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EX-99.1 - EX-99.1 - L-1 IDENTITY SOLUTIONS, INC.y04507exv99w1.htm
 
 
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 3, 2011
L-1 IDENTITY SOLUTIONS, INC.
(Exact Name of Registrant as Specified in its Charter)
 
         
DELAWARE
(State or Other Jurisdiction of
Incorporation)
  001-33002
(Commission File Number)
  02-0807887
(I.R.S. Employer Identification No.)
     
177 BROAD STREET
STAMFORD, CT

(Address of Principal
Executive Offices)
  06901
(Zip Code)
Registrant’s telephone number including area code: (203) 504-1100
Not Applicable
(Former Name or 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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.07.   Submission of Matters to a Vote of Security Holders
On February 3, 2011, L-1 Identity Solutions, Inc. (the “Company”) held a special meeting of stockholders at which the Company’s stockholders voted on (i) a proposal to adopt the Agreement and Plan of Merger, dated as of September 19, 2010 (as may be amended from time to time, the “Merger Agreement”), by and among the Company, Safran SA, a French société anonyme, and Laser Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of Safran, and to approve the merger (the “Merger”) contemplated by the Merger Agreement, and (ii) a proposal to adjourn or postpone the special meeting, if necessary or appropriate, to solicit additional proxies if there were insufficient votes at the time of the special meeting to adopt the Merger Agreement and approve the Merger. The final voting results for each proposal, as certified by the inspector of elections, are set forth below.
Stockholders present in person or by proxy at the special meeting voted to adopt the Merger Agreement and approve the Merger as follows:
         
For
    65,109,974  
Against
    479,986  
Abstain
    36,938  
Stockholders present in person or by proxy at the special meeting voted to approve the adjournment proposal as follows:
         
For
    62,664,811  
Against
    2,894,423  
Abstain
    67,664  
For each of the foregoing proposals, a quorum was present for the purposes of the vote.
At the special meeting, the stockholders of the Company approved the proposal to adopt the Merger Agreement and approve the Merger and the votes in favor of adopting the Merger Agreement and approving the Merger represented approximately 70% of the shares of the Company’s common stock outstanding as of December 27, 2010, the record date for the special meeting. The special meeting was not adjourned or postponed to a later date.
On February 3, 2011, the Company issued a press release announcing the voting results of the special meeting of stockholders. Such press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01.   Financial Statements and Exhibits.
(d) Exhibits.
         
Exhibit Number   Description of Exhibit
  99.1    
L-1 Identity Solutions, Inc. Press Release, dated February 3, 2011

 


 

SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 3, 2011
         
  L-1 IDENTITY SOLUTIONS, INC.
 
 
  By:   /s/ Robert V. LaPenta    
    Name:   Robert V. LaPenta   
    Title:   Chairman, President & CEO   
 

 


 

EXHIBIT INDEX
         
Exhibit Number   Description of Exhibit
  99.1    
L-1 Identity Solutions, Inc. Press Release, dated February 3, 2011