Vislink Technologies, Inc. — fact timeline

Vislink Technologies, Inc. reported the first quarter ended March 31, 2024 results: revenue $8.6 million, net income $(0.9) million, or $(0.39) per share, EPS $(0.39) per share.

“date stated herein. --- EX-99.1 () --- EX-99.1 2 ex99-1.htm Exhibit 99.1 Vislink Reports First Quarter 2024 Financial and Operational Results Total Revenue Increased 20% to $8.6 Million Driven by Surge in Sales to MilGov Customers New Product Sales and Enhanced Operating Efficiency Fuel Significant Profitability Improvements Mt. Olive, NJ — May 15, 2024 —”

Vislink Technologies, Inc. reported the full year ended December 31, 2023 results: revenue $27.5 million, net income $(9.1) million, EPS $(3.83) per share.

“Full Year 2023 Financial Results ● Revenue was $27.5 million, compared to $28.1 million in 2022. The change in revenue was a result of product line streamlining efforts, which started in 2022, and the discontinuation of lower-margin, sub-scale product lines. ● Gross margin increased to 51%, up from 46% in 2022. The increase was due to the greater contribution of software and services to total revenue. ● Net loss attributable to common shareholders totaled $(9.1) million, or $(3.83) per share, an improvement compared to $(13.5) million, or $(5.81) per share, in 2022.”

Vislink Technologies, Inc. reported the fourth quarter ended December 31, 2023 results: revenue $8.1 million, net income $(2.4) million, EPS $(0.99) per share.

“Fourth Quarter 2023 Financial Results ● Revenue increased to $8.1 million, compared to $7.4 million in the prior year period. ● Gross margin increased to 46%, up from 33% in the prior year period. The improvement in gross margin was due to the greater contribution of MilGov revenue and software and services to total revenue, partially offset by one-time manufacturing charges related to new products. ● Net loss attributable to common shareholders totaled $(2.4) million, or $(0.99) per share, an improvement compared to $(5.5) million, or $(2.36) per share, in the prior year period.”

Michael C. Bond was appointed as Chief Financial Officer at Vislink Technologies, Inc..

“Effective January 19, 2024, Michael C. Bond will immediately assume the duties as Chief Financial Officer of the Company.”

Christopher K. DeSalvo resigned as Chief Financial Officer and Operations Vice President at Vislink Technologies, Inc..

“On January 15, 2024, Christopher K. DeSalvo resigned as Chief Financial Officer and Operations Vice President of Vislink Technologies, Inc. (the “Company”).”

Paul Norridge changed role as Vice President of Finance at Vislink Technologies, Inc..

“Paul Norridge will be transitioning from his role as Chief Financial Officer of the Company to take on the position of Vice President of Finance until March 31, 2024 where he will transition to an advisor to the Company as needed.”

Christopher K. DeSalvo was appointed as Chief Financial Officer and Operations Vice President at Vislink Technologies, Inc..

“On January 4, 2024, Vislink Technologies, Inc. (the “Company”) announced the appointment of Christopher K. DeSalvo, 56, as Chief Financial Officer and Operations Vice President of the Company, effective as of January 4, 2024.”

Vislink Technologies, Inc. reported financial results for the third quarter ended September 30, 2023.

“On November 8, 2023, Vislink Technologies, Inc. (the “Company” or “Vislink”) issued a press release, a copy of which is furnished herewith as Exhibit 99.1, announcing the Company’s financial results for the quarter ended September 30, 2023 (the “Press Release”).”

Ralph Faison was appointed as Chairman of the Governance and Nominations Committee at Vislink Technologies, Inc..

“the Board appointed Ralph Faison, an independent director, as the new Chairman of the Governance and Nominations Committee of the Board, succeeding General Conway in that position.”

James T. Conway departed as Director at Vislink Technologies, Inc..

“due to General James T. Conway not standing for reelection to the Board at the 2023 Annual Meeting of Stockholders of the Company held on August 23, 2023”

Vislink Technologies, Inc. shareholders approved Ratification of Appointment of Marcum LLP as Independent Registered Public Accounting Firm at the 2023-08-23 meeting.

“Proposal 3: Ratification of Appointment of Marcum LLP as Independent Registered Public Accounting Firm A proposal to ratify the selection of Marcum LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2023 was adopted with the results of the voting for this proposal as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 1,155,174 117,596 3,768 0”

Vislink Technologies, Inc. shareholders approved Approving the 2023 Omnibus Equity Incentive Plan at the 2023-08-23 meeting.

“Proposal 2: Approving the 2023 Omnibus Equity Incentive Plan A proposal to approve the 2023 Omnibus Equity Incentive Plan was adopted with the results of the voting for this proposal as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 328,264 39,231 2,779 806,264”

Vislink Technologies, Inc. shareholders approved Election of Directors at the 2023-08-23 meeting.

