Hims & Hers Health, Inc. Announces Response to Recent SEC Guidance Applicable to Warrants Issued by Special Purpose Acquisition Companies (“SPACs”)

Hims & Hers Health, Inc. (“Hims & Hers”, NYSE: HIMS), a multi-specialty telehealth platform that connects consumers to licensed healthcare professionals, today announced that, as a result of guidance provided by the Staff of the Securities and Exchange Commission (the “SEC”) on April 12, 2021 for all SPAC-related companies regarding the accounting and reporting for their warrants, it will restate the 2020 and 2019 consolidated financial statements previously issued by Oaktree Acquisition Corp. (“OAC”), as well as the condensed consolidated financial statements included in previously filed quarterly reports (other than the quarterly report filed on August 29, 2019 for the quarterly period ended June 30, 2019). These financial statements, along with the related press releases, the Report of the Independent Registered Public Accounting Firm on the financial statements as of December 31, 2020 and 2019, for the year ended December 31, 2020 and the period from April 9, 2019 (inception) through December 31, 2019 and the stockholder communications describing the relevant portions of the Company’s financial statements for the periods that need to be restated, should no longer be relied upon.

The historical financial statements of Hims, Inc. are not affected by the SEC guidance. As previously announced, on January 20, 2021, Hims, Inc. and OAC, a SPAC, completed their merger. Immediately following the merger, OAC changed its name to Hims & Hers Health, Inc. Consistent with industry practice among SPACs, OAC had been accounting for public warrants and private placement warrants (collectively, the “warrants”) issued in connection with its initial public offering within equity, and recorded the warrants within equity in its consolidated financial statements. Because the merger was consummated on January 20, 2021, the Form 10-Q for the quarter in which the transaction closed has not yet been filed. However, consistent with the recent SEC guidance, Hims & Hers intends to restate the pre-merger, historical financial statements of OAC such that the warrants are accounted for as liabilities and marked-to-market each reporting period.

Hims & Hers currently expects that the restatement will have no impact on its historical liquidity, cash flows or revenues. On a preliminary basis, and subject to change upon completion of a third-party valuation analysis, for the first quarter of 2021, Hims & Hers expects to record less than $5 million of non-cash other expense as a result of mark-to-market accounting and a $30-$35 million warrant liability as of March 31, 2021.