SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): MARCH 6, 2000
SMARTDISK CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
000-27257 65-0733580
(Commission File Number) (I.R.S. Employer Identification No.)
3506 MERCANTILE AVENUE
NAPLES, FLORIDA 34104
(Address of principal executive offices) (Zip Code)
(941) 436-2500
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Page 1
EXPLANATORY NOTE
This current report on Form 8-K/A amends and supplements a current
report on Form 8-K filed by SmartDisk Corporation, a Delaware corporation (the
"Company"), on March 21, 2000 in connection with the acquisition on March 6,
2000 of VST Technologies, Inc., a Delaware corporation ("VST"), by the statutory
merger of VST with and into a wholly owned subsidiary of the Company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Business Acquired.
The audited financial statements of VST as of, and for the
three years ended, December 31, 1999 are attached hereto as Exhibit 99.1 and are
incorporated herein by reference.
(b) Pro Forma Financial Information.
The unaudited pro forma combined condensed balance sheet of
the Company as of December 31, 1999 and the unaudited pro forma combined
condensed statement of operations for the Company for the year ended December
31, 1999 are attached hereto as Exhibit 99.2 and are incorporated herein by
reference.
(c) Exhibits.
2 Agreement and Plan of Merger dated as of February 23,
2000.(1)
23.2 Consent of Arthur Andersen LLP with respect to the
Financial Statements of VST.
99.1 Financial Statements of VST listed in Item 7(a)
above.
99.2 Pro Forma Combined Condensed Financial Statements of
the Company listed in Item 7(b) above.
---------------
(1) Previously filed by the Company in its Current Report
on Form 8-K as filed with the Securities and Exchange
Commission on March 21, 2000.
Page 2
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.
SMARTDISK CORPORATION
Date: May 11, 2000 By: /s/ Michael R. Mattingly
------------------------------
Michael R. Mattingly
Chief Financial Officer
Page 3
INDEX TO EXHIBITS
EXHIBIT NO. EXHIBIT TITLE
- ----------- -------------
23.2 Consent of Arthur Andersen LLP dated as of May 8, 2000.
99.1 Financial Statements of VST Technologies, Inc.
99.2 Pro Forma Combined Condensed Financial Statements of
SmartDisk Corporation.
Page 4