UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of the earliest event reported):
January 26, 2007 (NOVEMBER 15, 2006)
RADNET, INC.
(Exact Name of Registrant as Specified in Its Charter)
NEW YORK 0-19019 13-3326724
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1510 COTNER AVENUE
LOS ANGELES, CALIFORNIA 90025
(Address of Principal Executive Offices) (Zip Code)
(310) 478-7808
(Registrant's Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
This Amendment No. 1 to Form 8-K is filed as an amendment to the
Current Report on Form 8-K (File No. 0-19019) filed by RadNet, Inc., formerly
Primedex Health Systems, Inc. ("RadNet"), under Items 2.01, 5.03, 8.01 and 9.01
on November 16, 2006 (the "Initial Form 8-K"). The information included in Items
2.01, 5.03 and 8.01 of the Initial Form 8-K is incorporated herein by reference.
This Amendment No. 1 is being filed to include in the Initial Form 8-K
the financial statements and pro forma information described under Item 9.01
within the 71 calendar days that RadNet stated it would file this information in
the Initial Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED
The audited consolidated balance sheets of Radiologix, Inc.
("Radiologix") as of December 31, 2005 and 2004 and the related audited
consolidated statement of operations, stockholders' equity and cash
flows for the years ended December 31, 2005, 2004 and 2003 and the
notes and independent registered public accounting firm's report
related thereto (incorporated by reference to the joint proxy
statement/prospectus, dated October 20, 2006, included in RadNet's Form
S-4 (File No. 333-136800) filed with the SEC pursuant to Rule 424(b) on
October 18, 2006).
The unaudited consolidated balance sheets of Radiologix as of
June 30, 2006 and the related unaudited consolidated statement of
operations and cash flows for the six months ended June 30, 2006 and
2005 and the notes related thereto (incorporated by reference to the
joint proxy statement/prospectus dated October 20, 2006, included in
RadNet's Form S-4 (File No. 333-136800) filed with the SEC pursuant to
Rule 424(b) on October 18, 2006).
(b) PRO FORMA FINANCIAL INFORMATION
The unaudited pro forma condensed combined balance sheet of
RadNet as of July 31, 2006 and the unaudited pro forma condensed
combined statement of operations for the twelve months ended October
31, 2005 and the nine months ended July 31, 2006 and the notes related
thereto are attached hereto as Exhibit 99.1 and are incorporated herein
by reference.
(d) EXHIBITS
EXHIBIT NUMBER DESCRIPTION OF EXHIBITS
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99.1 Unaudited pro forma financial information of RadNet.
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.
January 26, 2007 RADNET, INC.
/s/ Howard G. Berger, M.D.
Howard G. Berger, M.D.
PRESIDENT AND CHIEF EXECUTIVE OFFICER
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
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99.1 Unaudited pro forma financial information of RadNet, Inc.,
formerly Primedex Health Systems, Inc.