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): November 8, 1996
McKESSON CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-13252 94-3207296
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
McKesson Plaza
One Post Street
San Francisco, California 94104
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(Address of principal executive offices) (Zip Code)
(415) 983-8300
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(Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets
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On November 8, 1996, pursuant to an asset purchase agreement dated as of
October 3, 1996, and amended by a first amendment and waiver agreement dated as
of November 7, 1996, the Registrant consummated its acquisition of the
healthcare distribution business of FoxMeyer Corporation ("FoxMeyer"), pursuant
to an expedited auction process in the FoxMeyer bankruptcy proceeding in
Wilmington, Delaware. The Registrant paid approximately $23 million in cash to
the debtors, paid off approximately $500 million in secured debt and assumed an
additional $75 million in other liabilities. The Registrant acquired assets
consisting primarily of accounts receivable and inventories of approximately
$650 million, customer contracts and fixed assets. The Registrant utilized
proceeds from commercial paper issuances and a note payable to a bank to fund
the transaction. The commercial paper issuances were backed by the Registrant's
revolving credit agreements that were recently increased to provide borrowing
availability of $500 million.
As part of the transaction, the Registrant acquired real property and
equipment used by FoxMeyer in the operation of distribution centers and a
headquarters office building. The Registrant is in the process of implementing
a plan to integrate the operations of the two companies.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(a) Financial Statements
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Registrant to provide the financial statements required by
this Item 7(a). In accordance with Item 7(a)(4) of Form 8-K, such financial
statements shall be filed by amendment to this Form 8-K no later than 60 days
after November 23, 1996.
(b) Pro Forma Financial Information
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Registrant to provide the pro forma financial information
required by this Item 7(b). In accordance with Item 7(b) of Form 8-K, such
financial statements shall be filed by amendment to this Form 8-K no later than
60 days after November 23, 1996.
(c) Exhibits
See Exhibit Index
SIGNATURES
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 thereunto duly authorized.
McKESSON CORPORATION
(Registrant)
Dated: November 22, 1996 By /s/Richard H. Hawkins
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Richard H. Hawkins
Vice President and
Chief Financial Officer
By /s/Heidi E. Yodowitz
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Heidi E. Yodowitz
Controller
EXHIBIT INDEX
Exhibit
Number Title
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2.1 Asset Purchase Agreement dated as of October 3, 1996 by and among
FoxMeyer Corporation, FoxMeyer Drug Company, Health Mart, Inc.,
FoxMeyer Software, Inc., FoxMeyer Funding, Inc., Healthcare
Transportation System, Inc. and Merchandise Coordinator Services
Corporation as Sellers, and the Registrant, as Purchaser and
FoxMeyer Health Corporation
2.2 First Amendment and Waiver to the Asset Purchase Agreement dated
as of November 7, 1996 by and among FoxMeyer Health Corporation,
FoxMeyer Corporation, FoxMeyer Drug Company, Healthcare
Transportation System, Inc., FoxMeyer Software, Inc., FoxMeyer
Funding, Inc., Health Mart, Inc., Merchandise Coordinator
Services Corporation d/b/a FoxMeyer Trading Company, and the
Registrant