UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) January 7, 2000
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Commission File Number 0-21884
REXALL SUNDOWN, INC.
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(Exact Name of Registrant as Specified in its Charter)
FLORIDA 59-1688986
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
6111 Broken Sound Parkway, NW, Boca Raton, Florida 33487
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (561) 241-9400
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N/A
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(Former Name or Former Address,
if Changed Since Last Report)
Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits
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(a) Financial Statements of Business Acquired.
The following financial statements of business acquired are filed as
exhibits hereto:
Exhibit 99.1 - Financial Statements of MET-Rx USA, Inc. and MET-Rx
Substrate Technology, Inc. as of December 31, 1998.
Independent Auditors' Report
Combined Balance Sheet as of December 31, 1998
Combined Statement of Operations for the year ended December 31, 1998
Combined Statement of Stockholders' (Deficit) Equity for the year ended
December 31, 1998
Combined Statement of Cash Flows for the year ended December 31, 1998
Notes to Combined Financial Statements
Exhibit 99.2 - Unaudited Financial Statements of MET-Rx Nutrition, Inc.
as of September 30, 1999 and for the Nine Months Then Ended.
Combined Balance Sheet as of September 30, 1999
Combined Statement of Operations for the nine months ended
September 30, 1999
Combined Statement of Cash Flows for the nine months ended September
30, 1999
(b) Pro Forma Financial Information.
The following pro forma consolidated financial statements of business
acquired are filed as exhibits hereto:
Exhibit 99.3 - Unaudited Pro Forma Combined Financial Statements of
Rexall Sundown, Inc. as of and for the Three Months Ended November 30,
1999 and Combined Income Statement for the Year Ended August 31, 1999
Unaudited Pro Forma Consolidated Balance Sheet as of November 30, 1999
Unaudited Pro Forma Consolidated Statement of Income for the year ended
August 31, 1999
Unaudited Pro Forma Consolidated Statement of Income for the three
months ended November 30, 1999
Notes to Unaudited Pro Forma Combined Financial Statements
(c) Exhibits
99.1 Financial Statements of MET-Rx USA, Inc. and MET-Rx Substrate
Technology, Inc. as of December 31, 1998.
99.2 Unaudited Financial Statements of MET-Rx Nutrition, Inc. as of
September 30, 1999 and for the Nine Months Then Ended.
99.3 Unaudited Pro Forma Combined Financial Statements of Rexall
Sundown, Inc. as of and for the Three Months Ended November 30, 1999
And Combined Income Statement for the Year Ended August 31, 1999
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
REXALL SUNDOWN, INC.
Date: March 21, 2000 By: /s/ Damon DeSantis
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Name: Damon DeSantis
Title: President and Chief Executive Officer