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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: JUNE 14, 2004
Commission File Number: 0-15235
MITEK SYSTEMS, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 87-0418827
-------- ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
14145 DANIELSON STREET, SUITE B
POWAY, CA 92064
----------------------------------------
(Address of principal executive offices)
(858) 513-4600
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
On June 14, 2004, Mitek Systems, Inc. issued a press release stating that it had
completed a $3.0 million private placement with Laurus Master Fund, Ltd.
("Laurus Funds"), a financial institution specializing in funding small and
micro-capitalization companies. Under the terms of the private placement
agreements, Mitek issued to Laurus Funds a three-year, $3.0 million secured
note, convertible into Mitek's common stock, and a warrant to purchase up to
860,000 shares of Mitek's common stock.
ITEM 7(c). EXHIBITS
99.1 Press release dated June 14, 2004.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MITEK SYSTEMS, INC.
Date: June 14, 2004 By: /s/ John M. Thornton
-------------------------------------
John M. Thornton
Chairman of the Board of Directors and
Chief Financial Officer
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 PRESS RELEASE DATED JUNE 14, 2004.
EXHIBIT 99.1
Mitek Systems Completes $3 Million Financing With Laurus Funds
POWAY, Calif., June 14 /PRNewswire-FirstCall/ -- Mitek Systems, Inc.
("Mitek") (OTC Bulletin Board: MITK) announced today that it has completed a
$3.0 million private placement with Laurus Master Fund, Ltd. ("Laurus Funds"),
a financial institution specializing in funding small and micro-capitalization
companies. Under the terms of the private placement agreements, Mitek issued
to Laurus Funds a three-year, $3.0 million secured note, convertible into
Mitek's common stock, and a warrant to purchase up to 860,000 shares of
Mitek's common stock.
"We are pleased to have completed this transaction with Laurus Funds,"
said Mitek's President and Chief Executive Officer, James DeBello. "We expect
that the resources we've gained through this financing will help us to focus
more clearly on Mitek's day-to-day operations and business strategy. We plan
to expand our sales and marketing initiatives to take advantage of
opportunities to provide check fraud diagnostics and imaging solutions to
financial institutions."
The securities sold in the private placement have not been registered
under the Securities Act of 1933, as amended, and may not be re-offered or
re-sold in the absence of an effective registration statement or exemption
from registration requirements. Mitek has agreed with Laurus Funds to file a
resale registration statement within thirty days after the closing of the
transaction for purposes of registering the shares of common stock acquirable
by Laurus Funds upon conversion of the note and exercise of the warrant.
About Mitek
Mitek is a provider of imaging, item processing, and check fraud
protection solutions for the banking industry and a global supplier of
embedded software recognition engines. Mitek develops recognition technology
using advanced neural networking techniques and deploys this technology in
fraud prevention, check, financial document and forms processing applications.
These applications automatically process over 8 billion documents per year for
a variety of OEMs, reseller partners and end users. For more information
about Mitek Systems, contact us at 14145 Danielson Street, Suite B, Poway, CA
92064; 858-513-4600 or visit our Web site at www.miteksystems.com.
Forward-Looking Statement Disclosure
With the exception of historical matters, the matters discussed in this
press release are forward-looking statements that involve risks and
uncertainty. Forward-looking statements include, but are not limited to,
statements relating to the transaction with Laurus Funds, development and pace
of sales of Mitek's products, expected trends and growth in Mitek's results of
operations, and planned expansion of sales and marketing activities. Mitek's
actual results could differ from such forward-looking statements. There can
be no assurance that Mitek will achieve the results set forth herein. Mitek
and Mitek Systems are registered trademarks of Mitek Systems, Inc. All other
product or company names may be trademarks or registered trademarks of their
respective holders.
For further information please contact James B. DeBello, President and CEO
of Mitek Systems, Inc., +1-858-513-4600; or General Information, Laurie Berman
of Financial Relations Board, +1-310-407-6546, for Mitek Systems, Inc.
SOURCE Mitek Systems, Inc.
-0- 06/14/2004
/CONTACT: James B. DeBello, President and CEO of Mitek Systems, Inc.,
+1-858-513-4600; or General Information, Laurie Berman of Financial Relations
Board, +1-310-407-6546, for Mitek Systems, Inc./
/Web site: http://www.miteksystems.com /
(MITK)
CO: Mitek Systems, Inc.; Laurus Master Fund, Ltd.
ST: California
IN: FIN HTS CPR MLM ITE OTC
SU: FNC