Overstock's exit from retail getting back on track

Company wants to go all-in on blockchain

By Matt Egan, CNN Business
Overstock via CNN

NEW YORK - Overstock is making a bold transformation into a blockchain company, but its plans hit a snag last year.

Efforts to sell the retail business have recently heated up, CEO Patrick Byrne told CNN Business.

A sale of the retail business, which is rapidly returning to profitability, would leave the e-commerce pioneer as a blockchain-focused company -- and with a new name.

"Two very attractive acquirers that I would have put high up on my list have shown up," the Overstock CEO said on Thursday from the sidelines of the Fortune Brainstorm Finance conference in Montauk, New York. "People have seen that our earnings have turned."

Shortly after CNN Business published this article, shares in Overstock jumped 13%.

Overstock predicted in May that the company will make $15 million in 2019 in adjusted earnings before interest, depreciation, taxes and amortization, or EBITDA. Byrne said he now believes that figure will be $20 million.

"People will be shocked at how quickly we can return" to profitability, he said.

Byrne, who founded Overstock in 1999, declined to name neither the potential bidders nor the price tag.

Bill Baker, an analyst with GARP Research, previously told CNN Business that the retail business could be worth $100 million.

Overstock decided to get out of the retail business and into blockchain because blockchain is a rapidly growing opportunity and retail is increasingly competitive and challenging. Byrne previously told CNN Business, "There's no point in trying to compete [in retail]. It's way too expensive."

 

SEC inquiry spooked buyers

 

Byrne pinned most of the blame for the delayed sale on an SEC inquiry disclosed in March 2018 into tZERO, Overstock's cryptocurrency-focused unit.

"That destroyed the auction," he said, noting that at least one of the potential bidders promptly backed out. "It's awful hard to sell a company when you have any pending SEC matter."

The SEC letter requested Overstock's voluntary cooperation, which Byrne said the company supplied. He estimated that the company spent $13 million to promptly respond to SEC questions. That included paying for 100 lawyers to work through Memorial Day weekend.

"It cost my shareholders a fortune," Byrne said.

Ultimately, Overstock returned about 2 million documents to the SEC. He declined to comment on the SEC inquiry any further, saying it's now up to the agency.

 

Competing with Wayfair

 

However, he said potential buyers include old-school retailers that could use Overstock's nationwide logistics system as a way to speed up deliveries.

"The holy grail of furniture would be getting next-day delivery on a large assortment of furniture," Byrne said. "Some brick-and-mortar companies that have under invested in technology and sat out the internet revolution are now hopelessly behind."

The other bucket of buyers includes social media and other internet companies that are trying to monetize their web traffic.

No matter who the buyer is, Wall Street is growing impatient. After closing above $43 in July 2018, Overstock shares have lost three-quarters of their value.

Byrne attributed Overstock's improving bottom line to a shift in strategy. The company decided it would no longer try to outspend rival Wayfair, which is growing rapidly but lost half a billion dollars in 2018.

"It's stupid for me to outgun them," Byrne said.

 

The crown jewel of Overstock's bitcoin business

 

If Overstock is able to sell the retail business, the company would change its name, Byrne said. He declined to say what the new name would be.

Even though Overstock accepts bitcoin for payment, Byrne said that just 0.2% of the company's sales are conducted in the cryptocurrency.

"It's never caught on as an exchange of value," Byrne said.

The little bitcoin Overstock does receive, the company holds half and sells the remainder.

Byrne said that Overstock welcomes Facebook's entry to the cryptocurrency world because it validates the space. And he said Overstock would love to partner with Facebook on its Libra cryptocurrency.

The crown jewel of Overstock's blockchain business is tZero, which the company spent $150 million building. The exchange, which Overstock owns 82% of and launched earlier this year, is attempting to revolutionize capital markets by using blockchain to make them more efficient.

Byrne predicted that the use of security tokens will reduce friction in capital markets -- slashing the cost of trading by 80% to 90% -- and simultaneously improve price discovery.

"The killer app of blockchain is security tokens," Byrne said. "And those security tokens are going to need a regulated exchange. The regulated exchange will disrupt Wall Street itself."

Correction: An earlier version of this article incorrectly attributed the source of Overstock's valuation.

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