SEC Filing Summary: Overstock.com, Inc. (Form 8-K)
Business Context and Reporting Period
This Form 8-K was filed by Overstock.com, Inc. on September 12, 2005. The report discloses a specific corporate event regarding the unregistered sale of equity securities. Note: The metadata provided in the request incorrectly identifies the company as "BED BATH & BEYOND, INC."; the filing text explicitly identifies the registrant as Overstock.com, Inc.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, margins, debt, or liquidity metrics. The only financial data disclosed relates to a specific transaction:
- Shares Issued: 330,396 shares of common stock.
- Transaction Value: $1,404,512 in aggregate cash exercise price.
- Implied Exercise Price: Approximately $4.25 per share.
Material Changes
The material change reported is the exercise of a warrant dated September 21, 2000, by an entity wholly owned by High Plains Investments LLC. This resulted in the issuance of new shares to the entity.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, or discussion of risks and contingencies. The transaction was executed under Section 4(2) of the Securities Act as a transaction not involving a public offering.
Key Facts for Investor Verification
- Transaction Date: September 12, 2005.
- Counterparty: An entity wholly owned by High Plains Investments LLC, managed by Dr. Patrick M. Byrne (Chairman and President of Overstock.com, Inc.).
- Instrument: Exercise of a warrant originally dated September 21, 2000.
- Regulatory Status: Issuance was exempt from registration under Section 4(2) of the Securities Act.