<PAGE>
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------
SCHEDULE 14D-9
(RULE 14D-101)
SOLICITATION/RECOMMENDATION STATEMENT UNDER
SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
-----------------------------
FUNCO, INC.
(Name of Subject Company)
-----------------------------
FUNCO, INC.
(Name of Person Filing Statement)
-----------------------------
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
-----------------------------
360762108
(CUSIP Number of Class of Securities)
-----------------------------
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)
-----------------------------
COPIES TO:
PHILIP S. GARON, ESQ.
FAEGRE & BENSON LLP
2200 NORWEST CENTER
90 SOUTH SEVENTH STREET
MINNEAPOLIS, MINNESOTA 55402
(612) 336-3000
-----------------------------
[X] CHECK THE BOX IF THE FILING RELATES TO PRELIMINARY COMMUNICATIONS
MADE BEFORE THE COMMENCEMENT DATE OF A TENDER OFFER.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
<PAGE>
[Funco, Inc. Letterhead]
FOR IMMEDIATE RELEASE
CONTACT:
Stanley A. Bodine
President
Funco, Inc.
612-946-8883
FUNCO ANNOUNCES RECEIPT OF LETTER AGREEMENT
FROM BARNES & NOBLE
MINNEAPOLIS, MN, April 27, 2000 - Funco, Inc. (Nasdaq: FNCO) today announced
that it has received from Barnes & Noble, Inc. a letter agreement dated April
26, 2000. The letter agreement contains an unconditional commitment by Barnes &
Noble to enter into a merger agreement with Funco (the "B&N Merger Agreement")
under which Funco shareholders would receive $24.75 per share in cash. Barnes &
Noble has agreed to keep its commitment open until May 5, 2000 so that Funco can
give Electronics Boutique Holdings Corp. the five business days' notice required
by Funco's existing merger agreement with Electronics Boutique (the "EB Merger
Agreement"). On April 26, 2000, Funco gave written notice to Electronics
Boutique of its present intent to enter into the B&N Merger Agreement at the
expiration of such five business day period. During the five business day
period, Electronics Boutique has the right under the EB Merger Agreement to
propose adjustments to the terms of the EB Merger Agreement.
The form of the B&N Merger Agreement committed to by Barnes & Noble is
substantially identical to the EB Merger Agreement except for the purchase
price. Funco is not legally obligated to execute the B&N Merger Agreement. If
Funco does execute the B&N Merger Agreement and terminate the EB Merger
Agreement, Barnes & Noble has also agreed to pay Funco the termination fee
required to be paid by Funco to Electronics Boutique under the EB Merger
Agreement.
Funco also announced that the plaintiff in the purported shareholder
class action lawsuit against Funco and the members of the Board of Directors of
Funco that was announced on April 13, 2000, has filed with the court a notice of
voluntary dismissal without prejudice of the lawsuit.
Funco currently owns and operates 402 video game 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 THE 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
<PAGE>
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.
