SC 13G 1 file1.htm SCHEDULE 13G

 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO 13d-2

Vector Intersect Security Acquisition Corp.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

92241V107

(CUSIP Number)

December 31, 2007

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

 

o

Rule 13d-1 (b)

 

o

Rule 13d-1 (c)

 

x

Rule 13d-1 (d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(Continued on following page(s))

Page 1 of 5 Pages

 
 

 

 



 

 

CUSIP No. 92241V107

13G

Page 2 of 5 Pages

 

1

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Winston J. Churchill

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) o
(b) o

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

5

SOLE VOTING POWER

585,938

 

6

SHARED VOTING POWER

234,374 (1)

 

7

SOLE DISPOSITIVE POWER

585,938

 

8

SHARED DISPOSITIVE POWER

234,374 (1)

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

820,312

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)

 

o

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

8.75%

 

12

TYPE OF REPORTING PERSON*

IN

 

(1) Consists of 234,374 shares of Vector Intersect Security Acquisition Corp.’s common stock held by SCP Private Equity Management Company, LLC. Mr. Churchill, along with Yaron Eitan, Thomas G. Rebar and Wayne B. Weisman are joint and equal owners of this limited liability company, each with equivalent rights as a member therein.

 

 



CUSIP No. 92241V107

13G

Page 3 of 5 Pages

 

 

Item 1.

 

(a)

Name of Issuer:

Vector Intersect Security Acquisition Corp.

 

(b)

Address of Issuer’s Principal Executive Offices:

65 Challenger Road

Ridgefield Park, NJ 07662

Item 2.

 

(a)

Name of Person Filing:

Winston J. Churchill

 

(b)

Address of Principal Business Office or if none, Residence: 65 Challenger Road Ridgefield Park, NJ 07662

 

(c)

Citizenship: United States

 

(d)

Title of Class of Securities: Common Stock, $0.001 par value

 

(e)

CUSIP Number: Y92241V107

Item 3.

Not Applicable

Item 4.

Ownership.

 

(a)

Amount Beneficially Owned: 820,312

 

(b)

Percent of Class: 8.75%, which shares include 234,374 shares owned by SCP Private Equity Management, LLC, of which Mr. Churchill is a joint and equal owner of a limited liability company, with equivalent rights as a member therein. The percentage is calculated based on 9,375,000 shares of Common Stock outstanding as of November 14, 2007, as reported in the Company’s Quarterly Report on Form 10-Q, dated November 14, 2007.

 

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote: 585,938

 

(ii)

shared power to vote or to direct the vote: 234,374

 

(iii)

sole power to dispose or to direct the disposition of: 585,938

 

(iv)

shared power to dispose or to direct the disposition of: 234,374

Item 5.

Ownership of Five Percent or Less of a Class: Not Applicable

 

 



CUSIP No. 92241V107

13G

Page 4 of 5 Pages

 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person: Not Applicable

Item 7.

Identification and Classification of Subsidiary Which Acquired the Securities: Not Applicable

Item 8.

Identification and Classification of Members of the Group: Not Applicable

Item 9.

Notice of Dissolution of Group: Not Applicable

Item 10.

Certifications: Not Applicable

 

 



CUSIP No. 92241V107

13G

Page 5 of 5 Pages

 

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

June 16, 2008

 

 

 

 

 

/s/ Winston J. Churchill

 

 

 

Winston J. Churchill