Mitek Acquires UK-based HooYu in All Cash GBP 98 Million Deal - Seite 2

“Mitek builds trust in the digital world, which we need now more than ever,” added Carnecchia. “This past year, Mitek continued to demonstrate our commitment to fighting fraud – both with the acquisition of ID R&D and now with HooYu. We deeply respect HooYu’s heritage as a UK-founded technology company, operating in the global financial services hub, and one of the most highly regulated markets. The combination of both companies’ technologies now gives our customers the most comprehensive identity platform on the market today.”

Conference call information

Mitek management will host a conference call and live webcast for analysts and investors tomorrow, Thursday, March 24 at 8:30 a.m. Eastern Time to discuss the acquisition of HooYu.

To access the live call, dial 866-575-6539 (US and Canada) or [phone] (International) and give the participant passcode 5908006.

A live and archived webcast of the conference call will be accessible on the Investor Relations section of the company’s website at www.miteksystems.com. In addition, a phone replay will be available approximately two hours following the end of the call, and it will remain available for one week. To access the call replay dial-in information, please click here.

Jefferies LLC acted as financial advisor to Mitek in connection with the transaction. HooYu was advised by GP Bullhound.

Required information regarding inducement equity grants

In connection with the acquisition of HooYu, on March 23, 2022, the Mitek board of directors granted to six employees of HooYu restricted stock units for an aggregate of (i) 129,204 shares of the Company’s common stock, which shall vest over a four year period with 25% of the shares subject thereto vesting on each anniversary of the grant date, and (ii) 119,634 shares of the Company’s common stock, which may vest up to 25% of the shares subject thereto on the first anniversary of the grant date, and up 25% of the shares subject thereto at the end of each of the Company’s next three fiscal years subject to the achievement of the annual performance criteria which is based on the actual revenue achieved by HooYu as compared to the corresponding period for the prior year. The restricted stock units were granted as an inducement to such employees to accept employment with the Company and in accordance with NASDAQ Listing Rule 5635(c)(4). The vesting of each grant is subject to the employee’s continued service with the Company (or subsidiary thereof) through the applicable vesting date. The inducement grants are subject to the terms and conditions of award agreements covering the grants and the Company’s 2020 Incentive Plan.