0001018332-11-000017.txt : 20110727 0001018332-11-000017.hdr.sgml : 20110727 20110727104223 ACCESSION NUMBER: 0001018332-11-000017 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110725 FILED AS OF DATE: 20110727 DATE AS OF CHANGE: 20110727 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MOLINA MARK S CENTRAL INDEX KEY: 0001248802 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33002 FILM NUMBER: 11989108 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: L-1 IDENTITY SOLUTIONS, INC. CENTRAL INDEX KEY: 0001018332 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 043320515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 177 BROAD STREET CITY: STAMFORD STATE: CT ZIP: 06901 BUSINESS PHONE: 203-504-1100 MAIL ADDRESS: STREET 1: 177 BROAD STREET CITY: STAMFORD STATE: CT ZIP: 06901 FORMER COMPANY: FORMER CONFORMED NAME: VIISAGE TECHNOLOGY INC DATE OF NAME CHANGE: 19960708 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2011-07-25 1 0001018332 L-1 IDENTITY SOLUTIONS, INC. ID 0001248802 MOLINA MARK S C/O L-1 IDENTITY SOLUTIONS, INC. 177 BROAD STREET, 12TH FLOOR STAMFORD CT 06901 0 1 0 0 EVP, Chief Legal Officer & Sec Common Stock, par value $0.001 per share 2011-07-25 4 D 0 123427 12.00 D 0 D Common Stock, par value $0.001 per share 2011-07-25 4 D 0 5572 12.00 D 0 I By 401(k) Plan Employee Stock Options (right to buy) 7.33 2011-07-25 4 D 0 25000 4.67 D 2019-02-10 Common Stock, par value $0.001 per share 25000 0 D Employee Stock Options (right to buy) 7.23 2011-07-25 4 D 0 100000 4.77 D 2019-09-08 Common Stock, par value $0.001 per share 100000 0 D Employee Stock Options (right to buy) 10.04 2011-07-25 4 D 0 5912 1.96 D 2011-07-26 Common Stock, par value $0.001 per share 5912 0 D Employee Stock Options (right to buy) 10.04 2011-07-25 4 D 0 17737 1.96 D 2011-07-26 Common Stock, par value $0.001 per share 17737 0 D Employee Stock Options (right to buy) 10.02 2011-07-25 4 D 0 14190 1.98 D 2013-04-23 Common Stock, par value $0.001 per share 14190 0 D Employee Stock Options (right to buy) 11.14 2011-07-25 4 D 0 28380 .86 D 2014-02-04 Common Stock, par value $0.001 per share 28380 0 D On July 25, 2011, L-1 Identity Solutions, Inc., a Delaware corporation (the "Issuer"), was acquired (the "Merger") pursuant to that certain Agreement and Plan of Merger, dated as of September 19, 2010 (the "Merger Agreement"), by and among the Issuer, Safran SA, a french societe anonyme ("Parent"), and Laser Aquisition Sub Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"). In connection with the Merger, all shares of the Issuer's common stock, par value $0.001 per share ("Common Stock"), held by the Reporting Person at the effective time of the Merger (the "Effective Time") were exchanged for merger consideration consisting of $12.00 in cash per share of Common Stock, subject to applicable withholding amounts, as described in the Merger Agreement. Represents shares of Common Stock held in the Reporting Person's 401(k) Plan that were exchanged for merger consideration in the Merger. These options to purchase 25,000 shares of Common Stock, which were scheduled to vest in four equal annual installments beginning on the first anniversary of the date of grant (which was February 10, 2010), became fully vested and exercisable as of immediately prior to the Effective Time. As of the Effective Time, each option was cancelled in the Merger in exchange for a cash payment of $4.67 ($116,750 in the aggregate), representing the difference between the exercise price of the options ($7.33 per share) and the merger consideration ($12.00 per share), subject to applicable tax withholding amounts. Any other stock options held by the Reporting Person were cancelled as of the Effective Time for no value. These options to purchase 100,000 shares of Common Stock, which were scheduled to vest in four equal annual installments beginning on the first anniversary of the date of grant (which was September 8, 2010), became fully vested and exercisable as of immediately prior to the Effective Time. As of the Effective Time, each option was cancelled in the Merger in exchange for a cash payment of $4.77 ($477,000 in the aggregate), representing the difference between the exercise price of the options ($7.23 per share) and the merger consideration ($12.00 per share), subject to applicable tax withholding amounts. Any other stock options held by the Reporting Person were cancelled as of the Effective Time for no value. These options to purchase 5,912 shares of Common Stock were fully vested. As of the Effective Time, each option was cancelled in the Merger in exchange for a cash payment of $1.96 ($11,588 in the aggregate), representing the difference between the exercise price of the options ($10.04 per share) and the merger consideration ($12.00 per share), subject to applicable tax withholding amounts. Any other stock options held by the Reporting Person were cancelled as of the Effective Time for no value. These options to purchase 17,737 shares of Common Stock were fully vested. As of the Effective Time, each option was cancelled in the Merger in exchange for a cash payment of $1.96 ($34,765 in the aggregate), representing the difference between the exercise price of the options ($10.04 per share) and the merger consideration ($12.00 per share), subject to applicable tax withholding amounts. Any other stock options held by the Reporting Person were cancelled as of the Effective Time for no value. These options to purchase 14,190 shares of Common Stock were fully vested. As of the Effective Time, each option was cancelled in the Merger in exchange for a cash payment of $1.98 ($28,096 in the aggregate), representing the difference between the exercise price of the options ($10.02 per share) and the merger consideration ($12.00 per share), subject to applicable tax withholding amounts. Any other stock options held by the Reporting Person were cancelled as of the Effective Time for no value These options to purchase 28,380 shares of Common Stock were fully vested. As of the Effective Time, each option was cancelled in the Merger in exchange for a cash payment of $0.86 ($24,407 in the aggregate), representing the difference between the exercise price of the options ($11.14 per share) and the merger consideration ($12.00 per share), subject to applicable tax withholding amounts. Any other stock options held by the Reporting Person were cancelled as of the Effective Time for no value Mark S. Molina 2011-07-27