BILL · CIK 1786352
What BILL Holdings, Inc. told the SEC could break it.
BILL's disclosures flow from the same fact: it holds and moves large sums of customer money while payments clear. That makes its revenue partly rate-dependent — about 11% ($161.8 million in fiscal 2025) came from interest earned on customer funds held in trust, which moves with the federal funds rate and so is exposed to rate cuts. It also makes BILL a regulated money-services business: it must maintain money-transmitter and AML licenses across U.S. states and Canada (FINTRAC, Quebec's AMF) under the BSA and sanctions regimes — and it disclosed an OFAC matter where IP-blocking gaps let some transactions originate from sanctioned countries, resolved with a cautionary letter after a voluntary self-disclosure. It also carries several tranches of convertible senior notes.
4 self-disclosed vulnerabilities, pulled from its own filings, each in the company’s words, with the source. This is the risk register almost nobody reads.
In its own words
What could break it.
Regulatory & policy
- OFAC sanctions compliancemedium
IP-blocking gaps let U.S. customers transact from sanctioned countries and a subsidiary (Zipbooks) onboarded subscribers potentially in sanctioned countries; voluntary OFAC self-disclosure closed with a cautionary letter.
“In March 2024, we submitted a voluntary self-disclosure to OFAC related to these issues and, in November 2024, OFAC completed its review and issued us a cautionary letter.”
- money transmitter / AML licensing (BSA, FINTRAC, MSB)low
As a regulated money-services business, BILL must maintain MSB/AML licenses across U.S. states and Canada (FINTRAC, Quebec AMF) and comply with the BSA and OFAC/FINTRAC sanctions regimes.
“We also hold a Foreign Money Services Business (FMSB) license in Canada that is administered by The Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) and a Money Services Business License administered by Quebec's Autorité Des Marchés Financiers (Financial Markets Authority).”
Other disclosures
- interest-rate dependence (float revenue)medium
~11% of total revenue ($161.8M in FY2025) comes from interest earned on customer funds held in trust, correlated to the federal funds rate — exposing revenue to rate cuts.
“For fiscal 2025, 2024, and 2023, we generated $161.8 million, $167.4 million, and $113.8 million, respectively, in revenue from interest earned on funds held in trust on behalf of customers while payment transactions were clearing, or approximately 11%, 13%, and 11% of our total revenue for such periods, respectively.”
SEC filing →As of 2025
Liquidity & debt
- convertible notes (2025/2027/2030 Notes)low
BILL carries multiple tranches of convertible senior notes (2025, 2027, 2030) with cash-settled principal on conversion, plus revolving facilities secured by Divvy Card receivables.
“The Company's current intent is to settle conversions of the 2030 Notes through a combination settlement, which involves a repayment of the principal portion in cash with any excess of the conversion value over the principal amount settled in shares of common stock.”
SEC filing →As of 2025
The hidden graph
Who it depends on, and who depends on it.
Relationships surfaced from filings, including ones disclosed by the other side, which is how the non-obvious ones come to light.
Its suppliers
Amazon Web Services (Amazon.com, Inc.)
“We host our platform using third-party cloud infrastructure services, including certain co-location facilities. We also use public cloud hosting with Amazon Web Services (AWS). All of our products utilize resources operated by us through these providers.”
Cited →“We depend on banks, including JPMorgan Chase, to process ACH transactions and checks for our customers.”
Cited →“The extensions of credit facilitated through our BILL Spend and Expense offering and certain of our accounts payable offerings are originated through our Issuing Banks, Cross River Bank, WEX Bank and Web Bank.”
Cited →
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