Exhibit 99.1
| FOR IMMEDIATE RELEASE |
Investor Contact: Kathryn Huang Hadley Overstock.com, Inc. +1 (801) 947-3282 khuang@overstock.com |
Media Contact: Lynne Collins Overstock.com, Inc. +1 (831) 241-8616 lynne_collins@comcast.net |
OVERSTOCK.COM REPORTS FIRST QUARTER 2005 FINANCIAL RESULTS
SALT LAKE CITY, April 22, 2005Overstock.com® (NASDAQ: OSTK) today reported financial results for the period ending March 31, 2005.
Dear Owners,
Revenue grew 102% and gross profits grew 194% (both on a year-over-year basis), while gross margins grew to 15.0% from 10.3% in Q1 2004. However, we lost $4.2 million and spent $28 million on CAPEX: all of the latter (at least) was deliberate. I suggest no pithy metaphor to guide your thinking about this. I overspent in marketing by 1-2% of sales, but I believe we can cut this back and still grow. As is explored below, G&A was up and will continue to increase due to an avalanche of IT spending.
There are eight items of interest on the income statement and balance sheet to which I draw the reader's attention. I think of them as belonging in three buckets: 1) investment spending to support growth of the core business, such as IT and other G&A; 2) spending on new initiatives, such as Auctions, Travel and Design your Own Jewelry; and 3) experiments, skunkworks and mudpiesthings we tried that may or may not have generated the results we expected, such as $1 shipping, a large marketing spend and special purchases. In my mind, all three of these areas are fundamental to our continued growth. I list them and describe what remains to be done about them in the future.
| |
Item |
Cost, Variance or Mud pie |
Explanation |
||||
|---|---|---|---|---|---|---|---|
| 1 | $1 shipping | $ | 1,200,000 | We ran this promotion in March; the lost gross profits were partially offset by increased sales. | |||
2 |
Auctions |
$ |
1,600,000 |
We expect this loss, which is primarily attributable to marketing, to be reduced by $1 million in Q2. |
|||
3 |
Design Your Own Jewelry |
$ |
200,000 |
We expect this loss to continue for one or two more quarters. |
|||
4 |
Marketing |
$ |
2,600,000 |
I ran a large binomial marketing experiment that failed. It has been killed as of mid-April. |
|||
5 |
Electronics Deal |
$ |
600,000 |
I blew a large electronics deal that cost us this amount to clean up completely. |
|||
6 |
Bonus Accrual |
$ |
1,200,000 |
We are reducing option grants and going to a year-end cash bonus. We started this accrual in Q1, but its actual payment will be determined by year-end results. |
|||
7 |
Other G&A |
$ |
500,000 |
There were some unusually high professional fees and other G&A expenses that we believe will drop now. |
|||
8 |
Net Interest Expense |
$ |
800,000 |
About half of this is realized (i.e., we earn lower interest on cash than we pay on debt) and about half is non-economic (i.e., it comes back to us at maturity of certain investments). |
|||
Total |
$ |
8,700,000 |
|||||
While I expect most of these costs/variances/mudpies to decrease or disappear in the future, we've made several decisions that will stay and increase our G&A. They are:
The astute follower of Overstock will see that this implies that in 2005 our G&A will likely not scale. Note that the bulk of the growth in G&A does not come from growth in payroll. Instead, it comes from one issue: our current technology would max out at an annual rate of $1.5-$2 billion of revenue, so we are switching to systems that will support us to a $4-$8 billion level. These new systems bring with them switching costs and a large increase in depreciation, both of which are driving growth in our G&A.
