Overstock Files Preliminary Proxy Statement for Shareholder Vote on Digital Voting Series A-1 Preferred Stock Dividend
November 25 2019 - 9:00AM
Overstock.com, Inc. (NASDAQ:OSTK) filed a preliminary proxy
statement with the Securities and Exchange Commission for a
shareholder vote on its Digital Voting Series A-1 Preferred Stock
Dividend on February 13, 2020.
“With this filing, we move one step closer to issuing a digital
dividend to our shareholders that is freely tradable and more
easily transferable,” said Overstock CEO Jonathan Johnson. “This
proxy allows our shareholders to voice their support for our world
changing blockchain strategy.”
The company is seeking shareholder approval to change the terms
of the Certificates of Designation for its Digital Voting Series
A-1 Preferred Stock. Shareholders will vote on whether to
reallocate the number of preferred shares in order to pay the
dividend on a 1:10 basis and to remove restrictions regarding the
holding and transfer of digital shares. As previously
announced, Overstock is seeking to register the Digital Voting
Series A-1 Preferred Stock shares with the SEC so they will be
freely tradable upon distribution.
The below dates for the proxy and digital dividend were first
announced during Overstock’s Q3 2019 earnings call
on November 12, 2019:
Shareholder Vote:
- Shareholder Vote Record Date: December 18, 2019
- Shareholder Meeting Date: February 13, 2020
Issuance of Dividend (pending shareholder
approval):
- Issuance Record Date: February 24,
2020 (estimated)
- Distribution Date: March 9, 2020 (estimated)
Investor Notice This press release does not
constitute an offer to sell or a solicitation of an offer to buy
the Digital Voting Series A-1 Preferred Stock and no offer,
solicitation or sale of the Digital Voting Series A-1 Preferred
Stock shall be made in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction. This press release is being issued pursuant to and in
accordance with Rule 134 under the Securities Act of 1933, as
amended. Offers, solicitations and sales of the Digital Voting
Series A-1 Preferred Stock will be made only by means of a
prospectus supplement and the accompanying prospectus, forming a
part of an effective registration statement. [Investors should note
that trading the Digital Voting Series A-1 Preferred Stock could
involve substantial risks, including no guarantee of returns, costs
associated with selling and purchasing, no assurance of liquidity
which could impact the price and ability to sell. Investors can
only sell the Digital Voting Series A-1 Stock on the PRO Securities
ATS through an account established with an ATS-subscribing
broker-dealer, such as Dinosaur, with clearing and carrying of
Digital Voting Series A-1 Preferred Stock positions provided by
ETC, a registered broker-dealer, and with Computershare as transfer
agent.]
About Overstock.comOverstock.com,
Inc Common Shares (NASDAQ:OSTK) / Digital Voting Series A-1
Preferred Stock (Medici Ventures’ tZERO platform:OSTKO) / Series B
Preferred (OTCQX:OSTBP) is an online retailer and technology
company based in Salt Lake City, Utah. Its leading e-commerce
website sells a broad range of new products at low prices,
including furniture, décor, rugs, bedding, home improvement, and
more. The online shopping site, which is visited by nearly 40
million customers a month, also features a marketplace providing
customers access to millions of products from third-party sellers.
Overstock was the first major retailer to accept cryptocurrency in
2014, and in the same year founded Medici Ventures, its
wholly-owned subsidiary developing and accelerating blockchain
technologies to democratize capital, eliminate middlemen, and
re-humanize commerce. Overstock regularly posts information about
the company and other related matters on
the Newsroom and Investor Relations pages on
its website, Overstock.com. O, Overstock.com, O.com,
Club O, Main Street Revolution, and Worldstock are registered
trademarks of Overstock.com, Inc. O.biz and
Space Shift are also trademarks of Overstock.com,
Inc. Other service marks, trademarks and trade names which may
be referred to herein are the property of their respective
owners.
This press release contains certain forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Such
forward-looking statements include the terms and timing of any
dividend of Digital Voting Series A-1 Preferred Stock and the
timing of the completion of registration of the Digital Voting
Series A-1 Preferred Stock with the SEC and all other statements
other than statements of historical fact. Additional information
regarding factors that could materially affect results and the
accuracy of the forward-looking statements contained herein may be
found in the Company's Form 10-Q for the quarter
ended September 30, 2019, which was filed with
the SEC on November 12, 2019, and any subsequent
filings with the SEC.
SOURCE: Overstock.com, Inc.
Media Contact:pr@overstock.com
Investor Contact:ir@overstock.com
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