Overstock.com, Inc. (NASDAQ:OSTK) Files An 8-K Other Events

Overstock.com, Inc. (NASDAQ:OSTK) Files An 8-K Other Events
Item 8.01 Other Events

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On March 1, 2019, Overstock.com, Inc., a Delaware Corporation (the “Company”), issued a press release announcing the entry into a Memorandum of Understanding (“MOU”) dated February 28, 2019, between the Company’s indirectly held majority-owned subsidiary tZERO Group, Inc. and Makara Capital Partners Pte. Ltd. and GoldenSand Capital Ltd.

The press release is filed with this report as Exhibit 99.1 and is incorporated herein by reference. The MOU is filed with this report as Exhibit 99.2 and is incorporated herein by reference.

The brackets surrounding the [1,500,000,000] in line 9 of the MOU are intentional because the parties have not yet reached an agreement on that specific post-money valuation of tZERO. This valuation and other more specific terms are to be subsequently negotiated by the parties and included in the definitive purchase and sale agreements.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits.

The following exhibit is furnished with this report:

Press release issued March 1, 2019

Memorandum of Understanding dated February 28, 2019

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are therefore entitled to the protection of the safe harbor provisions of these laws. These forward-looking statements involve risks and uncertainties, and relate to future events or our future financial or operating performance. The forward-looking statements include all statements other than statements of historical fact. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein and to reflect any change in its expectation with regard thereto or any change in events, conditions, or circumstances on which any such statement is based.

OVERSTOCK.COM, INC Exhibit
EX-99.1 2 pressrelease2.htm EXHIBIT 99.1 Exhibit Exhibit 99.1Media Contact:[email protected] Contact:[email protected] Issues Statement Regarding Proposed tZERO Equity InvestmentMOU signed to build strong partnership in AsiaSALT LAKE CITY – March 1,…
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About Overstock.com, Inc. (NASDAQ:OSTK)

Overstock.com, Inc. is an online retailer offering a range of merchandise, including furniture, home decor, bedding and bath, houseware, jewelry and watches, apparel and designer accessories, health and beauty products, electronics and computers, and sporting goods, among other products. The Company operates through two segments: direct business and partner business. Its direct business includes sales made to individual consumers and businesses. For the Company’s partner business, it sells merchandise from manufacturers, distributors and other suppliers. The Company also sells books, magazines, compact discs (CDs), digital versatile discs (DVDs) and video games under books, movies, music and games (BMMG) category. It sells these products through its Internet Websites located at www.overstock.com, www.o.co and www.o.biz. The Company offers approximately 877,000 non-BMMG products and 1.1 million BMMG products.

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