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Overstock.com Reports Second Quarter 2006 Financial Results

SALT LAKE CITY, July 28 /PRNewswire-FirstCall/ -- Overstock.com, Inc. (Nasdaq: OSTK) (www.overstock.com) today reported financial results for its second quarter ended June 30, 2006.

    *  Q2 Total revenue: $160.0 million, up 6% versus 2005
    *  Q2 Gross profits: $23.0 million, up 1% versus 2005
    *  Q2 Gross margins: 14.4% compared to 15.1% in 2005
    *  Q2 Net loss: $(15.7) million or $(0.78) loss per share

                  Still chopping wood, still carrying water.

    Dear Owners,

Q2 financial results came in where I expected. At the start of the year I said we would slow growth so we could focus on improving internal processes, then re-accelerate into the fourth quarter: this work has proceeded at a slightly faster pace than I had expected.

Operations Update

Order Flow Management and Customer Care -- For six months we have focused on fixing any issues in the order flow process. The process is now far better than it was under our old systems. These improvements are already showing up in our customer satisfaction scores, which have rebounded to extremely high levels (that is, where they were before the system changeover last year). Our new RightNow customer care application goes live next week: it is an incredible step up from the homegrown solution on which we survived for six years, and will provide tools to track and resolve customer issues: this should further increase customer satisfaction and reduce customer care costs.

Fulfillment Center Build-out -- We completed construction (at $1.5 million, a bit below budget) of a new three-level, 75,000 square-foot mezzanine in our fulfillment center in Salt Lake City. We should immediately see some improvement in picking efficiency, but the real payoff will come in Q4 and beyond. A latent benefit of the new mezzanine is that it increases warehouse capacity, delaying the need to lease additional space.

Returns -- We continue to wring out inefficiencies from the returns process. In addition, we're automating more of the process, making it easier for customers to return items on their own. Because the returns process has consistently been the biggest source of customer complaints, this should improve the customer experience.

Expense Management -- We are showing good discipline in managing operating expenses. Sales & marketing spend is down this year on both an absolute and relative basis, though I expect to see it ramp in Q3 and Q4 as we reaccelerate growth. While technology and other g&a expenses will outpace our revenue growth this year, I expect these to flatten going forward.

Cash -- In May, we raised $25 million by selling common stock, and we liquidated our $50 million of foreign bonds. We've also continued to reduce our overall and prepaid inventory (albeit at a slightly slower pace than I would have liked), resulting in some drag on gross margins that will continue through the end of 2006. With our Q2 cash raising efforts and our existing inventory line, I'm comfortable with our current cash position through the year.

IT Systems Update

Shopping Database -- We completed the shopping database roll-over from Oracle 9i to Oracle 10g. This 10g is an all-around great product: it is robust, easy to administer, has a great cost-based optimizer, and offers fast recovery when a node goes down.

ERP System -- The Oracle ERP system is functioning as intended. The vast majority of the issues we had with the ERP implementation have been resolved, and with a theoretical capacity of 12-15 times last year's Q4, the system has ample capacity to carry us through many holiday seasons.

Data Warehouse -- The Teradata Enterprise Data Warehouse (EDW) is giving us incredibly granular data. The EDW has been instrumental in several strategic projects we have undertaken this year, including improvements in pricing and inventory management, and is critical to the personalization engine we are building. I believe that the EDW will allow us to manage inventory and pricing better than we ever have, which should result in improvements in inventory turns and gross margins over time. The EDW is the foundation for our work on personalization, though this has continued to lag behind schedule.

Management Changes

The old-timers here will remember Jason Lindsey as the conservative yin to my yang. Jason was the CFO in the early years of the company, then became president briefly before retiring for a health reason. He is back as president and is contributing enormously, taking line responsibility for the entire buying team as well.

Jason's return has allowed me to take over Internal Marketing. This job encompasses website design and function, personalization of the website, and email marketing (which is becoming increasingly personalized). I will focus on completing the development of orderly testing and personalization, the foundations for which Holly so ably built. I am excited to have a real job again.

We lost two members of our management team. Kamille Twomey, who ran merchandising, decided to go to business school and Holly MacDonald-Korth, who ran Internal Marketing, has also decided to leave the company (though she may do some consulting work for us on several projects before returning to her family's business). Both of these women have left their marks on the company and earned my deep gratitude. We will all miss them. While I am at it, I shall forewarn that Tad Martin, who oversees project management, recently married. He and his wife are planning to live on the East Coast and so Tad will be leaving the company before the end of 2006.

