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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-9
(RULE 14D-101)
SOLICITATION/RECOMMENDATION STATEMENT UNDER
SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
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FUNCO, INC.
(Name of Subject Company)
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FUNCO, INC.
(Name of Person Filing Statement)
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COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
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360762108
(CUSIP Number of Class of Securities)
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DAVID R. POMIJE
10120 WEST 76TH STREET
EDEN PRAIRIE, MINNESOTA 55344
(952) 946-8883
(Name, Address and Telephone Number of Person Authorized to
Receive Notice and Communications on Behalf of the Person Filing Statement)
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COPIES TO:
PHILIP S. GARON, ESQ.
FAEGRE & BENSON LLP
2200 NORWEST CENTER
90 SOUTH SEVENTH STREET
MINNEAPOLIS, MINNESOTA 55402
(612) 336-3000
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[X] CHECK THE BOX IF THE FILING RELATES TO PRELIMINARY COMMUNICATIONS
MADE BEFORE THE COMMENCEMENT DATE OF A TENDER OFFER.
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[Funco, Inc. Letterhead]
FOR IMMEDIATE RELEASE
CONTACT:
Stanley A. Bodine
President
Funco, Inc.
612-946-8883
FUNCO APPROVES REVISED ACQUISITION PROPOSAL FROM
ELECTRONICS BOUTIQUE AT $21 PER SHARE
MINNEAPOLIS, MN, April 21, 2000 -- Funco, Inc. (Nasdaq: FNCO) announced that it
has entered into an amendment to its March 31, 2000 definitive merger agreement
with Electronics Boutique Holdings Corp. The amendment increases the per share
acquisition price from $17.50 to $21.00 per share, payable in cash. Electronics
Boutique proposed the increase following an offer by Barnes & Noble, Inc. to
acquire the Funco shares at $21.00 per share in cash. Under the terms of the
March 31 merger agreement, Electronics Boutique had five business days following
notice from Funco of the Barnes & Noble offer to propose adjustments that would
enable Funco's Board of Directors to maintain its recommendation of the
Electronics Boutique merger agreement, offer and merger. The Electronics
Boutique tender offer is expected to commence next week.
Funco currently owns and operates 401 retail stores, that are
predominately located in strip malls throughout the United States, and also
operates an e-commerce division, located at http://www.funcoland.com.
THIS ANNOUNCEMENT IS NEITHER AN OFFER TO PURCHASE NOR A SOLICITATION OF
AN OFFER TO SELL SHARES OF FUNCO, INC. AT THE TIME AN OFFER IS COMMENCED FUNCO,
INC. WILL FILE WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION A
SOLICITATION/RECOMMENDATION STATEMENT WITH RESPECT TO THE OFFER. THE OFFEROR
WILL FILE A TENDER OFFER STATEMENT WITH THE COMMISSION. THE TENDER OFFER
STATEMENT (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER OF TRANSMITTAL AND
OTHER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT WILL
CONTAIN IMPORTANT INFORMATION WHICH SHOULD BE READ CAREFULLY BEFORE ANY DECISION
IS MADE WITH RESPECT TO THE OFFER. THE OFFER TO PURCHASE, THE RELATED LETTER OF
TRANSMITTAL AND CERTAIN OTHER OFFER DOCUMENTS, AS WELL AS THE
SOLICITATION/RECOMMENDATION STATEMENT, WILL BE MADE AVAILABLE TO ALL
SHAREHOLDERS OF FUNCO, INC. AT NO EXPENSE TO THEM. THE TENDER OFFER STATEMENT
(INCLUDING THE OFFER TO PURCHASE, THE RELATED LETTER OF TRANSMITTAL AND ALL
OTHER OFFER DOCUMENTS FILED WITH THE COMMISSION) AND THE
SOLICITATION/RECOMMENDATION STATEMENT WILL ALSO BE AVAILABLE FOR FREE AT THE
COMMISSION'S WEBSITE AT WWW.SEC.GOV.