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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): September 14, 2000
DRUG EMPORIUM, INC.
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(Exact name of Registrant as specified in its charter)
DELAWARE 0-16998 31-1064888
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
155 HIDDEN RAVINES DRIVE, POWELL, OHIO 43065
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (740) 548-7080
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On September 14, 2000, Drug Emporium, Inc. (the "Company") completed
its sale of the assets of DrugEmporium.com to HealthCentral.com (the
"Acquisition"). Under the terms of the Asset Purchase Agreement, Drug Emporium,
Inc. received preferred stock from HealthCentral.com. In addition,
HealthCentral.com assumed approximately $2 million in liabilities and
approximately $6 million in lease obligations of DrugEmporium.com (the
"Acquisition").
On September 19, 2000, the Company issued a press release announcing
the sale. This press release is attached hereto as Exhibit 99.1, and
incorporated herein by reference in its entirety.
Exhibit 99.1 to this current report on Form 8-K contains forward
looking statements that reflect the Company's management goals, objectives and
expectations. Except for historical information contained therein, the
statements in Exhibit 99.1 are forward-looking statements made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements concerning plans, objectives,
goals, strategies, future events or performance, and underlying assumptions and
other statements which are other than statements of historical facts. From time
to time, the Company may publish or otherwise make available forward-looking
statements of this nature. All such forward-looking statements are based on the
current expectations of management and are subject to, and are qualified by,
risks and uncertainties that could cause actual results to differ materially
from those expressed or implied by those statements. These risks and
uncertainties include, but are not limited to the high level of competition as
to price and selection from a variety of sources, possible further downward
pressure on pharmacy margins from managed care networks, the Company's ability
to economically eliminate under-performing stores, and general economic
conditions.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
99.1 Press Release dated September 19, 2000.
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SIGNATURES
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.
DRUG EMPORIUM, INC.
By: /s/ Terry L. Moore
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Terry L. Moore
Chief Financial Officer
Dated: September 21, 2000
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FORM 8-K
DATED SEPTEMBER 21, 2000
EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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99.1 Press Release dated September 19, 2000.
