Viisage (NASDAQ:VISG)
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Viisage Technology, Inc. (NASDAQ: VISG) today announced
that Louis Freeh, former Director of the Federal Bureau of
Investigations (FBI), has joined the Company's Board of Directors,
effective immediately. Freeh brings 26 years of experience in federal
law enforcement to his position on the Viisage Board, previously
holding positions within the FBI and serving as a federal district
court judge and federal attorney. He will remain on the Board of the
combined company resulting from the pending merger between Viisage and
Identix Incorporated (NASDAQ: IDNX), expected to close in the third
quarter of 2006.
"Louis' leadership in law enforcement, and the important role he
has played for more than a quarter century in protecting citizens from
crime, terrorism and fraud, is invaluable to our organization," said
Bob LaPenta, Chairman of the Board of Viisage and Founder and CEO of
L-1 Investment Partners. "His knowledge and perspective on the issues
will help us to tap the full potential of our technology, evolving the
process of credential issuance to a point that states can better
protect their citizens, and agencies can more effectively meet
critical federal security mandates. Louis Freeh, along with Admiral
Jim Loy, George Tenet, Ambassador Robert Gelbard, and other
distinguished directors, will provide the organization with
unparalleled leadership and strategic direction as we pursue our goal
of becoming the #1 identity solutions company in the world."
President Clinton nominated Louis Freeh as the fifth Director of
the Federal Bureau of Investigation in 1993 where he served until
2001. During this time, Freeh was successful in modernizing and
restructuring the FBI to better handle the dramatic changes that were
occurring in crime, terrorism, and national security. He championed
the cause of cooperative law enforcement action at all levels: local,
state, federal, and foreign, and played an integral role in helping to
keep the FBI at the forefront of investigative techniques,
particularly in the use of advanced technologies to fight the evolving
area of cyber-crime. Director Freeh also spearheaded the effort by law
enforcement to ensure its ability to carry out court-authorized
electronic surveillance in major investigations affecting public
safety and national security in the face of telecommunications
advances. Some of Director Freeh's most noteworthy accomplishments
during this period were:
-- Established the National Infrastructure Protection Center
(NIPC) that monitors the dissemination of computer viruses,
worms and other malicious programs and to warn the government
and business computer users of these dangers. It relies on the
assistance and cooperation of its partners including federal
agencies, the private sector and state and local law
enforcement agencies.
-- Prepared the Economic Espionage Act (EEA) in 1996, a statute
that makes the theft or misappropriation of a trade secret a
federal crime. The Act prescribes the various acts defined
under economic espionage and addresses the U.S. national and
economic aspects of crime. It also addresses the theft of
trade secrets.
-- Architected the Healthcare Fraud Act that established and
funded a national program to combat fraud and abuse committed
against all health plans, both public and private. The Act
helped coordinate federal, state and local law enforcement
programs in order to control fraud abuse, conduct
investigations, facilitate the enforcement of statutes and
provide industry guidance and special fraud alerts.
-- Spearheaded the passage of the Communications Assistance for
Law Enforcement Act (CALEA) in 1994 that authorized electronic
surveillance capabilities for law enforcement.
While Freeh served as FBI Director, the U.S. government reinforced
its commitment to security and protection of its citizens. Recognizing
that Human Intelligence (Humint) is becoming a critical element in
defense of crime, terrorism and identity theft, Freeh increased the
FBI budget by 58 percent and helped pass legislation that strengthened
the nation's crime-fighting abilities, including instituting
Anti-Terrorism laws.
Prior to this position, Freeh served as the United States District
Court Judge for the Southern District of New York, an appointment made
by President George Bush in 1991. From 1981-1991, Freeh was with the
United States Attorney's Office for the Southern District of New York
where he held several positions including Assistant United States
Attorney, Chief of the Organized Crime Unit, Deputy United States
Attorney, and Associate United States Attorney. Freeh began his career
as an FBI Special Agent in New York City in 1975.
In his career as a civil servant, Freeh was recognized on several
occasions for his exemplary accomplishments. He received the Attorney
General's Award for Distinguished Service, the second highest annual
honor given by the Department of Justice. Other commendations include
the John Marshall Award for Preparation of Litigation, awarded
annually by the Attorney General, and the Federal Law Enforcement
Officers Association Award.
"The causes of public safety and national security are ones that I
have spent my career upholding and it is my privilege to continue this
fight through the better application of technology in helping to
protect our citizens," said Louis Freeh. "I believe that the use of
biometrics will offer a better level of protection over personal
identities and companies like Viisage will set the standard for
homeland security."
In addition to Viisage, Freeh also serves on the Board of
Bristol-Myers Squibb. During the period of 2001-2006, Freeh served as
the corporate secretary, ethics officer and general counsel for MBNA
Corporation. He currently serves as an independent consultant on legal
and corporate affairs matters.
