-----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, DCxxN1I9QhDZFqFVQRDkZUM2I0RksoqF1hVgNwZGpju3OQB97s5nABe7+mWoXsLw pymikU3WXmq8pES4r+PJTg== 0000310056-06-000012.txt : 20061208 0000310056-06-000012.hdr.sgml : 20061208 20061208165030 ACCESSION NUMBER: 0000310056-06-000012 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060930 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061208 DATE AS OF CHANGE: 20061208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VICON INDUSTRIES INC /NY/ CENTRAL INDEX KEY: 0000310056 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 112160665 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07939 FILM NUMBER: 061266237 BUSINESS ADDRESS: STREET 1: 89 ARKAY DR CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 5169522288 MAIL ADDRESS: STREET 1: 89 ARKAY DR CITY: HAUPPAUGE STATE: NY ZIP: 11788 8-K 1 f8k_120806.txt UNITED STATES 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 8, 2006 VICON INDUSTRIES, INC. (Exact name of registrant as specified in its charter) New York 1-7939 11-2160665 (State of Incorporation or (Commission File Number) (IRS Employer Organization) Identification No.) 89 Arkay Drive, Hauppauge, New York 11788 (Address of Principal Executive Offices) (Zip Code) (631) 952-2288 (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)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On December 8, 2006, the Registrant issued a press release announcing its financial results for its quarter and fiscal year ended September 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits The following exhibit is furnished as part of this report: 99.1 Registrant's Press Release dated December 8, 2006 The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 and shall not be deemed to be "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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act. 2 =============================================================================== SIGNATURE 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. Dated: December 8, 2006 VICON INDUSTRIES, INC. (Registrant) By: /s/ John M. Badke ----------------- John M. Badke Senior Vice President, Finance and Chief Financial Officer 3 ============================================================================== EXHIBIT INDEX - ------------- Exhibit Description - ------- ----------- 99.1 Registrant's press release dated December 8, 2006. EX-99 2 f8k_ex99-1.txt EXHIBIT 99.1 VICON INDUSTRIES INC. CORPORATE HEADQUARTERS 89 ARKAY DRIVE HAUPPAUGE, NEW YORK 11788 631-952-2288 FOR IMMEDIATE RELEASE --------------------- FOR FURTHER INFORMATION: Vicon Industries: Joan Wolf 631/952-2288 Bliss, Gouverneur & Associates: John Bliss 212/840-1661 VICON REPORTS FOURTH QUARTER AND FISCAL YEAR 2006 RESULTS HAUPPAUGE, NY, December 8, 2006 - Vicon Industries, Inc. (Amex: VII), a leading designer and producer of video security and surveillance systems, today reported operating results for the fourth quarter and year ended September 30, 2006. The announcement was made by Chairman and CEO Ken Darby, who said fourth quarter and full year operating performance improved significantly over the prior year. For the fourth quarter, net sales were $15.1 million, an 11% increase, compared with $13.7 million in the year ago period. Net income was $117,000 ($.03 per share) compared with a net loss of $427,000 ($.09 per share) for the same period last fiscal year. For the 2006 fiscal year, net sales were $56.3 million, compared with $56.1 million for the prior fiscal year. A net loss of $547,000 ($.12 per share) was incurred compared with a net loss of $2,885,000 ($.63 per share) for the prior fiscal year. Page 2 Vicon Results Commenting on the fourth quarter results, Mr. Darby said U.S. sales grew 7% to $8.0 million while foreign revenues grew 15% to $7.1 million. For the year, U.S. revenues were up 4% to $30.3 million while foreign sales dipped 4% to $26.0 million. Overall, the U.S., Europe (excluding Germany), Middle East and Africa (EMEA) sales units showed improvement while the German and Export segments underperformed. Mr. Darby noted that business in Vicon's principal markets of the U.S. and EMEA continued to grow as evidenced by $16 million of new orders in the fourth quarter compared with $14.6 million for the year ago period. The industry transition to digital systems continued in fiscal 2006 as the ViconNet(TM) family of digital products accounted for $17 million, or 30% of revenue in fiscal year 2006 compared with $14.6 million or 26% of revenue in 2005. "ViconNet(TM) and Surveyor(TM), Vicon's flagship camera dome systems, made excellent market inroads in 2006 due to their reliability and exceptional performance", said Mr. Darby. Gross margins improved 2% in the quarter and for the full year primarily as a result of lower production costs of certain digital video products. Operating costs increased approximately $206,000 for the quarter. However, for the full year they decreased $1.5 million as the Company reduced expenses principally within the general and administrative areas. Page 3 Vicon Results Mr. Darby said there was no change in the status of the patent litigation from that reported in the previous quarter. "We continue to wait for a response by the U.S.Patent and Trademark Office (PTO) to the plaintiff's appeal of the PTO's April, 2006 non-final office action. In that action, all of the claims in the plaintiff's patent asserted against Vicon were rejected", said Mr. Darby. Looking ahead, Mr. Darby said Vicon plans a Spring 2007 introduction of the next generation ViconNet(TM) video management software application which will support a hybrid of both analogue and digital (A/D) video systems. In addition, 2007 will also feature a new line of IP (internet protocol) cameras, new network encoders and decoders, a new mid-size Nova(TM) matrix switcher and a new A/D operator control console. "With these new Vicon engineered products, our customers can configure a state of the art video system using analogue or digital technology in a seamless fashion", said Mr. Darby. Vicon Industries, Inc. designs, manufactures, assembles and markets a wide range of video systems and system components used for security, surveillance, safety and communication purposes by a broad group of end users worldwide. This news release contains forward-looking statements that involve risks and uncertainties. Statements that are not historical facts, including statements about the adequacy of reserves, estimated costs, Company intentions, probabilities, beliefs, prospects and strategies and its expectations about expansion into new markets, growth in existing markets, enhanced operating margins or growth in its business, are forward-looking statements that involve risks and uncertainties. Actual results and events may differ significantly from those discussed in the forward-looking statements and the Company undertakes no obligation to publicly update or revise any forward-looking statements. (Table of Operations Attached) Page 4
Table of Operations Vicon Industries, Inc. Condensed Statements of Operations Three Months Ended September 30, Year Ended September 30, 2006 2005 2006 2005 ---- ---- ---- ---- Net sales $15,123,000 $13,681,000 $56,279,000 $56,056,000 Gross profit 5,966,000 5,101,000 22,094,000 20,996,000 Operating income (loss) 265,000 (395,000) (367,000) (2,931,000) Income (loss) before income taxes 267,000 (410,000) (397,000) (3,069,000) Income tax expense 150,000 17,000 150,000 27,000 Income (loss) before extraordinary gain 117,000 (427,000) (547,000) (3,096,000) Extraordinary gain - - - 211,000 ------------- -------------- ------------- ------------- Net income (loss) $ 117,000 $ (427,000) $ (547,000) $(2,885,000) ============= ============== ============= ============= Basic and diluted earnings (loss) per share: - ------------------------------------------- Earnings (loss) before extraordinary gain $ .03 $ (.09) $ (.12) $ (.68) Extraordinary gain $ - - - .05 ------------- ------------- ------------- ------------- Earnings (loss) per share $ .03 $ (.09) $ (.12) $ (.63) ============= ============= ============= ============= Shares used in computing earnings (loss) per share: Basic 4,573,000 4,570,000 4,572,000 4,567,000 Diluted 4,685,000 4,570,000 4,572,000 4,567,000
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