accd-20240627
false000148164600014816462024-06-272024-06-27

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): June 27, 2024
________________________________________
Accolade, Inc.
(Exact name of Registrant as Specified in Its Charter)
________________________________________
Delaware001-3934801-0969591
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
1201 Third Avenue, Suite 1700
Seattle, WA 98101
(Address of Principal Executive Offices and Zip Code)
(206) 926-8100
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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 (see General Instructions A.2. below):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par value per shareACCDThe Nasdaq Stock Market LLC
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 o
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. o



Item 2.02.    Results of Operations and Financial Condition.
On June 27, 2024, Accolade, Inc. (the “Company”) issued a press release reporting its financial results for the fiscal first quarter ended May 31, 2024. A copy of such press release is furnished hereto as Exhibit 99.1 and incorporated by reference herein.
The information in this Form 8-K, 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 under the Securities Act of 1933, as amended, or into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, except as expressly set forth by reference in such a filing.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number
Exhibit Description
99.1
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Accolade, Inc.
Dated: June 27, 2024
By: /s/ Stephen Barnes
Stephen Barnes
Chief Financial Officer

Document

Exhibit 99.1
https://cdn.kscope.io/3f5cb0839b8878ef54d3143e17438562-accolade_logotypexcolor.jpg
Accolade Announces Results for Fiscal First Quarter 2025
SEATTLE, June 27, 2024 -- Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal first quarter ended May 31, 2024.
“Accolade's physician-led advocacy approach to solving the Physician Gap is increasing accessibility to healthcare and improving outcomes for the millions of lives we service. We will continue to push our leadership in Healthcare AI and a proven engagement model that is driving sustainable and profitable growth. Our focus remains on delivering a superior member experience and executing against our long term objectives to make an impact of all of our members' lives,” said Rajeev Singh, Accolade Chairman of the Board of Directors and Chief Executive Officer.
Financial Highlights for Fiscal First Quarter ended May 31, 2024
Three months ended May 31,
% Change(2)
20242023
(in millions, except percentages)
GAAP Financial Data:
Revenue$110.5 $93.2 18 %
Net loss$(27.6)$(38.4)28 %
Non-GAAP Financial Data(1):
Adjusted EBITDA$(3.3)$(12.6)73 %
Adjusted Gross Profit$52.8 $40.6 30 %
Adjusted Gross Margin47.8%43.5%
(1)A reconciliation of GAAP to non-GAAP results has been provided in this press release in the accompanying Financial Tables. An explanation of these measures is also included below under the heading "Non-GAAP Financial Measures."
(2)Percentages are calculated from accompanying Financial Tables and may differ from percentage change of numbers in Financial Highlights table due to rounding.
Steve Barnes, Accolade Chief Financial Officer, commented, “Accolade continues to execute against our primary objective of delivering profitable growth and positive Adjusted EBITDA this year. We are de-risking our full year revenue forecast and focusing our investments on margin expansion and revenue opportunities that support our profitability objectives.”



Financial Outlook
Accolade provides forward-looking guidance on revenue and Adjusted EBITDA, a non-GAAP financial measure.
For the fiscal second quarter ending August 31, 2024, we expect:
Revenue between $104 million and $106 million
Adjusted EBITDA loss between $8 million and $10 million
For the fiscal year ending February 28, 2025, we expect:
Revenue between $460 million and $475 million
Adjusted EBITDA between $15 million and $20 million
Accolade has not reconciled guidance for Adjusted EBITDA to net loss, the most directly comparable GAAP measure, and has not provided forward-looking guidance for net loss, because there are items that may impact net loss, including stock-based compensation, that are not within the company’s control or cannot be reasonably predicted.
Quarterly Conference Call Details
The company will host a conference call today, June 27, 2024 at 4:30 p.m. E.T. to discuss its financial results.
To Listen via Telephone: Pre-registration is required by the conference call operator. Please pre-register by clicking here (https://register.vevent.com/register/BI651ad6356ede4b179553cca22ec02b2f). Upon registering, you will be emailed a dial-in number, direct passcode and unique PIN.
To Listen via Internet: The conference call can be accessed via a live audio webcast that will be available online at http://ir.accolade.com.
Replay: A replay of the call will be available via webcast for on-demand listening shortly after the completion of the call, at http://ir.accolade.com.
Forward-Looking Statements
This release 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, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding our future growth and our financial outlook. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “maintain,” “might,” “likely,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or similar expressions and the negatives of those terms.
Important risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the risks described under the heading “Risk Factors” in Accolade’s most recently filed Annual Report on Form 10-K and subsequent filings, which should be read in conjunction with any forward-looking statements. All forward-looking statements in this press release are based on information available to Accolade as of the date hereof, and it does not assume



