Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial


           Obligation or an Obligation under an Off­Balance Sheet Arrangement.



On January 15, 2020, the Company received a notice of default of its obligations under a promissory note, reimbursement and indemnification agreement and security agreement (the "Promissory Note"), between the Company and GameStop Corp. ("GameStop"), dated September 26, 2019, as previously disclosed in the Company's Current Report on Form 8-K filed on September 26, 2019, for failure to make a quarterly installment payment of principal and interest under the Promissory Note due on December 25, 2019 (the "Default").

As a result of the Default, GameStop provided notice to the Company that it was exercising its right under the Promissory Note to declare the entire unpaid balance of all obligations thereunder to be immediately due and payable (the "Acceleration"). As a result of the Acceleration, a total of $8,132,315.74, representing the principal amount of the Promissory Note and interest accrued thereon through January 9, 2020, is immediately due and payable by the Company. Interest will continue to accrue, pursuant to the terms of the Promissory Note, until the amount due thereunder has been paid in full.

The Company, working through its professional consultants retained on December 30, 2019, is currently in negotiations with GameStop to finalize an approach to resolve the Company's obligations arising from the Acceleration.

The foregoing is a summary of certain material terms and conditions of the Promissory Note, and is not a complete description thereof. Accordingly, the foregoing is qualified in its entirety by reference to the full text of the form of Promissory Note attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 26, 2019, which is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





(d)    Exhibits.



Exhibit
  No.       Description
 4.2*         Form of Promissory Note, Reimbursement and Indemnification Agreement
            and Security Agreement

* Previously filed in the Company's Current Report on Form 8-K, filed on September 26, 2019.

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