1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 7, 1999 SECURITY FIRST TECHNOLOGIES CORPORATION ---------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 000-24931 58-2395199 ------------------------------- ------------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3390 PEACHTREE ROAD, NE, SUITE 1700, ATLANTA, GEORGIA 30326 ------------------------------------------------------------ (Address of principal executive offices) Registrant's telephone number, including area code: (404) 812-6300 ---------------- NOT APPLICABLE ---------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On September 7, 1999, Security First Technologies Corporation ("S1") announced that S1 and the shareholders of FICS Group, N.V. ("FICS") are in discussions regarding new terms of the previously announced agreements under which S1 agreed to acquire FICS. S1 determined that it is in the best interest of its shareholders to negotiate new terms which involve reducing the aggregate number of shares of S1 common stock that would be issued in the transaction, as well as creating an earn-out for a percentage of the shares. Unless and until there is a definitive agreement, there can be no assurance an agreement will be reached. On May 17, 1999, S1 announced agreements to acquire FICS and Edify Corporation ("Edify") in separate transactions. These discussions do not affect the Edify transaction, which is expected to close in the fourth quarter of 1999. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits. Exhibit No. Description --- ----------- 99 Press release, dated September 7, 1999. 3 EXHIBIT INDEX Exhibit No. Description --- ----------- 99 Press release, dated September 7, 1999. 4 SIGNATURES 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. SECURITY FIRST TECHNOLOGIES CORPORATION --------------------------------------- (Registrant) /s/ ROBERT F. STOCKWELL ----------------------- Robert F. Stockwell Chief Financial Officer and Treasurer Date: September 8, 1999