506 
Customer fund deposits 3,787,171  3,704,907 
Total current liabilities 4,055,714  4,063,024 
Non-current liabilities:
Deferred revenue 100  4,167 
Operating lease liabilities 60,571  62,847 
Borrowings from credit facilities, net 180,008  180,009 
Convertible senior notes, net 734,814  733,991 
Other long-term liabilities 609  574 
Total liabilities 5,031,816  5,044,612 
Commitments and contingencies
Stockholders' equity:
Common stock
Additional paid-in capital 5,293,869  5,233,037 
Accumulated other comprehensive income (loss) 9,119  (1,890)
Accumulated deficit (1,289,745) (1,096,948)
Total stockholders' equity 4,013,245  4,134,201 
Total liabilities and stockholders' equity $ 9,045,061  $ 9,178,813 



BILL HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, in thousands except per share amounts)
Three Months Ended
September 30,
2024 2023
Revenue
Subscription and transaction fees (1)
$ 314,943  $ 265,142 
Interest on funds held for customers 43,507  39,843 
Total revenue 358,450  304,985 
Cost of revenue
Service costs (1)
53,602  44,904 
Depreciation and amortization (2)
11,094  11,122 
Total cost of revenue 64,696  56,026 
Gross profit 293,754  248,959 
Operating expenses
Research and development (1)
78,685  89,065 
Sales and marketing (1)
126,322  118,398 
General and administrative (1) (3)
66,771  73,251 
Provision for expected credit losses (3)
20,661  12,075 
Depreciation and amortization (2)
9,013  12,817 
Total operating expenses 301,452  305,606 
Operating loss (7,698) (56,647)
Other income, net 17,878  29,308 
Income (loss) before provision for income taxes 10,180  (27,339)
Provision for income taxes 1,268  522 
Net income (loss) $ 8,912  $ (27,861)
Net income (loss) per share attributable to common stockholders:
Basic $ 0.08  $ (0.26)
Diluted $ 0.08  $ (0.26)
Weighted-average number of common shares used to compute net income (loss) per share attributable to common stockholders:
Basic 105,672  106,817 
Diluted 107,322  106,817 
______________________________________
(1) Includes stock-based compensation charged to revenue and expenses as follows (in thousands):
Three Months Ended
September 30,
2024 2023
Revenue - subscription and transaction fees $ 527  $ 370 
Cost of revenue - service costs 2,145  2,547 
Research and development 23,635  27,365 
Sales and marketing 10,795  13,885 
General and administrative 17,555  20,980 
 Total stock-based compensation *
$ 54,657  $ 65,147 
* Consists of acquisition related equity awards (Acquisition Related Awards), which include equity awards assumed and retention equity awards granted to certain employees of acquired companies in connection with acquisitions, and non-acquisition related equity awards (Non-Acquisition Related Awards), which include all other equity awards granted to existing employees and non-employees in the ordinary course of business.



The following table presents stock-based compensation recorded for the periods presented and as a percentage of total revenue (in thousands):
Three Months Ended September 30, As a % of total revenue
Three Months Ended September 30,
2024 2023 2024 2023
Acquisition Related Awards $ 1,398  $ 5,066  % %
Non-Acquisition Related Awards 53,259  60,081  15  % 20  %
Total stock-based compensation $ 54,657  $ 65,147  15  % 22  %
(2) Depreciation and amortization do not include amortization of capitalized internal-use software costs paid in cash.
(3) Provision for expected credit losses was included in general and administrative expenses in first fiscal quarter 2024.



