-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QiNlPl5WYuIqPF/izVmX+lznyYNnoOjfcBXc4M3SSzP3V2zMrcadaiDsbdPvA3LE IIIlmn4BfNuDfU4fpQ6oEA== 0001144204-05-041567.txt : 20051230 0001144204-05-041567.hdr.sgml : 20051230 20051230120428 ACCESSION NUMBER: 0001144204-05-041567 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051227 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051230 DATE AS OF CHANGE: 20051230 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VENDINGDATA CORP CENTRAL INDEX KEY: 0001004673 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 911696010 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32161 FILM NUMBER: 051293449 BUSINESS ADDRESS: STREET 1: 6830 SPENCER STREET CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 7027337195 MAIL ADDRESS: STREET 1: 6830 SPENCER STREET CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER COMPANY: FORMER CONFORMED NAME: CVI TECHNOLOGY INC DATE OF NAME CHANGE: 20000508 FORMER COMPANY: FORMER CONFORMED NAME: CASINOVATIONS INC DATE OF NAME CHANGE: 19970710 8-K 1 v032386_8k.txt ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 27, 2005 ----------------- VENDINGDATA CORPORATION (Exact Name of Registrant as Specified in Its Charter) ----------------- Nevada 001-32161 91-1696010 (State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer Incorporation) Identification Number) 6830 Spencer Street Las Vegas, Nevada 89119 (Address of principal executive offices) (702) 733-7195 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 240.14d-2(b) |_| 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) ================================================================================ Item 7.01 Regulation FD Disclosure On December 27, 2005, the United States Court of Appeals for the Federal Circuit issued a final ruling regarding our Notice of Appeal in the infringement action brought against us by Shuffle Master, Inc. in the United States District Court, District of Nevada (Case NO. CV-S-04-1373-JCM-LRL) on October 5, 2004. The Notice of Appeal related to the order issued by the United States District Court granting Shuffle Master's motion for a preliminary injunction preventing us from selling our PokerOne(TM) Shuffler. In its ruling the Court of Appeals reversed the order of the District Court and overturned the preliminary injunction. In addition, the Court of Appeals expressly concluded that under our claim construction, our PokerOne(TM) Shuffler does not infringe on Shuffle Master's patent for its shuffler product. The Court of Appeal's decision permits us to seek damages from Shuffle Master for the period we were wrongfully enjoined. We intend to pursue all available remedies against Shuffle Master relating to this matter. This disclosure contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties more fully described in the attached press release filed as Exhibit 99.1 to this Current Report, and actual circumstances, events or results may differ materially from those projected in such forward-looking statements. We caution readers not to place any undue reliance on any forward-looking statements. We do not undertake, and specifically disclaim any obligation, to update or revise such statements to reflect new circumstances or unanticipated events as they occur. The information contained in this Item 7.01, including the information set forth in the attached press release filed as Exhibit 99.1 to, and incorporated in, this Current Report, is being "furnished" and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. The information contained in this Item 7.01, including the information in Exhibit 99.1 furnished pursuant to this Item 7.01 shall not be incorporated by reference into any registration statement or other documents pursuant to the Securities Act or into any filing or other document pursuant to the Exchange Act except as otherwise expressly stated in any such filing. Item 9.01 Financial Statements and Exhibits (c) The following exhibits are filed as exhibits to this Current Report on Form 8-K: Exhibit No. Description ----------- ----------- 99.1 Press Release dated December 28, 2005 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. VENDINGDATA CORPORATION Dated: December 29, 2005 /s/ Mark R. Newburg ------------------------------------- Mark R. Newburg, President and Chief Executive Officer EX-99.1 2 v032386_ex99-1.txt Exhibit 99.1 Press Release Source: VendingData Corporation Federal Circuit Court of Appeals Grants VendingData(TM) Corporation's Appeal and Vacates Preliminary Injunction Order Wednesday December 28, 3:24 pm ET LAS VEGAS, Dec. 28 /PRNewswire-FirstCall/ -- VendingData(TM) Corporation (Amex: VNX - News), announced today that the United States Federal Circuit Court of Appeals yesterday granted its appeal and formally vacated an order previously obtained by Shuffle Master, Inc. to preliminarily enjoin VendingData(TM) from selling its PokerOne(TM) shuffling and dealing machine. The order was originally issued by the United States District Court, District of Nevada, on November 30, 2004. However, on March 4, 2005 VendingData(TM) convinced the Federal Circuit to stay the order pending appeal. The Federal Circuit's decision yesterday finally disposes