0001021408-01-508616.txt : 20011029
0001021408-01-508616.hdr.sgml : 20011029
ACCESSION NUMBER: 0001021408-01-508616
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20011024
ITEM INFORMATION: Other events
ITEM INFORMATION: Financial statements and exhibits
FILED AS OF DATE: 20011024
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: DRUGMAX COM INC
CENTRAL INDEX KEY: 0000921878
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000]
IRS NUMBER: 341755390
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-15445
FILM NUMBER: 1764725
BUSINESS ADDRESS:
STREET 1: 12505 STARKEY RD
STREET 2: SUITE A
CITY: LARGO
STATE: FL
ZIP: 33773
BUSINESS PHONE: 7275330431
MAIL ADDRESS:
STREET 1: 6950 BRYAN DAIRY ROAD
CITY: LARGO
STATE: FL
ZIP: 33777
FORMER COMPANY:
FORMER CONFORMED NAME: NUMED SURGICAL INC
DATE OF NAME CHANGE: 19940419
FORMER COMPANY:
FORMER CONFORMED NAME: NUTRICEUTICALS COM CORP
DATE OF NAME CHANGE: 19990629
8-K
1
d8k.txt
FORM 8-K
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): October 24, 2001
DrugMax, Inc.
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Formerly known as DrugMax.com, Inc.
-----------------------------------
(Exact name of registrant as specified in its charter)
STATE OF NEVADA 1-15445 34-1755390
--------------- ------- ----------
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
12505 Starkey Road, Suite A
Largo, Florida 33773
(Address of principal executive offices)
Registrant's telephone number, including area code: (727) 533-0431
Item 5. Other Events.
------------
On October 24, 2001, DrugMax, Inc. (the "Company") issued a press
release to announce the Company's purchase of substantially all the assets of
Penner & Welsch, Inc., a regional distributor of pharmaceuticals located in the
greater New Orleans, Louisiana area. A copy of the press release, which is
incorporated by reference herein and made a part hereof, is filed with this
Current Report on Form 8-K as Exhibit 99.
Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits.
--------
Exhibit
Number Exhibit Description
------- -------------------
99.1 Press Release dated October 24, 2001.
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.
DRUGMAX.COM, INC.
By: /s/ William L. LaGamba
-------------------------------------
William L. LaGamba, President and Chief
Operations Officer
Dated: October 22, 2001
-----------------------
EXHIBIT INDEX
Exhibit
Number Exhibit Description
------ -------------------
99.1 Press Release, dated October 24, 2001.
EX-99.1
3
dex991.txt
PRESS RELEASE
Exhibit 99.1
Company Media/IR Contact:
DrugMax, Inc.
Eli Johnson
727.533.0431 ext. 127
ejohnson@DrugMax.com
DrugMax, Inc. Completes the Purchase of
Assets from Pharmaceutical Distributor
LARGO, Fla. - October 24, 2001 -- DrugMax, Inc. (Nasdaq: DMAX) a full-line
wholesale distributor of pharmaceuticals, over-the-counter products, health and
beauty aids and nutritional supplements, announced that the Company has
purchased substantially all the assets of Penner & Welsch, Inc., a regional
pharmaceutical distributor.
Penner & Welsch, Inc., headquartered in the greater New Orleans area,
specializes in the distribution of generic pharmaceuticals throughout the
Southeastern region. DrugMax will operate the new facility under the name Valley
Drug Company South.
"This is a prudent asset purchase within our core business," Bill LaGamba,
President and Chief Operating Officer, said. "We view this as a tremendous
opportunity to expand our operational capabilities and customer base. In
addition, we intend to convert this operation into a full-line wholesaler."
"Currently, our existing full-line operations are servicing the largest
marketplace between New York and Chicago," LaGamba said. "With this acquisition,
we are now capable of also servicing the largest markets between Atlanta and
Houston. We are enthusiastic about the prospects of this new company and our
increased presence throughout the Southeastern region."
"This transaction is the best of both worlds for us," Ron Patrick, Chief
Financial Officer, said. "We strengthen the foundation of DrugMax without
assuming any of Penner & Welsch's liabilities and besides the obvious assets,
DrugMax also will benefit from the value of employees with years of experience
in the industry as well as established relationships throughout the region."
About DrugMax, Inc.
DrugMax, Inc. (the "Company") is primarily a full-line, wholesale distributor of
pharmaceuticals, over-the-counter products, health and beauty care products, and
nutritional supplements. The Company expects that it will continue to derive a
significant portion of its revenue from its traditional "brick and mortar" full-
line wholesale distribution business. However, the Company is also one of the
early entrants into the Internet business-to-business pharmaceutical market and
one of the first business-to-business online trade exchanges for the same
products. The Company utilizes its online capabilities to leverage its existing
infrastructure, technology, relationships, marketing and management resources
and, accordingly, believes that the combination of its traditional wholesale
distribution business with both its online wholesale distribution business and
its e-commerce trade exchange provides the "click and mortar" combination that
allows it to aggressively market and distribute its products and services. The
Company can be reached at www.drugmax.com, or 727-533-0431.
---------------
Safe Harbor Provisions
Certain oral statements made by management from time to time and certain
statements contained herein that are not historical facts are "forward-looking
statements" within the meaning of Section 21E of the Securities Exchange Act of
1934 and, because such statements involve risks and uncertainties, actual
results may differ materially from those expressed or implied by such forward-
looking statements. Forward-looking statements are statements regarding the
intent, belief or current expectations, estimates or projections of the Company,
its directors or its officers about the Company and the industry in which it
operates, and are based on assumptions made by management. Forward-looking
statements include without limitation statements regarding: (a) the Company's
strategies regarding growth and business expansion, including future
acquisitions; (b) the Company's financing plans; (c) trends affecting the
Company's financial condition or results of operations; (d) the Company's
ability to continue to control costs and to meet its liquidity and other
financing needs; (e) the declaration and payment of dividends; (f) the Company's
use of proceeds from the currently contemplated equity offering, and (g) the
Company's ability to respond to changes in customer demand and regulations.
Although the Company believes that its expectations are based on reasonable
assumptions, it can give no assurance that the anticipated results will occur.
When used in this report, the words "expects," "anticipates," intends," "plans,"
"believes," "seeks," "estimates," and similar expressions are generally intended
to identify forward-looking statements.
Important factors that could cause the actual results to differ materially
from those in the forward-looking statements include, among other items, (i)
changes in the regulatory and general economic environment related to the health
care industry; (ii) conditions in the capital markets, including the interest
rate environment and the availability of capital; (iii) changes in the
competitive marketplace that could affect the Company's revenue and/or cost and
expenses, such as increased competition, lack of qualified marketing, management
or other personnel, and increased labor and inventory costs; (iv) changes in
technology or customer requirements, which could render the Company's
technologies noncompetitive or obsolete; (v) new product introductions, product
sales mix and the geographic mix of sales and (vi) the Company's customers'
willingness to accept its Internet platform. Further information relating to
factors that could cause actual results to differ from those anticipated is
included but not limited to information under the headings "Management's
Discussion and Analysis of Financial Conditions and Results of Operations,"
"Business" and "Risk Factors" in the Company's Form 10-KSB for the year ended
March 31, 2001 and Form 10-QSB for the quarter ended June 30, 2001. The Company
disclaims any intention or obligation to update or revise forward-looking
statements, whether as a result of new information, future events or otherwise.