0001130713false00011307132024-07-292024-07-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

July 29, 2024
Date of Report (date of earliest event reported)
Beyond, Inc.
(Exact name of Registrant as specified in its charter)
Delaware001-4185087-0634302
(State or other jurisdiction of(Commission File Number)(I.R.S. Employer
incorporation or organization)Identification Number)

799 W. Coliseum Way
Midvale, Utah 84047
(Address of principal executive offices)(Zip Code)
 
(801) 947-3100
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par value per shareBYONNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.02. Results of Operations and Financial Condition

On July 29, 2024, Beyond, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the three and six months ended June 30, 2024. A copy of the press release is furnished herewith as Exhibit 99.1.

The information in this Current Report on Form 8-K and in Exhibit 99.1 is furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as may expressly be set forth in any such filing by specific reference.

Item 9.01. Financial Statements and Exhibits

(d)    Exhibits.    
Exhibit NumberExhibit Description
99.1
104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101)



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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
BEYOND, INC.
  
By:/s/ ADRIANNE B. LEE
 Adrianne B. Lee
 Chief Financial & Administrative Officer
Date:July 29, 2024

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byonlogo.jpg

Beyond, Inc. Reports Second Quarter 2024 Financial Results
— Improves Gross Margin, Increases Average Order Value, and Reduces Fixed Costs —
— Delivers 25% Sequential Adjusted EBITDA Improvement —

MIDVALE, Utah - July 29, 2024 - Beyond, Inc. (NYSE:BYON), owner of Overstock, Bed Bath & Beyond, Zulily, and other online retail brands designed to unlock your family's and home’s potential, today reported financial results for the second quarter ended June 30, 2024.

“During the second quarter we delivered on our commitments as we increased our active customer base while improving average order value,” said Dave Nielsen, President of Beyond, Inc. “We believe that further calibration of our operating systems, technology, and data analytics, specifically customized to each of our three brands, will yield efficiencies and ultimately the growth and results I expect.”

“On a sequential basis, we improved our gross margin profile and continued to reduce our fixed cost base, ultimately delivering a material improvement in adjusted EBITDA,” said Adrianne Lee, Chief Financial and Administrative Officer of Beyond, Inc. “We are now more than two-thirds of the way through our plan of reducing fixed expenses by $45 million on an annualized basis. We made meaningful progress during the second quarter and expect our financial performance to improve across the balance of the year.”

“We have made significant progress in the past 150 days and will continue to execute on our plan to achieve growth and profitability,” said Marcus Lemonis, Executive Chairman of Beyond, Inc. “We are building each of our brands to leverage their legacy strengths while leaning into vast white space, which will allow us to incrementally monetize these assets. We intend to utilize our intellectual property, vendor relationships, and technology platforms to generate significant capital returns through strategic and financially accretive partnerships and joint ventures.”

Second Quarter 2024 Results*
•Orders delivered of 1.9 million, an increase of 8% year-over-year
•Active customers of 6.2 million, an increase of 35% year-over-year
•Total net revenue of $398 million, a decrease of 5.7% year-over-year
•Gross profit of $80 million, or 20.1% of total net revenue
•Net loss of $43 million
•Diluted net loss per share of $0.93; Adjusted diluted net loss per share (non-GAAP) of $0.76
•Adjusted EBITDA (non-GAAP) of ($36) million, which represents (9.1)% of net revenue
•Cash and cash equivalents totaled $186 million at the end of the second quarter
*Certain terms, such as orders delivered and active customers, are defined under "Supplemental Operational Data" below.

1

Earnings Webcast and Replay Information
Beyond will hold a conference call and webcast to discuss its second quarter 2024 financial results on Tuesday, July 30, 2024 at 8:30 a.m. ET. To access the live webcast, go to https://investors.beyond.com. To participate in the conference call via telephone, please register at the link available at https://investors.beyond.com/news-events/events-and-presentations. Registrants will receive dial-in information and a unique PIN to access the live call. Questions may be emailed in advance of the call to ir@beyond.com.

A replay of the conference call will be available at https://investors.beyond.com shortly after the live call has ended.

About Beyond
Beyond, Inc. (NYSE:BYON), based in Midvale, Utah, is an ecommerce expert with a singular focus: connecting consumers with products and services that unlock their families' and homes’ potential. The Company owns Overstock, Bed Bath & Beyond, Baby & Beyond, Zulily, and other related brands and associated intellectual property. Its suite of online shopping brands features millions of products for various life stages that millions of customers visit each month. Beyond regularly posts information about the Company and other related matters on the Newsroom and Investor Relations pages on its website, Beyond.com.