of the injunction and opens the door for VendingData to seek damages from Shuffle Master for the period it was wrongfully enjoined. The Court of Appeals remanded the case to the District Court for further proceedings consistent with the Court of Appeals decision. VendingData(TM) intends to pursue its remedies against Shuffle Master, Inc. arising from its wrongful use of the judicial system to impede competition in the market for automatic card shuffler and dealing machines. The preliminary injunction arose from a lawsuit filed by Shuffle Master on October 5, 2004 in District Court (Case No. CV-S-04-1373-JCM-LRL) claiming that the use, importation and offering for sale of VendingData(TM)'s PokerOne(TM) shuffler infringed Shuffle Master's United States Patent No. 6,655,684. VendingData(TM) responded by denying Shuffle Master's claim of patent infringement and requesting that the Court enter a declaratory judgment of non-infringement. On November 30, 2004, however, the District Court granted Shuffle Master's Motion for Preliminary Injunction, prohibiting VendingData(TM) from selling its PokerOne(TM) shuffler in the United States Pending the lawsuit. On March 4, 2005, VendingData(TM) was granted a stay decision pending final disposition in the Federal Circuit Court of Appeals. Yesterday the Court of Appeals held that the District Court erred in failing to properly construe Shuffle Master's patent claims before preliminarily enjoining VendingData(TM) and on this basis vacated the order. However, the Court also commented on the merits of Shuffle Master's underlying action. After reviewing VendingData(TM)'s proposed construction of the Shuffle Master's patent claims, the Court of Appeals concluded that it "does not appear likely" that VendingData(TM)'s PokerOne(TM) shuffler infringes Shuffle Master's patent. Recently, a Magistrate Judge appointed by the District Court to conduct a Markman hearing to determine the proper construction of Shuffle Master's patent claims recommended that the Court adopt the interpretation urged by VendingData(TM). The District Court's decision on that matter is still pending. About VendingData(TM) Corporation VendingData(TM) Corporation is a Las Vegas-based developer, manufacturer and distributor of innovative products for the gaming industry. The company's products include the Deck Checker(TM), PokerOne(TM) and Random Ejection Shuffler(TM) lines, which are installed in various casinos throughout the United States. VendingData(TM)'s newest innovative products include the ChipWasher(TM) and high-frequency RFID Casino Chips. The company's customers include mega-gaming corporations such as Caesars Entertainment, MGM Mirage, Station Casinos, and Boyd Gaming as well as major casinos such as The Venetian, Foxwoods Resort Casino and the world's largest poker room, Commerce Casino. International customers include casinos in Argentina, China, Columbia, Korea, Macau, Malaysia, Peru, United Kingdom, and Uruguay. Visit the VendingData Web site at http://www.vendingdata.com. This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties, and actual circumstances, events or results may differ materially from those projected in such forward-looking statements. Factors that could cause or contribute to differences include, but are not limited to, adverse rulings or other developments in pending or future litigation; impact of shuffler sales based on limitations imposed by the preliminary injunction; the Company's current and projected working capital requirements; the Company's ability to obtain additional capital as and when needed; the success of the transition of the Company's manufacturing and assembly to China; changes in the level of consumer or commercial acceptance of the Company's existing products and new products as introduced; competitive advances; acceleration and/or deceleration of various product development and roll out schedules; higher than expected manufacturing, service, selling, administrative, product development and/or roll out costs; current and future litigation; regulatory and jurisdictional issues involving VendingData(TM) Corporation or its products specifically, and for the gaming industry in general; general and casino industry economic conditions; the financial health of the Company's casino and distributor customers both nationally and. For a discussion of these and other factors, which may cause actual events or results to differ from those projected, please refer to the Company's most recent annual report on Form 10-KSB and quarterly reports on Form 10-QSB, as well as other subsequent filings with the Securities and Exchange Commission. The Company cautions readers not to place undue reliance on any forward-looking statements. The Company does not undertake, and specifically disclaims any obligation, to update or revise such statements to reflect new circumstances or unanticipated events as they occur Contact: Michelle Glenn VP Marketing VendingData(TM) Corporation 702-733-7195 mglenn@vendingdata.com or Yvonne L. Zappulla Managing Director Wall Street Investor Relations Corp. 212-681-4108 Yvonne@WallStreetIR.com ________________________________ Source: VendingData Corporation -----END PRIVACY-ENHANCED MESSAGE-----