UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
July 10, 2002
(Date of earliest event reported: July 5, 2002)
McKESSON CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 1-13252 94-3207296
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(State of incorporation or (Commission File No.) (IRS Employer
organization) Identification No.)
One Post Street
San Francisco, California 94104
(Address of principal executive offices)
(415) 983-8300
(Registrant's telephone number, including area code)
Item 5. Other Events.
McKesson Corporation ("McKesson" or the "Company") is filing this
Current Report on Form 8-K to make generally available certain information
regarding the Company.
On July 5, 2002, 646543 B.C. Ltd. (the "Offeror"), a wholly-owned
Canadian subsidiary of McKesson, announced that approximately 11.7 million
common shares of A.L.I. Technologies Inc., representing approximately 98.1%
of A.L.I. common shares outstanding (calculated on a fully diluted basis)
have been deposited pursuant to its offer dated May 30, 2002 (the "Offer")
to purchase all of the outstanding common shares of A.L.I. for Cdn$43.50
cash per share. All conditions of the Offer having been satisfied or
waived, the Offeror has taken up and paid for all common shares deposited
thereunder. The Offer expired at 6:00 p.m. PDT on July 5, 2002.
As more than 90% of the outstanding A.L.I. common shares have been
taken up and acquired under the Offer, the Offeror announced that it will
be exercising its right under the compulsory acquisition procedures of the
Company Act (British Columbia) to acquire all remaining common shares of
A.L.I. not tendered to the Offer. A notice of compulsory acquisition will
be mailed shortly to all holders of A.L.I. common shares not tendered to
the Offer.
A copy of the press release issued by announcing the completion of
the tender offer is attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is filed herewith:
99.1 Press Release dated July 5, 2002.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
McKESSON CORPORATION
By: /s/ Ivan D. Meyerson
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Name: Ivan D. Meyerson
Title: Senior Vice President
Date: July 10, 2002
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release dated July 5, 2002.
Exhibit 99.1
News Release
McKESSON ANNOUNCES TAKE-UP OF COMMON SHARES
OF A.L.I. TECHNOLOGIES
SAN FRANCISCO (July 5, 2002) - 646543 B.C. Ltd. (the "Offeror"), a
wholly-owned Canadian subsidiary of McKesson Corporation (NYSE:MCK), today
announced that approximately 11.7 million common shares of A.L.I.
Technologies Inc., representing approximately 98.1% of A.L.I. common shares
outstanding (calculated on a fully diluted basis) have been deposited
pursuant to its offer dated May 30, 2002 (the "Offer") to purchase all of
the outstanding common shares of A.L.I. for Cdn$43.50 cash per share. All
conditions of the Offer having been satisfied or waived, the Offeror has
taken up and will pay for all common shares deposited thereunder. The Offer
expired at 6:00 p.m. PDT today.
As more than 90% of the outstanding A.L.I. common shares have been taken up
and are being acquired under the Offer, the Offeror announced that it will
be exercising its right under the compulsory acquisition procedures of the
Company Act (British Columbia) to acquire all remaining common shares of
A.L.I. not tendered to the Offer. A notice of compulsory acquisition will
be mailed shortly to all holders of A.L.I. common shares not tendered to
the Offer.
As previously announced, the Offer was made pursuant to the provisions of a
Support Agreement dated May 1, 2002 between McKesson, the Offeror and
A.L.I. McKesson and the Offeror also entered into lock-up agreements dated
May 1, 2002 with certain directors and officers of A.L.I. who agreed to
deposit to the Offer certain A.L.I. common shares owned or acquired by
them, representing approximately 32% of the A.L.I. common shares
outstanding (calculated on a fully diluted basis).
McKesson Corporation is a leading provider of supply, information and care
management products and services designed to improve quality and reduce
costs across healthcare. McKesson solutions empower healthcare
professionals with the tools they need to deliver care more effectively and
efficiently. Founded in 1833, with annual revenues of more than US $50
billion, McKesson ranks as the 31st largest industrial company in the
United States. For more information, visit the company's Web site at
http://www.mckesson.com.
For more information about the offer, contact: Betty Stern Investor
Relations McKesson Corporation/646543 B.C. Ltd., One Post Street San
Francisco, CA 94104 415-983-9326 e-mail: betty.stern@mckesson.com
Contact:
McKesson Corporation
Larry Kurtz, 415/983-8418