Overstock Announces Pricing of Upsized Public Offering of Common Stock
August 11 2020 - 10:10PM
Overstock.com, Inc. (NASDAQ:OSTK) (“Overstock”) announces the
pricing of its previously announced underwritten public offering of
2,100,000 shares of its common stock, par value $0.0001 per share
(the “Common Stock”) at a public offering price of $84.50 per
share. The size of the offering was increased from the previously
announced 1,700,000 shares offered. In addition, Overstock
has granted underwriters a 30-day option to purchase up to an
additional 315,000 shares of the Common Stock, at the public
offering price, less the underwriting discount. The offering is
expected to close on August 14, 2020, subject to customary closing
conditions.
Overstock anticipates that the gross proceeds from the offering
will be $177,450,000, before deducting the underwriting discount
and estimated offering expenses payable by Overstock. Overstock
intends to use the net proceeds from the offering for general
corporate purposes.
BofA Securities and Credit Suisse are acting as book-running
managers of the offering. Piper Sandler, Needham &
Company, D.A. Davidson & Co. and Wedbush Securities are acting
as co-managers of the offering.
The offering is being made pursuant to an effective shelf
registration statement and prospectus supplement filed by Overstock
with the Securities and Exchange Commission (“SEC”). These
documents are made available by visiting EDGAR on the SEC website
at www.sec.gov. Alternatively, copies of the preliminary prospectus
supplement and the base prospectus may be obtained by (i) calling
BofA Securities at 1-800-294-1322 or e-mailing
dg.prospectus_requests@bofa.com or (ii) calling Credit Suisse at
1-800-221-1037 or e-mailing
usa.prospectus@credit-suisse.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The offering may be
made only by means of a prospectus supplement meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
About OverstockOverstock.com, Inc. Common
Stock (NASDAQ:OSTK) / Series A-1 Preferred Stock (tZERO ATS:OSTKO)
/ Series B Preferred Stock (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 home products
at low prices, including furniture, décor, rugs, bedding, home
improvement, and more. The online shopping site, which is visited
by tens of millions of 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 dedicated
to the development and acceleration of blockchain technologies to
democratize capital, eliminate middlemen, and re-humanize commerce.
Overstock regularly posts information about Overstock and other
related matters on the Newsroom and Investor
Relations pages on its website, Overstock.com.
O, Overstock.com, O.com, Club O, and Worldstock are registered
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.
Cautionary Note Regarding Forward-Looking
StatementsThis 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 all statements
other than statements of historical fact, including but not limited
to statements regarding any option exercised by the underwriters,
the amount of gross proceeds, and the use of proceeds.
Additional information regarding factors that could
materially affect results and the accuracy of the forward-looking
statements contained herein may be found in Overstock's Annual
Report on Form 10-K for the fiscal year ended December 31, 2019,
which was filed with the SEC on March 13, 2020, in our Form 10-Q
for the quarter ended March 31, 2020, which was filed with the SEC
on May 7, 2020, in our Form 10-Q for the quarter ended June 30,
2020, which was filed with the SEC on August 6, 2020, and in our
subsequent filings with the SEC.
Contacts |
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Investor Relations:Alexis Callahan801-947-5126ir@overstock.com |
Media:Overstock Media Relations801-947-3564pr@overstock.com |
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