8-K 1 0001.txt FORM 8-K 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): September 20, 2000 HANSEN NATURAL CORPORATION (Exact name of registrant as specified in charter) DELAWARE 0-18761 39-1679918 (State or other jurisdiction of (Commission (IRS employer incorporation) file number) identification no.) 2380 Railroad Street, Suite 101 92880-5471 Corona, California (Zip Code) (Address of principal executive offices) (909) 739-6200 (Registrant's telephone number, including area code) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On September 20, 2000, Blue Sky Natural Beverage Co., a Delaware corporation and a newly-formed subsidiary of Hansen Beverage Company ("Purchaser"), purchased certain assets of Blue Sky Natural Beverage Co., a New Mexico corporation ("Seller"), constituting Seller's natural carbonated sodas and seltzers business for a cash purchase price of $6,500,000. Comerica Bank - California provided financing to the registrant and Hansen Beverage Company to pay the purchase price. The assets acquired include all trademarks and other proprietary rights related to the Seller's business but exclude Seller's cash, accounts receivable and accounts payable. The only liabilities of Seller assumed by Purchaser in connection with the acquisition were those liabilities under certain contracts assigned to Purchaser. There is no relationship between the Seller and the registrant or any of its affiliates, any director or officer of the registrant, or any associates of any such director or officer. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of the business acquired. Financial statements required by this item will be filed by amendment to this initial report no later than December 4, 2000. (b) Pro forma financial information. Pro forma financial information required by this item will be filed by amendment to this initial report no later than December 4, 2000. (c) Exhibits Exhibit Number Description 2.1 Form of Asset Purchase Agreement, dated as of September 20, 2000, between Seller and the Purchaser (the "Purchase Agreement"). -2- 10.1 Modification, dated as of September 19, 2000, to Revolving Credit Loan and Security Agreement by and between Hansen Beverage Company and Comerica Bank - California. 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. Date: October 4, 2000 HANSEN NATURAL CORPORATION By: /s/ Rodney C. Sacks Rodney C. Sacks Chairman of the Board and Chief Executive Officer -------- 1 Hansen Beverage Company is a wholly-owned subsidiary of the registrant, Hansen Natural Corporation. -3-