Some key highlights and updates:
5) Marketing:
this increase has been in low-converting traffic and auctions, and thus, our sales are not up as much as our traffic.
| |
2004 |
2005 |
||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| year & month |
||||||||||||||
| jan |
feb |
mar |
jan |
feb |
mar |
|||||||||
| Internet Uniques | 152,443 | 152,056 | 154,051 | 162,201 | 160,287 | 164,263 | ||||||||
| growth | 6 | % | 5 | % | 7 | % | ||||||||
| Overstock Uniques | 6,588 | 6,368 | 6,297 | 14,842 | 14,647 | 17,158 | ||||||||
| growth | 125 | % | 130 | % | 172 | % | ||||||||
| % of Total Internet | 4.3 | % | 4.2 | % | 4.1 | % | 9.2 | % | 9.1 | % | 10.4 | % | ||
| growth | 114 | % | 117 | % | 154 | % | ||||||||
As always, I look forward to discussing these events with our owners.
Humbly submitted,
Patrick Byrne
Key financial and operating metrics
Total revenueOverstock.com reported first quarter total revenue of $165.9 million, a 102% increase compared to $82.1 million in 2004.
Gross profit and gross marginsOverstock.com reported first quarter gross profit of $24.9 million, a 194% increase over the $8.5 million recorded for the same period a year ago. Overstock.com reported first quarter gross margins of 15.0%, up from 10.3% in Q1 2004.
Net income (loss)Overstock.com reported net loss of $4.2 million, or 21 cent loss per share, compared to a net loss of $2.2 million, or a 14 cent loss per share, a year earlier.
Overstock.com had cash and marketable securities of $192.8 million and working capital of $195.5 million on March 31, 2005.
Gross bookings (excluding auctions and travel)Overstock.com reported gross bookings of $184.2 million for the first quarter 2005, a 97% increase over the $93.4 million in gross bookings reported for the first quarter 2004.
Gross bookings represents the gross selling price of all transactions, including those for which we only record a commission, before returns, sales discounts, and before payments to fulfillment partners prior to July 1, 2003, and therefore differs from total revenue. Management believes that gross bookings provides useful information to investors because it represents the total price of the merchandise sold via the Overstock.com Web site or other sales channels, regardless of the amount of total revenue recorded by Overstock.com on those transactions, which varies, depending on, among other things, the returns policies applicable to the merchandise sold via the Web site. Management uses the measure of gross bookings as an operating metric for internal planning purposes, including measuring the company's growth, measuring marketing expenditures' effectiveness, and capacity planning for information technology, customer service and logistics.
*Due to a change in Overstock.com customer return policies and procedures that was implemented at the beginning of the third quarter 2003, total revenue increased significantly and gross margins decreased significantly in that and subsequent reporting periods compared to previous reporting periods. Therefore, gross bookings comparisons year-over-year prior to when we made the change in Q3 2003 may be more informative than total revenue comparisons for the affected periods, especially on the measure of growth. We also believe gross profit dollar comparisons year-over-year may be more informative than gross margin comparisons.
# # #
About Overstock.com
Overstock.com Inc. is a "closeout" retailer offering discount, brand-name merchandise for sale over the Internet, as well as an online auction. The company offers its customers an opportunity to shop for bargains conveniently, while offering its suppliers an alternative inventory liquidation distribution channel. Overstock.com is a publicly traded company listed on the NASDAQ National Market System, headquartered in Salt Lake City, and can be found online at www.overstock.com.
Overstock.com® is a registered trademark of Overstock.com, Inc. and Build Your Own Ring is a trademark of Overstock.com, Inc. All other trademarks are the property of their respective companies.