Beyond, Bed Bath & Beyond, Welcome Rewards, Zulily, Overstock and Backyard are trademarks of Beyond, Inc. Other service marks, trademarks and trade names which may be referred to herein are the property of their respective owners.

Contact Information

Alexis Callahan, Vice President, Investor Relations & Public Relations
ir@beyond.com
pr@beyond.com

2

Cautionary Note Regarding Forward-Looking Statements
This press release and the July 30, 2024 conference call and webcast to discuss our financial results may contain forward-looking statements within the meaning of the federal securities laws. Such forward-looking statements include without limitation all statements other than statements of historical fact, including forecasts of our growth, path to profitability, plan to reduce fixed expenses, refinement of systems, technology, and data analytics, financial results or performance for the year or any other time period, trends, macroeconomic and market conditions, the potential value of our brands and our monetization of their intellectual property and systems, our intention to generate capital returns through strategic and financially accretive partnerships and joint ventures, and the timing of any of the foregoing. You should not place undue reliance on any forward-looking statements, which speak only as of the date they were made. We undertake no obligation to update any forward-looking statements as a result of any new information, future developments, or otherwise. These forward-looking statements are inherently difficult to predict. Actual results could differ materially for a variety of known and unknown risks, uncertainties, and other important factors including but not limited to, difficulties we may have with our fulfillment partners, supply chain, access to products, shipping costs, insurance, competition, macroeconomic changes, attraction/retention of employees, search engine optimization results, and/or payment processors. Other risks and uncertainties include, among others, risks arising from changes to our organizational structure, management, or compensation structure, impacts from changing our company name, impacts from our use of the Overstock, Zulily, and Bed Bath & Beyond brands, our ability to generate positive cash flow, impacts from our evolving business practices and expanded product and service offerings, changes to mix of supplier sourced versus directly sourced products, any problems with our infrastructure, including re-location or third-party maintenance of our computer and communication hardware, cyberattacks or data breaches affecting us, adverse tax, regulatory or legal developments, any restrictions on tracking technologies, any failure to effectively utilize technological advancements or protect our intellectual property, negative economic consequences of global conflict, politics, and whether our partnership with Pelion Venture Partners will achieve its objectives. More information about factors that could potentially affect our financial results are included in our Form 10-K for the year ended December 31, 2023, which was filed with the SEC on February 23, 2024, in our Form 10-Q for the quarter ended March 31, 2024, which was filed with the SEC on May 8, 2024, and in our subsequent filings with the SEC. The Forms 10-K, 10-Q, and our subsequent filings with the SEC identify important factors that could cause our actual results to differ materially from those contained in or contemplated by our projections, estimates and other forward-looking statements.



3

Beyond, Inc.
Consolidated Balance Sheets (Unaudited)
(in thousands, except per share data)
June 30,
2024		December 31,
2023
Assets  
Current assets:  
Cash and cash equivalents$186,174 $302,605 
Restricted cash168 144 
Accounts receivable, net18,694 19,420 
Inventories12,099 13,040 
Prepaids and other current assets15,071 14,864 
Total current assets232,206 350,073 
Property and equipment, net27,864 27,577 
Intangible assets, net30,918 25,254 
Goodwill6,160 6,160 
Equity securities129,667 155,873 
Operating lease right-of-use assets2,950 3,468 
Other long-term assets, net12,551 12,951 
Property and equipment, net held for sale54,466 54,462 
Total assets$496,782 $635,818 
Liabilities and Stockholders' Equity  
Current liabilities:  
Accounts payable$91,210 $106,070 
Accrued liabilities61,306 73,682 
Unearned revenue47,806 49,597 
Operating lease liabilities, current2,723 2,814 
Current debt, net held for sale— 232 
Total current liabilities203,045 232,395 
Operating lease liabilities, non-current425 940 
Other long-term liabilities8,738 9,107 
Long-term debt, net held for sale34,220 34,244 
Total liabilities246,428 276,686 
Stockholders' equity:  
Preferred stock, $0.0001 par value, authorized shares - 5,000, issued and outstanding - none
— — 
Common stock, $0.0001 par value, authorized shares - 100,000
  
