Business Context and Reporting Period
This Form 8-K is filed by Overstock.com, Inc. (not Bed Bath & Beyond, Inc.) with a report date of December 31, 2005. The filing discloses the entry into a material definitive agreement regarding the company's credit facilities.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, or margin figures. The primary financial metric disclosed is the credit facility capacity:
- Maximum Principal Amount: $30 million under a Revolving Line of Credit Note.
- Collateral: Borrowings are secured by all or substantially all of the Company's assets.
- Lender: Wells Fargo Bank, National Association.
Material Changes
The Company executed a Seventh Modification to Credit Agreement with Wells Fargo. Key changes include:
- Extension of Term: The termination date of the Original Credit Agreement (dated February 13, 2004) was extended from December 31, 2005, to January 1, 2008.
- Adjustments: The amendment provides for pricing and funding adjustments contingent upon the substitution of collateral for certain assets securing the facility.
Outlook, Risks, and Contingencies
The filing contains standard forward-looking statement disclaimers, noting that actual results may differ materially due to known and unknown risks. No specific operational guidance or outlook is provided in this document. The Company directs investors to its Annual Report on Form 10-K for the year ended December 31, 2004, and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2005, for additional risk factors.
Investor Verification Checklist
- Verify the specific pricing and funding adjustments triggered by the collateral substitution mentioned in the amendment.
- Confirm the current utilization rate of the $30 million revolving line of credit.
- Review the related security agreements with Wells Fargo Retail Finance, LLC, an affiliate of the primary lender.
- Check the referenced Form 10-K (2004) and Form 10-Q (Q3 2005) for detailed liquidity and risk analysis.