Could Gamestop Acquisition Jumpstart Holding Company Strategy and Put it BEYOND the Reach of Naked Short Sellers?

• GME purchase of Beyond.com (NYSE: BYON) good first step in GME CEO Cohen’s bid for BRK type holding company

• GME control of BYON’s tZERO technology could eradicate naked short selling

• BYON’s online brands Overstock.com, BedBath&Beyond.com, Backyard.com and Zulily fit GME’s online-centric strategy

• BYON’s blockchain portfolio greatly diversifies GME adding big potential upside

• GME liquidity funds longer term value realization of BYON blockchain holdings

• BYON‘s CEO Lemonis can lead right-sizing of GME retail ops & allow RC to focus on investment side

• GME gets marketing & fulfillment expertise of 25yr old ecommerce pioneer OSTK

• BBBY & Overstock get brick & mortar presence nationwide through GME’s stores

• Combined loyalty program members of GME, BBBY, OSTK and Zulily is 100m+

• CEO Cohen held 9.8% of BBBY shares 2 years ago before BYON Acquired BBBY

• CEO Cohen mentor and CHWY chairman Vadon was founder of Zulily

• GME market cap over $10.5B while BYON at 52 wk and multi-year low Friday

A Gamestop (NYSE: GME) acquisition of Beyond, Inc. (NYSE: BYON) could push GME’s stock price significantly higher and squeeze shorts as investors consider the long-term value that could be realized by combining BYON’s considerable ecommerce retail assets and blockchain portfolio with GME management's strategic wizardry and access to cheap capital. Additionally, if GME gains control of BYON’s stake in tZERO and leverages its retail marketplace clout and access to capital to accelerate the broader use of tZERO’s blockchain stock exchange technology, it could lead to a seismic shift in the struggle to eradicate naked short selling.

In keeping with the “acquisitions and investments” purpose indicated with its recent $2 billion offering, we believe GME should use a combination of cash and stock to acquire Beyond, Inc. to gain control of BYON’s valuable online ecommerce brands including Bed, Bath & Beyond (formerly NASDAQ: BBBY), Overstock.com(formerly NASDAQ: OSTK) and Zulily (formerly NASDAQ: ZU) along with a Medici Ventures subsidiary that owns a substantial stake in multiple blockchain technology startups including tZERO and Grainchain. With BYON’s stock currently trading at a 52 week low ($11.95) and very near to historic lows, there may never be a more opportune time to acquire assets holding so much strategic value for GME. GME CEO Ryan Cohen is well aware of the potential value of the Bed, Bath and Beyond brand, having famously invested over $120 million in BBBY stock through his RC Ventures (a stake of approximately 9.8%) prior to the Bankruptcy filing that lead to the closure of its brick-and-mortar stores. Additionally, Cohen mentor and Chewy (NASDAQ: CHWY) Board of Directors chairman Mark Vadon was one of the co-founders of Zulily (which reached a market cap of $9 billion at its height) so Cohen understands the value of that brand as well. Cohen came to his role in GME by acquiring a large equity stake and then pushing for changes in the board and management in a stated effort to move to a more online-centric business model and focus on profitability. Given his history with Chewy, GME, Zulily and BBBY, we know that Mr. Cohen sees the value of online-centric retailers with strong brands and he is particularly well aware of the value of the brands that BYON has acquired.

Overstock’s expertise in online marketing, ecommerce order fulfillment and drop-shipping along with the considerable value of BBBY and Zulily’s IP including name brands, customer lists and loyalty club members would seemingly have tremendous value to a company that does the vast majority of its business through an existing brick-and-mortar network but wants to move as much of that business online as possible. And there could be value to BBBY, Overstock and Zulily in having an established and already paid for brick-and-mortar presence, like a smallish footprint in select stores for order pick-ups and/or returns. Additionally, gaining the expertise of BYON CEO Marcus Lemonis in helping to right-size the far flung GME retail footprint would be a huge win that would also allow Cohen to focus more on the investment side of the business.

The chance to acquire the BBBY brand, plus 25-year-old ecommerce pioneer Overstock.com, plus flash sale trailblazer Zulily in one fell swoop at a time when BYON shares are trading at 52-week lows and not too far from all-time lows might make BYON among the juiciest targets on his shopping list.

The lesser-known part of BYON’s holdings are its Medici Ventures blockchain technology assets, including large equity stakes in tZERO, Grainchain (recently named one of the top 10 companies revolutionizing the supply chain industry), Medici Land Governance and material equity stakes in many other blockchain based technology start-ups.

tZERO is a broker-dealer and is the blockchain technology partner in a joint venture that built the first blockchain integrated national securities exchange, theBoston based “BSTX”. tZero is mostly owned (55%) by BYON and its Medici blockchain subsidiary, but the New York Stock Exchange is also an equity holder, as NYSE parent company Intercontinental Exchange (“ICE”) also acquired a significant minority stake in tZero when ICE executive David Goone left his role as Chief Strategy Officer for ICE to serve as CEO of tZero. The BSTX is the first SEC approved and regulated stock exchange in the U.S. leveraging several key proprietary blockchain technologies. We believe tZERO’s “conventional securities with a blockchain technology overlay” used on the BSTX will ultimately allow for same day transaction settlement and blockchain powered market data reporting that could significantly alter the landscape for securities lending and short selling. While various iterations are still being tested (Digital Locate Receipts was an early iteration), we believe these blockchain technologies will ultimately allow the exchanges that use them to eliminate synthetic shares and failure-to-deliver scenarios that have plagued companies like GME, AMC Entertainment Holdings (NYSE: AMC) and Tesla Inc. (NASDAQ: TSLA) for years.

If GME were to be traded on an exchange that uses the tZERO/NYSE owned blockchain overlay technology, it would likely lead other companies who have battled short selling hedge funds to transfer their primary listing to such an exchange. The threat alone of such a move could cause a huge surge in GME’s stock price if short sellers start buying to cover their positions en masse. A GME offer to acquire BYON would likely trigger such a squeeze, especially if there remained a 45 million share short interest, as the REPORTED short interest for GME stands as of the NYSE’s most recent short interest report.

While this blockchain technology would not in any way restrict regulatory compliant short selling, we wonder if short sellers (particularly the more egregious naked short selling hedge fund managers) would be as aggressive shorting GME and others listed there knowing that a finite number of shares corresponding to the specific shares that have been designated as loanable can be sold short. When this process is automated using tZERO’s blockchain technology it will enable much greater transparency so that all parties can know how many shares are available for shorting and there would not be a scenario where rogue players are able to sell millions and millions of “synthetic” shares when the market moves against their position.

In summary, we believe GME should buy BYON to bring some of the top U.S. online retail brands under the GME umbrella, to diversify their holdings through the Medici blockchain technology company portfolio and to gain control of tZERO and its equity stake in stock exchange technology that could change many of the dynamics related to short selling. We believe GME has the capital, the prominence with retail shareholders, the incentive and the motivation to “fix” the naked short selling problem if they gain control of this technology.

While it would be hard to imagine a scenario that could replicate the run in GME’s price during the 2021 short squeeze, one only must consider how high it might have traded if tens of millions of synthetic shares had not been sold and millions of retail investors' ability to buy more shares had not been halted at the most critical time in trading. How high could GME shares trade if it were no longer possible to create synthetic shares, a hard locate was required before each short sale, failure-to-delivers were not possible and the hedge funds who got squeezed were unable to take away retail investors' ability to buy more shares? If GME acquires BYON we might soon find out.