Filed by Viisage Technology, Inc.
Pursuant to Rule 425 under the
Securities Act of 1933, as amended, and deemed
filed pursuant to Rule 14a-12 of the
Securities Exchange Act of 1934, as amended
Subject Company: Identix Incorporated
Subject Company’s Exchange Act
File No. 01-09641
Additional Information and Where to Find It
Investors and security holders of both Identix and Viisage 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. Identix and Viisage 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.
The management of L-1 Investment Partners participated in meetings with the investment community to discuss the Viisage/Identix merger on Wednesday, March 1, 2006.
Following is the PowerPoint presentation used for these presentations.
A Biometric Identity Security Solutions Leader
Safe Harbor Statement
The statements contained in this presentation, which are not historical facts, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on Viisage’s current expectations and beliefs and are subject to a number of risks and assumptions that could cause actual results to differ materially from those described in the forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. Examples of such forward looking statements include Viisage’s belief that the merger will be completed, Identix is an excellent fit with Viisage, the merger of Viisage and Identix will strengthen the combined company’s activities, and that the merger will add a base of new customers and expand the scope of the combined company’s products. These statements are subject to uncertainties that could cause actual results to differ materially from those set forth in or implied by forward-looking statements. These risks and uncertainties include, among others, the following risks: that the merger will not close, that the regulatory or shareholders 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 Identix’ and Viisage’s Securities and Exchange Commission filings, including the Registration Statement on Form S-4 to be filed with the SEC in connection with the transaction, Identix’ Annual Report on Form 10-K for the year ended June 30, 2005 and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2005 under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and Viisage’s Annual Report on Form 10-K for the year ended December 31, 2004 and its Quarterly Reports on Form 10-Q for the quarters ended April 3, 2005, July 3, 2005 and October 2, 2005 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 to reflect events or circumstances after the date of this presentation.
Page 1
Biometric Industry Investment Thesis
Large, Emerging High-Growth Global Market
No Clear Leader—Industry Highly Fragmented
Target Opportunity Intersects Federal Government, State & Local Government and Commercial Sectors
Strong Standalone Technology Offerings, but Limited Integrated Multi-Dimensional Biometric Solutions
Poor Track Record of Profitability
Market Ripe for Technology Convergence and Industry Consolidation
Page 2
Assembling the Capabilities
Complete End-to-End Multi-Modal Solution
Registration Authentication/Access Knowledge Discovery Credentialing Screening/Detection Reputation Tracking
Page 3
Combination Rationale
Creates a Platform to Build the Biometrics Identity Solutions Industry Leader
World Class Technology
Comprehensive Product Suite—True Multi-Modal Solutions Capability
Strong IP Portfolio and Large Proprietary Databases
Significant Installed Base
Substantial Scale and Enhanced Financial Flexibility
Large, High-Growth Addressable Market
Proven Results Oriented Senior Management
Focus on Profitability—Full Year Pro Forma CY 2006E Revenues of Approximately $235 Million and EBITDA of Approximately $43 Million, Including Synergies
Page 4
Complementary Skills
Viisage
Advanced Secure Credentialing
Credentialing Products and Services
Document Authentication Systems
Integrated Identity Evaluation and Proofing Software and Databases Document Production (Passport/License) Extensive Installed Base
Biometric Applications
Face Recognition Systems Access Control Realtime Surveillance
Integrated Biometric Technology Fingerprint Capture Systems and Services
Livescan Fingerprint Capture Management Services
Proprietary Livescan Fingerprint Capture Technology Provides Criminal Background Screening Solutions Enables Compliance with New Federal Security Regulations
Identix
Best-of-Breed Biometric Technologies
Biometric Recognition Technologies
Facial Geometry Skin Texture Analysis Finger Print Geometry
Topological Matching Technology
ABIS/AFIS Capability Imaging Technology
Fingerprint Capture Systems
Fingerprint Services Business
SecuriMetrics Iris Recognition Leadership
Portable Iris Enrollment Recognition Device (PIER)
Only Full Function Device Currently Available Rapid, Highly Accurate On-Site Identification Tool
Next Generation in Prototype (HIIDE)
First Hand-Held Multi-Modal ID Device—Iris, Finger, Face Highly Attractive to US Military, Intel Community and DHS
Page 5
Market Opportunity
Combined Capabilities Address 88% of the Projected Biometric Market
Biometric Industry Revenue Forecasts $6,000 5,000 4,000 3,000 2,000 1,000 0
‘04-’08 CAGR: Global = 32.5%
US = 28.1%
$561 $249 $1,136 $527 $3,499
$1,419
2002A Revenues 2004A Revenues 2008E Revenues
North America
Global
Percent of Revenue by Segment (2008)
Hand Geometry 4%
Voice Verification 6%
Signature Verification 2%
Eye Scan 10%
AFIS 35%
Non-AFIS
26%
Facial Recognition 17%
Combined Companies
Source: Frost & Sullivan
Page 6
Key Market Drivers
The Market for Identity Solutions is Poised for Expansion
U.S. Government & International Regulation
Western Hemisphere Travel Initiative
Passport requirement for travel to Canada, Mexico & Caribbean
Intelligence Reform Act
Strengthens Visa & Passport requirements, biometrics in aviation security, document authentication
REAL ID Act
Increasing the standards for state drivers’ licenses & identity proofing Information-sharing initiatives
HSPD-12 FIPS 201
Driving U.S. federal government agencies towards an interoperable, standard government ID credential standard for production starting by 2006
Visa Waiver Program
27 Visa-Waiver countries have ePassports to enter the United States Accelerates the adoption of “smart” documents, biometrics & the use of advanced technologies in border crossing
USA Patriot Act International Standards
Organizations like ICAO & NIST have been driving standards for biometrics, smart cards, ePassport & other advanced technologies
Identity Programs
DoD CAC (Common Access Card)
Program has influenced NIST standards for common federal ID document (HSPD-12) CAC will remain the largest smart-card deployment in the U.S. federal government
US-VISIT
New identity technologies & processes will continue to be tested as program expands
Registered Traveler
New airport driven effort, consortium of 60 Airports, AAAE, service providers & TSA (RITC)
TWIC—Transportation Workers Identification Credential First Responder Credentialing
DHS leading initiative to develop credential for First responders Individual states moving forward as well
AAMVA
OVD & DLA initiatives are gaining traction & will be accelerated by REAL ID
Foreign governments moving to implement programs
Identity solutions—UAE, Oman Biometric National ID in UK by 2008 Border authentication in Australia
Page 7
Near-Term Revenue Opportunities
Real ID Act $1B
Civil Identification First Responder Credentialing $250–500M
Transportation Worker Identification $250M
Credential (TWIC)
Registered Traveler $200M
HSPD-12/FIPS-201 $500M
Criminal Backgrounds $2B
Hazmat ID, etc.