“Proposal 1: Election of Directors The following directors were elected to a one-year term of office expiring at the 2024 Annual Meeting of Stockholders: NOMINEE FOR AGAINST ABSTAIN BROKER NON-VOTES Susan Swenson 230,329 137,913 2,032 806,264 Carleton M. Miller 347,582 17,539 5,153 806,264 Jude T. Panetta 325,195 39,626 5,453 806,264 Ralph Faison 255,595 112,428 2,251 806,264 Brian Krolicki 354,203 13,931 2,140 806,264”

James T. Conway departed as Director at Vislink Technologies, Inc..

“General James T. Conway did not stand for reelection as a director at the Meeting when his term expired.”

Vislink Technologies, Inc. reported financial results for the second quarter and first six months ended June 30, 2023.

“On August 11, 2023, Vislink Technologies, Inc. (the "Company" or "Vislink") issued a press release, a copy of which is furnished herewith as Exhibit 99.1, announcing the Company’s financial results for the quarter ended June 30, 2023”

Vislink Technologies, Inc. received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).

“May 15, 2023, the Company received a letter from the Nasdaq notifying the Company that it had regained compliance with the Bid Price Rule, and as a result, the Common Stock continues to trade on the Nasdaq Capital Market. If in the future, the Company fails to satisfy the continued listing requirements of Nasdaq, such as its corporate governance requirements or the Bid Price Rule, Nasdaq may take steps to delist the Common Stock. Cautionary Statement Regarding Forward-Looking Statements Certain statements in this Current Report on Form 8-K are forward-looking within the meaning of the Private”

Vislink Technologies, Inc. reported the first quarter ended March 31, 2023 results: revenue $7.2 million, net income $(1.8) million, or $(0.80) per share, EPS $(0.80) per share.

“create additional revenue streams while also tracking toward a 90/10 hardware vs. software and services split.” First Quarter 2023 Financial Results ● Revenue increased 5% to $7.2 million from $6.9 million in the prior year period. ● Gross margins improved to 54% from 50% in the prior year period. ● Net loss attributable to common shareholders was $(1.8)”

Vislink Technologies, Inc.: Amended Certificate of Incorporation to effect a 1-for-20 reverse stock split (effective 2023-04-27).

“On April 27, 2023, the Company filed a Certificate of Amendment to amend its Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split.”

Vislink Technologies, Inc. reported year ended December 31, 2022 results: revenue $28.4 million, net income $(13.6) million, EPS $(0.29).

“● 2022 revenue was $28.4 million, compared to $33.9 million in 2021. ● Gross margins were 47% of 2022 revenue, compared to 55% of revenue in 2021. ● Net loss attributable to common shareholders was $(13.6) million, or $(0.29) per share, in 2022, compared to net loss attributable to common shareholders of $(16.4) million, or $(0.38) per share, in 2021. ● EBITDA (earnings before interest, taxes, depreciation, and amortization) for 2022 was $(12.0) million, compared to $(15.0) million for 2021.”

Vislink Technologies, Inc.: Filed a Certificate of Elimination to eliminate the Series A Preferred Stock designation and return those shares to authorized but unissued preferred stock (effective 2023-03-24).

“On March 24, 2023, the Company filed a Certificate of Elimination (the “Certificate of Elimination”) for the Series A Preferred Stock, par value $0.00001 per share (the “Series A Preferred Stock”), with the Secretary of State of the State of Delaware which eliminated all matters set forth in the Certificate of Designation of Series A Preferred Stock previously filed by the Company.”

Paul Norridge was appointed as Chief Financial Officer at Vislink Technologies, Inc..

“Effective as of the close of business on March 31, 2023, the Company’s board of directors has appointed Paul Norridge as the Company’s new Chief Financial Officer.”

Michael Bond resigned as Chief Financial Officer at Vislink Technologies, Inc..

“On March 27, 2023, the Company announced that it expects to enter into an agreed separation with Michael Bond, the Company’s Chief Financial Officer, that will be effective on or about March 31, 2023.”

Vislink Technologies, Inc. shareholders approved Reverse Stock Split Proposal to authorize the board of directors to effect an amendment to the Charter implementing a reverse stock split of Common Stock at a ratio ranging from 1-for-2 to 1-for-50. at the 2023-01-11 meeting.

