RISK FACTORS

An investment in our company involves a high degree of risk. You should carefully consider the risks below, together with the other information contained in this report, before you make an investment decision with respect to our company. The risks described below are not the only ones facing us. Additional risks not presently known to us, or that we consider immaterial, may also impairour business operations. Any of the following risks could materially adversely affect our business, operating results or financial condition, and could cause a decline in the trading price of our common stock and the value of your investment.

Risks Related to Our Business

Economic conditions in the U.S. and in certain international markets could adversely affect demand for the products we sell

Sales of our products involve discretionary spending by consumers. Consumers are typically more likely to make discretionary purchases, including purchasing video game products, when there are favorable economic conditions. Consumer spending maybe affected by many economic and other factors outside of the Company's control. Some of these factors include consumerdisposable income levels, consumer confidence in current and future economic conditions, levels of employment, consumer creditavailability, consumer debt levels, inflation, political conditions and the effect of weather, natural disasters, public health crises,including the recent outbreak of coronavirus (or COVID-19), and civil disturbances. The extent to which the coronavirus impactsour results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions to contain the coronavirus or treat its impact, amongothers. These and other economic factors could adversely affect demand for our products, which may negatively impact our business, results of operations and financial condition.

The video game industry has historically been cyclical and is affected by the introduction of next-generation consoles,which could negatively impact the demand for existing products or our pre-owned business

The video game industry has historically been cyclical in nature in response to the introduction and maturation of new technology.Following the introduction of new video game platforms, sales of these platforms and related software and accessories generallyincrease due to initial demand, while sales of older platforms and related products generally decrease as customers migratetoward the new platforms. In addition, the features of new consoles or changes to the existing generations of consoles, includingany future restrictions or conditions or the ability to play prior generation video games on such consoles, may adversely affectour pre-owned business. The current generation of consoles include the Sony PlayStation 4 (launched in 2013), Microsoft Xbox One (launched in 2013)and the Nintendo Switch (launched in 2017). The Sony PlayStation 4 and Microsoft Xbox One are nearing the end of their cycleas Sony and Microsoft have announced that their next generation consoles are expected to launch during the holiday period of2020.

We depend upon the timely delivery of new and innovative products from our vendors

We depend on manufacturers and publishers to deliver video game hardware, software, and consumer electronics in quantities sufficient to meet customer demand. In addition,we depend on these manufacturers and publishers to introduce new and innovative products and software titles to drive industry sales. We have experienced sales declines in the past due to a reduction in thenumber of new software titles available for sale.Any material delay in the introduction or delivery, or limited allocations, of hardwareplatforms or software titles could result in reduced sales.

Technological advances in the delivery and types of video games and PC entertainment hardware and software, aswell as changes in consumer behavior related to these new technologies, have and may continue to lower our sales

The current consoles from Sony, Nintendo, and Microsoft have facilitated download technology. In addition, Microsoft sells disc-less consoles that are currently available to consumers. Downloading of video game content to the current generation video gamesystems continues to grow and take an increasing percentage of new video game sales. If consumers' preference for downloadingvideo game content continues to increase or these consoles and other advances in technology continue to expand our customers’ability to access and download the current format of video games and incremental content for their games through these andother sources, our customers may no longer choose to purchase video games in our stores or reduce their purchases in favorof other forms of game delivery. As a result, our business and results of operations may be negatively impacted.

If we fail to keep pace with changing industry technology and consumer preferences, we will be at a competitived is advantage.

The interactive entertainment industry is characterized by swiftly changing technology, evolving industry standards, frequent newand enhanced product introductions, rapidly changing consumer preferences and product obsolescence. Video games are nowplayed on a wide variety of mediums, including mobile phones, tablets, social networking websites and other devices. Browser,mobile and social gaming is accessed through hardware other than the consoles and traditional hand-held video game deviceswe currently sell. In order to continue to compete effectively in the video game industry, we need to respond effectively to technological changesand to understand their impact on our customers’ preferences. It may take significant time and resources to respond to thesetechnological changes and changes in consumer preferences. Our business and results of operations may be negatively impactedif we fail to keep pace with these changes.

International events could delay or prevent the delivery of products to our suppliers

Our suppliers rely on foreign sources, primarily in Asia, to manufacture a portion of the products we purchase from them. As aresult, any event causing a disruption of imports, including natural disasters, public health crises, or the imposition of import ortrade restrictions in the form of tariffs or quotas could increase the cost and reduce the supply of products available to us, whichmay negatively impact our business and results of operations. Furthermore, the recent outbreak of the coronavirus in China hasresulted in work stoppages at certain suppliers in China that are part of our supply chain. We have not experienced shortages insupply as a result of the interruptions, but if the work stoppages were to be prolonged or expanded in scope, there could beresulting supply shortages which could impact our ability to import certain products on schedule and, accordingly, could have anadverse effect on our business, financial condition and results of operations.

Our ability to obtain favorable terms from our suppliers may impact our financial results.

Our financial results depend significantly upon the business terms we can obtain from our suppliers, including competitive prices,unsold product return policies, advertising and market development allowances, freight charges and payment terms. We purchases ubstantially all of our products directly from manufacturers, software publishers and, in some cases, distributors. Our largest vendors are Nintendo, Sony, Microsoft, Electronic Arts and Take-Two Interactive, which accounted for 28%, 18%, 6%, 5% and 5%, respectively, of our new product purchases in fiscal 2019. If our suppliers do not provide us with favorable business terms,we may not be able to offer products to our customers at competitive prices.