Hastings Entertainment, Inc. Announces Temporary Restraining Order in connection with Agreement and Plan of Merger with Affilia

    Hastings Entertainment, Inc. Announces Temporary Restraining Order in
     connection with Agreement and Plan of Merger with Affiliate of Joel
                                 Weinshanker

PR Newswire

AMARILLO, Texas, June 2, 2014

AMARILLO, Texas, June 2, 2014 /PRNewswire/ -- Hastings Entertainment, Inc.
(NASDAQ: HAST), a leading multimedia entertainment retailer ("Hastings"),
today reported that the United States District Court for the Northern District
of Texas, Amarillo Division, has issued an Order Granting Motion for Temporary
Restraining Order and Setting Hearing on Request for a Preliminary Injunction
(the "Order") restricting the potential merger transaction involving Hastings
and an affiliate of Mr. Joel Weinshanker. As Hastings first disclosed on
March 17, 2014, Hastings entered into an Agreement and Plan of Merger (the
"Merger Agreement") on such date with Draw Another Circle, LLC ("Parent") and
Hendrix Acquisition Corp. ("Merger Sub"), which are each wholly-owned,
directly or indirectly, by Mr. Weinshanker. Mr. Weinshanker is the President
and sole shareholder of National Entertainment Collectibles Association, Inc.,
which holds approximately 12% of Hastings' outstanding shares ("NECA").
Pursuant to the Merger Agreement, Merger Sub will be merged with and into
Hastings, with Hastings surviving the merger as a wholly-owned subsidiary of
Parent, and each share of Hastings common stock held by a shareholder of
Hastings (other than Mr. Weinshanker and his affiliates) will, upon completion
of the merger, be converted into the right to receive a cash payment of $3.00
per share.

On March 28, 2014, a lawsuit challenging the merger, captioned
CV-00072-J—Andreas Oberegger and David A. Capps, directly and derivatively on
behalf of Hastings Entertainment, Inc., v. Danny W. Gurr, Ann S. Lieff, Frank
O. Marrs, John H. Marmaduke, Jeffrey G. Shrader, Draw Another Circle, LLC,
Hendrix Acquisition Corp., Joel Weinshanker and National Entertainment
Collectibles Association, Inc., as defendants, and Hastings Entertainment,
Inc., as a nominal defendant, was filed in the United States District Court
for the Northern District of Texas, Amarillo Division. The plaintiffs are
purported shareholders of Hastings and are alleging, among other things, that
the merger contemplated in the Merger Agreement provides for insufficient
consideration to be paid to Hastings' shareholders in exchange for their
shares of Hastings' common stock, that the officers and directors of Hastings
breached their respective fiduciary duties in the course of negotiating and
approving the Merger Agreement and that the other defendants aided and abetted
such breach of fiduciary duties. The lawsuit seeks to enjoin the merger or
rescind the merger if it is consummated and compensatory damages in an
unspecified amount.

On May 28, 2014, the plaintiffs filed a motion for expedited discovery and a
motion for entry of a temporary restraining order to enjoin the proposed
transaction from closing. On May 30, 2014, two days after the plaintiffs
filed this motion, the Court issued the Order in response to this motion.
Under the terms of the Order, Hastings is restricted, among other things, from
consummating the merger prior to June 12, 2014, on which date a hearing has
been scheduled with respect to the Order.

Hastings believes that the lawsuit was improperly and prematurely filed under
Texas law and that the claims alleged therein are factually incorrect and
deficient as a matter of law. Hastings also believes that the grounds upon
which the plaintiffs sought the Order are insufficient as a matter of fact and
law. Hastings intends to vigorously dispute these claims at the June 12
hearing with respect to the Order and throughout the life of this litigation.

IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC

Hastings plans to file with the SEC and mail to its shareholders a Proxy
Statement in connection with the transaction. The Proxy Statement will contain
important information about Parent, Merger Sub, Mr. Weinshanker, Hastings, the
transaction and related matters. INVESTORS AND SECURITY HOLDERS ARE URGED TO
READ THE PROXY STATEMENT CAREFULLY WHEN IT IS AVAILABLE.

