Company Overview - Beyond, Inc. reported a name change from Overstock.com, Inc. to Beyond, Inc. and transferred its stock listing to the New York Stock Exchange under the ticker symbol "BYON" as of November 6, 2023[17]. - The company achieved sales primarily from customers in the United States, with no single customer accounting for more than 1% of total net revenue during the years ended December 31, 2023, 2022, and 2021[19]. - Beyond, Inc. offers a diverse range of home products, with millions of items available to meet evolving customer preferences[19]. Customer Experience - The company emphasizes a simplified customer experience through a user-friendly interface and a dedicated customer care team[18]. - Beyond, Inc. employs various sales and marketing strategies, including digital channels and traditional advertising, to engage its retail consumer audience[22]. - Beyond, Inc. leverages proprietary technologies and strategic partnerships to enhance its operational capabilities and customer experience[24]. Employee Relations - Beyond, Inc. has approximately 830 full-time employees as of December 31, 2023, with a focus on maintaining good employee relations and high competition for qualified personnel[32]. - The company maintains competitive compensation programs to attract and retain employees, linking compensation to overall company performance[36]. - The average employee tenure is six and a half years, with customer service and warehouse departments averaging six years[40]. - The company provides a comprehensive benefits package, including medical, dental, vision insurance, and a flexible work schedule[41]. - In January 2024, the company expanded benefits to include unlimited flexible time away for all exempt employees[41]. - The company offers a 401(k) matching program, matching dollar for dollar up to 6% of employee savings[38]. Diversity and Inclusion - The company is committed to diversity and inclusion, aiming to create a workplace that values unique backgrounds and perspectives[34]. - The company emphasizes diversity and inclusion training to strengthen its workforce and foster an inclusive environment[43]. - The company has established relationships with universities and industry groups to attract diverse talent[39]. Talent Management - The company actively manages talent acquisition and retention, recruiting from 23 states and the Republic of Ireland[39]. - The company’s focus on human capital management is seen as a competitive advantage, with a dedicated board committee reviewing hiring trends and engagement[46]. Financial Overview - The company has a recorded value of $155.9 million in equity securities as of December 31, 2023, down from $296.3 million in 2022[179]. - The company’s loan agreements carry a fixed blended annual interest rate of 4.45%, mitigating direct financial statement risk from interest rate changes[176]. - The company actively cultivates relationships with manufacturers, distributors, and suppliers to ensure a diverse product offering and flexibility in supplier selection[21].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001 ...

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-4979 ...

Overstock.com, Inc. (NASDAQ:OSTK) Q2 2023 Earnings Call Transcript July 27, 2023 8:30 AM ET Company Participants Lavesh Hemnani - Head of Investor Relations Jonathan Johnson - Chief Executive Officer Adrianne Lee - Chief Financial Officer Dave Nielsen - President Conference Call Participants Seth Sigmund - Barclays Thomas Forte - D. A. Davidson Curtis Nagle - BOFA Anna Andreeva - Needham and Company Operator Good day and thank you for standing by. Welcome to the Q2 2023 Overstock.com Earnings Conference Cal ...

[PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20%28Unaudited%29) Overstock.com reported a Q1 2023 net loss of $10.3 million, a reversal from prior year's net income, driven by a 28.9% revenue decline [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to $887.4 million, while total liabilities rose to $246.9 million, and equity slightly decreased Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $374,711 | $371,263 | | Total current assets | $421,249 | $414,509 | | Total assets | $887,389 | $878,546 | | **Liabilities & Equity** | | | | Accounts payable | $83,621 | $75,130 | | Total current liabilities | $206,119 | $191,142 | | Total liabilities | $246,884 | $232,720 | | Total stockholders' equity | $640,505 | $645,826 | [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) Q1 2023 saw a net loss of $10.3 million and a 28.9% revenue decline to $381.1 million, reversing prior year's operating income Q1 2023 Statement of Operations (in thousands, except per share data) | Metric | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net revenue | $381,140 | $536,037 | | Gross profit | $89,713 | $125,212 | | Operating income (loss) | $(8,364) | $12,454 | | Net income (loss) | $(10,307) | $10,123 | | Diluted EPS | $(0.23) | $0.21 | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow decreased to $20.0 million, while investing and financing cash outflows were $14.8 million and $1.7 million respectively Cash Flow Summary (in thousands) | Activity | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $20,007 | $33,193 | | Net cash used in investing activities | $(14,831) | $(13,795) | | Net cash used in financing activities | $(1,705) | $(29,286) | [Notes to Financial Statements](index=11&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) Notes detail accounting policies, financial instrument valuations, legal proceedings, and the status of the stock repurchase program - The company is cooperating with an SEC investigation related to its 2019 Series A-1 Preferred stock dividend, 10b5-1 plans, and retail guidance[58](index=58&type=chunk) - No shares were repurchased in Q1 2023, while in Q1 2022, the company repurchased **$24.9 million** of common stock, with **$19.9 million** remaining available for future repurchases as of March 31, 2023[66](index=66&type=chunk) - Total equity securities were valued at **$289.1 million** as of March 31, 2023, including investments in Medici Ventures, L.P. and tZERO Group, Inc[43](index=43&type=chunk)[44](index=44&type=chunk) - As of March 31, 2023, total outstanding debt was **$37.1 million**, net of issuance costs, related to loan agreements for the corporate headquarters[49](index=49&type=chunk)[50](index=50&type=chunk) [Management's Discussion and Analysis (MD&A)](index=21&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the 28.9% revenue decline to macroeconomic pressures and strategic shifts, while gross margin slightly improved [Executive Commentary](index=21&type=section&id=Executive%20Commentary) Executive commentary highlights a 28.9% revenue decrease driven by a 29% drop in customer orders amid macroeconomic challenges Q1 2023 vs Q1 2022 Performance | Metric | Change | | :--- | :--- | | Net Revenue | -28.9% | | Customer Orders | -29% | | Average Order Value | Relatively flat | - The company's strategic focus is on strengthening its brand pillars: "Product Findability," "Smart Value," and "Easy Delivery and Support"[85](index=85&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) Net revenue declined 28.9% to $381.1 million, while gross margin slightly improved to 23.5%, and operating expenses shifted Operating Expenses as a Percentage of Net Revenue | Expense Category | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Sales and marketing | 12.3% | 10.9% | | Technology | 8.0% | 6.2% | | General and administrative | 5.4% | 4.0% | - Gross margin increased slightly to **23.5%** in Q1 2023 from **23.4%** in Q1 2022, attributed to merchandising actions and operational efficiencies, despite higher promotional discounting[99](index=99&type=chunk) - The company recorded a tax benefit of **$2.9 million** in Q1 2023, compared to a tax provision of **$2.1 million** in Q1 2022, primarily due to the pre-tax loss[113](index=113&type=chunk) [Liquidity and Capital Resources](index=27&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $374.7 million in cash, $20.0 million in operating cash flow, and $55.4 million in contractual obligations Contractual Cash Obligations (in thousands) | Obligation | Total | Less than 1 year | 1-3 years | 3-5 years | More than 5 years | | :--- | :--- | :--- | :--- | :--- | :--- | | Operating leases | $7,389 | $4,203 | $2,916 | $270 | $— | | Loan agreements | $48,015 | $4,607 | $2,968 | $2,972 | $37,468 | | **Total** | **$55,404** | **$8,810** | **$5,884** | **$3,242** | **$37,468** | - Cash provided by operating activities decreased to **$20.0 million** in Q1 2023 from **$33.2 million** in Q1 2022[119](index=119&type=chunk) - The company believes existing cash and future cash flows will be sufficient for operations for at least the next twelve months[116](index=116&type=chunk) [Market Risk Disclosures](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Primary market risks include inflation, interest rates, and foreign currency, with inflation being a key concern - Inflation is identified as