SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
AMENDMENT NO. 3 TO
SCHEDULE 14D-1
TENDER OFFER STATEMENT
(PURSUANT TO SECTION 14(D)(1) OF THE SECURITIES EXCHANGE ACT OF 1934)
RIDE, INC.
(Name of Subject Company)
MINOTAUR CAPITAL, INC.
(Bidder)
COMMON STOCK, NO PAR VALUE
(Title of Class of Securities)
765689104
(CUSIP Number of Class of Securities)
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DAVID J. FEINGOLD
PRESIDENT AND CHIEF EXECUTIVE OFFICER
MINOTAUR CAPITAL, INC.
3300 PGA BOULEVARD
GARDENS PLAZA OFFICE TOWER
SUITE 410
PALM BEACH GARDENS, FL 33410
(561) 630-6727
(Name, Address and Telephone Number of Persons Authorized
to Receive Notices and Communications on Behalf of Bidders)
COPY TO:
ROBERT CRITTON, ESQ.
BURMAN, CRITTON & LUTTIER
712 US HIGHWAY ONE
SUITE 300
NORTH PALM BEACH, FL 33408
<PAGE>
AMENDMENT NO. 3 TO
SCHEDULE 14D-1
CUSIP NO. 765689104
- --------------------------------------------------------------------------------
(1) Name of reporting persons: MINOTAUR CAPITAL, INC.
I.R.S. Identification No. of above person (entities only): APPLIED FOR
- --------------------------------------------------------------------------------
(2) Check the appropriate box if a member of a group (see instructions):
(a) / /
(b) / /
- --------------------------------------------------------------------------------
(3) SEC use only
- --------------------------------------------------------------------------------
(4) Source of funds (see instructions): AF,OO
- --------------------------------------------------------------------------------
(5) Check box if disclosure of legal proceedings is required pursuant to Items
2(e) or 2(f)
/ /
- --------------------------------------------------------------------------------
(6) Citizenship or place of organization: Florida
- --------------------------------------------------------------------------------
(7) Aggregate amount beneficially owned by each reporting person: 120,800 shares
of common stock as of 4/7/99
- --------------------------------------------------------------------------------
(8) Check box if the aggregate amount in Row (7) excludes certain shares (see
instructions):
/ /
- --------------------------------------------------------------------------------
(9) Percent of class represented by amount in Row (7): .85%
- --------------------------------------------------------------------------------
(10) Type of reporting person (see instructions): CO
- --------------------------------------------------------------------------------
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<PAGE>
AMENDMENT NO. 3 TO
SCHEDULE 14D-1
TENDER OFFER
This Amendment No. 3 to the Tender Offer Statement filed on Schedule 14D-1
(the "Schedule 14D-1") relates to an amendment of the tender offer by MINOTAUR
CAPITAL, INC., a Florida corporation ("Purchaser") to purchase fifty one percent
(51%) of all outstanding shares of common stock, no par value per share (the
"Company Common Stock"), of RIDE, INC., a Washington corporation (the
"Company"), which was originally filed on April 6, 1999 with the Securities and
Exchange Commission and which made an offer for a purchase price of $1.25 per
Share, net to the seller, without interest thereon, upon the terms and subject
to the conditions set forth in the Offer to Purchase dated April 6, 1999 (the
"Offer to Purchase") and in the related Letter of Transmittal (the "Letter of
Transmittal" which, together with the Offer to Purchase and all related
documents on file with the Securities and Exchange Commission, as each may be
amended and supplemented from time to time, constitute the "Offer"). This
Amendment No. 3 is intended to amend and supplement the Offer only to the extent
stated herein, all other terms and conditions of the Offer shall remain the same
unless specifically changed as referenced in this Amendment No.
3 to the Offer.
