Viisage to buy Identix

Viisage Technology Inc. will purchase Identix Inc. for $770 million in an all-stock transaction that will let the two companies pool their resources to pursue biometric opportunities for an array of government mandates.

The purchase of Identix of Minnetonka, Minn., by Viisage of Billerica, Mass., will create a combined company with expected revenue of $220 million and earnings of $40 million in 2006. The transaction is expected to close in the second quarter of the year. The new company will be headquartered in Stamford, Conn.

The combined company will be able to compete for 80 percent of what the Palo Alto, Calif., market research firm Frost & Sullivan has determined to be an estimated $3.5 billion market opportunity by 2008. It will be able to offer biometric solutions for visas and passports, border control, voting program integrity and secure logical access for enterprise and government.

The new company also will be able to meet the mandates of Homeland Security Policy Directive 12, Transportation Worker Identification Credential, Western Hemisphere Travel Initiative, U.S. Visitor and Immigrant Status Indicator Technology, Registered Traveler, hazardous materials, Real ID and ePassport, according to a company statement.

Under terms of the transaction, Identix shareholders will own about 59 percent of the combined company, while Viisage shareholders will own about 41 percent. The company's board of directors will consist of 12 members, with seven of the directors designated by Viisage and five by Identix.

Identix shareholders will receive a fixed exchange ratio of .473 newly issued shares of Viisage stock for each share of Identix.

Robert LaPenta, chairman of the board of Viisage, will serve as the chairman and chief executive officer of the new company. He also is the founder of L-1 Investment Partners and former president, chief financial officer and co-founder of L-3 Communications Holdings Inc.

Identix CEO Joseph Atick will become vice chairman of the combined company's board and its chief strategic officer.

Viisage has about 211 employees and revenue of $67.5 million in fiscal 2004, according to Hoover's Online of Austin, Texas. Identix has about 480 employees and revenue of $73.8 million in fiscal 2005, according to Hoover's Online.