Issued shares - 52,230 and 51,770
  
Outstanding shares - 45,750 and 45,414
5 5 
Additional paid-in capital1,018,619 1,007,649 
Accumulated deficit(598,177)(481,671)
Accumulated other comprehensive loss(498)(506)
Treasury stock at cost - 6,480 and 6,356
(169,595)(166,345)
Total stockholders' equity250,354 359,132 
Total liabilities and stockholders' equity$496,782 $635,818 
4

Beyond, Inc.
Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)
 Three months ended
June 30,		Six months ended
June 30,
 2024202320242023
Net revenue$398,104 $422,211 $780,385 $803,351 
Cost of goods sold317,936 314,642 625,858 594,098 
Gross profit80,168 107,569 154,527 209,253 
Operating expenses    
Sales and marketing66,290 49,242 134,196 96,290 
Technology27,342 27,706 56,923 58,252 
General and administrative18,531 21,673 38,985 42,156 
Customer service and merchant fees15,006 13,197 28,949 25,168 
Total operating expenses127,169 111,818 259,053 221,866 
Operating loss(47,001)(4,249)(104,526)(12,613)
Interest income, net2,309 3,059 5,026 5,618 
Other income (expense), net2,231 (80,673)(16,560)(88,062)
Loss before income taxes(42,461)(81,863)(116,060)(95,057)
Provision (benefit) for income taxes117 (8,370)446 (11,257)
Net loss$(42,578)$(73,493)$(116,506)$(83,800)
Net loss per share of common stock:    
Basic$(0.93)$(1.63)$(2.55)$(1.86)
Diluted$(0.93)$(1.63)$(2.55)$(1.86)
Weighted average shares of common stock outstanding:
Basic45,742 45,200 45,665 45,134 
Diluted45,742 45,200 45,665 45,134 
5

Beyond, Inc.
Consolidated Statements of Cash Flows (Unaudited)
(in thousands)
Six months ended
June 30,
 20242023
Cash flows from operating activities:  
Net loss$(116,506)$(83,800)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:  
Depreciation and amortization8,355 10,501 
Non-cash operating lease cost1,491 2,554 
Stock-based compensation to employees and directors10,035 12,065 
(Increase) decrease in deferred tax assets, net175 (11,502)
Gain on sale of intangible assets(10,250)— 
Loss from equity method securities26,206 87,820 
Other non-cash adjustments(260)(186)
Changes in operating assets and liabilities:  
Accounts receivable, net726 (1,429)
Inventories941 213 
Prepaids and other current assets(182)(907)
Other long-term assets, net132 (1,537)
Accounts payable(14,897)11,992 
Accrued liabilities(12,537)(3,369)
Unearned revenue(1,791)(1,101)
Operating lease liabilities(1,575)(2,779)
Other long-term liabilities(565)237 
Net cash (used in) provided by operating activities(110,502)18,772 
Cash flows from investing activities:  
Proceeds from the sale of intangible assets10,250 — 
Expenditures for property and equipment(7,951)(12,048)
Purchase of intangible assets(6,160)(22,832)
Disbursement for notes receivable— (10,000)
Other investing activities, net553 445 
Net cash used in investing activities(3,308)(44,435)
Cash flows from financing activities:  
Payments of taxes withheld upon vesting of employee stock awards(3,250)(2,054)
Other financing activities, net653 (664)
Net cash used in financing activities(2,597)(2,718)
Net decrease in cash, cash equivalents, and restricted cash(116,407)(28,381)
Cash, cash equivalents, and restricted cash, beginning of period302,749 371,457 
Cash, cash equivalents, and restricted cash, end of period$186,342 $343,076 
6

Supplemental Operational Data
We measure our business using operational metrics, in addition to the financial metrics shown above and the non-GAAP financial measures explained below. We believe these metrics provide investors with additional information regarding our financial results and provide key performance indicators to track our progress. These indicators include changes in customer order patterns and the mix of products purchased by our customers.

Active customers represent the total number of unique customers who have made at least one purchase during the prior twelve-month period. This metric captures both the inflow of new customers and the outflow of existing customers who have not made a purchase during the prior twelve-month period.

Last twelve months (LTM) net revenue per active customer represents total net revenue in a twelve-month period divided by the total number of active customers for the same twelve-month period.

Orders delivered represents the total number of orders delivered in any given period, including orders that may eventually be returned. As we ship a large volume of packages through multiple carriers, actual delivery dates may not always be available, and in those circumstances, we estimate delivery dates based on historical data.