a key risk, with rising commodity, shipping, energy, and labor costs creating pressure across the business, which the company may not be able to fully offset[133](index=133&type=chunk) - Interest rate risk is minimal as the company's loan agreements have a fixed blended annual interest rate of **4.45%**[131](index=131&type=chunk) - Foreign currency risk is not significant because the majority of sales and operating expenses are denominated in U.S. dollars[132](index=132&type=chunk) [Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of the end of the period[137](index=137&type=chunk) - No changes occurred during the quarter that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[139](index=139&type=chunk) [PART II. OTHER INFORMATION](index=31&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ongoing legal proceedings, including an SEC investigation and a pending securities class action appeal - The company is awaiting a ruling from the U.S. Court of Appeals for the Tenth Circuit regarding an appeal by plaintiffs in a securities class action lawsuit that was previously dismissed in the company's favor[59](index=59&type=chunk) - A shareholder derivative suit remains stayed pending the outcome of the appeal in the securities class action lawsuit[60](index=60&type=chunk) [Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors were reported from the previous Annual Report on Form 10-K - No material changes from the risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2022[142](index=142&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No equity securities were repurchased in Q1 2023, with $19.9 million remaining available for future repurchases - No share repurchases were made during the three months ended March 31, 2023[143](index=143&type=chunk) - As of March 31, 2023, the remaining authorized amount for the stock repurchase program is **$19.9 million**[143](index=143&type=chunk)

Sales and Revenue - The company reported that sales for the years ended December 31, 2022, 2021, and 2020 were almost entirely to customers located in the United States, with no single customer accounting for more than 1% of total net revenue[19]. Employee and Talent Management - As of December 31, 2022, the company had approximately 1,050 full-time employees and has never experienced a work stoppage[35]. - In 2022, the company hired a total of 208 new employees, with 180 in non-customer service roles and 28 in customer service and warehouse departments[42]. - The average employee tenure is six years, with customer service and warehouse departments having an average tenure of four and three-quarters years[42]. - The company offers a competitive compensation package, including base salary, short-term bonuses, and long-term equity incentives, to attract and retain talent[38]. - The company actively recruits talent from twenty-one states and has established relationships with universities and industry groups to enhance its talent acquisition efforts[41]. - The company has invested in employee development through online resources, mentoring programs, and subsidizing higher education opportunities[44]. - An annual training program on Diversity and Inclusion is conducted for all employees to promote a culture of inclusion[45]. - The company emphasizes a results-driven, inclusive, and collaborative corporate culture to enhance employee engagement[47]. Partnerships and Product Offering - The company maintains relationships with approximately 2,600 partners as of December 31, 2022, to ensure a continuous assortment of product offerings[17]. - The company focuses on enhancing its product assortment to meet evolving customer trends, increasing the number of items offered[18]. Marketing and Customer Service - The company utilizes a variety of sales and marketing methods, including online campaigns and brand advertising, to target its retail consumer audience[22]. - The company emphasizes superior customer service through its app, website, and customer service department, staffed with dedicated professionals[23]. Diversity and Inclusion - The company has a commitment to diversity and inclusion, aiming to improve representation at all levels and foster an inclusive culture[36]. Logistics and Operations - The company’s logistics capabilities are tailored to the furniture and home furnishings category, developed over many years of e-commerce experience[17]. Financial Performance and Market Conditions - The company recorded a value of $296.3 million in equity securities as of December 31, 2022, down from $342.7 million in 2021, indicating market volatility impacts[179]. - The company is exposed to inflationary pressures due to increases in commodity and shipping prices, which could affect financial performance if not managed effectively[178]. Employee Benefits - The company offers a comprehensive benefits package, including medical, dental, vision insurance, health savings accounts, and a 401(k) matching program[43]. - In January 2023, the company expanded its benefits to include pelvic care benefits for women and reduced copayments for mental health office visits[43]. Executive Team - As of February 24, 2023, the executive team includes key positions such as Chief Executive Officer, Chief Financial Officer, and Chief Marketing Officer, with significant experience in their respective fields[50][51][52].

