0000310056-11-000016.txt : 20110805 0000310056-11-000016.hdr.sgml : 20110805 20110805111022 ACCESSION NUMBER: 0000310056-11-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110805 DATE AS OF CHANGE: 20110805 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: 111012807 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 fiscal2011thirdquarterrele.htm FORM 8-K FISCAL 2011 THIRD QUARTER RELEASE



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): August 4, 2011

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 August 4, 2011, the Registrant issued a press release announcing its financial results for its quarter ended June 30, 2011. 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 August 4, 2011

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.

                                     




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: August 5, 2011

                                                                                              
                                    
VICON INDUSTRIES, INC.

                                    
By: /s/ John M. Badke
John M. Badke
Senior Vice President, Finance and
Chief Financial Officer

                                               

                                         

                                             






                                          
           
EXHIBIT INDEX

Exhibit            Description

99.1             Registrant's press release dated August 4, 2011


EX-99.1 2 exhibit991pressrelease.htm PRESS RELEASE EXHIBIT 99.1 PRESS RELEASE


EXHIBIT 99.1
FOR IMMEDIATE RELEASE
                                        
FOR FURTHER INFORMATION:
Investor Relations: Joan Wolf: 631-650-6201
BlissPR: John Bliss: 212-840-1661

VICON REPORTS THIRD QUARTER RESULTS

HAUPPAUGE, NY, August 4, 2011 - Vicon Industries, Inc. (VII: NYSE-AMEX), a designer and producer of video security and surveillance systems, today reported operating results for the third fiscal quarter ended June 30, 2011. The announcement was made by Chairman and CEO Ken Darby, who said with the patent litigation resolved, the Company can move forward free of the management distraction and financial uncertainty caused by the patent litigation.

Net sales for the third fiscal quarter were $11.0 million, a decrease of 16% compared with $13.1 million in the third quarter of the prior fiscal year. A net loss was incurred of $9.5 million ($2.12 per share), compared with net income of $17,000 ($.004 per diluted share) in the prior year quarter.

For the nine months, net sales were $34.8 million, a decrease of 2% compared with $35.6 million in the first nine months of the prior fiscal year. The net loss totaled $10.7 million ($2.38 per share), compared with a net loss of $1,370,000 ($.30 per share) in the prior year nine-month period.





Commenting on the third quarter results, Mr. Darby said the quarter was a very difficult period from many perspectives. After eight plus years of litigation and U.S. Patent Office re-examinations, it was decided to mediate and settle the patent suit. The Company agreed to pay $5 million in settlement cost and $125,000 in legal fees to put the matter behind us. Also in the quarter, we fully reserved our deferred tax assets of $2.5 million due to the uncertainty surrounding their recoverability. In addition, the Company incurred charges of approximately $300,000 principally relating to a single project warranty claim and certain staff reduction expenses. Weak revenues for the June quarter was the principal reason for the year-over-year decline in gross margins since most production overhead is fixed.

“Putting the litigation behind us was a major step in allowing the Company to move forward. We can now look at strategic options from a different perspective”, said Mr. Darby.

Vicon Industries, Inc. designs, engineers, assembles, and markets a wide range of video and access control systems and system components used for security, surveillance, safety, communication and process control 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)










Table of Operations

Vicon Industries, Inc.
Condensed Statements of Operations
(Unaudited)
                
            
 
Three Months Ended
 
Nine Months Ended
 
June 30,
 
June 30,
 
2011
2010
 
2011
2010
Net sales
$
10,951,000

$
13,091,000

 
$
34,755,000

$
35,565,000

Gross profit
3,876,000

5,597,000

 
13,387,000

14,908,000

Selling, general and administrative expense
4,223,000

4,162,000

 
12,368,000

12,861,000

Engineering and development expense
1,515,000

1,423,000

 
4,428,000

4,165,000

Patent litigation expense
5,125,000


 
5,375,000


Operating income (loss)
(6,987,000
)
12,000

 
(8,784,000
)
(2,118,000
)
Income (loss) before income taxes
(6,966,000
)
51,000

 
(8,618,000
)
(1,977,000
)
Income tax expense (benefit)
2,548,000

34,000

 
2,063,000

(607,000
)
Net income (loss)
$
(9,514,000
)
$
17,000

 
$
(10,681,000
)
$
(1,370,000
)
 
 
 
 
 
 
Earnings (loss) per share:
 
 
 
 
 
Basic
$
(2.12
)
$

 
$
(2.38
)
$
(.30
)
Diluted
$
(2.12
)
$

 
$
(2.38
)
$
(.30
)
 
 
 
 
 
 
Shares used in computing earnings (loss) per share:
 
 
 
 
 
Basic
4,497,000

4,517,000

 
4,486,000

4,547,000

Diluted
4,497,000

4,568,000

 
4,486,000

4,547,000