Ralph Mondeaux and Dan Lee have taken over merchandising, and report to Jason Lindsey. Ralph came to Overstock.com from Baker & Taylor and has done a superb job running our Books, Music, Movies & Games department for the last year. Dan has been our Corporate Controller for the past three years.

In summary, as I said at the beginning of the year, our financial results for the first few quarters of 2006 will suffer from the large 2005 investments in the business, and the technology debacle they caused. However, by the end of Q3, we will have completed building a solid infrastructure throughout the company. For that reason, I believe that the internal health of the business has never been better.


    I look forward to discussing these developments on our call.  Until then,
I remain,

                                                         Your humble servant,


                                                                     Patrick

PS If you have any questions, please feel free to email them to Kevin Moon at kmoon@overstock.com before the conference call, so we may address them.

Note to investors

In May the Board of Directors approved the implementation of the Direct Registration System (DRS) to provide the company's shareholders an alternative to holding paper certificates. (For a brief description of DRS and how it compares to holding physical certificates or holding stock in "street name" through a broker, please visit the SEC's website via the following link: http://www.sec.gov/investor/pubs/holdsec.htm). Like those who hold physical certificates, shareholders in DRS are registered on the company's books and those shares cannot be lent for short selling. There are advantages to DRS over paper certificates, namely, the shares are transferred electronically between the transfer agent and the shareholder's broker, which results in much more timely transactions, and the risk of loss, damage or theft is eliminated. The company has considered this matter carefully, and believes it is in the best interest of its stockholders to permit them to choose to hold uncertificated shares through DRS should they desire to do so. It is important to note that DRS does not replace shareholder's ability to obtain physical certificates if they prefer. For additional questions regarding DRS, please contact our transfer agent, Computershare, at (781) 575-2879.

Key financial and operating metrics

Total revenue -- Overstock.com reported total revenue for the three months ended June 30, 2006 of $160.0 million, a 6% increase from the $150.6 million reported in 2005. For the six months ended June 30, 2006, total revenue was $340.2 million, a 7% increase from the $316.5 million in 2005.

Gross profit and gross margins -- Gross profit for the three months ended June 30, 2006 was $23.0 million (14.4% margins), a 1% increase from the $22.7 million (15.1% margins) reported in 2005. For the six months ended June 30, 2006, gross profits were $48.2 million, a 1% increase from the $47.5 million in 2005.

Net loss -- Net loss for the three months ended June 30, 2006, was $15.7 million, or $0.78 loss per share, compared to $1.9 million, or $0.10 loss per share in 2005. For the six months ended June 30, 2006, net loss totaled $31.6 million, or $1.60 loss per share, compared to $6.2 million, or $0.32 loss per share in 2005.

Overstock.com had cash and marketable securities of $45.7 million and working capital of $78.5 million on June 30, 2006.

Gross bookings (excluding auctions and travel) -- Gross bookings for the three months ended June 30, 2006 totaled $172.1 million, a 5% increase from the $163.8 million reported last year. For the six months ended June 30, 2006, gross bookings totaled $373.0 million, a 7% increase from the $348.0 million in 2005.

About Overstock.com

Overstock.com, Inc. is an online "closeout" retailer offering discount, brand-name merchandise for sale over the Internet. The company offers its customers an opportunity to shop for bargains conveniently, while offering its suppliers an alternative inventory liquidation distribution channel. Overstock.com, headquartered in Salt Lake City, is a publicly traded company listed on the NASDAQ National Market System and can be found online at http://www.overstock.com.

Overstock.com(R) is a registered trademark of Overstock.com, Inc. All other trademarks 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, but are not limited to, statements regarding accelerated growth, continued improvement of customer satisfaction scores, go-live date of new customer care application and the positive effects of this application, increases in margins, improved picking efficiencies, need for additional warehouse space, ease of customer returns, expense management reductions, need for additional capital, ease of administering Oracle 10g, reduced website downtime, capacity of Oracle ERP, Tad Martin's leaving the company's employ, the focus of internal website marketing, completion of the company's infrastructure, as well as all such other risks as identified in our Form 10-K for the year ended December 31, 2005, and all our subsequent filings with the Securities and Exchange Commission, which contain and identify important factors that could cause the actual results to differ materially from those contained in our projections or forward-looking statements.




