Kessler Topaz Meltzer & Check, LLP: Investor Class Action Filed Against, Inc. for Securities Fraud Violations

Notice is hereby given that a class action lawsuit has been filed on behalf of those who purchased or otherwise acquired, Inc. (“Overstock”) (Nasdaq: OSTK) securities between May 9, 2019, and September 23, 2019, inclusive (the “Class Period”).

Overstock investors may receive additional information about the case by clicking the link "Submit Your Information" above.

According to the complaint, Overstock is an online retailer of furniture, home décor and other products that recently shifted its focus to include the development and commercialization of the financial applications of blockchain cryptocurrency technologies through its tZERO platform.

The Class Period commences on May 9, 2019, when the defendants published a release announcing purported results for the first quarter of 2019. The release announced that, after spending $100 million of shareholder funds over the last four years, Overstock’s tZERO product was ready to launch, and critically, that Overstock Retail department was performing so well that EBITDA guidance could be increased by 50%. As defendants explained in the release, the return of Overstock Retail to positive cash flow was imperative in supporting the launch of tZERO. 

According to the complaint, on Sunday, September 22, 2019, MarketWatch published a report titled, “Overstock founder tried to squeeze short sellers, then sold out when the SEC cracked down.”  The report stated, in part, “One of Patrick Byrne’s last acts at Inc. appears to have forced a short squeeze that warranted the attention of the Securities and Exchange Commission, and the sell-off of his entire stake over the last three days is now raising questions about whether he tried to manipulate the market.”  The report also noted the implications of the unusual timing and amount of defendant Byrne’s stock sales.  The report concluded, “[e]ven if Byrne escapes charges of market manipulation or insider trading, this is still a horrible look: Amid an ongoing investigation by the SEC’s enforcement division into Overstock’s tZERO platform and its token offering, the chief executive quit and sold his entire stake while seemingly hiding out in an unidentified Asian country, with plans to invest the money in ways that it may not be recoverable by U.S. authorities.”

On September 23, 2019, Overstock belatedly reported that its Chief Financial Officer, defendant Gregory Iverson, had left Overstock in an unscheduled departure a week before, on September 17, 2019, and that Overstock would lower guidance to break even EBITDA for the year, eliminating the projected $17.5 million that Overstock had only recently guided to expect. Following this news, the price of Overstock shares fell from just below $15.00 per share on September 20, 2019, the trading day prior to September 23, 2019, to $11.19 per share.

The complaint alleges that, throughout the Class Period, the defendants made false and/or misleading statements and/or failed to disclose that: (i) it was not true that Overstock would be able to support the launch of its tZERO cryptocurrency with earnings or cash flow from its Retail operations; (ii) the foreseeable likelihood that Overstock’s ability to accomplish its intended short squeeze would embolden the SEC or even market participants, such as major brokerage houses, to act to prevent this market manipulation; (iii) it was also not true that Overstock contained adequate systems of internal operational or financial controls; and (iv) the defendants lacked any reasonable basis to claim that Overstock was operating according to plan, or that Overstock could achieve guidance sponsored and/or endorsed by defendants.

If you are a member of the class described above, you may no later than November 26, 2019 move the Court to serve as lead plaintiff of the class, if you so choose.

A lead plaintiff is a representative party that acts on behalf of other class members in directing the litigation. In order to be appointed lead plaintiff, the Court must determine that the class member’s claim is typical of the claims of other class members, and that the class member will adequately represent the class. Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. Returning the attached form or communicating with any counsel is not necessary to participate or share in any recovery achieved in this case.  Any member of the purported class may move the court to serve as a lead plaintiff through counsel of his/her choice, or may choose to do nothing and remain an inactive class member.

Kessler Topaz Meltzer & Check, LLP has not filed a complaint in this matter.  If you wish to discuss this action or have any questions concerning this notice or your rights or interests with respect to these matters, please contact Kessler Topaz Meltzer & Check, LLP toll free at 1-844-887-9500 or 1-610-667-7706, or via e-mail at If you would like additional information about the suit, please click on the link "Submit Your Information" above and fill out the form as promptly as possible.

Kessler Topaz Meltzer & Check, LLP
James Maro, Esq. or Adrienne Bell, Esq.
280 King of Prussia Road
Radnor, PA 19087
1-844-887-9500 (toll free) or 1-610-667-7706
Or by e-mail at

Please complete this form relating to your transactions for, Inc. (Nasdaq: OSTK) securities between May 9, 2019, and September 23, 2019, inclusive (the “Class Period”).

You may also contact James Maro, Jr., Esq. or Adrienne Bell, Esq. at 610.667.7706 or toll free at 844.887.9500, or you may submit your information via email at, or you may click here to print a PDF of this form.

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# of Shares
Price per Share
Principal Amount
Amount Paid
Series or CUSIP
# of Contracts
Price per Contract
Exercise Price
Expiration Date
Did you purchase shares of, Inc. prior to the Class Period?
Are you a current or former employee of, Inc.?
The submission of this form does not create an attorney-client relationship, nor an obligation on the part of Kessler Topaz or you to file a lead plaintiff motion in this matter. Any information you submit will be maintained as confidential. If Kessler Topaz, in its sole discretion, believes that you might be an appropriate lead plaintiff candidate, Kessler Topaz will contact you to discuss the matter and whether to establish an attorney client relationship. By signing this form you are authorizing us to contact you regarding this case and/or future cases.
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