Overstock.com Investor

Press Release

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November 25, 2019 at 9:00 AM EST
Overstock Files Preliminary Proxy Statement for Shareholder Vote on Digital Voting Series A-1 Preferred Stock Dividend

Shareholder Vote on February 13

SALT LAKE CITY, Nov. 25, 2019 (GLOBE NEWSWIRE) -- 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.com
Overstock.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 

Overstock Logo 2017_RGB_lrgfile.png

Source: Overstock.com, Inc.