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, amounts of future reductions and increases in spending, timing of our move to a new facility, future savings and levels of margins, expected project completion dates, improvements in the customer experience, and such other risks as identified in our Form 10-K for the year ended December 31, 2004, 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
(in thousands, except per share amounts)
| |
Three months ended |
|||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| |
Mar. 31, 2004 |
Jun. 30, 2004 |
Sept. 30, 2004 |
Dec. 31, 2004 |
Mar. 31, 2005 |
|||||||||||||
| Revenue | ||||||||||||||||||
| Direct | $ | 38,580 | $ | 41,113 | $ | 43,928 | $ | 89,589 | $ | 67,884 | ||||||||
| Fulfillment partner | 43,498 | 46,679 | 59,516 | 131,732 | 97,997 | |||||||||||||
| Total revenue | 82,078 | 87,792 | 103,444 | 221,321 | 165,881 | |||||||||||||
| Cost of goods sold | ||||||||||||||||||
| Direct | 34,816 | 36,786 | 38,594 | 75,194 | 58,153 | |||||||||||||
| Fulfillment partner | 38,793 | 41,114 | 51,103 | 112,458 | 82,857 | |||||||||||||
| Total cost of goods sold | 73,609 | 77,900 | 89,697 | 187,652 | 141,010 | |||||||||||||
| Gross profit | 8,469 | 9,892 | 13,747 | 33,669 | 24,871 | |||||||||||||
| Operating expenses: | ||||||||||||||||||
| Sales and marketing expenses | 4,377 | 6,605 | 9,398 | 20,153 | 16,825 | |||||||||||||
| General and administrative expenses | 6,251 | 5,567 | 7,376 | 11,041 | 11,428 | |||||||||||||
| Amortization of stock-based compensation | 135 | 123 | 18 | 84 | 20 | |||||||||||||
| Total operating expenses | 10,763 | 12,295 | 16,792 | 31,278 | 28,273 | |||||||||||||
| Operating income (loss) | (2,294 | ) | (2,403 | ) | (3,045 | ) | 2,391 | (3,402 | ) | |||||||||
| Interest income | 98 | 127 | 168 | 780 | 644 | |||||||||||||
| Interest expense | (16 | ) | (46 | ) | (77 | ) | (636 | ) | (1,445 | ) | ||||||||
| Other income (expense), net | 2 | | 3 | (54 | ) | | ||||||||||||
| Net income (loss) | (2,210 | ) | (2,322 | ) | (2,951 | ) | 2,481 | (4,203 | ) | |||||||||
| Deemed dividend related to redeemable common stock | (48 | ) | (46 | ) | (47 | ) | (47 | ) | (46 | ) | ||||||||
| Net income (loss) attributable to common shares | $ | (2,258 | ) | $ | (2,368 | ) | $ | (2,998 | ) | $ | 2,434 | $ | (4,249 | ) | ||||
| Net loss per share | ||||||||||||||||||
| basic | $ | (0.14 | ) | $ | (0.13 | ) | $ | (0.16 | ) | $ | 0.13 | $ | (0.21 | ) | ||||
| diluted | $ | (0.14 | ) | $ | (0.13 | ) | $ | (0.16 | ) | $ | 0.12 | $ | (0.21 | ) | ||||
| Weighted average common shares outstanding | ||||||||||||||||||
| basic | 16,646 | 17,577 | 18,284 | 19,016 | 19,862 | |||||||||||||
| diluted | 16,646 | 17,577 | 18,284 | 20,780 | 19,862 | |||||||||||||
| Other data: | ||||||||||||||||||
| Gross bookings | $ | 93,412 | $ | 96,627 | $ | 114,381 | $ | 237,021 | $ | 184,152 | ||||||||
| Average customer acquisition cost | $ | 10.24 | $ | 15.88 | $ | 18.30 | $ | 18.15 | $ | 21.14 | ||||||||
Overstock.com, Inc.
