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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 28, 1997
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GLACIER WATER SERVICES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-11012 33-0493559
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2261 Cosmos Court Carlsbad, California 92009
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (760) 930-2420
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N/A
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(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 28, 1997, Glacier Water Services, Inc., a Delaware
corporation (the "Registrant"), entered into and consummated an Asset Purchase
Agreement (the "Agreement") with McKesson Corporation, a Delaware corporation
("McKesson"), and a wholly-owned subsidiary of McKesson, McKesson Water Products
Company, a California corporation ("MWP," together with McKesson, the "Seller"),
for the sale of substantially all of the assets (the "Assets") of the Aqua-Vend
division of MWP, which acquisition included approximately 3,000 water vending
machines at various locations. The Assets consisted primarily of water vending
machines and related inventory, contracts rights under location agreements and
leases, intellectual property and other equipment. The purchase price of
$9,000,000 for the Assets was paid in cash to the Seller by the Registrant at
closing. The purchase price of the Assets was financed with borrowings under the
Registrant's $35,000,000 credit facility. The Registrant did not assume
substantial liabilities of the Seller pursuant to the Agreement other than
obligations under certain location agreements and leases of MWP. The Registrant
plans to use the Assets in its water vending business.
The consideration for the acquisition was determined by arm's-length
negotiations among the parties. There is no material relationship between the
Registrant and its affiliates, officers and directors (or any associate of any
such officers or directors), on the one hand, and McKesson, MWP or their
respective officers, directors or affiliates, on the other hand.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired*
(b) Pro Forma Financial Statements*
(c) Exhibits
2.1 Asset Purchase Agreement dated March 28, 1997, among Glacier
Water Services, Inc., as purchaser, and McKesson Corporation
and Mckesson Water Products Company, as seller.**
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* The Registrant will file the required financial statements and pro
forma financial information in accordance with Regulation S-X by an
amendment to this Form 8-K not later than June 11, 1997 (60 days after
the date this Form 8-K is required to be filed).
** Incorporated by reference to the Registrant's Form 10-K for the year
ended December 31, 1996. (The schedules to the Asset Purchase
Agreement have been omitted from such filing, although each of the
schedules and a brief description of each of their contents are listed
therein. The Registrant hereby undertakes to furnish supplementally a
copy of any omitted schedule to the Commission upon request).
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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.
Glacier Water Services, Inc.
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Date: April 10, 1997 By: /s/ Jerry A. Gordon
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Jerry A. Gordon
Chief Operating Officer
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EXHIBIT INDEX
No. Exhibit
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2.1 Asset Purchase Agreement dated March 28, 1997, among Glacier
Water Services, Inc., as purchaser, and McKesson Corporation
and Mckesson Water Products Company, as seller (Incorporated
by reference to the Registrant's Form 10-K for the year ended
December 31, 1996. The schedules to the Asset Purchase
Agreement have been omitted from such filing, although each of
the schedules and a brief description of each of their
contents are listed therein. The Registrant hereby undertakes
to furnish supplementally a copy of any omitted schedule to
the Commission upon request).
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