- ------------------------------------------------------------------------------- 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): March 16, 1999 DIEDRICH COFFEE, INC. - ------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 000-21203 33-0086628 - ------------------------------- ----------------- --------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 2144 Michelson Drive, Irvine, California 92612 - -------------------------------------------------- --------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (949) 260-1600 -------------- N/A - ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) - ------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS. ACQUISITION OF COFFEE PEOPLE, INC. On March 16, 1999, Diedrich Coffee, Inc. (the "Registrant" or "Diedrich"), signed a definitive agreement to acquire all of the outstanding shares of common stock of Coffee People, Inc. (NASDAQ-MOKA) ("Coffee People"). Under the terms of the agreement, the stockholders of Coffee People will receive $10.75 million in cash, 1,500,000 shares of Diedrich common stock and $12.25 million in cash or a combination of cash and stock based on the net proceeds of a public equity offering planned by Diedrich prior to the closing of the acquisition. The acquisition is subject to certain conditions, including securing financing, completion of the public equity offering by Diedrich upon certain specified terms, receipt of regulatory approvals and approval by the shareholders of Diedrich and Coffee People. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS. The following exhibits are filed with this report on Form 8-K: Exhibit Number Description --------- ------------------------------------------------------------------- 10 Agreement and Plan of Merger, dated as of March 16, 1999, among Diedrich Coffee, Inc., CP Acquisition Corp. and Coffee People, Inc. 99.1 Press Release: "Diedrich Coffee Executes Definitive Agreement to Acquire Coffee People," dated March 17, 1999. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this current report to be signed on its behalf by the undersigned hereunto duly authorized. DIEDRICH COFFEE, INC. a Delaware corporation Date: March 25, 1999 By: /s/ Ann Wride ---------------------------------- Ann Wride Chief Financial Officer 3 EXHIBIT INDEX Exhibit Number Description --------- ------------------------------------------------- 10 Agreement and Plan of Merger, dated as of March 16, 1999, among Diedrich Coffee, Inc., CP Acquisition Corp. and Coffee People, Inc. 99.1 Press Release: "Diedrich Coffee Executes Definitive Agreement to Acquire Coffee People," dated March 17, 1999. 4