SECURITIES AND EXCHANGE COMMISSION,
WASHINGTON, D.C. 20549
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SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
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FUNCO, INC.
(Name of Subject Company)
EB ACQUISITION CORPORATION
a wholly-owned subsidiary of
ELECTRONICS BOUTIQUE HOLDINGS CORP.
(Names of Filing Persons)
COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Class of Securities)
360762-10-8
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(CUSIP Number of Class of Securities)
Joseph J. Firestone, President and Chief Executive Officer
Electronics Boutique Holdings Corp.
931 South Matlack Street
West Chester, PA 19382
(610) 430-8100
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on behalf of filing persons)
COPY TO:
Stephen T. Burdumy, Esq.
Klehr, Harrison, Harvey, Branzburg & Ellers LLP
260 S. Broad Street
Philadelphia, PA 19102
(215) 569-4646
April 3, 2000
CALCULATION OF FILING FEE
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TRANSACTION VALUATION AMOUNT OF FILING FEE
$ N/A $ N/A
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|_| Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount previously paid: N/A Form or Registration No.: N/A
Filing party: N/A Date Filed: N/A
/X/ Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
/X/ third-party tender offer subject to Rule 14d-1.
|_| issuer tender offer subject to Rule 13e-4.
|_| going-private transaction subject to Rule 13e-3.
|_| amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the results
of the tender offer: /_/
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SCHEDULE TO
This Tender Offer Statement on Schedule TO relates to an offer by EB Acquisition
Corporation, a Minnesota corporation and a direct, wholly-owned subsidiary of
Electronics Boutique Holdings Corp., a Delaware corporation, to purchase all of
the outstanding shares of common stock, par value $0.01 per share, of Funco,
Inc., a Minnesota corporation, at a purchase price of $17.50 per share, or an
aggregate purchase price of approximately $110 million.
ITEM 12. EXHIBITS.
EX-99.1 Press Release dated April 3, 2000
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
ELECTRONICS BOUTIQUE HOLDINGS CORP.
By: N/A
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Name:
Title:
Dated:
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
EX-99.1 Press Release dated April 3, 2000
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