UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): March 3, 2005
S1 Corporation
(Exact Name of Registrant as Specified in Charter)
Delaware 000-24931 58-2395199
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
3500 Lenox Road, Suite 200, Atlanta, Georgia 30326
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (404) 923-3500
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
- --------------------------------------------------------------------------------
Item 2.02 Results of Operations and Financial Condition
- ---------------------------------------------------------
On March 3, 2005, S1 Corporation ("S1") issued a press release correcting
and replacing the press release issued announcing the results of operations for
the quarter and year ended December 31, 2004. In the first table "Financial
Guidance for Q1, Q4 and Full Year 2005" Consolidated Revenue for the Full Year -
High is 295 (stated 290). Also, the fourth table "Statements of Operations by
Segment" should read: For the Quarter Ended September 30, 2004 (stated December
31, 2004).
The corrected press release is filed as Exhibit 99.1 to this report. Also
on March 3, 2005, S1 held a conference call during which S1 discussed its fourth
quarter and year end results and presented certain other material relating to S1
and its operations. A replay of the conference call is available for playback
two hours after the conference call is complete by dialing (800) 642-1687,
Access # 3925458. The replay will be active until 5:00 p.m. EDT on March 10,
2005.
In accordance with General Instruction B.2 of Form 8-K, the information in
this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liability of that section, nor shall it
be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, except as shall be expressly set forth by specific reference
in such a filing.
Item 9.01 Financial Statements and Exhibits
- -------------------------------------------
(c) Exhibits
Exhibits No. Description
- ------------ -----------
99.1 Corrected Press Release dated March 3, 2005
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.
Date: March 4, 2005 S1 Corporation
(Registrant)
By: /s/ Richard P. Dobb
----------------------------
Vice President, General Counsel & Secretary
- --------------------------------------------------------------------------------
Exhibit Index
Exhibit No. Description
- ----------- -----------
99.1 Corrected Press release dated March 3, 2005.