Investor Presentation. First Quarter 2016

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Investor Presentation

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Safe Harbor Statement

2 This document may contain certain“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words such as anticipate, believe, estimate, expect, intend, predict, hope, should, plan, will or similar expressions. Any statements contained herein that are not statements of historical fact may be deemed forward-looking statements. These statements are based on management's current expectations and accordingly are subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained herein due to various important factors, including (but not limited to): consumer preferences, spending and debt levels; the general economic and credit environment; interest rates; seasonal variations in consumer purchasing activities; the ability to achieve the most effective product category mixes to maximize sales and margin objectives; competitive pressures on sales; pricing and gross sales margins; the level of cable and satellite distribution for our programming and the associated fees; our ability to establish and maintain acceptable commercial terms with third-party vendors and other third parties with whom we have contractual relationships, and to successfully manage key vendor relationships and develop key partnerships and proprietary brands; our ability to manage our operating expenses successfully and our working capital levels; our ability to remain compliant with our credit facilities covenants; our ability to successfully transition our brand name and corporate name; customer acceptance of our new branding strategy and our repositioning as a digital commerce company; the market demand for television station sales; changes to our management and information systems infrastructure; challenges to our data and information security; changes in governmental or regulatory requirements; litigation or governmental proceedings affecting our operations; significant public events that are difficult to predict, or other significant television-covering events causing an interruption of television coverage or that directly compete with the viewership of our programming; our ability to obtain and retain key executives and employees; our ability to attract new customers and retain existing customers; changes in shipping costs; our ability to offer new or innovative products and customer acceptance of the same; changes in customers viewing habits of television programming; and the risks identified under “Risk Factors” in our recently filed Form 10-K and any additional risk factors identified in our periodic reports since the date of such Form 10-K. More detailed information about those factors is set forth in our filings with the Securities and Exchange Commission, including our annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this announcement. We are under no obligation (and expressly disclaim any such obligation) to update or alter our forward-looking statements whether as a result of new information, future events or otherwise.

Adjusted EBITDA

EBITDA represents net income (loss) for the respective periods excluding depreciation and amortization expense, interest income (expense) and income taxes. We define Adjusted EBITDA as EBITDA excluding non-operating gains (losses); activist shareholder response costs; executive and management transition costs; distribution center consolidation and technology upgrade costs; Shareholder Rights Plan costs and non-cash share-based compensation expense. We have included the term “Adjusted EBITDA” in our EBITDA reconciliation in order to adequately assess the operating performance of our television and online businesses and in order to maintain comparability to our analyst's coverage and financial guidance, when given. Management believes that the term Adjusted EBITDA allows investors to make a more meaningful comparison between our business operating results over different periods of time with those of other similar companies. In addition, management uses Adjusted EBITDA as a metric to evaluate operating performance under our management and executive incentive compensation programs. Adjusted EBITDA should not be construed as an alternative to operating income (loss), net income (loss) or to cash flows from operating activities as determined in accordance with generally accepted accounting principles and should not be construed as a measure of liquidity. Adjusted EBITDA may not be comparable to similarly entitled measures reported by other companies. We have included a reconciliation of Adjusted EBITDA to net income (loss), the most directly comparable GAAP financial measure, on Slide 12 of this presentation.

Data in this presentation may be unaudited.

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3

+31

%

Cable & Satellite Homes

88M

Mobile Net

Sales Growth

+5

%

Net Sales

Growth

Internet Net Sales Growth

+14

%

Company First Quarter 2016 Highlights

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4

Net Sales

%

+5

Percentage changes represent Q1 2016 as compared to Q1 2015.

Gross Profit

Dollars

%

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5

Increase in

Purchase

Frequency

5

%

-110

bps

Return Rate

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6

Percentage changes represent Q1 2016 as compared to Q1 2015.

5

%

Decrease Average

Selling Price

8

%

Increase Net

Shipped Units

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Investors are advised to review carefully the risk factors contained in our most recently filed annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K.