Average order value is defined as total net revenue in any given period divided by the total number of orders delivered in that period.

Orders per active customer is defined as orders delivered in a twelve-month period divided by active customers for the same twelve-month period.

The following table provides our key operating metrics:
(in thousands, except for LTM net revenue per active customer, average order value and orders per active customer)
Three months ended
June 30,
20242023
Active customers6,221 4,621 
LTM net revenue per active customer$247 $361 
Orders delivered1,949 1,803 
Average order value$204 $234 
Orders per active customer1.39 1.56 

Non-GAAP Financial Measures and Reconciliations
We are providing certain non-GAAP financial measures in this release and related earnings conference call, including adjusted diluted net loss per share, adjusted EBITDA, and free cash flow. We use these non-GAAP measures internally in analyzing our financial results and we believe they are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance and, in the case of free cash flow, our liquidity position, in the same manner as our management and board of directors. We have provided reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures in this earnings release. These non-GAAP financial measures should be used in addition to and in conjunction with the results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures.

Adjusted diluted net loss per share is a non-GAAP financial measure that is calculated as net income (net loss) less the income or losses recognized from our equity method securities, net of related tax. We believe that this adjustment to our net income (net loss) before calculating per share amounts for the current period presented provides a useful comparison between our operating results from period to period.
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Adjusted EBITDA is a non-GAAP financial measure that is calculated as net income (net loss) before depreciation and amortization, stock-based compensation, interest and other income (expense), provision (benefit) for income taxes, and special items. We believe the exclusion of certain benefits and expenses in calculating adjusted EBITDA facilitates operating performance comparisons on a period-to-period basis. Exclusion of items in the non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring.

Free cash flow is a non-GAAP financial measure that is calculated as net cash provided by or used in operating activities reduced by expenditures for property and equipment. We believe free cash flow is a useful measure to evaluate the cash impact of the operations of the business including purchases of property and equipment which are a necessary component of our ongoing operations.

The following tables reflects the reconciliation of adjusted diluted net loss per share to diluted net loss per share (in thousands, except per share data):
 Three months ended
June 30,
 2024
Diluted EPS
Less: equity method income (loss)1
Adjusted Diluted EPS
Numerator:
Net loss$(42,578)$(7,753)$(34,825)
 
Denominator:
Weighted average shares of common stock outstanding—diluted45,742 45,742 45,742 
Net loss per share of common stock:
Diluted$(0.93)$(0.17)$(0.76)
1 Inclusive of estimated tax impact

The following table reflects the reconciliation of adjusted EBITDA to net loss (in thousands):
Three months ended
June 30,		Six months ended
June 30,
2024202320242023
Net loss$(42,578)$(73,493)$(116,506)$(83,800)
Depreciation and amortization4,395 4,516 8,355 10,501 
Stock-based compensation5,259 6,270 10,035 12,065 
Interest income, net(2,309)(3,059)(5,026)(5,618)
Other (income) expense, net(2,231)80,673 16,560 88,062 
Provision (benefit) for income taxes117 (8,370)446 (11,257)
Special items (see table below)971 1,697 1,917 1,697 
Adjusted EBITDA$(36,376)$8,234 $(84,219)$11,650 
Special items:
Brand integration and related costs$192 $1,086 $203 $1,086 
Restructuring costs1
779 611 1,714 611 
$971 $1,697 $1,917 $1,697 
1 Inclusive of certain severance and lease termination costs.
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The following table reflects the reconciliation of free cash flow to net cash (used in) provided by operating activities (in thousands):
Six months ended
June 30,
20242023
Net cash (used in) provided by operating activities$(110,502)$18,772 
Expenditures for property and equipment(7,951)(12,048)
Free cash flow$(118,453)$6,724 
9
v3.24.2
Cover Page
Jul. 29, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jul. 29, 2024
Entity Registrant Name Beyond, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-41850
Entity Tax Identification Number 87-0634302
Entity Address, Address Line One 799 W. Coliseum Way
Entity Address, City or Town Midvale
Entity Address, State or Province UT
Entity Address, Postal Zip Code 84047
City Area Code 801
Local Phone Number 947-3100
Written Communications false
Soliciting Material false
Title of 12(b) Security Common Stock, $0.0001 par value per share
Trading Symbol BYON
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001130713
Amendment Flag false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
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