Mitek Announces Pricing of $135,000,000 Private Offering of 0.750% Convertible Senior Notes

SAN DIEGO, Feb. 02, 2021 (GLOBE NEWSWIRE) -- Mitek Systems, Inc. (“Mitek”) announced today the pricing of its private offering of $135,000,000 aggregate principal amount of 0.750% Convertible Senior Notes due 2026 (the “Notes”) in a private offering. The Notes will be offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The offering size was increased from the previously announced offering size of $125,000,000 aggregate principal amount of notes. Mitek has granted the initial purchasers of the Notes an option to purchase up to an additional $20,250,000 aggregate principal amount of Notes. The offering is expected to close on February 5, 2021, subject to customary closing conditions.

The Notes will be Mitek’s senior, unsecured obligations, equal in right of payment with Mitek’s future senior, unsecured indebtedness, senior in right of payment to its future indebtedness that is expressly subordinated to the Notes, effectively subordinated in right of payment to future secured indebtedness of Mitek, to the extent of the value of the assets securing that indebtedness, and structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent Mitek is not a holder thereof), preferred equity, if any, of Mitek’s subsidiaries. The Notes will accrue interest payable semi-annually in arrears on February 1 and August 1 of each year at a rate of 0.750% per year, beginning on August 1, 2021. The Notes will mature on February 1, 2026, unless earlier repurchased or converted.

Mitek estimates that the net proceeds from the offering of the Notes will be approximately $130.3 million (or approximately $149.9 million if the initial purchasers exercise their option to purchase additional Notes in full), after deducting the initial purchasers’ discount and estimated offering expenses. Mitek intends to use approximately $8.1 million (or approximately $9.3 million if the initial purchasers exercise their option to purchase additional Notes in full) of the net proceeds from the offering of the Notes to pay the cost of certain convertible note hedge transactions, after such cost is partially offset by the proceeds to Mitek of certain warrant transactions, each as described below. Mitek intends to use the remainder of the net proceeds from the offering of the Notes for general corporate purposes, which may include working capital, capital expenditures, and potential acquisitions and strategic transactions. From time to time, Mitek evaluates potential acquisitions and strategic transactions of businesses, technologies or products. However, Mitek has not designated any specific uses and Mitek currently has no binding agreements with respect to any material acquisition or strategic transaction.