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MWIV > SEC Filings for MWIV > Form 8-K on 1-Nov-2013All Recent SEC Filings

Show all filings for MWI VETERINARY SUPPLY, INC.



Completion of Acquisition or Disposition of Assets, Regulation FD Dis

Item 2.01. Completion of Acquisition or Disposition of Assets

On November 1, 2013 (the "Closing"), pursuant to the Asset Purchase Agreement (the "Agreement") dated August 28, 2013 among MWI Veterinary Supply Co., an Idaho corporation ("Buyer") and wholly-owned subsidiary of MWI Veterinary Supply, Inc., a Delaware corporation ("MWI"); AHN International LLC, a Delaware limited liability company ("AHN"); and IVESCO Holdings LLC, a Delaware limited liability company and wholly-owned subsidiary of AHN ("Seller"), Buyer acquired substantially all of the assets and assumed certain liabilities of Seller.

The assets acquired and the certain liabilities assumed relate to Seller's business prior to the Closing, specifically, (a) the distribution and sale of animal health and related products and (b) service, logistics and technical support relating to such distribution and sale of animal health and related products.

The cash purchase price pursuant to the Agreement is $67.5 million, plus a closing net working capital adjustment of approximately $11.2 million, subject to certain final post-closing working capital and debt adjustments. Of the cash consideration, $5.77 million was deposited into escrow as security for certain indemnification and other contractual obligations of Seller and post-closing adjustments relating to working capital and debt.

The cash purchase price was funded with borrowings by Buyer under its existing Credit Agreement dated December 13, 2006, and as amended from time to time, among Buyer, MWI, Memorial Pet Care, Inc. and the lenders party thereto.

Item 7.01. Regulation FD Disclosure

On November 1, 2013, MWI issued a press release announcing the Closing. A copy of the press release is attached as Exhibit 99.1 to this report.

The information in Item 7.01 of this report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 MWI Veterinary Supply, Inc. press release dated November 1, 2013.

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