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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported)
August 23, 1996
VIDEOLAN TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
333-06449 61-1283466
(Commission File Number) (I.R.S. Employee Identification No.)
100 Mallard Creek Road, Suite 250
Louisville, Kentucky 40207
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (502) 895-4858
Not Applicable.
(Former name or former address,
if changed since last report)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
On August 23, 1996, VideoLan Technologies, Inc. mailed a letter to its
shareholders to update the shareholders on the current status of certain
matters relating to the Company. The text of the letter is included as Exhibit
99 to this report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements of business acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit 99 -- Letter to Shareholders dated August 23, 1996.
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on behalf by the
undersigned thereunto duly authorized.
VIDEOLAN TECHNOLOGIES, INC.
By: /s/ Ted Ralston
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Ted Ralston
Chief Executive Officer
Dated: August 23, 1996
2
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[LOGO]
LOUISVILLE, KY., August 23, 1996
VIDEOLAN TECHNOLOGIES, INC.
Nasdaq Symbols
Common Stock - VLNT
Warrants - VLNTW
Dear Fellow Investor:
There have been new and exciting developments at VideoLan Technologies,
Inc. We would like to take this opportunity to bring you this business update.
FINANCE
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VideoLan Technologies, Inc. announces it has received a commitment for up to $5
million in financing. The offering will involve the sale of shares to be sold
on a "best efforts" basis for a 60 day period pursuant to an exemption from the
Securities Act of 1933 (the "Act"). The shares offered by the Company will not
be registered under the Act and may not be subsequently offered or sold by the
purchaser in the United States absent a registration or an applicable
exemption from the Act. Management believes the offering will not significantly
dilute the outstanding shares and should not impact its recent stock prices.
VideoLan expects to receive the initial funding under the offering within the
next 45 days, well ahead of foreseen cash requirements.
PRODUCT SHIPPING AND REVENUES
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VideoLan has started shipping its VL2000 product line in fulfillment of
purchase orders and contracts. The company expects an orderly ramp up in our
product output, revenues, development of new sales channels, and business
relationships during the third quarter.
STOCK REGISTRATION
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The company has received many inquiries from shareholders regarding the
recently filed registration of its Stock Option Plan, and wishes to clarify
the facts. The shares that were registered were shares eligible to be granted
under VideoLan's entire Stock Option Plan. Most of the options that have
already been granted to date, vest over a three year period. Additionally, only
a small percentage of options can be exercised and sold into the market over
the next 12 months and those are subject to tight volume limitations on resale.
Other questions received pertain to Rule 144 stock filings by initial
investors in the company. After discussions with these individuals, several
investors having large blocks of stock currently eligible for sale have agreed
to enter into voluntary long term lock-up agreements, which will limit the
amount of stock going into the market when eligible to sell.
VideoLan Technologies, Inc., is the developer for the VL2000 Desktop Video
Conferencing and Video Distribution System. Based in Louisville, Kentucky, the
company's mission is to develop and market additional broadband services
products, primarily for corporate and telecommunications company markets.
For information, contract Steve Rothenberg at (502) 895-4858.
Sincerely,
/s/ Ted Ralston
Ted Ralston
Chairman of the Board of Directors
TR:jb