BILL HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)
Three Months Ended
September 30,
2024 2023
Cash flows from operating activities:
Net income (loss) $ 8,912  $ (27,861)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Stock-based compensation 54,657  65,147 
Amortization of intangible assets 16,938  20,221 
Depreciation of property and equipment 3,169  3,718 
Amortization of capitalized internal-use software costs 3,944  1,352 
Amortization of debt issuance costs 895  1,761 
Accretion of discount on investments in marketable debt securities (12,241) (13,093)
Accretion of discount on loans held for investment (4,631) (705)
Provision for expected credit losses on acquired card receivables and other financial assets 20,661  12,401 
Non-cash operating lease expense 2,045  2,388 
Other 172  101 
Changes in assets and liabilities:
Accounts receivable (4,028) 3,707 
Prepaid expenses and other current assets (1,143) (4,704)
Other assets 6,910  (1,074)
Accounts payable 3,804  (2,508)
Other accruals and current liabilities (9,791) (2,286)
Operating lease liabilities (2,348) (2,423)
Other long-term liabilities —  (32)
Deferred revenue 657  (2,449)
Net cash provided by operating activities 88,582  53,661 
Cash flows from investing activities:
Purchases of corporate and customer fund short-term investments (637,992) (399,588)
Proceeds from maturities and sales of corporate and customer fund short-term investments 563,677  757,169 
Purchases of loans held for investment (181,686) (32,756)
Principal repayments of loans held for investment 171,987  25,330 
Acquired card receivables, net (47,968) (42,333)
Capitalization of internal-use software costs (7,039) (5,645)
Other (517) (403)
Net cash provided by (used in) investing activities (139,538) 301,774 



Three Months Ended
September 30,
2024 2023
Cash flows from financing activities:
Customer fund deposits liability and other 78,512  (91,190)
Prepaid card deposits 11,322  (13,979)
Repurchase of common stock (200,002) (12,061)
Proceeds from exercise of stock options 1,017  2,946 
Tax withholdings related to net share settlements of equity awards (1,304) — 
Proceeds from issuance of common stock under the employee stock purchase plan 5,302  7,846 
Contingent consideration payout —  (5,471)
Net cash used in financing activities (105,153) (111,909)
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents (127) (180)
Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents (156,236) 243,346 
Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of period 3,351,399  4,224,840 
Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 3,195,163  $ 4,468,186 
Reconciliation of cash, cash equivalents, restricted cash, and restricted cash equivalents within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows above:
Cash and cash equivalents $ 853,470  $ 1,527,182 
Restricted cash included in other current assets 148,660  98,313 
Restricted cash included in other assets 5,297  7,088 
Restricted cash and restricted cash equivalents included in funds held for customers 2,187,736  2,835,603 
Total cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 3,195,163  $ 4,468,186 




BILL HOLDINGS, INC.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Unaudited, in thousands except percentages and per share amounts)
Three Months Ended
September 30,
2024 2023
Reconciliation of gross profit:
GAAP gross profit $ 293,754 $ 248,959
Add:
Depreciation and amortization (1)
11,094 11,122
Stock-based compensation and related payroll taxes charged to cost of revenue 2,183 2,628
Non-GAAP gross profit $ 307,031 $ 262,709
GAAP gross margin 82.0  % 81.6  %
Non-GAAP gross margin 85.7  % 86.1  %
___________________
(1) Consists of depreciation of property and equipment and amortization of developed technology, excluding amortization of capitalized internal-use software costs paid in cash.
Three Months Ended
September 30,
2024 2023
Reconciliation of operating expenses:
GAAP research and development expenses $ 78,685  $ 89,065 
Less - stock-based compensation and related payroll taxes (23,976) (27,887)
Non-GAAP research and development expenses $ 54,709  $ 61,178 
GAAP sales and marketing expenses $ 126,322  $ 118,398 
Less - stock-based compensation and related payroll taxes (10,894) (14,082)
Non-GAAP sales and marketing expenses $ 115,428  $ 104,316 
GAAP general and administrative expenses (1)
$ 66,771  $ 73,251 
Less:
Stock-based compensation and related payroll taxes (17,718) (21,387)
Acquisition and integration-related expenses —  (97)
Restructuring 92  — 
Non-GAAP general and administrative expenses $ 49,145  $ 51,767 
___________________
(1) Provision for expected credit losses was included in general and administrative expenses in first fiscal quarter 2024.
Three Months Ended
September 30,
2024 2023
Reconciliation of operating loss:
GAAP operating loss $ (7,698) $ (56,647)
Add:
Depreciation and amortization (1)
20,107  23,939 
Stock-based compensation and related payroll taxes charged to cost of revenue and operating expenses 54,771  65,984 
Acquisition and integration-related expenses —  97 
Restructuring (92) — 
Non-GAAP operating income $ 67,088  $ 33,373 
___________________
(1) Excludes amortization of capitalized internal-use software costs paid in cash.



