Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 6, 2023
ATLASSIAN CORPORATION
(Exact Name of Registrant as Specified in its Charter)
_________________
Delaware
001-37651
88-3940934
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification No.)
350 Bush Street, Floor 13
San Francisco, California94104
(Address of principal executive offices and Zip Code)
(415) 701-1110
(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:
☐
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
Name of each exchange on which registered
Class A Common Stock, par value $0.00001 per share
TEAM
Nasdaq Global Select Market
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 8.01. Other Events.
On March 6, 2023, Atlassian Corporation (the “Company”) announced a rebalancing of resources resulting in the elimination of certain roles impacting about 500 full-time employees, or approximately 5% of the Company’s current workforce. These actions are part of the Company’s initiatives to better position it to execute against its largest growth opportunities. This includes continuing to invest in strategic areas of the business, aligning talent to best meet customer needs and business priorities, and optimizing for operational efficiency. Position eliminations in each country are subject to local law and consultation requirements.
The Company estimates it will incur approximately $70 million to $75 million in charges in connection with these actions, of which approximately $27 million to $29 million is expected to result in future cash outlays related to severance, notice period, employee transition and benefits payments, and approximately $43 million to $46 million is expected to consist of non-cash charges for accelerated vesting of share-based awards and exit charges associated with office space reductions.
The Company expects the majority of these charges will be incurred in the third quarter of fiscal year 2023 and the execution of these actions, including cash payments, will be substantially complete by the end of the fourth quarter of fiscal year 2023.
The charges the Company expects to incur, and the timing thereof, are subject to a number of assumptions, and actual expenses may differ materially from the estimates disclosed above. In addition, the Company may incur other charges or cash expenditures not currently contemplated due to unanticipated events that may occur, including in connection with the implementation of these actions.
An update to Atlassian’s employees from Atlassian’s Co-Chief Executive Officers regarding these actions is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference.
Forward Looking Statements
This Current Report on Form 8-K and the accompanying exhibit contain forward-looking statements including, but not limited to, statements related to the expected benefits and impact of the rebalancing of resources, office space reductions, growth opportunities, financial performance, operational efficiency and reinvestment. These forward-looking statements are based only on currently available information and the Company’s current beliefs, expectations, and assumptions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties, assumptions, and changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. If the risks materialize, assumptions prove incorrect, or the Company experiences unexpected changes in circumstances, actual results could differ materially from the results implied by these forward-looking statements, and therefore you should not place undue reliance on any forward-looking statements. Risks include, but are not limited to, risks described in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Company’s Form 10-Q for the fiscal quarter ended December 31, 2022 and in other filings the Company makes with the SEC from time to time, which could cause actual results to vary from expectations. All forward-looking statements contained herein speak only as of the date hereof. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
Cover Page Interactive Data File (formatted as Inline XBRL).
* Filed herewith
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 hereunto duly authorized.