Financial Data and Key Metrics Changes - Revenue declined by 34% year-over-year in Q4 2022, totaling $405 million, primarily due to competitive pressures and the strategic removal of non-home products from the site [22][24] - Gross profit was $90 million in Q4 2022, a decrease of $49 million compared to the prior year, with a gross margin of 22.1%, down 54 basis points year-over-year [25] - Adjusted EBITDA was $7 million in Q4 2022, a decrease of $21 million from the previous year, resulting in an adjusted EBITDA margin of 1.6% [27] Business Line Data and Key Metrics Changes - The transition to a 100% home retailer was completed, with home-only revenue declining by 30% in Q4 2022, consistent with the third quarter [24][31] - The active customer base decreased to 5.2 million, driven by reduced spending on home-related goods and a shift in consumer preferences [28] - Average order value (AOV) improved by 4% year-over-year to $215, although it declined slightly compared to Q3 due to a shift in product assortment [29] Market Data and Key Metrics Changes - The furniture and home furnishings market is fragmented, with a total addressable market exceeding $400 billion, presenting opportunities for market share growth [11] - The competitive landscape saw increased discounting and promotional activities, impacting gross margins and overall sales performance [22][24] Company Strategy and Development Direction - The company is focused on sustainable profitable market share growth, leveraging its asset-light business model to maintain gross margins despite competitive pressures [34][35] - New strategies include enhancing the mobile app experience, expanding loyalty offerings, and improving product findability on the website [40][42][44] - The company aims to capture market share by adding national branded and giftable products, particularly targeting competitors struggling with excess inventory [12][38] Management's Comments on Operating Environment and Future Outlook - Management acknowledged that 2022 performance was below expectations but expressed confidence in the company's ability to recover market share and improve top-line performance in 2023 [7][35] - The macroeconomic environment, including inflation and a weak housing market, is expected to influence performance throughout the year, with a more optimistic outlook for the second half of 2023 [36][39] Other Important Information - The company ended 2022 with a strong balance sheet, holding $371 million in cash and only $34 million in long-term debt, resulting in a net cash position of $337 million [13] - Share repurchases totaled $80 million in 2022, alongside direct investments in portfolio companies like tZERO and GrainChain [14][18] Q&A Session Summary Question: Were competitor markdowns disruptive to sales in 2022? - Management acknowledged that while some disruptions occurred, maintaining a smart value proposition was essential, and suppliers often adjusted their prices accordingly [48][49] Question: Expectations for gross margins in 2023? - Management indicated that gross margins might trend lower in the first half of 2023 due to ongoing inventory rationalization but expected recovery later in the year [51][52] Question: Comparison of today's home e-commerce market with past periods? - Management noted similarities with past downturns, suggesting that Overstock is well-positioned to benefit as consumers become more price-sensitive [54][55] Question: Insights on average order value (AOV) and Overstock Day events? - Management highlighted that AOV was impacted by promotional discounting and seasonal shifts, while Overstock Day was successful in driving mobile app adoption [57][61] Question: Plans for customer engagement and reactivation strategies? - Management emphasized the new co-branded credit card initiative aimed at enhancing customer loyalty and engagement, alongside efforts to reactivate lapsed customers [69][70]

Financial Performance - Net revenue for the three months ended September 30, 2022, was $460.3 million, a decrease of 33.2% compared to $689.4 million for the same period in 2021[23]. - Gross profit for the nine months ended September 30, 2022, was $353.8 million, down 27.1% from $485.1 million in the same period of 2021[23]. - Operating income for the three months ended September 30, 2022, was $5.7 million, a decline of 80.3% from $28.8 million in the prior year[23]. - Consolidated net loss attributable to stockholders for the three months ended September 30, 2022, was $(37.0) million, compared to net income of $30.4 million in the same period of 2021[23]. - The company reported a net loss per share of $(0.81) for the three