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U.S. 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): December 15, 1999
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Vital Images, Inc.
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(Exact name of registrant as specified in its charter)
Minnesota 0-22229 42-1321776
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
3100 West Lake Street, Suite 100
Minneapolis, Minnesota 55416
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (612) 915-8000
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Not applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events
On December 17, 1999, Vital Images, Inc. (the "Company") completed the
private placement of an aggregate of 1,650,000 units (the "Units"), each Unit
consisting of one share of the Company's common stock and a Redeemable Common
Stock Purchase Warrant for the purchase of one share of the Company's common
stock (the "Warrants"). The Warrants have an exercise price of $3.75 per share
and are exercisable for a period of five years. The Warrants are redeemable at a
redemption price of $.01 per share any time prior to their expiration; provided
that (i) the closing bid price for the Company's common stock exceeds $5.75 per
share for any 30 consecutive trading days prior to notice of redemption and (ii)
a registration statement covering the resale of the shares purchasable upon
exercise of the Warrants is effective on the date of such notice. As part of the
offering, the Company agreed to file a registration statement with the
Securities and Exchange Commission covering the resale of the shares of common
stock included in the Units and issuable upon exercise of the Warrants.
Gross proceeds from the sale of the Units were $5,362,500. After deducting
commissions and offering expenses, the Company will realize net proceeds of
approximately $4,700,000, which will be used for expansion of its sales staff,
additional research and development, increased marketing and promotional
expenses and general working capital. Following the sale of Units, the Company
has approximately 6,690,000 shares of common stock outstanding and approximately
3,450,000 shares of common stock reserved for issuance upon exercise of
outstanding options and warrants.
The Company engaged R.J. Steichen & Company (the "Agent") as its agent in
connection with the sale of the Units. The Company paid the Agent a commission
of eight percent (8%) of the gross proceeds from the sale of the Units and a
non-accountable expense allowance equal to two percent (2%) of the gross
proceeds. The Company also issued five-year warrants to the Agent for the
purchase of 163,651 shares of common stock at an exercise price of $3.25 per
share.
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.
Vital Images, Inc.
Date: December 27, 1999. By /s/ Douglas M. Pihl
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Douglas M. Pihl
President and Chief Executive Officer
