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BORROWINGS
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
BORROWINGS
BORROWINGS
 
U.S. Bank term loan and revolving loan agreement

In October 2014, we entered into a loan agreement (as amended through March 30, 2017, the "Agreement") with U.S. Bank National Association and other banks (the "Banks") in connection with the construction and long-term financing of our corporate headquarters (the "Project"). The Agreement provided for a senior secured real estate loan of $45.8 million (the "Term Loan") and a $25.0 million senior secured revolving credit facility (the "Revolving Loan"). The Term loan was converted into an approximately 6.75-year loan on January 1, 2017 with an aggregate principal amount of $45.8 million. No amounts were borrowed under the Revolving Loan during any periods. Amounts outstanding under the Term Loan carried an interest rate based on one-month LIBOR plus 2.00% or an Alternate Base Rate plus 1.00%. However, we had entered into interest rate swap agreements designed to fix our interest rate on the Term Loan at approximately 4.6% annually (see Derivative financial instruments in Note 2. Accounting Policies).

On November 6, 2017, we paid off the remaining $44.8 million of the Term Loan and terminated both the Term Loan and the Revolving Loan. As a result, we recorded a loss of $824,000 on early extinguishment of debt recorded in Other income, net in our consolidated statements of operations.

U.S. Bank master lease agreement

In November 2015, we entered into a Master Lease Agreement and a Financial Covenants Rider (collectively, the "Master Lease Agreement") with U.S. Bank Equipment Finance, a division of U.S. Bank National Association ("Lessor"). Under the Master Lease Agreement, we were able to sell certain assets (the "Leased Assets") to the Lessor and simultaneously lease them back for a period of 60 months. We were also able to finance certain software licenses (inclusive in the "Leased Assets") for a period of 60 months. The average interest rate for amounts outstanding under the Master Lease Agreement was approximately 3.60%. We had the right to repurchase the Leased Assets for $1.00 and terminate the Master Lease Agreement twelve months following the initial term. We accounted for the Master Lease Agreement as a financing transaction and amounts owed are included in Finance Obligations, current and non-current in the consolidated balance sheets.

On November 6, 2017, we paid off the remaining liability of $12.1 million and terminated the Master Lease Agreement. As a result, we recorded a loss of $229,000 on early extinguishment of debt recorded in Other income, net in our consolidated statements of operations.
 
PCL L.L.C. term loan agreement

On November 6, 2017, we entered into a loan agreement with PCL L.L.C., an entity directly or indirectly wholly owned by the mother and brother of our Chief Executive Officer, Dr. Patrick Byrne. The agreement provides for a $40.0 million term loan (the "PCL Loan") which carries an annual interest rate of 8.0% and a default rate of 18.0%. The PCL Loan is for a term of 18 months, subject to mandatory prepayment under certain circumstances, and is prepayable at our election at any time without penalty or premium. Interest only will be due monthly. There are no financial covenants associated the PCL Loan.

The principal amount and any then unpaid interest will be due and payable on May 1, 2019 subject to mandatory prepayment in the event of a sale or encumbrance of the headquarters building or a change of ownership of Overstock or the occurrence of certain other events, including material changes to Overstock's business, the loss of management control of Overstock by Dr. Patrick Byrne and other events. The PCL Loan is secured by our corporate headquarters and the related land, fixtures and certain related personal property. Capitalized debt issuance costs with the new loan agreement are insignificant. The $40.0 million proceeds from this loan together with our cash resources were used to repay the remaining outstanding balances and terminate the U.S. Bank Term Loan, Revolving Loan, Master Lease Agreement, and associated derivative instruments.

At December 31, 2017, our outstanding balance on the PCL Loan was $40.0 million. Amounts outstanding under the Term Loan are presented net of discount and issuance costs in our consolidated balance sheets.

U.S. Bank letters of credit
 
At December 31, 2017 and 2016, letters of credit totaling $355,000 and $430,000, 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.
 
U.S. Bank commercial purchasing card agreement
 
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, 2017, $822,000 was outstanding and $4.2 million was available under the Purchasing Card. At December 31, 2016, $811,000 was outstanding and $4.2 million was available under the Purchasing Card.

Capital lease

During the year ended December 31, 2017, we entered into a capital lease arrangement of computer equipment for $1.4 million. The arrangement will expire in 2020. At December 31, 2017, the outstanding balance under the capital lease was $1.3 million and is included in Other current and non-current liabilities in the consolidated balance sheets. Future payment obligations, including interest, under the capital lease are $496,000, $496,000 and $413,000 for 2018, 2019 and 2020, respectively.