0000310056-17-000047.txt : 20171106 0000310056-17-000047.hdr.sgml : 20171106 20171106133445 ACCESSION NUMBER: 0000310056-17-000047 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171103 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171106 DATE AS OF CHANGE: 20171106 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: 171178992 BUSINESS ADDRESS: STREET 1: 135 FELL COURT CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 6319522288 MAIL ADDRESS: STREET 1: 135 FELL COURT CITY: HAUPPAUGE STATE: NY ZIP: 11788 8-K 1 a8-kforrightsofferingresul.htm 8-K Document


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): November 3, 2017

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.)

135 Fell Court, 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company o 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o 






Item 7.01. Regulation FD Disclosure.

On November 3, 2017, the Company issued a press release announcing the results of its rights offering. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.
Description
99.1
Press Release November 3, 2017








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: November 6, 2017


VICON INDUSTRIES, INC.
 
By: /s/ John M. Badke
John M. Badke
Chief Executive Officer and
Chief Financial Officer
 
 











EXHIBIT INDEX

Exhibit No.
Description
99.1












 EX-99.1 2 exhibit991-resultsofrights.htm EXHIBIT 99.1 Exhibit


EXHIBIT 99.1



VICON INDUSTRIES ANNOUNCES RESULTS OF RIGHTS OFFERING
HAUPPAUGE, N.Y. - November 3, 2017 - Vicon Industries, Inc. (NYSE American: VII), a global producer of video security solutions, today announced the results of its previously announced rights offering. The subscription period for the rights offering expired at 5:00 p.m. ET on November 2, 2017.
The Company received subscriptions and oversubscriptions from its existing shareholders for a total of 704,235 shares of its common stock, raising gross proceeds of approximately $282,000. The Company expects to close the rights offering on or about November 6, 2017.
Immediately following the closing of the rights offering, the Company expects to receive approximately $3.0 million of gross proceeds from NIL Funding Corporation under its backstop commitment under which NIL will purchase 7,500,000 shares of common stock from the Company.
Following the completion of the rights offering and the related backstop investment, the Company expects to have a total of 17,552,623 shares of its common stock outstanding and NIL and its affiliates are expected to hold approximately 45% of such outstanding common stock.
About Vicon
Vicon Industries, Inc. (NYSE American: VII) is a global producer of video management systems and system components for use in security, surveillance, safety and communication applications by a broad range of end users. Vicon’s product line consists of various elements of a video system, including video management software, recorders and storage devices and capture devices (cameras). Headquartered in Hauppauge, New York, the Company also has offices in Yavne, Israel and the United Kingdom. More information about Vicon, its products and services is available at www.vicon-security.com.
Special Note Regarding Forward-looking Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to our proposed fundraising activities. These forward-looking statements are based on management's current expectations and are subject to certain risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by such forward looking statements. All information in this press release is as of the date of the release and we undertake no duty to update this information unless required by law.