“At the Special Meeting, stockholders considered a proposal (the “Reverse Stock Split Proposal”) to authorize the Company’s board of directors (the “Board”) to effect an amendment to the Company’s Restated Certificate of Incorporation (the “Charter”), that would implement a reverse stock split of the shares of the Common Stock at a ratio, ranging from 1-for-2 to 1-for-50, with the exact timing and ratio to be determined by the Board without further approval or authorization of the Company’s stockholders. At the Special Meeting, holders of Common Stock were entitled to one vote per share, and holders of Preferred Stock not automatically redeemed in accordance with the terms of such Preferred Stock immediately prior to the opening of the polls at the Special Meeting were entitled to 1,000 votes per share, with all such shares of Common Stock and Preferred Stock voting together as a single class on the Reverse Stock Split Proposal. At the Special Meeting, the Reverse Stock Split Proposal w”

Vislink Technologies, Inc. shareholders approved Ratification of Appointment of Marcum LLP as Independent Registered Public Accounting Firm at the 2022-12-27 meeting.

“Proposal 4: Ratification of Appointment of Marcum LLP as Independent Registered Public Accounting Firm A proposal to ratify the selection of Marcum LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2022 was adopted with the results of the voting for this proposal as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 19,616,479 1,248,975 992,019 0”

Vislink Technologies, Inc. shareholders approved Frequency of the Advisory Vote on Executive Compensation at the 2022-12-27 meeting.

“Proposal 3: Frequency of the Advisory Vote on Executive Compensation By a non-binding advisory vote, the stockholders approved the frequency of “THREE YEARS” for future advisory shareholder votes on the compensation paid to the Company’s named executive officers. The results of the voting for this proposal were as follows: THREE YEARS TWO YEARS ONE YEAR ABSTAIN BROKER NON-VOTES 3,630,879 161,470 2,518,482 1,236,088 14,310,554”

Vislink Technologies, Inc. shareholders approved Advisory Vote on Executive Compensation at the 2022-12-27 meeting.

“Proposal 2: Advisory Vote on Executive Compensation By a non-binding advisory vote, the stockholders approved the compensation of the Company’s named executive officers, as disclosed in the definitive proxy statement for the Meeting. The results of the voting for this proposal were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,200,986 1,355,940 989,993 14,310,554”

Vislink Technologies, Inc. shareholders approved Election of Directors at the 2022-12-27 meeting.

“Proposal 1: Election of Directors The following directors were elected to a one-year term of office expiring at the 2023 Annual Meeting of Stockholders: NOMINEE FOR AGAINST ABSTAIN BROKER NON-VOTES Susan Swenson 4,229,957 2,388,273 928,689 14,310,554 Carleton M. Miller. 5,465,841 1,160,231 920,847 14,310,554 General James T. Conway 4,158,620 2,456,905 931,394 14,310,554 Jude T. Panetta 5,735,024 881,914 929,981 14,310,554 Ralph Faison 4,353,934 2,260,050 932,935 14,310,554 Brian Krolicki 5,695,148 922,282 929,489 14,310,554”

Vislink Technologies, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2)).

“November 17, 2022, the Company received a letter from Nasdaq advising that the Company had been granted an additional 180-day grace period extension until May 15, 2023 to regain compliance with the minimum bid price requirement and all other applicable requirements for initial listing on the Nasdaq Capital Market with the exception of the minimum bid price requirement. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider available options to regain compliance with the Rule, including initiating a reverse stock split. The Company has filed w”

Vislink Technologies, Inc. reported third quarter ended September 30, 2022 results: revenue Revenues for the three months ended September 30, 2022 were $7.1 million, compared to $11.2 million for the three months, net income Net loss attributable to common shareholders was $2.7 million, or $(0.06) per share in the third quarter of 2022 compare, EPS $(0.06) per share in the third quarter of 2022 compared to $(0.01) per share in the third quarter of 2021..

“Revenues for the three months ended September 30, 2022 were $7.1 million, compared to $11.2 million for the three months ended September 30, 2021. ● Net loss attributable to common shareholders was $2.7 million, or $(0.06) per share in the third quarter of 2022 compared to net income of $676,000, or $(0.01) per share in the third quarter of 2021.”

Vislink Technologies, Inc.: Declared dividend of Series A Preferred Stock with shareholder voting rights limited to a potential Reverse Stock Split, as described in a newly created Certificate of Designation.,Item 5.03 – Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year – November 9, 2022 (effective 2022-11-09).

“Effective as of November 9, 2022, the board of directors (the " Board ") of Vislink Technologies, Inc. (the " Company ") declared a dividend of one one-thousandth of a share of Series A Preferred Stock, par value $0.00001 per share (" Series A Preferred Stock "), for each outstanding share of the Company’s common stock, par value $0.00001 per share (" Common Stock "), to stockholders of record at 5:00 p.m. Eastern Time on November 21, 2022 (the " Record Date ").”