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): FEBRUARY 11, 2008
L-1 IDENTITY SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-33002 02-08087887
(State or other jurisdiction (Commission file number) (I.R.S. employer
of incorporation) identification no.)
177 BROAD STREET, STAMFORD, CONNECTICUT 06901
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (203) 504-1100
NOT APPLICABLE
(Former name or former address, if changed since last report.)
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:
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 13, 2008, the Company issued a press release announcing its
financial results for the Company's fourth quarter and full year ended December
31, 2007 and forward looking financial expectations. The Company also conducted
a conference call to discuss its operating results and outlook. A copy of the
press release, containing certain typographical corrections as noted therein, is
furnished herewith as Exhibit 99.1. A transcript of the conference call is
furnished herewith as Exhibit 99.2.
The information in this Current Report on Form 8-K under this Item 2.02,
including the information contained in Exhibits 99.1 and 99.2, is being
furnished to the Securities and Exchange Commission, and shall not be deemed to
be "filed" for the purposes of Section 18 of the Securities Act of 1934 or
otherwise subject to the liabilities of that section, and shall not be deemed to
be incorporated by reference into any filing under the Securities Act of 1933 or
the Securities Exchange Act of 1934, except as shall be expressly set forth by a
specific reference in such filing.
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On February 11, 2008, the Compensation Committee (the "Compensation Committee")
of the Board of Directors of the Company (the "Board of Directors") met to
review annual incentive awards under the 2007 Management Incentive Plan (the
"Plan") for the fiscal year ended December 31, 2007. On such date, the
Compensation Committee (1) approved annual incentive awards for certain Plan
participants who were previously considered executive officers but who are no
longer considered executive officers of the Company, including Messrs. Ahmad and
Lazzouni, and (2) recommended for approval to the Board of Directors annual
incentive awards for the Company's current executive officers, including without
limitation Messrs. LaPenta and DePalma, as described below. On February 12,
2008, the Board of Directors approved the recommended awards for current
executive officers of the Company, including without limitation Messrs. LaPenta
and DePalma. Each of Messrs. LaPenta, DePalma, Ahmad and Lazzouni was named in
the Compensation Discussion & Analysis section of the Company's Proxy Statement
for the 2007 Annual Meeting of Stockholders (each, a "named executive officer").
The actions of the Compensation Committee and the Board of Directors taken on
February 11, 2008 and February 12, 2008, respectively, with respect to the named
executive officers are summarized below.
ROBERT V. LAPENTA, PRESIDENT AND CHIEF EXECUTIVE OFFICER The Compensation
Committee recommended and the Board of Directors approved a 2007 incentive award
in the amount of $275,000 in favor or Mr. LaPenta, to be paid in 20,755 fully
vested shares of common stock of the Company. In accordance with the terms of
his employment agreement, Mr. Penta has elected to defer receipt of the shares
of common stock until April 1, 2013 or his earlier death, disability or
termination of employment, or the occurrence of a change of control, each as
defined consistently with Section 409(A) of the Internal Revenue Code of 1086,
as amended.
JAMES DEPALMA, EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND TREASURER
The Compensation Committee recommended, and the Board of Directors approved a
2007 incentive award in the amount of $150,000 in favor of Mr. DePalma, to be
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paid in 11,321 fully vested shares of common stock of the Company. In accordance
with the terms of his employment agreement, Mr. DePalma has elected to defer
receipt of the shares of common stock until April 1, 2013 or his earlier death,
disability or termination of employment, or the occurrence of a change of
control, each as defined consistently with Section 409(A) of the Internal
Revenue Code of 1086, as amended.
IFTIKHAR A. AHMAD, SENIOR VICE PRESIDENT OF SECURE CREDENTIALS, VIISAGE DIVISION
The Compensation Committee approved Mr. Ahmad's fiscal year 2007 incentive award
of $81,000.
MOHAMED LAZZOUNI, SENIOR VICE PRESIDENT, VIISAGE DIVISION The Compensation
Committee approved Mr. Lazzouni's fiscal year 2007 incentive award of $60,000.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit No. Description
----------- -----------
Exhibit 99.1 Press release dated February 13, 2008, titled "L-1 Identity
Solutions Reports Fourth Quarter and Full Year 2007 Financial
Results".
Exhibit 99.2 Transcript of conference call conducted by the Company on
February 13, 2008.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 15, 2007
L-1 IDENTITY SOLUTIONS, INC.
By: /s/ Mark S. Molina
-----------------------------
Mark S. Molina
Executive Vice President, Chief
Legal Officer and Secretary
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EXHIBIT INDEX
Exhibit No. Description
----------- -----------
Exhibit 99.1 Press release dated February 13, 2008, titled "L-1 Identity
Solutions Reports Fourth Quarter and Full Year 2007 Financial
Results".
Exhibit 99.2 Transcript of conference call conducted by the Company on
February 13, 2008.
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