About Viisage Technology, Inc.
Viisage delivers advanced technology identity solutions for
governments, law enforcement agencies and businesses concerned with
enhancing security, reducing identity theft, and protecting personal
privacy. Viisage solutions include secure credentials such as
passports and drivers' licenses, biometric technologies for uniquely
linking individuals to those credentials, and credential
authentication technologies to ensure the documents are valid before
individuals are allowed to cross borders, gain access to finances, or
be granted other privileges. With more than 3,000 installations
worldwide, Viisage's identity solutions stand out as a result of the
company's industry-leading technology and unique understanding of
customer needs. Viisage's product suite includes IdentityTOOLS(TM)
SDK, Viisage PROOF(TM), FaceEXPLORER(R), iA-thenticate(R),
ID-GUARD(R), BorderGuard(R), PIER(TM), HIIDE(TM), AutoTest(TM),
FacePASS(TM) and FaceFINDER(R).
Forward Looking Statements
This news release contains forward-looking statements that involve
risks and uncertainties. Forward-looking statements in this document
and those made from time to time by Viisage through its senior
management are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements reflect the Company's current views with
respect to the future events or financial performance discussed in
this release, based on management's beliefs and assumptions and
information currently available. When used, the words "believe",
"anticipate", "estimate", "project", "should", "expect", "plan",
"assume" and similar expressions that do not relate solely to
historical matters identify forward-looking statements.
Forward-looking statements concerning future plans or results are
necessarily only estimates and actual results could differ materially
from expectations. Certain factors that could cause or contribute to
such differences include, among other things, the size and timing of
contract awards, performance on contracts, performance of acquired
companies, availability and cost of key components, unanticipated
results from audits of the financial results of the Company and
acquired companies, changing interpretations of generally accepted
accounting principles, outcomes of government reviews, developments
with respect to litigation to which we are a party, potential
fluctuations in quarterly results, dependence on large contracts and a
limited number of customers, lengthy sales and implementation cycles,
market acceptance of new or enhanced products and services,
proprietary technology and changing competitive conditions, system
performance, management of growth, dependence on key personnel,
ability to obtain project financing, general economic and political
conditions and other factors affecting spending by customers, and the
unpredictable nature of working with government agencies. In addition,
such risks and uncertainties include, among others, the following
risks: that the merger with Identix will not close, that the
regulatory or shareholder approval will not be obtained, that the
closing will be delayed, that customers and partners will not react
favorably to the merger, integration risks, the risk that the combined
companies may be unable to achieve cost-cutting synergies, and other
risks described in Viisage's and Identix' Securities and Exchange
Commission filings, including the Registration Statement on Form S-4
filed with the SEC in connection with the transaction, Viisage's
Annual Report on Form 10-K for the year ended December 31, 2005 and
its Quarterly Report on Form 10-Q for the quarter ended March 31, 2006
under the captions "Risk Factors" and "Management's Discussion and
Analysis of Financial Condition and Results of Operations," and
Identix' Annual Report on Form 10-K for the year ended June 30, 2005
and its Quarterly Reports on Form 10-Q for the quarters ended
September 30, 2005, December 31, 2005 and March 31, 2006 under the
captions "Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations." Viisage expressly
disclaims any obligation to update any forward-looking statements
Additional Information and Where to Find It
Investors and security holders of both Viisage and Identix are
advised to read the joint proxy statement/prospectus regarding the
business combination transaction referred to in the material below,
when it becomes available, because it will contain important
information. Viisage and Identix expect to mail a joint proxy
statement/prospectus about the transaction to their respective
stockholders. This joint proxy statement/prospectus will be filed with
the Securities and Exchange Commission by both companies. Investors
and security holders may obtain a free copy of the joint proxy
statement/prospectus and other documents filed by the companies at the
Securities and Exchange Commission's web site at http://www.sec.gov.
The joint proxy statement/prospectus and such other documents may also
be obtained from Identix or Viisage by directing such requests to the
companies.
Participants In Solicitation
Viisage, Identix and their respective directors and executive
officers and other members of management and employees may be deemed
to be participants in the solicitation of proxies in respect of the
merger. Information concerning Viisage's participants is set forth in
the proxy statement dated, November 21, 2005, for Viisage's special
meeting of shareholders held on December 16, 2005 as filed with the
SEC on Schedule 14A. Information concerning Identix' participants is
set forth in the proxy statement, dated October 6, 2005, for Identix'
2005 annual meeting of shareholders as filed with the SEC on Schedule
14A. Additional information regarding the interests of participants of
Viisage and Identix in the solicitation of proxies in respect of the
merger will be included in the registration statement and joint proxy
statement/prospectus to be filed with the SEC.