Consolidated Balance Sheets
(in thousands, except per share amounts)
| |
December 31, 2004 |
March 31, 2005 |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Assets | |||||||||
| Current assets: | |||||||||
| Cash and cash equivalents | $ | 198,678 | $ | 37,611 | |||||
| Marketable securities | 88,802 | 155,157 | |||||||
| Cash, cash equivalents and marketable securities | 287,480 | 192,768 | |||||||
| Accounts receivable, net | 5,715 | 6,467 | |||||||
| Inventories, net | 45,279 | 48,956 | |||||||
| Prepaid inventory | 12,322 | 9,907 | |||||||
| Prepaid expenses | 3,444 | 9,746 | |||||||
| Total current assets | 354,240 | 267,844 | |||||||
| Restricted cash | 1,602 | 1,012 | |||||||
| Property and equipment, net | 16,122 | 42,725 | |||||||
| Goodwill | 2,784 | 2,784 | |||||||
| Other long-term assets | 1,516 | 1,940 | |||||||
| Total assets | $ | 376,264 | $ | 316,305 | |||||
| Liabilities, Redeemable Securities and Stockholders' Equity | |||||||||
| Current liabilities: | |||||||||
| Accounts payable | $ | 64,060 | $ | 39,860 | |||||
| Accrued liabilities | 22,917 | 23,263 | |||||||
| Capital lease obligations, current | 595 | 9,266 | |||||||
| Total current liabilities | 87,572 | 72,389 | |||||||
| Capital lease obligations, non-current | 743 | 7,118 | |||||||
| Senior convertible notes | 116,251 | 116,379 | |||||||
| Total liabilities | 204,566 | 195,886 | |||||||
| Redeemable common stock | 3,166 | 3,212 | |||||||
| Stockholders' equity: | |||||||||
| Common stock | 2 | 2 | |||||||
| Additional paid-in capital | 243,131 | 195,863 | |||||||
| Accumulated deficit | (73,005 | ) | (77,254 | ) | |||||
| Unearned stock-based compensation | (1,301 | ) | (776 | ) | |||||
| Treasury stock | (100 | ) | (87 | ) | |||||
| Accumulated other comprehensive loss | (195 | ) | (541 | ) | |||||
| Stockholders' equity | 168,532 | 117,207 | |||||||
| Total liabilities, redeemable securities and stockholders' equity | $ | 376,264 | $ | 316,305 | |||||
Overstock.com, Inc.
Consolidated Statements of Cash Flows
(in thousands)
| |
Three months ended March 31, |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| |
2004 |
2005 |
|||||||||
| Cash flows from operating activities: | |||||||||||
| Net income (loss) | $ | (2,210 | ) | $ | (4,203 | ) | |||||
| Adjustments to reconcile net loss to cash provided by (used in) operating activities | |||||||||||
| Depreciation and amortization | 756 | 1,635 | |||||||||
| Amortization of unearned stock-based compensation | 135 | 20 | |||||||||
| Realized gain (loss) from marketable securities | | (1 | ) | ||||||||
| Stock options issued to consultants for services | 280 | (400 | ) | ||||||||
| Amortization of debt discount and deferred financing fees | | 307 | |||||||||
| Reissuance of treasury stock for 401(k) Plan | | 251 | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable, net | (1,016 | ) | (752 | ) | |||||||
| Inventories, net | (2,630 | ) | (3,677 | ) | |||||||
| Prepaid inventory | (264 | ) | 2,415 | ||||||||
| Prepaid expenses | 174 | (6,302 | ) | ||||||||
| Other long-term assets, net | (1,386 | ) | (614 | ) | |||||||
| Accounts payable | (15,778 | ) | (24,200 | ) | |||||||
| Accrued liabilities | 152 | 346 | |||||||||
| Net cash provided by (used in) operating activities | (21,787 | ) | (35,175 | ) | |||||||
| Cash flows from investing activities: | |||||||||||
| Decrease in restricted cash | | 590 | |||||||||
| Investments in marketable securities | (2,558 | ) | (125,944 | ) | |||||||
| Sales of marketable securities | 1,191 | 59,262 | |||||||||
| Expenditures for property and equipment | (400 | ) | (13,030 | ) | |||||||
| Net cash provided by (used in) investing activities | (1,767 | ) | (79,122 | ) | |||||||
| Cash flows from financing activities: | |||||||||||
| Payments on capital lease obligations | (20 | ) | (151 | ) | |||||||
| Purchased call options | | (47,507 | ) | ||||||||
| Exercise of stock options and warrants | 2,167 | 906 | |||||||||
| Net provided by financing activities | 2,147 | (46,752 | ) | ||||||||
| Effect of exchange rate changes on cash | (1 | ) | (18 | ) | |||||||
| Net increase in cash and cash equivalents | (21,408 | ) | (161,067 | ) | |||||||
| Cash and cash equivalents, beginning of period | 28,846 | 198,678 | |||||||||
| Cash and cash equivalents, end of period | $ | 7,438 | $ | 37,611 | |||||||