                             Overstock.com, Inc.
              Consolidated Statements of Operations (unaudited)
                   (in thousands, except per share amounts)

                       Three months ended June 30,  Six months ended June 30,
                             2005        2006          2005         2006

    Revenue
      Direct                $60,064     $68,770      $127,948     $148,480
      Fulfillment partner    90,574      91,198       188,571      191,694

        Total revenue       150,638     159,968       316,519      340,174

    Cost of goods sold
      Direct                 51,567      61,473       109,829      132,176
      Fulfillment partner    76,375      75,501       159,232      159,842

        Total cost of
         goods sold         127,942     136,974       269,061      292,018

    Gross profit             22,696      22,994        47,458       48,156

    Operating expenses:
      Sales and marketing    14,499      12,171        31,325       25,348
      Technology              6,103      15,048        10,201       28,637
      General and
       administrative         7,566      12,453        14,913       25,807

        Total operating
         expenses            28,168      39,672        56,439       79,792

    Operating income
     (loss)                  (5,472)    (16,678)       (8,981)     (31,636)

    Interest income             896       2,215         1,540        2,530
    Interest expense         (1,517)     (1,275)       (2,962)      (2,542)
    Other income (expense),
     net                      4,170          (1)        4,170           (1)

    Net income (loss)        (1,923)    (15,739)       (6,233)     (31,649)
    Deemed dividend
     related to redeemable
     common stock               (47)        (33)          (93)         (66)

    Net income (loss)
     attributable to
     common shares          $(1,970)   $(15,772)      $(6,326)    $(31,715)

    Net income (loss)
     per share
      - basic                $(0.10)     $(0.78)       $(0.32)      $(1.60)
      - diluted              $(0.10)     $(0.78)       $(0.32)      $(1.60)
    Weighted average
     common shares
     outstanding
      - basic                19,709      20,159        19,785       19,774
      - diluted              19,709      20,159        19,785       19,774

    Other data:
    Shopping bookings
     (in 000s)             $163,775    $172,091      $347,990     $372,991
    Travel bookings
     (in 000s)               $2,759      $5,979        $4,408      $18,307
    Auction gross
     merchandise volume
     (in 000s)               $7,362      $6,860       $12,964      $14,939
    Average customer
     acquisition cost
     (shopping)              $22.10      $22.98        $20.63       $21.05
    Average registrant
     acquisition cost
     (auctions)               $7.51       $2.06         $7.91        $2.54



                             Overstock.com, Inc.
                   Consolidated Balance Sheets (unaudited)
                   (in thousands, except per share amounts)

                                                    December 31,   June 30,
                                                       2005          2006
                              Assets
    Current assets:
      Cash and cash equivalents                       $56,224       $45,665
      Marketable securities                            55,799            --

        Cash, cash equivalents and
         marketable securities                        112,023        45,665
      Accounts receivable, net                         11,695         9,838
      Inventories, net                                 93,269        74,822
      Prepaid inventory                                 9,633         3,247
      Prepaid expenses                                  8,508         9,776

        Total current assets                          235,128       143,348
    Restricted cash                                       253            --
    Property and equipment, net                        63,914        64,611
    Goodwill                                           13,169        13,169
    Other long-term assets, net                        13,449        12,069

        Total assets                                 $325,913      $233,197

        Liabilities, Redeemable Securities and Stockholders' Equity
    Current liabilities:
      Accounts payable                               $101,436       $35,920
      Accrued liabilities                              46,847        23,504
      Line of credit                                       --            --
      Capital lease obligations, current                6,683         5,401

        Total current liabilities                     154,966        64,825
      Capital lease obligations, non-current            3,058         3,964
      Convertible senior notes                         74,935        75,107

        Total liabilities                             232,959       143,896

    Redeemable common stock                             3,205         2,398

    Stockholders' equity:
      Common stock                                          2             2
      Additional paid-in capital                      250,939       280,891
      Accumulated deficit                             (96,829)     (128,544)
      Treasury stock                                  (65,325)      (65,251)
      Accumulated other comprehensive gain (loss)         962          (195)

          Total stockholders' equity                   89,749        86,903

        Total liabilities, redeemable securities
         and stockholders' equity                    $325,913      $233,197



                             Overstock.com, Inc.
              Consolidated Statements of Cash Flows (unaudited)
                                (in thousands)

                    Three months ended   Six months ended  Twelve months ended
                         June 30,            June 30,            June 30,
                      2005      2006      2005      2006      2005      2006