Appendices

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13

Summary P&L

(In thousands, except per share data) F12 FY* F13 FY F14 FY F15 Q1 F15 Q2 F15 Q3 F15 Q4 F15 FY F16 Q1 2/2/2013 2/1/2014 1/31/2015 5/2/2015 8/1/2015 10/31/2015 1/30/2016 1/30/2016 4/30/2016 Net Sales $ 586,820 $ 640,489 $ 674,618 $ 158,451 $ 161,061 $ 162,258 $ 211,542 $ 693,312 $ 166,920 Cost of Sales 374,448 410,465 429,570 101,146 102,205 106,348 145,133 454,832 105,472 Gross Profit 212,372 230,024 245,048 57,305 58,856 55,910 66,409 238,480 61,448 Gross Profit % 36.2% 35.9% 36.3% 36.2% 36.5% 34.5% 31.4% 34.4% 36.8% Operating Expenses:

Distribution and selling 193,037 191,695 202,579 50,799 51,357 51,038 56,134 209,328 53,425 General and administrative 18,297 23,799 23,983 5,712 6,391 5,975 6,442 24,520 5,769 Depreciation and amortization 13,224 12,320 8,445 2,131 2,107 2,131 2,105 8,474 2,107 Executive & Mgmt transition costs - - 5,520 2,590 205 754 - 3,549 3,601 FCC License Impairment 11,111 - - - -Activist Shareholder Response Cost - 2,133 3,518 - - - -Distribution facility consolidation and technology upgrade costs - - - - 972 294 81 1,347 80

Total operating expense 235,669 229,947 244,045 61,232 61,032 60,192 64,762 247,218 64,982

Operating income/(loss) (23,297) 77 1,003 (3,927) (2,176) (4,282) 1,647 (8,738) (3,534)

Other income (expense):

Interest income/(expense) (3,959) (1,419) (1,562) (596) (667) (688) (761) (2,712) (1,203) Gain/(Loss) on sale of investments or assets 100 - - - -Debt extinguishment (500) - - -

Total other income/(expense) (4,359) (1,419) (1,562) (596) (667) (688) (761) (2,712) (1,203) Income tax provision/(benefit) (20) (1,173) (819) (205) (205) (205) (219) (834) (205)

Total Net Income/(Loss) $ (27,676) $ (2,515) $ (1,378) $ (4,728) $ (3,048) $ (5,175) $ 667 $ (12,284) $ (4,942) EBITDA, as adjusted $ 4,494 $ 18,012 $ 22,773 $ 1,579 $ 2,532 $ 169 $ 4,926 $ 9,206 $ 3,425

Weighted average number of common shares outstanding (000's) 48,875 49,505 53,459 56,641 57,093 57,125 57,158 57,004 57,181

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14

Summary Balance Sheet

(In thousands)

F12 F13 F14 F15 F16 Q1 Current assets: 02/02/13 02/01/14 01/31/15 01/30/16 04/30/16

Cash & restricted cash and investments $ 28,577 $ 31,277 $ 21,928 $ 12,347 $ 33,173 Accounts receivable, net 98,360 107,386 112,275 114,949 99,472

Inventories 37,155 51,162 61,456 65,840 63,623

Prepaid expenses and other 6,620 6,032 5,284 5,913 5,812

Total current assets 170,712 195,857 200,943 199,049 202,080

Property and equipment, net 24,665 24,952 42,759 52,629 51,431

FCC broadcasting license 12,000 12,000 12,000 12,000 12,000 Other assets 725 896 1,989 2,085 1,697 212,099 $ $ 233,705 $ 257,691 $ 265,763 $ 267,208 Current liabilities: Accounts payable $ 65,719 $ 77,296 $ 81,457 $ 77,779 $ 70,341

Accrued liabilities and other 30,681 38,620 38,504 37,570 37,092 Total current liabilities 96,400 115,916 119,961 115,349 107,433

