8-K 1 w86876e8vk.txt FORM 8-K DATE OF REPORT: MAY 22, 2003 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 22, 2003 AmerisourceBergen Corporation ---------------------------------------------------------- (Exact Name of Registrant as Specified in Charter)
Delaware 1-16671 23-3079390 ----------------- ---------------- --------------------- (State or Other (Commission (I.R.S. Employer Jurisdiction of File Number) Identification No.) Incorporation)
1300 Morris Drive Chesterbrook, PA 19087-5594 ----------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (610) 727-7000 Former Address: 1300 Morris Drive, Suite 100, Chesterbrook, PA 19087-5594 -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events and Regulation FD Disclosure. On May 22, 2003, AmerisourceBergen Corporation (the "Company") announced the signing of a definitive agreement to purchase Anderson Packaging, Inc. for approximately $100 million, including assumed debt. The definitive agreement provides for certain potential adjustments to the purchase price at closing. The Company has agreed to issue 814,145 shares of its common stock upon the closing of the transaction in partial payment of the purchase price. The remainder of the purchase price will be funded using cash. A copy of the news release is filed as Exhibit 99.1 to this report and incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 News Release dated May 22, 2003 SIGNATURE 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 hereunto duly authorized. AMERISOURCEBERGEN CORPORATION By: /s/ Michael D. DiCandilo ------------------------ Name: Michael D. DiCandilo Title: Senior Vice President and Chief Financial Officer Date: May 22, 2003 EXHIBIT INDEX
Exhibit No. Description ----------- ------------------------------- 99.1 News Release dated May 22, 2003