    Cash flows
     from
     operating
     activities:
      Net loss      $(1,923) $(15,739)  $(6,233) $(31,649)  $(6,339) $(50,334)
      Adjustments
       to reconcile
       net loss to
       cash provided
       by (used in)
       operating
       activities
        Depreciation
         and
         amorti-
         zation       2,930     7,709     4,565    14,544     6,856    25,593
        Realized
         (gain)
         loss from
         marketable
         securities     (25)   (1,868)      (26)   (2,085)      (28)    1,292
        Loss on
         disposition
         of property
         and
         equipment       --         1        --       599        34     2,056
        Stock-based
         compensation
         from stock
         options         53     1,088        73     2,046       175     2,045
        Stock options
         issued to
         consultants
         for services   (15)       (9)     (415)       34       294        60
        Issuance of
         common stock
         from
         treasury as
         compensation    60       105       311       612       311       744
        Amortization
         of debt
         discount and
         deferred
         financing
         fees           116       139       423       278       570       475
        Gain from
         retirement
         of
         convertible
         senior
         notes       (4,170)       --    (4,170)       --    (4,170)   (1,988)
        Changes in
         operating
         assets and
         liabilities:
          Accounts
           receivable,
           net          755    (1,572)        3     1,857       867    (3,255)
          Inventories,
           net      (11,419)    6,529   (14,989)   18,447   (29,784)  (13,275)
          Prepaid
           inventory   (503)    5,592     1,912     6,386    (5,756)    7,163
          Prepaid
           expenses   1,666       716    (4,636)   (1,164)   (5,721)   (1,467)
          Other
           long-term
           assets,
           net          603       (29)      (11)       18       415    (2,122)
          Accounts
           payable     (374)   (1,181)  (24,574)  (65,516)   17,964    (4,487)
          Accrued
           liabi-
           lities     2,148    (7,663)    2,494   (23,343)   15,500    (2,271)

            Net cash
             provided
             by
             (used in)
             opera-
             ting
             acti-
             vities (10,098)   (6,182)  (45,273)  (78,936)   (8,812)  (39,771)

    Cash flows from
     investing
     activities:
      (Increase)
       decrease in
       restricted
       cash             179        55       769       253     1,042       833
      Investments in
       marketable
       securities   (36,047)       --  (161,991)       --  (242,626)  (23,552)
      Sales of
       marketable
       securities   102,926    49,475   162,188    56,756   175,087   110,833
      Expenditures
       for
       property
       and
       equipment    (11,246)   (5,366)  (24,276)  (12,211)  (31,411)  (32,675)
      Acquisition
       of Ski West
       (net of cash
       acquired)         --        --        --        --        --   (24,620)
      Other
       investments       --        --        --      (100)       --      (100)
      Proceeds from
       the sale of
       property and
       equipment         --         1        --         1        20         2

          Net cash
           provided
           by
           (used in)
           investing
           acti-
           vities    55,812    44,165   (23,310)   44,699   (97,888)   30,721

    Cash flows
     from
     financing
     activities:
      Payments on
       capital lease
       obligations   (2,901)     (326)   (3,052)   (2,754)   (3,356)   (6,788)
      Borrowings
       on line of
       credit            --    42,530        --    73,258        --    85,126
      Payments on
       line of credit    --   (62,530)       --   (73,258)   (1,000)  (85,126)
      Proceeds from
       the issuance
       of convertible
       senior notes      --        --        --        --   116,199        --
      Payments to
       retire
       convertible
       senior notes (27,935)       --   (27,935)       --   (27,935)   (7,735)
      Payments of
       deferred
       financing
       fees              --        --        --        --      (301)       --
      Proceeds from
       the issuance
       of common
       stock             --    25,000        --    25,000    75,207    25,000
      Purchase of
       treasury
       stock        (24,133)       --   (24,133)       --   (24,133)       --
      Purchased
       call options
       for purchase
       of treasury
       stock             --        --   (47,507)       --   (47,507)       --
      Settlement of
       call options
       for cash          --        --        --        --        --     7,937
      Exercise of
       stock options  3,002       434     3,908     1,461     5,237     4,868

        Net
         provided
         by
         (used in)
         financing
         activities (51,967)    5,108   (98,719)   23,707    92,411    23,282

    Effect of
     exchange rate
     changes on cash     (8)      (44)      (26)      (29)       (9)       83

    Net increase
     (decrease) in
     cash and cash
     equivalents     (6,261)   43,047  (167,328)  (10,559)  (14,298)   14,315
    Cash and cash
     equivalents,
     beginning of
     period          37,611     2,618   198,678    56,224    45,648    31,350

    Cash and cash
     equivalents,
     end of
     period         $31,350   $45,665   $31,350   $45,665   $31,350   $45,665



    (Logo:  http://www.newscom.com/cgi-bin/prnh/20030520/LATU020LOGO-a)


SOURCE Overstock.com, Inc.
CONTACT:
Media, Scott Blevins, +1-801-947-3133, sblevins@overstock.com,
or Investors, Kevin Moon, +1-801-947-3282, kmoon@overstock.com, both of Overstock.com, Inc.
Web site: http://www.overstock.com
(OSTK)

© 2008 Overstock.com. All rights reserved.