Three Months Ended
September 30,
2024 2023
Reconciliation of net income (loss):
GAAP net income (loss) $ 8,912  $ (27,861)
Add - GAAP provision for income taxes 1,268  522 
Loss before taxes 10,180  (27,339)
Add (less):
Depreciation and amortization (1)
20,107  23,939 
Stock-based compensation and related payroll taxes charged to cost of revenue and operating expenses 54,771  65,984 
Acquisition and integration-related expenses —  97 
Restructuring (92) — 
Gain on debt extinguishment (78) — 
Amortization of debt issuance costs 894  1,761 
Non-GAAP net income before non-GAAP tax adjustments 85,782  64,442 
Non-GAAP provision for income taxes (2)
(17,156) (12,888)
Non-GAAP net income $ 68,626  $ 51,554 
___________________
(1) Excludes amortization of capitalized internal-use software costs paid in cash.
(2) The non-GAAP provision for income taxes is calculated using a blended tax rate of 20%, taking into consideration the nature of the taxed item and the applicable statutory tax rate in each relevant taxing jurisdiction.
Three Months Ended
September 30,
2024 2023
Reconciliation of net income (loss) per share attributable to
   common stockholders, basic and diluted:
GAAP net income (loss) per share attributable to common stockholders,
   basic and diluted
$ 0.08  $ (0.26)
Add - GAAP provision for income taxes 0.01  0.00 
Loss before taxes 0.09  (0.26)
Add:
Depreciation and amortization (1)
0.19  0.22 
Stock-based compensation and related payroll taxes charged to cost of revenue and operating expenses 0.53  0.62 
Acquisition and integration-related expenses —  0.00 
Restructuring 0.00  — 
Gain on debt extinguishment 0.00  — 
Amortization of debt issuance costs 0.01  0.02 
Non-GAAP net income before non-GAAP tax adjustments per share
   attributable to common stockholders, basic
$ 0.81  $ 0.60 
Non-GAAP net income before non-GAAP tax adjustments per share
   attributable to common stockholders, diluted
$ 0.78  $ 0.55 
Less - Non-GAAP provision for income taxes (0.16) (0.12)
Non-GAAP net income per share attributable to common stockholders,
   basic
$ 0.65  $ 0.48 
Non-GAAP net income per share attributable to common stockholders,
   diluted
$ 0.63  $ 0.44 
___________________
(1) Excludes amortization of capitalized internal-use software costs paid in cash.



Three Months Ended
September 30,
2024 2023
Shares used to compute GAAP and non-GAAP net income (loss)
   per share attributable to common stockholders, basic
105,672  106,817 
Shares used to compute GAAP net income (loss)
   per share attributable to common stockholders, diluted
107,322  106,817 
Shares used to compute non-GAAP net income
   per share attributable to common stockholders, diluted
109,749  117,948 




BILL HOLDINGS, INC.
FREE CASH FLOW
(Unaudited, in thousands)
Three Months Ended
September 30,
2024 2023
Net cash provided by operating activities $ 88,582  $ 53,661 
Purchases of property and equipment (17) (403)
Capitalization of internal-use software costs (7,039) (5,645)
Free cash flow $ 81,526  $ 47,613 




BILL HOLDINGS, INC.
REMAINING PERFORMANCE OBLIGATIONS
(Unaudited, in thousands)
September 30,
2024
Remaining performance obligations to be recognized as revenue:
Over the next 1 year $ 29,068 
Between 1 to 2 years 16,707 
Thereafter 36,367 
Total $ 82,142