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) March 12, 1998
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ALLIANCE IMAGING, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-16334 33-0239910
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
1065 NORTH PACIFICENTER DRIVE,
SUITE 200
ANAHEIM, CALIFORNIA 92806
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(Address of principal executive
offices including Zip Code)
(714) 688-7100
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(Registrant's telephone number,
including area code)
N.A.
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(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On March 12, 1998, a wholly owned subsidiary of Alliance Imaging, Inc.
(the "Company") consummated the transactions contemplated by the
Agreement and Plan of Merger (the "Merger Agreement") pursuant to which
the Company acquired (the "Acquisition") all of the outstanding common
stock of Mobile Technology Inc. ("MTI"). The transaction is valued at
approximately $100 million (including the assumption of indebtedness).
The Company financed the cash portion of the transaction with bank
financing provided by Bankers Trust Company, as administrative agent,
and various lending institutions. A copy of the Merger Agreement is
incorporated herein by reference. Assets acquired include MTI's mobile
magnetic resonance imaging (MRI) business and equipment. The Company
shall continue to operate MTI's business and use the MRI equipment.
This event is the subject of a press release issued by the Company on
January 13, 1998, incorporated herein by reference, and a press release
issued by the Company on March 12, 1998, a copy of which is attached
hereto as EXHIBIT 99.02 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
a) Financial Statements of Business Acquired. Financial Statements
are not included herein and shall be filed on or before May 26,
1998.
b) Pro Forma Financial Information. Pro forma financial
information is not included herein and shall be filed on or
before May 26, 1998.
c) Exhibits.
Exhibit Reference
No.
2 Agreement and Plan of Merger dated Incorporated herein by
as of January 13, 1998, between MTI reference is Exhibit 2 to
Acquisition Corp. and Mobile Technology the Form 8-K filed by the
Inc. Company on January 14, 1998
4 Stockholders' Agreement dated as of Incorporated herein by
January 13, 1998 among MTI Acquisition reference is Exhibit 4 to
Corp. and certain shareholders of Mobile the Form 8-K filed by the
Technology Inc. Company on January 14, 1998
99.01 Press Release dated January 13, 1998 Incorporated herein by
reference is Exhibit 99 to
the Form 8-K filed by the
Company on January 14,
1998
99.02 Press Release dated March 12, 1998 Filed herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
ALLIANCE IMAGING, INC.
(Registrant)
Dated: March 27, 1998 By: /s/ Richard N. Zehner
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Name: Richard N. Zehner
Title: Chairman and Chief Executive
Officer