any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.
About Accolade, Inc.
Accolade (Nasdaq: ACCD) is a Personalized Healthcare company that provides millions of people and their families with exceptional healthcare experiences so they can live their healthiest lives. Accolade’s employer, health plan, and consumer solutions combine virtual primary care and mental health, expert medical opinion, and best-in-class care navigation. These offerings are built on a platform that is engineered to care through predictive engagement of population health needs, proactive care that improves outcomes and cost savings, and by addressing barriers to access and continuity of care. Accolade consistently receives consumer satisfaction ratings of over 90%. For more information, visitaccolade.com. Follow us on LinkedIn, Twitter, Instagram and Facebook.
Investor Contact:
Todd Friedman, Investor Relations, IR@accolade.com
Media Contact:
Public Relations, Media@accolade.com
Source: Accolade



Financial Tables
Accolade, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets (unaudited)
(In thousands, except share and per share data)
May 31, 2024February 29, 2024
Assets
Current assets:
Cash and cash equivalents$188,709 $185,718 
Marketable securities41,931 51,315 
Accounts receivable, net20,278 21,800 
Unbilled revenue7,433 5,902 
Current portion of deferred contract acquisition costs4,252 4,369 
Prepaid and other current assets12,656 15,808 
Total current assets275,259 284,912 
Property and equipment, net19,652 19,140 
Operating lease right-of-use assets27,114 28,340 
Goodwill278,191 278,191 
Intangible assets, net156,524 165,407 
Deferred contract acquisition costs8,534 9,608 
Other assets2,095 2,553 
Total assets$767,369 $788,151 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable$8,139 $13,749 
Accrued expenses and other current liabilities11,065 10,736 
Accrued compensation22,037 23,392 
Due to customers11,264 18,552 
Current portion of deferred revenue38,745 34,770 
Current portion of operating lease liabilities7,192 6,651 
Total current liabilities98,442 107,850 
Loans payable, net of unamortized issuance costs208,790 208,482 
Operating lease liabilities24,613 26,077 
Other noncurrent liabilities157 156 
Deferred revenue102 121 
Total liabilities332,104 342,686 
Commitments and Contingencies
Stockholders’ equity
Common stock par value $0.0001; 500,000,000 shares authorized; 78,841,570 and 78,070,781 shares issued and outstanding at May 31, 2024 and February 29, 2024, respectively
Additional paid-in capital1,516,982 1,499,603 
Accumulated other comprehensive loss(34)(47)
Accumulated deficit(1,081,691)(1,054,099)
Total stockholders’ equity435,265 445,465 
Total liabilities and stockholders’ equity$767,369 $788,151 



Accolade, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (unaudited)
(In thousands, except share and per share data)
Three months ended May 31,
20242023
Revenue$110,466 $93,226 
Cost of revenue, excluding depreciation and amortization58,611 54,203 
Operating expenses:
Product and technology26,309 25,899 
Sales and marketing28,194 25,033 
General and administrative16,008 16,080 
Depreciation and amortization10,392 11,640 
Total operating expenses80,903 78,652 
Loss from operations(29,048)(39,629)
Interest income, net1,697 921 
Other income94 390 
Loss before income taxes(27,257)(38,318)
Income tax expense(335)(91)
Net loss$(27,592)$(38,409)
Net loss per share, basic and diluted$(0.35)$(0.52)
Weighted-average common shares outstanding, basic and diluted78,119,49373,179,994
Other comprehensive income:
Unrealized income on marketable securities, net$13$
Comprehensive loss$(27,579)$(38,409)
The following table summarizes the amount of stock-based compensation included in the condensed consolidated statements of operations:
Three months ended May 31,
20242023
Cost of revenue, excluding depreciation and amortization$898 $911 
Product and technology7,572 6,966 
Sales and marketing3,240 3,826 
General and administrative3,600 2,575 
Total stock-based compensation$15,310 $14,278 