Capital lease liability - 88 36 -

-Deferred revenue 420 335 249 164 142

Deferred tax liability - 1,158 1,946 2,734 2,931

Long term debt 38,000 38,000 50,971 70,537 84,432

Total liabilities 134,820 155,497 173,163 188,784 194,938

Common stock, preferred stock and warrants 1,024 1,031 564 571 572 Additional paid-in capital 407,244 410,681 418,846 423,574 423,806

Accumulated deficit (330,989) (333,504) (334,882) (347,166) (352,108)

Total shareholders' equity 77,279 78,208 84,528 76,979 72,270 212,099

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15

Adjusted EBITDA Reconciliation

(In thousands)

F13 F14

FY* FY FY Q1 Q2 Q3 Q4 FY Q1 EBITDA, as adjusted $ 4,494 $ 18,012 $ 22,773 $ 1,579 $ 2,532 $ 169 $ 4,926 $ 9,206 $ 3,425

Less:

Executive and management transition costs $ - $ - $ (5,035) $ (2,590) $ (205) $ (754) $ - $ (3,549) $ (3,601) Distribution facility consolidation and technology upgrade costs - - - - (972) (294) (81) (1,347) (80) Activist Shareholder Response Costs - (2,133) (4,003) - - - -Shareholder Rights Plan costs - - - - (364) (82) - (446) -FCC license impairment (11,111) - - - - -Gain on sale of investments or asset 100 - - - - -Debt extinguishment (500) - - - - -Non-cash share-based compensation (3,257) (3,218) (3,860) (609) (768) (762) (135) (2,274) (237) EBITDA (as defined) (10,274) 12,662 9,875 (1,620) 223 (1,723) 4,710 1,590 (493) A reconciliation of EBITDA to net income (loss) is as follows:

EBITDA, as defined (10,274) 12,662 9,875 (1,620) 223 (1,723) 4,710 1,590 (493) Adjustments:

Depreciation and amortization (13,423) (12,585) (8,872) (2,307) (2,399) (2,559) (3,063) (10,328) (3,041) Interest income 11 18 10 2 2 2 2 8 2 Interest expense (3,970) (1,437) (1,572) (598) (669) (690) (763) (2,720) (1,205) Income taxes (21) (1,173) (819) (205) (205) (205) (219) (834) (205)

Net income (loss) $ (27,676) $ (2,515) $ (1,378) $ (4,728) $ (3,048) $ (5,175) $ 667 $ (12,284) $ (4,942) *Includes 53rd week

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(In thousands) Year Ending Year Ending Year Ending Year Ending Year Ending Year-to-Date January 28, February 2 February 1 January 31, January 30, April 30,

2012 2013 2014 2015 2016 2016 OPERATING ACTIVITIES:

Net loss $ (48,064) $ (27,676) $ (2,515) $ (1,378) $ (12,284) $ (4,942) Adjustments to reconcile net loss to net cash

provided by (used for) operating

activities-Depreciation and amortization 12,827 13,424 12,585 8,872 10,327 3,041 Share-based payment compensation 5,007 3,257 3,217 3,860 2,275 237 Asset impairments and write-offs - 11,111 - - - -Amortization of deferred revenue (1,061) (87) (85) (86) (85) (22) Amortization of debt discount & deferred financing costs 1,184 249 178 231 271 112 Write-off of deferred financing costs - 2,306 - - - -Debt extinguishment 25,679 500 - - - -Deferred Income Taxes - - 1,158 788 788 197 Gain on sale of property and investments or assets (416) (102) - - - -Changes in operating assets and liabilities:

Accounts receivable, net 9,909 (18,086) (9,026) (4,889) (2,674) 15,477 Inventories, net (3,676) 6,321 (14,007) (10,294) (4,384) 2,217 Prepaid expenses and other 40 (2,066) 649 815 (565) 101 Accounts payable and accrued liabilities (15,447) 2,367 21,799 766 (3,080) (9,076)

