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

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

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Item 8.01 Other Events

Overstock.com,Inc. (the Company) is making a rights offering (the
Rights Offering) under the Companys effective registration
statement on FormS-3 (File No.333-203607) and Prospectus
Supplement dated November14, 2016 filed to Rule424(b). The
expenses relating to the Rights Offering are estimated to be as
follows:

Securities and Exchange Commission registration fee

$

58,100

Nasdaq Global Market listing fee

Accounting fees and expenses

260,000

Legal fees and expenses

1,990,000

Printing and engraving

76,000

Fees and expenses of the transfer agent or trustee

72,000

Miscellaneous

40,500

Total

$

2,496,600

Item 9.01 Financial Statements and Exhibits

The following exhibits are filed in connection with the Rights
Offering.

(d) Exhibits.

3.1

Formof Certificate of Designation for the Blockchain Voting
SeriesA Preferred Stock.

3.2

Formof Certificate of Designation for the Voting SeriesB
Preferred Stock.

4.1

Formof Overstock.com,Inc. Subscription Rights Certificate.

4.2

Formof Stock Certificate for Voting SeriesB Preferred
Stock.

4.3

Formof Registration Rights Agreement.

4.4

Formof Participating Affiliate Agreement (included in
Exhibit4.3).

5.1

Opinion of Bracewell LLP.

12.1

Statement regarding Computation of Ratio of Earnings to
Fixed Charges.

23.1

Consent of Bracewell LLP (included in Exhibit5.1).

99.1

Formof Instructions as to Use of Overstock.com,Inc.
Subscription Rights Certificate.

99.2

Formof Instructions for Exercise of Subscription Rights for
Shares of Blockchain Voting SeriesA Preferred Stock.

99.3

Formof Letter to Stockholders of Record.

99.4

Formof Letter to Foreign Stockholders of Record.

99.5

Formof Letter to Brokers and Other Nominee Holders.

99.6

Formof Letter to Clients of Brokers and Other Nominee
Holders.

99.7

Rights Offering Summary for Subscription Portal.


Certain statements contained in this Form8-K, including all
statements other than statements of historical fact, may
constitute forward-looking statements. In addition to the
uncertainty of all forward-looking information, there are
specific risks identified in the Companys Quarterly Report on
Form10-Q for the period ended September30, 2016 filed with the
SEC on November3, 2016 that the Company faces that could cause
actual results to be materially different from those that may
be set forth in forward-looking statements made by the Company.
There also may be additional risks that the Company does not
presently know or that it currently believes are immaterial
that could also impair its business and results of operations.
You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of their dates.
The Company undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of
new information, future events or otherwise.



About Overstock.com, Inc. (OSTK)


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