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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date Of Report (Date Of Earliest Event Reported):
AUGUST 15, 2000
THE GOOD GUYS, INC.
(Exact Name Of Registrant As Specified In Its Charter)
Delaware 0-14134 94-2366177
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
7000 Marina Boulevard, Brisbane, California 94005-1830
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code): 415/615-5000
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Item 5. Other Events.
On August 16, 2000, the Registrant announced that it had hired Kenneth R.
Weller as its President and that Mr. Weller would also serve on the Board of
Directors of the Company, filling a previously vacant seat on the nine member
Board.
On August 22, 2000, the Registrant announced the completion of a private
placement of its securities in which every member of The Good Guys' Board of
Directors and key management personnel participated. In the private placement,
the investors purchased 2,017,647 restricted shares of the Company's common
stock at a price of $4.6406 per share based upon the closing price of the
Company's common stock on the date of purchase and received warrants exercisable
for three years to purchase 1,008,822 additional shares of common stock
at a price of $4.6406 per share. The net proceeds of approximately $9,363,000
will be used to strengthen The Good Guys' balance sheet and enhance the
Company's selection of exclusive limited distribution consumer entertainment
electronics in advance of the holiday shopping season.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
10.14. Executive Employment Agreement with Kenneth R. Weller, dated
August 15, 2000.
10.15. Stock and Warrant Subscription Agreement, dated as of August
15, 2000, between The Good Guys, Inc. and Kenneth R. Weller.
10.16. Stock Purchase Agreement, dated as of August 16, 2000,
between The Good Guys, Inc. and the persons listed on Schedule A thereto.
10.17. Registration Rights Agreement, dated as of August 16, 2000,
between the Good Guys, Inc. and the persons listed on Schedule A thereto.
10.18 Form of Warrant to Purchase Shares of Common Stock of The Good
Guys to be issued Pursuant to the Stock Purchase Agreement, dated as of August
16, 2000, between The Good Guys and the persons listed on Schedule A thereto.
99.1 Press Release Dated August 16, 2000.
99.2 Press Release Dated August 22, 2000.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE GOOD GUYS, INC.
Date: August 28, 2000 By: /s/ Vance R. Schram
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Its: Chief Financial Officer
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