Overstock.com 2005 Annual Report Download - page 59

Share Repurchase Program
In January 2005, our Board of Directors authorized a share repurchase program under which we were authorized to repurchase up
to $50.0 million of our common stock through December 31, 2007. In April 2005, our Board of Directors authorized an increase to the
share repurchase program from $50.0 million to a total of $100.0 million. Additionally, on June 14, 2005, the Board of Directors
amended the stock repurchase program to authorize the repurchase of our Convertible Senior Notes.
Under the repurchase program, we repurchased approximately 665,000 shares of our common stock in open market transactions
for $24.1 million during the year ended December 31, 2005. In addition, approximately 1.0 million shares of common stock were
acquired as a result of the settlement of $41.1 million of structured stock repurchase transactions during the year ended December 31,
2005. The structured stock repurchase transactions not settled in stock were settled in cash totaling $7.9 million which we received in
July 2005. These transactions are recorded in shareholder's equity in the accompanying consolidated balance sheets. As of
December 31, 2005, we have utilized all of the $100.0 million authorized by the board under the repurchase program.
Shelf Registration
In April 2005, we filed a registration statement with the Securities and Exchange Commission using a "shelf" registration or
continuous offering process. Under this shelf process, we may, from time to time, sell any or all of the securities described in this
prospectus in one or more offerings up to a total dollar amount of $500.0 million.
We believe that the cash and marketable securities currently on hand, amounts available under our credit facility and expected
cash flows from future operations will be sufficient to continue operations for at least the next twelve months. While we anticipate
that, beyond the next twelve months, our expected cash flows from future operations will be sufficient to fund our operational
requirements, we may require additional financing. However, there can be no assurance that if additional financing is necessary it will
be available, or, if available, that such financing can be obtained on satisfactory terms. Failure to generate sufficient revenues,
generate profitability or raise additional capital could have a material adverse effect on our ability to continue as a going concern and
to achieve our intended business objectives. Any projections of future cash needs and cash flows are subject to substantial uncertainty.
See "Factors that May Affect Future Results."
Seasonality
Based upon the Company's historical experience, increased revenues typically occur during the fourth quarter because of the
Christmas retail season. The actual quarterly results for each quarter could differ materially depending upon consumer preferences,
availability of product and competition, among other risks and uncertainties. Accordingly, there can be no assurances that seasonal
variations will not materially affect the Company's results of operations in the future. The following table reflects the Company's
revenues for each of the quarters available since 2000 (in thousands):
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
2005 $ 165,881 $ 150,638 $ 169,323 $ 317,980
2004 82,078 87,792 103,444 221,321
2003 29,164 28,833 57,788 * 123,160
2002 12,067 14,380 23,808 41,529
2001 9,578 7,407 8,744 14,274
2000 2,257 3,795 4,339 15,132
* Note that total revenue since the third quarter of 2003 reflects the change in our policy in which sales by fulfillment partners are
recorded "gross" instead of "net" as in prior quarters.
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