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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE TO
(RULE 14D-100)
TENDER OFFER STATEMENT
Under Section 14(d)(1)
of Section 13(e)(1) of the Securities Exchange Act of 1934
(Amendment No. 6--Final Amendment)
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CAREERBUILDER, INC.
(Name of Subject Company (Issuer))
CB ACQUISITION CORP.
CAREER HOLDINGS, INC.
TRIBUNE COMPANY
KNIGHTRIDDER.COM, INC.
ROBERT MCGOVERN
JAMES WINCHESTER
(Name of Filing Persons (Offerors))
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COMMON STOCK, PAR VALUE $.001 PER SHARE
(Title of Class of Securities)
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141684100
(CUSIP Number of Class of Securities)
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Mark W. Hianik
435 North Michigan Avenue
Chicago, Illinois 60611
(Name, address and telephone number of person authorized to receive notices and
communication on behalf of filing persons)
Copies to:
Peter Lillevand Adrienne Lilly Pran Jha
Orrick, Herrington & 50 West San Fernando Sidley & Austin
Sutcliffe LLP Street Bank One Plaza
Old Federal Reserve Bank 7th Floor 10 South Dearborn Street
Building San Jose, California Chicago, Illinois 60603
400 Sansome Street 95113 Telephone: (312) 853-
San Francisco, California Telephone: (408) 938- 7000
94111 0260
Telephone: (415) 392-1122
Check the appropriate boxes below to designate any transactions to which the
statements relates:
[X]third-party tender offer subject to Rule 14d-1.
[_]issuer tender offer subject to Rule 13e-4.
[X]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. [X]
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This Amendment No. 6 (this "Amendment") amends and supplements the Tender
Offer Statement on Schedule TO filed by CB Acquisition Corp., a Delaware
corporation ("Purchaser") and Career Holdings, Inc. a Delaware corporation
("Career Holdings"), on July 25, 2000 as amended by Amendments No. 1, 2, 3, 4
and 5 thereto (as amended, the "Schedule TO"), relating to the offer to
purchase all issued and outstanding shares of common stock, par value $.001 per
share ("Common Stock") of CareerBuilder, Inc., a Delaware corporation
("Company"), upon the terms and subject to the conditions set forth in the
Offer to Purchase dated July 25, 2000 (the "Offer to Purchase") and in the
related Letter of Transmittal (which, together with the Offer to Purchase, as
supplemented or amended from time to time, constitute the "Offer"). Capitalized
terms used but not defined herein have the meanings assigned to such terms in
the Offer to Purchase.
Items 1 through 9, 11 and 13.
Items 1 through 9, 11 and 13 of the Schedule TO are hereby amended and
supplemented by adding thereto the following:
The Offer expired at 12:00 midnight, New York time, on Monday, August 21,
2000. Pursuant to the Offer, based upon a report from the Depositary for the
Offer, the Purchaser accepted for payment 23,415,389 Shares, representing
approximately 98% of the outstanding Shares. On August 22, 2000, Career
Holdings issued a press release announcing the closing of the tender offer, the
full text of which is attached as an exhibit hereto and incorporated herein by
reference.
Item 12. Exhibits.
Item 12 of the Schedule TO is hereby amended by adding thereto the
following:
(a)(1)(J) Text of press release issued by Career Holdings on August 22,
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.
SCHEDULE TO AND SCHEDULE 13E-3
Career Holdings, Inc.
David D. Hiller
By: _________________________________
Name: David D. Hiller
Title: President and Assistant
Secretary
CB Acquisition Corp.
David D. Hiller
By: _________________________________
Name: David D. Hiller
Title: President and Assistant
Secretary
SCHEDULE 13E-3
CareerBuilder, Inc.
James A. Tholen
By: _________________________________
Name: James A. Tholen
Title: Senior Vice President and
Chief Financial Officer
Tribune Company
Mark W. Hianik
By: _________________________________
Name: Mark W. Hianik
Title: Vice President
KnightRidder.com, Inc.
Tally Liu
By: _________________________________
Name: Tally Liu
Title: Vice President of Finance and
Operations
Robert McGovern
By: _________________________________
Name: Robert McGovern
James Winchester
By: _________________________________
Name: James Winchester
Date: August 22, 2000
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EXHIBIT INDEX
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Exhibit
No. Description
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<C> <S> <C>
(a)(1)(J) Text of press release issued by Career Holdings on August 22,
2000.
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