UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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
19, 2005
Mitek
Systems, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or
Other Jurisdiction of
Incorporation)
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0-15235
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87-0418827
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(Commission
File Number)
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(IRS
Employer Identification
No.)
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14145
Danielson Street, Suite B, Poway,
CA
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92064
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(Address
of Principal Executive
Offices)
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(Zip
Code)
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(858)
513-4600
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(Registrant’s
Telephone Number, Including Area Code)
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(Former
Name or Former Address, if Changed Since
Last Report)
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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 (see
General
Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01
Entry
into a Material Definitive Agreement.
On
September 19, 2005, Mitek Systems, Inc. (the “Company”) entered into a lease
agreement (the “Lease”) with Arden Realty Finance V, L.L.C., a Delaware limited
liability company (the “Landlord”) regarding the leasing of space (the
“Premises”) for the Company’s principal executive offices to be located at 8911
Balboa Avenue, San Diego, California 92123. The Lease estimates that the
Premises consist of 15,927 rentable square feet.
The
Lease
is effective and binding on the parties as of September 19, 2005; however,
the
term of the Lease will begin on date on which the Landlord achieves substantial
completion of certain tenant improvements in accordance with the terms of
the
Lease (the "Commencement Date"). The initial term of the Lease is seven years.
The Lease will be terminable by the Company after the calendar month which
is
forty-eight (48) full calendar months after the Commencement Date; however,
termination will require certain penalties to be paid equal to two months
of
base rent and all unamortized tenant improvements and commissions. The Lease
provides the Company with an option to extend the term of the Lease for five
years, exercisable by delivery of written notice by the Company to the Landlord
no later than nine (9) full calendar months prior to the expiration of the
initial lease term. The Company currently anticipates the Commencement Date
to
occur in December 2005. Thereafter, during the initial term of the lease,
in
year 1, the monthly base rent for the Premises will be $1.55 per rentable
square
foot per month ($24,686 per month, assuming 15,927 rentable square feet).
In
year 2 and each subsequent year under the Lease, the base rent will be increased
$.05 per rentable square foot per month as compared to the previous year,
such
that in year 7, the monthly base rent for the Premises will be $1.85 per
rentable square foot per month ($29,464 per month, assuming 15,927 rentable
square feet). During the option term, the monthly base rent shall be equal
to
the "fair market value" for the Premises as agreed to by the Company and
the
Landlord or, if the Company and Landlord are unable to agree, by an appraiser
in
accordance with the terms of the Lease. The Company is posting a security
deposit under the Lease. In addition to the monthly base rent, the Company
will
be required to pay Landlord as additional rent operating expense increases
of up
to 6% annually and utilities costs. The Lease provides that the Landlord
shall
bear tenant improvement costs per a space plan approved by the
Company.
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.
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MITEK
SYSTEMS, INC. |
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| Date:
September 23, 2005 |
By: |
/s/ James
B. DeBello |
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James
B. DeBello |
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President
and Chief Executive Officer |