Investors and security holders will be able to obtain free copies of the Proxy
Statement and other documents filed with the SEC by Hastings through the web
site maintained by the SEC at www.sec.gov or by phone, email or written
request by contacting Hastings at the following:

Address: 3601 Plains Boulevard, Amarillo, Texas 79102
Phone: (806) 677-1402
Email: dan.crow@goHastings.com

PARTICIPANTS IN THE SOLICITATION

Hastings and its directors, executive officers and certain other members of
management and employees of Hastings may be deemed "participants" in the
solicitation of proxies from shareholders of Hastings in favor of the proposed
merger. Information regarding the persons who may, under the rules of the
Securities and Exchange Commission, be considered participants in the
solicitation of the shareholders of Hastings in connection with the proposed
merger, and their direct or indirect interests, by security holdings or
otherwise, which may be different from those of Hastings' shareholders
generally, will be set forth in the Proxy Statement and the other relevant
documents to be filed with the Securities and Exchange Commission. You can
find information about certain of Hastings' executive officers and its
directors in its Annual Report on Form 10-K for the fiscal year ended January
31, 2013.

Safe Harbor Statement

This press release contains "forward-looking statements," including statements
as to our belief that Hastings' business will continue to benefit from its
relationship with Mr. Weinshanker and NECA and our expectation that the
acquisition will close in the second quarter of fiscal 2014. These
forward-looking statements are being made pursuant to the safe harbor provided
by the Private Securities Litigation Reform Act of 1995, as amended, and are
based on currently available information and represent the beliefs of the
management of Hastings. These statements are subject to risks and
uncertainties that could cause actual results to differ materially.

These factors include, but are not limited to, (1) the occurrence of any
event, change or other circumstances that could give rise to the termination
of the Merger Agreement after it has been signed, (2) the outcome of any legal
proceedings that may be instituted against Hastings or others following the
announcement of the Merger Agreement, (3) the inability to complete the merger
due to an insufficient number of votes by Hastings' shareholders in favor of
the Merger Agreement or the failure to satisfy other conditions contained in
the Merger Agreement, (4) the risks that the proposed transaction disrupts
current plans and operations of Hastings, (5) the actual timing of the closing
of the acquisition, and (6) the costs, fees and expenses related to the
transaction. We undertake no obligation to affirm, publicly update or revise
any forward-looking statements, whether as a result of new information, future
events, or otherwise. Shareholders of Hastings are cautioned not to place
undue reliance on the forward-looking statements included in the Press
Release, which speak only as of the date such statements are made. Please
refer to Hastings' annual, quarterly, and periodic reports on file with the
Securities and Exchange Commission for a more detailed discussion of these and
other risks that could cause results to differ materially.

About Hastings

Founded in 1968, Hastings' is a leading multimedia entertainment retailer that
combines the sale of new and used books, videos, video games and CDs, and
trends and consumer electronics merchandise, with the rental of videos and
video games in a superstore format. We currently operate 126 superstores,
averaging approximately 24,000 square feet, primarily in medium-sized markets
throughout the United States. We also operate three concept stores, Sun
Adventure Sports, located in Amarillo, Texas and Lubbock, Texas, and
TRADESMART, located in Littleton, Colorado.

We also operate www.goHastings.com, an e-commerce Internet web site that makes
available to our customers new and used entertainment products and unique,
contemporary gifts and toys. The site features exceptional product and
pricing offers. The Investor Relations section of our web site contains press
releases, a link to request financial and other literature and access to our
filings with the Securities and Exchange Commission.

SOURCE Hastings Entertainment, Inc.

Website: http://www.gohastings.com
Contact: Dan Crow, Vice President and Chief Financial Officer, (806) 677-1422,
www.gohastings.com
 
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