PROJECTAVISION INC
8-K, 1999-07-28
PATENT OWNERS & LESSORS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT


                       PURSUANT TO SECTION 13 OR 15(D) OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934

                          Date of Report: July 27, 1999

                        (Date of earliest event reported)



                        VIDIKRON TECHNOLOGIES GROUP, INC.

     ----------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Delaware                      34-19218                13-3499909
- ----------------------------    ------------------------  ----------------------
(State or other jurisdiction    (Commission File Number)     (IRS Employer
     of incorporation)                                    Identification Number)

One Evertrust Plaza, 11st Floor, Jersey City, New Jersey            07302
- --------------------------------------------------------          ----------
(Address of principal executive offices)                          (Zip Code)

Registrant's telephone number, including area code: (201) 938-0099
<PAGE>

Item 5.     Other Events

            On July 27, 1999, the Registrant  issued a press release,  a copy of
which is attached hereto as Exhibit 99.1,  announcing PNC Bank action  regarding
the Registrant's U.S. operating subsidiary and Registrant's following steps.

Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits

            (c)   Exhibits.

                  99.1 Press release of the Registrant, dated July 27, 1999.
<PAGE>

            Pursuant to the requirements of the Securities Exchange Act of 1934,
as  amended,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned herewith duly authorized.

Date: July 28, 1999                    VIDIKRON TECHNOLOGIES GROUP, INC.
                                       (Registrant)

                                            By: /s/ Phillip Siegel
                                                --------------------------------
                                                Phillip Siegel
                                                Chairman and CEO
<PAGE>

                                  EXHIBIT INDEX

Exhibit

99.1   Press release of the Registrant, dated July 27, 1999.




              VIDIKRON TECHNOLOGIES GROUP ANNOUNCES PNC BANK ACTION

JERSEY  CITY,  NJ,  JULY 27,  1999 -  Vidikron  Technologies  Group,  Inc.  (the
"Company")  (Nasdaq:  VIDI)  announced  that PNC Bank has exercised its right of
setoff against all of Vidikron of America, Inc.'s ("Vidikron" the Company's U.S.
operating subsidiary) funds in accounts maintained at the Bank and has commenced
sending letters to all of Vidikron's  customers notifying them to remit payments
directly to the Bank.

Vidikron's  agreement  with PNC Bank  requires  that  Vidikron  maintain all its
accounts and deposits with the Bank. As a result of these actions,  the Company,
and its  Vidikron  subsidiary,  may find it necessary  to seek  protection  from
creditors under Chapter 11 of the Bankruptcy Code.

The Company has initiated a number of actions to avoid a bankruptcy  filing.  It
is  negotiating  for an infusion of new  capital and the  conversion  of certain
indebtedness  into equity,  as well as a change in terms of certain  outstanding
securities. In that respect, the Company has signed non-binding term sheets with
certain of its creditors and security  holders.  There can be no assurance  that
Vidikron  will avoid a  bankruptcy  proceeding,  nor can the outcome of any such
proceeding on the Company's security holders be predicted.

Vidikron Technologies Group, Inc. is in the business of developing and marketing
technological  innovations  in the  high-end  home  theater  industry  under its
premier  Vidikron  brand.  The  company  distributes  its  products  in  over 46
countries worldwide.

The  foregoing  press release  contains  forward-looking  statements,  including
statements  regarding,  among other things,  the Company's  expectations  of its
future  business.  These  forward-looking  statements  are based  largely on the
Company's  expectations and are subject to a number of risks and  uncertainties,
certain of which are beyond the Company's  control.  Actual results could differ
materially  from these  forward-looking  statements  as a result of a variety of
factors.  In light of these risks and  uncertainties,  there can be no assurance
that the forward-looking statements contained in this press release will in fact
transpire or prove to be accurate.



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