0000310056-11-000025.txt : 20111202 0000310056-11-000025.hdr.sgml : 20111202 20111202143218 ACCESSION NUMBER: 0000310056-11-000025 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111201 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111202 DATE AS OF CHANGE: 20111202 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-07939 FILM NUMBER: 111239866 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/A 1 a2011fourthquarterpressrel.htm 2011 FOURTH QUARTER PRESS RELEASE-1



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K/A

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 1, 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))


                     






EXPLANATORY NOTE
This filing amends the 8-K submission filed by the Registrant on December 2, 2011 to include Item 9.01 in the listing of Item numbers being reported under.


ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On December 1, 2011, the Registrant issued a press release announcing its financial results for its quarter and fiscal year ended September 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 December 1, 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: December 2, 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 December 1, 2011



EX-99.1 2 exhibit9912011fourthquarte.htm 2011 FOURTH QUARTER PRESS RELEASE EXHIBIT 99.1 2011 FOURTH QUARTER PRESS RELEASE


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


VICON REPORTS FOURTH QUARTER AND FISCAL YEAR 2011 RESULTS
HAUPPAUGE, NY, December 1, 2011 - Vicon Industries, Inc. (VII: NYSE-AMEX), a designer and producer of video security and surveillance systems, today reported operating results for the fourth fiscal quarter and year ended September 30, 2011. The announcement was made by Chairman and CEO Ken Darby, who said “fourth quarter revenues were the highest of all fiscal 2011 quarters and provides some positive momentum going into fiscal 2012”.

For the fourth quarter, net sales were $12.4 million, a 5% decrease compared with $13.1 million in the year ago period. A net loss was incurred of $779,000 ($.17 per share) compared with net income of $120,000 ($.03 per diluted share) for the same period last fiscal year.

For the 2011 fiscal year, net sales were $47.2 million, a 3% decline compared with $48.7 million for the prior fiscal year. A net loss was incurred totaling $11.460 million ($2.55 per share), which included $7.9 million or $1.75 per share of extraordinary charges relating to the settlement of a patent suit and the establishment of a deferred tax asset reserve, compared with a net loss of $1.250 million ($.28 per share) for the prior fiscal year.

Commenting on the fourth quarter and full year results, Mr. Darby said “fiscal 2011 was a difficult year in many respects starting with the long drawn-out patent litigation which was settled in July of this year. After more than eight years of litigation and U.S. Patent Office re-examinations, it was decided to mediate and settle the suit. The Company paid $5 million to settle the suit and incurred related legal fees in 2011 of $375,000. Since the litigation began in 2003, the Company paid nearly $2.4 million in legal and associated expenses. In addition, in 2011 we fully reserved our deferred tax assets of $2.5 million due to the uncertainty surrounding their recovery. These two issues alone impacted earnings by $7.9 million”.

From a sales perspective, fourth quarter sales were the highest of any quarter in fiscal 2011. While shipments were down slightly in 2011 versus 2010, new sales orders were identical for both fiscal years at $48.9 million. “Both Europe and the U.S., our primary markets, were and continue to be challenging environments for capital spending whether in the public or private sector”, said Mr. Darby.







Gross margins for the fourth fiscal quarter were similar to that of the full year at 38.7%. The margin decline for the quarter and full year reflects a highly competitive worldwide landscape which necessitated more aggressive pricing for certain projects.

Operating expenses on a comparative basis varied slightly in the fourth fiscal quarter and full fiscal year when the patent litigation expense and certain restructuring costs are excluded. “Recently we took steps to lower operating costs but not impact development plans given the continuing tough sales climate. Notwithstanding the difficulties of 2011, Vicon's financial position remains strong and our product offerings are some of the best in the industry. Two good positions to be in”, said Mr. Darby.

Vicon develops video management software and also designs, assembles and markets video cameras, network video servers/recorders, encoders and mass storage units. Vicon products are used in video system applications principally 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)








Table of Operations

Vicon Industries, Inc.
Condensed Statements of Operations

 
Three Months Ended
 
Year Ended
 
September 30,
 
September 30,
 
2011
2010
 
2011
2010
Net sales
$
12,427,000

$
13,116,000

 
$
47,182,000

$
48,681,000

Gross profit
4,815,000

5,590,000

 
18,203,000

20,498,000

Selling, general and administrative expense
4,073,000

4,007,000

 
16,441,000

16,869,000

Engineering and development expense
1,502,000

1,346,000

 
5,931,000

5,510,000

Patent litigation expense

51,000

 
5,375,000

51,000

Operating income (loss)
(760,000
)
186,000

 
(9,544,000
)
(1,932,000
)
Income (loss) before income taxes
(704,000
)
234,000

 
(9,322,000
)
(1,743,000
)
Income tax expense (benefit)
75,000

114,000

 
2,138,000

(493,000
)
Net income (loss)
$
(779,000
)
$
120,000

 
$
(11,460,000
)
$
(1,250,000
)
 
 
 
 
 
 
Earnings (loss) per share:
 
 
 
 
 
Basic
$(.17)
$.03
 
$(2.55)
$(.28)
Diluted
$(.17)
$.03
 
$(2.55)
$(.28)
 
 
 
 
 
 
Shares used in computing earnings (loss) per share:
 
 
 
 
 
Basic
4,500,000

4,502,000

 
4,489,000

4,536,000

Diluted
4,500,000

4,546,000

 
4,489,000

4,536,000