Item 2.02 Results of Operations and Financial Condition.
On November 8, 2023, BigCommerce Holdings, Inc. (the “Company”) issued a press release announcing financial results as of and for the three and nine months ended September 30, 2023. The press release contains forward-looking statements regarding the Company, and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated. A copy of the press release issued November 8, 2023 is furnished herewith as Exhibit 99.1.
The information set forth in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as otherwise stated in such filing.
Item 2.05 Costs Associated with Exit or Disposal Activities.
On September 30, 2023, the Company committed to a plan to reduce the Company’s current workforce by approximately 7 percent (the “2023 Restructuring Plan”). Affected employees were notified on November 8, 2023, and are being provided with severance arrangements. The decision was based on cost-reduction initiatives intended to better position the Company for continued profitable growth heading into 2024.
The Company recorded an expense of approximately $5.5 million in connection with the 2023 Restructuring Plan, which primarily related to severance payments, employee benefits and related costs. The Company expects associated one-time operating cash flow impacts of approximately $3.1 million in the fourth quarter of 2023 and $2.1 million in fiscal 2024. The Company expects that the 2023 Restructuring Plan will be substantially completed during the Company’s 2024 fiscal year. The charges the Company expects to incur are subject to assumptions, and actual charges may differ from the estimate disclosed above.
The Company may incur other one-time charges or cash expenditures not currently contemplated due to unanticipated events that may occur as a result of or in connection with the 2023 Restructuring Plan. The Company intends to exclude these charges from its Non-GAAP financial measures, including Non-GAAP Operating Income (Loss), Adjusted EBITDA and Non-GAAP Net Income (Loss).
Item 7.01 Regulation FD Disclosure.
On November 8, 2023, the Company issued a press release announcing its financial results as of and for the three and nine months ended September 30, 2023. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as otherwise stated in such filing.
Forward-Looking Statements
This Current Report on Form 8-K (“Current Report”) contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In some cases, you can identify forward-looking statements by terms such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “outlook,” “may,” “might,” “plan,” “project,” “will,” “would,” “should,” “could,” “can,” “predict,” “potential,” “strategy, “target,” “goal,” “explore,” “continue,” or the negative of these terms, and similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. These statements may relate to expectations related to the costs, timing, and financial impacts of the reduction in force. By their nature, these statements are subject to numerous uncertainties and risks, including factors beyond our control, that could cause actual results, performance or achievement to differ materially and adversely from those anticipated or implied in the forward-looking statements. These assumptions, uncertainties and risks include that, among others, there are impediments to our ability to execute the reduction in
