Acquisition |
3 Months Ended | ||||||||||||||||||||||||||||||||||||
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Apr. 30, 2026 | |||||||||||||||||||||||||||||||||||||
| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] | |||||||||||||||||||||||||||||||||||||
| Acquisition | Acquisition During the fourth quarter of fiscal 2026, on the Closing Date, the Company completed the acquisition of 100% of the outstanding equity of AccessOne Parent Holdings, Inc. The AccessOne Acquisition was accounted for as a business combination. During the three months ended April 30, 2026, the Company recorded measurement‑period adjustments related to the AccessOne Acquisition. In connection with its assessment of certain acquired contract liabilities, the Company reclassified $1,335 from long‑term cardholder receivables to long‑term deferred revenue. This adjustment reflects information obtained during the measurement period regarding the underlying terms of the acquired arrangements and represents facts and circumstances that existed as of the Closing Date. In addition, the Company reduced deferred tax liabilities acquired in connection with the AccessOne Acquisition by $551, with a corresponding reduction to goodwill. The preliminary fair value estimates and assumptions regarding certain tangible assets acquired and liabilities assumed, and the valuation of intangible assets acquired and income taxes are subject to change as the Company finalizes valuation procedures, deferred tax analyses, and closing statement amounts. Any measurement‑period adjustments will be recognized in the period determined and will reflect facts and circumstances that existed as of the Closing Date. Pro forma results The unaudited pro forma financial information presented below was derived from historical financial records of Phreesia and AccessOne and presents the operating results for the period presented as if the AccessOne Acquisition occurred on February 1, 2024. The pro forma results include adjustments that are directly attributable to the transaction and factually supportable. The pro forma adjustments are expected to have a continuing impact on the Company’s results. Pro forma adjustments primarily reflect (i) incremental amortization of acquired intangible assets, (ii) interest expense associated with the Bridge Loan used to finance a portion of the consideration for the AccessOne Acquisition, (iii) acquisition-related costs, and (iv) related income tax effects. Accordingly, the following unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the AccessOne Acquisition had occurred at the beginning of fiscal year 2025, nor are they indicative of future results of operations:
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