ITEM 1. SECURITY AND SUBJECT COMPANY.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference
ITEM 2. IDENTITY AND BACKGROUND.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference
ITEM 3. PAST CONTACTS, TRANSACTIONS OR NEGOTIATIONS WITH THE SUBJECT COMPANY.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 4. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 5. PURPOSE OF THE TENDER OFFER AND PLANS OR PROPOSALS OF THE BIDDER.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 6. INTEREST IN SECURITIES OF THE SUBJECT COMPANY.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
3
<PAGE>
ITEM 7. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
THE SUBJECT COMPANY'S SECURITIES.
See Amendment No.3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 8. PERSONS RETAINED, EMPLOYED OR TO BE COMPENSATED.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 9. FINANCIAL STATEMENTS OF CERTAIN BIDDERS.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 10. ADDITIONAL INFORMATION.
See Amendment No. 3 Information Statement attached hereto and
incorporated herein by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
ex(1) -- Press Release by Minotaur Capital, Inc., April 20, 1999
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<PAGE>
SIGNATURES
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.
Dated: April 20, 1999 MINOTAUR CAPITAL, INC.
By: /s/ David J. Feingold
Name: David J. Feingold
Title: President and Chief Executive Officer
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<PAGE>
AMENDMENT NO. 3 INFORMATION STATEMENT
TO THE TENDER OFFER
OF
MINOTAUR CAPITAL, INC.
(BIDDER)
FOR FIFTY ONE PERCENT OF THE COMMON STOCK
OF
RIDE, INC.
(SUBJECT COMPANY)
This Amendment No. 3 Information Statement is intended to amend and
supplement the Offer and all documents related thereto. To the extent a term or
condition of the Offer is not amended or supplemented by any term, condition or
information contained herein, then all other terms, conditions and information
originally set forth in the Offer shall still be in full force and effect.
The Bidder is now amending its Offer so that the promissory
note/balloon note is hereby removed from the Offer and the Offer shall be an all
cash offer for $2.25 per share and the Offer is still subject to obtaining
financing.
The Bidder still has not received firm commitments for financing. The
Bidder has had interest in participating in the Tender Offer from a number of
individuals/entities but there is no guarantee that complete financing will be
in place to complete this transaction.
The Bidder does presently have beneficial ownership of all shares
referenced in item number 7 of Schedule 14D-1 and its amendments. However, those
shares were not all purchased in the open market after the announcement of the
tender offer. The Bidder did acquire shares after the preparation of the
documents announcing the tender offer and before the tender offer was filed. The
bidder completed preparation of its tender offer documents on or about 4/02/99
but the Bidder did not file the original 14D-1 Tender offer until 4/06/99.
To date the Bidder has not formally taken tender of any shares. The
Bidder shall be extending the expiration date of this offer until Tuesday, May
4, 1999 at 12:00 Midnight, New York City Time.
6
Exhibit(1)
MINOTAUR CAPITAL,INC. ANNOUNCES THIRD AMENDMENT TO ITS
TENDER OFFER FOR NASDAQ TRADED RIDE, INC.
Palm Beach Gardens, Fl, April 20, 1999 - Minotaur Capital, Inc. announces that
it has amended its tender offer for Ride, Inc. (Nasdaq: RIDE)in its Amendment
Number 3 to its 14D filed with the SEC to further up date the public and to
change some terms of the tender offer documents. The offer price still remains
the same as that referenced in Amendment No. 1 ($2.25 per share) however, there
no longer shall be a promissory note for payment. Payment shall be all cash,
however, the tender offer is still subject to a financing contingency and as of
today's date financing still has not been obtained. Investors are urged to
review all documents on file with the Securities and Exchange Commission prior
to making any investment decisions.
Any investors interested in information should contact the person listed herein
below or may e-mail a request for information to [email protected]
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements contained in this press release, including, without
limitation, statements containing the words "believes," "expects," and words of
similar import, constitute "forward-looking" statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause the actual results, performance or achievements of
the Company or industry results to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements.
Contacts: David J. Feingold, Esq.
(561)630-6727
