Overstock.com 2012 Annual Report Download - page 68
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Table of Contents
The amount of purchase obligations shown above is based on assumptions regarding the legal enforceability against us of purchase orders we had
outstanding at December 31, 2012. Under different assumptions regarding our rights to cancel our purchase orders or different assumptions regarding
the enforceability of the purchase orders under applicable law, the amount of purchase obligations shown in the table above would be less.
From time to time we enter into long-term contractual agreements for marketing, technology, or other services.
Our contractual obligations presented above exclude unrecognized tax contingencies, including interest and penalties, of $329,000 for which we
cannot make a reasonably reliable estimate of the period of payment. For further information regarding the application of ASC 740-10-5, see the
information set forth under Item 15 of Part IV, "Financial Statements—Note 20—Income Taxes," contained in the "Notes to Consolidated Financial
Statements" of this Annual Report on Form 10-K.
In November 2012, we repaid all amounts outstanding under our Financing Agreement with U.S. Bank National Association ("U.S. Bank"). The
Financing Agreement expired in accordance with its terms on December 31, 2012; and we entered into a $3 million cash-collateralized line of credit
agreement (the "Credit Agreement") with U.S. Bank for the issuance of letters of credit. Advances under the Credit Agreement bear interest at one-
month LIBOR plus 1.0%. The Credit Agreement matures on December 31, 2013. There were no amounts outstanding on the Credit Agreement at
December 31, 2012.
Amounts outstanding under the Financing Agreement at December 31, 2012 and December 31, 2011 were zero and $17.0 million, respectively,
and letters of credit totaling $1.8 million and $2.0 million, respectively, were issued on our behalf collateralized by compensating cash balances held at
U.S. Bank, which are included in Restricted cash in the accompanying consolidated balance sheets.
We have a commercial purchasing card (the "Purchasing Card") agreement with U.S. Bank. We use the Purchasing Card for business purpose
purchasing and must pay it in full each month. At December 31, 2012, $3.9 million was outstanding and $1.1 million was available under the
Purchasing Card. At December 31, 2011, $3.4 million was outstanding and $1.6 million was available under the Purchasing Card.
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that would be material to
investors.
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