Accolade, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (unaudited)
(In thousands)
Three months ended May 31,
20242023
Cash flows from operating activities:
Net loss$(27,592)$(38,409)
Adjustments to reconcile net loss to net cash used in
Operating activities:
Depreciation and amortization expense10,392 11,640 
Amortization of deferred contract acquisition costs1,416 1,116 
Noncash interest expense308 440 
Accretion of discounts/premiums on marketable securities, net(603)— 
Stock-based compensation expense15,310 14,278 
Changes in operating assets and liabilities, net of effect of acquisitions:
Accounts receivable and unbilled revenue(9)396 
Accounts payable and accrued expenses(5,351)(1,690)
Deferred contract acquisition costs(226)(891)
Deferred revenue and due to customers(3,333)8,052 
Accrued compensation(1,354)(11,718)
Other liabilities303 (1,131)
Other assets3,619 (1,370)
Net cash used in operating activities(7,120)(19,287)
Cash flows from investing activities:
Maturities of marketable securities10,000 — 
Capitalized software development costs(1,242)(2,500)
Purchases of property and equipment(713)(877)
Net cash provided (used) in investing activities8,045 (3,377)
Cash flows from financing activities:
Proceeds from stock option exercises122 2,459 
Proceeds from employee stock purchase plan1,944 1,992 
Net cash provided by financing activities2,066 4,451 
Net increase (decrease) in cash and cash equivalents2,991 (18,213)
Cash and cash equivalents, beginning of period185,718 321,083 
Cash and cash equivalents, end of period$188,709 $302,870 
Supplemental cash flow information:
Interest paid$578 $769 
Fixed assets and capitalized software included in accounts payable$97 $506 
Other receivable related to stock option exercises$— $84 
Income taxes paid$830 $53 



Non-GAAP Financial Measures
In addition to our financial results determined in accordance with GAAP, we use the following non-GAAP financial measures to help us evaluate trends, establish budgets, measure the effectiveness and efficiency of our operations, and determine employee incentives. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance. A reconciliation is provided below for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, and not to rely on any single financial measure to evaluate our business. In evaluating these non-GAAP financial measures, you should be aware that in the future we expect to incur expenses similar to the adjustments in this presentation. Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by these expenses or any unusual or nonrecurring items.
Adjusted Gross Profit and Adjusted Gross Margin
Adjusted Gross Profit is a non-GAAP financial measure that we define as revenue less cost of revenue, excluding depreciation and amortization, and excluding stock-based compensation and severance costs. We define Adjusted Gross Margin as our Adjusted Gross Profit divided by our revenue. We believe Adjusted Gross Profit and Adjusted Gross Margin are useful to investors, as they eliminate the impact of certain noncash expenses and allow a direct comparison of these measures between periods without the impact of noncash expenses and certain other nonrecurring operating expenses.
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) adjusted to exclude interest expense (income), net, income tax expense (benefit), depreciation and amortization, stock-based compensation, acquisition and integration-related costs, goodwill impairment, change in fair value of contingent consideration, severance costs, and other expense (income). Severance costs include severance payments related to the realignment of our resources. Other expense (income) includes debt extinguishment gain or loss and foreign exchange gain or loss. We believe Adjusted EBITDA provides investors with useful information on period-to-period performance as evaluated by management and comparison with our past financial performance. We believe Adjusted EBITDA is useful in evaluating our operating performance compared to that of other companies in our industry, as this measure generally eliminates the effects of certain items that may vary from company to company for reasons unrelated to overall operating performance.
Adjusted Gross Profit, Adjusted Gross Margin and Adjusted EBITDA have certain limitations, including that they exclude the impact of certain non-cash charges, such as depreciation and amortization, whereas underlying assets may need to be replaced and result in cash capital expenditures, and stock-based compensation expense, which is a recurring charge.



The following table presents, for the periods indicated, a reconciliation of our revenue to Adjusted Gross Profit:
Three months ended May 31,
20242023
(in thousands, except percentages)
Revenue$110,466 $93,226 
Cost of revenue, excluding depreciation and amortization(58,611)(54,203)
Amortization of acquired intangible assets, cost of revenue(7,013)(7,015)
Depreciation of property and equipment, cost of revenue(1,074)(946)
GAAP gross profit$43,768$31,062
GAAP gross margin39.6%33.3%
GAAP gross profit$43,768 $31,062 
Amortization of acquired intangible assets, cost of revenue7,013 7,015 
Depreciation of property and equipment, cost of revenue1,074 946 
Stock‑based compensation, cost of revenue898 911 
Severance costs, cost of revenue— 634 
Adjusted Gross Profit$52,753$40,568
Adjusted Gross Margin47.8%43.5%
The following table presents, for the periods indicated, a reconciliation of our Adjusted EBITDA to our net loss:
Three months ended May 31,
20242023
(in thousands)
Net loss$(27,592)$(38,409)
Adjusted for:
Interest income, net(1,697)(921)
Income tax expense33591
Depreciation and amortization10,39211,640
Stock‑based compensation15,31014,278
Acquisition and integration‑related costs(1)
27
Severance costs(2)
1,102 
Other income(94)(390)
Adjusted EBITDA$(3,346)$(12,582)
(1)For the three months ended May 31, 2023, acquisition and integration-related costs represent expenses associated with litigation inherited through the PlushCare acquisition.
(2)Severance costs represent expenses associated with workforce realignment actions taken by management.