SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 29, 2001
Date of Report (Date of earliest event reported)
STRATFORD AMERICAN CORPORATION
(Exact Name of Registrant as Specified in Charter)
Arizona 000-17078 86-0608035
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
2400 E. Arizona Biltmore Circle,
Building 2, Suite 1270,
Phoenix, Arizona 85064
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (602) 956-7809
Former Name or Former Address, if Changed Since Last Report: Not Applicable
PURPOSE OF THIS AMENDMENT
On May 2, 2001, the registrant filed its Form 8-K for the acquisition of
100% of the issued and outstanding capital stock of SA Oil and Gas Corporation
("SA Oil"). Financial information required under Item 7 was not available at the
time of the filing. This purpose of this amendment is to include the required
audited financial statements and unaudited pro forma information.
ITEM 2. ACQUISITION OF ASSETS.
On April 19, 2001, Stratford American Corporation (the "Company") closed
the previously announced transaction to purchase 100% of the issued and
outstanding capital stock of SA Oil as described in the Company's Form 8-K filed
on May 2, 2001.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED
The following audited financial statements of SA Oil, together with the
independent auditors' report of KPMG LLP, as of May 10, 2001 are attached as
Exhibit 99.2 to this Current Report on Form 8-K and are incorporated by
reference:
Audited Financial Statements of SA Oil and Gas Corporation for the Years
Ended December 31, 2000 and 1999
(b) PRO FORMA FINANCIAL INFORMATION
The following unaudited pro forma combined financial statements of the
Company and SA Oil appear as Exhibit 99.3 to this Current Report on Form 8-K and
are incorporated by reference:
Unaudited Pro Forma Condensed Combined Statement of Operations for the
Year Ended December 31, 2000
Unaudited Pro Forma Condensed Combined Statement of Operations for the
Three Months Ended March 31, 2001
Unaudited Pro Forma Condensed Combined Balance Sheet as of March 31,
2001
(c) EXHIBITS
23 Consent of KPMG LLP
99.2 Audited Financial Statements of SA Oil and Gas Corporation
for the Years Ended December 31, 2000 and 1999
99.3 Unaudited Pro Forma Condensed Combined Statement of
Operations for the Year Ended December 31, 2000
Unaudited Pro Forma Condensed Combined Statement of
Operations for the Three Months Ended March 31, 2001
Unaudited Pro Forma Condensed Combined Balance Sheet as of
March 31, 2001
Unaudited Notes to Unaudited Pro Forma Condensed Combined
Financial Statements
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.
Date: June 29, 2001. STRATFORD AMERICAN CORPORATION
By: /s/ Daniel E. Matthews
------------------------------------
Daniel E. Matthews, Controller,
Secretary and Treasurer
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
23 Consent of KPMG LLP
99.2 Audited Financial Statements of SA Oil and Gas Corporation for
the Years Ended December 31, 2000 and 1999
99.3 Unaudited Pro Forma Condensed Combined Statement of Operations
for the Year Ended December 31, 2000
Unaudited Pro Forma Condensed Combined Statement of Operations
for the Three Months Ended March 31, 2001
Unaudited Pro Forma Condensed Combined Balance Sheet as of March
31, 2001
Unaudited Notes to Unaudited Pro Forma Condensed Combined
Financial Statements