International IDs $2–5B
Criminal Identification Face Recognition, Information Sharing and Mobile Identification $1–2B
Worldwide Border Management Programs
Border Management U.S. Passports $200M
US-VISIT $500M–1B
Global Initiatives $5–10B
e-passports, e-borders
Financial Institutions $2–5B
Commercial Markets Health Care $1–2B
Page 8
Key Products—Viisage
Proofing
Applications
Civil and National ID’s
DMV / Passport Record Lookup Federal Employee IDs Border Management Law Enforcement DHS State and Local Watchlist Checks Finance & Consumer Banking Healthcare Records Access
Viisage Products iA-thenticate® IdentityEXPLORER™ PROOF™ IdentityTOOLS™
Enrollment
Applications
Federal Employee IDs Criminal Booking Federal Agencies DHS State and Local DMV—Drivers’ Licenses
Viisage Products
SIPS Enrollment IdentityTOOLS™ ISO Image
Credentialing/ Privileging
Applications
DHS State and Local Federal Employee IDs Access Management Inmate & Border Mgt Smart Cards/RFID Passports DoD CAC
DMV—Drivers’ Licenses
Viisage Products
SIPS
Viisage Nat. ID Viisage FIPS Solution
Usage
Applications
DHS State and Local Federal Employee IDs National IDs Access Management Inmate & Border Mgt Smart Cards/RFID Passports DoD CAC
DMV—Drivers’ Licenses
Viisage Products
FaceFinder™ FacePASS™ IdentityTOOLS™ iA-thenticate® PROOF™ IdentityEXPLORER™
Page 9
Key Products—Identix
Ten-print
Full Hand
4x4 slap
Single finger
Enrollment software
Store & Forward
or
Identix Identification Services (IIS)
Handheld units IBIS routers
Biometric Data Capture Systems
Knowledge Discovery/ Data-Mining Systems
Mobile ID
IBIS
Enabling/ Embedded Technologies
Total Identity Solution
ABIS face ABIS finger
Biometric archive & router systems Workflow biometric record mgmt. systems
Face algorithms Finger algorithms Match on card Core board
Page 10
Key Products—SecuriMetrics
Portable Iris Enrollment and Recognition Device
The PIER™ is a rugged hand-held device that allows the operator to enroll and identify individuals using the unique patterns and textures of the iris. The PIER™ can store a database of up to 200,000 individuals (both left and right eye) and quickly return the identity of the subject.
Hand-held Interagency Identity Detection Equipment (Prototype)
The world’s first hand-held, multi-modal (Iris, Finger, Face) enrollment and recognition device, the HIIDE™ is under development for the US Department of Defense and other government agencies. The HIIDE™ can enroll and store up to 10,000 full biometric portfolios (2 iris templates, 10 fingerprints and a facial image) and identify a subject in stand-alone mode.
Multi-Modal Biometric System
MMBS simultaneously manages multiple biometric technologies, including: iris recognition, facial recognition, mug shot identification, fingerprints, and smart card validation.
Page 11
Key Products—IBT
Electronic Fingerprint Capture Station (EFCS) 2100TM
The EFCS uses a Pentium III personal computer to host the
Integrated Biometric Technology fingerprint capture application. The EFCS software manages a live scan tenprinter and provides capture, processing, storage, and transmission of electronic fingerprint records.
Laptop EFCS 2100
The laptop module provides the user with portable live scan fingerprinting. The live scan can be delivered with a hard plastic case, allowing easy transport of the complete system to remote locations for fingerprint capture.
Page 12
Competitive Landscape
The New Company Has Unique End-to-End Capability
Company Live Scan Full Hand MobileID ABIS/ AFIS Biometric Data-Mining Facial Recognition Credentialing (Pay-by-Click) Iris
Viisage/Identix/ IBT/SecuriMetrics
Cogent
Cognitec
CrossMatch
NEC
Printrak (MOT)
Saflink
Sagem (Safran)
Strong Presence Limited Presence No Presence
Page 13
Summary
Large, Fast Growing, Global Target Market
Capabilities to Address 88% of the Potential Biometric Market
Only Player with “End-to-End” Product Capabilities
Robust, Flexible Technology Platform
Experienced, Proven Management Team
Substantial Revenue and Cost Synergies
Enhanced Financial Firepower with Strong Recurring Revenue Stream
Page 14
A Biometric Identity Security Solutions Leader