SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES ACT OF 1934
Date of Report (Date of earliest event reported) May 26, 2004
-------------------------------------------------------------------
AMCON DISTRIBUTING COMPANY
--------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 0-24708 47-0702918
------------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
7405 Irvington Road, Omaha, NE 68122
------------------------------------
(Address of principal executive offices) (Zip Code)
(402) 331-3727
--------------
(Registrant's telephone number, including area code)
Not Applicable
--------------
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
AMCON Distributing Company ("AMCON") issued a press release, which is
attached hereto as Exhibit 99.1 and incorporated by reference herein, that
provides a status report on the vote by the shareholders of Trinity Springs,
Ltd. regarding the sale of substantially all of Trinity Springs' assets to
TSL Acquisition Corp., a wholly owned subsidiary of AMCON.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT NO. DESCRIPTION
99.1 Press release, dated May 26, 2004, issued
by AMCON Distributing Company
SIGNATURE
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.
AMCON DISTRIBUTING COMPANY
(Registrant)
Date: May 26, 2004 By : Michael D. James
-------------------------
Name: Michael D. James
Title: Vice President &
Chief Financial Officer
EXHIBIT INDEX
-------------
Exhibit Description
99.1 Press release, dated May 26, 2004, issued by AMCON
Distributing Company
Exhibit 99.1
NEWS RELEASE
AMCON TO SEEK JUDICIAL DETERMINATION
OF APPROVAL BY TRINITY SPRINGS SHAREHOLDERS OF
ACQUISITION OF TRINITY SPRINGS ASSETS
Omaha, NE, May 26, 2004 - AMCON Distributing Company (AMEX:DIT) today
announced that it will seek an order from the United States District Court
for the District of Idaho declaring that certain proxies and ballots cast by
the stockholders of Trinity Springs Ltd., a privately-held corporation with
approximately 190 stockholders, should be counted in favor of the sale of
substantially all of Trinity Springs' assets to TSL Acquisition Corp., a
wholly-owned subsidiary of AMCON. AMCON is optimistic that the votes
represented by those proxies and ballots will be counted in favor of the
asset sale and therefore expects that the condition to closing requiring
approval by the holders of a majority of the outstanding shares of Trinity
Springs will have been satisfied. The board of directors of Trinity Springs
has informed AMCON that it cannot certify the final results of the voting on
the asset sale due to the need, in its view, for greater certainty on how the
proxies and ballots in question should be counted.
Trinity Springs, headquartered in Sun Valley/Ketchum, Idaho, bottles and
sells natural spring water. The source of this water is located at the base
of the Trinity Mountains in Paradise, Idaho, one of the world's deepest known
sources of natural spring water. Trinity Springs is also recognized as
America's only Certified Source for natural purity by QAI (Quality Assurance
International), the world's leading organic certifier.
AMCON is a leading wholesale distributor of consumer products with
distribution centers in Illinois, Missouri, Nebraska, North Dakota, South
Dakota and Wyoming. In addition, Chamberlin's Natural Foods, Inc. and Health
Food Associates, Inc., both wholly-owned subsidiaries of The Healthy Edge,
Inc. operate health and natural product retail stores in the Midwest and
Florida. The retail stores operate under the names Chamberlin's Market &
Cafe and Akin's Natural Foods Market. Hawaiian Natural Water Company, Inc.
produces and sells natural spring water under the Hawaiian Springs label.
The Beverage Group, Inc. markets and distributes Hawaiian Springs and other
premium beverage products in the United States, Canada and Mexico.
This news release may contain forward looking statements that are subject to
risks and uncertainties and which reflect management's current beliefs and
estimates of future economic circumstances, industry conditions, company
performance, financial results or the outcome of litigation. These forward
looking statements are statements regarding matters other than historical
facts. A number of factors could affect the outcome of litigation and the
related future results of the Company and thus could cause those results to
differ materially from those expressed in our forward looking statements.
Moreover, past financial performance should not be considered a reliable
indicator of future performance. Accordingly, we claim the protection of the
safe harbor for forward looking statements contained in the Private
Securities Litigation Reform Act of 1995 with respect to all such forward
looking statements.
Visit AMCON Distributing Company's web site at www.amcon.com
FOR FURTHER INFORMATION CONTACT:
Michael D. James
Chief Financial Officer
AMCON Distributing Company
Tel 402-331-3727
Fax 402-331-4834
-end-