months ended September 30, 2022, compared to earnings per share of $0.64 in the same period last year[23]. - Total operating expenses for the nine months ended September 30, 2022, were $324.1 million, a decrease of 17.6% from $393.1 million in the same period of 2021[23]. - The company reported a net loss from continuing operations of $(37.0) million for the three months ended September 30, 2022, compared to income of $30.4 million in the same period last year[23]. - Comprehensive loss attributable to stockholders for the three months ended September 30, 2022, was $(36.99) million, compared to $30.43 million in the same period of 2021[25]. - The net income from discontinued operations attributable to stockholders of Overstock.com, Inc. for the nine months ended September 30, 2022, was $217.581 million[46]. Assets and Liabilities - Total current assets decreased to $475.3 million as of September 30, 2022, down from $551.8 million at December 31, 2021, representing a decline of approximately 13.8%[18]. - Cash and cash equivalents were reported at $427.5 million, a decrease of 15.0% from $503.3 million at the end of 2021[18]. - Total liabilities decreased to $275.6 million, down from $321.6 million, reflecting a reduction of approximately 14.3%[20]. - Stockholders' equity decreased to $676.6 million from $744.4 million, indicating a decline of about 9.1%[20]. - The total assets decreased to $952.2 million from $1,066.0 million, a decline of approximately 10.7%[20]. - The company reported an accumulated deficit of $158.3 million as of September 30, 2022, compared to $136.6 million at the end of 2021[20]. - The company has a deferred tax asset of $40.7 million, slightly up from $40.0 million at the end of 2021[18]. - The total outstanding debt on loans was $38.8 million as of September 30, 2022, with a current portion of $3.5 million included in other current liabilities[64]. Cash Flow and Investments - Cash flows from operating activities for the nine months ended September 30, 2022, showed a net cash provided of $17.596 million, a significant decrease from $100.084 million in the same period of 2021[30]. - The net cash used in investing activities for the nine months ended September 30, 2022, was $28.004 million, compared to $81.764 million in the same period of 2021[30]. - The company reported a net cash used in financing activities of $65.224 million for the nine months ended September 30, 2022, compared to $7.957 million in the same period of 2021[33]. - The company completed an additional investment of $15 million in tZERO during the nine months ended September 30, 2022, through their Series B financing round[57]. Operational Challenges - The company continues to face risks related to supply chain challenges and economic conditions, which may impact future performance[13]. - The company experienced increased employee turnover and inflation in product costs, higher wages, and energy costs, impacting sales during the third quarter of 2022[108]. - The absence of pandemic-related shopping behavior and macroeconomic factors contributed to decreased order activity[105]. - The company cannot estimate the future impact of macroeconomic conditions such as inflation and supply chain challenges on its business due to their unpredictable nature[113]. Stock and Shareholder Information - The company had a total of 45.7 million shares of common stock outstanding as of September 30, 2022, an increase from 43.0 million shares in the prior year[27]. - The company reported stock-based compensation to employees and directors of $13.390 million for the nine months ended September 30, 2022, compared to $7.649 million for the same period in 2021[30]. - The stock-based compensation expense for the three months ended September 30, 2022, was $4.1 million, compared to $2.5 million for the same period in 2021[84]. - The company had $39.9 million available for future share repurchases under its current repurchase authorization through December 31, 2023[82]. Market and Economic Conditions - Consumer prices rose by 8.2% from September 2021 to September 2022, the largest increase since 1981, impacting consumer discretionary spending[167]. - Global conflicts, particularly the situation in Ukraine, could negatively impact the company's business and financial condition due to increased costs and supply chain disruptions[166]. - The company is exposed to risks from potential changes in legal, regulatory, or tax treatments that could adversely affect its operations[170]. - Further restrictions on the use of online tracking technologies could limit the company's ability to acquire new customers, adversely affecting its business[173].