UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.01 | Results of Operations and Financial Condition. |
On September 1, 2021, Bill.com Holdings, Inc. (the “Company”) completed its previously announced acquisition of Invoice2go, Inc., a Delaware corporation (“Invoice2go”), pursuant to the terms of an Agreement and Plan of Merger (the “Merger Agreement”) dated as of July 16, 2021.
Pursuant to the terms of the Merger Agreement, Invoice2go became a wholly owned subsidiary of the Company. At the closing, all outstanding shares of Invoice2go capital stock and options to purchase Invoice2go capital stock were cancelled in exchange for approximately $625 million, with approximately 25% payable in cash, subject to customary purchase price adjustments, and the remainder issuable in shares of the Company’s common stock (“Shares”), options to acquire Shares and restricted stock units covering Shares (the “Share Consideration”). Fortis Advisors LLC is acting as the stockholders’ agent.
The foregoing summary of the Merger Agreement and the transactions contemplated thereby do not purport to be complete and are subject to, and qualified in their entirety by, the full text of the Merger Agreement, which will be filed as an exhibit to the earlier to be filed of (i) the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ending September 30, 2021 and (ii) the Resale Registration Statement on Form S-3 covering the resale of the Share Consideration.
| Item 3.02 | Unregistered Sales of Equity Securities. |
The information set forth above under Item 2.01 relating to the Share Consideration is hereby incorporated by reference into this Item 3.02.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit Number |
Description | |
| 99.1 | Press release dated September 1, 2021. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |
SIGNATURE
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 hereunto duly authorized.
| BILL.COM HOLDINGS, INC. | ||||||
| Date: September 1, 2021 | By: | /s/ John Rettig | ||||
| John Rettig | ||||||
| Chief Financial Officer and Executive Vice President, Finance and Operations | ||||||