Net cash provided by (used for) operating activities (12,949) (8,482) 13,953 (1,315) (9,411) 7,342

INVESTING ACTIVITIES:

Property and equipment additions, net or proceeds from sale of (10,680) (6,157) (8,247) (25,119) (22,014) (1,605) Purchase of NBC trademark license - (4,000) (2,830) - - -Purchase of EVINE trademark - - - (59) - -Proceeds from sale of investments or assets - 102 - - - -Change in restricted cash 2,861 - - - 1,650

-Net cash used for investing activities (7,819) (10,055) (11,077) (25,178) (20,364) (1,605)

FINANCING ACTIVITIES:

1Payments for deferred financing costs (306) (552) (390) (307) (537) (1,287)

2Payments on capital lease - - (13) (50) (52) (13)

3Proceeds from issuance of revolving loan - 38,215 - 2,700 19,200

-4Proceeds from issuance of term loan - - - 12,152 2,849 17,000

5Payments on long term debt - (25,715) - (145) (2,076) (607)

6Proceeds from exercise of stock options 1,828 109 227 2,794 2,460

-7Proceeds from issuance of common stock, net 55,500 - - - - (4) Net cash provided by (used for) financing activities 7,254 12,057 (176) 17,144 21,844 15,089 Net increase (decrease) in cash (13,514) (6,480) 2,700 (9,349) (7,931) 20,826

BEGINNING CASH 46,471 32,957 26,477 29,177 19,828 11,897

ENDING CASH 32,957 26,477 29,177 19,828 11,897 32,723

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Key Operating Metrics

F12 FY* F13 FY F14 FY F15 Q1 F15 Q2 F15 Q3 F15 Q4 F15 FY F16 Q1

Homes (Average 000s) 82,761 86,120 87,481 88,303 88,334 88,248 87,719 88,105 87,851 Net Shipped Units (000s) 5,620 7,152 9,055 2,230 2,434 2,282 2,907 9,853 2,417 Average Selling Price $ 96 $ 81 $ 67 $ 65 $ 60 $ 65 $ 66 $ 64 $ 62

Return Rate % 22.1% 22.3% 21.5% 20.3% 21.4% 18.9% 18.9% 19.8% 19.2%

Internet Sales % 45.7% 45.2% 44.6% 45.2% 45.9% 46.0% 49.7% 46.9% 48.8%

Transaction Costs per Unit $ 2.60 $ 2.48 $ 2.52 $ 2.78 $ 2.92 $ 3.00 $ 2.69 $ 2.84 $ 2.82

Total Variable Costs % of Net Sales 7.3% 8.0% 8.7% 9.7% 9.5% 9.1% 8.7% 9.2% 10.0%

Mobile % of Internet Sales 16.9% 25.2% 33.5% 39.6% 42.4% 41.8% 44.5% 42.3% 45.6%

Distribution cost per home - annualized $ 1.33 $ 1.07 $ 1.13 $ 1.13 $ 1.13 $ 1.14 $ 1.15 $ 1.15 $ 1.16

Interactive Voice Response % 27% 25% 29% 30% 29% 26% 24% 27% 26%

Total Customers (000s)** 1,132 1,357 1,446 592 593 610 749 1,436 619 Average Purchase Frequency - Items 5.4 5.8 7.0 4.1 4.5 4.1 4.3 7.5 4.3

% of Net Sales by Category:

Jewelry & Watches 52% 43% 42%

45%

42%

36%

35%

39%

43%

Home & Consumer Electronics 27% 35% 30%

26%

22%

33%

39%

31%

24%

Beauty 13% 11% 12%

13%

15%

13%

13%

14%

15%

Fashion & Accessories 8% 11% 16%

16%

21%

18%

13%

16%

18%

100% 100% 100% 100% 100% 100% 100% 100% 100%

*Includes 53rd week

**Customers can be active within one to four quarters per year and therefore quarterly active customer counts are not additive.

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Figure

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References

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