SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
April 15, 2004
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Date of Report (Date of earliest event reported)
VIKING SYSTEMS, INC.
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(Name of Small Business Issuer as specified in its charter)
Nevada 86-0913802
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(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification No.)
SEC File Number 000-49636
7514 Girard Ave, Suite 1509, La Jolla, CA 92037
(Address of principal executive offices)
Registrant's telephone no., including area code: (858) 456-6608
In this current report references to "Viking," "we," "us," and "our" refer to
Viking Systems, Inc.
FORWARD LOOKING STATEMENTS
This current report contains certain forward-looking statements and any
statements contained in this current report that are not statements of
historical fact may be deemed to be forward-looking statements. Without limiting
the foregoing, words such as "may," "will," "expect," "believe," "anticipate,"
"estimate" or "continue" or comparable terminology are intended to identify
forward-looking statements. These statements by their nature involve substantial
risks and uncertainties, and actual results may differ materially depending on a
variety of factors, many of which are not within Viking's control. These factors
include, but are not limited to, economic conditions generally and in the
markets in which Viking may participate, competition within Viking's markets and
failure by Viking to successfully develop business relationships.
ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a)-(b) Financial Statements of Business Acquired and Pro Forma Financial
Information. This Form 8-K/A amends our amended Current Report on Form 8-K/A
filed June 9, 2004. That amended Current Report related to our acquisition on
April 15, 2004 of substantially all of the assets of the visualization business
operations of Vista Medical Technologies, Inc., a Delaware corporation. That
amended Current Report intended to provide the financial information required to
be provided with that current report, as provided in Item 7(a) and Item 7(b) of
Form 8-K.
However, the amended Current Report filed June 9,2004 failed to include a
"signed" audit report on the Vista Medical Technologies Visualization Business
Segment. Such failure was an oversight. Attached to this amended Curent Report
are the same audited and pro forma financial information that were filed on June
9, 2004, together with a signed audit report. There are no changes to the
audited financial statements or to the pro forma financial statements except for
the inclusion of the signed audit report.
The following audited financial information is filed as Exhibit 99.1 and
incorporated herein by reference:
(i) Report of Independent Auditors for the Vista Medical Technologies
Visualization Business Segment, a segment of Vista Medical Technologies, Inc.
(ii) Balance Sheet at December 31, 2003 and 2002
(iii) Statement of Operations for the years ended December 31, 2003 and
2002
(iv) Statement of Equity for the years ended December 31, 2003 and 2002
(v) Statements of Cash Flows for the years ended December 31, 2003 and 2002
(vi) Notes to Financial Statements
The following unaudited pro forma financial information for the Vista
Medical Technologies Visualization Business Segment, a segment of Vista Medical
Technologies, Inc. is filed as Exhibit 99.2 and incorporated herein by
reference:
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(i) Unaudited Pro forma Condensed Combined Balance Sheet at March 31, 2004
(ii) Unaudited Pro forma Condensed Combined Statements of Operations for
the year ended December 31, 2003
(iii) Unaudited Pro forma Condensed Combined Statement of Operations for
the year ended December 31, 2003
(iv) Notes to Unaudited Pro forma Combined Condensed Financial Statements
(c) Exhibits.
99.1 Audited Financial Statements of Vista Medical Technologies
Visualization Business Segment, a segment of Vista Medical Technologies, Inc. as
of and for the years ended December 31, 2003 and 2002
99.2 Unaudited Pro forma Combined Condensed Financial Statements as of and
for the period ended March 31, 2004 and the year ended December 31, 2003.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated: June 30, 2004 VIKING SYSTEMS, INC.
By /s/ Thomas B. Marsh
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Thomas B. Marsh,
President/Chairman of the Board
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