UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(AMENDMENT NO. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): NOVEMBER 2, 2006
L-1 IDENTITY SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-21559 04-3320515
(State or other jurisdiction of (Commission (I.R.S. employer
incorporation) file number) 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
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))
EXPLANATORY NOTE
This Amendment No. 1 on Form 8-K/A is being filed to revise the average shares
outstanding as reported in the press release included in the Current Report on
Form 8-K of L-1 Identity Solutions, Inc. (the "Company") filed on November 2,
2006. This Form 8-K/A speaks as of the date of the original Form 8-K, November
2, 2006, and does not reflect events occurring after the filing of such Form 8-K
or update, modify or amend the disclosures set forth in the Form 8-K except as
specifically set forth herein. All other information contained in the Form 8-K,
including any exhibit filed therewith, remains unchanged and is not restated
herein or refiled herewith.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 2, 2006, the Company issued a press release reporting
financial results for its third fiscal quarter ended September 30, 2006. In
performing its review and analysis of the Company's Form 10-Q for the fiscal
quarter ended September 30, 2006 prior to its filing with Securities and
Exchange Commission, the Company revised the calculation of the weighted average
shares outstanding for the three and nine months ended September 30, 2006.
Consequently the weighted average shares outstanding initially included in the
press release for the three and nine months ended September 30. 2006, of
49,081,523 and 35,795,339, respectively, has been revised to 44,448,686 and
34,234,090, respectively. The impact of the decrease in the weighted average
shares outstanding is to increase the net loss per share for the three months
ended September 30, 2006 from $0.60 to $0.66 and the net loss per share for the
nine months ended September 30, 2006 from $0.92 to $0.97.
The information in this Current Report shall not be deemed to be
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that section or Sections 11
and 12(a)(2) of the Securities Act of 1933, as amended. The information
contained herein shall not be incorporated by reference into any registration
statement or other document filed with the Securities and Exchange Commission by
the Company, whether made before or after the date hereof, regardless of any
general incorporation language in such filing, except as shall be expressly set
forth by specific reference in such filing.
ITEM 7.01. REGULATION FD DISCLOSURE
The information set forth under Item 2.02 of this Current Report on
Form 8-K is hereby incorporated in Item 7.01 by reference.
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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: November 6, 2006
L-1 IDENTITY SOLUTIONS, INC.
By: /s/ James DePalma
------------------------------
James DePalma
Executive Vice President,
Chief Financial Officer and
Treasurer
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